Arrogant, high-born linguist Henry Higgins (Howard), a specialist in dialects of the English-speaking world, bets his colleague Colonel Pickering (Scott Sunderland) that in just six months he can transform lower-class guttersnipe Eliza Doolittle (Hiller) into a well-spoken lady and pass her off as a duchess. It's a sporting experiment that doesn't quite go as planned.

Penned by George Bernard Shaw from his own popular play, this deliciously subversive comedy of manners wittily punctures the absurdity of the English class system and "middle-class morality." Howard is a hoot as the stuffy professor of phonetics who doesn't realize how bluntly insensitive he is to Eliza, a charming Cockney flower girl from Covent Garden played by the sprightly Hiller. Brimming with tart humor, cross-class romance, and pithy repartee, Asquith's delightful "Pygmalion" is a harrumphing humdinger that's as fun as its musical double, "My Fair Lady." Be warned: this film may improve your diction.