 In a broad interpretation of George Bernard Shaw's "Pygmalion", the film tells the rags-to-riches story of a beautiful young cockney guttersnipe who is given a complete makeover by an impoverished aristocrat (Milland) and his aunt (Collier) in hopes of arranging her marriage to a peer, thereby repairing their fortunes and their social status.In the London slum of Houndsditch in 1783, Kitty is caught trying to pick the pocket of the painter Thomas Gainsborough.He offers to pay her more to sit for a portrait for him.