Monday, September 19, 2011

Guilty Pleasures: 'What's Up, Doc?'

I grew up in a small Central Illinois town with no movie theater. So, as a kid with five older siblings, going to the movies was a rare treat, as it was nearly impossible for my parents to logistically corral all of us and find a film that worked for everyone.

Prior to turning 8, I remember being taken to two movies, both involving Disney films at Peoria theaters that no longer exist: “The Love Bug” at the Peoria Drive-In (where I spent more time playing with siblings) and “Never a Dull Moment” at the Rialto (where I fell asleep).

Still, through all of my older brothers and sisters, I was aware of movies, even if I wasn’t old enough to see them. In 1972, one of my sisters saw “What’s Up, Doc?” with Barbra Streisand and Ryan O’Neal and reported back that it was appropriate for the family, which my parents verified by checking the ratings in the Catholic Post.

So, on one spring evening before turning 9, my family went to the Fox Theatre for “What’s Up, Doc?” and it holds the esteemed honor of being the first film for grown-ups that I ever saw.

For nearly 40 years, it has remained a guilty pleasure of mine, the film I want to watch when I’m in the mood for some well-crafted silliness. As a kid, I didn’t appreciate that Peter Bogdanovich was paying tribute to a bygone era, one of silent screen comedians and screwball comediennes. I just remember laughing out loud at the visual gags and verbal wordplay, and it was love at first sight with the comedic gifts of Madeleine Kahn.

Recently, I found a misplaced gift card from Borders (RIP, you wonderful store). Imagine my surprise when I went to the going-out-of-business sale at a local location and found “What’s Up, Doc?” on DVD for $7! I went home, put my VHS copy on the Goodwill pile and watched the film that very night. It was as delightful as I remembered, and as usual it brought back fond memories of being a kid.

For the uninitiated, the story is about a red plaid bag – actually, four of them, all identical. What I love about the story is that it takes mere minutes to be completely immersed into the plot. The first bag contains secret government documents in the hands of Mr. Smith (Michael Murphy), who is being pursued by Mr. Jones (Phil Roth). Howard Banister (O’Neal) also has bag containing his precious rocks. An absent-minded musicologist, he is traveling with his fiancĂ© Eunice (Kahn) to a conference. Judy Maxwell (Streisand) owns the third bag, which contains her belongings. Finally, Mrs. Van Hoskins (Mabel Albertson) stores her jewels in bag #4, which hotel employees (Sorrell Brooke and Stefan Gierasch) are trying to steal.

All parties end up at the same hotel in San Francisco, staying on the same floor. Judy, who appears to be homeless, wanders into the hotel, sets her sights on Howard – who she calls Steve – and ends up in an empty hotel room without paying. That night, at the conference, Judy impersonates Eunice while a flustered Howard isn’t sure what to think. Meanwhile, the various parties involved with the secret documents and the jewel theft end up in a round of musical rooms like a French farce, and the bags exchange hands so often that even the audience doesn’t know which is which.

To say more would require much explanation and a flow chart, and that would detract from the fun. Suffice to say there’s a fire, a car chase, and an ending that brings everyone together in front of a confused judge (Liam Dunn).

Bogdanovich does a great job of layering in all sorts of sight gags and verbal volleys between characters. I remember Harold Lloyd discussed how he layered gag upon gag when he made a movie. Since Bogdanovich is paying tribute to these comedies, he applies the same principle to “What’s Up, Doc?” While some gags don’t work, most of them do (one of my favs is Eunice’s shoes making black squiggles on a ballroom floor as she’s carried away after fainting). Bogdanovich also keeps the pacing crisp, so even a stale visual like someone absent-mindedly walking into the street and the resulting car crash doesn’t feel forced.

That Bogdanovich chose to follow up his moody drama “The Last Picture Show” with this high-spirited screwball comedy was a bold movie, and he again demonstrates his gift for capturing the atmosphere of a script. “Doc” clearly revives a genre, along with its flair and panache, that was so prevalent during the 1930s.

The stars understand the pacing and rhythms of this bygone era and run with it. Streisand’s character comes on inexplicably strong, but the pairing of Judy with the bland yet appealing Howard (O’Neal at perhaps his likeable best) works. Their final exchange – which may be lost on younger movie fans – is a wonderful jab at O’Neal’s “Love Story” released two years earlier.

