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Restoration of "My Fair Lady"
"What a gripping, absolutely ripping moment."
This article first appeared in
The 70mm Newsletter
by: 20th Century Fox's press release about the restoration.
Prepared for in70mm.com by Anders M Olsson, Lund,
- April 1995
Bob Peck's "My Fair Lady" poster, 1964.
In 1964 it was the quintessential American musical comedy - the tale of a woman
transformed and a man beguiled -- in which story, lyrics and music came together
in one grand sweep to create a totally encompassing entertainment.
In 1994 "My Fair Lady" has herself undergone a miraculous transformation from
tatters to splendor. Found disintegrating in a quake-ravaged vault in the
Northridge Fault Zone, the original camera negative was taken under the wing of
Robert A. Harris and James C. Katz, two film producers who have made a second
career of preserving cinema's pinnacle achievements with such acclaimed
"Lawrence of Arabia".
Lovingly, painstakingly, the team worked to smooth "My Fair Lady's" rough spots,
restore her beauty and melody, and prepare the once torn and faded film elements
for its debut to a new generation of film lovers, both in a theatrical release
from 20th Century Fox and in a special home video edition from CBS Enterprises.
Although she is thirty years older, the great lady of American musical comedy is
now more loverly than ever.
In their efforts to rescue "My Fair Lady" from the brink of destruction, Harris
and Katz also discovered related treasures nearly lost to time, including rare
behind-the-scenes footage and the controversial and long-sought-after original
soundtracks sung by Audrey Hepburn before she was dubbed by Marni Nixon. This
material will become available to the public for the first time as part of the
"People who have seen the film have
never seen it like this," said Jim Katz. "And those who have
never seen it will be blown away by the performances, the music, the
kind of production value that could never be done today. It is 'My Fair
Lady' the way it should be seen in 1994."
When George Bernard Shaw wrote "Pygmalion" in 1912, based on the Greek fairy
tale of a man who unwisely falls in love with his own creation, he could never
have foreseen his simple moral tale would become the basis of the world's most
popular Broadway musical. Yet the story of Eliza Doolittle, the smart-mouthed,
spirited London street girl transformed into a ravishing sophisticate by a
cynical Professor, was universally appealing.
When Lerner and Loewe set the story to music it became a lyrical miracle --
witty and wise in prose and indelibly memorable in tune. "My Fair Lady" took
Broadway by storm in March of 1956 - and stayed there for some 2,712
performances over the next six and a half years. Throughout the late 50s its
songs were sung in almost every well known language in almost every city on
earth. Long before the mega-spectacles of today's Broadway, "My Fair Lady"
became an event, one that made theater seem fresh again.
Then, in 1962, it was reported that mogul Jack Warner had acquired the motion
picture rights for a whopping $5.5 million. There was enormous anticipation and
conjecture world-wide. Would Rex Harrison reprise his most famous role? Who
would play Eliza Doolittle on the screen? And could anyone possibly capture the
almost electric elegance and drama of the play on a movie set?
Production began in 1963 and lasted a full five months. It would be the most
costly and elaborate feature ever filmed by Warner Bros. -- a visual, musical
and technical undertaking of a proportion no longer seen in today's Hollywood.
At the height of production the majority of Warner Bros. soundstages were
devoted to "My Fair Lady" alone. Hundreds of seamstresses worked round the clock
preparing the costumes. And for the "Ascot Gavotte" sequence it took some 33
wardrobe persons just to get the cast in and out of their clothes.
Creating a screen
"My Fair Lady" to rival the Broadway production monopolized
studio resources and became priority number one. In retrospect, it is easy to
see why. The assembled cast and crew contained the créme de la créme of cinema
and theatre talent. Director George Cukor was already one of Hollywood's most
celebrated artists, a master of elegantly stylized drama and comedy, having
directed such classics as "Dinner at Eight," "Camille," "The Philadelphia
Story," "Holiday," "Adam's Rib" and Judy Garland's
"A Star is Born."
The legendary photographer and fashion innovator Cecil Beaton, who designed the
Broadway play, was the production designer. Beaton let his imagination go wild
on the more than 1,000 costumes, ultimately creating a London of such tactile
extravagance audiences would almost be able to feel the fabrics on the screen.
