Bringing Up Baby (1938) is one of versatile director Howard Hawks' greatest screwball comedies and often considered the definitive screwball film. It is also one of the funniest, wackiest and most inspired films of all time with its characteristic breathless pace, zany antics and pratfalls, absurd situations and misunderstandings, perfect sense of comic timing, completely screwball cast, series of lunatic and hare-brained misadventures, disasters, light-hearted surprises and romantic comedy. The non-stop, harum-scarum farce skewered many institutions, including psychiatry, the sterile field of science, the police, and high-society upper classes. At the time of its release, it failed miserably at the box-office and was soon forgotten, until it was revived years later.

As is true of many of Howard Hawks' finest films (including the crime film Scarface (1932), Twentieth Century (1934), His Girl Friday (1940), To Have and Have Not (1944), the detective film The Big Sleep (1946), Monkey Business (1952), and Gentlemen Prefer Blondes (1953)), this masterpiece was not nominated for a single Academy Award. Director Peter Bogdanovich paid homage to Hollywood's screwball comedy genre with a loose remake titled What's Up, Doc (1972) starring Barbra Streisand and Ryan O'Neal.

The fast-paced film involves the unlikely relationship of two individuals, portrayed by actress Katharine Hepburn and actor Cary Grant playing against type in a classic "conflict" of the sexes: a mad-cap, scheming, aggressive, impulsive, accident-prone and daffy society heiress, and a bumbling, clumsy, absent-minded, straight, nerdy and stuffy paleontologist from a natural history museum. This was the second of four films co-starring Hepburn and Grant [the others were Sylvia Scarlett (1936), Holiday (1938), and The Philadelphia Story (1940)]. Other characters include a small-town sheriff, a drunken Irish gardener, a big-game hunter, and two Brazilian leopards.

The film's screenplay (by Dudley Nichols and Hagar Wilde) was taken from a Collier's Magazine story authored by Hagar Wilde. [Reportedly, the plot of the antagonistic romance was inspired by the alleged affair that bespectacled director John Ford had with a mismatched Hepburn during the filming of Mary of Scotland (1936).]

This was Katharine Hepburn's only screwball comedy role - it pushed all its characters to the utter extreme, taking them into absurd, embarrassing, and destabilizing, humiliating circumstances (including sex-role reversals, such as frilly cross-dressing and the search for a lost dinosaur bone and a pet leopard named 'Baby') that are wildly and ruthlessly fun. [Grant later played a similar cross-dressing role in Hawks' own I Was a Male War Bride (1949).] The action centers around her eccentric and wild efforts to romantically capture his interest in her and liberate him - with assistance from her dog named "George" (a Scotch terrier named Skippy that played Asta in The Thin Man (1934) series of films and Mr. Smith in The Awful Truth (1937)), her music-loving pet leopard named "Baby" (played by Nissa) and her wealthy, widowed aunt.

Although Hepburn had a brilliant performance in this film, she was an unconventional, independent-spirited performer, and this was her last film for RKO - since she had been infamously labeled 'box-office poison' through most of the 30s. She bought out her contract and returned to Broadway after the film and took a role specifically written for her in playwright Philip Barry's The Philadelphia Story. The play was such a hit that she bought the film rights and made her way back to Hollywood through MGM's successful production of the play - directed by George Cukor.

The film opens with establishing shots of the exterior of a large, solid brick building, labeled in front with a heavy brass plaque: Stuyvesant Museum of Natural History. Inside, the museum is Brontosaurus Hall, a cavernous room filled with a gigantic dinosaur skeleton and other prehistoric artifacts. There are also glass cases of other petrified animals around the perimeter, and framed fish hanging on the walls. A serious, nervous, hard-working, bookish and bespectacled museum paleontologist named Dr. David Huxley (Cary Grant, playing a character in part modeled after silent comedian Harold Lloyd) is attempting to finish the reconstruction of the brontosaurus skeleton.

