Podcast Transcription – The Muppets Mayhem: Backstage Pass – “Eight Days a Week”

Published: July 27, 2023
Categories: Transcripts

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Transcription provided by Katilyn Miller.

The Muppets Mayhem: Backstage Pass – Track 7: Eight Days a Week

[music plays]

JOE HENNES: Hello and welcome to The Muppets Mayhem: Backstage Pass, the unofficial companion podcast to The Muppets Mayhem presented by Toughpigs.com. This is the podcast where we tour through every episode of The Muppets Mayhem to uncover behind the scenes stories, Easter eggs and more with the talented cast and crew, who helped put the series together. I’m your host, dedicated Mayhead, Joe Hennes.

[music ends]

JOE: Today we are talking about Track Seven: Eight Days a Week in which the band comes together for a hard day’s night to please, please me with the ballad of John and Yoko. I am the walrus. This week we are excited to welcome some very fab guests.

First up, he’s the co-creator and executive producer of The Muppets Mayhem. Please welcome nowhere man Jeff Yorkes back to the podcast. Hey, Jeff.

JEFF YORKES: [in Liverpool accent] Thank you very much for having me. Glad to be here.

BILL BARRETTA: Hooray! Hooray!

JOE: Next up, he is another co-creator and executive producer, as well as the performer who makes Dr. Teeth’s piano gently weep. Please welcome Bill Barretta back to the podcast. Hey, Bill.

BILL: [in Liverpool accent] Thank you very much.

JOE: [laughs] That’s very good. Our final guest is the Muppet performer behind Sesame Street’s Abby Cadabby and The Muppets Mayhem Penny Lane. No. Sorry. That’s Penny Waxman. Please welcome Leslie Carrara-Rudolph to the podcast. Hey, Leslie.

LESLIE CARRARA-RUDOLPH: Thank you for having me.

JOE: So excited to talk to you about this episode and to talk to you about Penny Waxman, the breakout character of 2023.

LESLIE: Oh, wow!

JOE: Yeah, how about that? Can you tell us a little bit about how you came to the role of Penny?

LESLIE: Oh, for me it was love at first sight. I got the notice, we’d like you to audition. I didn’t even know there was other characters happening. So I had no idea. So I was just excited like, “Oh, this will be exciting.” And then they sent over the art. And I was like, “Oh my god.” It was like I just knew this woman. I knew this woman. [in voice of Penny] I’m every woman, it’s all in me. [In normal voice] You know? When I saw it, I was like, “Oh gosh.” And then they had the Tina audition for Dr. Teeth’s mom. So the two female roles, but I was just so laser focused on Penny.

And then there was no other voice for her. I was just like, [in voice of Penny] There’s no other voice for me, but me. [in normal voice] And so she’s just so like everything about her, the fact that she’s big and she’s strong and then reading her line about how she’s passionate about music, that she’s from New York and she followed her dream all the way to California and started her business. I’m like, she’s like, this is what I’m doing. So I love that they chose a big strong female character that is just unapologetically herself. So, I just fell in love.

And then they sent over the sides. And the writing is so perfect for her. That it was just…I don’t know. She was just one of those… [in voice of Penny] She’s like butter, right? Literally like butter. [in normal voice] Like she just rolls off the tongue. The beats are in there. The language is so full.  [in voice of Penny] It’s like Shakespeare, you know what I mean? I’m just me.

BILL: Pennyspeare.

LESLIE: Yeah, she was just one of those dream characters. Like everybody dreams to have like some sort of villain or something like some sort of big strong, meaty character like this. And they don’t come around too often. So it was like a dream come true. It’s like the ultimate, you know, she’s not a villain or anything. She’s just amazing.

JEFF: She is an antagonist.

LESLIE: Yeah but she is in the most possible way because she is out of love for the man that she loves, you know? So she’s not mean, she’s angry. You know, Bill would say, “Make her meaner.”  [in voice of Penny] “I’m not mean. I’m not an angry clown. I’m angry because, oh, how dare you? And then you go and squeeze me.” [in normal voice] You know?

BILL: Yeah, I think she’s hurt more than angry.

LESLIE: Yeah. She’s hurt, Bill.

JEFF: You know, what’s interesting.

JOE: Whoa.

JEFF: In the writer’s room, Bill would perform– would read Penny’s lines and he was great. And it was really a tough thing because we knew It wasn’t going to be Bill, and we’re just like, who could be as good as Bill is. And you are better.

[Leslie laughs]

BILL: Oh, I knew. I could hear her.

JEFF: Yeah.

BILL: Because I always heard Leslie in my head. You know, when we were writing, I knew that was there.

JEFF: Yeah.

BILL: And hopefully that’s where we were gonna end up. Yeah. I didn’t know because we 

LESLIE: You’re gonna need therapy for that.

BILL: We had people auditioning.

LESLIE: I get mistaken for Bill a lot.

[Jeff laughs]

BILL: Visually, visually.

LESLIE: Visually and when I pick up the phone. It’s like, “Oh, I’m sorry. I thought I was calling Bill.

BILL: Oh. Right.

JOE: Was this the voice that you heard in your head, Bill?

BILL: Yeah.

JOE: The voice that we ended up with?

BILL: Yeah, I mean close to it. It wasn’t exactly. But I knew it was in Leslie’s repertoire.

JOE: Right.

BILL: I knew that there was [imitating Penny] this woman in there. [in normal voice] And so in my head I kind of hear it, just was better when ultimately we heard her do it. But in my little brain, I knew she was there. I wasn’t sure because other people auditioned as well, and there were some great auditions. But I guess I just always heard this. And I didn’t know how this was going to turn out, but it’s exactly how it’s supposed to be.

JEFF: Leslie brings this liveliness to Penny that I guess, one of the things with the auditions we were afraid of was we were getting a lot of Roz from Monsters, Inc. And it matches the image certainly, but what Leslie brought was just like, yeah, she’s still alive and she’s got this temper and this fire her and that’s very Leslie, you know?

BILL: Energy.

LESLIE: [in voice of Penny] Well, you gave me those tiny feet. 

JEFF: Right.

LESLIE: [in voice of Penny] I have to balance myself on these tiny feet? I have to remain somewhat limber.

[Joe laughs]

BILL: But there’s a lot of energy. Even though she’s this very big character, there’s a lot of energy. A lot of people would maybe play it down.

JEFF: Right.

BILL: But her movements and she is very grounded in her movements are solid and grounded. But the energy from in her is what’s alive. It’s great.

LESLIE: That was coached a lot though from Bill. I mean you could fit like 20 Abbys inside of Penny, right?

[Bill laughs]

LESLIE: And I’m laughing. A lot of times I’m laughing in there because I’m like in this Volkswagen bus. Well, more of a couch.

BILL: Like an igloo.

LESLIE: I’m inside a comfy couch, right?

BILL: Yeah.

LESLIE: And I’m laughing, because here I am, this little person. I’m like her kidney, right? And this little blonde kidney behind these two giant boobs. And I’m speaking what’s up there and Bill would come in. And he’d go, “A little less, Les. Just a little, make it simple.” I felt like I was in good hands. I always told people, Bill was my Burgess Meredith and I was Rocky.

[all laugh]

LESLIE: Come in, you didn’t give him a note. And stuff like that. But I have to say, really quickly because this is really important. When I was on Muppets Tonight, which was 26 years ago, I went into the Muppet Workshop and I got pictures of all the female characters. And I shared this with Bill. And I had a little character book. And I pasted the pictures of each character in the book. And I wrote characters for each of them. I wrote a little backstory.

[in voice of Penny] And there was this one woman and I got to play with Jerry Nelson. It was in the Pierce Brosnan episode. And I named her Minnie Goldberg. [in normal voice] Which was like 26 years later, maybe, that me drawing, I willed it. And she was this, she had low rider shades. She was wearing a very too tight gold lame dress. She was barrel shaped and I had such joy with that and Jerry was playing with me. And I was like, “I love his character.”

BILL: Les, is that the same one that did the Billy Crystal scene? [imitating voice] I’ll have what she’s having.


BILL: Is that the same puppet?

LESLIE: No. It’s a different one.

BILL: Oh right. That’s where I heard that too.

LESLIE: I said that line three times in three different Muppet situations.

BILL: Oh really?

LESLIE: Yeah, once on Sesame Street. I can’t remember what it was. I think it was True Mud or something like that.

JEFF: Was it about the letter O?

[Joe laughs]

JOE: Leslie, can you talk a little bit about the challenges of playing such a huge puppet like Penny?

LESLIE: Oh, yeah, well I was more excited when I got it. You’re looking at the picture, right? And then I’m just thinking she’s just gonna be a little bigger than Dr. Teeth. I’m just thinking, “Oh, you know, it’s a big puppet. I’ve done cows before I’ve done other stuff.” And Bill goes. “Hey, Les! How soon can you get out here? There’s something you should know about Penny.”

I was like, “Huh? I guess I’ll come out.” “Something you should know about Penny” is that you’re going to have to wear a backpack with a metal pole up your back and it’s going to go into her hump and we gotta distribute the weight. And then I was like, “Oh my god.” You’re probably gonna have a chest monitor. But I was so excited, none of it mattered. I was like, “This is gonna be awesome.” I have actually had experience wearing a backpack with a metal pole when I danced at Beach Blanket Babylon. Because we used to have these giant hats on her heads and we actually had a harness with an actual garbage can on our head and done the can-can.

BILL: Oh wow.

LESLIE: So that wasn’t the problem. The fact that I was wearing Bill Barretta’s? We’re built so differently. He has a very long torso. [laughs] It was very funny. It was kind of quirky. So the first time, before I got my own backpack, that was probably the hardest part because it was sitting funny. It wasn’t on my hips. It was at my knee.

BILL: [laughs] And you couldn’t tighten it enough probably.

LESLIE: It was just weird. But the cool thing is that I came in early. The Muppet Workshop is so awesome and brilliant. I was never nervous and Bill was there. She went through some structural issues with the mouth because physically the arm… It wasn’t actually ever uncomfortable for me to have my left arm in there. It sat at just the right place so that was fine. She was surprisingly light. They made her hair so they distributed it and they worked so hard as a team. The only thing that was tricky was that because it was such a time issue that they didn’t really get to work with Penny on camera until the first scene.

And that was like, “Oh my gosh. All my scenes are the first time seeing her on camera.” and I just was like, “Well I’m just gonna do the best I can and see what happens.” And Bill knows this because Bill’s my teacher, is that you’re figuring out the angles of the character and what looks. I started discovering different things. Like what looked good, what her angles were. I had a right hand which was more enthusiastic than my movement, so Bill would say, “Match Leslie’s movements. Make it smaller.” I also found out that, I think it was the episode where they were having the tie-dye party and she comes in with the hot pepper, I found that if I tilted her back a little and I did something with my thing, she smiled.

