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What's Up, Doc?
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What's Up, Doc? (1972) More at IMDbPro »

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What's Up, Doc? -- Barbra Streisand and Ryan O'Neal star as an eccentric girl and an equally eccentric young professor who meet at a musicologist's convention and become involved in a zany chase.


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7.8/10   13,601 votes »
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Up 10% in popularity this week. See why on IMDbPro.
Buck Henry (screenplay) and
David Newman (screenplay) ...
View company contact information for What's Up, Doc? on IMDbPro.
Release Date:
10 March 1972 (USA) See more »
A screwball comedy. Remember them?
The accidental mix-up of four identical plaid over-night bags leads to a series of increasingly wild and wacky situations. Full summary » | Add synopsis »
Plot Keywords:
Nominated for Golden Globe. Another 1 win See more »
Peters Accuses Ex Streisand Of Seducing Co-Stars
 (From WENN. 14 May 2009, 12:20 PM, PDT)

User Reviews:
I Always Wanted To Marry Eunice Burns See more (139 total) »


  (in credits order) (verified as complete)

Barbra Streisand ... Judy Maxwell

Ryan O'Neal ... Howard Bannister

Madeline Kahn ... Eunice Burns

Kenneth Mars ... Hugh Simon

Austin Pendleton ... Frederick Larrabee

Michael Murphy ... Mr. Smith
Philip Roth ... Mr. Jones (as Phil Roth)

Sorrell Booke ... Harry

Stefan Gierasch ... Fritz

Mabel Albertson ... Mrs. Van Hoskins
Liam Dunn ... Judge Maxwell

John Hillerman ... Hotel Manager
George Morfogen ... Headwaiter

Graham Jarvis ... Bailiff

Randy Quaid ... Professor Hosquith

M. Emmet Walsh ... Arresting Officer
Kevin O'Neal ... Delivery Boy
Eleanor Zee ... Banquet Receptionist
Paul Condylis ... Room Service Waiter
Fred Scheiwiller ... Jewel Thief
Carl Saxe ... Jewel Thief
Jack Perkins ... Jewel Thief
Paul B. Kipilman ... Druggist
Gil Perkins ... Jones' Driver
Christa Lang ... Mrs. Hosquith
Stan Ross ... Musicologist
Peter Paul Eastman ... Musicologist
Eric Brotherson ... Larrabee's Butler

Elaine Partnow ... Party Guest
George Burrafato ... Eunice's Cab Driver (as George R. Burrafato)
Jerry Summers ... Smith's Cab Driver
Mark Thompson ... Airport Cab Driver (as Mort Thompson)
Don Bexley ... Skycap (as Donald T. Bexley)
Leonard Lookabaugh ... Painter on Roof
Candice Bennett ... Ticket Seller (as Candace Brownell)
Sean Morgan ... Banquet Official

Patricia O'Neal ... Lady on Plane
Joe Alfasa ... Waiter in Hall
Chuck Holison ... Pizza Cook (as Chuck Hollom)
rest of cast listed alphabetically:

John Byner ... Man at the Hotel Banquet (uncredited)
Shep Houghton ... Musicologist (uncredited)
Kenner G. Kemp ... Musicologist (uncredited)

Bruce McBroom ... Man Kissing Mrs. Van Hoskin's Hand in Hotel Lobby (uncredited)
Clyde McLeod ... Musicologist (uncredited)
William Niven ... Painter (uncredited)
Monty O'Grady ... Musicologist (uncredited)
Murray Pollack ... Musicologist (uncredited)
Tony Regan ... Musicologist (uncredited)
Leoda Richards ... Party Guest (uncredited)
Hank Robinson ... Musicologist (uncredited)
Cosmo Sardo ... Hotel Waiter (uncredited)
Arthur Tovey ... Party Guest (uncredited)
John Allen Vick ... Airport Driver (uncredited)

Erick Vinther ... Best Man (uncredited)

Directed by
Peter Bogdanovich 
Writing credits
Buck Henry (screenplay) and
David Newman (screenplay) &
Robert Benton (screenplay)

Peter Bogdanovich (story)

