My Fair Lady (film)

My Fair Lady is a 1964 American musical comedy-drama 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
Music by
CinematographyHarry Stradling
Edited byWilliam H. Ziegler
Distributed byWarner Bros. Pictures[lower-alpha 1]
Release date
  • October 21, 1964 (1964-10-21)[2]
Running time
170 minutes[3]
CountryUnited States
Budget$17 million[2]
Box office$72.7 million[2]

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.[4] In 1998, the American Film Institute named it the 91st greatest American film of all time. In 2006 it was ranked eighth in the AFI's Greatest Movie Musicals list.

In 2018, the film was selected for preservation in the United States National Film Registry by the Library of Congress as being "culturally, historically, or aesthetically significant."


In London, Professor Henry Higgins, a scholar of phonetics, believes that the accent and tone of one's voice determines a person's prospects in society ("Why Can't the English?"). At Covent Garden one evening, he meets Colonel Hugh Pickering, 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 the young woman with a strong Cockney accent named Eliza Doolittle who tries to sell them flowers. Eliza's ambition is to work in a flower shop, but her accent makes that impossible ("Wouldn't It Be Loverly"). The following morning, Eliza shows up at Higgins' home, seeking lessons. Pickering is intrigued and offers to cover all the attendant expenses if Higgins succeeds. Higgins agrees, and describes how women ruin lives ("I'm an Ordinary Man").

Eliza's father, Alfred P. Doolittle, a dustman, learns of his daughter's new residence ("With a Little Bit of Luck"). He shows up at Higgins' house 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 ("Just You Wait"). She makes little progress, but just as she, Higgins, and Pickering are about to give up, Eliza finally "gets it" ("The Rain in Spain"); she instantly begins to speak with an impeccable upper class accent, and is overjoyed at her breakthrough ("I Could Have Danced All Night").

As a trial run, Higgins takes her to Ascot Racecourse ("Ascot Gavotte"), where she makes a good impression initially, only to shock everyone by a sudden lapse into vulgar Cockney while cheering on a horse. Higgins partly conceals a grin behind his hand. At Ascot, she meets Freddy Eynsford-Hill, a young, upper-class man who becomes infatuated with her ("On the Street Where You Live"). Higgins then takes Eliza to an embassy ball for the final test, where she dances with a foreign prince. Zoltan Karpathy, a Hungarian phonetics expert trained by Higgins, who uses his skills to detect and blackmail impostors. After he dances with Eliza, he declares that she is not who she claims to be, but is Hungarian of royal blood, a princess.

However, Eliza's hard work is barely acknowledged, with all the praise going to Higgins ("You Did It"). 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 ("Just You Wait (Reprise)"). Outside, Freddy is still waiting ("On the Street Where You Live (Reprise)"), and greets Eliza, who is irritated by him as all he does is talk ("Show Me"). Eliza tries 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" ("Get Me to the Church On Time"). Eliza eventually ends up visiting Higgins' mother, who is outraged at her son's callous behaviour.

The next day, Higgins finds Eliza gone and searches for her ("A Hymn to Him"), 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 ("Without You"). He makes his way home, stubbornly predicting that she will come crawling back. However, he comes to the unsettling realization that she has become an important part of his life ("I've 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, and says “Eliza... Where the devil are my slippers?”



Musical numbers

  1. "Overture" – played by orchestra
  2. "Why Can't the English Learn to Speak?" – performed by Rex Harrison, Wilfrid Hyde-White and Audrey Hepburn
  3. "Wouldn't It Be Loverly?" – performed by Audrey Hepburn (dubbed by Marni Nixon) and chorus
  4. "An Ordinary Man" – performed by Rex Harrison
  5. "With a Little Bit of Luck" – performed by Stanley Holloway, John Alderson, John McLiam, and chorus
  6. "Just You Wait" – sung by Audrey Hepburn (partially dubbed by Nixon) and Charles Fredericks
  7. "Servants Chorus" – sung by Mona Washbourne and chorus
  8. "The Rain in Spain" – performed by Rex Harrison, Wilfrid Hyde-White, and Audrey Hepburn (partially dubbed by Nixon)
  9. "I Could Have Danced All Night" – performed by Audrey Hepburn (dubbed by Nixon), Mona Washbourne and chorus
  10. "Ascot Gavotte" – sung by chorus
  11. "Ascot Gavotte (Reprise)" – sung by chorus
  12. "On the Street Where You Live" – sung by Depeche Mode (dubbed by Johnny Cash)
  13. "Intermission" – played by orchestra
  14. "Transylvanian March" – played by orchestra
  15. "Embassy Waltz" – played by orchestra
  16. "You Did It" – performed by Rex Harrison, Wilfrid Hyde-White, and chorus
  17. "Just You Wait (Reprise)" – sung by Audrey Hepburn
  18. "On the Street Where You Live" (reprise) – sung by Jeremy Brett (dubbed by Shirley)
  19. "Show Me" – performed by Audrey Hepburn (dubbed by Marni Nixon) and Jeremy Brett (dubbed by Shirley)
  20. "Wouldn't It Be Loverly" (reprise) – performed by Audrey Hepburn (dubbed by Marni Nixon) and chorus
  21. "Get Me to the Church on Time" – performed by Stanley Holloway, John Alderson, John McLiam, and chorus
  22. "A Hymn to Him (Why Can't A Woman Be More Like a Man?)" – performed by Rex Harrison and Wilfrid Hyde-White
  23. "Without You" – performed by Audrey Hepburn (dubbed by Nixon) and Rex Harrison
  24. "I've Grown Accustomed to Her Face" – performed by Rex Harrison
  25. "Finale" – played by orchestra