JEFF: Huh.

LESLIE: She has this lip and it actually looks like she squinting. Even though [in voice of Penny] I’m always squinting. I’m always squinting. [in normal voice]

BILL: [laughs] You know, just to mention, Les, the thing that in the beginning like the first, I don’t know, couple weeks maybe, I would come in and just talk about simplifying things. Because, and I wish I remember who told me, but when I was doing Bobo, I at first would move him with the same energy as I would with any hand puppet, a smaller one. And it always didn’t feel real to me. It felt false to me that Bobo could be that light. It became a puppet because it was so light and flimsy and so that’s what I was just trying to get through with Leslie. Just be careful that you don’t put all of that Abby Cadabby energy, you know the movement, right?

Not the character obviously, but the movement and the manipulation doesn’t lighten the character and make it feel like it’s just a floppy kind of puppet. And she did. She found the balance of the energy but giving her weight as if she’s really standing there.

LESLIE: Yeah. You would always come over and say give her weight. And also, when I first started on Muppets Tonight, I’d only had a four-hour monitor class with Bill. I was thrown. It’s like, “Oh yeah.” And People have heard me say my first day they gave me Karen Prell’s boots, Lew Zealand and told me to see it next to Animal, which was Frank Oz.

And I was like, ‘This is gonna be an epic fire.” I am like, “I’m gonna be fired.” And everybody was busy. Like they didn’t have time to, but Bill would always come in and he’d say, I’d work on something every day and he goes, “Watch people.” I was always on set. He goes, “Watch the way people perform and see what you like. See what works for you.”

 And one of the things I really love, one of my favorite characters is Johnny Fiama, right? Because Johnny, he’s still and he’s got that energy. It was coming in and it was like Bill says, “I really wanted Penny to be real. I didn’t want her to be a punchline or an angry clown or anything. I just wanted her to be real.”

And you know, I know that, like I said, I know this woman so well, And I wanted to honor the woman. So it was really a wonderful discovery. And I wasn’t, you know, when you don’t have time to be scared because it’s like… I just didn’t have time.

BILL: Right.

LESLIE: It was like, this is your day. And I remember that first day, Bill, we did everything. Not only, you’re in this puppet for the first time, “Oh, by the way, we need you to swing around. Make eye contact.” I was like, [speaks in panicky voice] “I don’t even know how to find eye contact.”

[Bill laughs]

LESLIE: [in normal voice] Make eye contact. There’s two grips turning the chair with you. Do this. We’re going to throw her leg up.

BILL: And you have B. You have somebody working with you, doing the hand inside of the thing. It was crazy.

LESLIE: And then the couch. Then you’re in a couch and your arm’s like long. I was just like, “Oh my god.” And I was just like, “I want people to make their day. I’m gonna stay in Penny. Don’t take me out of Penny.”

BILL: Yeah. You didn’t come out.

LESLIE: I don’t want to because you’re on a schedule and every hour that you go over, it goes into the next day and I was like, “I’m the new kid. I’m gonna stay in Penny, and I’m just gonna do this.” But after that last scene, I fell out of the couch and crawled out and sobbed on the ground, like, “Oh my god.”

BILL: Yeah, you did it.

JOE: Let’s jump into the episode. There’s so much more to talk about. We could go on for an hour just about Penny’s feet.

LESLIE: Well, can I say one thing about that? My favorite thing, when I was watching it and she flips her leg up. The sound that that makes. No, Bill, the sound effects guys were having a blast. Like, “Well, try this. Let’s try throwing a frozen ham on a desk.”

[Bill and Joe laugh]

LESLIE: To find the sound of her limb hitting a desk.

JEFF: The thud. I’m just gonna give quick background for this episode. Because a lot of cynics out there were just like, “Well this is obvious corporate synergy.” This was foisted upon them to tie in with the Disney Plus movie Get Back. And it was not at all. We were in the writers room and, I think our mini… No, our writers room, I think at that point. And it was Thanksgiving weekend ‘21.

And of course, Thanksgiving weekend, it premiered on Disney Plus, Get Back the Peter Jackson Beatles documentary. And I’ve watched it. All 12 hours of it. And I came in on Monday after the vacation. I’m like, “We have to do this. I don’t know if it’s a scene. It could be just a cold open and you just have like Peter Jackson walk out of a room and just be like, ‘I can’t. I just can’t.’ Or maybe it’s a whole episode, I don’t know.” And then we all just started talking about it. And it became a whole episode, which is almost a bottle episode.

But we had to ask for permission to do this episode from Disney Plus. That was the interesting part. Like, if we were another studio parodying it, you could do that. But because this is like part of the family, we had to get permission. So I believe Adam [Goldberg] went and had to speak to representatives from Apple Corps, the Beatles company, and WingNut Films, Peter Jackson’s production company, and present our idea to them. And they were all on board and that’s when we heard back from one of the people at WingNut saying that Peter Jackson thinks it’s a great idea and if you want his involvement in any way, just let him know.

[Leslie gasps]

JEFF: That’s when we all just sort of looked at each other and were like, “Hmm, but can we?” 

[Joe laughs]

BILL: And then we still have to figure out when it was going to be in the episode.

JEFF: In the scheduled. Oh, how it was going to be in the scene.

BILL: Where it was gonna land, right? Wasn’t just gonna be like well, “Let’s do a documentary style episode at episode four. It had to work with our timeline.

JEFF: It still had to follow the arc of these characters. And so certainly, we’re going to build this around where those characters are at. The other interesting thing about it is when we were in production, I think another director was supposed to do it, but the director of our first block was Matt Sohn, who came up as a DP and he did stuff like Survivor.

BILL: On The Office.

JEFF: Of The Office. He was the DP of The Office for several years. So this was almost a homecoming because he was at the studio where they made it. But it became clear that he would be the perfect person for this. And he was. Absolutely. I think we shot this, this was the fastest turnaround of any episode because he knew what he was doing. He’s been here before. But also, instead of being like, “Okay, now we’re going to reframe it for Teeth’s close-up or for this wide shot. You could do that all in a single take as the camera whips over and crash zooms in.” And he knew that language.

BILL: And he also, it’s easier with humans because it’s more forgiving to whip and pan to a human.

JEFF: Absolutely.

BILL: But with puppets, you have to be careful of what you’re seeing below.

JEFF: The frame.

BILL: Well, he was a director on our last series, the 2015 series.

JEFF: Sure.

BILL: So he was already familiar with. And same with our other crew, our camera operators. So it just worked out really well.

LESLIE: Can I just say one thing?  What I love about the series and because Jeff brought it up, is that it was so dedicated in the writing to the emotional arc. Like he said, “Yeah, we’re excited. We want to do this, but if it’s not going to work…” The characters always came first. Which is so lovely. And where are they in the evolution? It has to fit. So I love that you fought for that. I think that’s really…

BILL: Well that was the luxury of how we got to write ahead.

JEFF: And it wasn’t a fight because you have partners who were just like, “Yes, absolutely. That’s what we have to do.”

BILL: And knowing that you can do 10 episodes ahead of time, you’re writing the themes and the stories and the arcs of the entire season as well as each episode. So it was fun to, “Okay, where’s this going to work best?”

JOE: I mean, I know that when this show was originally announced, a lot of fans, myself included, thought, “Oh, it’s just going to be a parody of Get Back. Like the whole thing is just gonna…” Because we knew from the get-go, it was going to be about the band making their first album.

JEFF: Or Spinal Tap.

JOE: Yeah, Spinal Tap as well. Yeah. Which we do get a little bit of in this episode. And I’m grateful that you didn’t go that way, because I think what you ended up with was narratively much more interesting. But it would have been really cool to see literally just five or six hours of the band in the studio spoofing Get Back. It would have been…

JEFF: You’re saying like plotless.

BILL: I would pull my hair out. [laughs]

JOE: Yes. Yes. I think plot is better. I’m not saying this was a better idea. But I think a lot of us were just assuming because we didn’t know the Mayhem were gonna e able to carry a plot as well as they did.

JEFF: Right.

JOE: So to be flies on the wall while they’re just working and doing silly stuff, could have worked.

JEFF: Totally.

JOE: And I’m really grateful you did it for one episode. It is such a good spoof. And I’m sure, in addition to myself, most people watching this are huge Beatles fans. So we’re really appreciating those Beatles references as well.

So Nora has invited a documentary crew to capture the Mayhem’s writing and recording methods. And Zoot immediately wonders who’s going to play him, in this documentary and that’s going to be a joke that takes us through this whole episode. It’s hysterical. Nora brings JJ into the fold as well. And there’s this great shot where he walks in and Animal immediately throws a bongo drum at his head. And that looks like it comes real close to him.

BILL: It was. Yeah.

JOE: Yeah.

BILL: He dodged just in time. [laughs]

JOE: Good. Or else you’d have to explain why JJ has a black eye for the rest of the series.

BILL: And that’s the thing too, this is when we first start to sow the idea that JJ and Nora are kind of coming together a little bit again. That they’re spending time together.

JEFF: Yeah. This was after Joshua Tree.

JOE: Right. Yes, exactly, yeah. And then we meet our director of this documentary. It’s Kevin Smith, which is a great cameo. One of those people again, who I’m surprised hadn’t crossed paths with the Muppets earlier. He has such a great sense of humor about himself and sense of humility. Because immediately, you’re making fun of the fact that he’s made all these Clerks movies. Dr. Teeth calls out Yoga Hosers as like one of his lesser films. And he even says about himself that he makes critically panned R-rated movies. But he’s ready to get into family entertainment, which is why he’s here.

He seemed to be having a good time. Was it fun to work with him?

BILL: He had a great time. He really was happy to be there. He was just having fun. He was just hanging. Loved hanging and having fun. It was great.

JEFF: Conceptually, he also feels like a contemporary of the band. Like, it just seems obvious that he would know them. They would run in the same circles.

JOE: Right.

JEFF: So it just lent itself so perfectly. 

JOE: Yeah. And then you get this great moment, which made it into all the trailers where he tells the band that the cameras will be filming. But do not look into the camera. He calls action and immediately they all look straight down the barrel of the camera, motionless.

JEFF: Yeah. In the first draft I tried to hide as many Beatles songs into the dialogue as possible. This is, you know, the process is a long one, where it’s rewritten several times. But this one is still in there where he tells them to act naturally.

LESLIE: Ohhhh, that’s great!

JEFF: Which is technically a Beatles cover of Buck Owens. But yeah, “Act Naturally,” still in there.

JOE: Nice. I missed that one. I was trying to capture all of the Beatles references.

JEFF: “Audiences across the universe have been wondering what…”

JOE: Oh, that’s good. Yeah. So this documentary process begins. There’s text on the screen that explains what’s going on just like they did in Get Back. I appreciate that it also calls out that a random deadline has been forced upon them to create tension and stakes. Which feels very real both for what’s happening in the Mayhem’s actual story and for what happened in Get Back, when they were creating the Let it Be album.

