Ah, masculine privilege. Was it ever more on display than in George Bernard Shaw's Pygmalion, where brilliant, aristocratic Professor Henry Higgins plucks a common girl who sells flowers at Covent Garden from her lowly existence with the intent to turn her into a lady, simply to win a bet? As guttersnipe or society's darling, Eliza Doolittle is still just an artifact, a tool, a toy for Higgins to play with in order to boost his ego and show off his prowess with language. He hasn't a clue that Eliza, or any other female for that matter, has a brain or a backbone of her own. Gender, class, privilege, arrogance... Shaw's play pokes holes in all of it.

That's why My Fair Lady, the Lerner and Loewe musical version of Pygmalion, isn't altogether satisfactory, since it pastes a "happily ever after" ending onto Shaw's story, telling us that it's just fine for Eliza to get stuck bringing Henry Higgins' slippers for the rest of her life. Nicholas Martin's production of Pygmalion, which originated at San Diego's Old Globe Theatre and played at the Williamstown Theatre Festival in Massachusetts last week, offers a different ending, one more in keeping with Shaw's intent. As Higgins sits alone in his home, staring into space, we see a closing tableau wherein he is doomed to a life of loneliness, as Eliza marries another suitor, defiantly charting her own course. It's a very specific ending, one that smacks more of finality than fantasy, of Henry Higgins getting his comeuppance at long last.

Martin's production is elegant and wry, very smartly accomplished throughout, with a Higgins who seems younger and more attractive than most as personified by Robert Sean Leonard. His Higgins is a willful social misfit who doesn't see why he can't be rude and selfish simply because he's so very smart. Even so, it's easy to see why one might wish for this Higgins to actually get the girl, or at least to understand what an ass he's been and change his ways, as Leonard layers enough warmth under the arrogance to keep his Higgins appealing, and he and Heather Lind, a most adorable Eliza, share excellent chemistry throughout.

Lind's Eliza begins the show as more than a ragamuffin. This girl is a screamapillar, a shrieking harpy with a big mess of hair that looks like she's been sleeping under a haystack. Certainly that gives her some room to change under Higgins' and his friend Colonel Pickering's tutelage, and Lind is lovely once her Eliza gets a bath and an upscale wardrobe. The scene where she painstakingly shows off her new look and new accent to Henry's mother and some fancy acquaintances with a tale of how her aunt was "done in" by villains who "pinched" her "new straw hat that should have come to me" is a comic highlight, and her quietly miserable post-ball appearance (where her unhappiness goes completely unnoticed by Higgins and Pickering, who are celebrating her triumph as their own) is more eloquent than all her dialogue.

Paxton Whitehead is such spot-on casting for Pickering there's never a doubt that he won't acquit himself well, while Maureen Anderman makes an excellent Mrs. Higgins, stylish yet compassionate, and Don Lee Sparks' towering Mr. Doolittle, Eliza's dad, is as funny and outrageous as he needs to be. Sparks, along with Whitehead and Leonard, is a holdover from the San Diego cast; he's one who definitely deserves his place.

Scenic designer Alexander Dodge, lighting designer Philip Rosenberg, sound designer Drew Levy and composer Mark Bennett also came with the production from the Old Globe, although costume designers Gabriel Berry and Andrea Hood are Williamstown additions. Dodge's scenery is quite elaborate and handsome, with a leather-and-wood "laboratory" for Professor Higgins that looks like he's quite the collector of esoterica, and a rather overpowering (and quite feminine) drawing room for his mother. The fussy William Morris wallpaper alone must've been a massive undertaking, although it does make it all a bit claustrophobic as the play wears on.

Costumers Berry and Hood create a puzzle of styles, seemingly moving the action through decades of the early 20th century as Eliza's journey takes her from an Edwardian flower girl in a mashed hat to a capable career woman in a sweater and long skirt that wouldn't have looked out of place in the 30s.

This Pygmalion is a pretty satisfying package, all told, with a more interesting Higgins than most, a lovely new Eliza, and the quintessential Pickering. Williamstown sends shows to Broadway and off-Broadway fairly often, although there hasn't been any word that this particular production is going anywhere. I'd like to see it happen.