Top Secret! (with Ed Helms)

Summary

Unspooled Podcast – "Top Secret! (with Ed Helms)"

Hosts: Paul Scheer & Amy Nicholson (Special guest: Ed Helms)
Date: May 21, 2026

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Episode Overview

In this episode, Paul Scheer is joined by actor and comedian Ed Helms to dive deep into the 1984 cult comedy Top Secret! Directed by Jim Abrahams, David Zucker, and Jerry Zucker, the film is a wild mashup of Elvis musicals and Cold War thrillers that has often flown under the radar compared to the filmmakers' bigger hits like Airplane! and The Naked Gun. Together, Paul and Ed explore why Top Secret! deserves more recognition, dissect its most brilliant gags, and discuss the mechanics that make this brand of spoof comedy so enduring and unique.

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Key Discussion Points

Why Top Secret! Stands Out in Spoof Comedy

• Genre-Bending Mashup:
  Ed notes, "Top Secret is this wild mashup of World War II movies, Elvis movies, beach party movies... It's kind of hard to pin down" ([09:45]).
• Underrated Status:
  Paul and Ed ponder why the film doesn’t have the beloved status of Airplane! or Naked Gun despite being “arguably funnier.” Ed points out it's because it parodied no single genre and thus is less instantly relatable ([09:45–11:17]).
• Timing & Marketing:
  The episode explores how Top Secret! was released in a crowded summer (with Ghostbusters, Gremlins, and Karate Kid) and was poorly marketed, notably with its ambiguous 'cow in boots' poster ([12:26–14:22]).

Val Kilmer’s Breakout & Commitment to the Bit

• First Starring Role:
  Val Kilmer was an unknown at the time, chosen for his straight-laced acting and ability to “sing and dance like Elvis” ([19:29–20:14]).
• Performance Philosophy:
  Kilmer played everything totally straight, which was both a creative tension with the directors and the secret sauce behind the film’s comedic precision ([20:16–22:09]).
• Memorable Quote:
  "He treats that character with gravitas." – Ed Helms ([21:12])

Joke Density & Filmmaking Craft

• Visual Gags Galore:
  Paul admires how the film “packs as many as six jokes into every frame,” from background gags to major set-piece comedy ([15:21–17:16]).
• Notable Visual Bits:
  • The train platform joke: The set is stationary, and the platform moves away, subverting expectations ([15:21–17:16]).
  • Exaggerated miniature planning models, complete with working train, to explain an infiltration plot ([17:16–17:30]).
  • The 'pizza cheese' sight gag in a German pizzeria ([18:59]).
• Straight-Faced Delivery:
  The hosts emphasize how the cast’s total seriousness amplifies the absurdity, differentiating this brand of spoof from others like Mel Brooks’ films ([18:59–19:29], [46:07–47:05]).

Iconic Scenes

• Underwater Bar Fight (38:03):
  Perhaps the film’s most ambitious sequence—a barroom brawl staged entirely underwater. Both Paul and Ed are awe-struck by the commitment and practical effects:

  “Technically, one of the most impressive sequences ever seen in any comedy.” – Paul Scheer ([38:17])

• Swedish Bookstore (41:28):
  A genius, conceptual scene shot entirely backwards and played in reverse, yielding a sequence that’s both odd and hilarious:

  "You’re not even necessarily laughing at it as much as you’re just in awe of it." – Ed Helms ([43:51])

The Movie’s Tone: Horny, Childlike, and Joyous

• Bawdy Humor Without Malice:
  From Beach Party–style bikini gags to the infamous ballet dancers' erections, the film is sexy in a juvenile and “horny” way, never mean or explicit ([27:25–27:49]).
• Universal Appeal:
  The hosts reflect how the movie’s “layered” jokes allow both kids and adults to find something funny, and that makes it endure as a family favorite ([49:39–50:54], [69:17–70:44]).

Comedic Craft and Production Execution

• No Improv—All by Design:
  "These are not improvised moments... nothing in here is by chance. And that, I think, makes it way more interesting." – Paul Scheer ([64:11])
• Production Team’s Commitment:
  Ed notes that the production designers, prop builders, and the whole crew “got the joke” and committed to delivering visual humor at every turn ([61:19–61:29]).

Influence on Comedy and Comparison to Other Spoofs

• Writer’s Room Mentality:
  Paul explains that the film was built around a document of “500 jokes that didn’t have room for Airplane!” and structured to include as many as possible ([37:41]).
• Hardest Kind of Comedy:
  Ed claims, "Even when Mel Brooks is at his best, you still can feel Mel Brooks kind of like elbowing you... But what's incredible about this [film]... they're never elbowing you" ([46:02–47:05]).
• Modern Spoof Landscape:
  Briefly discuss the wave of Scary Movie–style spoofs and why they lack the precision (and heart) of the ZAZ classics ([35:55]).

Legacy and Hope for the Genre

• Revivals & Nostalgia:
  As new parody films line up for release (Naked Gun reboot, Spaceballs 2, new Scary Movie), Paul and Ed hope studios will return to this high-effort, densely packed style of spoof ([66:49–68:38]).

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Notable Quotes & Memorable Moments

• On the cult status:
  “Why does this movie, which is arguably funnier, not get the attention of Airplane!?” – Ed Helms ([09:45])
• On practical jokes:
  "Who thought of this? And why and how? And they built... long dolly track to put a tree on and chase the train set.” – Ed Helms ([16:31])
• About joke density:
  "No scene is done until there are like five or six jokes in the frame." – Paul Scheer ([47:36])
• On straight-faced spoof:
  "Even when Mel Brooks is at his best, you can feel him elbowing you in the ribs. Here, they're never elbowing you." – Ed Helms ([46:21])
• Director’s touch:
  “You can tell everyone got the joke... That's a testament to the direction of the movie.” – Ed Helms ([65:14])
• Why the film endures:
  "Everyone’s walking away with their thing." – Paul Scheer ([70:44])

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Timestamps to Key Segments

• [08:16] – Setting the stage: Where Top Secret! fits in comedy history
• [09:40] – Why Top Secret! is overlooked and hard to categorize
• [12:26] – The crowded box office release and failed marketing
• [15:21] – Visual gags: production design and joke density
• [19:29] – Val Kilmer’s discovery and performance style
• [27:25] – The film’s “horny” humor and family appeal
• [38:03] – The underwater bar fight: technical brilliance and concept
• [41:28] – The Swedish bookstore scene: comedy as visual magic
• [46:02] – Comparing ZAZ’s approach to Mel Brooks’ comedy
• [61:19] – Commitment of entire production team to the humor
• [66:49] – Hope for the return of meticulous spoof comedy
• [71:18] – Ed plugs his podcast, Snafu

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Further Highlights

• Cher’s Unintentional Influence:
  Cher, who was dating Kilmer at the time, told him repeatedly on set that the movie was terrible—a running behind-the-scenes anecdote ([58:08]).
• The Giant Pigeon Joke:
  Ed’s favorite joke: humans land on a pigeon statue and urinate on it, only for the giant pigeon to “poop” in return ([62:43]).
• Production Values vs. Modern Comedy:
  The hosts lament that such intensive, practical production for one-off background jokes is rare today ([63:01]).

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Final Thoughts

Paul and Ed’s affectionate, meticulous conversation cements Top Secret! as a labor of comedy love—a film with relentless gags, technical ambition, and a unique tone that still stands out. The episode is packed with personal insight, film history, and an appreciation for joke craftsmanship that any fan of comedy or classic spoofs will appreciate.

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Additional Recommendation

Snafu Podcast (Ed Helms):
History meets comedy as Ed walks guests through infamous real-world blunders, with episodes covering topics like the Hindenburg, the Johnstown flood, and more ([71:37–74:24]).

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For those who love smart, silly, and densely crafted comedy, this episode (and film) is required listening and viewing.

Transcript

[Paul Scheer]

The year 1984.

[Ed Helms]

Then one night, the secret police broke into my house. They tore me from my family, ransacked my laboratory, and brought me to this dungeon.

[Paul Scheer]

That sucks. The movie Top Secret. Hey, everybody. Welcome to Unspoken. This is a podcast about good movies, critical hits, fan favorites, must sees, and in case you missed them, we have covered the AFI top 100. Now we are checking off movies from three major lists. The Letterbox top 250 films with the most fans, the IMDb top 250, and the New York Times 1000 essential films. And we'll also be chasing our own curiosity as well. But while Amy is away in Cannes, I have invited a very dear friend to come and and talk about a movie that's number one on his list. You might know our guest today. Oh, my gosh, one of the best. He has been in hit shows like the Office and the Hangover series. We were in a movie together called Family Switch. But you should really get to know his podcast, Snafu, where he unpacks stories of epic screw ups throughout history and how these failures shaped our modern world. Please welcome Ed Helms. Ed, how are you?

