Rex Harrison was very disappointed when Audrey Hepburn was cast as Eliza, since he felt she was badly miscast and he had hoped to work with Julie Andrews. He told an interviewer, "Eliza Doolittle is supposed to be ill at ease in European ballrooms. Bloody Audrey has never spent a day in her life out of European ballrooms." Nevertheless, Harrison was once later asked to identify his favorite leading lady. Without hesitation, he replied, "Audrey Hepburn in My Fair Lady (1964)." However it was widely believed he made this remark because he knew her fans wanted him to say that.

When Audrey Hepburn was first informed that her voice wasn't strong enough and that she would have to be dubbed, she walked out. She returned the next day and--in a typically graceful Hepburn gesture--apologized to everybody for her "wicked behavior".

According to one of Rex Harrison's biographers, Alexander Walker, the song "I've Grown Accustomed to Her Face" held special memories for the actor, as during the original Broadway run he used to sing the song to his third wife Kay Kendall, who would stand in the wings watching his performance. Harrison later admitted that when he sang the song in the film he was thinking all the time about Kendall, who had died a few years before from leukemia.

Because of the way Rex Harrison talked his way through the musical numbers, they were unable to prerecord them and have him lip-sync, so a wireless microphone (one of the first ever developed) was rigged up and hidden under his tie. However, this meant that his mouth and words were completely in sync and everyone else's looked off, since they were lip-syncing (when everyone is lip-syncing, it's not that noticeable). The studio thought that this was too obvious so they altered Harrison's soundtrack, lengthening and shortening notes in various places so that his synchronicity is slightly off like all the other actors.

Although playing a 19-year-old, Audrey Hepburn was actually 35 in real life. Jeremy Brett (who turned 30 during filming) was cast as 20-year-old Freddie so Hepburn would not seem too old in comparison.

When Rex Harrison accepted his Academy Award for this film, he dedicated it to his "two fair ladies", Audrey Hepburn and Julie Andrews, both of whom had played Eliza Doolittle with him.

Audrey Hepburn later admitted she would never have accepted the role of Eliza Dolittle if she had known that producer Jack L. Warner intended to have nearly all of her singing dubbed. After making 'My Fair Lady', Hepburn resolved not to appear in another film musical unless she could do the singing on her own.

Most of Audrey Hepburn's singing was dubbed by Marni Nixon, despite Hepburn's lengthy vocal preparation for the role. A dubber was required because Eliza Doolittle's songs were not transposed down to accommodate Hepburn's "low-mezzo voice" (as Nixon referred to it), the way Guenevere's songs were transposed down to accommodate Vanessa Redgrave's limited vocal range in Camelot (1967). Hepburn sang most of "Just You Wait", as well as the reprise to the song, herself, showcasing her ability to sing perfectly at ease when the songs were set in a reasonable tessitura. Audrey also sang one or two lines, elsewhere in the score, such as 'Sleep, sleep, I couldn't sleep tonight!' in "I Could Have Danced All Night". Thus, the claim that Nixon dubbed all of Hepburn's singing (as asserted by such people as syndicated columnist Hedda Hopper) is false.

For the 30th anniversary re-release in 1994, the film was painstakingly restored by Robert A. Harris and James C. Katz - the same team that restored Lawrence of Arabia (1962), Spartacus (1960) and Vertigo (1958). The restoration was called for because Warner Brothers only owned the rights to their film for a certain period of time before the rights reverted to CBS. Who discarded most of the basic materials. The digital restoration of the film - saving it from extinction - took 6 months and cost $600,000.

Jack L. Warner originally didn't want Rex Harrison to reprise his stage role as Higgins for the film version, since he had seen Cleopatra (1963) and thought the actor looked too old to be believable as Audrey Hepburn's love interest. Peter O'Toole was considered for the role of Prof. Higgins, but his salary demands were too high. Harrison responded in a letter to Warner Bros. that he had only looked old as Gaio Giulio Cesare because he had been playing an epileptic at the end of his life, and after sending some publicity photographs of himself--minus his toupee--he was eventually cast.

