What's Up, Doc? (1972)



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

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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.
Classics , Comedy , Romance
Directed By:
Written By:
In Theaters:
Warner Bros. Pictures

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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
Mabel Albertson
as Mrs. Van Hoskins
Michael Murphy
as Mr. Smith
Graham Jarvis
as Bailiff
Liam Dunn
as Judge
Phil Roth
as Mr. Jones
John Hillerman
as Mr. Kaltenborn
George Morfogen
as Rudy, the Headwaiter
Randy Quaid
as Prof. Hosquith
M. Emmet Walsh
as Arresting Officer
Eleanor Zee
as Banquet Receptionist
Kevin O'Neal
as Delivery Boy
Paul Condylis
as Room-Service Waiter
Fred Scheiwiller
as Jewel Thieve
Carl Saxe
as Jewel Thieve
Jack Perkins
as Jewel Thieve
Paul B. Kililman
as Druggist
Gil Perkins
as Jones' Driver
Christa Lang
as Mrs. Hosquith
Stan Ross
as Musicologist
Peter Paul Eastman
as Musicologist
John Byner
as Head
Eric Brotherson
as Larrabee's Butler
Elaine Partnow
as Party Guest
George R. Burrafato
as Eunice's Cabdriver
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
Joseph Alfasa
as Waiter in Hall
Chuck Hollom
as Pizza Cook
Mark Thompson
as Airport Taxi Driver
Joe Alfasa
as Waiter in Hall
Philip Roth
as Mr. Jones
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Critic Reviews for What's Up, Doc?

All Critics (39) | Top Critics (6)

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.

Full Review… | February 10, 2014
TIME Magazine
Top Critic

This picture is a total smash.

Full Review… | October 18, 2008
Top Critic

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

Full Review… | June 23, 2006
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.

Full Review… | October 23, 2004
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.

Full Review… | May 20, 2003
New York Times
Top Critic

The busy script by Buck Henry, Robert Benton, and David Newman keeps things moving, but the spirit of pastiche keeps this romp from truly rivaling its sources.

Full Review… | December 31, 1999
Chicago Reader
Top Critic

Audience Reviews for What's Up, Doc?


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 Hunter
Jim Hunter

Super Reviewer


A kooky stranger in the shape of Barbra Streisand attaches herself to a stuffy music professor and through a series of coincidences become involved in a plot to steal a case of priceless jewels and some secret government files. What's Up Doc? is one of those kinds of comedies that busts a gut to be quirky and likeable, but in its attempt to emulate the effortlessly amusing "screwball" comedies of the 1940s it falls rather short. It actually seems rather more dated than the films it is clearly trying to copy (Bringing Up Baby being the most obvious influence) and the chemistry between a very lost looking Ryan O'Neill and Streisand is glaring in its absence; he just comes across as a joyless prig and her fascination with him is almost as bemusing as his seemingly instant change of heart where it comes to his romantic interest in her. The humour is in the usual formulaic farce of mistaken identities, pie-throwing and characters constantly running in and out of identical doors and it all seems rather tired and try-hard. Occasionally mildly amusing, but Neil Simon did this kind of thing with a lot more wit.

xGary Xx
xGary Xx

Super Reviewer

Energetic screwball comedy that resurrect the genre from 30's hilarious pictures and pay a homage to Warner Bros. cartoons.

Lucas Martins
Lucas Martins

Super Reviewer

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