What's Up, Doc?

Comedy, Family

Mabel Albertson	Mrs. Van Hoskins
Sorrell Booke	Harry
Liam Dunn	Judge Maxwell
Stefan Gierasch	Fritz
John Hillerman	Mr. Kaltenborn
Graham Jarvis	Bailiff
Madeline Kahn	Eunice Burns
Kenneth Mars	Hugh Simon
George Morfogen	Headwaiter
Michael Murphy	Mr. Smith
Barbra Streisand	Judy Maxwell
Ryan O'Neal	Dr. Howard Bannister
Austin Pendleton	Frederick Larrabee
Philip Roth	Mr. Jones

Director	Peter Bogdanovich
Producer	Peter Bogdanovich; Paul Lewis
Writer	Robert Benton; Peter Bogdanovich; Buck Henry
Cinematography	László Kovács
Musician	Artie Butler

Howard Bannister (Ryan O’Neal), an often forgetful music history professor, comes to a San Francisco hotel to attend a musicology banquet and hopefully win a prized grant to further his study. He carries with him a bag of igneous rocks and his preppy fiancée, Eunice, (Madeline Kahn) who is all about propriety and decorum. At the same time, a zany and free spirited young girl named Judy Maxwell (Barbra Streisand) appears and sets her sights on a prize of her own, Bannister. The next two days are filled with wild adventures, mistaken identities, mixed up bags, spies, lies and a car chase. Bannister and Maxell soon find that sometimes “opposites attract” a world of wacky possibilities.