[Ed Helms]

I am so good and I am so dang delighted to be here. And thank you for that beautiful, lovely, flattering introduction. But I have one quibble.

[Paul Scheer]

Yeah, what?

[Ed Helms]

You left out another movie that we did together.

[Paul Scheer]

Oh, my gosh.

[Ed Helms]

That we bald? Well, no, wait, that's an even deeper cut.

[Paul Scheer]

What other movie done? I'm sure we've done a few.

[Ed Helms]

Weren't you in Meet Dave?

[Paul Scheer]

Oh, yeah. Ed. My favorite story of all time, where I was fired, rehired, and then ultimately cut out of the film as Lieutenant Buttocks. I don't know if I've ever. I don't know if I've ever told you that story. It was one of the craziest stories that I was fired and I didn't know why. I couldn't quite figure out. And this is a much more compacted version of the story. And then when I talked to Brian Robbins, he goes, hey, man, you know, when I saw you audition, just thought you were a big old fat guy. And I was like, oh. He goes, yeah, I need to see ass crack on that first scene. He's like, I needed ass crack. You didn't have ass crack. I couldn't open up Lieutenant Buttocks without a big fat ass. And what? And that is why I got fired and why the wonderful sound mixer was cast in my role moments after I was fired in the film. Whoa.

[Ed Helms]

That is random.

[Paul Scheer]

I had a great time and met Eddie Murphy, which was a. A true thrill. I know that you also are a big Eddie Murphy fan.

[Ed Helms]

Yeah, big time. Yeah, that was huge. And then Eddie, I guess, had a falling out with the studio when they released the movie, because I think they said that. I remember I went on one of my first talk show appearances ever to promote that movie, and they said, you can't talk about space. So the premise of the movie is that. Is that Eddie Murphy is a spaceship, and he's full of tiny aliens controlling him. And you and I were. Were little aliens inside of Eddie Murphy.

[Paul Scheer]

You were in the command. You were in the head command.

[Ed Helms]

I was in the. I was in the head, Yeah.

[Paul Scheer]

I was in the butt. I was in the butt, and Husky

[Ed Helms]

was in a joint, like a shoulder or an elbow or something. And.

[Paul Scheer]

And then. So they couldn't say it was a space.

[Ed Helms]

They told us. They told. Because what was that other one that. That he did? Jupiter.

[Paul Scheer]

Oh, oh, the Mars one. Right. It was like Pluto Nash.

[Ed Helms]

Pluto Nash, Yeah. Pluto Nash had tanked. And so they said, you can't talk about, like, sci fi or space, even though the premise of the movie is that he's a spaceship and we're all aliens. And so they were so scared of that movie having tanked. And I think that really. I don't know what it was that. That. That pissed off Eddie, but he wound up not even attending the premiere.

[Paul Scheer]

Oh, my God.

[Ed Helms]

And the movie just didn't. Didn't do anything. It's a charming movie.

[Paul Scheer]

It is. I remember.

[Ed Helms]

It's a wonderful premise. I loved the script so much.

[Paul Scheer]

I did, too. I remember reading that script on a plane and going, like, this is going to be a giant hit. It's Eddie Murphy in Eddie Murphy. Eddie. Everybody's really funny. Kevin Hart's in that movie, I think, too, right? Kevin was in the head.

[Ed Helms]

I think so.

[Paul Scheer]

It was a crazy great cast. Elizabeth Banks, but we were. But again, we were all separate because the aliens never leave the ship ultimately. Or if they do, they're in very miniaturized versions of themselves. I don't know.

[Ed Helms]

Yeah, I just remember, like you said, we got to meet Eddie Murphy and work with Eddie Murphy, and that was, like, the coolest thing ever.

[Paul Scheer]

Hey, everybody. One of my favorite podcasts, Talking Pictures, is back for another season. You know this from TCM and HBO Max. It's a podcast all about movies and memories, hosted by Ben Mankiewicz. And he gets to sit down with some of Hollywood's most influential actors and filmmakers to discuss the movies that inspired them I've been on the show. It was the most fun. And this season he is talking to people like Edgar Wright about pacing and montages in film and Rosie Perez about her acting career and how it kind of just began on accident. He's also talking to Patton Oswalt, Susan Sarandon, Hira Murai who is a director who did a lot of Atlanta and the great new show Widows Bay, Sally Field, Tony Goldwyn, and so much more. This season, Ben and his guests are on camera, so you can also watch talking pictures on HBO Max and Spotify, or listen wherever you get your podcast.

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[Paul Scheer]

All right, so let me just set the stage a little bit. The year is 1983, and the filmmaking trio of Jim Abrams, David Zucker, and Jerry Zucker are coming off the surprise success of Airplane, a movie that basically rewired American comedy with its rapid fire, deadpan absurdity. And the studio says, we want you to make another. But instead of repeating themselves, they start thinking bigger. What if they mashed up two completely different genres, An Elvis Presley rock musical and a Cold War thriller, and that collision becomes Top secret. And this is a movie that's not a parody of just one thing, but an entire era of pop culture into itself. I have to tell you, when I reached out to you to do this, I was like, give me a list of a couple movies that you would like to talk about. And you sent over a list that I absolutely loved. And at the top of that list is the movie that we're talking about today, Top Secret, which is a film that I feel does not get much love in. In the world of, like, spoof and parody. We talk about Airplane all the time, done by the same team. But Top Secret kind of falls in this weird middle ground because Naked Gun is also, like, not a full follow up, but a lot of the people involved creatively went on to make Naked Gun. But Top Secret kind of falls in this, like, weird middle ground.

[Ed Helms]

I agree with you.

[Paul Scheer]

And I wanted to know, like, why is that movie, like, number one on your list?

[Ed Helms]

Well, you know, it's funny. I. I was going back and trying. I was thinking about, why is Top Secret just not. Why doesn't it have the status of those other movies? Because it's arguably funnier. I think it's one of the funniest Zucker Abrams movies of all time. And I think it's because it's not as identifiable. Airplane is such a specific parody of a disa. Airplane disaster movie, right? And. And then Naked Gun is such a specific parody of the cop genre of both TV and movies. Of course, it started as Police Squad, which was a parody of TV shows. And then. And. And so that those were known parodies. They were things that People sort of instantly got and understood. But top secret is this wild mashup of World War II movies. Elvis movies, beach party movies. It's like all these funny kind of things mashed up together. There's a Western saloon. There's a saloon fight randomly in the middle of it, like underwater. Of course we'll get to that, I'm sure. But it's. It's just one of those movies that's kind of hard to pin down. And I have always felt like it never got the attention it deserved.

[Paul Scheer]

Yeah. Because I think we actually talked about this on our Airplane episode. The movie that they based Airplane on. Airplane is like a shot for shot recreation of it. They just made it funny. And I feel like when they attacked this, they just brought in all the things that they had been making fun of their entire life because they started off, you know, with this kind of sketch group that was making these really funny videos, like the. You know, so they. They really, I think, go deep here. But for whatever reason. And I'm gonna say that one of the biggest reasons why this movie doesn't hit is because it comes out the same weekend as Ghostbusters. And I think.

[Ed Helms]

Well, no, wait, did it come out this.

[Paul Scheer]

I think.

[Ed Helms]

I thought there was some story where they pushed the release.

[Paul Scheer]

Oh.

[Ed Helms]

And maybe, like, it was. It was scheduled to come out the same weekend as Gremlins and Ghostbusters. And they. They then pushed the release, which. Which pissed off a lot of exhibitors. But. And maybe that's why it. It kind of. It. It missed its marketing window or something. And maybe that's part of what I. I guess I'm sort of speculating here.

[Paul Scheer]

Well, here's what I will tell you.

[Ed Helms]

The.

[Paul Scheer]

The week that it come. Oh, yeah. Okay. So you are right. The week that it comes out is June 22, 1984. At that point, Ghostbusters has been number one for 17 days. Gremlins has been out there for 17 days. Indiana Jones and the Temple of Doom, Rhinestone, the Karate kid, Star Trek 3, the search for Spock, and then Top Secret. So it opened against Rhinestone and the Karate Kid. Uh, and also in the top 15 is police academy and Romancing the Stone. As far as comedy. So the. The multiplex is packed with classics, and it's kind of crazy that Rhinestone with Dolly Parton and Sylvester Stallone opens above it. Uh, right.

[Ed Helms]

It's like.

[Paul Scheer]

Which is. But this is.

[Ed Helms]

Well, also, Val Kilmer wasn't a big star at all in this moment. Like, he was. I don't even know what he'd done prior to this. But. But he was.

