What's Up, Doc? is a 1972 screwball comedy film directed by Peter Bogdanovich and starring Barbra Streisand, Ryan O'Neal, and Madeline Kahn (in her first full-length film role, which was also her first Golden Globe-nominated role). It was intended to pay homage to comedy films of the 1930s, especially Bringing Up Baby (released by RKO Pictures, as well as old Bugs Bunny cartoons (which, like this film, were made by Warner Bros.).

The film was a success, and became the third-highest grossing film of 1972. The film won the Writers Guild of America 1973 "Best Comedy Written Directly for the Screen" award for writers Buck Henry, David Newman and Robert Benton. It was placed at number 61 on the list of 100 greatest comedies published by the American Film Institute, and at number 68 on the AFI's 100 Years... 100 Passions.

WHAT'S UP, DOC? has to stand as one of the finest remakes of a great original ever made. By and large, remakes of classics are profoundly stupid. Although the remakes virtually never match the originals (and admittedly this one is no exception), most are merely pale imitations. Although this one does not come close to supplanting BRINGING UP BABY, it nonetheless manages to bring enough originality to make it utterly delightful. Ever since I first saw it, it has remained my favorite Barbra Streisand film, and is delightfully kooky in a way completely different from the way that Hepburn is kooky in the original. Ryan O'Neill is indeed a pale imitation of Cary Grant, but then, who wouldn't be? But Madeleine Kahn, on the other hand, is a remarkable addition to the storyline. This was, for all practical purposes, her film debut, and she makes the most of it.

This was director Peter Bogdanovich's second hit film in a row, following his marvelous THE LAST PICTURE SHOW. The next year he would make PAPER MOON, and for all intents and purposes he seemed to be the next great American director. But then for whatever reason his gifts seemed to desert him, and while he has occasionally reemerged with a decent film, he has never managed to reascend to the level of these three films. He has, however, managed to write a great deal of film criticism, along with one of the greatest collections of interviews with directors ever published. But in this film his direction was fine, and if the comedy towards the end sometimes seems less screwball than Keystone cops, I find it easy to forgive him.

I repeat that this is my favorite Barbra Streisand film. I know people are divided on her looks, but when I look at her in this one, I think she is remarkably beautiful, and her personality is so infectious that she manages to dominate the screen every second she is onscreen. She was so superb in this film that I wonder why she didn't try to undertake similar parts in the future. She did the follow up to FUNNY GIRL, but she never really tried anything this goofy again. It's a tremendous loss, because she obviously excelled at it.

I'm surprised at how well this film has aged in thirty years. Sometimes you go back and see a film two or three decades after you first saw it, and it can be shocking how aged it appears. I had that experience with both TOOTSIE and ROXANNE, and both now seem hopelessly outdated. But this one, despite the early seventies clothes and decor, remains truly fresh.