Delicious, rapid-fire screwball romp. Barbra Streisand (looking radiant) plays a freeloading kook who brings havoc and chaos to everyone in San Francisco. Peter Bogdanovich has directed a true comic gem, with absent-minded professor Ryan O'Neal the perfect foil for Barbra's nuttiness; Madeline Kahn in a fizzy, frantic debut as O'Neal's domineering fiancée; Austin Pendleton terrific as Mr. Larrabee, who spells out fun ("F.U.N."); Kenneth Mars hilarious as O'Neal's primping, preening competitor for the Larrabee Grant. In the days before cable-TV and VHS rentals, "What's Up, Doc?" played theatrically for a couple of years. Obviously in love with classic cinema, Bogdanovich turns out to be a real audience-pleaser of his own; he masterfully sets up gags that might otherwise be corny or familiar and gives them a fresh, groovy spin. ***1/2 from ****

Barbra Streisand disliked the script, didn't want to make the film, and even gave press interviews predicting WHAT'S UP DOC? would be a major flop. Instead it became one of her most fondly remembered performances, a film in which she plays a disaster-prone college student who somehow manages to run afoul of everything from jewel thieves to secret agents.

The film is director Peter Bogdanovic's homage to the classic screwball comedies of the 1930s and 1940s, and like most films of that genre the plot largely defies description. Professor Howard Bannister (Ryan O'Neal) and his fiancée Eunice (Madeline Kahn) are attending a San Francisco convention at which Howard hopes to receive a major grant--but when college student Judy Maxwell (Streisand) bumps into him she is immediately smitten, and her outrageous efforts to insert herself into his life results in car crashes, dining disasters, and a close encounter with a Chinese dragon.

The cast is absolutely flawless. Streisand's lunatic sense of comedy has never been better showcased than here, and while Ryan O'Neal is something of a flyweight talent he nails his role with tremendous charm. Then there is the supporting cast, which reads like a who's who of early 1970s comedy: Kenneth Mars, Austin Pendleton, Sorrell Brooke, Mabel Albertson (best recalled as Mrs. Stevens in the classic television series Bewitched),and Liam Dunn, to name but a few. And then there is the wonderful Madeline Kahn.

Kahn kicked around New York in various venues in the late 1960s and early 1970s, making one or two television appearances and at least one short film--but WHAT'S UP DOC? was her big screen debut, and boy was it a lulu. Eunice Burns is "that brave, unbalanced woman," and she screams, snarls, whimpers, faints, demands, mutters to herself, is kidnapped, fires off handguns, and suffers every indignity imaginable, and Kahn is so brilliant she steals every scene she's in. It was not only her debut, it was a break-out performance in every sense of the word, and it launched her to equally memorable roles in PAPER MOON, BLAZING SADDLES, and THE YOUNG FRANKENSTEIN. Sadly, Hollywood seldom made full use of Kahn's talents in later years--but to our good fortune these great performances remain to charm and beguile us.

Based on Bogdanovic's original story, the script is a memorable one, combining the rapier-wit of screwball comedy dialogue with the outrageous situations the genre demands, and if you can get through this one without screaming laughter you might want to have some one check your pulse, because you're probably dead. A sure-fire way to cure the blues! GFT, Amazon Reviewer

Well here it is, a real gem from Peter Bogdanovich. What's Up Doc? is a hilarious homage to the screwball comedies of the 1930s by Howard Hawks and Preston Sturges, with great writing and performances especially. It has great direction too, with some terrific production values and photography. I love the wacky title, which refers to the scene where Streisand and O'Neal meet for the first time with she chomping on a carrot a la Bugs Bunny. The script is wonderful, with hilarious lines and cartoonish wit, and the acting is great. Streisand is great as the zany drop-out, and Ryan O'Neal gives one of his better performances as the absent-minded professor who Streisand has set her eyes on. My favourite performance comes from Madeline Kahn, who is simply brilliant as O'Neal's fiancée and provides some of the funniest moments. In conclusion, yet another comedy classic. 10/10 Bethany Cox