[Paul Scheer]

He was pretty much an unknown, right? They kind of found somebody, you know, that could do it all. He was, you know, a very trained actor. And I think they were going on that same path that they went on for Airplane, which is like, let's just cast people who look straight, like Omar Sharif is the biggest person in this movie, which I get. Which again, I don't think that's going to be bringing people out in 1984. I don't know if that like, you know, Omar Sharif is. Is gonna. Is gonna get those box office dollars. I do also want to talk about the poster. It's pretty terrible. It is a yellow poster with a cow in work boots. They put a lot behind this cow and work boots and it just says top secret on it. There's not even a picture of Val Kilmer. Not that that would have made a difference. And it just says, from the makers of the original Airplane, I will tell you that there is nothing funny about this poster or eye catching.

[Ed Helms]

And the title, it's unclear. Like it's just sort of. What does that mean? And then the cow is sort of like it's just one part of the movie. And it doesn't really sell the. The hum like what the movie's about or even the tone of the movie. You're right, I hadn't thought about that. But. But a lot of the. The graphic art for the movie was just a little off. They really didn't serve the movie very well.

[Paul Scheer]

They bet everything on a cow wearing boots would be the thing that would bring people to the theater. Because it really was like a yellow poster with cow wearing boots, a top secret stamped on it. And I think there might have been a mini Val Kilmer on it. But I do think like from a directing point of view, this is a movie that is beautifully shot and they do some sequences here that are so much more interesting and visual than they did an airplane and even nake a gun. I don't think they're doing it.

[Ed Helms]

Yes, I agree. And the scale of the jokes, like the commitment to the production design and the prop building and all the things that went into some of these physical gags are so intense and elaborate and they're just like three second visual gags. Like for example, when they're pulling out of the train station, there's like three distinct visual jokes. When they're pulling out of the train station in the first act of the movie where first the train platform. You know, you're Looking through the train car out the window. And the train platform, of course, sort of disappears as they drive away. But then you realize that the what the set you're on is stationary and the train platform is the thing rolling away.

[Paul Scheer]

Exactly.

[Ed Helms]

And then cut to a wide shot and you see it on a flatbed rolling away. Then there's a guy. Suddenly the train is now moving and you're seeing outside the trees sort of whooshing by. But all of a sudden one tree is keeping up with the train for no reason. This is the most insane joke.

[Paul Scheer]

Why?

[Ed Helms]

Who thought of this? And why and how? And they built. Clearly they built some complex long dolly track to put a tree on and then chase the train set. And then a guy is running after the tree and he jumps on and holds onto it like he's going for. Like he's a commuter riding a tree.

[Paul Scheer]

Torch. Yes, the tree. And that is. And it's just these little jokes. They don't really comment on them. They're always happening. And it could be as small as. When they're making a plan, they do this like, very simple. We're gonna put an, like an X in the dirt to kind of show you what our positioning might be. And then it just keeps on building that not only are they putting an X in the dirt, but they have built a full on life size replica model of the place that they're breaking into.

[Ed Helms]

So wonderful.

[Paul Scheer]

And then you're like, oh, that's funny. And then it gets funnier because the model is more intense. And then a. Like a motorized train goes around it. Yeah, like in. And they just keep on moving. The joke density here and the styles.

[Ed Helms]

What you're speaking to is the joke math. Right. Like the heightening of the jokes just keeps going and going and going. But like to your earlier point about the scale of the jokes, just from a physical production standpoint, so many giant practical executions of these jokes are happening. For example, the, um, you know, they have the. There's a. They. There's this giant electromagnet in the, in the. And they turn it on and attracts a submarine that bursts through the wall. And this is a very realistic looking submarine. I'm not seeing that.

[Paul Scheer]

And I'm figuring, how did they do this? How did they do this? And it. Cause it is practical, it comes through the wall, it's giant. And then someone comes out of also raising their hand because the guards have found out that they were doing something wrong in the prison cell. It really is like a precision. And a lot of the way that this crew directs is it plays in one shot. So it. It's not very cutty, and there are just little jokes. I was watching it with my kids last night, and there's a moment where there's, you know, this dramatic scene where Val Kilmer is talking to his love interest in the film, and. And they're at a pizza place in Germany, and behind them, the kids are trying to get slices of pizza off, but the pizza cheese has gotten too

[Ed Helms]

long, it's too stringy.

[Paul Scheer]

And everyone in the restaurant is trapped in this stringy cheese. And then we cut away from it, and then it's gone. And I think I was watching it and going. I think that their true secret here was never winking at it. I mean, that most. They look to the camera at one point when they say, it's almost like we're in a bad movie, and they stare at the camera. But, you know, Val Kilmer's playing it really straight. Val Kilmer is doing.

[Ed Helms]

He's amazing. He's amazing.

[Paul Scheer]

Amazing in it.

[Ed Helms]

And by the way, his Elvis dancing in that big restaurant scene in the beginning is his. Well, actually, in numerous musical numbers, his Elvis dancing is spot on.

[Paul Scheer]

Well, apparently, that's what won him the role. So they were looking for actors, and again, their school of thought is they want to go the Leslie Nielsen route. This idea of someone who can just deliver it straight. They can't find anyone. I also think the success of Airplane people probably coming in trying to be a little bit funnier, not actually understanding what they wanted, and they can't find them. And they hear about this play called Slab Boys, and Slab Boys was an off Broadway play with Kevin Bacon, Sean Penn and Val Kilmer.

[Ed Helms]

Man, I would kill to see that.

[Paul Scheer]

Right?

[Ed Helms]

And they're in, what, 1983?

[Paul Scheer]

Two or three, exactly. And they're like, let's bring that guy in. And they bring him in for an audition, and he reads it as if he's auditioning for, you know, an Elvis movie, and then breaks into this Elvis Turn Me Loose song, right? And they're like, wait, hold on. You can sing and dance, too. We got our guy. And that was it. Like, he, you know, he came to this as if he was embodying Elvis, and part of it caused a lot of friction between, you know, the creators and him because he, you know, he didn't want to do the gags always, because he was like, oh, it's undercutting my Elvis. And they're like, no, no, no, that's. You have to play it straight. We have to do the gags. It was a. And I think that that tension, though, creates a great performance because he treats

[Ed Helms]

that character with gravitas. Yes.

[Paul Scheer]

I mean, he's Juilliard trained. Right. So he is like, you know, and there's just something about it, you know, and even in his biography, I'm not your. Or I'm your Huckleberry. He. He's like, I don't really know what that movie was about. So, like, he's still not quite sure, but he just committed.

[Ed Helms]

There are a lot of aspects to that movie where you're kind of like these. You're just looking at these great actors, and there's so many character actors in the movie that give phenomenal, straight performances in the service of just absurd silliness. And you're like, these people just really trusted these directors. They really put them in the director's hands because the things they're saying and doing are so ridiculous and insane.

[Paul Scheer]

But.

[Ed Helms]

And the direction that they got, presumably, was to do everything with all of that gravitas and seriousness and the World War II kind of intensity of a World War II movie. And it's just all the sillier for it.

[Paul Scheer]

And I think what's really interesting is, to your point, they don't stay anywhere too long. Right. Like you said, they are parodying, like, the Elvis movies, the beach movies, prison movies, and, you know, and they even do the Blue Lagoon.

[Ed Helms]

Yeah.

[Paul Scheer]

And that was, to me, I was like, oh, wow. The movie kind of just at any given point, you know, it has that Kentucky Fried Movie sensibility where they're just cutting from genre to genre to genre, but it does hold together as a movie.

[Ed Helms]

Well, you're so right. It's like Kentucky Fried Movie with a plot sort of overlaid on top of

[Paul Scheer]

it, and a very loose one. Right. And it's like. But enough that you can follow it and you care about it because they are essentially creating enough thread that you can follow. And the love story at the center is nice. Like, I think I like, by the way, really fantastic.

[Ed Helms]

Guttridge. What's the name?

[Paul Scheer]

Yeah, Lucy Gutridge. Really great. But, yeah, you look at this list, and it is a lot of European actors. This movie was shot in Shepperton Studios, you know, in London. And I think they just got great, great actors.

[Ed Helms]

Yeah, for sure.

[Paul Scheer]

And it's.

[Ed Helms]

I really like how you. You brought up that cheese. That pizza cheese joke earlier, because that speaks to. And this. It's kind of fitting into this Kentucky Fried Movie comparison, too, because this. This movie even Though it has a coherent plot. And if you watch the movie paying attention to the plot, it's actually very coherent. Yes. And there's a. And there's. Because there's so many lines that you miss because you're watching the physical gags, but the lines are actually supporting a straight plot. But it's almost as if they just had so many silly ideas for scenes and just created this pastiche and glued it together.