Gene Allen, long Cukor's right-hand man, was brought in as art director. Today
it is known that it was Allen, rather than Beaton, who was primarily responsible
for the creation of the sets, architecting a new Covent Garden, the lavish Ascot
Park and several English pubs in the process. André Previn, the composer and
conductor of renown, arranged the marvelous score which would go on to win an
In front of the camera would be Rex Harrison, at the peak of his charismatic
career, having already won theatre-goers' hearts as Professor Higgins on
Broadway. Harrison was so beloved in the role that Cary Grant, when turning down
the studio's offer for the role, said he wouldn't even see the film if Harrison
And, in a stunning announcement that would create long-lived controversy, the
filmmakers announced that Audrey Hepburn, an international symbol of charm and
class in action, had been cast as the lowly Eliza Doolittle. Celebrated as an
actress but not a singer, it was a stunning and unexpected choice. Yet Cukor
said he saw in Hepburn a perfect match with George Bernard Shaw's description of
Eliza as "dangerously beautiful." The cast also included British stage legend
Stanley Holloway reprising his Broadway role as Mr. Doolittle and Jeremy Brett
as Freddie Eynsford-Hill.
It was clearly the cinematic event of the year. Gossip was rife about happenings
on the set -- would Audrey Hepburn sing her own songs? Did Rex Harrison really
request to perform his lines live with a wireless mic? Were George Cukor and
Cecil Beaton feuding?
It was also a time of enormous emotion when in November of 1963, just as the
crew was shooting "Wouldn't It Be Loverly?," news came of President Kennedy's
assassination. The crew attempted to continue but when Hepburn broke down in
tears, work was suspended for the day.
Even with its release, "My Fair Lady" did not stop monopolizing the news,
especially when it garnered some 15 Academy Award nominations, winning 8 Oscars,
including Best Director for George Cukor, Best Actor for Rex Harrison and Best
Picture of 1964. Only Audrey Hepburn was denied a nomination, which in itself
created a media sensation, especially after Julie Andrews (who created the role
of Eliza Doolittle on Broadway) took the Oscar for her performance in the year's
other great musical, "Mary Poppins."
Despite the hubbub, the consensus was clear: Cukor, Beaton, Allen, Previn,
Harrison and Hepburn had captured the excitement of one of the greatest moments
in musical history in a sumptuous motion picture that celebrated not only the
stage play but the very humanness of humans that Shaw's story illuminates.
in 70mm reading:
Robet Harris and James Katz
"My Fair Lady" restoration credits
The Reconstruction and Restoration of John Wayne's "The Alamo"
Restoration of "Spartacus"
"Lawrence of Arabia"
Arabia" cast & credit
Fair Lady" UK full page trade ad from Kinematograph Weekly, December 17,
Yet, a mere thirty years later what those tremendous artists had worked so hard
to capture was very nearly lost. Although there is a feeling that once something
is filmed it remains forever, it is sadly not the case. Images are fragile,
their colors and tones easily washed away, and celluloid grows brittle and old.
In fact almost 50% of all films ever made have been lost to the ravages of time.
"It is an outrageous thing that an
industry that is only 100 years old should have already lost so much,"
says Jim Katz. "Fortunately, things are better today. But the
conditions of prints just twenty years old can be abysmal."
To recover lost film, you don't call in a detective or an archeologist but
someone very akin to both -- you call in film preservation and restoration
experts such as Harris and Katz, two producers who have taken a special interest
in preserving state-of-the-art films from Hollywood's lavish era of large-format
"It's a lot harder to fix a film than it is to make one,"
admits Katz, who has
produced such contemporary features as "Scenes From the Class Struggle in
Beverly Hills" and "Nobody's Fool." "You have to go into it not believing
anything, because whatever you find is going to just be the beginning of your
"What we do is part digging through history, part film production and part
science mixed in with a whole lot of bulldoggedness,"
-, adds Bob Harris, who is one of a
handful of people in the world with the skills to extract the buried
treasure that can lie beneath decades of dirt smudges, tears and neglect.
