Directed by Gene Kelly and written and produced by Ernest Lehman, the film stars Barbra Streisand, Walter Matthau, Michael Crawford, Danny Lockin, Tommy Tune, Fritz Feld, Marianne McAndrew, E. J. Peaker and Louis Armstrong (whose recording of the title tune had been a number-one hit in May 1964).

[2] The film follows the story of Dolly Levi, a strong-willed matchmaker who travels to Yonkers, New York, to find a match for the miserly "well-known unmarried half-a-millionaire" Horace Vandergelder.

Horace, who owns Vandergelder's Hay and Feed, plans to travel to New York City to march in the 14th Street Parade and to propose to milliner Irene Molloy, whom he met through Dolly.

Dolly also helps Ambrose and Ermengarde, entering them in a dance contest at the fancy Harmonia Gardens restaurant, which she and her late husband Ephram frequented.

Irene does not love Horace, but the marriage can provide her with financial security and an escape from her boring job.

After hearing Cornelius sneeze, Horace storms out, realizing that there are men hiding in the shop but unaware that they are his clerks.

Dolly arranges for Cornelius and Barnaby, who are still pretending to be rich, to take the ladies to dinner at Harmonia Gardens, to make up for their humiliation.

In a moment alone, Dolly asks for her late husband Ephram's permission to marry Horace, requesting a sign.

She says that the heiress Ernestina Simple would be a good match for him and requests that he meet her that evening at Harmonia Gardens.

At the Harmonia Gardens restaurant, head waiter Rudolph prepares his crew for Dolly's return.

The next morning, at the hay and feed store, Cornelius and Irene, Barnaby and Minnie, and Ambrose and Ermengarde all come to collect the money that Horace owes to them.

Chastened, Horace admits that he needs Dolly, who is unsure about the marriage until Ephram sends her a sign.

[5] In the opening credits, the passenger train is traveling along the Hudson River on rails belonging to Penn Central.

[citation needed] The film was beset by tension on the set, with Streisand clashing with co-star Matthau and director Kelly.

Jerry Herman wrote "Just Leave Everything to Me" specially for Streisand; it effectively replaced "I Put My Hand In" from the Broadway production.

However, an instrumental version of parts of "I Put My Hand In" can be heard in the film during the dance competition at the Harmonia Gardens.

[9] Working under the musical direction of Lionel Newman and Lennie Hayton, the very large team of orchestrators included film stalwarts Herbert W. Spencer and Alexander Courage, the original Broadway production arranger Philip J. Lang, making a rare film outing, and established television and pop arrangers Joe Lipman, Don Costa and Frank Comstock.

[21] Vincent Canby in his review for The New York Times said that the producer and director "merely inflated the faults to elephantine proportions".

The consensus states: "Though Barbra Streisand charms, she's miscast as the titular middle-aged widow in Gene Kelly's sluggish and over-produced final directorial effort.

"[23] Eric Henderson of Slant Magazine said, "More infamous for bringing Fox financially to its knees than for being the last major musical directed by Gene Kelly, Hello, Dolly!