When linguistics professor Henry Higgins boasts that he can pass off Cockney flower girl Eliza Doolittle as a princess with only six months' training, Colonel George Pickering takes him up on the bet. Eliza moves into Higgins's home and begins her rigorous training after the professor comes to a financial agreement with her dustman father, Alfred. But the plucky young woman is not the only one undergoing a transformation.

• Gabriel Pascal Productions
• J. Arthur Rank Organisation
• Leslie Howard
• Wendy Hiller
• Wilfrid Lawson
• Marie Lohr
• Scott Sunderland
• Jean Cadell
• David Tree
• Everley Gregg