A Fair Exchange

My Fair Lady is a 1964 American musical comedy drama film adapted from Lerner and Loewe's 1956 stage musical based on George Bernard Shaw's 1913 stage play Pygmalion. 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 phonetics scholar Henry Higgins casually wager that he could teach her to speak English so well she could pass for a duchess in Edwardian-era London, or (better yet, from Eliza's viewpoint) secure employment in a flower store. It stars Audrey Hepburn as Doolittle, replacing Julie Andrews from the stage musical, and Rex Harrison as Higgins, reprising his role from the stage, with Stanley Holloway, Gladys Cooper and Wilfrid Hyde-White in supporting roles. A critical and commercial success, it became the second-highest-grossing film of 1964, after Mary Poppins, and won eight Academy Awards, including Best Picture, Best Director and Best Actor. The American Film Institute included the film as #91 in its 1998 AFI's 100 Years...100 Movies, as #12 in its 2002 AFI's 100 Years...100 Passions, and as #8 in its 2006 AFI's Greatest Movie Musicals. 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."