A sequel to the 1968 film Funny Girl, it is a highly fictionalized account of the later life and career of comedienne Fanny Brice and her marriage to songwriter and impresario Billy Rose. The screenplay was by Jay Presson Allen and Arnold Schulman, based on a story by Schulman. The primary score was by John Kander and Fred Ebb, whose first success as a team had been the song "My Coloring Book," which had been written for Kaye Ballard, but was recorded by Streisand in 1962, who popularized it. It was directed by Herbert Ross.
- Barbra Streisand as Fanny Brice
- James Caan as Billy Rose
- Omar Sharif as Nick Arnstein
- Roddy McDowall as Bobby Moore
- Ben Vereen as Bert Robbins
Although she was contractually bound to make one more film for producer Ray Stark (Fanny Brice's one-time son-in-law), Streisand balked at doing the project. She told Stark "that it would take litigation to make her do a sequel." However, Streisand liked the script, which showed Fanny to be "...tougher, more acerbic, more mature...", and she agreed to do the film.
The first actor to read for the role of Billy Rose was Robert Blake. Other actors were mentioned, including Al Pacino and Robert De Niro, but ultimately James Caan was chosen. Streisand explained: "It comes down to whom the audience wants me to kiss. Robert Blake, no. James Caan, yes."
Stark, unhappy with the scenes shot by the original cinematographer, lured an ailing James Wong Howe out of retirement to complete the film. It proved to be his final project, and it earned him an Academy Award nomination.
Studio heads forced Ross to trim the film to a manageable 136 minutes prior to its release. Much of Vereen's performance ended up on the cutting room floor, together with a recreation of Brice's "Baby Snooks" radio show and dramatic scenes involving her and her daughter.
In addition to Howe, Oscar nominations went to Ray Aghayan and Bob Mackie for Best Costume Design, John Kander and Fred Ebb for Best Original Song ("How Lucky Can You Get?"),Peter Matz for Best Scoring of an Original Song Score and/or Adaptation, and the sound crew. Streisand, Caan, and Vereen all received Golden Globe Award nominations, as did Kander and Ebb and the film itself, but it was shut out of any wins in both competitions.
The film grossed $40,055,897 at the U.S. box office, making it the eighth highest grossing picture of 1975.
James Caan thought there were "too many cooks messing around" the film, although he liked his performance.
- Academy Award for Cinematography
- Academy Award for Costume Design
- Academy Award for Music (Scoring: Original Song Score and Adaptation)
- Academy Award for Music (Original Song)
- Academy Award for Best Sound (Richard Portman, Don MacDougall, Curly Thirlwell, Jack Solomon)
The original 1975 Arista soundtrack, with all songs by Kander and Ebb, unless otherwise noted:
- "How Lucky Can You Get?"
- "So Long, Honey Lamb"
- "I Found a Million Dollar Baby (in a Five and Ten Cent Store)" (Harry Warren, Billy Rose, Mort Dixon)
- "Isn't This Better?"
- "Me and My Shadow" (Billy Rose, Al Jolson, Dave Dreyer)
- "If I Love Again" (Ben Oakland, J. P. Murray)
- "I Got a Code in my Doze" (Billy Rose, Arthur Fields, Fred Hall)
- "(It's Gonna Be A) Great Day" (Vincent Youmans, Edward Eliscu, Billy Rose)
- "Blind Date"
- "Am I Blue?" (Harry Akst, Grant Clarke)
- "It's Only a Paper Moon/I Like Him" and "It's Only a Paper Moon/I Like Her" ("It's Only a Paper Moon" by Harold Arlen, E.Y. "Yip" Harburg, Billy Rose; "I Like Him/I Like Her" by Kander and Ebb)
- "More Than You Know" (Vincent Youmans, Edward Eliscu, Billy Rose)
- "Clap Hands, Here Comes Charley" (Ballard Macdonald, Joseph Meyer, Billy Rose)
- "Let's Hear It For Me"
The CD versions in print since 1998 are slightly different, relisted to match the order in the film, and with a couple of alternate versions and a bonus track:
- "Blind Date"
- "More Than You Know"
- "It's Only A Paper Moon / I Like Him"
- "It's Only A Paper Moon / I Like Her"
- "I Found A Million Dollar Baby (In A Five And Ten Cent Store)"
- "So Long, Honey Lamb"
- "I Got A Code In My Doze"
- "Clap Hands, Here Comes Charley"
- "(It's Gonna Be A) Great Day" (alternate version, slightly longer and with a different vocal)
- "How Lucky Can You Get"
- "Am I Blue"
- "Isn't This Better"
- "If I Love Again"
- "Let's Hear It For Me" (with introduction not included on the original album)
- "Me And My Shadow"
- "How Lucky Can You Get (Single Mix)"