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Hollywood's legendary "woman's director," George Cukor ( The Women , The Philadelphia Story ), transformed Audrey Hepburn into street-urchin-turned-proper-lady Eliza Doolittle in this film version of the Lerner and Loewe musical. Based on George Bernard Shaw's play Pygmalion , My Fair Lady stars Rex Harrison as linguist Henry Higgins (Harrison also played the role, opposite Julie Andrews, on stage), who draws Eliza into a social experiment that works almost too well.