What's Up, Doc?

1972

What's Up, Doc?

Critics Consensus

Barbra Streisand was never more likable than in this energetic, often hilarious screwball farce from director Peter Bogdanovich.

90%

TOMATOMETER

Total Count: 41

89%

Audience Score

User Ratings: 10,038
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Movie Info

With Howard Hawks's Bringing Up Baby (1938) as his blueprint, Peter Bogdanovich resurrected and payed homage to 1930s screwball comedy in What's Up, Doc? (1972). When wacky co-ed Judy Maxwell (Barbra Streisand, in the Katharine Hepburn part) spies nebbishy musicologist Howard Bannister (Ryan O'Neal in bespectacled Cary Grant mode) in a San Francisco hotel lobby, she decides that Howard and his precious igneous rocks are right up her alley. Too bad Howard already has a fiancée, the propriety-fixated Eunice (Madeline Kahn in her film debut). Using all her arcane knowledge from brief stays at numerous colleges, Judy tries to charm her way to a $20,000 grant for Howard, and Howard himself, at a banquet with grantor Frederick Larrabee (Austin Pendleton). Things get even more complicated the next day when Judy's underwear-filled overnight bag gets mixed up with Howard's rock bag, which gets mixed up with Mrs. Van Hoskins' bag of jewels, which gets mixed up with Mr. Smith's bag of top secret government papers. All sides converge at Larrabee's mod townhouse and the chase begins. Retaining Hawks' machine-gun pace (as well as the sly pop culture referentiality of Billy Wilder), Bogdanovich and writers Buck Henry, David Newman, and Robert Benton updated the opposites-attract screwball convention for contemporary times. O'Neal gently parodied not only Grant but also his own Love Story (1970) preppy, while Kahn represents stiff-wigged 1950s manners as opposed to Streisand's long-haired, pants-wearing free spirit. The happy ending, in which Cole Porter-belting youth wins out over old manners, found favor with audiences, as What's Up, Doc? became one of the most popular films of 1972, and the second hit in a row for Bogdanovich after 1971's The Last Picture Show.

Cast

Barbra Streisand
as Judy Maxwell
Ryan O'Neal
as Howard Bannister
Madeline Kahn
as Eunice Burns
Kenneth Mars
as Hugh Simon
Austin Pendleton
as Frederick Larrabe
Sorrell Brooke
Sorrell Booke
as Harry
Joe Amsler
Stefan Gierasch
as Fritz
Mabel Albertson
as Mrs. Van Hoskins
Michael Murphy
as Mr. Smith
Jerry Brutsche
Graham Jarvis
as Bailiff
Richard E. Butler
Liam Dunn
as Judge
Ted Duncan
Phil Roth
as Mr. Jones
Donna Garrett
John Hillerman
as Mr. Kaltenborn
Ted Grossman
George Morfogen
as Rudy, the Headwaiter
Randy Quaid
as Prof. Hosquith
Robert H. Harris
M. Emmet Walsh
as Arresting Officer
Eleanor Zee
as Banquet Receptionist
Kevin O'Neal
as Delivery Boy
Loren Janes
Dean Jeffries
Paul Condylis
as Room-Service Waiter
Fred Scheiwiller
as Jewel Thieve
John Moio
Carl Saxe
as Jewel Thieve
Jack Perkins
as Jewel Thieve
Victor Paul
Paul B. Kililman
as Druggist
Gil Perkins
as Jones' Driver
George Robotham
Christa Lang
as Mrs. Hosquith
Stan Ross
as Musicologist
Peter Paul Eastman
as Musicologist
John Byner
as Head
Eric Brotherson
as Larrabee's Butler
Paul Stader
Elaine Partnow
as Party Guest
Jack Verbois
George R. Burrafato
as Eunice's Cabdriver
Richard Washington
Jerry Summers
as Smith's Cabdriver
Morton C. Thompson
as Airport Cabdriver
John Allen Vick
as Airport Driver
Don Bexley
as Skycap
Leonard Lookabaugh
as Painter on Roof
Candace Brownell
as Ticket Seller
Sean Morgan
as Banquet Official
Patricia O'Neal
as Elderly Lady on Plane
Fred Stromsoe
Joseph Alfasa
as Waiter in Hall
Chuck Hollom
as Pizza Cook
William M. Niven
as Painter
Paul Baxley
Bud Walls
Glenn H. Randall Jr.
Bill Hickman
Mark Thompson
as Airport Taxi Driver
Alex Sharp
Wally Rose
Marvin Walters
Joe Alfasa
as Waiter in Hall
Philip Roth
as Mr. Jones
Artie Butler
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Critic Reviews for What's Up, Doc?

