3. My Fair Lady (1964)
Finally, a musical that was actually appreciated by the audiences and critics alike upon its release... One of Audrey Hepburn's final films before devoting herself to social activism and charity work, it also stands out as one of her finest. It tells the tale of Eliza Doolittle, a flower girl from the slums, who is taken in by Henry Higgins (played by Rex Harrison), so he can prove his ability to teach anyone to speak and behave 'properly'. He tries with Eliza, eventually passing her off as a Duchess. The movie enjoyed great financial success, and even greater critical success, pleasing audiences everywhere and winning eight Academy Awards (including Best Picture, Director, and Lead Actor), along with another four nominations. But if nothing else, watch it for Audrey Hepburn. Despite the fact she was dubbed for all but one of her songs, she still outshines everyone else in this.