My Fair Lady (1964) – 4K Ultra HD + Digital (Bryant Frazer’s last review)

Note: all framegrabs were sourced from the 4K UHD disc.

This is the final review Bryant Frazer wrote for FILM FREAK CENTRAL before he passed away. It’s technically a work-in-progress, but I don’t think its publication is anything to be embarrassed about. For what it’s worth, Bryant neglected to provide a star rating or grades for the audio, video, and extra features, so I’ve left them off rather than attempt to second-guess him. As our own Walter Chaw poetically put it to me, “His last act was not an act of judgment.”-Ed.

starring Audrey Hepburn, Rex Harrison, Stanley Holloway, Theodore Bikel
screenplay by Alan Jay Lerner, based upon the musical play as produced on the stage by Herman Levin, with book and lyrics by Alan Jay Lerner and Frederick Loewe, from a play by Bernard Shaw
directed by George Cukor

by Bryant Frazer My Fair Lady opens, provocatively enough, at a performance of Gounod’s operatic adaptation of Faust, that ageless drama of unforeseen consequences. As in the George Bernard Shaw play Pygmalion, on which My Fair Lady is based, the role of the Devil is filled by Dr. Henry Higgins (Rex Harrison), a linguist who loudly (and rudely) laments the Cockney patois spoken by the lower classes. Drawing his attention is a wary flower girl named Eliza Doolittle (Audrey Hepburn), a London-born-and-bred Faust who’s intrigued by Higgins’s boast that, through speech training alone, he can elevate her from working-poor status into a new position as society maven. The drama pivots around that transformation: Hepburn moves into Higgins’s spacious home for the duration of her schooling, with an upcoming embassy ball–where Higgins hopes to debut his newly cultured creation–imposing a deadline on his project. Surrounding them are a variety of colourful characters, such as Higgins’s sponsor, Colonel Pickering (Wilfrid Hyde-White), Hungarian language scholar Zoltan Karpathy (Theodore Bikel), and Eliza’s father, Alfred (Stanley Holloway), whose big pre-wedding number, which includes the immortal turn of phrase “Girls come and kiss me / Show how you’ll miss me / But get me to the church on time,” is a highlight of the film’s otherwise logy second act.

Alfred is chagrined when Higgins, impressed by Alfred’s blue-collar ethos, refers him to an American patron whose wealth elevates him to unwanted middle-class (and bridegroom!) status. But My Fair Lady is ultimately focused on chronicling the relationship between Higgins and Doolittle. Will he successfully invest her with the mien of the European aristocracy, or will that costume prove an ill fit for her natural personality? If he does succeed, what becomes of his grand experiment when he’s through with her? Does she outgrow his influence or shrink into his arms? In Ovid’s Metamorphoses, Pygmalion is famously presented as an artist who dislikes women but falls in love with a statue he carved from ivory. The statue, Galatea, comes to life, and the two marry and have children. Shaw’s Pygmalion elided the romance between Higgins and Eliza (known in that version as Liza), though every production of the play seemed to diverge, in this regard, from his original intentions. And, because Lerner & Lowe didn’t adapt Pygmalion as a musical until after Shaw’s death in 1950, the playwright had little influence over the film’s final trajectory. More on that later.

My Fair Lady itself is one of the most beloved Hollywood musicals, and a significant part of the appeal is that it’s just such a lavish studio-backlot spectacle. A mammoth set recreated late-Edwardian London’s Covent Garden on a Warner Bros. soundstage, where actors freeze in their steps to depict an eccentric still life as the city comes alive in the early morning. Another oversized construction represents the outside of Higgins’s Wimpole Street townhouse, with a similarly massive space dedicated to the two-story library inside. (Director George Cukor responds to the height of the set by employing extreme camera angles that peer up and down at actors positioned high and low in the vertical space.) Though the set design is quite a bit more spare and artificial, I especially liked the way a scene set at the Ascot Racecourse, where an assembly of socialites pretends to be interested in a horse race, showcases the chic ridiculousness of Cecil Beaton’s hilariously overdesigned hats. They helped him win an Oscar for costume design, following on the Tony the stage version of My Fair Lady had earned him several years earlier.

