That's All, Folks

Nothing Sacred August 5, 2021 

On What's Up, Doc?


ou know a comedy is bad when you can conspicuously see all of its mechanics working but none of them affect you. You know What’s Up, Doc? (1972) is so

good, in contrast, because you can similarly see all its mechanics working but can’t believe how much they’re having an effect on you. All of its jokes and sight gags function exactly like they’re supposed to; it has a deft touch. The movie was Peter Bogdanovich’s immediate follow-up to his breakthrough film, 1971’s comparatively severe ensemble drama The Last Picture Show; it has been very deliberately crafted to mimic the style of a 1930s screwball comedy. 


We get a hint of what we could be in for just based on the opening credits, which are presented in a throwback style (they appear on storybook pages, with a beautifully manicured hand turning them) and are backed by a Cole

Barbra Streisand and Ryan O'Neal in 1972's "What's Up, Doc?."

Porter standard. A voracious cineaste before turning to filmmaking, Bogdanovich sought with What's Up, Doc? to make a modern answer to something like Howard Hawks’ Bringing Up Baby (1938), in which a mercurial socialite, played by Katharine Hepburn with mile-a-minute zeal, inserts herself into the life of a stuffy paleontologist (a bespectacled and uncharacteristically dorky Cary Grant) and wreaks havoc. In the course of the movie, this mismatched pair will chase after a haphazardly freed leopard, spend the night in jail, and knock over a delicately reconstructed T-Rex skeleton. And fall in love. 

In the as-chaotic What’s Up, Doc?, a quite possibly career-best Barbra Streisand fills in the Hepburn role. She’s Judy Maxwell, a troublemaking young woman who can pull off a newsboy hat and suggests a sexier Bugs Bunny as she struts around causing disorder. (In Judy’s introductory scenes, Bogdanovich can’t help himself but have Judy munch on a couple of carrot sticks while she’s putting into motion the movie’s first few — of many — disasters.) Even dreamier-looking than his spiritual predecessor (he looks like an all-American heartthrob posing for a geek-themed photoshoot), Ryan O’Neal is What’s Up, Doc?’s Grant equivalent — Dr. Howard Bannister, a neurotic musicologist. Judy and Howard meet, in San Francisco, at the Hotel Bristol. Howard is here, with his comically uptight fiancée Eunice (a perfectly squawky Madeline Kahn), for the Congress of American Musicologist Convention. He’s gunning for a grant being offered by its president (Austin Pendleton). Judy, meanwhile, is trying to con her way into a free room.  


Howard might consider his and Judy’s first meeting — more a meet-cute in this ostensible romantic comedy, in the hotel’s drug store — the beginning of a curse. Judy seems to have fallen for this handsome-but-he-doesn’t-know-it nerd at first sight. And in Judy’s world, falling in love at first sight entails unhesitantly dive-bombing into her latest object of affection’s life. She makes herself a little too comfortable in it and waits for the guy to give into her advances. It seems just right — like science — that when Howard shakes Judy’s hand for the first time, he falls backward and is showered in knocked-over drug-store trinkets. (A handful of the things Judy will do within just a few hours of meeting Howard: trick him into buying her a $67 radio; successfully pose as Eunice against Howard’s will at the convention; break into Howard’s hotel room to take a bubble bath; dangle from his balcony.) 

Barbra Streisand and Ryan O'Neal in 1972's What's Up, Doc?.


ften noted as an early iteration of the Manic Pixie Dream Girl, Streisand’s Judy is charmingly rather than off-puttingly strange — this singer-actress fits nicely into the role. (It doesn’t even feel awkward when the

movie throws in an on-the-surface gratuitous musical sequence where Streisand gets to sing on top of a baby grand.) She’s also undoubtedly the key to the movie working as well as it does: we’re quick to fall in love with the character, as Howard is supposed to. So we, like her, wait anxiously for him to match her affections; we’re on her side. Judy might strike us as purely annoying — a bit like a gnat — with a lesser actress in the part. Streisand, who had wanted to work with Bogdanovich and is oft-credited as propelling forward the movie in the first place (the director figured she’d work well in the context of a screwball-style comedy), gives the character a radiant warmth. You admire how Judy treats order like an allergy; when someone notes how talented she is at making things sound reasonable and then, before you know it, has set the room on fire, it’s like a compliment. 


Judy’s theatrical way of getting Howard under her spell isn’t the only factor begetting bedlam in What’s Up, Doc?. Four people staying at the Hotel Bristol have the same style of overnight bag, which, while something I’m sure happens at hotels all the time, proves exaggeratedly catastrophic in What’s Up, Doc?. Each owner understandably thinks their bag is so unique — it’s red plaid with a slash of caramel-colored leather toward the top — that if, say, bag-owner #1 sets theirs down in the lobby for a second and then bag-owner #2 coincidentally walks by, bag-owner #2 is going to grab it, thinking they absent-mindedly left it there. Judy and Howard happen to be two of the people who own this bag. She’s carrying clothes and a dictionary; he’s storing a cache of igneous rocks.


Their stuff is the most innocuous. The other owners, a socialite (Mabel Albertson) and a government whistleblower (Michael Murphy), carry a hearty helping of priceless jewelry and a hoard of top-secret files, respectively. Because What’s Up, Doc?, as written by Buck Henry, David Newman, and Robert Benton, exploits every chance for mayhem, there are some hotel employees who catch wind of the jewel thing and work tirelessly for a successful steal. There are also other government agent types stalking the whistleblower who want to get back the files at all costs. 


San Francisco is a good setting for a screwball comedy. 

Topographically it’s all aggrandized ups and downs, complementing how the eccentricities key to a good screwball plot have a roller-coaster-esque energy. Bogdanovich and his writers make the most out of the city. The film’s best set piece is a car chase between everyone who owns/wants what’s in the more valuable overnight bags (which Judy and Howard, who become the prey for everyone, have incidentally acquired) through the San Franciscan streets. A Chinatown parade will be interrupted, fresh cement driven through to the dismay of the guy smoothing it across this particular alleyway. There’s an especially inventive gag-within-the-sequence involving a man trying to hang a decorative banner across a crosswalk while a pair of men carry a glass sheet marked with a big letter “X” carefully underneath him. Will they become victims of this car chase? 


The answer to that is sort of a yes, but the surprise outcome doesn’t come about the way you think it will. This is true of almost every new destination the movie — which additionally includes pie fights, explosions, gun battles, cars zooming off docks — gets to. Nothing in What’s Up, Doc? ever quite ends up where you predict; after a while, you learn to let yourself go watching it. This, fundamentally, is what the movie is all about: opening yourself up, like Judy, to all of life’s possibilities. (I think I was especially open on this rewatch — my first in a long time — because it was coming after a long day of work and a little Sangria; I needed some chaos to shake up the tiring order of the day I’d had.) Corny-sounding on paper; exhilarating in What’s Up, Doc? “If there is nonsense of any sort, I will be merciless!” one character declares toward the end of the movie. I can’t relate. A