The story takes place in 1912, although other sources place it earlier. The King in the fantasy sequence is clearly supposed to be King Edward VII and not King George V.

Audrey Hepburn apparently believed that Julie Andrews should have played Eliza Doolittle in the film, but was told by Jack L. Warner that she wouldn't be cast even if Audrey turned the role down. Andrews said that she "threw a few tantrums" when she learned that she wouldn't be playing Eliza in the film, and yet she got along very well with Hepburn without holding a grudge against her, whom she knew was an innocent party in the whole thing.

Rex Harrison's microphone (hidden in his neckties) would occasionally pick up police broadcasts from passing police cars.

When asked why he turned down the role of Henry Higgins, Cary Grant remarked that his original manner of speaking was much closer to Eliza Dolittle.

Cary Grant told Jack L. Warner that not only would he not play Henry Higgins, but if Rex Harrison was not cast in the role, he wouldn't even go see the picture.

Walt Disney offered to delay filming on Mary Poppins (1964) until the summer of 1964 if Julie Andrews was cast as Eliza. Andrews ended up winning Best Actress at the 37th Academy Awards for "Poppins," while Audrey Hepburn wasn't even nominated for the film version of Eliza.

Despite extensive vocal training after landing the part of Henry Higgins in My Fair Lady (1964), Rex Harrison was unable to sing a note. In the end the director gave up and told him to quasi-speak the whole thing as he had done in the stage version.

This is Henry Daniell's final film. He appears, unbilled, as The Ambassador. He died of a heart attack on October 31, 1963, just hours after completing the dress ball sequences. Alan Napier took over in subsequent scenes.

The role of Eliza Doolittle was originally played on Broadway by Julie Andrews. However, she was denied the role because the film's producers didn't think she was "known" enough as a film actress. Many felt that this snub as well as Audrey Hepburn's singing being dubbed led to Hepburn's not being nominated for the Best Actress Oscar nomination.

Audrey Hepburn herself revealed years later that had she turned down the role of Eliza, the next actress to be offered it would not have been Julie Andrews but Elizabeth Taylor, who wanted it desperately.

Julie Andrews got her revenge on Jack L. Warner three years later when she wasn't cast as Guinevere in the film version of Camelot (1967), a part which she had made her own on Broadway. Her Great White Way co-stars Richard Burton and Robert Goulet were also not cast in the film, which went on to flop so badly for Warner Brothers that the company ousted Jack Warner as its president.

Jeremy Brett, who celebrated his 30th birthday during filming, was very surprised to learn that all of his singing was to be dubbed by a 43-year-old American named Bill Shirley, especially since his own singing voice at that time was remarkably good.

Audrey Hepburn announced the assassination of John F. Kennedy to the devastated cast and crew on November 22, 1963, immediately after filming "Wouldn't It Be Loverly?" on the Covent Garden set.

In the scene where Eliza is practicing her "H's", she sits down in front of a spinning mirror attached to a flame. Every time she says her "H's" correctly, the flame jumps. If you look closely at the paper she is holding in her hand when it catches fire, you will see handwritten upon it the dialog that she and Prof. Higgins have been saying previous to this. "Of course, you can't expect her to get it right the first time," is the first line written on the paper.

When Audrey Hepburn entered the set for the first time in Eliza's gown for the ball, she was so beautiful the crew and the rest of the cast stood silently gaping at her, then broke out with applause and cheers.

When Eliza Dolittle demands to see what Henry Higgins has been writing about her, in the beginning of the film, he shows her his notebook, which she cannot read. The notation in the notebook is "Visible Speech", a phonetic notation invented by Alexander Melville Bell (father of Alexander Graham Bell) and extended and used heavily by Henry Sweet, a real-life phonetician and apparently the basis of the Henry Higgins character.

The musical was to have been called "Lady Liza", but Rex Harrison refused to countenance a title based on the name of the female lead.

Rex Harrison had given up smoking after suffering from pains in his legs. He did not like the fact that Audrey Hepburn smoked three packs of cigarettes a day.

The "marbles" Higgins puts in Eliza's mouth are actually grapes.

The title is derived from a line in a traditional rhyme: 'London Bridge is falling down, my fair lady.'