It’s genuinely funny, because it makes a mockery of its own spectacle. It’s similarly amusing when Eliza, struggling to maintain an impassive demeanour, forgets herself and finally cries out, “Come on, Dover, move yer bloomin’ arse!”–not because her speech belies the haute-couture get-up, but because her exuberance resonates with the sort of welcome rowdiness that a suffocating social milieu would find intolerable. Hepburn brings a deliberate abrasiveness to Eliza’s character and speech verging on cartoonishness (at an appropriate volume, her piercing shrieks and shouts are certainly off-putting), although her status as a fashion icon distracts from that part of her performance. And because we know Hepburn has a generally regal bearing, her successful ascent to the upper echelons of society is hardly in doubt. Famously, studio chief Jack Warner shunned the previously unknown Julie Andrews, who originated the role on Broadway, in favour of Hepburn. Judging from archival footage, Andrews invested Eliza with a real sadness and yearning that’s moving even in YouTube clips, while Hepburn plays the role to the last row in the balcony.

While My Fair Lady embraces and amplifies Eliza’s populist appeal, it’s studiously gentle in its treatment of Henry Higgins, a poster boy for snobbish male chauvinism and the natural enemy of Cockney flower girls. Harrison delivers Higgins’s classist, misogynist lines with a charismatic vocalese that invites forgiveness of his arrogance. Yes, he takes offense at Eliza’s dialect in the very first song, “Why Can’t the English,” which has Harrison speak-singing his way through a litany of class-centric complaints. (“An Englishman’s way of speaking absolutely classifies him / the moment he talks he makes some other Englishman despise him,” he observes, clearly believing the problem lies with the guy minding his own business rather than the one who stereotypes him.) A subsequent number, “Let a Woman in Your Life,” showcases his robustly sexist attitudes. (“You want to talk of Keats and Milton / She only wants to talk of love / You go to see a play or ballet / And spend it searching for her glove.”) At another point, however, a parade of suffragettes marches through a musical number, one of the ways the film demonstrates self-awareness about its characters’ outmoded attitudes. Times change, the movie strives to assure us. Higgins is presented as a product of the late 19th century, a pedigree that, perhaps, allows him to come across less as a villain than as a mere narcissist in need of a comeuppance.

Yet even more time separates contemporary audiences from My Fair Lady than had passed between the death of King Edward and the film’s release, and the only comeuppance served to Higgins is pretty weak by today’s standards. My Fair Lady, for all its apparent dismay at English class snobbery, is on Eliza’s side only until it isn’t–until it decides that Higgins’s late-in-the-game realization that he’s a lonely bachelor fairly demands that Eliza give up her right to a life of her choosing and opt instead for the destiny she’s been groomed for by Henry. Exasperatingly, the film features a perfectly good and cathartic climax where Eliza finally seems to reach escape velocity, storming out of Henry’s life and leaving him to soak in his juices, and then it just…keeps going, until the expected romantic reunion closes the picture. It’s not simply that this looks hopelessly retrograde through a contemporary lens–Shaw would have hated this ending, too. (“Don’t talk to me of romances,” he once wrote. “I was sent into the world to dance on them with thick boots–to shatter, stab and murder them.”) When Pygmalion was originally staged, the celebrated actor and theatre manager Beerbohm Tree opted to play Higgins with ad-libs that added romantic flourishes to his character and strongly suggested marriage to Eliza was in the cards, whether or not the script agreed with him. The actor scoffed at Shaw’s ensuing fury, arguing, “My ending makes money; you should be grateful.” Shaw’s retort: “Your ending is damnable; you should be shot.” The push-and-pull has continued over the decades, with Lerner and Lowe’s version playing up the glamorous, Cinderella-like appeal of Eliza Doolittle’s transformation.

That’s not to say My Fair Lady should be expelled from the Hollywood musical canon. The production design is one-of-a-kind, as the film’s architectural scale is matched and perhaps exceeded by the extravagance of its fashion sense. The musical numbers are pleasant (if not to my personal taste, which is more Singin’ in the Rain and less Brigadoon). Despite my cavils, Hepburn’s appearance in fully-decked-out faux debutante mode–those dresses!–is genuinely iconic. Meanwhile, Harrison’s performance is exceedingly charming, and Lerner’s lyrics nonetheless expose Higgins as exactly the kind of unreconstructed sexist the audience should take him for. The film shouldn’t have to tell us explicitly that he’s an outmoded fuddy-duddy for us to make that judgment; art needn’t explain itself. If you’re willing to twist your rhetoric into a pretzel, you could even argue, as some viewers have, that the ending is ambiguous, presenting no evidence that Hepburn will decide to stay with Higgins after returning to him.

