What's Up, Doc? is a 1972 American romantic screwball comedy film directed by Peter Bogdanovich and starring Barbra Streisand and Ryan O'Neal. It was intended to pay homage to comedy films of the 1930s and 1940s, especially Bringing Up Baby, and Warner Bros. Bugs Bunny cartoons. The film was loosely based on the novel A Glimpse of Tiger by Herman Raucher. What's Up, Doc? was a success, and became the third highest-grossing film of 1972. It won the Writers Guild of America (WGA) 1973 "Best Comedy Written Directly for the Screen" award for Buck Henry, David Newman, and Robert Benton. What's Up, Doc? was ranked number 61 on the list of the 100 greatest American comedies published by the American Film Institute (AFI), number 68 on the AFI's list of 100 greatest love stories in American cinema, and number 58 on the list of the WGA's 101 Funniest Screenplays published by the Writers Guild of America. Plot Dr. Howard Bannister, a musicologist from the Iowa Conservatory of Music, has travelled to San Francisco to compete for a research grant offered by Frederick Larrabee. Howard is accompanied by his tightly wound, overbearing fiancée Eunice Burns. As the two check into the Hotel Bristol, Howard runs into the charming trouble-magnet Judy Maxwell in the hotel's drugstore. She never finished college, but nevertheless has amassed a considerable amount of knowledge from all of the academic institutions from which she was expelled. She begins to pursue Howard and lodges herself in the hotel without paying. Coincidentally, four parties are staying on the same floor of the Bristol, all carrying identical plaid overnight bags: Howard's bag contains igneous "tambula" rocks that have certain musical properties. The mysterious "Mr. Smith" has a bag containing top-secret government papers, which he has obtained illegally. He is followed by the equally mysterious "Mr. Jones", a government agent on a mission to recover the documents. Wealthy socialite Mrs. Van Hoskins has a bag containing her sizable collection of valuable jewels. Hotel employees Harry and Fritz attempt to steal the jewels. Judy's bag is filled with her clothing and a large dictionary. Over the course of the evening, the bags are switched haphazardly from room to room as the four parties unwittingly take one another's suitcases. Howard ends up with the jewels, Judy with the documents, Mr. Smith with Judy's clothes, and the thieves with the rocks. Judy, masquerading as Eunice