Although her singing was dubbed by Marni Nixon, Audrey Hepburn's singing does actually appear in the form of the first verse of "Just You Wait, Henry Higgins". However, when the song heads into the soprano range (76 seconds in), Nixon takes over vocals. Hepburn sings the last 30 seconds of the song as well as the brief reprise. She also sings the sing-talking parts for "The Rain in Spain". Overall, as Hepburn reportedly said, about 90% of her singing was dubbed. That was far more than what she expected, as she was initially promised that most of her vocals would be used. According to Nixon, Hepburn was upset that she could not play the role vocally, and always blamed herself for that.

Musical theater writers Richard Rodgers and Oscar Hammerstein II had attempted to adapt George Bernard Shaw's "Pygmalion" as a musical long before Alan Jay Lerner and Frederick Loewe, but had abandoned the project as unadaptable. Rodgers and Hammerstein felt that Shaw's style of writing intellectual dialog and the emotionless character of Henry Higgins did not lend themselves to a musical. Lerner and Lowe overcame these problems by leaving Shaw's dialogue largely intact, and working under the notion that Higgins must be played by a great actor, not a great singer. Thus, they wrote the role especially for Rex Harrison, and adopted the idea that Higgins should not sing outright, but talk on pitch, less an expression of emotions than ideas.

Amusement park trams were rented to carry ballroom scene extras across the studio lot, in order to prevent their makeup and costumes from getting dirty or damaged.

Of the main cast only Stanley Holloway actually sang. The others were either dubbed or just talked their way through the songs.

During the parts of "Wouldn't It be Loverly" featuring Audrey Hepburn's own singing voice, her lip-syncing does not match her own singing as well as it does Marni Nixon's singing, even though Hepburn filmed the scene with her own track. This shouldn't be surprising considering that Nixon "looped" her vocals to the song after the number was already filmed--and was given multiple attempts to match Hepburn's lip movements precisely (as was the case when she dubbed Natalie Wood in West Side Story (1961)). Nixon discusses this in her autobiography, where she actually praises Hepburn for lip-synching very well to her own track. Also, according to the DVD commentary, instead of using the vocal track that was used during filming, a new vocal track had to be created for use on the "Audrey dub".

Alan Jay Lerner was very annoyed by Jack L. Warner's decision to have the entire movie filmed on sound stages in Hollywood, even for outdoor scenes.

The American Marni Nixon had to practice a Cockney accent before she could dub all of Audrey Hepburn's singing in the movie.

Audrey Hepburn's failure to win an Oscar nomination was considered a major upset, triggering protests from Warners and George Cukor. She rose above the snub, however, when the Academy invited her to present the Best Actor award, which went to co-star Rex Harrison. In accepting the award, he thanked "two fair ladies."

At $17 million, this was the most expensive Warner Brothers film produced at the time. Nevertheless, it went on to become one of the biggest grossing films of 1964.

While the movie received generally favorable reviews, critics were divided on Audrey Hepburn's performance as Eliza. While some were critical of the fact that she was dubbed, others such as esteemed British dramatist Sir John Gielgud went on record as saying that Audrey Hepburn was "better than Julie Andrews!" in the role.

Although Rex Harrison was desperate to be cast as Prof. Higgins, he refused to do a screen test since he felt this was beneath his dignity. He did, however, promise to Jack L. Warner that he would not simply repeat his stage performance, but would instead adapt his performance accordingly for the film.

One of only four productions to win the Best Play Tony (1957) and the Best Picture Oscar (1964). The other three are The Sound of Music (1965) (1960/1965), A Man for All Seasons (1966) (1962/1966) and Amadeus (1984) (1981/1984).

Cecil Beaton reputedly created 1,500 costumes for this movie.