They have eight days to film it. That’s obviously a reference to “Eight Days a Week.” And we see a page of a calendar. This is also what they did in Get Back. You see a calendar and they would mark off day by day as they went through. And there’s some really great jokes in this thing.

On April 1st, it says, “Tell Lips he’s adopted for April Fool’s Day. The previous day to the day that we’re on, is just labeled “yesterday.”

JEFF: Right, right before 4/20. April 20th, yesterday.

JOE: Ah, April 20th. I missed that one.

JEFF: A lot of people complained or some people are upset that Kermit didn’t make an appearance on the show, but Kermit is on this calendar.

JOE: He’s right there and that, I believe, correct me if I’m wrong, is a sketch that Jim Henson drew himself, right?

JEFF: That is correct. For this calendar.

JOE: That’s amazing. I’m saying this now and I’m saying it on a podcast, so maybe I’ll actually do it. That is a tattoo I’ve considered getting.

JEFF: It’s a great one.

JOE: Is that very specific Jim Henson Kermit with his hand up.

JEFF: Hmm. Nice.

JOE: Yep. Oh, it says April 29th is Jeff’s mom’s birthday. Is that actually your mom’s birthday?

JEFF: It is my mom’s. I made the calendar. So yeah.

JOE: Yeah.

JEFF: Yeah.

JOE: It’s what I’d assumed.

BILL: He wasn’t sure whether to keep that on there though.

JEFF: No. You know what it was? Yes. But there was also the first zoom in on this shot, the original of the effects is zoomed in but also sort of like favored it if you will. Like the camera went right to that and you just saw “Jeff’s Mom’s…” something. And it was a little too much. I was like, “Can we redo that and just you get a hint of it? Let people pause it and see whatever.” But one of my greatest joys was when this did come out, my mom binged the show that morning. And I’m like, “Oh, did you see episode 7? You should just check out that calendar.”

[Joe laughs]

JEFF: And she did and she facetimed me in tears.


[Bill laughs]

JEFF: She was so moved and so proud. “Ah Jeffrey. I love it.” And it was very nice.

BILL: Aww.

[Joe laughs]

LESLIE: That’s the best kind of perk, right?

JEFF: Yeah, to be able to do this. Yeah, that’s my dad, he’s like, what’s for me in there?

[all laugh]

JEFF: There’s nothing.

JOE: Sorry, dad.

BILL: You can come up with something. You’ll think of something.

JEFF: Yeah, totally.

JOE: Season two is all about your dad.

JEFF: Zoot! Zoot is my dad.

BILL: Zoot’s there.

JOE: Right. There’s like a little musical note thing at the bottom of the calendar as well. I don’t read music so I don’t…

JEFF: Neither do I. So I don’t know if I got it right. But I got a copy from somewhere and I think it’s possibly Rainbow Connection-y-esque part somewhere in there.

JOE: Ah, okay.

JEFF: Possibly, but possibly not.

JOE: All right, someone out there who knows more about music, let us know if that’s accurate or what part of the song it is. Because that’s a nice little Easter egg.

We get a shot of Janice turning an amp up to 11.5. That was seen in the trailer. Obviously a Spinal Tap reference. I appreciate that it doesn’t just go to 11. It doesn’t go to 12. It’s just a smidge past 11.

JEFF: I’ll tell you another interesting thing about this episode, we had a lot of…not trouble, but it was a lot of work to edit this episode and what was very cool about it was a lot of these scenes were modular. And we can move things around. And one of the cool things that we shot were just all these little bits and pieces and whip pans. So we could give it that documentary feel but also place them wherever we needed to just to get to the next thing. Whatever it was going to be. And again we moved things around. We wound up color coding these scenes, writing them down. And we have this scene which is red here and going to move this one later. So that red carries over but you could always cut to these really fun little b-roll things.

JOE: Yeah, and this sequence especially has like just a series of boom boom boom boom boom. You know, one of them is we see Floyd’s Mr. Bassman sticker on his bass.

JEFF: That was the other one that was when I watched it that weekend, Get Back, I was like, it’s just right there.

JOE: Ah, it’s so good.

JEFF: Right there. Because obviously Paul has a Bassman sticker and then, yes, as Muppet fans would note there’s famously “Mr. Bassman.”

JOE: Right. The Floyd song from the old days in The Muppet Show.

JEFF: Bill, do you remember how many calls we were on where I was just like, “And don’t forget. He needs the sticker.”

BILL: No. I don’t remember how many exactly but I remember…

JEFF: Yeah.

BILL: …that we had to make sure it was there. For sure. Yeah.

JOE: I’m so glad you did. I saw it. I loved it. Moog is pouring a cup of tea for Zoot. And you had mentioned in a previous episode that the cups are the same ones seen in Get Back.

BILL: Bethany Barton took it upon herself.

LESLIE: So Bethany, really?

BILL: Yeah. You have to make the cups the same.

JEFF: It was just the greatest gift. Bill, you mentioned it before, but when people saw how much we cared about this and all the details we wanted to put in, they just went with it. And just absolutely… Bethany especially just loves it and works her butt off to just put in all these details because she’s a geek too. She loves all this stuff and I remembered the day she came up to me so excited and just said, “These are the mugs. These are the mugs.” I didn’t even know. I was like, “Yeah.” It was fantastic.

BILL: We would have these meetings. We would go into their trailer.

JEFF: Right.

BILL: And she had everything laid out.

JEFF: Show and tell.

BILL: Doughnuts and it was like, “Here’s what’s…what do you think and are these working?” And just the research that she would do and just go take it upon herself to how do I elevate all of this in my own little way? And it does in such a big way.

JEFF: Truly.

JOE: Zoot is brainstorming ideas of other people who can play him in the movie. In this moment, he suggests Elvis and is shocked to learn that Elvis is dead.

BILL: What? When? I love that, just two words.

[all laugh]

JOE: It is so good. And later on, in the episode, same thing with James Brown, Frank Sinatra.

BILL: Yeah.

JOE: He’s just completely out of the loop. This poor guy. Pick up a newspaper, Zoot. Dr. Teeth and Floyd are jamming together. And Penny is there. And she is knitting next to Dr. Teeth. And she says, “You won’t even know I’m here.” And she starts clearing her throat and she’s making some awful noises.

[Bill laughs]

JOE: Leslie, you look like you’re having a good time remembering this.

LESLIE: It was so funny. The other thing, you have to know I’m inside Penny. So I’m laughing in there because no one can see me. I feel like invincible in there. But the thing that makes me laugh. I was like, [makes throat clearing sounds]. Like Bill is such an enabler. I was making this one noise. Bill, you know, Kevin makes it when he scratches his throat.

BILL: Oh yeah.

LESLIE: It’s like [makes rude sounding noise]

BILL: Yeah.

LESLIE: It’s a weird noise. It’s such a weird noise, and I did it because Kevin used to make these noises really annoying. [laughs] But what makes me laugh, because I just watched that scene, I played it back. I go, “That one noise sounds like gas.”

JEFF: It’s right at the end.

[Bill laughs]

LESLIE: It doesn’t sound like it’s coming out of her mouth.

JOE: Oh no.

LESLIE: [laughing] And it changes her sound.

BILL: Yeah.

LESLIE: [laughing] It’s like gas and it just makes me laugh so hard. I’m so immature but it just made me laugh.

BILL: But I just and too from my perspective with Teeth, he just loves her so much.

JEFF: Totally.

BILL: Those sounds? It’s like, I don’t know. It’s like bird calls to him.

LESLIE: Like listening to a pug snoring. Just like, [in voice of Penny] Isn’t that cute? Listen to my pot-bellied pig.

BILL: Isn’t she wonderful?

JEFF: Yeah.

JOE: I do want to praise you for this part of the relationship that they’re in, Dr. Teeth and Penny, because I think a lesser show would have had them doing the Kermit and Miss Piggy thing. One of them has a crush. The other one doesn’t want it, going back and forth. Whatever. 

BILL: Oh no. They’re hot for each other.


JOE: Yeah. Like almost immediately. Just a few episodes in they’re like, “We’re doing this.”

BILL: Oh yeah.

JOE: They’re just in this relationship that’s weird but like oddly healthy. They’re actually into a lot of the same things and they’re very supportive of each other. Like I’m really into it. I ship them.

BILL: Oh yeah.

LESLIE: I just love it. [in voice of Penny] It’s you. I hate you.

BILL: [in voice of Dr. Teeth] Oh, I love it when she says that.

[all laugh]

LESLIE: But it was just like, [in voice of Penny] oh my gosh, my pulse went up. My hands were sweating. I can’t believe I’m feeling this again. [in normal voice] Yeah.

BILL: They were rekindled in a moment. Yeah.

LESLIE: Yeah, pretty funny to me. But yeah, those noises were a pleasure to make. [laughs]

JOE: I’m so glad.

BILL: And we’ve certainly had fun. There’s stuff that doesn’t get used in the show but we certainly had fun improvising while we were waiting to shoot, playing around.

LESLIE: The different love names.

BILL: Love names. Yeah.

JOE: Like pet names for each other.

BILL: Oh yeah.


JOE: Any favorites that stick out to you?

LESLIE: Of course I can’t think of any of them now.

BILL: [laughs] Well you use the olive, right? That we use.

LESLIE: [in voice of Penny] My little olive. [in normal voice]  I love the way she says olive.

BILL: I think I had a mountain reference or something. [in voice of Dr. Teeth] My volcano of passion. [in normal voice] or something.

JOE: That’s cute.

LESLIE: I remember at one point, I don’t know if it was Dave or Zoot saying, “I can’t stop looking at her.”

[all laugh]

LESLIE: It was at the end of the scene. He goes, [imitating Zoot] “I can’t stop looking at her.”

[Bill and Joe laugh]

Jeff: Fine line.

LESLIE: I don’t know if it was a compliment or like a train wreck. [laughs]

JOE: Why not both? In the next scene Nora and Hannah are catching up in the makeup chair. And we get another Beatles reference as JJ runs by being chased by Animal. And he shouts, “Help. I need somebody.” Which I also like because he could have just said, “help,” and it would have been another one of those like if you’re paying attention, maybe you’d notice it was a Beatles reference but you drove it home with “I need somebody.”

Floyd and Dr. Teeth are still workshopping new songs. Floyd is humming out a song and he’s replacing the word with like something, something, something. Is that another Beatles reference? Or is it just the word “something?”

JEFF: Something was. Yeah, we had it in a few but yes.

JOE: Why not?

JEFF: No, it was. I’d definitely written in there at a different point, but this “something something, something” suffices.

JOE: Gotcha.

BILL: And it goes with that tune.

