The cover photo for Pin Ups reflected the theme of swinging London by featuring 1960s supermodel Twiggy, who had previously been name-checked on Aladdin Sane’s “Drive-In Saturday” as “Twig the Wonder Kid.”

The photo was taken midway through the sessions at a Paris studio by her then-manager and partner Justin de Villeneuve. Twiggy recalled in her autobiography In Black and White that she was “really quite nervous” meeting Bowie, but “he immediately put me at ease. He was everything I could have hoped for and more.”

De Villeneuve first tried posing Twiggy and Bowie together in a shoulder shot. However, he soon realized that this would not appear balanced as Twiggy was very tanned from a recent holiday in the Bahamas while Bowie’s skin was “snow white.” The problem was solved by returning Aladdin Sane make-up designer Pierre Laroche, who used make-up masks to balance the tones out. Twiggy’s face mask was made white to complement Bowie’s skin and Bowie’s face mask was made brown to complement Twiggy’s tan. Twiggy found the final result “enigmatic and strange,” later calling it one of her favorite images and “possibly the most widely distributed photograph ever taken of me.”

Justin de Villeneuve first shot a test Polaroid, which he showed Bowie, and then shot the rest of the session with Rolleiflex Kodak 6x6cm color transparency film. The final product is remarkable (Twiggy looks straight at the camera while Bowie looks straight through it) and is often cited as one of the best rock album covers of all time. Twiggy found the final result “enigmatic and strange,” later calling it one of her favorite images and “possibly the most widely distributed photograph ever taken of me.”

This series of photos was initially intended for the British magazine Vogue but ultimately, de Villeneuve decided to give the photos to David Bowie for the cover of his new album Pin Ups at the cost of his relationship with the fashion magazine, who never wanted worked with him again.

Justin de Villeneuve recalled:

“Twiggy and I were staying in the Bel Air Hotel in LA when Peter Frampton visited us and had bought along a copy of Aladdin Sane by this wonderful new artist David Bowie. One of Bowie’s lyrics included ‘Twig the Wonder Kid.’ Apparently, he was a fan. When we arrived back in London, we met up with David and he mentioned he’d love to be on the cover of Vogue! I then spent a few weeks persuading Bea Miller (editor) that it would be great to have David and Twiggy on a Vogue cover. Eventually she agreed! Twiggy and I flew to Paris where David was recording his new album Pin Ups and I booked a studio to take the portrait.

“When Twiggy and Bowie sat in front of me I realized we had a problem. Twiggy and myself had just returned from the Bahamas and she had a dark tan. David was as white as a ghost. They looked weird. The problem was resolved when the make-up artist Pierre LaRoche and myself decided to draw masks on their faces of the same colors. When I looked through the lens viewfinder I only then noticed that Bowie had different color eyes! All the times I’d met him before I had never noticed. When I showed David the Polaroid of the portrait he loved it and asked if he could have it as the cover of his new album. I replied ‘but this is a special commission for Vogue.’ I then asked him how many albums he thought he would sell, ‘a million’ he replied. I realized Vogue would sell about 80,000 copies which would soon be forgotten. I agreed David could use it as his next album cover. Vogue never spoke to me again!

“Several weeks later, Twigs and I were driving along Sunset Boulevard and we passed a 60ft billboard of the picture. I knew I had made the right decision.”

The original LP’s rear sleeve featured two photos by photographer Mick Rock, one of a concert shot from the Ziggy tour and another of Bowie wearing a double-breasted suit cradling a saxophone. Bowie wrote in the book Moonage Daydream: “I chose the performance photos for the back cover as they were favorite Rock shots of mine. I also did the back cover layout with the color combination of red writing on blue as it again hinted at Sixties psychedelia.”