The suggestion that Nancy Olsen inspired Alan Jay Lerner to come up with "I've Grown Accustomed To Her Face" is unlikely, given that George Bernard Shaw's Higgins uses precisely that line when speaking of Eliza at precisely the same point, in the original 'Pygmalion' of 1912--and indeed many of Shaw's lines make it into the musical's script. Regarding the assertion that 'My Fair Lady' is derived from the children's nursery rhyme, "London Bridge Is Falling Down", a story circulated years ago suggested it was, in fact, a clever in-joke: Higgins proposes to make Eliza into a "Mayfair lady" (no, he doesn't say this in the script, more's the pity), but Eliza's Cockney accent would contort that to sound like "Myfair Lydy". The story further claimed that Higgins DID say as much in an early draft of the play's script, to which Eliza retorted, "I down wanna be no Myfair lydy!". For some reason the line was dropped, but the title stayed. Or so the rumor goes . . .

Production designer Gene Allen was never given a budget to work from. He just designed and had built all the sets without having to worry about how much they cost.

Julie Andrews was the first choice for the role of Eliza Doolittle, but Warner Brothers, which had paid $5 million for the rights to the Alan Jay Lerner and Frederick Loewe musical, didn't want to risk a stage actress in the central role of a $17-million film, despite lobbying from Lerner himself. However, this reason has been strongly doubted by those who believe audiences would have flocked to see the film regardless of who played the leading role. It is also reported that Jack L. Warner didn't think Andrews would be photogenic enough. He invited her to do a screen test, but she refused, so he forgot about her altogether.

James Cagney was originally offered the role of Alfred Doolittle. When he pulled out at the last minute, it went to the man who played it on Broadway, Stanley Holloway. Peter O'Toole, Cary Grant, Noël Coward, Rock Hudson Michael Redgrave and George Sanders were all considered for the role of Higgins before Rex Harrison was finally chosen to reprise his Broadway role.

The 1994 restoration by Robert A. Harris used a variety of methods to return the film to its original condition. The opening credits were digitally re-created using pieces of surviving frames. A few shots were digitally restored by scanning the 65mm negative or separation masters and output back to VistaVision (and enlarged back to 65mm). Some shots were simply re-composited via separation masters. Despite this, most of the film was able to be restored directly from the camera negative. For the sound, only the six-track magnetic print master (used to add sound to 70mm prints) survived. This was digitally restored and used to create a new six-track mix (faithful to the original version), as well as new Dolby Digital and DTS 5.1 mixes for modern sound systems.

Most roadshow film presentations made at that time had an overture recorded especially for the film, meant to be heard while the lights in the theater were still up and the movie screen curtains were still closed. Then, at the end of the overture, the lights would go down and the film would start with what was known as its Main Title music. The overture to the stage version of "My Fair Lady" was longer than the film's opening credits, but Lerner and Loewe apparently still wanted to use it. So, rather than using the typical roadshow format of Overture and Main Title music to get around this, the filmmakers shot the film so that half of the Overture is heard against shots of flowers appearing on the screen; then halfway through the Overture, the lights go down and the opening credits begin.

At one stage , Warners was in negotiations with Peter O'Toole, extremely hot after his Lawrence of Arabia (1962) success, but his agents were looking for $400,000. Jack L. Warner hadn't been keen on casting Rex Harrison but it was able to get him for just $200,000. This greatly annoyed Harrison, particularly since Audrey Hepburn was being paid $1 million, and especially since Harrison eventually won an Oscar for his efforts, and Hepburn most famously didn't.

Jack L. Warner paid $5.5 million for the film rights in February 1962. This would set a record for the amount of money paid for the film rights to any intellectual property, broken only in 1978 when Columbia paid $9.5 million for the film rights to Annie (1982)

"My Fair Lady" is the only Alan Jay Lerner and Frederick Loewe stage musical to have been filmed totally complete, with no omission of any songs from the stage version (or dialogue, for that matter). There are even some added lyrics to the song "You Did It", in which Higgins goes more into detail about the speech "expert" Zoltan Karpathy's evaluation of Eliza at the ball, that were not in the stage version. My Fair Lady (1964), West Side Story (1961), and South Pacific (1958) may be the most complete film adaptations of Broadway musicals ever made.

An entire sound stage was used for doing hair and makeup for the Ascot race scene.

The shoot was unusually exhausting for Audrey Hepburn, who lost eight pounds during filming. Her work was intensified by domestic problems with husband Mel Ferrer, who was playing a supporting role in Sex and the Single Girl (1964) on the Warner's lot. Finally, George Cukor had to shoot around her for a week so she could get her health back.

