Pygmalion, Anthony Asquith’s 1938 film adaptation of George Bernard Shaw’s famous play, presents two of the central themes of the genre of the unlikely couple film. The first theme is the potential of narratives of transgressive love to undermine assumptions about the legitimacy of social hierarchy. A second theme of the unlikely couple film, as basic in its interest as the genre’s critical potential, is its popular appeal as romantic narrative. In the unlikely couple film, the social composition of the featured couple presents an obstacle to the formation of an ongoing romantic relationship between its members. Pygmalion wastes no time showing that the unlikeliness of the Higgins-Eliza couple is obvious to several principals. Their difference in class, and age, places each of them outside the other’s circle of eligible romantic partners. In showing that a common flower girl can acquire the skills and bearing of a duchess, Pygmalion subverts class hierarchy by denying aristocratic privilege a rational basis.