[Paul Scheer]

Right.

[Ed Helms]

Well, I guess there's no rules when

[Paul Scheer]

you're looking at these movies that they're parodying. And again, Elvis movies are not finely scripted affairs. Neither are Beach Party movies. Right. Even like the low tier World War II movies. So it's not hard to put like a script that's up to the status of the others. Right? Yes, there are some great ones in there, but this, it is. It's easy. Cause there's so many of these being made. I think what I really love is the way that this movie opens. You have this great scene with Omar Sharif fighting this hulking man on a train. And you think, oh, this man's gonna get killed by like a passing. But he's so big that the bridge actually breaks, you know, all right, great. So we have that. But then when they cut into Skeet Surfing, which is this Beach Boys number that Val Kilmer's not even in, that is to me, this movie lives in my brain so much that like, that is one of the funniest openings in a music video parody that I've ever seen. That really, it. We're there for four or five minutes and it doesn't really have to do that much with anything else, like. Cause it's like everything is about people having guns. You see, the top three songs on the chart are all songs about Skeet by Nick Rivers.

[Ed Helms]

You're Skeetin Hart with Lucinda Williams or something. Or Tammy Wynette, a duet with Tammy Wynette.

[Paul Scheer]

And he's posing on the COVID of Rolling Stone with like a shotgun. And it's such a. A fun way. And again, we don't introduce him in that scene. I was kind of shocked at that. And rewatching it, I was like, oh, they just shot this independently of Val Kilmer. And yet the whole movie is about him. And we really kind of first meet him in that train sequence.

[Ed Helms]

But let's also not forget that we're as 10, 11, 12 year old boys at that time. We are the target audience. And there's a lot of bikinis in that first five minutes. Again, that's just like the way 80s movies drew in, like, young boys.

[Paul Scheer]

I mean, I think I thought the most sexual shot I've ever seen. Well, this movie does. And I want to talk about this. It does have a lot of horniness in it. But that opening scene where, like, a woman in a bikini is sunbathing and she gets up and you realize that her breasts have been indented into the sand, I was like, oh, my God, I've never seen it. Right. And. And that's the thing about it. The movie has this, like, kind of body, sense of humor and to a point where I wanted to watch it with my kids, but I was like, oh, there's certain things I can't watch. Like the ballet scene where they're doing it this, you know, beautiful, like Swan Lake. And all the male, you know, dancers have erections and the woman is, like, kind of dancing on their erections.

[Ed Helms]

On top of their erections. Yeah. Using them as, like, foot. As, like, pedestals to dance on top of.

[Paul Scheer]

And then it's like there's this great middle storyline of this guy who can't get his wife to orgasm, and he's gotten this insane vibrator. And as a kid, I remember watching that and not really understanding what it was, but I knew it was something I didn't quite understand.

[Ed Helms]

You knew it was tawdry.

[Paul Scheer]

Yes. And then. And it's revealed later that he's just impaled himself on his own vibrator. And it's like, you know, it took us hours to get the smile off of his face. But, yeah, I was really interested in how, like, dirty, like. Or horny. Horny is a better term because horny, it's not like dirty where there's no nudity, but it just feels like a young boy. And it does feel like it captures that sensibility. Like, it's more like kids poking each other and saying boobs than it is. Than, you know, Which I guess is a tremendous amount of restraint, too, because I guess at that point they could have done whatever they wanted to, and they definitely did in Kentucky Fried Movie. But. But yeah, I was. I was surprised at that. And. And. And in watching it, just being like, oh, I have to be careful to show all of this to my kids because it's just like, you know, when she goes down. When. When the love interest, when she goes down on the guy from the blue lagoon with a measuring tape to measure his penis, like, that's another. Just a side joke that's just going on in the background, a lot of dialogue is happening. And My, my son walked in on that moment. He's like measuring. I'm like, oh, muscles. All just muscles. Just getting all the muscles. Spring is upon us. That means it's time for shorts. It also means it is time for a linen pant. Oh, a linen pant. Fellas, get yourself a nice linen pant. Lately I've been a lot more intentional about what I wear day to day. I now have a partner to help me get dressed and that partner is Quint. All right. They give you fabrics that feel elevated, fits that are flattering, and everything just works without overthinking it. Now, I love Quint because what they do is they use premium materials like 100% European linen, organic cotton and ultra soft denim. And they price it 50 to 80% less than similar brands because they, they work directly with ethical factories and cut out the middlemen. So you're paying for quality and craftsmanship. Now I'll tell you, I just got some great shorts like this drawstring short from Quince that I love, but these linen pants are just sealing the deal. I love it because it's a way to be casual but a little bit dressed up. Maybe if you go on vacation, you go to the beach, whatever you might need. Get a linen pant in your rotation and get that linen pan at Quince. Refresh your everyday with luxury you'll actually use. Head to Quince.com unspooled for free shipping on your order and 365 day returns. Now available in Canada too. That's Q-U-I-N C E.com unspooled for Free Shipping and 365 day returns. Quints.com unspooled starting or growing your own

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[Paul Scheer]

But I got a chance to interview Zsasz and play this movie at the San Francisco Sketchfest.

[Ed Helms]

Really?

[Paul Scheer]

And we did it at the Castro Theater, beautiful theater. It was completely sold out. And they had never really experienced the film in that way where it was just non stop laughter. And it was really interesting with a big live audience, a big live audience that loved the movie because I think that they had seen it a handful of times, but it was, and I think it does feel to them a rejection of what they were trying to do because this was a bigger swing. It's like, well, we'll make our own thing. And then they go and make Naked Gun, which is incredibly funny. But Naked Gun, like to your point, is very much straight down the line. Like we're doing Cops. And I wish if this got received better, we could have probably gotten a much bigger world where they are continually spoofing so many things.

[Ed Helms]

Right.

[Paul Scheer]

But yet I think they kind of started to stick in their own lane after this. It's like it's a bummer because they were right, but they, you know, they, they were wrong too, you know, or they felt wrong.

[Ed Helms]

Yeah. Or, yeah, just I, I, my, the narrative I like is that it wasn't marketed properly, it wasn't released properly, it was up against too many, too many major blockbusters and, and it just didn't get the exposure it deserved. And if it had, and this, of course, this is the story, this is the counterfactual that I, that I like to tell myself that then if it had, it would have absolutely crushed it. And, and yes, I agree with you. Maybe it would have opened the door for a lot more of this kind of exploration from them and a lot more. Because there's a, there's a, there's a silliness. I mean there's a, of course all their movies are silly, but there's a, there's a kind of like chaotic ness to this, to this movie in particular because it's so unpredictable. Like you just don't know what, where they're going to go next. And there's so many tiny. Like, the joke density is absolutely mind blowing. I noticed a joke recently that I'd never seen before, which is in the very beginning of the movie, a messenger comes into the German generals, and he hands a message to a general. But before he does so, he takes his helmet off and sort of puts it under his arm officially. And it takes a second to realize it, but his chinstrap is still on his head. So he's taken his helmet off, but he still has a chinstrap on. And this is fully background. This character has no lines or anything. But it's just such a wonderful example of all the ways that they were just really attacking every frame with discipline. Like, how can we insert another joke into this? And again, like I said, there's sort of this chaotic unpredictability to that. That's so fun. And I think it keeps you on the edge of your seat as a comedy fan. You're just like, what's next? What's next? What's it gonna be? And I don't think that that really came back in moviemaking until, I mean, I think, you know, there was another sort of wave with the scary movies. And they started to. They started to become multiple. I think the first one was a pretty dedicated scary scream. Yes, it was a pretty scream parody. And then the subsequent ones became lots and lots of movies.

[Paul Scheer]

Or maybe I'm wrong about that. Well, no, I always felt like the scary movie. Cause they were. I think Zucker was a consultant on that or part of that. Definitely had much more of a plot. And I think it's the reason why you loved Regina hall and Anna Faris. Cause they actually were characters. And then you had these other movies that started to be like, not another teen movie or these movies that were just a setup of everything, but it just felt like nothing. And, you know, the one that I always think of, that I feel like is so influenced by, like, the Zsasz sensibility is like, I'm gonna get you, sucka. Like the Kenan Ivory Waynes movie. Like, you know. Cause they're, like, parodying so much blaxploitation, and it was so just rich and dense with jokes. And I love that these guys come from the point of view of jokes. And we talked about, you know, Mel Brooks here on the show a bunch of times. You know, how do you make a movie like this? And I think you have to create a movie like this in a writer's room. Because it is not just about telling a story. It is about One upping each other and adding. And you feel like. That's what you feel like when you're saying, like, this battle of jokes. And what they did was, you know, the studio obviously wants them to make Airplane 2. And they go, well, we don't want to make Airplane two because we just did that. And I appreciate them understanding that you couldn't make a parody of a parody, so they wanna move away from it. The studio does make Airplane 2. They're not involved with it. Sure. But what they start with is they said a document of 500 jokes that they didn't have room for an airplane. And that was the basis for Top Secret. It was like, how do we get these 500 jokes into a movie? And I love that. That's. You know, oftentimes the starting point is, oh, here's the idea. But it's like, here are the jokes. How do we build?

