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What's Up, Tiger Lily?
original film poster
Directed by	Woody Allen Senkichi Taniguchi (first billed)
Produced by	Charles Joffe
Written by	Woody Allen Louise Lasser Len Maxwell
Starring	Woody Allen Louise Lasser The Lovin' Spoonful Frank Buxton Len Maxwell China Lee Akiko Wakabayashi
Distributed by	American International Pictures
Release date(s)	April, 1966
Running time	80 min
Language	English (Japanese first billed)
IMDb profile

What's Up, Tiger Lily? is the first film directed by Woody Allen. He also wrote and appeared in this 1966 comedy, which utilized clips from Kokusai himitsu keisatsu: Kagi no kagi (literal English title: International Secret Police: Key of Keys, 1965), a Japanese spy film. Instead of translating the film, Allen added completely original dialogue that had nothing to do with the plot of the original Japanese film. By putting in new scenes and rearranging the order of existing scenes, he completely changed the tone of the film from a James Bond clone into a comedy about a secret egg salad recipe.

This style of replacing a foreign movie's soundtrack for comic effect has since been used in television shows like Kung Faux, Spike TV's MXC, and movies such as Troma Entertainment's Ferocious Female Freedom Fighters and Steve Oedekerk's Kung Pow! Enter the Fist. Fractured Flickers, which predated Tiger Lily, dubbed silent films with comedic dialogue. Some have also suggested the film as a possible inspiration for television's Mystery Science Theater 3000, wherein old "B-movies" are accompanied by a humorous running commentary throughout.

Louise Lasser served as one of the voice actors for the "new" soundtrack.

During post-production, musical numbers by the band The Lovin' Spoonful were spliced into the movie against Woody Allen's wishes. This helped convince Allen that he should secure creative control for all his future projects^[1]. The band released a soundtrack album.

The plot is basically an excuse to string along sight gags, puns, jokes based on Asian stereotypes, and general farce. The central plot involves the misadventures of secret agent Phil Moskowitz, hired by the Grand Exalted High Majah of Raspur ("a nonexistent but real-sounding country") to find a secret egg salad recipe that was stolen from him. The movie has an ending unrelated to the plot, in which China Lee, the Playboy Playmate and then-wife of Allen's comic idol Mort Sahl, who does not appear elsewhere in the film, does a striptease while Allen explains that he promised that he would put her in the film somewhere.

Within Woody Allen's altered version, the main characters include:

• Phil Moscowitz — (played in Kokusai himitsu keisatsu: Kagi no kagi by Tatsuya Mihashi) A self-described "lovable rogue."
• Suki Yaki — (played in Kokusai himitsu keisatsu: Kagi no kagi by Akiko Wakabayashi) A beautiful woman who seduces Phil and later works alongside him as a spy. She has a sister, Teri Yaki (played in Kokusai himitsu keisatsu: Kagi no kagi by Mie Hama), who helps as well.
• Shepherd Wong — (played in Kokusai himitsu keisatsu: Kagi no kagi by Tadao Nakamaru) An evil gang leader who has the world's greatest egg salad recipe.
• Wing Fat — (played in Kokusai himitsu keisatsu: Kagi no kagi by Susumu Kurobe) An evil gangster who teams up with Phil to steal the recipe from Shepherd Wong, but intends to keep it for himself.

• What's Up, Tiger Lily? at the Internet Movie Database
• Kokusai himitsu keisatsu: Kagi no kagi at the Internet Movie Database
• What's Up, Tiger Lily? at a fansite
• Review
• The Celluloid Pantry: Egg Salad So Delicious You Could Plotz and What's Up, Tiger Lily? (1966)