Julie Andrews had starred in the Broadway version, but was not as bankable as Audrey was for the film version.

James Cagney turned down the role of Alfred Doolittle.

Considered for the role of Henry Higgins.

Grant refused the role of Henry Higgins, promising he'd never even see the movie unless Rex Harrison repeated his great stage role.

One of the actresses Warner Bros. boss Jack Warner had in mind if Audrey Hepburn turned down the role of "Eliza Dolittle."

When Julie Andrews proved to be unavailable, Shirley MacLaine wanted to play the lead role.

The fine director was the original choice but apparently his salary demands were too high.

In her autobigraphy, 'Tis Herself, Miss O'Hara claims that she was the first choice to provide the singing voice of Audrey Hepburn's Eliza Doolittle. Veteren voice double Marni Nixon eventually did Audrey's singing in the film.

Considered for the role of Henry Higgins.

The esteemed character actor, who also had a wonderful singing voice, received serious consideration to play "Henry Higgins."

While under contract to Warner Bros., the chirpy-voiced Stevens campaigned for the plum role of "Eliza Dolittle."

Elizabeth Taylor wanted the lead badly and was reportedly next in line if Audrey dropped her participation.