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Paramount / $14.99

Funny Face offers an object lesson in beauty, class and charisma, courtesy of an actress who had all three in abundance. Already in 1957, at age 24 and with just three major films behind her, Audrey Hepburn was a Hollywood original, a glamorous pixie who somehow retained a regal bearing that engendered respect and a gaminelike quality that made men and women alike adore her. Paired here with Fred Astaire, she plays a beatnik-ish bookstore clerk who, reluctantly, becomes the new face of a fashion line. Astaire plays a photographer patterned after Richard Avedon (who served as a visual consultant on the film), and - of course - his and Hepburn's characters fall in love. Their romance isn't exactly the most convincing ever filmed, and some of the scenes lampooning the 1950s high-fashion industry - the film could just as easily have been called The Devil Wears Pink - are a tad too broad. But Paris, where much of the film was shot, looks like something right out of a storybook, Astaire gets to dance with an umbrella (notice how there are very few edits when Astaire dances; he did most of his work in continuous takes) and Hepburn is about as captivating as the law will allow.


Disney / $29.98

The last animated feature film made under Walt Disney's direct supervision - he died in December 1966, 10 months before its release - was also the last great effort from Disney studios, at least until its animators absorbed the Broadway musical with 1989's The Little Mermaid. Rudyard Kipling might not recognize this adaptation of his work, but does that really matter? Not when faced with the inescapable charms of a bear named Baloo (Phil Harris), not to mention a wizened panther named Bagheera (memorably voiced by Sebastian Cabot). Extras on this two-disc 40th anniversary edition include outtakes containing a character excised from the original movie, a short-sighted rhinoceros named Rocky. There's also a making-of feature and a commentary track featuring both the original animators (from vintage interviews) and their modern descendants, who speak of how well The Jungle Book has endured.

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