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Friday Film Review: What’s Up Doc

What’s Up Doc (1972)
Genre: Screwball Comedy/Romance
Grade: A-

Judy: Love means never having to say you’re sorry.
Howard: That’s the dumbest thing I ever heard.

Lots of people have tried to make screwball comedies in the decades after its 30/40s heydays but very few have actually succeeded. Usually, IMO, because they try too hard and what results is a film that seems to be saying, “Look at me! I’m a screwball comedy. No, really, I am. See. See how screwballish and funny I am!! I’m funny!!” Only all too often, it isn’t. Here is one that gets it. It is filled with homages to the greats but, in its own right, it gets it right.

Milquetoast Professor Howard Bannister (Ryan O’Neal) and his managing fiancee Eunice Burns (Madeline Kahn) have arrived in San Francisco to attend a banquet in honor of the finalists for the Larrabee Foundation Musicology Grant. At the same time, a government agent carrying Top Secret papers, a wealthy older woman carrying a fortune in jewels (Mabel Albertson) and Judy Maxwell (Barbra Streisand), a young woman who’s made a career in attending colleges but who is now living by her wits, arrive and all end up at the same hotel. The catch is that they’re all carrying exactly the same plaid overnight cases which of course get switched over the next two days after a covert agent and a thieving hotel house detective enter the mix. Bedroom hopping leads to a shoot out at a party which continues during a crazy cross city, multi car chase which culminates in an uproarious courtroom finale before the cases are restored to their rightful owners and love triumphs.

Director Peter Bogdanovich juggles everything with a deft hand and an eye for the payoff for all the gags that are set up over the course of the film. In the commentary, he says he and the screenwriters kept a strict eye on which case should be where as well as who should be in which room when. After a while I gave up trying to keep it straight but in the end, it all works out. This is a film to be viewed many times – once to see what happens, twice to watch the principals and a third time to watch all the background stuff and anticipate all the coming events. Oh and be sure to listen for all the muzak versions of Cole Porter songs that serve as most of the musical soundtrack.

“The point is…. The point is…. Oh God, I’ve forgotten the point.” Ryan O’Neal is cute as the clueless, deadpan Howard Bannister with his igneous rocks. When I first saw this film as a teenager, I will admit that the jokes about Howard’s “rocks” went straight over my head. I also missed all the visual references to Cary Grant’s style but then at that point I hadn’t watched many of his films. But I still thought the film was hilarious then which goes to show that even if you don’t get a lot of the in jokes, it’s still a great film. “You are the last straw that breaks my camel’s back. You are the plague. You bring havoc and chaos to everyone but why to me? Why me?” Barbra Streisand is great in comedies and sparkles here as a woman who is supposed to be obnoxious yet charming at the same time. She and O’Neal do a fabulous job not only with their rapid fire, overlaid dialog and one liners but with the visual comedy of the film as well.

“Who is that dangerously unbalanced woman?” Madeline Kahn makes her screen debut and what an entrance it was. All she has to do is talk and it’s funny. But with that gadawful wig and truly unfortunate wardrobe she’s priceless. Austin Pendleton, with his great hair, and Kenneth Mars, with his obnoxious hair flipping, are not to be missed. The two improvised their introductary scene hand holding “dance” through the Larrabee banquet while Mars made up the language he huffs off to in the final scene. Points if you can tell me which TV shows the hotel manager, Mrs Von Hoskens – in her leopard print hotpants, and the crooked house detective were in without resorting to the IMDB. And can you spot Randy Quaid? The best tertiary character, though, who’s actually only in one scene, is Liam Dunn as the cranky judge who watches the human debris which floats by in his courtroom and gets to try and unravel the whole mess after the chase through the streets, and down the stairs, of San Francisco complete with the “plate glass window” and the “man on a ladder” gags and ending with an out of control Chinese dragon. Don’t ask.

It’s fast, it’s frenetic, it’s endlessly funny and even after 40 years doesn’t seem dated. I don’t think there’s an actor here who doesn’t do a wonderful job. Have fun playing “spot the reference” while the intricately choreographed scenes and dialog whiz by.


Another long time reader who read romance novels in her teens, then took a long break before started back again about 15 years ago. She enjoys historical romance/fiction best, likes contemporaries, action- adventure and mysteries, will read suspense if there's no TSTL characters and is currently reading very few paranormals.