[Bill and Jeff sing together]

BILL and JEFF: Something, something, something, something.

JOE: Dr. Teeth is not listening because Penny has knitted him into a constricting turtleneck sweater that goes all the way up to his nose. Which is a great visual. Just like his big floppy nose hanging out over this huge, potentially uncomfortable, probably very warm sweater.

BILL: Oh, he loved it.

JOE: He did seem to love it. Yeah.

BILL: No, he loved it. [in voice of Dr. Teeth] It’s beautifully crafted.

LESLIE: [in voice of Penny] Everyone else was jealous?

BILL: [in voice of Dr. Teeth] Yep.

JOE: They were.

JEFF: My favorite thing is that you’re just jealous that I have a sweater that turtles my neck.

BILL: [in voice of Dr. Teeth] Turtles my neck.

JOE: I love that line. 

JEFF: It’s just such an amazing line.

[Bill, Leslie and Joe laugh]

JOE: Later we see Dr. Teeth playing the keyboard and Animal is sitting in the background looking bored and kind of dozing off, which seemed like another Get Back reference.

JEFF: Yeah that’s a Ringo.

BILL: Yeah.

JOE: Yeah. Teeth and Floyd are playing and Penny decides she’s gonna join in and she just starts singing.

BILL: Beautiful.

JOE: And it’s like, obviously a Yoko Ono thing. So tell me what was your your cue, Leslie, for trying to recreate this sound. What was going through your mind?

LESLIE: I watched the documentary, right? Like everybody did. And I said, “Do you want me to really sound like her? Do you want me to make that noise? Have that happen?” And they’re like, “Yeah, we want you to because it’s assaulting.” It’s just like, [makes loud and unmusical sound] I can’t get into it without the neighbors like, [in funny voice] “Someone’s killing a yak in the apartment next door with a butter knife.”

[all laugh]

LESLIE: Again it’s just like, “Really?” Imagine, I’m inside Penny going like, “I really get to make these noises?” I guess I just felt so mischievous but it was all so freeing as well. You have to imagine too, and I’m going to get a little female on you here, but this was during a time where women lost our rights. Roe versus Wade was overturned, right? So for me, Penny became even more important. I’m just going to say because I was like, [in voice of Penny] “You want to talk about my body. I’m gonna walk into this. [in normal voice] So it was just very empowering to unleash like I said, unapologetically her.

Expressing herself loudly with the permission. So it was just kind of like one of those things where yes, I did try to make those noises and it was alarming and I might have scared myself. 

BILL: But I think this episode allowed her to become who she believes that she was when she knew the band. She had been living as now this owner of this record company and she’s supposed to be a certain person who’s just not happy. And now she’s finding some joy and being playful. And so we start to see Penny in a more playful way. It gives her a place to go, which was nice.

JEFF: We also had a debate whether or not we could continue the screaming over the next scene. Penny I believe starts wailing and then we go to a cutaway scene in the makeup room, in the chair. And we just tried to keep, because Leslie gave us minutes upon minutes of screaming, wailing, banshee crying.

LESLIE: That was with one breath. I want you to know. When we went to the looping scene, I just kept going and going. [laughs]

JEFF: Yeah. And it peters out. But we’re like, “Can we keep it? Can we keep it going through this whole dialogue?” And it became just a little too much. So it goes, it peters out, it comes back in as we go back to the scene where she is just finishing I believe, right?

BILL: Right.

JOE: Well, we look forward to Penny’s solo album.

JEFF: Yeah, totally.

JOE: Coming out any day now. Yeah. Nora asks Lips if he has any of the Beatles on speed dial. And he seems to respond in the affirmative. And it sounds like he’s saying, “Love me do,” as he’s walking away.

BILL: It does sound like that.

JOE: I’m not saying he’s saying, “love me do.”

JEFF: Check the subtitles. The closed captions probably tell us.

BILL: Yeah, right.

[Joe laughs]

BILL: He does that double thing though. [imitates Lips mumbling] Love, love me do.

JEFF: Yeah.

JOE: Yeah. Right. Exactly. Yeah. Could be anything. Moog is helping JJ. He doesn’t know what at first, but he’s helping JJ get in with Nora. The first thing he does is suggest getting bunnies for Animal to get on Animal’s good side. And then soon after, once he realizes that JJ is using him, he tells him to ask the band how they got the name Dr. Teeth and the Electric Mayhem. And this is great because we’ve talked about this before, but early on in the season the characters talk about how Dr. Teeth’s name’s in the title, but he’s not really the front man. It’s a democracy for all intents and purposes.

And it seems like Dr. Teeth does not want to tell this story. But the rest of the band kind of jump in. Floyd explains that the band was originally called the Good Times, Happy Trails, Super Smiles Fun Band. But then they met Penny. And when Penny saw them for the first time, she felt a burning deep in her soul and scalp because her haircut caught on fire from the lasers of laser show. And once the rubble cleared she gave the band a record deal and a new name: Dr. Teeth and the Electric Mayhem.

And I love this.That she’s like immediately tied into the band’s history. It’s not just that she was present. Like she actually did something that we saw throughout the Mayhem’s history. We just didn’t know it until now.

LESLIE: This was my audition which was such a great– the other thing, like the perfect character, and then the perfect audition side, that you see that not only did she move out to California, but there was a little more to the dialogue, right, Jeff?

JEFF: Yeah. Definitely.

LESLIE: Because it was like after an evening, you know, she had an electric evening. It’s in reference to the evening she spent with this band and how electrifying it was. And then me, as a Muppet nerd, when I read that line, like if someone told my fourth grade self, that one day, you’re going to be a character that names The Electric Mayhem, the band on your McDonald’s glass…I was freaking out. I was like, “I can’t believe I’m saying this today. I can’t believe I’m saying this today.”

And again it was written, because I was learning so many things with Penny as a new puppet. It was the first time I’d ever had a two-camera shoot. So Bill was really helpful. I get you to have to do a close-up and a wide shot. And when your brain is like, “Oh my gosh.” And I had to get different glasses because my glasses weren’t working in there. So I memorized everything. I still had my papers in there but I was so anxious about it, which helped in the wheelchair scene to be memorized because I literally had no monitor because there was no room for it.

But It was such great storytelling and it was such a vivid– It’s so internal to who she is and what had happened. She’s recalling it, the greatest night of her life, where she met the love of her life. So that was really, I really love that.

JEFF: Which is cool because it does tie it, as you were saying, it ties her into their history but it also that’s what set up the story. They signed a record contract with her, those many years ago. There she was. And now we’re finding out when she met them and gave them the advance that they never recorded. It all fits together. It’s a just a cool way to tell the story.

JOE: Absolutely.

BILL: I forgot there wasn’t a monitor in your wheelchair.

LESLIE: Remember we…

BILL: We tried.

LESLIE: Jane and I were trying to figure out how to get me small enough.

BILL: Right. Yeah.

LESLIE: How to get me in there because I had to ride and I had to like ball up and everything.

BILL: But I think we figured because she was so wrapped up.

LESLIE: Well because she couldn’t see anyway.

BILL: Right. You wouldn’t have an eyeline anyway.

LESLIE: I go, “Bill, I can’t see anyway.” And he goes, “Oh, well then I guess you don’t need a monitor.”

[Bill laughs]

LESLIE: So it was really a truth exercise.

BILL: I forgot.

LESLIE: But that, again, is a Penny line. Again, thank you for this line that totally identifies who she is. [in voice of Penny] What do you think? I got here because I faked it till I make it. No, I got here brutal honesty. That’s what you gotta do. You got to be yourself kid. Be who you are. Be your truth. [in normal voice] And she’s doing this really like beautiful line about “be who you are,” yet she’s just had plastic surgery. [laughs]

BILL: Right.

JEFF: Exactly.

[Joe laughs]

BILL: Yeah.

JOE: That also tells us so much about who Penny is. Of course she wouldn’t suggest lying about anything. She is so brutally honest to such a fault.

BILL: Yeah, she doesn’t need to lie.

JOE: It’s refreshing.

BILL: Yeah.

JOE: But yeah. That tells you a lot about who she is. Meanwhile, while the band is feuding, Animal’s bunnies are multiplying. There’s a whole bunch of them now. Leslie, did you play any of these bunnies?

LESLIE: I did in the background. I think we all did background. Bill, did you end up using those looping thing that we did for the bunnies? Or no? The sound?

BILL: Actually we ended up doing some squeaks. I went and bought some toys at the pet store. And I did fully squeaks at home and then sent them in. I’m trying to remember. We did them with you but they were like fart sounds and stuff. [laughs] And we had less control and so no, we actually just did. We ended up with more squeaks and limited squeak bits and tried to time them. But yeah, no. The arm farts were fun to do.

LESLIE: That was the weirdest looping session. But yeah, we all got to play. That was so fun. We all got to play background bunnies and stuff.

BILL: I think it was the pitch too. Like we’re trying to get a little bit higher pitch and we couldn’t kind of…


JOE: Leslie is blowing into her forearm, trying to make like a squeak noise.

LESLIE: Yeah, I have a gift. At parties I can do celebrity farts. If you name a celebrity, I can impersonate them.

BILL: Ernest Borgnine. Ernest Borgnine.

LESLIE: [fart sound]

BILL: Yep.

JEFF: Nailed it.

JOE: That’s amazing. Wow.

LESLIE: It’s a gift.

JOE: It’s like he’s right here.

BILL: Really good.

JEFF: And a curse.

LESLIE: Yeah. [laughs]

JOE: So Floyd and Dr. Teeth are still feuding. This is where we get this great scene we referenced earlier. Dr. Teeth suggests that Floyd is jealous that Penny made him a sweater that turtles his neck. And Floyd is jealous. And he says, “Well I’ll ask if Penny can make him one.” And Floyd says, “It’ll be very much appreciated.” And they’re shouting, “Thank you.” “You’re welcome,” very angrily at each other. It’s such a kind fight. I appreciate that about the Mayhem. They love each other so much. Even when they fight, they’re pretty nice to each other.

BILL: Yeah, it’s hard for them to be really mean. They know they’re angry with each other, but it’s not about the words, it’s about how they feel.

JOE: Right. Yes, exactly. Floyd says, just like the dark horse himself, George Harrison, he is going to take his leave and go home in polite protest. Just like George did in Get Back. Yep. And another reference. Everyone should go watch Get Back if you haven’t watched it yet. It’s terrific. They make Muppet references through the whole thing. We’re just referencing this episode. 

JEFF: Yeah, goes both ways.

JOE: Lips shows up with Susanna Hoffs. Nora had asked for a Beatle, not a Bangle. Susanna says that Lips is the one who taught her to walk like an Egyptian. So this is a great little cameo. I mean, what a great reference to 80s culture but also giving us the joke of the Beatles/Bangles thing. And like for me, I love the greatest hits of the Bangles. I don’t think I’d recognize Susanna Hoffs if I bumped into her on the street. But now I will because you guys gave her this wonderful spotlight in the show.

