While the story is set in Newport, many of the scenes were shot at MGM Studios in Culver City, California, with a Bel Air mansion standing in for Newport. The film opens with a scenic flyover of Newport and its Gilded Age mansions including The Breakers and Clarendon Court. While some filming took place in Newport, many scenes filmed there were merely used as establishing shots, but you can definitely see Bellevue Avenue in the background of some driving scenes.
During Rhode Island filming, Grace Kelly stayed on the secluded side of Newport’s coastline at the Castle Hill Inn. Between takes, Kelly would sneak away to its quiet, rocky beach, where she could enjoy some privacy from autograph seekers. Kelly had recently announced her engagement to Prince Ranier of Monaco, and she wore her own engagement ring in the film. Because the climb back up from the beach was difficult, the staff of the Castle Hill Inn built a staircase to accommodate her. Today, the beach still has that staircase built for Kelly, and it is accessible to the public. The location is now called “Grace Kelly Beach.”
In the film, the character played by Grace Kelly is wooed by three men including a jazz musician played by Bing Crosby, whose character is in charge of the Newport Jazz Festival in which Louis Armstrong and his Orchestra are to appear. The use of Newport as the setting for the film reinforced the “old money” lifestyle of the main characters. Frank Sinatra and Celeste Holm sing “Who Wants to be a Millionaire” as they explore the opulent home of Kelly’s character.
After the opening flyover, the scene changes to Armstrong and his Orchestra in their Greyhound bus, with scenes of Newport in the background. The father of late state Representative Paul Crowley allowed MGM’s crew use his station wagon to secure the camera as they drove down Bellevue Avenue to film this sequence.