At Audrey Hepburn's insistence, George Cukor shot all of her scenes in sequence so that she could grow into the role and hold her own against Rex Harrison and Stanley Holloway, who had both done the play for several years. It also allowed her to do the most difficult scenes first--those before Eliza's transformation--while she was still fresh.

In the scene where Henry Higgins knocks a record player that is playing a recording of vowel sounds, the voice on the record is that of Dr. Peter Ladefoged, a linguist who worked as a consultant on the film.

Warners had tried to keep the dubbing of Audrey Hepburn's singing a secret, but when the film opened it was hard not to notice it. The publicity department then issued a statement that Marni Nixon had only done half the singing, which triggered an angry denial from the dubber's husband. The secrecy triggered a backlash against Hepburn's performance, with gossip columnist Hedda Hopper writing, "With Marni Nixon doing the singing, Audrey Hepburn gives only half a performance." Warners countered, "I don't know what all the fuss is about. We've been doing it for years. We even dubbed the barking of Rin Tin Tin."

In her 2004 autobiography "Tis Herself", Maureen O'Hara claimed that Jack L. Warner asked her to dub Audrey Hepburn's singing voice in the film.

Cinematographer Harry Stradling Sr., who shot this film, also shot the 1938 film (Pygmalion (1938)) based on the same play, "Pygmalion", upon which this film is based.

Many of the Ascot Gavotte fashionable ladies of the chorus also were barmaids and pub customers in the "I'm Getting Married in the Morning" number.

On average, Rex Harrison would nail his vocal performance of each song on the first take.

Audrey Hepburn was generally felt to be too old for her character.

The title of the film appears nowhere in the dialogue nor any of the song lyrics.

The movie was advertised as the most eagerly anticipated production since Gone with the Wind (1939).

George Cukor and Cecil Beaton--who were good friends beforehand--had a big falling-out during the production. This is generally thought to be due to Beaton taking too much time photographing Audrey Hepburn when Cukor wanted her for rehearsals or filming. These were in fact the only times that Beaton--credited as the film's production designer--ever showed up on set.

Henry Daniell shot his last scene as the Ambassador on October 31, 1963, at Warner Brothers escorting the Queen of Transylvania. Director/friend George Cukor thought that Daniell, acting in his seventh Cukor film, looked unwell, and the 69-year-old actor died from a heart attack a few hours later on Halloween night at his home in Santa Monica.

After screening the rough cut, Jack L. Warner, who had not wanted to cast Rex Harrison, rose in silence, turned to the actor and bowed.

The original Broadway production of "My Fair Lady" opened at the Mark Hellinger Theater in New York on March 15, 1956, and ran for 2717 performances, which was, at the time, the longest run a Broadway show had ever had. In February 2013, the original production is still the twentieth-longest-running production in Broadway history. Rex Harrison and Stanley Holloway recreated their roles in the movie. Harrison won the 1957 Tony Award for Best Actor in a Musical and Hollaway was nominated for Best Featured Actor in a Musical. The show won the 1957 Tony Award (New York City) for the Best Musical.

The play had first been staged on Broadway in March 1956, and opened in London in 1958. A clause in the contract stated that the film version could not be made until the play had finished in September 1962.

Apparently, Shirley Jones was one of the actresses to whom Jack L. Warner planned to offer the role of Eliza Dolittle if Audrey Hepburn turned it down.

Connie Stevens, then a Warners contract player, campaigned for the role of Eliza Doolittle.

Alfred Doolittle says he's been left £4,000 per year. Assuming that the film is set in 1912, this is equivalent to £448,808 in 2018 or approximately $572,320 at the end of 2018.

The controversy over Audrey Hepburn being cast as Eliza Doolittle over Julie Andrews, who originated the role on Broadway, went as far as journalists claiming there was a feud between the two actresses. This of course was untrue, as Hepburn and Andrews were friends in real-life and had great respect for one-another. The feud was debunked at The 37th Annual Academy Awards (1965) where Andrews recalled Hepburn telling her, "Julie, you should have done it, but I didn't have the guts to turn it down."