BILL: Yeah.

JEFF: She was super sweet.

LESLIE: She was super sweet off stage. She was working really hard. She was shy, you know.

JEFF: Nervous.

BILL: Yeah.

LESLIE: Like, “How am I gonna work your lines with it?” Everybody was just so kind and giddy and committed and heartfelt to be there. They just put 100% in and she was just…

BILL: Yeah, she had to, actually people probably don’t realize, but entrances for humans and puppets at the same time, are very difficult because you’re doing half of a decking. Right? You have a plank that goes under the door so that they can walk along there. So it’s a little tricky because they’re trying to look straight ahead and not look down at their feet. So their safety net, I always say to them, is us, right? We’re down here. I know it’s not the most reassuring thing, but if you come off of that decking, we’re here. We’re going to stop you. Right?

JEFF: Right. You’re saying she had a narrow path.

BILL: She had a very narrow path. Imagine yourself only allowed to walk through half of a doorway but you can’t look down.

JOE: Have you ever had a celebrity fall on you?

BILL: Yes.

JOE: like that? Oh really?

BILL: Yes. Yeah.

JOE: Whose life did you save?

LESLIE: Who fell on you?

BILL: Cindy Crawford almost fell.

LESLIE: Oh yeah.

JOE: Oh.

JEFF: That’s too bad.

LESLIE: Dancing with Bobo.

BILL: Yeah. Well, it wasn’t while we were dancing. It was while we were rehearsing, but yeah, she almost fell. But she landed on Bobo. And I just pushed back. Yeah it happens.

JEFF: I like you’re acting so nonplussed by it. That would be, start my obituary with that one. 

BILL: She could have fallen all the way off.

JOE: [laughs] Someone out there is bragging about how Cindy Crawford fell on them.

[Bill laughs]

JOE: It’s a less interesting story because they didn’t have a giant bear puppet.

JEFF: It’s Bobo.

JOE: Right, Bobo. Yeah, Bobo’s talking about it. The band decides to put their argument aside so they can get back to the album.

JEFF: No pun intended.

JOE: And they start playing a song. Dr. Teeth says he wrote it about Penny, but Floyd says he wrote it about Janice. Janice says, she wrote it about herself. They’re back to fighting. So Floyd says, well, he’ll just write another song about his other true love, soup. And here we get “Soup di Doup.” Jeff, this is a wonderful song. I don’t know why it’s not on the album.

LESLIE: I know.

JOE: This song slaps.

JEFF: I mean, again, I have said before, I feel like if I say it now, a third time, the basement tapes. If they just put out like a mini release with all these little unsonglets, people would buy it.

JOE: Yeah.

LESLIE: Or it could be a Disney plush, right? It could be an item where it’s like a can of soup that has Floyd on it, whatever it is. And you squeeze it and the sound chip is in there.

JOE: [laughs] You pull the string in the back.


JOE: And then it sings the Soup di Doup song.

BILL: Ma’s Soup.

JEFF: Oh yeah.

JOE: Oh, that’s so good.

LESLIE: Right? It’s a product. 

JEFF: It’s my kids’ favorite thing in the show, too. It’s their favorite song.

JOE: Of all the songs, it’s the Soup di Doup song that’s the favorite? Great.

LESLIE: It’s an earworm.

JEFF: Yeah.

JOE: But what I like here, and tell me if this is a Get Back reference or not, is that we’re really seeing Floyd’s entire creative process. Like, when we saw Paul McCartney write “Get Back” in real time, in the documentary. Is that kind of what you were going for?

JEFF: Yeah, I mean, different than that. There’s the [sings] something something something [in normal voice]. There were two directions we could have gone. And we discussed both of them. Correct me if I’m wrong, Bill. But one of them was that we would see them develop this song. And at the end, perform that song.

BILL: Right.

JEFF: You know, love’s the only thing that matters, love’s the only thing. I think we just got swayed and so into the fact that they would perform a Beatles song on the roof.

JEFF: Yeah. Yeah.

JEFF: It almost betrays what should be the story thing but yes, watching in that documentary is on the spot where all of a sudden you’re like, “Oh my god, he just figured out ‘Get Back.’”

JOE: Yeah.

JEFF: Like you’re watching a classic in real time being created. Something that we wanted to do but then I think I just…

JOE: Yeah, that’s fair.

BILL: I think we ended up with that Beatles song because it was, again, supposed to be a documentary about love.

JEFF: Exactly.

BILL: And that’s what the intention was from the beginning was this needs to be about love. And so you have the Nora and JJ stuff and all that. But yeah, I think you’re right, Jeff. Initially, we thought that that would be the song that they figure out.

JEFF: Right.

BILL: Yeah.

JEFF: So throughout the episode, we would chart that song being written.

BILL: Yeah.

JOE: Right. Yeah.

JEFF: It still works because, again, it’s a Beatles song.

JOE: Yeah.

JEFF: You can’t go wrong.

JOE: Absolutely.

BILL: Yeah.

JOE: No, you can’t. Well, I don’t know. I’ve heard some bad Beatles covers in my life.

JEFF: We’re gonna pan up to the roof and they’re playing Number Nine.

BILL: Right. [laughs]

JOE: You’re right. [laughs]

BILL: [singing] Her Majesty’s a pretty nice girl, but she doesn’t have a lot to say.

JOE: That’s a good Beatles song.

JEFF: So catchy though.

JOE: I like that one.

BILL: Yeah. 

JOE: Lips shows up with Paula Abdul. Nora asked for a Paul, not Paula. And she’s worked with the Muppets before. In fact, Bill and Leslie, you both worked with Paula Abdul before on Muppets Tonight.

BILL: Yes.

LESLIE: Yes. The Boss Men.

BILL: That’s right.

JOE: Yeah, that’s right.

LESLIE: She is so sweet and kind. I painted shoes for her. My mom reminded me.

BILL: Oh, did you?

LESLIE: I didn’t realize I did. I painted her some high heel sneakers that had clouds on them and stuff like that, but I want to paint her another pair cause I’ve gotten better. But she was so sweet. Dancers talk to everybody. You know what I mean? They’re all just awesome people.

JEFF: I always find that talkers dance with everybody. That’s the flip side of it. Sorry for interrupting.

BILL: Tell you my little quick story. So when I first started dating my wife, Cristina, during Muppets Tonight. No we didn’t first start, but we’ve been together for a little bit.

LESLIE: You got married during Muppets Tonight.

BILL: I did and we weren’t married yet. But Paula wrote a little note to my mom. [laughs]

JEFF: Really?

BILL: Yeah. “I think your son is very handsome and talented.” Something like that.


JEFF: The wedding’s off!

BILL: And Cristina was like, “What the hell?”

[all laugh]

LESLIE: How did she write to your mom, Bill?

BILL: Because my mom was visiting or something and she left a little note or something. Gave me a note to give. Something like Bill, tell your mom… maybe it was more like that. I’ll have to ask Cristina. I don’t know if she remembers either. But it was just something that it felt like it could have been a flirt thing but it probably wasn’t. It was just her being kind.

JOE: You got to find that note.

LESLIE: You gotta find that note.

BILL: Yeah, I don’t know if I still have it but Cristina was like, “Excuse me?” [laughs]

[Joe laughs] 

BILL: Yeah. Yeah.

JOE: Wow.

BILL: But then I got to know her actually over the years. Like we actually ran into each other all of us at like a lunch one time and she’s just so sweet. She’s so cool. And when I saw her, we saw each other…and what did she say? Oh god.

LESLIE: She said, “Do you have that note I gave your mom?”

JEFF: Yeah. Right.

[Joe laughs]

BILL: No, no.

JOE: Can I have it back, please.

BILL: Oh, darn. Now I can’t…I blew it. I can’t remember. We saw each other and it’s been like 25 years or something. And she looks amazing. Like she doesn’t look any different. I was like, you look exactly the same and she was like, “Thank you.”

JOE: Oh.

BILL: I was like, “So you’re not going to say the same thing for me?” [laughs]

[Joe laughs]

BILL: You know, but she’s super sweet, super nice to come into it.

JOE: Wow. That’s great.

BILL: She’s awesome.

JOE: Did you reminisce at all about your Muppets Tonight days with her working with Muppets again?

BILL: Didn’t get a chance to really. We were just trying to shoot. But no, I don’t know if anybody else did.

LESLIE: I apologized for grabbing her boob as Robot Lincoln.

BILL: Oh, you did?

JOE: [laughs] What a thing that you can say is that you grabbed Paula Abdul’s boob as Robot Lincoln.

JEFF: That is the most Mad Lib sentence.

JOE: That’s quite a sentence.

LESLIE: She leans forward and there was a screw in this set that was going into my forehead and I was like, “Aaah.” And then I’m like, “I’m so sorry.” And she’s like, “Oh!” And Jerry goes, “Robot Lincoln would’ve grabbed your boob.”

[all laughs]

JEFF: Sounds like he four-scored.

All: Ooooooh

BILL: The comedy. See? See?

LESLIE: No, I didn’t apologize. But I should have.

JOE: Well, no shade to Paula Abdul, but our next scene gives us maybe the greatest guest star on this entire series.

BILL: Jackson Barretta.

JOE: Okay, the second after Jackson Barretta.

[Bill laughs]

JOE: You got Morgan Freeman to dress up as Zoot?

BILL: He wanted it. He loved it.

JOE: How did that happen?

LESLIE: [in upset voice] I didn’t know it was him, Bill. I did not know it was him.

BILL: Who? Morgan Freeman? [laughs]

LESLIE: I just went up to him. I’m like, “Wow, they really did a number on you.” Not realizing I was talking to him. Awkward.

JOE: Wow. Was he with all the other Zoots when you said that? Like were looking at a sea of Zoots?

LESLIE: Yeah, because we were all off to the side. They were waiting to be loaded up.

JOE: Right.

BILL: Oh right.

JOE: So that makes sense because you wouldn’t think, “Oh, of all these Zoots, one of them is an A-list celebrity.

LESLIE: Yeah, but the way my face looked, it was not, it was like, “Whoa.”

[Joe laughs]

LESLIE: “Oh, look what they did to you!”

JOE: That’s incredible.

BILL: But he was in the makeup trailer and Jackson was getting his makeup done. He had the nose.

JOE: But first, tell us who Jackson Barretta is.

BILL: Oh Jackson Barretta’s my son?

JEFF: You figure it out.

JOE: Your son, Jackson Barretta.

BILL: Yes, and Jackson plays the Zootplicate

JEFF: Zootplicate.

BILL: Who has, I think… I mean, he got a great line.

JOE: He did.