An elderly, wrinkled associate-colleague, Professor La Touche (D'Arcy Corrigan) is cautioned by David's assistant and stiff fiancee Miss Alice Swallow (Virginia Walker) to be quiet: "Shhhhh, Dr. Huxley is thinking." His bride-to-be is dressed in a binding dark suit with tightly-done hair. On the eve of their wedding day, she points to David sitting high up within an enclosing scaffolding platform next to the brontosaurus. [Metaphorically, the skeletal brontosaurus represents the scientist's stripped-down, calcified, dead life lacking youthful vitality and activity.] Wearing a white museum smock tightly wrapped around him, the dedicated paleontologist is posed and frozen as Rodin's sculpture The Thinker. Wondering how to assemble the skeleton from a collection of bones, Huxley contemplates a small, fossilized dinosaur bone he holds in his hand - he is confused about where to place it: "I think this one must belong in the tail." [With some imagination, the sight of the rock-hard bone in his hand and the slang of his first line of dialogue suggest some obscure sexual connotations.] She disregards his speculative theory about its proper placement: "Nonsense, you tried it in the tail yesterday and it didn't fit."

Dr. Huxley is experiencing three significant events in his life:

(1) A Fossil Bone Delivery: he is notified by Alice that a telegram has arrived from the museum's expedition in Utah with the good news that they have found the intercostal clavicle - the only remaining bone that is needed to finish the skeletal reconstruction of the brontosaurus. After four years of hard work, the recently-unearthed fossil will be delivered the next day. Huxley is delighted at the news.

(2) Marriage the Next Day: the scientist kisses and embraces his bossy co-worker and fiancee Alice who fights him off and reprimands him: "Really, David. There's a time and a place for everything. What would Professor La Touche think?" The absent-minded paleontologist is to be married to Alice the next day: "Isn't that odd? Two such important things happening on the same day." To his consternation when they discuss their upcoming marriage, Alice expresses her obsessed dedication to his work as an extension of their marriage. She exhorts her disappointed fiancee to forget about their honeymoon entirely. The brontosaurus will be their "child" - the result of their union:

Alice: Why, as soon as we're married, we're coming directly back here and you're going on with your work...Now once and for all David, nothing must interfere with your work. Our marriage must entail no domestic entanglements of any kind.
David: You mean, you mean...
Alice: I mean of any kind, David.
David: Oh well, Alice, I was sort of hoping, well, you mean children and all that sort of thing?
Alice: Exactly. (Alice gestures with a sweep of her hand toward the dinosaur.) This will be our child.
David: Huh?
Alice: Yes, David. I see our marriage purely as a dedication to your work.
David: Well, gee whiz Alice, everybody has to have a honeymoon and, and...
Alice: We haven't time.

(3) A Proposed Museum Donation of $1 Million: David is reminded that he has an appointment that afternoon to play golf with Mr. Alexander Peabody (George Irving), a lawyer who represents a wealthy, gift-giving philanthropist-sponsor. Peabody will supervise Mrs. Carlton Random's proposed donation of one million dollars to complete the construction of the hall. With matronly advice, stalwart Alice reminds David that he must make a good impression with the donor's attorney so that the grant of funds will be confirmed:

Alice: ...a lot depends on the impression you make on him.
David: ...I'll wow him. I'll knock him for a loop.
Alice: David, No slang. Remember who and what you are.
David: Oh yes, that's right.

When exiting the scene, the flustered David extends his hand to shake Professor La Touche's hand (rather than being frustrated in attempting to kiss Alice a second time): "Good-bye Alice. I mean, Professor." Alice's final advice: "Let Mr. Peabody win" follows him as he stumbles to the museum's massive exit doors.

On the sunny golf course while playing a foursome on the fairway of the 1st hole, David (again wearing restrictive clothing) tries to assure himself that the proposed endowment gift is guaranteed, but Mr. Peabody, arguing that he is only Mrs. Random's legal advisor, wants to concentrate on his golf game:

I can't tell you, Mr. Peabody, how much this endowment would mean to the museum and to me personally. If you could just give me some assurance...that you'd consider us first before you donate that million to anyone else...Oh well, Mr. Peabody, then I wonder if you could use your influence with Mrs. Random. That would be nice.

