Watch the trailer for What’s Up, Doc? (1972) and you are likely to learn quite a lot about the director, Peter Bogdanovich, and the era that the film emerged from. If you are uninitiated with the film itself, it’s unlikely to offer you much information about it aside from the notion that it’s quite silly. Bogdanovich inserts himself into the trailer as creator, manager, mediator of scenes and personalities. He is framed in closeup as a skilled artist with a goofy smile. The trailer doesn’t describe the plot or properly introduce its characters. Instead, with footage taken on set during filming around San Francisco locations, it shows Bogdanovich sparring with actors, demonstrating scene blocking, and giving directions to the crew. An authoritative voiceover describes him as “one of the most brilliant and sensitive [of the] new generation of filmmakers”.

This trailer is exemplary of a particular way of marketing and talking about films as artistic creations. An example of what Timothy Corrigan might call the “industrial model of auteurism” key to the late 1960s and ’70s, it locates its director as locus of creative agency. Such blatant self-promotion that almost suggests Bogdanovich’s creativity is “a kind of brand-name vision” can be forgiven because the director himself seems to be in such good spirits.1 Matching the tone of the trailer, his film is itself so exquisitely silly. While finding the time to shoot presented difficulties as shooting had to work around the tight schedules of its two major stars, Barbra Streisand and Ryan O’Neal, the production footage in the brief trailer indicates that set was a fun place to be. As it ends, the offscreen crew burst into laughter. 

Is it a film worthy of such a trailer? What’s Up, Doc? was made in the era of New Hollywood when auteurism was all the rage. Encouraged to be bold and experimental, its directors, mostly male and many emerging from a training ground led by producer extraordinaire Roger Corman, were infatuated with their own talents. This was Bogdanovich’s third film as director, and the first made from a screenplay he didn’t co-write. And yet this is very clearly a Bogdanovich film, carrying various hallmarks identified in his first two pictures; like Targets (1968), What’s Up, Doc? is filled with intertextual references and a joyful nostalgia for a film industry that came before him, and like The Last Picture Show (1971), it mourns for something lost. 

The difference is that What’s Up, Doc? seems entirely dedicated to returning to the heights of the joyous era of screwball comedy, specifically Howard Hawks’ Bringing Up Baby (1938). In his 1985 review of the Hawks’ film, Dave Kehr noted that although it was a failure upon its release “time has revealed its brilliance, as well as the apparent impossibility of its like ever being seen again (What’s Up, Doc? notwithstanding)”.2 Bogdanovich himself has noted the connection in relation to the shared characterisation of a stuttering professor who is pursued by a kooky woman with a knack for engineering coincidence. Such lineage is interesting not only in terms of genre, style, and comedic tone, but for the connections between their two leading ladies. Katharine Hepburn and Barbra Streisand were jointly awarded the Academy Award for Best Actress in 1969, for performances in The Lion in Winter (Anthony Harvey, 1968) and Funny Girl (William Wyler, 1968), the only occasion such a tie has occurred. In the 1930s, Hepburn fought back against a studio and a public that labelled her “box-office poison”, and throughout the ’60s and ’70s Streisand spurned conventional standards of feminine beauty by foregrounding her Jewish appearance, cadence, and identity in her public and onscreen personas. In these two screwball comedies, both women play loose cannons hopelessly (and hopefully) in love with exasperated men who seemingly cannot stand to be around them. There is a sadistic pleasure in watching their men try, and fail, to politely escape from their pursuit.

Second only to her her role as Fanny Brice, Streisand’s performance as Judy Maxwell in What’s Up, Doc? is the strongest she gave as an actor. After a significant stage career, and with success as a solo recording and performing artist, Streisand had no formal acting training when she made her debut in Funny Girl. (Although circumstances differ, Streisand is not unlike Doris Day in this regard, who also learned to be on camera while at work with a major studio.)3 By 1972, she was well and truly confident on screen, and could speak with the speed and clarity necessary to keep up with the best of the original fast-talking screwball dames.4 As the improbably (and impossibly) knowledgeable eternal college drop-out, Judy becomes merged with Streisand’s persona as an “unruly woman/unkosher comedienne” with an incredible singing voice.5 She knows the meaning of propriety, but she has no time for it. 

