#529) My Fair Lady (1964)

#529) My Fair Lady (1964)

OR “Misogyny: The Musical!”

Directed by George Cukor

Written by Alan Jay Lerner. Score by Lerner & Frederick Loewe. Based on the stage musical by Lerner & Loewe, and the play “Pygmalion” by George Bernard Shaw.

Class of 2018

The Plot: In Edwardian London, phonetics Professor Henry Higgins (Rex Harrison) makes a bet with colleague Col. Pickering (Wilfrid Hyde-White) that he can take ordinary Cockney flower girl Eliza Dolittle (Audrey Hepburn) and turn her into a proper upper-class lady. After some trepidation, Eliza agrees to the training, and despite the insensitive teaching skills of Higgins, she learns to speak and behave in a more socially acceptable way. There’s a few bumps in the road, and some interference with Eliza’s freeloading father Alfred (Stanley Holloway), but Eliza ultimately becomes her own woman. Oh, and it’s a musical.

Why It Matters: While the NFR admits the film is “opulent in the extreme”, it does concede that the “expert” direction of George Cukor, as well as the cast, crew, and “sparkling” source material, help make this film “the enchanting entertainment that it remains today.”

But Does It Really?: As much as I love this musical, I’m gonna mark this movie as “historically significant”. The score is lovely, the performances are great, but “My Fair Lady” never really transcends beyond a “filmed musical” to become a “musical film” a la “The Sound of Music” or “West Side Story“. Add to that an increasingly problematic subject matter, and you’ve got a movie with an uphill battle to retain its “classic” standing. A pass for NFR inclusion, if for nothing else, a documentation of one of the great stage musicals of the 20th century.

Everybody Gets One: After 25 years of stage and film work in both England and America, Rex Harrison achieved worldwide acclaim as Henry Higgins in “My Fair Lady” on Broadway. Harrison had never sung on stage before, and after extensive (and mostly unsuccessful) rehearsals it was decided that he would speak his songs. Harrison only got to reprise his stage role for the movie when the likes of Cary Grant and Peter O’Toole turned it down.

Wow, That’s Dated: Mainly the idea that a story about a sexist man verbally abusing a woman he sees as a project would make for one of the most successful movie musicals of all time.

Seriously, Oscars?: Easily the most anticipated movie of 1964, “My Fair Lady” was second only to “Mary Poppins” in terms of box office and Oscar nominations (12 to Poppins’ 13). “My Fair Lady” prevailed, however, as the big winner on Oscar night with 8 wins, including Best Picture, Actor for Rex Harrison, and Director for George Cukor (His first win after 34 years and four previous nominations). The biggest Oscar news, however, concerned someone not nominated: Audrey Hepburn was snubbed for Best Actress, and we’ll get to why in a bit.