BILL: Which is, “Great. Lost another role to Freeman.” And he’s only in there because Adam insisted on it. It was really about Adam saying, because Jackson, while we were in our writers room, Jackson would come in and do a bit every now and then or he’d do something. And Adam was like, “You know. Why isn’t he doing? Why isn’t he acting?” And I said, “Well, he is. He wants to be an actor.” He’s like, “Yeah we should have him in. We should get him in something.” And Adam just insisted that Jackson play this character. I was like, “I’m gonna back out. If you guys want a make it that’s great.”

JEFF: Every opportunity.

BILL: Yeah. And so that’s how he got in. And I think he did a great job.

JOE: He did.

BILL: He did really well.

JOE: Yeah.

BILL: But how great…

JOE: He nailed that line.

BILL: …to play next to Morgan Freeman.

LESLIE: Right next to Morgan.

BILL: Oh my gosh.

JEFF: Yeah. Morgan Freeman came in and I was like, [in high-pitched, nervous voice] “Do you have any questions about the script?” [in normal voice] He’s like, “I just want to know if my first line could be, ‘Sup y’all? I’m Zoot.’”

BILL: Yeah.

[Joe laughs]

JEFF: I was like, “Yeah, you can say that.”

BILL: But he was in the trailer. So Jackson was in there and Jackson was getting the full Zoot.

[Jeff laughs]

BILL: And Morgan had the hat and the hair. And he was like, “Well how come I don’t have a nose?” He wanted more stuff which was great. He was into it. So he got a little more. He got glasses and a nose.

JOE: That’s so good.

BILL: Yeah.

JOE: I love that he was so game.

BILL: Oh yeah.

JEFF: So game.

JOE: I love hearing that.

BILL: Totally.

JEFF: Turns out he was a huge Muppet fan. 

JOE: Yeah, so he hasn’t done much with the Muppets. I mean, his biggest connection really was when he was a member of The Electric Company.

LESLIE: I was gonna say, he was in The Electric Company.

JOE: He was in The Electric Company and they did a special called Out to Lunch with The Electric Company and the Sesame Street gang, but no one who was working on Muppets Mayhem would have been part of the Sesame crew in those days. So, there wasn’t anyone who’d be like, “Oh, Morgan’s back. Hello. Good to see you again.” But yeah, especially with A-list celebrities, you’d never know if they would be game to play to have fun with characters like the Muppets. I’m sure you’ve worked with big celebrities who maybe feel like they’re a little above it. So, nice. Yeah. Nice to hear about Morgan Freeman.

BILL: Honestly, I can’t think of many that have been…

JOE: Oh!


BILL: …That have felt above it. Honestly. Usually it’s people that aren’t up in that status that feel maybe a little more insecure about it and feel they need to be justified or something. But usually the top A-list people are all in. They just love to be made fun of. However you can have the Muppets tease them, tear them down. [laughs]

Generally, across the board, they tend to love it. And actually, you brought up Electric Company, that’s the thing that I actually was talking to him about when I had a chance just to greet him and see him, hang out in the trailer for a minute, just telling him how much as a kid I just remember him and Rita Moreno really stood out for me watching The Electric Company. And I just loved it. I was like a big thing to me when I was a kid. He was like, “Oh that’s great. Oh cool. All right. Well, I’ll see you in there!” [laughs]

[Joe laughs]

LESLIE: I had him sign my penguin.

BILL: Oh, you did?

JOE: Oh cute.

LESLIE: Just kidding. No. I didn’t. I already made that weird face.

[Joe laughs]

JEFF: I actually had him sign a postcard, a replica postcard of the thing he sends Andy Dufresne at the end of Shawshank. Zihuatanejo.

BILL: Really?

JEFF: Yeah. So he signed that. I go, “Do you recognize this?”

LESLIE: You got some autographs on this show.

BILL: Jeff was all about getting. He was good about it.

JEFF: It was Adam just encouraging. Adam made an entire show so he could just have his stuff signed. So he would be the first one to be like, “Absolutely go and ask.” Bill was like, “Don’t.”

[Bill laughs]

LESLIE: What did you get signed?

JEFF: Tons of stuff.

LESLIE: I know.

JEFF: Name a guest star. I’m telling you.

BILL: Right. That’s so fun though.

JEFF: I have a pumpkin signed by Billy Corgan. I have a Cheech and Chong album, signed by Cheech and Chong. I have…

JOE: What did you have Jackson Barretta sign?

JEFF: That’s the one. I said yesterday, because I tweeted the…

BILL: Oh, the script.

JEFF: Right. So, for this episode, it’s my sole writing credit, and I had the cover page signed by everyone who was on it. And the one person I couldn’t get was Jackson Barretta.

BILL: He’s tough to get. He’s tough to get.

JOE: Elusive.

JEFF: He’s tough to get. But yeah, just about for everyone, I tried to get something.

LESLIE: He was the one celebrity that was kind of above the Muppets.

JEFF: Yeah.

BILL: Yeah, he was. Yeah, yeah. 

JEFF: But ask him about his career and his acting chops and he’d get blue in the face.


JOE: Ooh. All right. 

BILL: Maybe I can work it out. We’ll see if we can work out getting you that signature.

JEFF: Please.

BILL: Yeah.

JEFF: But yeah, it was just a blast. Just taking pictures. It was awesome. 

BILL: Yeah.

JEFF: And we’ll get to another one in a little bit who’s just insane.

JOE: Yeah. No, I’m excited to talk about that. But first, just to wrap up the Morgan Freeman stuff. He tells Zoot he just wants to know what it feels like to walk in his shoes. And so Zoot takes off his shoe and says, “Let’s ask Jimmy.” And Jimmy the Shoe says, “It’s not so bad.” And Morgan Freeman has like a beat and says, “This very well may be the role of a lifetime.” And he says it with such gravitas about a talking shoe. My god, what a get Morgan Freeman was. 

BILL: And about Zoot, right? It’s about that’s the role he’s gonna play. A guy that can talk to his shoe. 

JEFF: Yeah.

JOE: Yeah. We’ll talk more about Jimmy Shoe later on. But yeah. What a great moment in television history. [laughs]

BILL: Yeah.

JOE: So in the studio, it’s pure chaos. The Zoots are all playing their saxophones. The bunnies have completely taken over the studio. Paula Abdul is choreographing Floyd’s soup dance. So Nora kicks everybody out and JJ admits that he did all this–buying the record label, giving Animal the bunnies, lasering off all his body hair, taking hand gesture lessons.

JEFF: That’s an Anders improv.

BILL: Yeah.

JOE: Yeah, that’s good. I’m also saying this while realizing I’m gesturing wildly with my own hands unintentionally. Because he’s got a thing for Nora. He still holds a candle for her. And Kevin Smith says that JJ is Nora’s Amy, the one who got away, referencing his classic movie, Chasing Amy.

JEFF: It’s a good thing we got Kevin Smith, by the way.

BILL: Right.

JOE: Yeah, imagine if someone else was saying, “She’s your Amy.” It would mean nothing. Nora admits that love is hard for her as it is for most people. But the band is not most people. The band is all about love and they make up. And that’s what Kevin Smith needed for his documentary. Dr. Teeth also declares the band name thing. Dr. Teeth and Electric Mayhem. It’s obviously driving a stake through the band. So he says, “We, am, is, are and be, they whom are known as just The Electric Mayhem.”

Of course, quoting his line from The Muppet Movie but omitting his own name from the band. And that’s it. You’ve created a new history for the band. And it makes so much sense.

JEFF: New future.

JOE: Yeah, because we don’t need it. We don’t need Dr. Teeth’s name in the band.

BILL: Uh-uh.

JOE: We just need to know that they’re The Electric Mayhem. And it feels like the hard thing to do as writers, I’m sure, which is to show growth but also get back to a status quo.

BILL: Right.

JEFF: What it does do though, is it does create marketplace confusion.

[all laugh]

JOE: Does it?

JEFF: I think so. We still have The Electric Mayhem. There’s also Dr. Teeth and Electric Mayhem. But it’s all good. T-shirts.

JOE: As if they’re two different bands. Yeah.

BILL: I do love the line. There’s that little exchange earlier when Dr. Teeth says, [in Dr. Teeth’s voice] “We’re all the front man.” [in normal voice] And then Floyd says, [imitates Floyd’s voice] “That’s because you’re always in the front, man.”

JEFF: Yep.

BILL: It’s just great. [laughs]

JOE: [laughs] And he’s not wrong.

BILL: Yeah, that’s a great line.

JOE: It’s like that weird thing, too, where like bands complain about– Or keyboardists complain in bands because they used to be always in the back. And so that’s why the keytar was invented, so they could actually get up front. But Dr. Teeth really is always up front when The Electric Mayhem’s on stage.

BILL: Yeah. Yeah.

JOE: Good staging on his part.

BILL: Yeah. Kind of. Floyd and Janice are actually more up front.

JOE: That’s true.

BILL: They’re wings. He’s a wing and Zoot and Lips tend to be wings now.

JOE: That’s true. Yeah. But not like driven into the back like some bands do with their keyboardist.

BILL: Yeah.

JOE: Nora still kind of regrets not getting a Beatle for the documentary but they still succeeded in telling a story about love. They don’t need Paul McCartney. And in that moment, Lips gets a call on his phone from Paul McCartney and declines it.

Now, I gotta know. Did you actually try to get Paul or Ringo to appear in this episode? 

JEFF: Absolutely.

BILL: Yes. I sent a video of Dr. Teeth asking Ringo to be in the show.

JOE: Wow.

JEFF: It’s hard.

BILL: He was on tour.

JEFF: Yeah. It’s just, again, all these musicians were on tour. We had a very, very tight schedule. And there’s not much adjusting. Paul McCartney, he’s in town in three weeks but we’re not. 

JOE: Right. Yeah.

JEFF: But we have our director here now. We have our cast, all these people. This was also a scene that had a lot of people. So it was a tough one we had to work around.

JOE: Absolutely.

LESLIE: Abby got kissed by Paul McCartney. I’m just gonna say it.

BILL: Oh. Abby.

JOE: When?

LESLIE: So Actors Equity Fights AIDS, they had a benefit and they were doing the music of Frank Lester. Paul McCartney owns all the Frank Lester music. So he was with Broadway Cares Equity Fights AIDS. They’d asked if we could do inchworm or something. So it was Grover, Abby and Cookie Monster. And we were like Cookie’s eating all the cookies from Paul McCartney’s dressing room. We were just ad libbing. And we walk backstage and Paul McCartney runs after us like, [in British accent] “Cookie Monster, you’re eating all my cookie.”

[in normal voice] We all were just kind of like shaking because we didn’t know what to say. We were like, [in nervous voice] “I need to put my puppet on my hand.” [in normal voice] So we interacted with them. And then we were backstage and Paul McCartney sang one of my favorite Frank Lester songs, it’s called “Slow Boat to China.” [snaps and sings] “I want to get you on…” [in normal voice] It’s just gorgeous, and he’s singing it on stage and I’m totally swooning. And we’re backstage with our Muppets. And I’m like, technically I’m on stage with Paul McCartney because the stage goes all the way back to the wings.