Most costumers and makeup artists had to camouflage Audrey Hepburn's square jaw, but for her early scenes, designer Cecil Beaton actually emphasized it by putting her in a straw hat. That allowed for a more dramatic transformation, accentuated by the upswept hairdos he designed for her later in the film to show off her bone structure.

Although most of the art direction and costume designing credit went to Cecil Beaton, art director Gene Allen would later go on record to say that Beaton only designed the women's clothes and had no part in the actual designs of the sets, though he insisted on taking the credit for them. In fact, Beaton had it written into his contract that he receive sole credit for production designer.

Jeremy Brett during his stint on this film was never able to visit the beach or stay out too long in the sun because the producers wanted him to remain pale like his character in the film.

Audrey Hepburn had signed for the film with the understanding that she would do her own singing. She arrived in Hollywood six weeks before shooting began to work with a vocal coach and musical director André Previn and actually recorded her tracks for the musical numbers.

Robert Coote was nominated for the 1962 Tony Award (New York City) for Supporting or Features Actor in a Musical for "My Fair Lady" for his role as Col. Pickering and recreated that role in the 1976 Broadway revival.

When George Cukor asked to do expensive re-takes of the Ascot sequence, Warners refused. When the director persisted, the company had the set torn down.

The only surviving audio element from the film is the production master, which is actually one generation down from the original recording.

When Rex Harrison had problems performing his final song, "I've Grown Accustomed to Her Face," out of sequence (claiming he needed the weight of the show behind him to do it justice), George Cukor let him move anywhere he wanted on the large street set. Since it would be impossible to follow him with a microphone boom, he wore one of the first wireless microphones. He also shot with two cameras simultaneously, one for the long shot and one close up, so they would have fewer problems matching shots.

The entire Ascot Gavotte sequence was shot with all characters dressed in shades of black, white and gray (with one light yellow hat and one small red flower). One of the reasons Audrey Hepburn's entrance to the scene is so striking is the total contrast of her dress, pure white with green stripes, lilac and red decorations, to the relatively bland coloration of the musical number preceding it.

Thanks to George Cukor's efficiency, shooting was completed in less than four months. Shooting started in August 1963 and ended in December.

This was Warners' first Best Picture Oscar winner since Casablanca (1942) 21 years earlier. It would be another 25 years before it had another Best Picture statuette with Driving Miss Daisy (1989).

Family Guy creator Seth Macfarlane has said on multiple occasions that the voice of Stewie is based off Rex Harrison's performance as Henry Higgins.

For the early part of Eliza's transformation, Cecil Beaton insisted that Audrey Hepburn wear weights around her lower legs so that she would keep some of the flower girl's early gawkiness.

George Cukor and Cecil Beaton did not get along during filming. Cukor complained that Beaton tried to take credit for other people's work. He also resented the fact that Beaton's presence prevented him from hiring his usual color consultant, photographer George Hoyningen-Huene. For his part, Beaton considered Cukor vulgar and resented his domineering character. Some observers suggested that the closeted Cukor was put off by Beaton's more flamboyant homosexuality. There were even rumors that Beaton had once stolen a man from the director. Their biggest on-set argument was over Beaton's assignment to photograph the cast. Cukor felt that his photography was slowing down production and told him to stop taking shots on the set. Then he complained that posing for the portraits was overworking the actors. Yet Beaton persisted in taking pictures. After some on-set blow-ups, Cukor complained to Warners, and Beaton stopped coming to the set.

Joshua Logan wrote in his autobiography that he was offered the chance to direct the film, but the offer was withdrawn when he suggested that some scenes be shot on location in London.

The original choice to direct the film was Vincente Minnelli but when his salary demands were too high, the job went to George Cukor.

The film is included on Roger Ebert's "Great Movies" list.

Theodore Bikel was a late replacement for Max Adrian in the role of "Zoltan Karpathy".

27A Wimpole Street in London (Higgins' address) does not exist (there is a 27 Wimpole Street).

Stanley Holloway originated the role of Alfie Dolittle on Broadway, but it was thought that a better known actor would be more suited for the film version.