It’s the large supporting cast that really shines, led by the supreme Kahn, wearing a marvelous flip wig in her first film. Even the simple utterance of “Howard” comes off her lips in a multitude of hilarious ways. Dunn is also terrific in only one scene toward the end. His judge attempts to understand what’s going on, mixing confusion, frustration and contempt into one hilarious combination.

Someone recently expressed surprise that I would select “What’s Up, Doc?” as my guilty pleasure, as she viewed the film as a good rather than a bad one. Her comments made me think about the definition of a guilty pleasure.

After much deliberation, I decided that a guilty pleasure is a film that may not have won Oscars or is studied in film school but is one that brings joy to the viewer, whether it’s a universally liked film or one that’s universally panned. It also recalls fond memories.

And that sums up “What’s Up, Doc?” for me – a big barrel of fun mixed with the recollection of discovering the world of grown-up films. The Fox Theatre may be long gone, but after 40 years, I still laugh out loud at this zany comedy.

This post is part of the Classic Movie Blog Association’s Guilty Pleasures blogathon. You can check the CMBA web site to find a list of all of the blogs participating. I encourage you to read as many as possible.


  1. "Someone recently expressed surprise that I would select “What’s Up, Doc?” as my guilty pleasure, as she viewed the film as a good rather than a bad one. Her comments made me think about the definition of a guilty pleasure." Hmm, Brian, that sounds familiar... :-)

    All kidding aside, I very much like your conclusion that "a guilty pleasure is a film that may not have won Oscars or is studied in film school but is one that brings joy to the viewer, whether it’s a universally liked film or one that’s universally panned. It also recalls fond memories." You said it, brother! As I've said elsewhere, WHAT'S UP, DOC? has long been one of Team Bartilucci's absolute favorite movies, a laugh-out-loud funny, affectionate salute to the screwball comedies of yore. I also consider WHAT'S UP, DOC? to be one of the very best films that either Barbra Streisand or Ryan O'Neal ever made; they're at their best in comedies, if you ask me. That's why I think Bogdanovich's wacky little gem is all pleasure and no guilt! Excellent post, sir!

  2. Brian,
    Well, I'm not surprised that you chose this film although I'm glad that you did! I love this film and it's characters. I can't find one flaw with it. I saw it in my teens then of course a few times since then. I will say that The Last Picture Show is my favorite of P.B's films and I even liked the remake, Texasville a lot. I've actually been trying to find it to re-watch it again. The flawed characters are even better the second time around and the film is hilarious from beginning to end.

    It may sound crazy but I prefer Streisand's later films over her earlier, more iconic ones. This one, A Star Is Born and Nuts. (Maybe because I don't care for musicals)

    You know how much I enjoy your reviews and this one was just as fun as the others with your honest take on cinema.
    A really good choice for the Blogathon.

  3. I re-watched this just a few weeks ago and was glad to see how well it held up.

    Madeline Kahn is just so funny in this movie, as is Kenneth Mars. Not only is the plot like something out of a 1930s screwball movie, but like those movies, the supporting cast is every bit as wonderful as the leads.

    I'm not a big Streisand fan, but she's aces in this. Great pick.

  4. Brian, a guilty pleasure can be a guilty pleasure for whatever reason you want it to be--everyone has their reasons (do you get the reference, LOL?). I was really surprised when I watched this film how kooky it was--I didn't expect it of a O'Neal or Streisand film. You are so right about Madeline Kahn in this film--she just made me laugh and laugh. Loved reading your review.

  5. This movie passed me by in my earlier life and I've been meaning to catch up with it. You have pushed me closer with your review and lovely memory piece.

  6. Brain, this is really Peters tip of the hat to Howard Hawks Bringing up Baby, and I think it works. Love them running all over San Francisco, and the last line is classic.

  7. I have fond memories of first seeing "What's Up, Doc?", too. Sophisticated and farcical at once (indeed, a tip of the hat to Hawks) and yet still so '70s (is it the only "sparkling comedy" of that era?). The last line brought down the house when I saw it.