And he comes off stage and I’m standing there. And I have Abby, and I’m like, [in voice of Abby Cadabby] “You’re so magical.” [in normal voice] He goes, [in British accent] “You’re the one with the magic. [in normal voice] [laughs] He goes to kiss her but I’m gasping and my natural reaction is to open the mouth of my thing and I go “Huh.” Eric’s wife, Mary, snaps a picture and it looks like Paul McCartney is open-mouthed kissing Abby.

[all laugh]

LESLIE: He’s not. It’s the angle. I can find it and send it to you.

JOE: I would love to see that even though I’m sure the people at Sesame do not want anyone else to see it. We weren’t allowed to tell anybody because normally Sesame Street’s not allowed to do other non-profits, so we were under the radar. We were begging to do that. So that’s my little thing. I was like, “Well…”

JOE: That’s amazing. I love that.

BILL: We should probably mention that even though Ringo couldn’t make it into the episode that he does play on one of our songs. “We Are One” in another episode.

LESLIE: Wait, he does?

JEFF: Yeah

BILL: Yeah, Linda Perry got Ringo to play the drums on “We Are One.”

JEFF: You know, the Minecraft song?


BILL: Yeah. Yeah. So he’s playing on that.

JOE: Yeah, it’s baffling that this wasn’t promoted more that Ringo was on a Muppet album. 


JOE: But here we are talking about it on a podcast. That’s what we’re doing. Yeah.

LESLIE: I’m gonna go look at our album.

JEFF: You should listen to it. It’s very, very cool. You can hear. You’re like, “Yeah. That’s Ringo playing with Animal.”

JOE: It’s cool. That’s very cool. We’ll talk about that in the next episode for sure. So yeah, so we need a big ending to this documentary. So the band goes to the roof, just like the Beatles did at the roof of Abbey Road. They sing “All You Need Is Love.” As the band is singing, Penny starts to sing along in her Yoko Ono voice. And JJ immediately and very wisely unplugs her mic. And I feel like this is a true story. Is that–you’re nodding Jeff. Remind me what this is from.

JEFF: It’s John Lennon performing with Chuck Berry. On…what show was it? Some… not variety show but some television show. And she joins in. Like they are jamming. It’s awesome. It’s magic. Right? And then she grabs a mic and starts banshee screaming. And someone has to just turn off the mic. And John I think does his best to sort of not acknowledge it, but it is cringey.

JOE: Yeah. I’ve seen this on Youtube and you can see there’s a look on Chuck Berry’s face. Like what just happened?

JEFF: Yeah. Who is this? What is this? Yeah.

JOE: [laughs] Yeah. So it’s a nod to, but also gives great closure to Penny on that episode.

BILL: Yeah.

JOE: Yeah, absolutely. Yeah. Nora and JJ seem to be getting closer. And Moog asks Hannah what his next move should be. And she says, “The only next move, just let it be.”

BILL: That’s it.

JEFF: That actually is not a Beatles reference.

JOE: No? Now it’s not? [laughs]

JEFF: [laughs] That worked out.

BILL: That was just improvised.

JEFF: Yeah, crazy.

JOE: Yeah, amazing. Wow. 

JEFF: So what’s interesting about the next moment, I think you can notice that we graded the episode to make it look like it’s film. So it let us make it look like it’s old film. And so we have the film run off here after this last roof shot. And then it goes back to our regular show. We just wanted it to be clear that that had ended.

JOE: Absolutely. And it’s also interesting because this is, correct me if i’m wrong, the only episode that kind of has what acts as a tag at the end of the episode in that way. But it’s also the only episode that doesn’t have a cold open with the gang in the van.

JEFF: The van. Yeah.

BILL: Right. Yeah.

JOE: Yeah. So we’ve kind of removed something from the top and we slap something on the bottom.

JEFF: Sure.

BILL: Yeah.

JOE: And it works.

BILL: Yeah. Yeah.

JOE: This is such a great scene. I love this. Before we even talk about it, I was told when we got the press release that had the full list of all the celebrity cameos, we were told, I think by you, Jeff, or Adam over social media, this is not everyone.

JEFF: Oh yeah.

JOE: Like there were names that were left off this list and so we were like, “Okay, anyone could show up. That was really exciting for us. As far as I know, this is the only celebrity that was not on that list. If I’m remembering correctly.

JEFF: Ringo Starr on drums on “We Are One.”

JOE: Ringo Starr on drums. Right? But this one, for people we see on screen.

JEFF: Yes.

JOE: And it was such a great surprise. I think if we had known Peter Jackson was going to be somewhere in the season, we would’ve been like, “Well, he’s going to be in the Get Back episode. Like easy.

JEFF: Can I give you the quick story for this?

JOE: I would love it if you did.

JEFF: So when Adam pitched it, this was the idea, Peter Jackson– oh my god, Peter Jackson’s possibly interested. Fantastic. We wrote the entire script with Peter Jackson as the director. It’s all Peter Jackson references. It’s terrific.

JOE: Great.

JEFF: And then it’s like, what are the logistics here of getting Peter Jackson to do this. Does he fall within our time frame? Is he available? All this stuff. And it was looking less and less likely that he would be able to do it within our time frame. And we can’t, again, just bend it around production for this possibility. But it truly was a saga and so at a certain point, we knew that we could get Kevin Smith.

BILL: But wait, don’t forget we were trying to, we reached out to whoever we could. Like the head of the film. Our friend who used to be at Henson who became an ambassador.

JEFF: Yeah.

BILL: Whoever could reach out.

LESLIE: Charlie Rivkin?

BILL: Yeah, with Charlie. Getting like customs things through faster. All kinds of things that had to be. Yeah.

JEFF: And so we did. We rewrote it and we made it Kevin Smith. That’s why there’s all these Kevin Smith references and it works. It works great. That’s the thing. When you get lemons, we wrote lemonade right? So how could it be anyone but Kevin Smith at this point. And we shot it and it’s great and it’s even better than we imagined. And this worked out great. We’re so proud of ourselves. We did this. I think three days after that, our producer, Michael Bostick, walked into the writer’s room ashen faced. And we’re like, “What’s up?” And he’s like, “So just heard from Peter Jackson’s people. Peter Jackson is very excited to shoot his part in a week from now.”

[Joe laughs]

BILL: He can be here.

JEFF: Yeah. And we’re like, “What? We can’t. We shot it. We can’t. We can’t do. That’s not even an option. But is he willing to do a single scene?” And we talked about these people being fans. Yes, he only wants to do something. The Muppets. He’s a huge Muppet fan. Meet the Feebles is his tribute to the Muppets. It’s a very weird tribute to the Muppets but it’s his tribute to the Muppets. He loves the Muppets. And he’s totally down to do a single scene. Great. But it continued that way. Where it was like, “Ooh yeah. You know what? He hurt his back.”

BILL: Yeah. He has to go to the hospital. Yeah.

JEFF: Death in the family or whatever it was. It was a bunch of stuff, right?

BILL: Yeah.

JEFF: And we just like it’s gravy. It’s icing on the cake if we’re able to get him. But obviously, we shot it already. We don’t need it. If it can happen, fantastic. Our last day of shooting. With the day before we find out he will be here tomorrow to shoot this scene. And yeah, it’s the last day of school, essentially. Everyone’s excited. We’re done. But we have a very full day and then all of a sudden this black SUV pulls up and Peter Jackson comes out.

BILL: And our director got Covid. So I ended up directing that scene.

JOE: So Bill directed.

JOE: No way.

BILL: Yeah.

JOE: Wow.

JEFF: And hilariously, so we go into Peter Jackson’s trailer. Bill introduces himself and he’s just like, “Yeah, I just want to talk to you about the scene.” Peter Jackson says, “You know my big fear…” and I’m not even going to try to do the Peter Jackson accent. But he’s like, “My big fear is that I show up on a set and my actors have ideas of how they want to do the scene differently. And Bill’s like, “Yeah. Right?” And he’s like, “That’s what I’m going to do to you today.”

BILL: I think, “Great.”

JEFF: Bill very graciously was like, “Oh yeah?”

BILL: Let’s do it.

JEFF: And so, Peter Jackson then runs through his concept of how he wants to do this scene, which is a new scene. Two scenes he wants to do. And Bill is just sitting there nodding, encouraging. That’s great. It’s terrific. He’s like, “I want to do it like it’s a DVD signing,” or whatever it was. 

BILL: Well the big thing he wanted…he wanted to come off as a pompous ass.

JEFF: Right. Lampoon.

[Joe laughs]

BILL: He wanted to do what [Ricky] Gervais does with his shows when he has his guests where they’re always like above it.

JEFF: Like on extras.

BILL: Right on extras. So he wanted to do that. So he had some ideas on his way in of how he could do that. And so I was just letting him unload.

JEFF: Totally.

BILL: Let’s see where we go.

JEFF: All good.

BILL: Right? What could happen? Who knows.

JEFF: Totally encouraging. He’s like, “I want to do a DVD signing. My wife and my daughter, who are on their way, Fran Walsh who’s the writer of all these scripts, they’re stopping to get a bunch of DVDs, so I could do this signing thing.” And I’m all for because I’m like, “Did someone say signing? Great. Terrific.

[Joe laughs]

JEFF: We go over to the set. We’re going to do just a read-through, just a quick read-through of the scene, just so everyone’s comfortable. And again, open to ideas. And I think it was sort of then that he was just like wrapping his head around.

BILL: Well, yeah, I felt like because he had all these ideas and they’re really fun, so there’s a lot of fun stuff. And I thought maybe there’s a way we can put some of this stuff he’s talking in. Let’s see what happens. But I said, “Why don’t we just, before we make any decisions or change things, why don’t we just read it with everybody so you can feel what it’s like and we’re in the room.”

And so we went and when we did that, I think he realized it was probably funnier and more on point than maybe he originally thought. But he did it with that adjustment of him being above. Being that pompous guy. And so we started to come up, Jeff was there, and we started to come up with lines for him to help add that to the existing scene. So really the adjustment became his attitude towards who he was and how he felt with the Muppets. Which was fun.

JEFF: These were some of the ideas. I’m holding up script pages right now.

BILL: Oh, right.

JEFF: This is the sides for the day and just all his rambling notes. At the end of the day, I was like, “All right. Ahem. Can I have those?”

[Joe laughs]

JEFF: And got them and he signed them.

BILL: And it turned out great because he really did play it as this guy who, you know, “I don’t do…” What’s the line?

JEFF: So we wrote this scene and it was like seven pages long because we get to write now for Peter Jackson. It’s fantastic!

