Sony Pictures and CBS Films are set to remake the classic Lerner & Loewe musical "My Fair Lady".

Keira Knightley is in talks to star as Eliza Doolittle in the project produced by Duncan Kenworthy ("Love Actually," "Notting Hill") and frequent West End producer Cameron Mackintosh.

The film will retain the Lerner & Loewe musical's score and 1912 setting, with shooting to take place on location in the original London settings such as Tottenham Court Road and Covent Garden.

Further material from George Bernard Shaw's play "Pygmalion," which served as the basis for the musical, will be added to this film to "dramatize as believably as possible for present-day audiences the emotional highs and lows of Eliza Doolittle as she undergoes the ultimate makeover, transforming under the tutelage of Professor Henry Higgins from a Cockney flower girl to a lady."

The musical was first staged in 1956 featuring Julie Andrews and Rex Harrison. Audrey Hepburn and Harrison starred in the Oscar-winning George Cukor-helmed film in 1964. Two further stage revivals took place starting in 1979 and 2001.