Produced by
Peter Bogdanovich .... producer
Paul Lewis .... associate producer
Original Music by
Artie Butler (uncredited)
Cinematography by
László Kovács (director of photography) (as Laszlo Kovacs)
Film Editing by
Verna Fields 
Casting by
Nessa Hyams 
Production Design by
Polly Platt 
Art Direction by
Herman A. Blumenthal 
Set Decoration by
John P. Austin  (as John Austin)
Makeup Department
Don L. Cash .... makeup artist (as Don Cash)
Lynda Gurasich .... hair stylist
Fred Williams .... makeup artist
Production Management
Fred Ahern .... unit production manager
Second Unit Director or Assistant Director
Jerry Ballew .... second assistant director
Ray Gosnell Jr. .... assistant director (as Ray Gosnell)
Doug Morrison .... second assistant director
Art Department
Robey Cooper .... prop master
Norman Hawkins .... construction coordinator
Sal Sommatino .... assistant prop man
Marty Wunderlich .... assistant prop man
Sound Department
Les Fresholtz .... sound
Richard Raguse .... boom man
Special Effects by
Robert MacDonald .... special effects
Joe Amsler .... stunts
Craig R. Baxley .... stunts (as Craig Baxley)
Paul Baxley .... stunt coordinator
Paul Baxley .... stunts
Jerry Brutsche .... stunts (as Gerald Brutsche)
Richard E. Butler .... stunts (as Dick Butler)
Ted Duncan .... stunts
Patty Elder .... stunts
Donna Garrett .... stunts
Ted Grossman .... stunts (as Ted M. Grossman)
Bob Harris .... stunts
Bill Hickman .... stunts
Loren Janes .... stunts
Dean Jeffries .... stunts
John Moio .... stunts (as John Angelo Moio)
Victor Paul .... stunts
Joe Pronto .... stunts
Glenn Randall Jr. .... stunts (as Glenn H. Randall Jr.)
Ernest Robinson .... stunts
George Robotham .... stunts (as George N. Robotham)
Wally Rose .... stunts
Alex Sharp .... stunts
Paul Stader .... stunts
Fred Stromsoe .... stunts
Jerry Summers .... stunts
Morton C. Thompson .... stunts (as Mort Thompson)
Jack Verbois .... stunts
Bud Walls .... stunts
Marvin Walters .... stunts
Richard Washington .... stunts (as Dick Washington)
Gil Casper .... stunts (uncredited)
Camera and Electrical Department
Richmond L. Aguilar .... gaffer (as Richard Aguilar)
Bobby Byrne .... camera operator (as Robert Byrne)
Dick Colean .... assistant cameraman (as Richard Colean)
Robert L. Guthrie .... assistant cameraman (as Robert Guthrie)
George Hill .... key grip
Leonard Lookabaugh .... dolly grip
Aaron Pazanti .... best boy
Paul Caven .... electrician (uncredited)
Bruce McBroom .... still photographer (uncredited)
Costume and Wardrobe Department
Nancy McArdle .... costume supervisor: women's costumes
Ray Phelps .... costume supervisor: men's costumes
Editorial Department
William Neel .... assistant film editor
Music Department
Artie Butler .... conductor
Artie Butler .... music arranger
Dan Wallin .... scoring mixer (uncredited)
Transportation Department
Gil Casper .... driver: insert car
Bud Dawson .... transportation
Other crew
Neil Canton .... production aide
Hazel W. Hall .... script supervisor (as Hazel Hall)
Frank Marshall .... assistant to producer
Mae Woods .... director's secretary
Harry Zubrinsky .... location manager
Joe Amsler .... stand-in: Ryan O'Neal (uncredited)
Barbara Barrett .... voice (uncredited)
Carl Combs .... unit publicist (uncredited)
Carole Conn .... voice (uncredited)
Robert Dulaine .... voice (uncredited)
Joan Patti .... voice (uncredited)
Marlene Pinckard .... voice (uncredited)
Cole Simpson .... voice (uncredited)
Crew verified as complete

Production CompaniesDistributorsOther Companies

Additional Details

Also Known As:
94 min
Color (Technicolor)
Aspect Ratio:
1.85 : 1 See more »
Sound Mix:

Did You Know?

Director Peter Bogdanovich had Ryan O'Neal and Barbra Streisand watch The Lady Eve (1941) to prepare for this film.See more »
Revealing mistakes: When the VW Bus is struck repeatedly during the car chase sand can be seen spilling out of the engine compartment in the back. This was obviously a junk van with the engine and powertrain removed and the sand added presumably to make up for the missing weight. The bus, when rammed by the black 1969 Cadillac DeVille convertible, is not the same one seen earlier when rammed by a 1953 Cadillac Fleetwood 75 limousine and the taxicab. This particular bus was a prop.See more »
Judy:Yeah, you know Banister? As in "sliding down the-"?See more »
Movie Connections:
You're the TopSee more »


How does it end?
See more »
34 out of 36 people found the following review useful.
I Always Wanted To Marry Eunice Burns, 3 December 2004
Author: Oggz from london UK

Well I simply can't resist to join what at a glance seems to be a very affectionate army of fans of this film - which is not only in my top three favourites of all time, but most definitely the funniest hour and a half ever registered on celluloid. I first saw it in 1974 - I was nine - and instantly fell under the spell. Frisco never looked prettier, flairs were fluttering, volkswagen beetles were zooming around, the muzak coming out of lifts and hotel lobbies is just as I remember it, the hair was only beginning to get big, but the aspirins were already the midst of all this, Streisand delivers like a sniper and actually looks sexy and desirable, O'Neal does his bespectacled Iowa music professor with all the dizziness of sex on legs that he was, and the cast generally glide through two separate crescendos of stupid situations, fuelled by dialogue in break neck speed, each more hilarious than the previous, all inexorably slipping into general uproar and mayhem at every turn.

But it's due to Madeline Kahn's ability to send one into hysterics with as much as opening her mouth that the film is a screwball comedy masterpiece, far superior than "Bringing Up Baby" to which it's nauseatingly compared to. The relish with which she bites into the character of Eunice Burns, in a role made for her down to the last breath in the script - is spectacular, as is its result on screen. In my mind it only compares to Jean Hagen's Lina Lamont effort in "Singin' In The Rain" - the only other single funniest female episode on screen.

Other than that, one liners, with which this stuff is packed to the rafters are still in circulation today - kept alive by enthusiast fans of seemingly all generations. This is a true comedy classic that hasn't lost any of it's breeziness, funk, sexiness and freshness with years. Dumb, twisted and invigorating all at once it's a true gem. Watch it and feel your I.Q. drop, and get hooked by all means. Or miss at your own peril.

In fact, I think I might just watch it again - now.

10/10, full on. :-)

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