After following her debut with musical comedies Hello, Dolly! (Gene Kelly, 1969) and On a Clear Day You Can See Forever (Vincente Minnelli, 1970), Streisand often turned to comedies, but in none were her skills as a comedienne allowed to thrive as much as they are in What’s Up, Doc? Bogdanovich seems to truly understand the screwball woman, and he also appreciates the importance of music in comedy. Amongst the many ways that Judy confounds and dominates O’Neal’s Howard Bannister, it’s very telling that his professor of musicology cannot carry a tune. Madeline Kahn speaks with a shrill tone that is just musical enough to make her Eunice Burns, Howard’s trying fiancée, not only bearably unbearable but delightfully so. It seems reasonable to conclude that Bogdanovich brought out the best in Streisand, and further that his direction of his actors and his wrangling of all the crazy antics, gives this film the balance it needs to work.

Many examples of the screwball comedy, including What’s Up, Doc?, “present the primary protagonist with a decision between an established, conventional, respectable identity that grew out of experience in the old world, and a new more fluid identity that suits the new world”.6 As a key participant in New Hollywood, Bogdanovich himself straddles these two worlds. His adoration for Classical Hollywood and film history is clear in many ways. The inclusion of several Cole Porter songs, particularly “You’re the Top” sung by Streisand over the opening credits, brings up past Hollywood musicals and serves as a precursor to his more significant experimentation with the genre, At Long Last Love (1975). A mix-up, a physical gag, and a not-so-chance meeting lead to a reprise of Herman Hupfeld’s “As Time Goes By” sung at a grand piano, in loving reference to Casablanca (Michael Curtiz, 1942). A comedically epic car chase scene, filmed through iconic San Francisco locations including Chinatown and the Alta Plaza Park steps, spoofs Bullitt (Peter Yates, 1968). 

Furthermore, the title and a climactic appearance by Bugs Bunny gives credence to the film’s cartoonish bending of reality. That authoritative voice in the trailer, in fact, makes a point of separating Bogdanovich’s style from that of “the Old Hollywood”, describing him as “a skilled artist sophisticated in his craft” and implying that you just better believe he does things differently. It’s hyperbole and surely braggadocio, but with a film like this that evokes the magic of the past in modern San Francisco, it works.

What’s Up, Doc? (1972 USA 94 mins)

Prod Co: Saticoy Productions/Warner Bros. Prod, Dir: Peter Bogdanovich Scr: Buck Henry, David Newman, Robert Benton Phot: László Kovács Ed: Verna Fields Prod Des: Polly Platt Mus: Artie Butler

Cast: Barbra Streisand, Ryan O’Neal, Madeline Kahn, Austin Pendleton, Kenneth Mars, Michael Murphy


  1. Timothy Corrigan, “Auteurs and the New Hollywood”, The New American Cinema, ed. Jon Lewis, Durham, Duke University Press, 1998, 40.
  2. Dave Kehr, Bringing Up Baby”, The Chicago Reader (18 January 1985): https://chicagoreader.com/film/bringing-up-baby-2/.
  3. Like Streisand, Day would also transition from musicals to romantic comedies where she often did not have the chance to perform in the film, but where her singing voice could be heard over the opening credits.
  4. See Maria DiBattista, Fast-Talking Dames, New Haven, Yale University Press, 2001.
  5. Vincent Brook, “Chameleon Man and Unruly Woman: Dustin Hoffman and Barbra Streisand”, Shofar, 33.1 (Fall 2014): 46
  6. Jeffrey L. Gellar and Richard Vela, “Happiness Through Insanity: The Function of Outrageousness in Screwball Comedy”, Film and Philosophy, 4 (1997): 58.

About The Author

Eloise Ross is a co-curator of the Melbourne Cinémathèque. She has a PhD in cinema studies from La Trobe University specialising in Hollywood sound studies, and writes and teaches about film.

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