[Ed Helms]

Love that.

[Paul Scheer]

You know, so that's how they wrote this. And, you know. And that, to me, is really interesting because they really, I think, to your point, wanted to show everybody not only can we do jokes, but we can do different types of jokes. And we should talk about the underwater fight scene because the underwater fight scene is conceptually hilarious.

[Ed Helms]

Yes.

[Paul Scheer]

It is a bar fight underwater. And so now when you're watching it, you're like, oh, this is wild that there's a full bar underwater. But then you're watching it from a technical point of view and you're like, how did they do this?

[Ed Helms]

Yeah, because it is.

[Paul Scheer]

It is a full fist fight. And we have, you know, everybody. People are acting in it, but it is all underwater. And it is technically, I think, one of the most impressive sequences I've ever seen in any comedy. In the sense that it's our actors. It's not stuntmen doing a very hard thing, you know? Yeah.

[Ed Helms]

It's worth pointing out they're deep underwater. Like, you can't see the surface of the water over their heads.

[Paul Scheer]

No.

[Ed Helms]

Right. Like, they're. They're.

[Paul Scheer]

I don't know.

[Ed Helms]

I don't know if they're all being fed with oxygen or what, but I read somewhere that that whole sequence was done in basically, like, three to four second increments.

[Paul Scheer]

And.

[Ed Helms]

But that also. That scene is an incredible example of the joke heightening math that I was talking about before, where it starts with Val Kilmer and the other actor whose name I don't know.

[Paul Scheer]

The attractive British guy.

[Ed Helms]

Yeah. They're fighting on a truck. And it's a conventional fight scene. The truck goes over a bridge. And they fly off the truck into a river. Now, okay, so then you start to see them punch each other underwater. Funny. That's funny. Like, the fight is continuing underwater. And then they just gradually start to introduce additional elements. Like, that's when you start to see. Like, suddenly there's a stool, I think is the first prop that appears. And he just grabs a stool and breaks it over the other guy's. Right. And you're like, okay, that's funny. There was a stool underwater that they just. And then they widen out and they reveal, oh, now there's a bar. It's a saloon. It's a traditional western saloon. And it just keeps going. And then they reveal there's actually a table with a bunch of guys playing poker sitting in this underwater.

[Paul Scheer]

And they run for covering. And then my favorite joke that is at the very end, after the fight has gone off the rails and a gun has been fired, a chandelier falls from the ceiling. And we don't see the ceiling. Right. So it's like. It's just another joke just coming in from the top. And it's so impressive. Val Kimmer became a certified scuba diver after that. And they were running out of air. Cause they were actually laughing underwater. Like they were. Oh, my God, it is. And it's. It. It's also shot in a way that an old school bar fight would be. It's very big swings and, you know, and heightened kind of characters. Like when the bartender pops up and breaks the bottle over the guy's head, it's like. It is. They nail it so perfectly. And they don't have to do that. Like, they could have just gone into a bar and done that. But I think to me, they are trying to also play with the audience's expectations. Like they are heightening everything, but also taking you in all these different directions. That one other scene that I think people talk about in this film is the backwards scene, the Swedish bookstore. Yes.

[Ed Helms]

So you said this perfectly a minute ago. Like, these are jokes that they're kind of. They're amazing because they're not necessarily funny. They're just. They're so conceptual and they're so creative and the execution is so committed that I think as a comedy fan watching this, you're just like, you're not even necessarily laughing at it as much as you're just in awe of it. And yes. The underwater bar fight and then the Swedish bookstore scene, which. Do you want to explain how it works?

[Paul Scheer]

Yeah. Well, so they. At one point they say that we have to Go to this bookstore to get a little clue. And they go inside and everything is in this, like, garbled. Yeah, well, we'll actually play this clip. I'll play a clip here. And like, you know, they. And everything is in this, like, kind of garbled language. And as you're watching it, you know,

[Ed Helms]

they're presumably speaking Swedish. And then. And all their movements are just kind of awkward and strange looking. And there's a few other physical jokes in there, like the. The magnifying glass and the giant eye.

[Paul Scheer]

Like we're. And then the books are. Yeah, the book is flying off the shelf. Like, at one point, like, he catches a book and he throws it back up on the shelf and it fits perfectly on the top shelf. And as you're watching it the first time, you're like, wait, what? What's going on? Cause it does appear to be normal.

[Ed Helms]

Right.

[Paul Scheer]

And what you realize is they shot this entire scene, you know, backwards, you know, so they. And so they. And they reversed the playing of it. So it plays and again playing out in, like, one shot. So it feels very fluid. It doesn't feel cutty. And you're like, this is a bizarre. Again, a bizarre choice that they are. They're trying to top themselves in what they're doing. There's no reason to do that. Besides, like, we can. And this is such a funny way to do something. Anytime there's any exposition in this movie, they trump themselves in such major, major ways.

[Ed Helms]

I think this is exactly what I'm talking about where. And I think it's really what makes them transcendent comedy writers and directors. This is not an idea that is inherently funny. Right, right. And yet it fits so well. It's just. It's an idea that you see in the movie and you're like, that's so cool. That's so insane that they did that. And it's. It's almost like the. The audacity of the production of it is. What's funny is the thing that you're so excited by as a fan.

[Paul Scheer]

And I think that that's what helps this movie on a rewatch. Right. Cause you're looking for these things and it makes the movie never get old. And I think that that's a lesson that probably so many people could learn. When you're making a big comedy like this, it's like you have to just pack it with so much that it makes it worth revisiting. And also, like, you're in on the joke now because the first time you watch it Through. It does work. You know, you get, like, you said, the magnifying glass. Like, he has a magnifying glass up to his eye, takes it down, and his eye is actually distorted like that without the magnifying glass. And it's like, oh, so you're getting those simple jokes. But I think when you get to go back and think about it, especially at a time where, you know, people would go back and watch a movie twice or three times, you know, you couldn't just rewind it. You were at the theater, you're like, oh, wait, we gotta watch that scene again. How was that done? People weren't going online and figuring this stuff out. So I think it's. It also becomes a fun thing to bring your friends to or show to other people. I think that that's. And you're right, it's not funny, but it is hilarious. Like, it's like the songs aren't funny, but they are. Like, you know, the way that the girls are reacting to him doing his Elvis song. The Elvis song is really well done. It's, you know, it's Tutti Frutti and it's just people losing their minds, you know, or shake that rug. Or shake the rug. Or the song. There's. It's actually a well executed song. It's not full of jokes. Yes. But then behind him, people are just swinging bodies. Like you have this classic swing dancing. And then you start to realize it

[Ed Helms]

becomes so violent and insane. I'm saying something very controversial.

[Paul Scheer]

Sure.

[Ed Helms]

Which is that I love Mel Brooks. I worship at the altar of Mel Brooks. And I love Christopher Guest and all of those kinds of movies.

[Paul Scheer]

And.

[Ed Helms]

And I love Eddie Murphy and I love Mike Myers and the Austin Powers movies. I'm gonna say that this kind of movie is the hardest to do well of all of those kinds of comedy because even when Mel Brooks is at his best, you still can feel Mel Brooks kind of like elbowing you in the ribs. Right. He's kind of telling you this is funny and this is where to laugh. And it's. It's a really fun ride and it's amazing. But what's incredible, what's just that. Just one notch. Next level about this kind of comedy is that they're never elbowing you. Right. They're always.

[Paul Scheer]

Everyone.

[Ed Helms]

Like, you're just saying, like, it's all so straight and. And no one is thirst. Thirsty. Right? No, there's no sort of like. Like, no one's overacting or trying to, like, make you giggle by the just craziness of their character.

[Paul Scheer]

If you get it, you get it. Right? And I think that that's part of the fun of it, right. Is that you have to, like. It's like a cool kid thing. Like, if you're on our side, you're on our side. If you miss it entirely, that's on you. Right?

[Ed Helms]

Yeah.

