“It’s like the best episode of Looney Tunes, but instead of Bugs Bunny, it’s a hot lady.”
That’s usually how I try to sell people on the prospect of watching What’s Up, Doc? with me. It has almost always worked.
That elevator pitch should tell you everything you need to know about director Peter Bogdanovich’s 1972 screwball comedy starring Barbra Streisand as the aforementioned hot lady Bugs, but just in case you need more convincing: The year is 1972! The setting? San Francisco! (Possibly sometime in February, if the apparent Chinese New Year parade that Streisand and company plow through during the film’s climactic car chase is any indication.) Himbo musicologist Howard Bannister (Ryan O’Neal) arrives in town looking like the least homophobic frat brother at the nerd-themed costume rager. You hear his fiancée before you see her, nagging Howard in a ringing head voice that, with apologies to author Lindy West, can only be described as shrill. Eunice Burns (Madeline Kahn) is a Katamari of postwar housewife dowdiness, sporting spotless white gloves and four strings of pearls, a starched flip of an auburn That Girl wig, and thick, weighty fashions that look not so much worn as they do upholstered onto her. She holds none of the sexy, liberated, feminine mystique that Streisand’s Judy Maxwell, Eunice’s romantic rival in the film, does with her modern wide lapels, low-cut tops, and flared denim. (Judy even manages to make a newsboy cap look chic, which is insane—save for that “Vogue” montage from The Devil Wears Prada, newsboy caps are canonically disgusting!)
A carefree dilettante between semesters at whichever fancy college program she’s convinced her daddy to pay for this time, Judy gloms onto Howard after crossing paths with him in the lobby of the hotel he’s checking into (incidentally, it’s where she’s trying to scam some free room service). She eventually gets her man—don’t worry, Eunice finds a new beau of her own, one who seems to appreciate her micromomagerial tendencies—but not before the viewer is blessed with 90 minutes of madcap insanity. As critic Roger Ebert noted in his review at the time of release, What’s Up, Doc? is “an homage of sorts to Howard Hawks” and to Bringing Up Baby, the director’s 1938 comedy starring Cary Grant and Katharine Hepburn, in particular. Bogdanovich takes Hawks’s pairing of a no-nonsense scientist and a proto-manic pixie dream girl and drops them into a jewel-toned mid-century modern landscape running on Wile E. Coyote logic, ratcheting up the adventure from chaotic to unhinged. Bags are swapped, cars are chased, identities are taken and then, of course, mistaken. There’s a real “Will they or won’t they?” energy coursing through the film, but not of the Sam and Diane from Cheers variety. It’s more of a “Will they or won’t they knock that hapless banner hanger off his ladder, causing him to go swinging through a pane of glass that those two dudes on the ground below him just happen to be moving from one side of the street to the other?” Spoiler alert: They do. And spoiler alert: He does.
My love for What’s Up, Doc? came in my early thirties. I was in what I now jokingly refer to as the second season of a years-long, on-again, off-again relationship with a man who always told me that he loved me yet palpably resented me. I was never quite a full person in his eyes, more so a vector through which he could become the kind of man he’d hoped his transition would lead him to being. As I now understand it, what he resented was what he felt for me. Although he needed a woman to be the kind of man he wanted to be, I wasn’t the kind of woman that this man would want to be with. He never told me directly that my transness was an impediment, but it was evident in his penchant for withholding simple things from me: compliments, public acknowledgement, orgasms that I had no literal hand in. I’d ask, and he’d say no—that I was needy, disrespectful, and requested too much. Rather than turn me off, his withholding only spurred my devotion. He was right, I thought. I was all those things. So, I diminished myself, my wants, my needs. I worked so hard at it that when he’d occasionally throw me crumbs, I felt like I had earned them.
I envied the intuitive ease of Streisand and O’Neal’s on-screen pairing. More than that, I envied the reciprocal devotion their characters had no trouble expressing for one another. What’s Up, Doc? opens with Streisand singing a cover of Cole Porter’s “You’re the Top,” a song from the gay composer’s 1934 musical, Anything Goes—a tune packed with unspeakably obvious homosexual double entendres. It’s normally sung as a duet between a man and a woman, but Barbra croons it solo over the opening credits, extolling the virtues of her lover while putting herself down: “I’m a worthless check, a total wreck, a flop! But if, baby, I’m the bottom, you’re the top.” The song returns in its intended form—i.e., as a vers4vers anthem—over the ending credits. “You’re the top,” O’Neal sings back to her on the reprise, flipping Streisand’s estimations of them both. “Me, too?” she asks, as if pleasantly astonished to hear him interrupt her laundry list of self-deprecation.
