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My Fair Lady is a 1964 American musical film adapted from the Lerner and Loewe eponymous stage musical based on the 1913 stage play Pygmalion by George Bernard Shaw. With a screenplay by Alan Jay Lerner and directed by George Cukor, the film depicts a poor Cockney flower seller named Eliza Doolittle who overhears an arrogant phonetics professor, Henry Higgins, as he casually wagers that he could teach her to speak "proper" English, thereby making her presentable in the high society of Edwardian London.

My Fair Lady
Theatrical release poster by Bill Gold,
original illustration by Bob Peak
Directed byGeorge Cukor
Produced byJack L. Warner
Screenplay byAlan Jay Lerner
Based on
  • My Fair Lady
    by Alan Jay Lerner
  • Pygmalion
    by George Bernard Shaw
Starring
  • Audrey Hepburn
  • Rex Harrison
  • Stanley Holloway
  • Wilfrid Hyde-White
  • Gladys Cooper
Music by
  • Music:
  • Frederick Loewe
  • Lyrics:
  • Alan Jay Lerner
CinematographyHarry Stradling
Edited byWilliam H. Ziegler
Distributed byWarner Bros. Pictures, Inc.1
Release date
  • October 21, 1964 (1964-10-21)
Running time
170 minutes
CountryUnited States
LanguageEnglish
Budget$17 million
Box office$72 million

The film stars Audrey Hepburn as Eliza Doolittle and Rex Harrison as Henry Higgins, with Stanley Holloway, Gladys Cooper and Wilfrid Hyde-White in supporting roles. A critical and commercial success, it won eight Academy Awards, including Best Picture, Best Actor, and Best Director. In 1998, the American Film Institute named it the 91st greatest American film of all time.

Screenplay

In London, Professor Henry Higgins (Rex Harrison), a scholar of phonetics, believes that the accent and tone of one's voice determines a person's prospects in society. In Covent Garden one evening, he meets Colonel Hugh Pickering (Wilfrid Hyde-White), himself a phonetics expert who had come all the way from India to see him. Higgins boasts he could teach anyone to speak so well he could pass them off as a duke or duchess at an embassy ball, even a young woman with a strong Cockney accent named Eliza Doolittle (Audrey Hepburn) who tries to sell them flowers. Eliza's ambition is to work in a flower shop, but her accent makes that impossible. The following morning, Eliza unexpectedly shows up at Higgins' home, seeking lessons. Pickering is intrigued and offers to cover all the attendant expenses if Higgins succeeds.

Eliza's father, Alfred P. Doolittle (Stanley Holloway), a dustman, shows up three days later, ostensibly to protect his daughter's virtue, but in reality simply to extract some money from Higgins, and is bought off with £5. Higgins is impressed by the man's honesty, his natural gift for language, and especially his brazen lack of morals. Higgins recommends Alfred to a wealthy American who is interested in morality.

Eliza endures Higgins' demanding teaching methods and treatment of her personally. She makes little progress, but just as she, Higgins, and Pickering are about to give up, Eliza finally "gets it"; she instantly begins to speak with an impeccable upper class accent.

As a trial run, Higgins takes her to Ascot Racecourse, where she makes a good impression initially, only to shock everyone by a sudden lapse into vulgar Cockney while cheering on a horse. Higgins, who dislikes the pretentiousness of the upper class, partly conceals a grin behind his hand. He then takes Eliza to an embassy ball for the final test. There she dances with a foreign prince. At the ball is Zoltan Karpathy (Theodore Bikel), a Hungarian phonetics expert trained by Higgins. After a brief conversation with Eliza, he certifies that she is not only Hungarian, but a princess.

However, Eliza's hard work is barely acknowledged, with all the praise going to Higgins. This, and his callous treatment towards her afterwards, especially his indifference to her future, causes her to walk out on him, leaving him mystified by her ingratitude. Accompanied by Freddy Eynsford-Hill (Jeremy Brett), a young, upper-class man who is infatuated with her, Eliza makes an attempt to return to her old life, but finds that she no longer fits in. She meets her father, who has been left a large fortune by the wealthy American to whom Higgins had recommended him, and is resigned to marrying Eliza's stepmother. Alfred feels that Higgins has ruined him, lamenting that he is now bound by middle-class morality". Eliza eventually ends up visiting Higgins' mother (Gladys Cooper), who is outraged at her son's callous behaviour.

The next day, Higgins finds Eliza gone and searches for her, eventually finding her at his mother's house. Higgins attempts to talk Eliza into coming back to him. He becomes angered when she announces that she is going to marry Freddy and become Karpathy's assistant. He makes his way home, stubbornly predicting that she will come crawling back. However, he comes to the unsettling realization that he has "grown accustomed to her face." As he listens to a recording of Eliza's voice, she reappears in the doorway behind him, turning off the recording and saying in her old Cockney accent, "I washed my hands and face before I come, I did." Higgins looks surprised, then pleased, before asking where his slippers are.

