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This 1972 film is Peter Bogdanovich's affectionate homage to the Screwball Comedy.

Manic Pixie Dream Girl Judy, played by Barbra Streisand, relentlessly pursues Howard (Ryan O'Neal), a repressed academic, throughout San Francisco, despite the "havoc and chaos" (in Howard's apt phrase) that follow Judy everywhere she goes. Meanwhile, the Satchel Switcheroo has happened to four identical red-plaid suitcases: Judy's personal items, Howard's valuable (to him) musical minerals, an eccentric rich lady's jewel collection, and some unspecified "Top Secret Government Documents." Hilarity Ensues.

An unofficial remake of Howard Hawks' 1938 movie Bringing Up Baby.

Tropes used in What's Up, Doc? include:

 Judy: "Love means never having to say you're sorry." [Bats eyes.]

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

 Judy: You don't wanna marry someone who's gonna get all wrinkled, lined and flabby!

Howard: Everyone gets wrinkled, lined and flabby!

Judy: By next week?

 Judy: What's up, doc?

Howard: I beg your pardon?

Judy: You know, we've got to stop meeting like this.

 Howard: "There was this trouble between me and Hugh."

The Judge: "You and me?"

Howard: "Not you, Hugh."

Hugh (helpfully): "I am Hugh."

The Judge: "You are me?"


  1. who had memorably said of Barbra Streisand's nose that it "cleaves the giant screen from east to west, bisects it from north to south. It zigzags across our horizon like a bolt of fleshy lightning"
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