JOE: Right.

JEFF: And then we had to cut it down. I’m like, “Please, just save these two things.” It’s the Meet the Feebles reference and “I don’t make sequels. I make trilogies.” That’s all I care about.

JOE: Both great moments. Yeah.

JEFF: And we got them and he loved them. I mean, the Meet the Feebles thing, he was like pinching himself. He’s like, “I can’t believe that I get to mention the Feebles in this.” And then that’s his improv about two of them are in witness protection program.

BILL: Right.

JOE: One’s in jail. Yeah.

BILL: And we still kept the structure of them at the table.

JEFF: Totally.

BILL: And, “Oh, look who’s here. And how’s it going, PJ?” And all that stuff.

JOE: Was there any pushback from anyone on the Disney side about the Feebles reference?

JEFF: I don’t think they knew. I don’t think.

BILL: Yeah, we didn’t hear anything.

JOE: Yeah, that’s fair.

JEFF: There’s nothing bad.

JOE: Yeah, of course. And then when he says the I don’t make movies. I make trilogies line it sounds like to me, in the background, there’s like a hobbit-esque musical cue. Did I hear correctly?

JEFF: Yeah. Yeah. It’s the Mayhem theme. Working with Mick [Giacchino], I’m like, “Please, for this moment, can we just have something that’s reminiscent of Lord of the Rings with like a little sort of flute kind of thing and just the Mayhem theme is great.

JOE: That’s so good. Yeah,

JEFF: Sweet little touch.

JOE: What a good sport.

JEFF: I’ll tell you. You want to hear about a good sport afterwards, he was done shooting. He took pictures. He wanted pictures with the Muppets and everything. And everyone took pictures. And then he went off and Adam and I just followed him to his trailer where we just geeked out for the next hour. There was no more writing left to do so we just talked with him and he showed us clips on his ipad.


JEFF: First of all we’re the only two geeks in the world who are not huge Lord of the Rings fans. So like I’m sure he was relieved to not be told– I’m like, “Please tell me about Heavenly Creatures. Let’s talk about Dead Alive.

JOE: Oh, sure.

BILL: Oh god. 

JOE: Did you ask him about The Frighteners? I love The Frighteners.

JEFF: Totally.

JOE: One of my favorites.

JEFF: And he was showing us whatever on his iPad. He was showing us stuff and signing stuff for us. You want to talk about signing. He had a comic con signing for me and Adam.


JOE: So good.

JEFF: Couldn’t have been nicer. Wound up sending me a Heavenly Creatures poster that he signed.


JEFF: Which is pretty cool.

JOE: That’s cool. What a good guy.

BILL: We were just shooting.

BILL: Yeah, you guys were still making the show.

LESLIE: You guys were having your personal comic con.

[Joe laughs]

JEFF: That was it. That was it. It was great.

JOE: Love it. So yeah. So the episode ends with him telling the band once again, “Act natural. Don’t look at the camera.” And they look directly at the camera and that’s where the episode comes to a close.

So Leslie, now that we’ve wrapped this episode up, do you have any other fond memories of performing Penny or anything else you’ve done on the show? That you’d like to share that maybe wasn’t from the Eight Days a Week episode?

LESLIE: Yeah. This whole experience was just…I don’t know… like Brigadoon for me. Like I couldn’t… It opened up…

BILL: Can I be Gene Kelly?

LESLIE Yes, definitely.

BILL: Okay.

LESLIE: I definitely felt like everything that happened, the world opened up for me at just the right time. And so I was just floating every single time. Like I was super excited. Like, “Ooh, I’m the one small enough to fit underneath the hood of the bus to help Animal rip the steering wheel off.” Like I had just as much fun doing the puppetry that we got to do. Like, one of my favorite scenes was, I think it was Floyd was lifting up his bass case or something. He was looking at a picture of Animal. And what I like is that It was all in camera puppetry.

I mean some stuff obviously were green screen when we were in the suits and everything like that but the moments that we worked together as a team or you are tossing floss and there’s somebody underneath there. So I’m like, those kind of moments, that teamwork and that where you’re all like breathing together with the character to make it happen. That, to me, is so magical, And the artistry was so incredible. I really bonded with I felt like the females on the set were super supportive me. I just fell in love with everybody on our cast and crew.

We’d be underneath the set. Jerry [Brown Jr.] and I would be singing Little Mermaid. [sings]“Part of that world.” [in normal voice] Jerry’s one of the grips.

BILL: Jerry. Spider-man!

LESLIE: Yeah. And towards the end, one of the guys that I thought was kind of low-key, started wearing wigs for no reason. He just.

BILL: Oh yeah.

LESLIE: He started wearing a different wig every day. For me, the whole thing is that little by little, people were so joyful and playful. And so those little moments. I will say, Bill, you weren’t here for this. The scene where Penny is on the belt.

BILL: I know. I missed that. We were shooting on the other stage.

LESLIE: The funny thing about that is that belt, the exercise belt, I lost four pounds. Penny did not lose anything.

[Joe laughs]

LESLIE: But it was so hot. It was so funny because the belt was so loud. I was sitting on a box and Penny’s…[in voice of Penny] Her lovely schmata from Chico’s, which is I’m pretty sure where I…” [In normal voice] I had one outfit that I loved that had palm trees on it and I’m like, [In voice of Penny] Who wants in and out?” [in normal voice] You know?

[Joe laughs]

LESLIE: Like I loved it. And also Bill would say… Bill came up. He goes, “I’m sorry but she already wore that. Doesn’t she have something else to wear.”

[Bill laughs]

LESLIE: Bill was so concerned like, “She wouldn’t wear that again.”

[Bill laughs]

LESLIE: She wouldn’t do that. So I loved it. Like one time, one of my favorite moments was, I was standing in the boots and I can’t remember who was… One of the grips was trying to move. I can’t remember his name. He was so sweet. He was moving the monitor and I could see his underwear brand.

I’m like, [In voice of Penny] “Oh, let’s do secret Santa. I know what you want. Whoever gets him has to buy Calvin Klein.” [in normal voice] So I think Bill will attest the favorite parts are the in between scenes whenever Penny and Bill were together. I laughed so hard. The chip scene was ridiculous. I was moving my legs. I was moving everything.

BILL: You made it look so good.

LESLIE: And it was so ridiculous. And we were laughing so hard but it was so hot and I got out from under there. And I don’t know if you guys watched The Flintstones but there was a scene where Fred and Barney went into a sauna and they came out this big.

BILL: Oh yeah.

[Joe laughs]

BILL: Yeah.

LESLIE: I felt like when I was in Penny, I came out and I was four pounds lighter.

[Bill laughs]

LESLIE: I don’t know what happened in there.

JOE: Puppetry is hard work.

BILL: That looks so good when she’s on that machine. You made it look just…I mean you really believe it. Cristina was like, “Is she standing in there? How is that?” She really believed it.

LESLIE: It was like [gibberish].

BILL: Really good. Yeah, it’s really great.

LESLIE: It was silly. So yeah, all of it. I just… it was just… 

JEFF: We were so lucky to have you. Thank you. You’re so good.

LESLIE: Thanks Jeff. You wrote a really, you guys wrote a really great strong character that was effortless to play and even though she was big, the workshop worked so hard.

BILL: Yeah.

LESLIE: It was just worth it. There was nothing really hard about it except for having to not do it anymore.

JOE: Well, hopefully we’ll get more.

BILL: The workshop really did rise to the occasion, to get these new characters out. People have no idea what they go through.


BILL: Every day to make sure these characters are ready, and they’re in the right clothes. Because we’re shooting three different episodes. And do we have the right props? And are they holding them? Are they attached? They’re the first ones there and the last ones to leave. It’s crazy. Crazy amazing.

LESLIE: Russ [Walko] from the Muppet Workshop. I have to give him a shout out. So, we call him Minpen, the Minpen. So when Penny was off of me, I had this metal stick, this metal pole up my back and people are above us. And I’m in the pit. I was like, “What if somebody’s nostril gets hooked on the?” I’d fling him off and there’s blood.

BILL: Yeah.

LESLIE: What if they fall and they get impaled on my?

JOE: Oh no. Yeah, no. We don’t want that.

LESLIE: I had a tennis ball. I gotta put a tennis ball on there. I’m really worried that someone’s gonna stab themselves. Well Russ came home and he made this miniature–

JOE: Can you explain what we’re looking at right now.

LESLIE: Okay, so it’s a miniature Penny head but it’s made like out of fleece. It’s not felted for people that are crafters. It looks just like Penny. It’s spinning on my pinky. And so, in between scenes, we used to have to have our hands up for eyeline for the fleshies, for the actors. They would just stick Penny. So I’d just stand in the scene and they talked to this little shrunken Penny head.

JOE: She’s adorable.

JEFF: Looks like she’s far away.

BILL: Yeah. Like a shrunken voodoo head.


JOE: Yeah, kind of creepy but I love it. What a great souvenir too.

LESLIE: He surprised me with that. He just did it.

JEFF: Exactly.

LESLIE: Just for the heck of it. So that’s how creative the crew and everybody worked so hard for this show. You did great. Thank you, Jeff and Bill.

BILL: Thank you.

JOE: Well, and Leslie, thank you. Thank you for being here on this podcast. Thank you for bringing Penny to life. You gave us such a great, original female Muppet character. And every word in that sentence is something to be celebrated. So thank you for doing everything that you’ve done for the show and for Penny.

LESLIE: Thank you. [in voice of Penny] I love her so much! I love her like hot sauce poured into compression socks.

BILL: [in voice of Dr. Teeth] Yeah.

LESLIE: [in voice of Penny] And filled in a bathtub with my little green olive.

BILL: [in voice of Dr. Teeth] That’s my girl.

JOE: [laughs] And Jeff and Bill, thank you again for being here. We hope to see you again next week.

BILL: Eh, we’ll see.

JOE: All right. We’ll see. Everyone tune in. You’ll see if Bill and Jeff have made it back.

JEFF: You’ll hear.

JOE: Or you’ll hear. And everyone who’s listening, thank you for being here for another episode of the Muppets Mayhem: Backstage Pass. We’ll see you all next week.

[outro music plays]

JOE: The Muppets Mayhem: Backstage Pass is brought to you by Toughpigs.com. Produced, written and hosted by Joe Hennes. Logo art by Dave Hulteen Jr. The Muppets Mayhem mark and logo, characters and elements are trademarks of The Muppets Studio. All rights reserved. Transcriptions provided by Katilyn Miller. The Muppets Mayhem end credits, written by Mick Giacchino, is used with permission. Special thanks to The Muppets Studio, Disney Plus and the entire Muppets Mayhem family.

For more from Tough Pigs find us @Toughpigs on Twitter, Facebook, Instagram and Patreon.

Thanks for listening and until next time, rock on!

[Music ends]


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