[Paul Scheer]

And I think that that's an energy that is so pervasive. But I also think, to your point, you can get away with. And again, we are both very big comedy fans. We have done comedy, but we do comedy. But this is about a level of perfection. And I put this closer to. And I don't. This is gonna be lofty to say, but like the precision that you would put into like a movie, like project. Hail Mary. But on jokes, right? You're just saying, like. Cause it. No scene is done until there are like five or six jokes in the frame. And those jokes can't take away from the plot. And you have to. It is so hard to accomplish that in most movies. It's like, here's two people, they're being really funny. I could. You know, moments in stepbrothers, I'm like, this is the hardest I've ever laughed. They're doing that and they're doing five other jokes in the same shot. And I think that there's a thing. And I don't know how you feel about this, but you know, comedy. Sometimes when you play it out in a oner, you can see so much more stuff. It actually, I think, allows the audience to get on board. Cause you're. It actually gets a pace that you can't necessarily get. Cuts sometimes will help punch a joke.

[Ed Helms]

Yes.

[Paul Scheer]

But when you actually see something playing out, it's so. It's almost like a bigger magic trick. It's like a oner in an action movie, for sure.

[Ed Helms]

And I mean, most of Monty Python movies that Terry Gilliam directed, the great comedy sequences are one shot. It's like a locked off camera. And it'll just be like a long bit of dialogue and performance. And you're right, those are. It's a kind of discipline. And it really is. It respects the material because it's like, we don't need. We don't need any cinematic tricks to make this funny. It's just good. It's just gold.

[Paul Scheer]

And, you know, it's interesting because I think that what you are also hoping for, and I think the hardest thing when you're making a comedy is, you know, not everybody's sense of humor is the same. But I would argue that Mel Brooks and Zsasz have the track record of being able to bridge the gap more than anyone else. Right. Like that thing where, oh, the parents are loving it, the kids are loving it. And that's why I watched this movie so much when I was a kid. My dad loved this movie. I love this movie. I was watching it last night with my kid. He's laughing hysterically, you know, meeting the French resistance. And everyone is like, his name is deja Vu. Did I already meet you? Oh, this is weird. Or Chocolate Moose. And you know, it's not enough. Like, yeah, there are these like, jokes in it where it's like, oh, chocolate mousse. And you know, it's this bigger black man. But then when you cut to him, he eats his own cigar, right? So it's like everything is like, okay, we're not. We're not just even allowing ourselves to be in this one level. We're going here, here, here. And there's something really amazing about that. Like. Cause I can watch something like Nathan for your with, you know, my parents, and they're not going to get it necessarily as much as anything else.

[Ed Helms]

My parents didn't get the Office really.

[Paul Scheer]

Oh my gosh.

[Ed Helms]

Well, I mean, this part's kind of a cultural thing. Like as. As old Southerners, they're like, this is an uncomfortable show.

[Paul Scheer]

But I think to, to that kind of acting style, everyone in the office is just playing it real. Right. It's not, it's not queuing you with laughs. It's just like, oh, this is observed behavior. And I get the. Why the laugh track was important. It's like, that's a joke, that's a joke. That's a joke. And when you take it away and shows like Arrested Development, I mean, I remember talking to people and they were angry at Arrested Development. It's like, well, what am I watching? It's like, oh, no, it's hilarious. There's so many things happening here, but it's not ever calling out. Actually in a weird way. I think Arrested Development probably also owes a little bit of like, you know, like a little bit to these guys. Because that's a show where a million things are happening in background shots and things like that. And it's so fine tuned and everyone is playing it incredibly straight. Yeah. But yeah, I like that. And I just am. I'm always amazed at what comedies can get everybody on the same page. Because it seems like it's getting harder and harder to find something that can bridge the gap and be genuinely funny. Or allow it to be funny. I know that. I'm sure you've gotten this too. You get notes on comedy and it's the trickiest thing because you're getting notes from people and depending on where they are, they may not always get the joke. And then they give you a note about the joke. I remember we did a sketch on human giant. I've told the story a million times, but it's kind of the perfect encapsulation of it. We were hot air balloon cops and we did police chases and hot air balloons. And obviously we'd always lose. We'd always lose the person because we're not fast enough. And one of our executives at MTV is like, yeah, but it doesn't make any sense. You would never be able to catch them. Why would you use a hot air balloon?

[Ed Helms]

Oh, my God.

[Paul Scheer]

But that's the joke.

[Ed Helms]

That's so funny. Oh, Conan has an amazing story about this. How it was. I think he was rehearsing his opening number for the Emmys and the whole bit was that it was like a wind up to this giant Busby Berkeley, you know, huge production with like a big set comes out and Conan's in a white tuxedo with white tap shoes and a top hat and everything. And it's like the dancers are all taking their places and all this stuff and the music is swelling and. And then for some reason it like the. There's some technical glitch and they can't. And the joke is that they can't actually do the number. And so now Conan and they're sort of like. It's dead quiet. And Conan's like footsteps in the tap shoes is sort of this really funny echoey thing. And they're so they're rehearsing this and somebody either like a producer or something, they're like, you know, we went to all this trouble to get all this production here. There's like a, you know, there's a tiger. There's all these things and what can we just do some kind of musical number or something? It was just like you're saying, and I'm butchering that story. Obviously it's Conan's story.

[Paul Scheer]

No, but, yeah, but it's that same

[Ed Helms]

thing where, where it's not. The premise is not understood.

[Paul Scheer]

Right. And I feel like, I don't know if you've ever been in a situation where I think a lot of the times you are on certain shows, maybe a director will come in or there'll be something and there'll be another voice in There. And they'll push you to make. To push the joke harder. Oh, for sure.

[Ed Helms]

Yeah.

[Paul Scheer]

And it's a very delicate balance, because what I found is, you know, if someone says, oh, we want this scene to feel more dramatic, or we want you to feel, you know, that's an easier note to deal with than, like, no, no, I'm actually making a choice by not pushing. And it's. And it's. And it's. And when you. The minute you tell somebody that you're not gonna do it, there, I find people are very upset because you're saying, oh, I'm not funny, and everyone thinks that they're funny, and it's a different vibe, and it's. It's hard to walk that line because you don't want to give. You don't want to give anyone access or a piece of cake. Yeah.

[Ed Helms]

The option to use something you don't like, it's. That's a. That's such a funny predicament that I think comedians in particular struggle with, but all actors are confronted with that. Sometimes it's like, you know, cry hard or push this hard or whatever. Even in dramatic scenes. I am now at the point where I will generally give the. Like, if a director or a producer is, like, really asking for something, and I can tell, like, they think it's a brilliant request, I'll generally do it. And. Because I just trust that in the edit, the cream will rise to the top, or that the best version. Or that they'll see that that was actually a bad note and that the previous take. The previous take was better or whatever.

[Paul Scheer]

I know. And it's. But it's a gamble.

[Ed Helms]

It's a scary gamble because I. And by the way, James Spader on the Office, he would never, you know, it was very, very common on the Office to be like, okay, yeah, let's get it on its feet. Is it. Can we just shoot the rehearsal? And everyone's like, yeah, sure, let's shoot the rehearsal just in case we get something great. And James, when he joined the cast, he would always say, no, don't shoot the rehearsal.

[Paul Scheer]

Oh.

[Ed Helms]

And everyone was. And I remember everyone was kind of like, that's weird. And I eventually just pulled him aside. I was like, hey, so what's up with that? You don't let us. You don't let us shoot the rehearsals. I'm just curious, like, why that is. And he goes, because they'll use it.

[Paul Scheer]

And it's that exact.

[Ed Helms]

It's this exact point which is that he's like, I'm not ready. When I'm ready, I will give you. I will. I will give you the performance that I want to give you. And that's what you can have in your cameras before that. I don't want you shooting on anything.

[Paul Scheer]

It's so. It's really. I mean, as somebody who's been in an edit, and I know you've been in there, too. Like, you start to sneak around and look for stuff like, oh, my God. Like, I've used moments where I've cut to a reaction shot of somebody listening to, you know, something where the cameras are still rolling after a take. It ended, and you're, oh, great. We got that shot. We have that listening. So it becomes those little moments. But it's hard. And I think that that's why you want to always work with people that you trust, and for the most part, you get it. We have. I've dealt with that mostly on shows where a new director has come in, but luckily, in television, you have the backstop of the creators that are like, well, we are keeping the tone, and you can kind of rein it in. I will say that there was one person who told Val Kilmer throughout the entire movie that he was playing it wrong and it wasn't good. And that person was Cher, who Val Kilmer was dating at the time.

[Ed Helms]

No way.

[Paul Scheer]

She kept on visiting set and being like, this is terrible. You are in an awful movie. This is not working.

[Ed Helms]

You.

[Paul Scheer]

This is gonna wreck your career. So Cher was in his ear the entire time. Not getting heartbreaking, not getting the jokes.