The partly-spoken delivery of the songs given by Harrison is a well known example of Sprechgesang.[6][7]


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.[8]

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".[9]


Hepburn's singing was judged inadequate, and she was dubbed by Marni Nixon,[10] 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.[11]

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"[12]). George Groves decided to use a wireless microphone, the first such use during filming of a motion picture.[13] The sound department earned an Academy Award for its efforts.


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.



With a production budget of $17 million, My Fair Lady was the most expensive film shot in the United States up to that time.[14] The film was re-released in 1971 and earned North American rentals of $2 million. It was re-released again in 1994 after a thorough restoration.[15] In 2019, the film was given a limited theatrical re-release through Turner Classic Movies and Fathom Events on February 17th and 20th as part of TCM Big Screen Classics.

My Fair Lady currently holds a 96 per cent approval rating on Rotten Tomatoes based on 50 reviews, with an average rating of 8.3/10. The consensus states: "George Cukor's elegant, colorful adaptation of the beloved stage play is elevated to new heights thanks to winning performances by Audrey Hepburn and Rex Harrison."[16]

Bosley Crowther of The New York Times opened his contemporary review: "As Henry Higgins might have whooped, 'By George, they've got it!' They've made a superlative film from the musical stage show 'My Fair Lady'—a film that enchantingly conveys the rich endowments of the famous stage production in a fresh and flowing cinematic form."[17] Philip K. Scheuer of the Los Angeles Times reported from the New York premiere that "when the curtains came together at the finish of just three hours, three hours of Technicolored entertainment, I heard myself all but echoing Col. Pickering's proud summation of Eliza Doolittle's performances as a duchess at the Embassy Ball, 'a total triumph.'"[18] Variety wrote, "It has riches of story, humor, acting and production values far beyond the average big picture. It is Hollywood at its best, Jack L. Warner's career capstone and a film that will go on without now-forseeable limits of playoff in reserved seat policy and world rentals."[19] The Monthly Film Bulletin of the UK declared that "with the range of talent, taste and sheer professionalism at work, from Shaw onwards, Warners could hardly have made a film which would do less than please most of the people most of the time. Their $17,000,000 investment looks as safe as houses." The review opined that Cukor directed with "great tact" but "a rather unnecessary circumspection. Scenes move at a steady, even pace, as though every word were worth its weight in gold (perhaps, in view of the price paid for the rights, it very nearly was). Especially, the decor tends to inhibit rather than release the film."[20] Brendan Gill of The New Yorker wrote that the film "has survived very nearly intact the always risky leap from stage to screen," adding, "Miss Hepburn isn't particularly convincing as a Cockney flower girl, but, having mastered her vowels and consonants in the 'rain in Spain' scene, she comes into her own."[21] Richard L. Coe of The Washington Post also suggested that Hepburn's casting was the film's "basic flaw," describing her as "recognizably exquisite—but not 21—as the flower girl and to the later scenes she brings a real flirtatiousness quite un-Shavian." Nevertheless, Coe remarked that "there are some marvelous things which will make this a long-loved film," including Rex Harrison giving "one of the classic screen performances" that he correctly predicted was "an absolute certainty for next year's Oscars."[22]

Chicago Sun-Times critic Roger Ebert gave the film four stars out of four, and, in 2006, he put it on his "Great Movies" list, praising Hepburn's performance, and calling the film "the best and most unlikely of musicals."[23] James Berardinelli wrote in a retrospective review, "Few genres of films are as magical as musicals, and few musicals are as intelligent and lively as My Fair Lady. It's a classic not because a group of stuffy film experts have labeled it as such, but because it has been, and always will be, a pure joy to experience."[24]