Here’s something else we should realize: if Eliza remains so intimidated by wealth and urbanity that she’s willing to take on a condescending scold like Henry as husband and provider, then she’s just a flower girl who’s found a sugar daddy. But if she leverages her newly-accessed charm and beauty to find new friends and lovers, then Henry’s accomplishment is staggering–he’s made her into a new woman, one who’s too strong and proud to tolerate his condescension and who will inevitably strike out to make a life of her own. (Liza puts it this way in the original play: “If I can’t have kindness, I’ll have independence.”) The ending of My Fair Lady is sour not only because it strikes a blow against feminism (and could be said to celebrate exploitation), but because it negates the very premise of its source material. If Shaw’s configuration of the Pygmalion myth means anything, it’s that Henry’s hoped-for transformation of Eliza is truly successful because she outgrows him. Although the film’s romantic reconfiguration of their relationship is presented as a happy ending, it really brings us back to Faust. In her bargain to escape the prison of her lower class, our fair lady has traded away her soul. And that’s not a happy ending at all.

THE 4K UHD DISC
The new UHD BD release of My Fair Lady makes one of the strongest possible arguments for studios to invest in 4K releases of their library titles–especially for titles that were, like this one, shot on large-gauge 65mm film. (Tempting as it is to call this version “definitive,” consider that CBS/Paramount went a step farther by delivering a full 8K version of My Fair Lady for broadcast on NHK’s 8K television channel in Japan!) Letterboxed to the correct 2.20 aspect ratio of Super Panavision 70, this transfer of My Fair Lady may not share the high-contrast gloss of a John Wick movie or the flat sheen of the Marvel Cinematic Universe, but it has texture and atmosphere to spare, and judicious use of the extended HDR colour space–I reviewed the disc on a Dolby Vision-compatible player–gives certain scenes a nearly three-dimensional quality. Rich and varying purples, deep blues, and shades of grey cloak scenes set in Covent Garden at night, with bright spots of light from city street lamps piercing the gloom. By daylight, the florist’s pink, white, purple, and green arrangements are rendered with similar precision, the distinctly rich Technicolor look replicated to precision in HDR.

The design of Higgins’s study gives that room a screen presence that reflects on the story’s theatrical origins, while the invitingly autumnal tones that are accented by the HDR transfer (check out the bright ruby-red highlights on the shade of his desk lamp) somehow help keep the action from feeling stagebound. The extended dynamics of HDR give the centrepiece embassy-ball sequence a brilliance that shows off Beaton’s costume designs to exceptional effect; it’s followed by darker scenes in Higgins’s study that make that space feel less like a comfy upper-class hideaway and more like a shadowy inner sanctum. Still, this transfer always honours the Oscar-winning precision of Harry Stradling’s cinematography. Shadows near perfect black and highlights verge on pure, blazing white–just everything together in the scene as it’s meant to be. (Colours should be accurate to the film’s original release overall, as the restoration team used an original dye-transfer print of the film for colour reference and consulted production designer Gene Allen when in doubt, back in 1994.) Nota bene: the still frames that accompany this review will look overly dark and shadowy; rest assured, the HDR transfer is dialled in perfectly. For real: I can’t say I’ve seen a transfer that exceeds the crispness and clarity of this one.

The 7.1-channel audio has obviously been treated with similar care, using digital tools to transfer, restore, and preserve the original analog tracks, bypassing the generational audio loss endemic to previous transfers. (I reviewed the disc in a 5.1-channel configuration.) Dynamics range from quite restrained in certain scenes, like the one following the embassy-ball sequence where Eliza collapses in tears as an instrumental motif unfolds quietly in the background, to fully boisterous in the show’s musical numbers. The musical soundstage is expansive, with instruments clearly separated and highly directional. It roars to life during “Get Me to the Church on Time,” to name just one example, where the primary vocal performance by Holloway is augmented by a chorus of voices that resonate in the surround channels. (Though the recording may sound polite and unobtrusive at relatively low listening volumes, it’s powerful at reference levels; you can easily imagine the orchestra is performing live in front of you.) And although the proceedings aren’t exactly bass-heavy, you certainly notice when this mix nourishes the low end, as during the pulsing beats that underscore the march introducing the queen of Transylvania. Yes, technical shortcomings surely limited the fidelity of the original recordings–one example is Harrison’s vocals in the musical numbers, which sound noticeably thin and distant, largely because they were the first-ever tracks recorded on a film set using a wireless microphone. (Harrison insisted that he could not lip-sync his vocal track because he never performed his songs the same way twice.) That said, I’d be hard-pressed to find any fault with the exacting audio production values of the disc itself.