Other notes 

  • At a time when Broadway was still America’s cultural epicenter, “My Fair Lady” opened in 1956, and was Broadway’s biggest hit of the decade. Warner Bros. purchased the film rights to “My Fair Lady” in 1962 for $5.5 million, a record at the time. Jack Warner supervised the production himself, and the film cost anywhere from 12 to 17 million dollars. Controversy arose when Warner cast Audrey Hepburn to play Eliza, bypassing the role’s originator Julie Andrews. Warner believed a movie star of Hepburn’s stature would bring in more money (at this point Andrews had never made a film). Despite this uproar, Julie Andrews expressed no animosity towards Audrey Hepburn (who was unaware Julie wasn’t being considered), and the two became friends. Shortly after this slight, Andrews signed on to “Mary Poppins”, and became a movie star.
  • Roughly 90% of Audrey Hepburn’s singing in the final film was dubbed by infamous ghost singer Marni Nixon, which Hepburn learned about only after she had filmed and recorded her numbers. Warner Bros. tried to keep Marni Nixon’s participation a secret, but word got out just before the film’s release, which may have cost Audrey Hepburn an Oscar nomination.
  • This movie has some rough patches, but Hepburn and Harrison are so good in this. Hepburn is clearly relishing the opportunity to play against-type (at least for the first act), and Harrison remains the patron saint of Sprechgesang. And this may be one of the rare times in Hollywood history where the female lead got paid significantly more than the male lead: Hepburn got $1 million, Harrison $200,000.
  • Yes, that’s not Audrey singing “Wouldn’t It Be Loverly?”, but at least she gets to do her own dancing. A trained ballet dancer in her native Belgium, Audrey only began taking acting gigs to support herself and her family after the war.
  • In a revolutionary move, Rex Harrison was allowed to sing his songs live on set, rather than lip-synch to his own recording. The Warner Bros. sound department developed one of the first wireless microphones for Harrison to wear under his tie, and received an Oscar for this achievement.
  • Like Harrison, Stanley Holloway played Alfred Dolittle on Broadway, and only got the film after James Cagney passed. While Holloway properly reigns in his performance for film, you get the feeling he was a showstopper on stage.
  • Henry Higgins may be the most verbally abusive teacher this side of “Whiplash”. I kept expecting him to throw a chair at Eliza. You’re all lucky Rex Harrison is so good at charming light comedy.
  • The one-two punch of “The Rain in Spain” and “I Could Have Danced All Night” is wonderful, but you really wish it could have been Audrey doing the singing. Hepburn performs the hell out of each number, and hearing another voice with a different energy come out of her mouth makes for a disjointed viewing.
  • The “Ascot Gavotte” is here for one reason only: Costumes! Look at all those designs. You win that Oscar, Cecil Beaton! Side note: If wearing a fedora was still fashionable, I would rock Higgins’ checked wool hat.
  • Shoutout to Gladys Cooper, Hollywood’s go-to socialite, reprising her role of Higgins’ mother from an unrelated TV production of “Pygmalion”. Cooper’s Oscar nomination makes her one of the rare acting nominees for a non-singing role in a musical.
  • There are few things funnier than Eliza speaking Cockney slang with her newfound upper-class accent, culminating in “Come on Dover! Move your bloomin’ arse!”.
  • “On the Street Where You Live”: Charming romantic number, or the stalker national anthem? You decide.
  • Higgins’ monstrous behavior towards Eliza somehow gets more repulsive after he wins the bet. From the director that brought you “Gaslight”!
  • It was around “Get Me to the Church on Time” I realized that while each individual number in this movie is pleasant and well-made, they all have a sameness to them. I think it’s because they all feel like a filmed version of the play, rather than a cinematic reinterpretation. Still enjoyable (I sang along to almost every song), but in the pantheon of great movie musicals, a bit lacking.
  • Watching this movie with attention towards the Higgins/Eliza relationship, I agree with George Bernard Shaw: these two should not get together. Hepburn and Harrison try their best to add the romantic subtext to justify the ending, but I just don’t understand why these two would ever want anything to do with each other. “My Fair Lady” has many lovely individual elements, but this movie may just be for us theater buffs.


  • “My Fair Lady” was a hit, and one of the last successful big budget musicals of the ’60s. Jack Warner attempted to recapture this success with movie musicals “Camelot” and “1776”, but both came across as old-fashioned in the wake of New Hollywood. Same for Rex Harrison’s next musical: “Doctor Dolittle”.
  • “My Fair Lady” still gets referenced in pop culture, though I argue the references are to the show itself rather than the film. Most notably, Seth MacFarlane based the voice of Stewie from “Family Guy” on Rex Harrison, and the show makes the occasional “My Fair Lady” allusion.
  • Broadway has hosted several revivals of “My Fair Lady” over the years, most memorably a 1981 25th anniversary production with Rex Harrison’s final turn as Higgins, and a 2018 production that tried to tweak the material for a post #MeToo audience, with mixed results.
  • And finally, shoutout to Robert Harris, whose restoration of “My Fair Lady” in the early ’90s came when the original negative was starting to deteriorate beyond repair. Any modern viewing of this film is thanks to Harris and his team.

Further Viewing: Want to watch “My Fair Lady” in literally half the time? Check out 1938’s “Pygmalion” with Leslie Howard and Wendy Hiller. Adapted for the screen by Shaw himself, you can see just how much of Shaw’s text was preserved for the musical. You can practically hear the Lerner & Loewe score while watching this movie.

Listen to This: For those wondering what Julie Andrews sounded like as Eliza, look no further than the Original Cast Recording of “My Fair Lady”, added to the National Recording Registry in 2007. As always, Cary O’Dell is on hand with an informative, loving essay.

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