It won the Academy Award for Original Music Score and was nominated for Best Actress in a Leading Role (Caron), Best Art Direction-Set Decoration (Color), Best Cinematography (Color), Best Director (Charles Walters) and Best Original Screenplay.
The film was adapted for the stage under the title Carnival.
Left alone and impoverished when her father dies, naive country girl Lili (Leslie Caron) arrives in a provincial town in hopes of locating an old friend of her father's only to find that he has also died and his family has left the town. A local grocery store owner tries to take advantage of the young girl by luring her in his store. There she is saved by a smooth-talking, handsome womanizing magician Marc, aka Marcus the Magnificent (Jean-Pierre Aumont) who has just arrived in town with the carnival. Lili is infatuated with him and follows him to the carnival where he upon learning that she is only 16 decides to help her get a job as waitress until she is "old enough". Lili is fired on her first night when she spends her time watching the magic act instead of waiting tables. Not knowing what to do, Lili consults the magician for advice, but he simply tells her to go back to where she came from. Homeless and heartbroken she contemplates suicide, unaware that she is being watched by the carnival's puppeteer Paul (Mel Ferrer). He stops her by striking up a conversation with her through his puppets — a brash red-haired boy, a sly wolf, a vain ballerina, and a cowardly giant. Soon a large group of carnival workers gathers and they are enthralled watching Lili's direct interaction with the puppets, as she is seemingly unaware that there is a puppeteer behind the curtain. Afterwards, Paul and his partner Jacquot (Kurt Kasznar) offer Lili a job in the act, talking with the puppets. She accepts and her natural and pure manner of interacting with the puppets becomes the most valuable part of the act.
Paul was once a well-known dancer, but a leg injury in World War II put an end to that. He regards the puppet show as far inferior to his old career, the loss of which has embittered him. Lili refers to him as "the Angry Man." Although he falls in love with Lili, he is incapable of showing it directly, but can only express his feelings for her through the puppets. Fearing rejection due to his inability to pursue his art, and the physical impairment that caused it, he preempts a decision on her part by being consistently unpleasant to her, even as Jacquot warns him that he is driving Lili away. Lili is unaware of all this, and continues to dream about the handsome magician and about replacing his sexy assistant Rosalie (Zsa Zsa Gabor) in both his act and his heart.
Soon, Marcus receives an offer to perform at the local casino and decides to leave the carnival much to the joy of Rosalie who can now announce to everybody that she is his wife. Lili of course is heart broken and invites Marc in her trailer where he tries to take advantage of her innocence, but is interrupted by Paul. He leaves and Lili finds his wedding ring and chases after him. She is stopped by Paul who accuses her of being a fool and hits her.
In the meanwhile two impresarios from Paris who have been scouting the show for a few days come to see the despaired Paul. At the meeting they recognize him as the former dancer and tell him that his current act with Lili and the puppets is ingenious and will surpass everything that he could have done as a dancer. Paul is ecstatic about this and the offer, but Jacquot errives and tells the agents that they will have to let them know at a later time. He tells Paul in private that Lili is leaving.
Lili brings the wedding ring to Paul and tells him that every little girl grows up and has to wake up from her girlish dreams and open her eyes. She has decided to leave the carnival. On her way out she is stopped by the familiar voice of the puppets who ask her to take them with her. They embrace her and she finds out that they are shaking and for the first time she realizes that there is actually somebody behind the curtain. She pulls the curtain away and sees Paul. She wants to know who he is. Is he the puppets who seem to know what's in her heart or is he the "angry man" incapable of loving anybody and anything? He tells her that he is all of the puppets with their flaws and with his own flaws, but business is business. She says "not anymore" and walks away.
As she walks on the road out of town, she imagines that she dances with each of the puppets, now elevated to human size. To her dismay, the figures turn into the puppeteer one by one. Initially she is shocked and his image fades away, but by the end she embraces it realizing that her bond with the puppets was really a bond with Paul. When the last puppet figure becomes Paul, Lili holds him close and doesn't want to let him go. Coming back to reality, Lili runs back to the carnival as fast as her legs will carry her. When she finds Paul, she drops her luggage and runs into his waiting arms. They kiss passionately as the puppets applaud. The End
Bosley Crowther, reviewing the movie at its opening, had nothing but praise for the movie, rejoicing that "at last Leslie Caron's simplicity and freshness... have been captured again in the film." He showered other encomia on Caron, calling her "elfin," "winsome," the "focus of warmth and appeal," praising her "charm," "grace," "beauty," and "vitality." He said screenwriter Helen Deutsch had "put together a frankly fanciful romance with clarity, humor, and lack of guile," and admires the choreographer, sets, music, and title song.
