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Restoration of "My Fair Lady"
"What a gripping, absolutely ripping moment."

This article first appeared in
..in 70mm
The 70mm Newsletter

Written by: 20th Century Fox's press release about the restoration. Prepared for in70mm.com by Anders M Olsson, Lund, SwedenIssue 38 - April 1995
Artist 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 restorations as
"Spartacus" and "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 restoration celebration.

"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 Academy Award.

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 wasn't Higgins.

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.
 

Further in 70mm reading:

Note from Robet Harris and James Katz

"My Fair Lady" restoration credits

and a comment

The Reconstruction and Restoration of John Wayne's "The Alamo"

Restoration of "Spartacus"

Restoration of "Lawrence of Arabia"

"Lawrence of Arabia" cast & credit

Internet link:

 

"My Fair Lady" UK full page trade ad from Kinematograph Weekly, December 17, 1964.

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 features.

"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 problems."

"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 relishes.

"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 ever there.

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).

 

 
"My 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 Nixon.

"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 idolized today.

"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 condition.

"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 and sound."

 

 
  
  
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Updated 10-02-21