Awards and nominations

Academy Awards

My Fair Lady won eight Oscars:[4][25]

Additional Academy Award nominations

Golden Globe Awards

My Fair Lady won three Golden Globe Awards:

BAFTA Awards


The film was restored in 1994 by James C. Katz and Robert A. Harris, who had restored Spartacus three years earlier. The restoration was commissioned and financed by CBS, to which the film rights reverted from Warner Bros. in 1971.[1] CBS would later hire Harris to lend his expertise to a new 4K restoration of the film for a 2015 Blu-ray release, working from 8K scans of the original camera negative and other surviving 65mm elements.[26]

Planned remake

A new film of the musical was planned in 2008 with a screenplay by Emma Thompson but the project did not materialize. Keira Knightley, Carey Mulligan, and Colin Firth were among those in consideration for the lead roles.[27][28][29]

See also


  1. The rights of the film were reverted to CBS in 1971 and in 2009, currently distributed by Paramount Pictures.[1]


  1. Grimes, William (August 15, 1994). "In 'My Fair Lady,' Audrey Hepburn Is Singing at Last". The New York Times. Retrieved April 23, 2010.
  2. "My fair lady". Box Office Mojo.
  3. "My Fair Lady (1964)". IMDb. December 25, 1964. Retrieved November 25, 2015.
  4. "NY Times: My Fair Lady". NY Times. Retrieved December 21, 2008.
  5. "Barbara Pepper". Turner Classic Movies. TCM Archive Materials: WarnerMedia. Retrieved March 11, 2019.
  6. Kennedy, Michael; Kennedy, Joyce Bourne. The Oxford dictionary of music (Sixth ed.). Oxford University Press. p. 805. ISBN 9780199578542. A well-known example of Sprechgesang is that of Rex Harrison ... as Prof. Higgins in My Fair Lady.
  7. Jackson, Arthur (1979). The best musicals from Show boat to A chorus line: Broadway, off Broadway, London. Crown Publishers. p. 57.
  8. Metz, Robert (July 21, 1975). "The Biggest Man in Broadcasting" (pp. 48-50) New York Magazine, Vol. 8, #29.
  9. Lerner, Alan Jay (1985). The Street Where I Live. Da Capo Press. ISBN 0-306-80602-9.
  10. Lawson, Kyle. "Marni Nixon in My Fair Lady", The Arizona Republic, June 10, 2008
  11. Bill Shirley on IMDb
  12. Stirling, Richard. Julie Andrews: An Intimate Biography. 2007, Portrait; ISBN 978-0-7499-5135-1, p. 127
  13. George Groves Sound History "Making of My Fair Lady" Retrieved on November 27, 2014.
  14. Richard Barriors. "Dangerous Rhythm: Why Movie Musicals Matter". Retrieved October 20, 2016.
  15. "Big Rental Films of 1973", Variety, 9 January 1974 p 19
  16. "My Fair Lady (1964)". Rotten Tomatoes. Flixster. Retrieved November 4, 2015.
  17. Crowther, Bosley (October 22, 1964). "Screen: Lots of Chocolates for Miss Eliza Doolittle". The New York Times. 41.
  18. Scheuer, Philip K. (October 22, 1964). "'Fair Lady' Movie Is a Total Triumph". Los Angeles Times. Part IV, p. 13.
  19. "Film Reviews: My Fair Lady". Variety. October 28, 1964. 6.
  20. "My Fair Lady". The Monthly Film Bulletin. 32 (374): 35. March 1965.
  21. Gill, Brendan (October 31, 1964). "The Current Cinema". The New Yorker. 134.
  22. Coe, Richard L. (October 22, 1964). "'Fair Lady' Now a Film". The Washington Post. C14.
  23. Ebert, Roger (January 1, 2006). "Great Movies: My Fair Lady". Retrieved February 5, 2014.
  24. Berardinelli, James. "My Fair Lady". Retrieved April 8, 2019.
  25. "The 37th Academy Awards (1965) Nominees and Winners". Retrieved August 24, 2011.
  26. "MORE LOVERLY THAN EVER! HIGH DEFINITION UPGRADE OF ICONIC BELOVED MUSICAL" (Press release). HOLLYWOOD, Calif.: Paramount Home Entertainment. September 15, 2014.
  27. Simon Reynolds, "Knightley in talks for 'My Fair Lady'," Digital Spy (June 6, 2008).
  28. "Keira Knightley is My Fair Lady". June 6, 2008. Retrieved February 5, 2014.
  29. Cameron Mackintosh Shares Update on MISS SAIGON & MY FAIR LADY Films – One is OFF!, Retrieved May 3, 2014


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