The movie was not universally liked, though; Pauline Kael called it a "sickly whimsy" and referred to Mel Ferrer's "narcissistic, masochistic smiles."
The Paul Gallico short story from which Lili was adapted was published in expanded form in 1954 as Love of Seven Dolls a 125-page novella. The New York Times review of the book opens "Those audiences still making their way to see Lili may now read the book from which this motion picture was adapted." The original short story was clearly based on the popular television puppet show Kukla, Fran and Ollie, as it takes place in a television studio (not a carnival as in the film and book), and has many characters based on the Kuklapolitans. The novella was far more mystical and magic than the short story. Brettonais from the village of Plouha..."Wretched though she was, some of the mystery of that mysterious land still clung to her...the gravity of her glance, the innocence and primitive mind...there were dark corners of Celtic brooding...a little scarecrow."
Helen Deutsch's adaptation is [somewhat] true to the essential core of Gallico's story, but there are many differences, and Gallico's book is far, far darker in tone. In the book, the girl's nickname is Mouche ("fly") rather than Lili. The puppeteer is named Michel Peyrot, stage name Capitaine Coq, rather than Paul Berthalet. He is not a crippled dancer, rather "he was bred out of the gutters of Paris." Yet something moves him to save the potential suicide.
The puppeteer's assistant is a "primitive" Senegalese man named Golo, rather than the movie's amiable Frenchman. He shares with Mouche a sense of primitive magic, and with her believes in the reality of the puppets.
The first four puppets she meets correspond closely to those in the film and are a youth named Carrot Top; a fox, Reynardo; a vain girl, Gigi; and a "huge, tousle-headed, hideous, yet pathetic-looking giant" Alifanfaron. The latter two are named "Marguerite" and "Golo" in the movie (i.e. the name of the puppeteer's assistant in the book becomes the name of a puppet in the movie). The book includes three additional puppets: a penguin named Dr. Duclos who wears a pince-nez and is a dignified academic; Madame Muscat, "the concierge," who constantly warns Mouche that the others are "a bad lot;" and Monsieur Nicholas, a man with steel-rimmed spectacles, stocking cap, and leather apron, who is "a maker and mender of toys."
The core of both book and movie is the childlike innocence of Mouche/Lili and her simple conviction that she is interacting directly with the puppets themselves, which have some kind of existence separate from the puppeteer. This separation is perfectly explicit in the book. It says that Golo was "childlike...but in the primitive fashion backed by the dark lore of his race" and looked upon the puppets "as living, breathing creatures." But "the belief in the separate existence of these little people was even more basic with Mouche for it was a necessity to her and a refuge from the storms of life with which she had been unable to cope."
In the movie, the puppeteer, Paul Berthalet, is gruff, unhappy, and emotionally distant. Although Lili refers to him as "the angry man", he is not very cruel or menacing. His bitterness is explained by his identity as a former ballet dancer, disabled by a leg injury and "reduced" to the role of puppeteer.
Gallico's Peyrot, however, is vicious in every sense of the word. No ballet dancer, he was "bred out of the gutters" and by the age of fifteen was "a little savage practiced in all the cruel arts and swindles of the street fairs and cheap carnivals." He has "the look of a satyr." "Throughout his life no one had ever been kind to him, or gentle, and he paid back the world in like. Wholly cynical, he had no regard for man, woman, child, or God. Not at any time he could remember in his thirty-five years of existence had he ever loved anything or anyone. He looked upon women as conveniences that his appetite demanded and, after he had used them, abandoned them or treated them badly." Furthermore, he hates Mouche for "her innocence and essential purity. Capitaine Coq was the mortal enemy of innocence...He would, if he could, have corrupted the whole world."
Peyrot rapes the virgin Mouche and embarks on an abusive relationship with her. "He debauched her at night and then willy-nilly restored her in the daytime through the medium of the love of the seven dolls, so that phoenix-like she arose each day from the ashes of abuse of the night before, whether it was a tongue-lashing, or a beating, or to be used like a woman of the streets. She was rendered each time as soft and dewy-eyed, as innocent and trusting as she had been the night he had first encountered her on the outskirts of Paris. The more cruelly he treated her, the kindlier and more friendly to her were the puppets the next morning. He seemed to have lost all control over them. As for Mouche, she lived in a turmoil of alternating despair and entrancing joy."