  • Audrey Hepburn as Eliza Doolittle
    • Marni Nixon as Eliza's singing voice (uncredited)
  • Rex Harrison as Professor Henry Higgins
  • Stanley Holloway as Alfred P. Doolittle
  • Wilfrid Hyde-White as Colonel Hugh Pickering
  • Gladys Cooper as Mrs. Higgins
  • Jeremy Brett as Freddy Eynsford-Hill
    • Bill Shirley as Freddy's singing voice (uncredited)
  • Theodore Bikel as Zoltan Karpathy
  • Mona Washbourne as Mrs. Pearce, Higgins' housekeeper
  • Isobel Elsom as Mrs. Eynsford-Hill
  • John Holland as the Butler

Uncredited Cast

  • Henry Daniell as the British Ambassador (in his last film role)
  • Baroness Rothschild as the Queen of Transylvania
  • Buddy Bryant as Prince Gregor of Transylvania
  • Charles Fredericks as the King in Eliza's fantasy
  • Lillian Kemble-Cooper as female Ambassador (in yellow dress) at Ball
  • Queenie Leonard as Cockney bystander
  • Moyna MacGill as Lady Boxington
  • Alan Napier as gentleman escorting Eliza to the Queen
  • Betty Blythe as Lady at Ball
  • Marjorie Bennett as Cockney with pipe
  • Marni Nixon as Waiter from bar (Get Me to the Church on Time)
 
Cinematographer Harry Stradling poses with Audrey Hepburn as Eliza Doolittle on the set of the film

The head of CBS, William S. Paley, put up the money for the original Broadway production in exchange for the rights to the cast album (through Columbia Records). When Warner bought the film rights in February 1962 for the then-unprecedented sum of $5 million, it was agreed that the rights to the film would revert to CBS seven years following release.

Order of musical numbers

The order of the songs in the show was followed faithfully, except for "With a Little Bit of Luck". The song is listed as being the third musical number in the play; in the film it is the fourth. Onstage, the song is split into two parts sung in two different scenes. Part of the song is sung by Doolittle and his cronies just after Eliza gives him part of her earnings, immediately before she makes the decision to go to Higgins's house to ask for speech lessons. The second half of the song is sung by Doolittle just after he discovers that Eliza is now living with Higgins. In the film, the entire song is sung in one scene that takes place just after Higgins has sung "I'm an Ordinary Man". However, the song does have a dialogue scene (Doolittle's conversation with Eliza's landlady) between verses.

The instrumental "Busker Sequence", which opens the play immediately after the Overture, is the only musical number from the play omitted in the film version. However, there are several measures from this piece that can be heard as we see Eliza in the rain, making her way through the cars and carriages in Covent Garden.

All of the songs in the film were performed near complete; however, there were some verse omissions, as there sometimes are in film versions of Broadway musicals. For example, in the song "With a Little Bit of Luck", the verse "He does not have a Tuppence in his pocket", which was sung with a chorus, was omitted, due to space and its length. The original verse in "Show Me" was used instead.

The stanzas of "You Did It" that came after Higgins says "she is a Princess" were originally written for the Broadway version, but Harrison hated the lyrics, and refused to perform the song unless and until those lyrics were omitted, which they were in most Broadway versions. However, Cukor insisted that the omitted lyrics be restored for the film version or he would not direct at all, causing Harrison to oblige. The omitted lyrics end with the words "Hungarian Rhapsody" followed by the servants shouting "Bravo" three times, to the strains of Liszt's "Hungarian Rhapsody" before the servants sing "Congratulations, Professor Higgins".

Dubbing

Hepburn's singing was judged inadequate, and she was dubbed by Marni Nixon, who sang all songs except "Just You Wait", where Hepburn's voice was left undubbed during the harsh-toned chorus of the song and Nixon sang the melodic bridge section. Hepburn did sing the brief reprise of the song in tears. Some of Hepburn's original vocal performances for the film were released in the 1990s, affording audiences an opportunity to judge whether the dubbing was necessary. Less well known is the dubbing of Jeremy Brett's songs (as Freddy) by Bill Shirley.

Harrison declined to pre-record his musical numbers for the film, explaining that he had never talked his way through the songs the same way twice and thus could not convincingly lip-sync to a playback during filming (as musical stars had, according to Jack L. Warner, been doing for years. "We even dubbed Rin-Tin-Tin"). George Groves decided to use a wireless microphone, the first such use during filming of a motion picture. The sound department earned an Academy Award for its efforts.

Intermission

One of the few differences in structure between the stage version and the film is the placement of the intermission. In the stage play, the intermission comes after the embassy ball where Eliza dances with Karpathy. In the film, the intermission comes before the ball, as Eliza, Higgins, and Pickering are seen departing for the embassy.

Art direction

Gene Allen, Cecil Beaton, and George James Hopkins won an Academy Award for Best Production Design for art direction of the film. Beaton's inspiration for the library in Higgins' home, where much of the action takes place, was a room at the Château de Groussay, Montfort-l'Amaury, in France, which had been decorated opulently by its owner Carlos de Beistegui. Hats were created by Parisian milliner Paulette  at Beaton's request.