Mr. Peabody refuses to talk work while playing golf ("When I play golf, I only talk golf - and then only between shots") and suggests they discuss the donation after their round of golf. David must retrieve his hooked shot, and dismisses himself with the refrain: "I'll be with you in a minute, Mr. Peabody." On an adjoining grassy area surrounded by trees, he finds young, madcap and eccentric heiress/socialite Susan Vance (Katharine Hepburn) hitting his ball with a strong swing on the 18th hole - she has mistaken his ball for her own. The forthright young woman, dressed in white and with loose-flowing hair in the wind [in contrast to the dress and coiffure of his fiancee], first gives him an education on proper golf etiquette and scolds him for talking while she is swinging:

Susan: You shouldn't do that, you know.
David: What shouldn't I do?
Susan: Talk while someone's shooting. Well anyway, I forgive you because I got a good shot.
David: But you don't understand.
Susan: See, there it is right next to the pin.
David: But that has nothing to do with it.
Susan: Oh, are you playing too?
David: No, I've just driven off the first tee and I hooked -
Susan: I see you're a stranger here. You should be over there. This is the 18th fairway and I'm right on the green.

As he is led further away from Mr. Peabody, David is made to appear like a lunatic. Vainly, the befuddled paleontologist attempts to prove to her that she is playing his ball (a Pro-Flight brand) but she dismisses his protests:

David: What kind of ball are you playing?
Susan: PGA.
David: And I'm playing a Pro-Flight.
Susan: I like a PGA better.
David: No, I'm just trying to prove to you that you're playing my ball. You see, a PGA has two black dots and a Pro-Flight has a circle.
Susan: I'm not superstitious about things like that.
David: Oh well, that doesn't have anything to do with it.
Susan: Stop talking for a minute, will you please? (To caddy) Will you take out the pin? (She sinks a 25-foot putt!)
David: Oh my, this is so silly. I never saw such -- (He reaches for the ball in the cup) There, you see, it's a circle.
Susan: Well of course it is. Do you think it would run if it were square?
David: No. I have reference to a mark on the ball. That proves it's a Pro-Flight and that's my ball!
Susan: I know....Well, what does it matter? It's only a game anyway.
David: Well, my dear young lady, you don't seem to realize. You placed me in a very embarrassing position...The most important corporation lawyer in New York is waiting for me over on the first fairway.
Susan: Then it's silly of you to be fooling around on the 18th green.

Daffy and delightfully annoying, Susan keeps insisting that everything of Huxley's belongs to her. Just as he is to resume his game with Mr. Peabody (he states one more time - "I'll be with you in a minute, Mr. Peabody"), he is led even further away when she gets into his car and repeatedly smashes and dents its bumper and fender - wedging it between adjacent cars while 'unparking' his car and leaving the lot. Their exasperating conversation, embedded with conflict, is a classic screwball conversation:

David: Well, you don't understand - this is my car!
Susan: You mean, this is your car?
David: Of course.
Susan: Your golf ball? Your car? Is there anything in the world that doesn't belong to you?
David: Yes, thank heaven - you!
Susan: Now, don't lose your temper.
David: My dear young lady, I'm not losing my temper. I'm merely trying to play some golf.
Susan: Well, you choose the funniest places. This is a parking lot.
David: Will you get out of my car?
Susan: Will you get off my running board?
David: This is my running board!

While insisting that the car is his and he wishes to drive his own car, Huxley is driven away on the running board of the car as he yells to his receding golf partner in the distance:

I'll be with you in a minute, Mr. Peabody!

After the previous daytime scene, the next one is a night-time sequence. At a fashionable supper nightclub in the Ritz Plaza Hotel, a tuxedoed, black top-hatted David arrives to meet Mr. Peabody for dinner to discuss the million dollar grant - and to apologize for abandoning the lawyer on the golf course. His first decision is whether to check his hat or not when the hatcheck girl inquires. First he is uncertain about what to do, then offers her the hat, drops it accidentally, and then clumsily bumps heads with her as they both bend down to pick it up from the floor. The nutty woman from the golf course - Susan Vance - is at the bar learning an olive game from Joe (Billy Bevan), the bartender. He teaches her how to hold an olive on the flat part of her hand, tap her hand, and then catch the airborne olive in her mouth. She practices her new physical ability, but misses.

Walking by, the unsuspecting David slips and takes a pratfall on the olive she has just dropped on the floor. His embarrassing pratfall prefaces his second meeting with her. As he lies on the floor, she comes up to him, notices who he is, and exclaims: "You're sitting on your hat!" He comments that she is the predictable cause of his misery: "I might have known you were here. I had a feeling just as I hit the floor...First you drop an olive, and then I sit on my hat. It all fits perfectly."