In both book and movie, Mouche/Lili is tempted by a superficial attraction to a handsome man—an acrobat named Balotte in the book, the magician Marc in the movie—but returns to the puppeteer. In the movie, Marc's relation with Lili is exploitative. In the book, however, it is Peyrot who is exploitative and abusive and the relationship with Balotte that appears healthy. On their first date, Balotte takes Mouche "solicitously by the arm, as though she were fragile. It had been so long since a man had been gentle with her that it quite warmed Mouche's heart. All of a sudden she remembered that she was a young girl and laughed happily." When they dance Balotte becomes "ardent" and holds her "close, but yet tenderly. The tenderness found an answering response in Mouche. Youth was wooing youth. For the first time in longer than she could remember, Mouche was enjoying herself in a normal manner."
She intends to leave with Balotte, but ultimately Mouche abandons this "normal" attachment and returns to Peyrot. Gallico says she comes to an understanding of Peyrot as "a man who had tried to be and live a life of evil, who to mock God and man had perpetuated a monstrous joke by creating his puppets like man, in his image and filling them with love and kindness." Mouche "passed in that moment over the last threshold from child to womanhood" and knew "the catalyst that could save him. It was herself." She tells Peyrot "Michel...I love you. I will never leave you." Peyrot does not respond, but he weeps; Mouche holds his "transfigured" head and, according to Gallico, "knew that they were the tears of a man...who, emerging from the long nightmare, would be made forever whole by love." If this is a happy ending, it is not the simple happy ending of the movie.
Reviewing the book on its publication, Andrea Parke says that Gallico creates "magic...when he writes the sequences with Mouche and the puppets." But "when he writes the love story of Mouche as the ill-treated plaything of the puppet master, the story loses its magic. The mawkish realism of the passages has an aura of bathos that is not only unreal but unmoving."
The story opens in a New York City television studio where Milly, a "sweet-faced girl with [a] slightly harassed expression," is about to make her farewell appearance on the Peter and Panda show.
Peter and Panda are part of an ensemble of puppets; they are a leprechaun and a panda respectively; other puppets include Arthur, a "raffish crocodile;" Mme. Robineau, a French lady "of indeterminate age with dyed hair;" Doctor Henderson, a penguin; and Mr. Tootenheimer, a toymaker. They are all operated by a single puppeteer, named Crake Villeridge. Despite being a puppet show, it has, like the real-life Kukla, Fran and Ollie TV show, a huge audience of all ages. Also like Kukla, Fran and Ollie, there is no script: "it's all ad-libbed". At the end of the show, "millions watching felt a sense of loss as though a family close to them were breaking up."
Milly has been with the show two years, and, as in other versions of the story, she interacts in a spontaneous and endearing way directly with the personas of the puppets. In a flashback, we learn that during her audition, she had met and talked to the puppets before meeting any human being. Not realizing that this encounter was her audition, she is surprised when a station representative meets her and tells her "Your performance this afternoon came closest to what [Mr. Villeridge] wants." She says "But it actually wasn't a performance" and is told "Exactly. The first time you start giving a performance, you're through."
Villeridge, we learn, is French Canadian, and had once been headed for a serious career as a hockey player. In an accident, two men "skated over the side of his face," ending his hockey career, and seriously and permanently disfiguring him.
She soon learns that Villeridge is emotionally an abuser. She loves the on-air performances, loves the puppets and their personalities, and finds Mr. Tootenheimer, the wise old toymaker, particularly comforting. But she hates Villeridge and what he does to her in rehearsal and after the show. He shouts at her, demeans her, criticizes everything she has done, and humiliates her in front of the program staff. When she meets a nice man named Fred Archer and believes she is "a little in love" with him, she decides she can no longer withstand with Villeridge and his tyrannical ways. She announces that she is marrying Archer and gives notice.
After her farewell show, she changes into her street dress. She waits for everyone else to leave the studio, afraid of encountering Villeridge who "might be waiting for her with one last attack." As she leaves, she hears the voice of Arthur, the puppet, who says "I stayed behind. Milly, take me with you." Soon she is talking to Arthur and the other puppets. Mr. Tootenheimer, the "old philosopher," explains to her that every man is composed of many things, and that the puppets represent aspects of Villeridge's real personality:
Millie cries "Crake! Crake! come to me." They embrace, and Milly decides to say goodbye to "the outside world—reality—Fred Archer" and live with Villeridge and his created "Never-Never Land of the mind."