[Ed Helms]

I love Val Kilmer, and I love Cher, and I love that they dated. And I also love. Here's. I don't. This is a crazy little Easter egg in the movie. Is that in the. When you first go to the prison cell that. That where Val Kilmer is being kept, there is a headshot on the wall, and it's. You can't really see it, right. You can see that it's a. That it's a woman with black hair, but you can't really tell. But it is Cher. It's Cher's headshot. Cher's headshot is on the wall in the prison cell. And I love that little detail, but. Oh, I didn't know that. I didn't know that she was against the movie.

[Paul Scheer]

She was against the movie.

[Ed Helms]

Oh, man.

[Realm Podcast Narrator]

Welcome to the realms of peril and glory. Explore the mechanically magical vistas of Vale, the paranormal mysteries of liminal London, and the cyberpunk chaos of Cyborg. Be awed by our Incredible guests from familiar shows like Oxventure and no Rolls Bard. Search realms of peril and glory to find out more.

[Glass Cannon Podcast Narrator]

The war is over and both sides lost. Kingdoms were reduced to cinders and an army scattered like bones in the dust. Now the survivors claw to what's left of a broken world, praying the darkness chooses someone else tonight. But in the shadow dark, the darkness always wins. This is old school adventuring at its most cruel. Your torch ticks down in real time and when that flame dies, something else rises to finish the job. This is a brutal rules light nightmare with a story that emerges organically based on the decisions that the characters make. This is what it felt like to play RPGs in the 80s. And man, it is so good to be back. Join the Glass Cannon podcast as we plunge into the shadow dark every Thursday night at 8pm Eastern on YouTube.com theglasscannon with the podcast version dropping the next day. See what everybody's talking about and join us in the dark harp.

[Paul Scheer]

I also talking about like another beautiful, like physical bit is that jail cell where he's trying to get out and he's trying to open up different. So good, like little vents and stuff. And he keeps on kind of flying out and watching that. I was watching it last night going, how did they do this? Did they elevate that stage and just. Cause his head pops up out of the toilet? You know, there's no CGI here. They're doing all this stuff practically. Even the underwater sequence. Like everything is done in camera for the most part. You know, I mean, like we talked about the giant submarine. They.

[Ed Helms]

Well, this is what I'm talking about. They built so much these sets and it was not a big budget movie. It was like what, $8 million.

[Paul Scheer]

Yeah, so like airplane was like three or four. Yeah, yeah.

[Ed Helms]

But they're building these incredible sets. I mean, the production, the production designers got the joke, which I love. The production designers and the prop builders and the construction workers, like, they all got the joke in such a great way and committed to the reality of these things. And that set is phenomenal. Obviously they're cutting between where his head's popping in and out, but it is a locked off camera on a set where he's able to make those crazy entrances. And the other example of just an absurd amount of work going into the most ridiculous tiny background joke. And this is one of my favorite jokes in the history of cinema. Oh, I love this is they're sitting on the park bench having a intense conversation and in the background is a Statue in the deep background is a very large statue of a pigeon. Okay. It's kind of random. Kind of a random, like, okay. But then all of a sudden, human beings start to fly down and land on the pigeon and urinate on the statue.

[Paul Scheer]

Right?

[Ed Helms]

Because why? I don't know why. Just because they're inverting the idea that pigeons poop on people statues, like, which is so random. And they built this huge statue and they put people in harnesses and lowered them down to.

[Paul Scheer]

And these. The things that you can't get anymore. Like, no one would build that just again, for a background joke, right?

[Ed Helms]

And also, like, if you tried to do that joke now, your producers would be like, yeah, we'll just CG the pigeon. That'll be. And we'll CG the people coming down and pooping. And it's like, that won't look funny. Like, what looks funny is how awkwardly these people are dangling from harnesses and trying to pretend like they're peeing on a statue. And then, like, apropos of nothing and almost undermining the joke in a weird way, the people fly away. And keep in mind, this is all in the background of a scene. The people fly away and then the pigeon statue poops like that. What? But it's a huge. It's like a 20 foot tall pigeon and it has a huge, like, garbage bag sized poop come out of it. And it's just priceless.

[Paul Scheer]

I think the thing that I always get offended by is when people say stuff like, oh, what were you smoking when you did that one?

[Ed Helms]

Right?

[Paul Scheer]

Like, I know Bob and David have talked about this a lot. And that joke right there is a perfect example of they weren't coming up with that on the day, right? So they're writing that scene and they're going, okay, we need a giant pigeon, then we need to have people fly in on that pigeon. Then we're gonna have like, there's so much production in this movie. Like, you can say, like, oh, maybe on a Judd movie or, you know, on an Adam McKay movie. Like, oh, they're improvising and, you know, Christopher Guest. And they found this great little improv and that becomes something. But these are not improvised moments. Nothing in here is like, you know, by chance. And that, I think, also to your point, makes it way more interesting. Right? Cause it's so. It is choreographed comedy in every single way. And so many departments have to be working simultaneously to execute that. And I think that that's why they've gotten this reputation, you know, where they're constantly just lecturing like, we gotta do it like this. Cause people are going to lean into the funny and do different things, right?

[Ed Helms]

And the crew, all the production crew, however they got there, they all got the joke. Like, you can tell in the execution of these props and of these sets and of the ways that the props operate and the sets kind of move and do what they need to do, you can tell everyone got the joke. And I think that's a testament to the direction of the movie also, which is to say it's the director's job to communicate what's needed in a way that department heads can understand and can capture. And then you have also just. It's one thing to write these jokes, it's another thing to direct them in a way that the timing and the camera movements and the visuals pay off. Like, you were talking about that wonderful joke that starts off as sort of a crude diagram in the dirt. And then as. As they widen out, you start to see, oh, oh, this is actually an elaborate diorama. Oh, this is an extremely elaborate diorama. And it's. And they're just sort of.

[Paul Scheer]

It's.

[Ed Helms]

But they're in the middle of the woods. Like, how did this come out of nowhere? And then all of a sudden, there's an electric train going through. Like, that's incredible joke heightening. But it's also execution at such a precise level. And the reveal, the camera movements that the director of photographer in that moment was, like, getting the joke, like, getting how this needs to be told and when the laugh is going to come in the visual movement of this. And that's incredible. Like, I mean, it truly is magic.

[Paul Scheer]

I will just call it one of my other favorite jokes, which is they go to the French Resistance and the door is open. And that the top part of the door, it's like a little like a peephole or like a face kind of pops out. And, you know, he's like, what's the password? And they close it. And when the door opens, you realize the man is very, very short and right. Like, he, like. But he look, he's very, very tall. Like, it's like even, like. Like nothing was left for chance. And I think that that level of discovery is so interesting. I. I'm excited that right now we're in a moment where we just had Naked Gun with Liam Neeson, who I think did a great job. And I thought that movie seemed to be, you know, reviewed well, and. And people want to go see it. And Spaceballs 2 is coming out and this new scary movie where Anna Faris and Regina hall are coming back. It's interesting that in this moment, this might be the type of comedy that brings us back to the theater, because it is. It's fun to watch this with each other. It's fun to see and even hear people go, oh, did you see that? You're almost whispering, like, pointing out stuff. It's like you're in this mode. It feels like I'm a big believer, and I know you are, too. Like, it's great to see comedy with people in a theater. It makes the entire experience that much better. But it feels like this might be the type of comedy that studios doubled down on for a little bit, which is so odd that now, so many years later, we're going back to something that I think was never broken. We just got it out of style or lazily done. And I think that. That, you know, the. Not another teen movies, and no offense to those or. Or the multiple scary movies where all the creative people that were in the original ones were gone, just kind of. Everything just kind of dropped out. And I feel like I want to go back to really talented writer directors making this thing. It's exciting in a way.

[Ed Helms]

I love everything you're saying and from your lips to God's ears. I hope you're right. And I applaud these movies and the studios and entities behind them, and I hope that they crush and absolutely capture the audience again. And there's something else about these movies when its entire reason for being is silliness. It's just silliness. There is an unbridled joy to that that is completely nonpartisan.

[Paul Scheer]

Yeah.

[Ed Helms]

It has no connection to politics. I mean, you can. You can make the. A movie like this have political commentary, but like it. It doesn't need it. At its best, it is pure silliness. And that is such a. A universal gathering point. It's something we can all latch onto and gather around, all laugh at. And when we're laughing together, you know what? We're not fighting well.

