In the 1964 film My Fair Lady, directed by George Cukor and based on the 1956 musical play by Alan J. Lerner, which was originally taken from George Bernard Shaw's 1913 Pygmalion, Eliza Doolittle (Audrey Hepburn) goes through a transformation. Her physical displays of emotion are even different by the end of the film; she becomes a lady in every way. Henry Higgins (Rex Harrison), with the assistance of Colonel Pickering (Wilfrid Hyde-White), takes Eliza on as a project. He intends to reform the speech and mannerisms of the sniveling guttersnipe and pass her off as a refined and educated lady of society.
When he first discovers Eliza, she is a dirty flower peddler who, when in distress, makes outrageously loud and obnoxious outbursts of vowel sounds. When she cries, she is unbearable and out of control. The only response she seems to know when verbally bashed is, "I'm a good girl, I am."
Through Higgins' instruction, she becomes physically presentable and she proves that she is able to present herself as a member of high society. After she returns from the ball, and wins Higgins' bet with Pickering, Eliza becomes upset because she receives no credit for her major accomplishment of the evening. There are no outbursts at first. She remains in the background practically non-existent while Pickering and Higgins congratulate each other. When the men are finished patting each other on the back and retire for the evening Eliza simply remains behind and quietly collapses and cries to no one but herself. Even in her hurt and her anger, she remains composed and eloquently verbalizes her distress instead of crying out like a cornered animal.
After Higgins discovers Eliza at his mother's home, they confront each other about her leaving him. She conducts herself flawlessly with the utmost poise, control, and intelligence. She is no longer a sniveling guttersnipe. Higgins has created an independent creature able to outwit even him by making him swallow his selfish pride for a moment.