In truth, 10% of Eliza Doolittle's singing in the film is Audrey Hepburn. She sings/talks the first verse of "Just You Wait," as well as the number's conclusion and a reprise. She also performs parts of "The Rain in Spain."

Cecil Beaton's inspiration for the library in Higgins' home, where much of the action takes place, was a room at the Château de Groussay, Montfort-l'Amaury, in France, which had been decorated opulently by its owner Carlos de Beistegui.

The instrumental "Busker Sequence", which opens the play immediately after the Overture, is the only musical number from the play omitted in the film version. However, there are several measures from this piece that can be heard as we see Eliza in the rain, making her way through the cars and carriages in Covent Garden.

All of the songs in the film were performed near complete; however, there were some verse omissions, as there sometimes are in film versions of Broadway musicals. For example, in the song "With a Little Bit of Luck", the verse "He does not have a Tuppence in his pocket", which was sung with a chorus, was omitted, due to space and its length. The original verse in "Show Me" was used instead.

Jeremy Brett finally admitted in 1994 that all his singing in the film was dubbed by Bill Shirley.

George Cukor asked production designer Gene Allen to direct the second unit for the Ascot scene.

Included among the American Film Institute's 1998 list of the Top 100 Greatest American Movies.

Frederick Loewe and Alan Jay Lerner had originally wanted their musical to be titled "Fanfaroon."

The original Broadway production of "Pygmalion" on which "My Fair Lady" was based opened at the Park Theater opening October 12, 1914, ran for 72 performances and was revived in 1927, 1938, 1945, 1987 and 2007. The play premiered in a German translation at the Hofburg Theatre in Vienna on October 16, 1913 and in English at His Majesty's Theatre in London on April 11, 1914 and starred Mrs. Patrick Campbell.

The picture on the wall of Prof. Higgins' library (profile, facing left) is of the famous explorer, geographer, translator, writer, soldier, orientalist, cartographer, ethnologist, spy, linguist, poet, fencer, and diplomat (not the actor) Richard Burton.

Average Shot Length = 10 seconds

According to the "The Cambridge Companion to George Bernard Shaw" book, Rock Hudson was considered for the Henry Higgins role and James Cagney for Alfred Doolittle.

During lunch breaks, Cecil Beaton would sneak onto the sound stage set being filmed, set up an easel and board, sketching the standing set (scenery), adding color with time permitting, or adding watercolor washes and painting details in his studio lot office. Both Jack L. Warner and George Cukor had Beaton banned from the daily filming stage, as well as from any Warners stage on which set construction, painting, set green and set decorating was in progress. After the film was finished, Beaton had an exhibition with his costume sketches, including these set illustrations, providing some evidence that he had designed the scenery as well. In fact, Jack Warner had originally signed a contract with Beaton granting him costume and art direction screen credits. The original New York, London, Chicago and road show tour-stage scenery had been designed by Oliver Smith. George Cukor and Gene Allen (as Production Designer and Second Unit Director) had teamed on A Star Is Born (1954). Cukor insisted Allen would design all the "My Fair Lady" sets when he accepted the directorial assignment. In fact, Beaton was never allowed in nor near the film's art department.

Jack L. Warner considered this film one of his finest achievements.

Stanley Holloway was nominated for the 1957 Tony Award (New York City) for Supporting or Features Actor in a Musical for "My Fair Lady" for the role of Alfred P. Doolittle and recreated the role in the movie version.

Shirley MacLaine wanted the role of Eliza Doolittle.

U.S. television viewers had something of a Rex Harrison film-fest on Thanksgiving Week, 1973. Doctor Dolittle (1967) aired on Thanksgiving Eve on ABC-TV, followed by My Fair Lady (1964) on NBC-TV on Thanksgiving Day. This was the U.S. commercial TV premiere of both films, and was probably not a coincidence.

Features Stanley Holloway's only Oscar nominated performance.

The only film to be nominated for Best Supporting Actor and Supporting Actress Oscars that year.

The butler's solo line in the final servants' chorus of "You Did It" is dubbed by Bill Lee.

