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 a phonetics professor, Henry Higgins, as he casually wagers that he could teach her to speak English so well she could pass for a duchess in Edwardian London or better yet, from Eliza's viewpoint, secure employment in a flower shop.

A critical and commercial success, it became the second highest-grossing film of 1964 and won eight Academy Awards, including Best Picture, Best Director and Best Actor.

In London, Professor Henry Higgins, a scholar of phonetics, believes that one's accent determines a person's prospects in society ("Why Can't the English?").

At the Covent Garden fruit-and-vegetable market one evening, he listens to Eliza Doolittle, a young flower seller with a strong Cockney accent, and makes notes.

This and his callous treatment of her, especially his indifference to her future, causes her to walk out on him, but not before she throws his slippers at him, leaving him mystified by her ingratitude ("Just You Wait [Reprise]").

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.

[9][10] Paley added a condition to the Warner contract that ownership of the film negative would revert to CBS seven years following release.

[11] In spite of her success playing Eliza Doolittle on Broadway, when Jack L. Warner acquired the film rights he replaced a then unknown to filmgoers Julie Andrews in the role with Audrey Hepburn.

[13][14] With a production budget of $17 million, My Fair Lady was the most expensive film shot in the United States up to that time.

However, when Cukor threatened to leave the production if the omitted lyrics were not restored for the film version, Harrison obliged.

Gene Allen, Cecil Beaton and George James Hopkins won an Academy Award for Best Production Design.

[citation needed] Hats were created by Parisian milliner Madame Paulette [fr] at Beaton's request.

[21] The film had its premiere at the Criterion Theatre in New York on Wednesday, October 21, 1964, with its regular run starting the following day with a $500,000 advance.

At the end of the gala premiere, Marni Nixon introduced a version of "Wouldn't It Be Loverly" sung by Hepburn, reconstructed from outtakes.

[26] CBS later hired 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] It was released in Ultra HD Blu-ray on May 25, 2021, by CBS' sister company and existing rights holder, Paramount Home Entertainment.

'"[30] Robert J. Landry of Variety wrote: "It has riches of story, humor, acting and production values far beyond the average big picture.

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).

"[32] 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.

"[33] 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.

[39] Retrospective analysis of My Fair Lady has been more mixed, with disagreement between reviewers about whether the movie critiques or affirms misogynistic and classist tropes.

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.

"[42] On Metacritic, the film holds a weighted average score of 95 out of 100 based on 15 critics, indicating "universal acclaim".