Currently, he is the world's foremost expert on fully restoring large format
films, including those shot in Super Panavision 70, a skill he particularly
"Very few kids have seen a wide
format film but when they see the brilliant image of a 70mm print on a
70 foot screen they walk out of the theatre stunned. It's a whole new
experience," he says. "This was the last great large-format
musical of its time. There was nothing like it afterwards, and probably
will be nothing like it again."
Once they began on the project, Katz and Harris spent weeks rounding up every
surviving element of the film -- from daily continuity reports to the various
existing prints -- and found themselves crow-barring open vaults whose contents
had been upturned by the recent quake. Most of the material was held by CBS to
whom the rights reverted in 1971 (CBS originally financed the Broadway play in
order to produce the soundtrack album.) Unfortunately, much of the original
material -- including original soundtrack elements, main title elements, trims
and outs and B negatives -- had been thrown away.
"All we had at this point was a negative held together by tape and spit, and the
real work was about to begin," says Bob Harris. "It was up to us to figure out
how to put it back together the way it was meant to be."
The restoration itself took eight months of intensive research, digital
manipulation, sound re-recording and splicing negatives. It was as if Harris and
Katz had to take the film negative through the entire postproduction process
again -- only this time with the technology of the 90s at their disposal.
"The industry is more sophisticated today and so are filmgoers. There is a lot
that can be done to make a 30 year-old film look even better today than the day
it premiered," says Katz. "For example, 'My Fair Lady' is the first
reconstruction to take advantage of digital technology."
The main title sequences were marred by huge nicks and scratches including a
black hole under Jack Warner's name so big, according to Harris, "you could
drive a Buick through it." Once considered unfixable, these flaws were digitally
"erased" in the computer-lined studios of Cinesite, where digital artists turn
film into malleable digital information and then back again. By using digital
information, Katz and Harris could literally remove and replace individual
pixels, until the holes were patched without so much as a trace that they were
Many sequences in the negative suffered from multiple frame tears. In some
cases, they were able to go back to the black and white separations to produce
new dupe negative. When that was not possible, they resorted to digital
restoration -- an extraordinarily expensive process that was used only for the
most horrific problems, such as the light spot that bounced around on Audrey
Hepburn's otherwise perfect face through parts of the film.
Even as Katz and Harris worked to fix the film, it continued to disintegrate.
The negative was so fragile that during the first attempts to reprint it, it
continued to tear and break. Sometimes, the only plausible option was to tape
the torn negative by hand. In each case, it was a matter of deciding what would
be best for the film.
"Everything can't be perfect and not all problems can be
100 % fixed," Harris admits. "There is no magic machine we can run the film
through to make it all right. In some cases, you just have to decide what would
be the least objectionable thing."
The team faced an equal challenge restoring the film's sound to the aural
brilliance and clarity so necessary to its full enjoyment. In 1964 it was
announced that "My Fair Lady" would utilize the most sophisticated sound
recording system ever used for a motion picture -- state of the art six track
recording. Harris and Katz wanted to use today's state-of-theart -- digital
sound and Dolby stereo -- to heighten the immediacy of the Lerner and Loewe
score even more. But as they prepared to re-record the picture's soundtrack, it
became apparent that the original vocal and music tracks had not survived. The
only sound available was a six track composite print master and a three track
foreign version of music and effects.
Most of the voices could be fixed, but today's sophisticated sound reproduction
equipment picks up even subtle background noises yesteryear's playback equipment
never revealed -- meaning Harris and Katz found themselves listening to flies
buzzing around on Cukor's set!
Other problems also arose with the sound, some of them having to do with the
production's colorful history. In 1964 it was reported that Rex Harrison refused
to lip-synch his musical numbers like all the other actors and insisted on
singing "live," performing each song in a single live take while wearing one of
the very first wireless microphones (which incidentally can be seen as a bulge
underneath Harrison's tie throughout the film).