Was selected for preservation, in National Film Registy by the Library of Congress in 2018, for being culturally, historically or aesthetically significant.

The order of the songs in the show was followed faithfully, except for "With a Little Bit of Luck". The song is listed as being the third musical number in the play; in the film it is the fourth. Onstage, the song is split into two parts sung in two different scenes. Part of the song is sung by Doolittle and his cronies just after Eliza gives him part of her earnings, immediately before she makes the decision to go to Higgins's house to ask for speech lessons. The second half of the song is sung by Doolittle just after he discovers that Eliza is now living with Higgins. In the film, the entire song is sung in one scene that takes place just after Higgins has sung "I'm an Ordinary Man". However, the song does have a dialogue scene (Doolittle's conversation with Eliza's landlady) between verses.

George Cukor and Cecil Beaton took a lavish approach to the film's set design. In a departure from standard Hollywood practice, rather than building cobblestones for the Covent Garden streets from a single mold, they had each stone made individually. Art director Gene Allen, a frequent Cukor collaborator, used several coats of paint on the buildings to create the illusion that they were hundreds of years old.

One of 11 American Music/als to win Best Picture: 1)The Broadway Melody (1929), 2)The Great Ziegfeld (1936), 3)Going My Way (1944), 4)An American in Paris (1951), 5)Gigi (1958), 6)West Side Story (1961), 7)My Fair Lady (1964), 8)The Sound of Music (1965), 9)Oliver! (1968), 10)Amadeus (1984), 11)Chicago (2002).

Included among the "1001 Movies You Must See Before You Die", edited by Steven Schneider.

Audrey Hepburn's character's name is Eliza Doolittle. Three years after this film came out Rex Harrison played the title character in Doctor Dolittle (1967).

Favorite film of both Rosalind Chao and Kim Basinger.

Racehorses race around English tracks in a clockwise direction and would have been running past Eliza and her startled Ascot acquaintances heading the opposite way.

Included among the American Film Institute's 2000 list of the 500 movies nominated for the Top 100 Funniest American Movies.

George Bernard Shaw adamantly opposed any notion that Higgins and Eliza had fallen in love and would marry at the end of the play, as he felt it would betray the character of Eliza who, as in the myth of Pygmalion and Galatea, would "come to life" and emancipate herself from the male domination of Higgins and her father. He even went so far as to include a lengthy essay to be published with copies of the script explaining precisely why Higgins and Eliza would never marry, and what "actually happened" after the curtain fell: Eliza married Freddy and opened a flower shop with funds from Col. Pickering. Moreover, as Shaw biographers have noted, Higgins is meant to be an analogue of the playwright himself, thus suggesting Higgins was actually a homosexual. Under heavy pressure from producers, for the 1938 film version of Pygmalion (1938) Shaw wrote a compromise ending, in which Eliza and Higgins reconcile, but Eliza still leaves to marry Freddy. This was later changed without Shaw's knowledge or permission to a conclusion in which Eliza returns to Higgins and supposedly marries him; it is that ending that is used in "My Fair Lady."

According to Nancy Olson, who was married to lyricist Alan Jay Lerner at the time he was writing the musical, Lerner and Frederick Loewe had the most trouble writing the final song for Henry Higgins. The two writers had based the whole concept of the musical around the notion that Higgins was far too intellectual a character to emotionally sing outright, but should speak his songs on pitch, more as an expression of ideas. However, both composer and lyricist knew that Higgins would need a love song towards the end of the story when Eliza has abandoned him. This presented an obvious problem: how to write an emotional song for an emotionless character. Lerner suffered bouts of insomnia trying to write the lyrics. One night, Olson claims, she brought him a cup of tea to soothe his nerves. As she entered his study, Lerner thanked her and said, "I guess I've grown accustomed to you . . . I've grown accustomed to your face." According to Olson, his eyes suddenly lit up, and she sat down and watched him write the entire song in one sitting, based on the idea that although Higgins couldn't "love" Eliza in the traditional sense, he would surely notice the value she represented as part of his life.

About 20 minutes before the end of the film, Col. Pickering offers to go off and find the missing Eliza. He exits the library set--and is never seen in the movie again.