Fortunately, the audiovisual upgrade is well worth the purchase price, since My Fair Lady superfans have already seen the supplements, here delivered on a separate BD that replicates the previously definitive 2015 Blu-ray. Casual viewers will be well-informed by the anchor doc, “More Loverly Than Ever: The Making of My Fair Lady, Then and Now”, running 58 minutes in standard definition and dating back to 2004. Jeremy Brett, who played the lovelorn Freddy Eynsford-Hill, hosts the affair, which assembles interesting anecdotes and behind-the-scenes imagery along with talking heads from the likes of columnists Army Archerd and Rex Reed, Julie Andrews, Oscar-winning production designer Gene Allen, Andrew Lloyd Webber, and (too briefly) Martin Scorsese. (Elsewhere on the disc, we hear a little more from Webber and Scorsese in SD standalone segments running 1:04 and 1:19, respectively, under the unimaginative header “Comments on a Lady”.) Film restoration wizards Robert A. Harris and Jim Katz are given a surprising amount of time to detail a restoration process that seems downright quaint today, when the same image-manipulation tools that once required supercomputers running proprietary software are now available to anyone with a MacBook and a copy of Photoshop or DaVinci Resolve. The making-of doc also features some of Hepburn’s original vocal tracks that were overdubbed for the film’s release by Marni Nixon, while elsewhere on this disc are Hepburn’s takes on “Show Me” (3 mins.) and “Wouldn’t It Be Loverly” (5 mins.). Everything sounds great on a technical level.

Additionally on board is black-and-white footage from an event described as the film’s “1963 Production Kick-Off Dinner” (23 mins., HD). It’s partly silent but does include some mildly interesting sync sound, as Hepburn, Harrison, and studio chief Jack Warner are questioned about controversial topics of the day, like filmmaking in Europe vs. Hollywood and, more specifically, the troubled $31 million production of Cleopatra (likewise starring Harrison) that had shot at Pinewood and Cinecittà and nearly bankrupted 20^th Century Fox. This explains why Jack Warner was so insistent that My Fair Lady‘s $17 million production budget, which made it the most expensive motion picture shot in the U.S. to date, was actually fiscally responsible. Warner delivers a somewhat xenophobic and reactionary oration over dinner, apparently siding with the Catholic League of Decency in its then-recent condemnation of Breathless, L’Avventura, Viridiana, 8½, and Contempt. “We are entrusted with this celluloid to do something with it, not just go out and keep everybody in the gutter,” he blusters. “American producers have learned…to stop aping Italian, French and Spanish and other undesirable films that have caused all this censorship and legions and seals and no seals and art–and all that hokey-pokey–theatres in order to see things that you couldn’t see just a handful of years ago.”

Other vintage extras? Some black-and-white footage of the L.A. premiere (5 mins., SD), some colour footage of the British premiere (running a bare 2:17 but presented in HD), a contemporary audio-only Rex Harrison interview with accompanying slideshow (1:06), a slew of trailers for My Fair Lady‘s original theatrical release and later reissue that vary only slightly in execution (there are seven different trailers in all, running 11 minutes total), and a trio of high-quality promotional features intended for theatrical use: “The Story of a Lady” (5 mins.), “Design for a Lady” (8 mins., featuring an appearance by Beaton), and “The Fairest Fair Lady” (10 mins.). All are presented in gorgeous HD, windowboxed at 4:3. The fun continues with Harrison remotely accepting BFI honours (2:08) and a Golden Globe award (:47, black-and-white), as well as relevant excerpts from the 1965 Oscars ceremony (2:09, black-and-white). A complement of image galleries includes character and costume sketches by Cecil Beaton, production and wardrobe stills, and an oddly-curated collection of documents and publicity materials often cropped to fit the screen. Last but not least is a short sound recording of Cukor directing Baroness Bina Rothschild, fussing over her every line delivery as the Queen of Transylvania (3 mins.). Kudos for the extra effort taken to subtitle the entire supplemental suite in 11 different languages, English among them.

173 minutes; NR; 2.20:1 (2160p/MPEG-H), Dolby Vision/HDR10; English 7.1 Dolby True HD, French, Spanish, German, Italian, and Japanese DD 2.0 (Mono); English, English SDH, French, Spanish, Italian, German, Danish, Dutch, Finnish, Japanese, Korean, Norwegian, and Swedish subtitles; BD-100 + BD-50; Region-free; Paramount/CBS