Fair Lady" playing in Super Panavision 70mm at the Max Linder Panorama,
Paris, France, summer 1990. Picture: Thomas Hauerslev
The unusual request may have forged a performance of sublime spontaneity and
presence, but it also caused major headaches for the restoration. Due to the
difference in technology, Harrison's "live" songs have a harsh and brittle
sound, not the lush, warm sound he would have had if he recorded them on today's
equipment. And the mic, though sophisticated for its time, ended up registering
such very un-Shavian sounds as police radio broadcasts and taxicab calls.
Still, the restoration team was cautious to use sophisticated new sound
technology only to preserve and not to add any newfangled effects.
"Obviously we were working with
Academy Award-winning sound so we didn't want to get too gimmicky,"
says Katz. "Our aim was to reflect the intention of the filmmakers to
the best of our technological ability."
One of the most obvious examples of how new technology was put to work to
enhance the original spirit of "My Fair Lady" can be heard in the famous scene
in which the horses fly by the grandstand in Ascot Park. Here the restoration
utilized state-of-the-art surround sound so that the sound moves with the
horses, from right to left, fading as they disappear. For the first time, the
audience can sense the full presence and power of the horses as they furiously
round the bend, something Katz and Harris feel certain the filmmakers would have
done if they could have in 1964.
Knowing what the original filmmakers would and would not have done is all part
of the process of properly restoring a beloved film. This is where the detective
work comes in -- the team not only dug through vaults and inspected mysterious
unmarked film cans but built an entire dossier on the production and all its
participants in order to understand everything they did.
They even tried to track down the costumes and sets -- discovering, among other
things, that there have been more unconfirmed sightings of Audrey's Ascot Park
dress around the world than Elvis sightings and that her famous ball gown is
gone forever, accidentally thrown into a dumpster when it was shipped to a
benefit in a Ralph's Grocery bag!
"We end up knowing more about the production than the people who were there,
because we're seeing everything, all the memos and audio tapes and
correspondence, and we have the advantage of hindsight," explains Harris. "We
find out what the problems were. In many cases we found that the truth doesn't
necessarily jibe with people's memories."
One of their truly astonishing finds are the original soundtracks sung by Audrey
Hepburn. Although it was widely reported in 1964 that another singer was going
to "help" Audrey with some of the higher notes, she was excited about doing her
own singing and trained vigorously with a voice coach. Only later was it
revealed that the vast majority of the songs were sung entirely by Marni Nixon.
Harris and Katz now believe that Cukor may have encouraged the belief that most
of the singing would be Hepburn's own in order to keep her spirits high for her
performance as the unsinkable Eliza Doolittle. They spent several months
recording her singing the songs, yet all along were planning on using Marni
"She has a sweet voice but it's
definitely not operatic," says Katz. "It was good enough for a
song like 'Just you Wait, Henry Higgins' but many of the songs were just
out of her register. We can't say for sure what the filmmakers were
thinking, but everything points to the fact that she didn't know she
wasn't going to sing the songs. A similar thing happened to Jeremy
Brett, who did not find out until after the movie opened that his songs
were dubbed by a singer named Bill Shirley."
In the end Audrey Hepburn sings only one complete song, "Just You Wait," and
bits and pieces, including some intros, on the actual soundtrack -- yet she
publicly accepted the fact with the grace and warmth for which she remains
"The reconstruction is an homage not
just to the film but to Audrey Hepburn," says Katz. "During the
reconstruction, we were very moved to learn of the birth of Audrey's
grand-daughter. It really choked us up to know that our work was going
to enable her to see her grandmother's performance the way it should be
seen. That's what real restoration is all about."
Katz and Harris hope the restoration will allow all kinds of people to discover
Audrey Hepburn's and Rex Harrison's wondrous performances in their new pristine
"Even I didn't really know the film
that well when we started, but I've come to love it," says Harris.
"It's just a really great movie, a movie that's more and more fun the
more you see it. It's a great discovery not just for film buffs and for
people who haven't seen it in decades but for young people who have
never seen it before." Katz adds: "I think a lot of people will
find they know the songs, even my kids know the songs, but they don't
know they're from 'My Fair Lady.' They know Audrey Hepburn but they
haven't seen her on the big screen. And the great thing is, now 'My Fair
Lady' can be shown into perpetuity the way she was always meant to look