All-time comedy classic.

Top notch writing propels Babs to her funniest performance ever. On top of that, it's a great romance too!

7 out of 5.

Not up to the par of the classic screwball comedies it's paying homage to, but it's nevertheless a fine, fine comedy, with Babs' most delightful screen performance (sorry, Fanny).

It's a little slow (and forced) near the beginning (well, the whole thing is forced), but once it catches steam it's hilarious. The courtroom scene alone makes this a must-see.

A+++, 100 out of 10 stars, 4 thumbs up.

This is the greatest comedy ever filmed, and one of the all time top ten in my mind.

Loosely based on the classic Grant-Hepburn film Bringing Up Baby, the main plot of this film follows musicologist Steve's (Ryan O'Neal) travails in San Francisco in pursuit of the Larraby grant, with the "assistance" of Judy (Barbra Streisand). The plot is keyed around 4 identical travel bags - two possessed by the leads, another in possession of a nameless government whistleblower, and a fourth containing a fortune in jewels belonging to an elderly - though 'active' dowager. On this frame, screenwriter Buck Henry constructs a highly complex plot full of mistaken identity, quickfire verbal gags, and brilliant pieces of silent physical comedy. The plot culminates in a chance through San Francisco and a court room scene that recapitulates a night that is both the worst and the best thing to ever happen to Steve. A wonderful airport coda provides closure.

Some items to note:

Streisand and O'Neal are at their best here, with O'Neal providing a great modern counterpoint to Grant's professor of the original. Streisand's timing in the film is excellent, and her proclivity for carrots a nice reference to the trickster character which underlies the role. Madeline Kahn, though, almost steals the film as Steve's overbearing fiance. The rest of the cast is equally brilliant.

The cinematography in this film often goes unmentioned, but it deserves as much praise as the script. While camera placement and angle is normally the province of the Epic, both, along with many other parts of camera grammer are used here to deadly effect - so much so that it goes unnoticed as is fitting in a comedy. There are areas of framing shots, often used to establish the calm before the storm, pans for smooth transitions between plot elements, sudden closeups that enhance the delivery of punchlines, reversals that illustrate a situation as preposterous where moments before one accepted it as normal - and much more. One of the best scenes in the film was one of the most difficult to shoot: Judy, delivering the meaning of propriety while descending from our view on an escalator - we see only her raised carrot at the end to punctuate the point.

The film makes brilliant use of the once-twice-twisted punchline form. This becomes clear almost from the beginning, when Steve meets his fiance Eunice. It is used to deadly effect with Steve's dialogue (I am not repeating myself, I am not repeating myself. Oh God I'm repeating myself) However, this form is also extended into much of the physical comedy, including several brilliant moments during the car chase, where the actions of the three cars takes the place of delivered dialogue.