Almost immediately, he tries to get away from her to prevent her from causing any more trouble, but she begins to seriously stalk and pursue him - intrigued by him. As she follows after him, she pauses to absent-mindedly pick up more olives at the table of psychiatrist Dr. Fritz Lehman (Fritz Feld). The doctor first tells Susan to avoid using the word 'crazy.' He oddly blinks, squints, rolls his eyes and exhibits a tic as he cautions her to not conclude that strange and odd behavior means insanity ("All people who behave strangely are not insane" - the film's insane and crazy characters seem to verify his statement). The aberrant and daft Lehman also offers some professional advice about the underlying basis of the 'love impulse' - it is rooted in conflict and Freudian fixation:

Dr. Lehman: You may have heard me lecture...I usually talk about nervous disorders. I am a psychiatrist.
Susan: Oh! Crazy people.
Dr. Lehman: We dislike the use of that word. All people who behave strangely are not insane...
Susan: What would you say about a man who follows a girl around?...
Dr. Lehman (listening intently): Follows her around?...
Susan: And then when she talks to him he fights with her?
Dr. Lehman: Fights with you?...Is the young man your fiancee?
Susan: Oh no, I don't know him. I never even saw him before today. (Blithely) No, he just follows me around and fights with me.
Dr. Lehman: Well, the love impulse in men very frequently reveals itself in terms of conflict.
Susan: The love impulse!
Dr. Lehman: Without my knowing anything about it, my rough guess would be that he has a fixation on you.

As she walks away from the psychiatrist's table, she mistakenly takes the purse that belongs to his wife (Tala Birell), thinking it is hers [her errors from the golf game and in the parking lot are compounded here]. Deciding that the top-hatted stranger's feelings and behaviors are evidence of fixation and a "love impulse," Susan directly and candidly confronts David:

Susan: Do you know why you're following me? You're a fixation.
David: Oh, I'm not following you. I've been sitting here. I haven't moved from this spot. Now please, you're following me.
Susan: Oh, don't be absurd. Who's always behind whom?
David: Now look, my dear young lady. I haven't been behind anything but what they call the, uh, uh eight-ball. I haven't been all day.
Susan: You're angry, aren't you?
David: Yes I am.
Susan: Um, hmm. 'The love impulse in men frequently reveals itself in terms of conflict.'

Soon, Huxley is mixed up in a case of mistaken identities regarding the purse, and accused of being a thief. When Susan goes to the bar, David is asked to hold the purse. (In a quick pass by Dr. Lehman's table, she notices the doctor is unskillfully attempting her olive game, quipping at him: "Missed.") David is soon forced to defend the purse he holds, and put into a position that again appears dishonest, unstable, foolish and feminine. She rushes to apologize and to explain her mistake. David tries to explain the unexplainable about Susan to the Lehmans: "And my dear sir, it never will be clear as long as she's explaining it."

When she tries to stop David's hasty retreat from her and argue that her mistake wasn't intentional, she grabs one of his tails and rips the back seam of his tuxedo: "If you'd only wait while I explain...Oh, you've torn your coat!" He turns angrily toward her and asks for her to disappear once and for all:

Let's play a game...Watch, I'll put my hand over my eyes and then you go away...See and I'll count to ten, and when I take my hand down you will be gone!

As she turns from him and storms off - insulted and hurt by the rejection, he gets his revenge. A large piece of the train of her dress tears off since he inadvertently is standing on the hem of her gown. After the back panel of the dress has been ripped off, this causes him to be embarrassed for her situation, and it is her turn to be foolish. Unwilling to listen to him and acting offended at his persistence, she is unaware that her backside is exposed to the public. She marches off and asks for him to leave her alone and quit following her around ("And please stop following me around, fixation or no fixation").

He adopts her approach to life by improvisationally devising a solution to protect her embarrassment. He backs her against a pillar, attempts to preserve her modesty by covering the opening in her torn gown with his crushed top hat, and conceals and shields her posterior from prying eyes by pressing his body close to her (as if glued together). He grabs her tightly as he walks behind her and follows her as they both quick-step out of the nightclub. He commands her to walk in unison with his step: "Now are you ready? Now be calm. Left foot first." Their path takes them shuffling past amused guests and an arriving Mr. Peabody through a revolving door, who is again told: "I'll be with you in a minute, sir, I'll see you in a minute."