Adapted from the long-running Broadway musical based on George Bernard Shaw’s famous stage play Pygmalion, My Fair Lady (1964), a musical drama film, directed by George Cukor, and depicting the story of a Cockney flower girl, Eliza Doolittle, who is transformed into a lady by Professor Henry Higgins as the result of a bet, proved to be a critical success and a great popular film, the second-highest-grossing film of the year. Set in London in 1912, the film starred Audrey Hepburn as a Cockney working-class girl, Eliza Doolittle, who replaced Julie Andrews from the stage musical, while Rex Harrison appeared as the noted phonetics expert Professor Henry Higgins, reprising his role from the stage musical, who took a bet from Colonel Hugh Pickering, played by Wilford Hyde-White, to transform the ordinary flower-seller girl into someone who can pass for a cultured member of high society. Notably, Audrey Hepburn did not sing her songs in the musical film, but was dubbed by the gifted Marni Nixon, and so obvious was it made to appear, that although the film was nominated for 12 Oscars and won eight, Hepburn was not even nominated for best actress, despite her stunning performance in the film. Interestingly, in the same year, Julie Andrews was awarded the Oscar for Best Actress in a Leading Role for her performance in another musical comedy film, Mary Poppins.

The film opens in an evening at the Convent Garden fruit and vegetable market where Professor Henry Higgins, an arrogant, irascible professor of phonetics, was taking notes on the accents of those around him, especially Eliza Doolittle, a young flower seller with a horrendous Cockney accent. However, Eliza became suspicious about his unusual attitude and reported it to Colonel Pickering, also a phonetics expert, who had come from India, just to meet Higgins. As they became delighted to become acquainted with each other, Higgins proudly declared that, given enough time, he could teach even someone like Eliza to speak English well enough for her to be taken as a duchess at an embassy ball. Overhearing their discussion, Eliza went to meet the Professor at his place the next morning, and offered to pay for speech lessons, so that she could rectify her accent to get a job in a flower shop. Her approach made Pickering interested in the matter, and he declared that he would pay for such lessons if Higgins could become successful in proving his claim. Higgins, in his turn, agreed to help Eliza free of charge as a challenge to his skills, and she moved to his place for training. However, three days later, after he came to know about her daughter’s new residence, Eliza’s father, Alfred P. Doolittle, a dustman, appeared at Higgins’s place, apparently asking after his daughter, but in reality simply to extract some money from Higgins, and is bought off with £5. Impressed by the man's genuineness, natural gift for language and especially his brazen lack of morals, Higgins recommended him to a wealthy American who was studying morality.

Eliza endured Higgins's harsh treatment for following several forms of demanding speech training, like speaking with marbles in her mouth and trying to recite a sentence properly, without any progress. Finally, when both Higgins and Pickering were exhausted and about to give up, Higgins softened his attitude and gave an encouraging speech about the beauty and history behind the English language, which helped Eliza to achieve the much-awaited breakthrough, and she recited ‘Rain in Spain stays mainly in the plain’ correctly; with an impeccable upper-class accent, much to the delight of Higgins, who danced with her, celebrating the success.

After the initial success, Higgins took Eliza on her first public appearance to Ascot Racecourse, where she met a number of people, including Higgins’s mother, Mrs. Higgins, and a young man, Freddy Eynsford-Hill, a young upper-class man who became infatuated with her. Nevertheless, Eliza made a good impression on the gathering by her impeccable accent, and somewhat stiff but genteel manners, only to shock everyone by a sudden and vulgar lapse into Cockney while cheering on a horse. However, Higgins was amused by her lapse, as he disliked the pretentiousness of the upper class, and concealed a grin behind his hands.

After further training, Eliza was put to the final test, when Higgins took her to an embassy ball, where she danced with a foreign prince, while Zoltan Karpathy, a Hungarian phonetics expert and also a former student of Higgins, declared that she is Hungarian and of noble birth. Her success at the event elated Higgins and Pickering, taking it as their credit, and congratulated each other with great enthusiasm, completely ignoring Eliza’s contribution to her transformation. This apparent apathy and indifferent attitude of Professor Higgins towards her, enraged Eliza, and she walked out on him in the middle of the night, but not before throwing his slippers at him, leaving him mystified by her obstinate behaviour, which he took as ingratitude.

Nevertheless, accompanied by Freddy, who was smitten by her, Eliza returned to her home in an attempt to return to her old life, only to find that her former neighbours no longer accept her, while her father, who had been left a substantial sum of money by the wealthy American to whom Higgins had recommended him, is resigned to marry his longtime girlfriend. Eventually, Eliza visited Mrs Higgins, who was infuriated by the selfish behaviour of her son, and took refuge with her. On the other side of the story, after Eliza left him, Higgins horribly realized that he was missing her, and putting aside his prejudice and resentment about the intrusion on his life and towards women in general, started to search for her and ultimately found her with his mother. However, when he attempted to open a dialogue, requesting her to return with him, Eliza bluntly refused to oblige and declared that she was going to marry Freddy and work as an assistant to Zoltan Karpathy, the Hungarian phonetics expert. Higgins was hurt to learn her decision, also felt insulted, and after stubbornly predicting that Eliza would be ruined without him and would come back to him, he returned to his place, only to realize that he was badly missing her presence. As he was lamenting her presence and was consoling himself by listening to tapes of her speaking lessons, Eliza appeared in the doorway to his great delight, and as Higgins nonchalantly enquired about his lost slippers, she simply gave him a smile.

My Fair Lady, featuring a number of memorable songs and wonderful performances, especially by the leading stars, won eight Academy Awards, which, apart from the Best Picture Award, also included Best Director Award for George Cukor, and Best Actor Award in a Leading Role for Rex Harrison. In 2018, the film was selected by the Library of Congress for preservation in the United States National Film Registry, as being culturally, historically, or aesthetically significant. However, long before that, the 1964 landmark film was restored in 1994 by James Katz and Robert Harris, who also restored several other classic films, like Spartacus, Lawrence of Arabia, Vertigo and others.