My ex never did that for me. I waited and waited, and still, he never did. In hindsight, I’m not surprised. He wouldn’t even watch What’s Up, Doc? with me, even when he was staying at my apartment to ostensibly take care of me while I recovered from a major surgery. He was distant that entire week, both physically—he insisted on sleeping on the couch—as well as emotionally. The only time he seemed to light up was during his nearly three-hour phone meeting with other members of his union. Months later, I learned why: Immediately after we ended things, he took up with one of the women on that call.
Piecing that timeline together well after the fact, I found myself occupying an unfamiliar position. As a trans woman, I am used to men finding me fuckable but not dateable, the one-night stand or the mistress but never the girlfriend or wife. Through my various romantic entanglements over the past few years, I have grown accustomed to viewing myself as the perpetual other woman—or perhaps “the other-other woman,” as critic Alex Chasteen described one of the trans woman characters from Torrey Peters’s Detransition, Baby in a recent piece for the Oxford Review of Books. A man might leave his wife for the other woman, but the other-other woman? Zero chance of that. With my ex and the cis woman he dated after me, I played neither of those roles. I was the wife—no, worse! I was Eunice, the erotic black hole in a housecoat who nags Howard into Judy’s arms (and whose tale of marital abandonment bears an eerie resemblance to that of the film’s production designer, Polly Platt, whom Bogdanovich famously left for Cybill Shepherd while all three were in production for The Last Picture Show). That was who I’d always been to my ex anyway, hadn’t it? The interloping in-betweener keeping the seat warm for whoever came next? He never even told his parents about me, despite our dating for nearly two years. He said it was cultural, that I wouldn’t understand because I was white. I accepted that, even as it pressed into a classic trans girl wound—that we’re never the kind of woman he’ll take home to meet the folks. Months after our breakup, however, I connected with another white woman he’d dated before me, one who happened to be cis. She told me that she had, in fact, met his mother one time. That surprised me, just as I surprised her when I said something about him being a top.
In my affairs that followed, What’s Up, Doc? took on a fateful status. Watching the movie with someone I was seeing meant something. Despite how easily sold my friends were whenever I suggested watching it, my attempts with men I’ve dated have been generally unsuccessful. I nearly got there with this one guy I saw for a few weeks in December, an anarchist Christmas tree salesman who told me upfront that he’d be leaving town again sometime after New Year’s. I knew what his time frame was, but I got lost in our passionate romance—or at least the version of it that I told my Close Friends. He not only agreed to watch What’s Up, Doc?, but also suggested we compile a movie watch list, implying there was some sort of future for us. At that moment, I threw my whole understanding of what we had out the window: he was suddenly O’Neal’s Howard and I was Streisand’s Judy, swooping into his life and throwing everything he’d planned off track. Instead, we ended up more like the leads in his favorite movie, Tampopo, director Juzo Itami’s 1985 comedy about a truck driver (Tsutomu Yamazaki) who breezes into a new town, develops an intense relationship with a struggling ramen shop owner (Nobuko Miyamoto), then leaves town once he’s set her up with a better life. It was the only movie on our list we managed to watch before he left and things between us fell apart.
Recently, though, I’ve had some success—well, sort of. I did manage to convince the man I’ve been dating for a little over a month to watch the film a couple weeks ago, but he did so without me. He was lying around at home, recovering from his second shot of the Covid vaccine with his roommate who’d just gotten hers. She wanted to watch a movie, and he, remembering all the positive things I’d said about What’s Up, Doc? during a recent lazy morning lying together in my bed, suggested they go with that.
It’s embarrassing to admit, but I was upset when he mentioned he’d watched the film without me—not that I’d asked him not to, much less explained any of the outsize significance I’d projected onto such a viewing. Thankfully, I chose to suffocate that would-be psychotic reaction before it left whatever shadowy corner of my brain from whence it emerged. Because, really, what was there to be mad about? That he remembers things I tell him? That he listens when I speak? Who cares if it doesn’t follow some predetermined script of mine? Our story isn’t “the story I was writing in my head,” as writer Larissa Pham puts it in her recently released book of essays, Pop Song, and he isn’t “a figure” for me to slot into “its landscape.” He’s just a boy, standing in front of a girl, asking her—wait, wrong movie.