All Critics (41) | Top Critics (7) | Fresh (37) | Rotten (4)

  • The film builds on itself, gaining speed as it careens out-of-control toward its conclusion. Only a director in complete control can fashion something so effortlessly chaotic.

    Oct 2, 2018 | Rating: 3.5/4 | Full Review…

    James Berardinelli

    ReelViews
    Top Critic

  • The result is a comedy made by a man who has seen a lot of movies, knows all the mechanics, and has absolutely no sense of humor.

    Feb 10, 2014 | Full Review…

    Jay Cocks

    TIME Magazine
    Top Critic

  • This picture is a total smash.

    Oct 18, 2008 | Full Review…

    Variety Staff

    Variety
    Top Critic

  • A homage to Hollywood screwball comedy that by and large gets its pace and cartoon/slapstick timings right.

    Jun 24, 2006 | Full Review…
    Time Out
    Top Critic

  • The strength of a movie like this, of course, is that you don't have to believe too much for too long, because there's something else happening.

    Oct 23, 2004 | Rating: 3/4 | Full Review…

    Roger Ebert

    Chicago Sun-Times
    Top Critic

  • Not the least of Bogdanovich's triumphs is his success in scaling down Miss Streisand's superstar personality to fit the dimensions of farce.

    May 20, 2003 | Rating: 4/5

    Vincent Canby

    New York Times
    Top Critic
View All Critic Reviews (41)

Audience Reviews for What's Up, Doc?

  • Aug 08, 2018
    Remember that kind of stuffy professor who was easily flustered that Cary Grant played in Bringing Up Baby? Well that's sort of the tip of this comic fare-thee-well, an homage to screwball comedies, with Ryan O'Neal doing the present honors, and Babs Streisand in her most accessible role as the loopy broad (the Katherine Hepburn part) who has set her sights on said professor. Set the antics in San Francisco and let her rip. Why this film isn't remembered beside the likes of Blazing Saddles I'll never know, a forgotten gem of the 1970's. Madelyn Kahn plays the cougar.
    Kevin M. W Super Reviewer
  • May 18, 2018
    It doesn't really matter that this amusing homage to the screwball comedies of the 1930s and 1940s has such a loony structure, since it is often hilarious and has a super charismatic Barbra Streisand embodying an irresistible combination of Carole Lombard and Bugs Bunny.
    Carlos M Super Reviewer
  • Aug 03, 2013
    well written madcap slapstick with a laugh a minute delivery. a successful reminder and revival of the mayhem that used to be staple classic material in the vane of George cuckor. will always remember the courtroom and chase scenes. not quite bullit
    Sanity Assassin ! Super Reviewer
  • Jul 25, 2013
    Four suitcases, one with jewels, one with secret documents, one with rocks, and one with clothes, cause goofy characters to scramble for possession. What's Up, Doc? is a fun light-hearted farce that succeeds because Barbara Streisand can be quite charming and Ryan O'Neal has a good, dry, stone-faced delivery. The final moment of the film -- "That's the stupidest thing I've ever heard" -- is hilarious only for those who know O'Neal's career. The film fails in other areas. Judy's motivations are mysterious; "You're cute" isn't enough justification for me. Likewise, all the other interesting parties flit and run around like idiots, but their motivations are never very clear. Overall, as farces go, this one isn't bad, but ultimately, What's Up, Doc? is easily dismissed.
    Jim H Super Reviewer
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