  1. maddie
    Apr 06, 2012 @ 06:45:48

    I can’t believe your reviewing this movie!!!! I ordered it from Amazon 2 weeks ago and laughed my a** off, it’s timeless , just I Love Lucy and movies like Topper, doesn’t matter how many times you watch them you find yourself laughing out loud.

    I love the dinner scene where” Burnsy” is and the rest are under the table and Eunice comes into the dinning room.

    This is such a great movie it’s one of those that when it comes on you sit down and watch it even if you have it on DVD.

    Also another favorite of mine is High Anxiety !!!!

  2. Paris Brandon
    Apr 06, 2012 @ 07:02:39

    This has to be one of the funniest films ever made and one I haven’t seen in years. I’m a huge fan of old screwball comedies and this one hits every mark. Thanks for reminding me that I need to add it to my collection!

  3. carmen webster buxton
    Apr 06, 2012 @ 07:05:50

    When I saw it, I thought it was a remake of BRINGING UP BABY– gorgeous but socially dim scientist has his life disrupted by ditzy woman who somehow strews chaos in her wake. But in this one, the pace is even more frantic. It’s a hilarious movie! In some ways, it also remind me of the movie version of Robert Louis Stevenson’s THE WRONG BOX, starring Michael Caine. It has that “disparate threads all come together in the end in a crazy way” feel to it.

  4. Jayne
    Apr 06, 2012 @ 07:12:55

    @carmen webster buxton: Thanks for reminding me of “The Wrong Box.” I taped it off TCM a while ago and need to finally pull it out and watch it.

  5. Jayne
    Apr 06, 2012 @ 07:13:42

    @Paris Brandon: I hadn’t watched it in ages either but as soon as I had, I went straight out and bought my own copy.

  6. Jayne
    Apr 06, 2012 @ 07:15:15

    @maddie: Isn’t that “under the table” scene a scream? I love the head waiter’s incredulous question to his underling “What wine are you serving at table one?”

  7. maddie
    Apr 06, 2012 @ 07:34:45


    The shoe marks as she is dragged away Classic !!!

  8. Patricia Eimer
    Apr 06, 2012 @ 07:53:15

    I haven’t seen this movie in forever. I think i need to find it and have a popcorn fest.

  9. Karenmc
    Apr 06, 2012 @ 10:27:55

    Oh, yes, this busted me up when I saw it back in the day. I need to see it again. I was already a huge fan of Cary Grant screwball comedies, so seeing this as a first run movie in the 1970’s made me just silly with happiness.

  10. Katie D.
    Apr 06, 2012 @ 15:43:31

    Please sweet baby jeebus tell me this is finally out on DVD!!!! I’ve loved this film for years but haven’t seen it in so long after we lost the ex libris VHS we had went missing.

  11. Maddy Barone
    Apr 06, 2012 @ 18:18:42

    This movie is a “family classic” in my house when I was growing up. When my dad was dying of cancer we wheeled the TV into his bedroom (see how long ago this was? The TV was on a stand with wheels!) and we all sat or sprawled over the floor to watch it together. We did this several times during his last year, and it gave us all a chance to laugh together. It’s a memory that was once bittersweet, but now it’s just precious. My brother and I still quote dialogue to each other. “Don’t you know the meaning of propriety?” “Propriety? Noun. Conformance to established patterns of behavior… See etiquette!”

    Thanks for the review. This is a great movie!

  12. willaful
    Apr 06, 2012 @ 19:15:08

    I haven’t seen The Wrong Box since I was a kid… loved it. This was a favorite of mine, too.

  13. Jayne
    Apr 06, 2012 @ 20:26:09

    @Katie D.: Yes it is! If you like commentaries, look for the version with it as Bogdonovitch’s is very interesting and gives a lot of detail about making the film.

  14. Jayne
    Apr 06, 2012 @ 20:27:09

    @willaful: It was shown on TCM in the last few months so keep an eye on their website for it.

  15. Joi
    Apr 08, 2012 @ 21:52:40

    This was one of the big movies in my house growing up, and we can all quote it nearly verbatim. Brilliant, perfectly paced, and more watchable than most of the comedies I’ve seen in recent years. Love it!

    “Let’s not say goodbye, let’s just say ‘Au revior.'” “No, let’s just say goodbye.”

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