    What a cast - I remember that one of Mabel Albertson's scenes (was she wrestling someone for one of the suitcases?) had me in stitches. "What's Up, Doc?" was my introduction to three wonderful character actors: Madeline Kahn, Austin Pendleton and Kenneth Mars. A very special movie, and a great pick, CFB...

  8. I have to admit, I'm not the biggest Streisand fan, but.. she is funny in this film. Ryan O'Neil, is also perfect playing the college professor in over his head. Thank you, for sharing your fond movie memories with us.

  9. I love this movie and everybody in it. The gags are perfect. It's such a rare accomplishment for a film in the 1970s (or later) to capture the silliness and innocence of the screwball and slapstick era. Great post, especially the way you tied in the review of the film with your own memory of first seeing it.

  10. Great story about your childhood and how your family checked the ratings to make sure it was appropriate. The film itself is a terrific tribute to the comedy films of the 1930's and I am sure it brings back great memories for you. It was a real change of pace for Bogdanovich after THE LAST PICTURE SHOW.Enjoyed your review.


  11. Great cast of real movie stars before they went away. This film is great fun, if not great art and that's what guilty pleasures are all about, right? Great choice, great post!

  12. Thank you everyone for your comments, starting with Dorian and your question :) I'm really glad you asked because it made me define it in my mind, which I needed to do. I do love this film, and I glad you guys do as well.

  13. Brian, I just watched this on cable a couple of months ago--for the first time in many years. It held up surprisingly well; Barbra and Ryan truly had great chemistry (I'm an even bigger fan of THE MAIN EVENT). I think that WHAT'S UP, DOC? peters out toward the end, but there's a lot of fun to be had along the way.

  14. My most quotable movie.

    "You're upside down."

    "I adore anyone who adores anyone who adores Emerson."

    "That's the dumbest thing I ever heard."

    "See etiquette!"

    Great film. One of my all time faves.

  15. This is such a great comedy! No need to be guilty here. :)

  16. Thanks again, everyone. I agree with you Holly. As I was watching it again recently, I could almost recite the lines along with the actors -- and that's saying something since I can't remember lines at all!

    Hi Katie ... not feeling guilty at all. :) Glad you enjoyed the review.

  17. Hi Rick ... I'm the opposite of you. I'm not as much of a fan of "the Main Event" as you are, yet the fact that "Event" was made proves how popular Streisand and O'Neal were in "Doc."

  18. CFB, I feel guilty about this guilty pleasure -- I never saw this movie. I've never been a fan of screwball comedy or Streisand in comic parts, and just never gave it a chance. If only for Madeline Kahn, I should have. I loved the way you said "...the supreme Kahn, wearing a marvelous flip wig in her first film. Even the simple utterance of “Howard” comes off her lips in a multitude of hilarious ways." That was Kahn. You can hardly describe why she is funny. You just have to experience her to know why she can make saying Howard hilarious.

    I did hear the exchange between Streisand and O'Neal with the Love Story allusion in a documentary, and got a great laugh. Younger generations wouldn't get it, would they? Boy, am I that old? Loved your post, CFB!

  19. What a great description of your first 'grown-up' movie - no wonder you treasure the film. Thanks for sharing those memories and for your terrific post.

  20. Hi CB, don't feel guilty about my guilty pleasure! Hopefully you'll have a chance to see it someday. Watch it for Kahn ... I think you'll love her in it. And we are not old ... just well-informed classic movie lovers :)

    Thank you Grand Old Movies! Glad you stopped by.

  21., I mean, Brian:

    I think you and I must have had the same childhood, because I remember What's Up, Doc? from when I was a tad as well. I haven't seen the movie in ages, but I remember being a big fan of it because of the Bugs Bunny-Elmer Fudd footage at the end and that shot of the automobile flying through the air with Streisand shrieking "We're going to make it! We're going to make it! (splash) We're not going to make it..."

    The Love Story joke is still my favorite thing in the movie. Had I known you picked this up for a song at Borders I might have sought it out as well, but I'll try to revisit it before too long.

  22. Thanks Ivan. I remember my first trip to San Francisco and searching out crooked Lombard Street because of the cars snaking down it during a brief scene in "What's Up Doc?" It just had that impact on me as a kid.