[Paul Scheer]

And I also think this people don't want to feel dumb. And I feel like smart comedy makes people feel dumb sometimes because they didn't get it and other people are getting it. And what's kind of great about this, and I think as we've been talking about this this entire time, what I've realized is every level of joke that you want, you'll get in here, you want a Pac man joke, you get in a Pac man joke, you want, like, a Tic tac toe joke happening during a shootout. You're getting, you know, and then you're getting these. So you can kind of walk away going, like, my 10 favorite jokes are these. You could walk away with 10 different favorite jokes. Because the movie isn't just 10 jokes. It's 500 jokes. And you get to pick your favorite ones. And I feel like that is important too. Like, is in building a comedy. I think it's. I'm always trying to, like, learn lessons from stuff like that. And I feel like, yeah, this is just. It's hitting you on every level. So everyone's walking away with their. Their thing.

[Ed Helms]

Yeah. No one's. No one's. In creating these movies and creating these jokes. No one's trying to think, like, how am I gonna, like, get the upper hand on this group of people or this way of thinking? No one's. No one's trying to, like, snark about an idea, you know, a political disposition or, you know, some. It's just, how do we do something? How do we upend our experience of reality in the most silly way to get the deepest laughs?

[Paul Scheer]

Well, now I want to ask you something just to take a brief detour for a second as we wrapping up here. I mentioned your podcast Snafu. Now, we on this show talk about great movies, and I loved an episode that you did recently. You had John Badham and Matthew Broderick on talking about War Games, right?

[Ed Helms]

Oh, wow. Yeah, that's actually from season one. Oh, okay. That was a. We replayed that recently.

[Paul Scheer]

But yeah, so I remember I had found that and I was like, this is so interesting. I love the show and I got a chance to be on it. And I talk about that episode that I was on. Cause I felt like I learned stuff about history.

[Ed Helms]

It was so fun to have you on. And I gotta have you back on Paul. It was great.

[Paul Scheer]

But if you're a fan of this show and you like this, I think that's. It's right. If you go into. I'm looking at right here, you go onto Spotify, you can find it's not that far down. But the Matthew Broderick, John Badham one is really fun. Cause it does just talk about. I think it's a nice crossover for both of our audiences in a good way. So definitely check that out. Anything that you can tease coming up about Snafu that we could. You can tell us about. We got the book out there as well, which I think is great.

[Ed Helms]

Yeah. Thank you. So, yeah, the Snafu podcast Just for people who are unfamiliar. It's essentially a history podcast. But I have fabulous guests on, like Paul, and I basically walk them through an historical snafu, like some crazy incident, accident, or mishap from history. What did we talk about in ours?

[Paul Scheer]

We talked about this flood that happened.

[Ed Helms]

They were building a Johnstown flood.

[Paul Scheer]

Of course.

[Ed Helms]

Yeah. That was insane. And, yeah, that was.

[Paul Scheer]

It's.

[Ed Helms]

So these are fascinating stories, and we bring some levity to the. To it, and. But with real. Hopefully some real scholarship mixed in there. So it's a. It's a compelling narrative.

[Paul Scheer]

You have great guests on the show.

[Ed Helms]

Chelsea Handler was on. We did the Hindenburg disaster.

[Paul Scheer]

You had Bowen Yang on there.

[Ed Helms]

Bowen Yang was just on. He was fantastic. We.

[Paul Scheer]

Tig, Rory Scoville, you know. Yeah. Oh, and again, a movie that we talked about on this show. We talked about E.T. because obviously, E.T. is a classic. And you talk about one of my favorite things about the. The ET Atari video game that they buried in the desert. Right. Like. Because it was so bad. Right? Like, it was like the.

[Ed Helms]

Yeah. Was it. Was that the Safari game? The.

[Paul Scheer]

The cartridges. Yes, the cartridges, yes. Yeah, it was like, so. But it's really just. I would say, jump in with whoever you like, from Adam Scott to Jake Johnson. So many great people on the show, and there's so many fun topics. I am such a fan. I think it's a great way to kind of learn. I'm a big fan of learning about history, too. I was gonna say, the only other show that I've ever been able to kind of bring people to that kind of unites the old and young has been Drunk History. Cause Drunk History has that thing where it's like, there's big comedy, but you're also learning. And I feel like it's real.

[Ed Helms]

It's real.

[Paul Scheer]

It's real history.

[Ed Helms]

Yeah.

[Paul Scheer]

And what I love about this is that you get to go away and, you know, you get to listen to the show, and then you walk away and you have a little story you could tell people as you spend the weekend. A dinner table conversation back. Did you know about the Jonestown flood

[Ed Helms]

and I told you. Exactly.

[Paul Scheer]

Yeah.

[Ed Helms]

You get a highly entertaining podcast with some vegetables, Right?

[Paul Scheer]

Yeah. And you get to benefit from it in real life. Ed, it's a pleasure getting a chance to talk about Top Secret. I'm so glad that we got to talk about this on this episode, because I do feel like we have covered Naked Gun. We have covered Airplane here. But Top Secret to me is, I think, the height of the Zsasz Powers. I think it's the best cast movie. And it's interesting because a lot of these people, you know, Peter Cushing and Val Kilmer obviously are legends, but it is a bunch of great character actors. No one's popping out of this. It's just I think it's cast the way that you probably would have cast a film in the 1950s or 60s, just with a bunch of good faces. And. Yeah, I'm so happy if you've not watched this film. Definitely go check it out. Ed Helms. We will be listening to Snafu. We'll be following you on social media. And thank you so much.

[Ed Helms]

Thank you, Paul. This was an absolute delight. Well, we're still working on him. He won't break. They've tried everything. Do you want me to bring out

[Paul Scheer]

the leroy Neiman paintings?

[Ed Helms]

No. We cannot risk violating the Geneva Convention.

[Paul Scheer]

Thank you so much, Ed. And I hope you all enjoy his podcast, Snafu. I know I do. Now, we have some very big unspooled news. That's right. We have brand new T shirts and merch. It's been a long time coming. And guess what? The reason why it took so long is because I didn't want to just make an unspooled shirt. We wanted to make something that felt like it captured the show in a way that kind of embodied what we do, but not just be a quote from the show or an inside reference. And what we've come up with is the first of the new unspooled line. This one is just in the Brazil font and it spells out Terry Gilliam. I really like it. It looks great. And we also have another one that says, my letterbox Top five is better than yours. You could check those out by going to our store on teepublic.com unspooled. You can also go to our website to get a direct link right there. And speaking of getting extra unspooled stuff, are you subscribed to our YouTube channel? It's YouTube.cometunspooled we are launching a brand new video series. It's not the podcast. It's something different. And you should subscribe right now. It's free, it's easy. And jump on our substack. Our substack is for you. It's a longer conversations about all the movies that we love. And it's completely free. Boy, oh, boy, we're doing a lot of fun stuff. And guess what? It's not stopping anytime soon. Because, yes, Amy is away. And next week, I continue to play with some of the best guests in the game. We are going to be talking to a fan of a little 1995 film called the Babysitters Club. That's right. Rob Anderson is joining us next week. You know him as the New York Times bestselling author of Gay Science, and he's currently on his Are youe afraid of the 90s tour. He will be sitting down with me to dissect a movie that he feels is absolutely perfect. Now make sure you watch Babysitters Club, but if you feel like you don't want to, maybe our conversation might sway us. Anyway, next week, the Baby Sitters Club with Rob Anderson Unspooled is produced by Amy Nicholson, Paul Scheer, Molly Reynold and Harry Nelson. Sound engineered by Cory Barton, music by Devin Bryant, episode art by Kim Troxall, show art by Lee Jamison and social media production by Zoe Applebaum. This is a Rome production. See you next week. Bye for now.

[Realm Podcast Narrator]

Legendary stories, Awe inspiring sound and endless Adventure welcome to the Realms of Peril and Glory. Explore the mechanically magical vistas of Vale, the paranormal mysteries of liminal London,

[Paul Scheer]

and

[Realm Podcast Narrator]

the cyberpunk chaos of Cyborg. Fall in love with our core cast or be awed by our incredible guests from familiar shows like Oxventure, three Black Halflings, and no Rolls Bard. Ignite your imagination and discover the realms of Peril and Glory today. Go to realmspod.com or search realms of Peril and Glory. Wherever you listen to podcasts.

[Patrick Picklebottom Podcast Narrator]

From the parents behind Law and Order comes a mystery the whole family can enjoy. Patrick Picklebottom Everyday Mysteries Step into the whimsical world of Patrick Picklebottom, a precocious 11 year old with a love for reading and an annoying, uncanny ability to solve mysteries. Inspired by the beloved children's book of the same name, this podcast vividly brings Patrick's tales of deduction and everyday adventures to life as he unravels baffling enigmas and solves clever cases. Patrick Picklebottom Everyday Mysteries is perfect for kids and is just as entertaining for grownups who love a good mystery. The whole family can listen now. Wherever you get your podcasts.