The 'MGM Musicals' ribbon at the top of the box is actually a brilliant foil stamping that doesn't show well in the photo. And that cover photo is supposed to look like an old postcard. Normal shelf wear to the box corners. Plot of artist Kelly torn between sophisticated French girl (Leslie Caron) and wealthy Nina Foch is creaky, but the songs (Best Score), dances, production, color (Best Cinematography) are superb. Highlight is an astonishing 17-minute ballet which holds the record for the longest movie dance number--and one of the most expensive, pegged at over half a million dollars and took 30 days to film. The music performed on and off camera by the great Benny Carter and the MGM orchestra, is all George Gershwin, from 'Embraceable You'...'I got Rhythm'...'Love is Here to Stay', to the electrifying finale. And boy it sure looks like Paris, but believe it or not, most of it was shot indoors on an MGM sound stage.