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CNN LARRY KING LIVE

Ed McMahon Talks About His Career

Aired February 22, 2006 - 21:00   ET

THIS IS A RUSH TRANSCRIPT. THIS COPY MAY NOT BE IN ITS FINAL FORM AND MAY BE UPDATED.


BOB COSTAS, CNN HOST: Tonight, one of television's most enduring personalities, Ed McMahon. He was Johnny Carson's sidekick for more than three decades and he's written a new book about it. Tonight, he shares on air adventures, off camera recollections and a whole lot of laughs, Ed McMahon next on LARRY KING LIVE.
Bob Costas sitting in for Larry tonight and this is lucky duty to draw, my old friend Ed McMahon is with us. Here is his new book, "Here's Johnny, My Memories of Johnny Carson, The Tonight Show, and 46 Years of Friendship." This picture here on the cover where you're shaking hands with Johnny comes from the last week of Johnny Carson's "Tonight Show."

ED MCMAHON: Yes, well it's really the next to the last night. That was the last time we had any guests. It was the last real show. The Friday night, you know, May 22nd, that show was just a compilation, you know, Jack Benny, just some of the people that had gone on, Jimmy Stewart, you know.

COSTAS: Yes.

MCMAHON: So, we did a lot of that and so anyway this is the last real show. So, I'm there and he says to the audience...

(BEGIN VIDEO CLIP)

JOHNNY CARSON, "THE TONIGHT SHOW": This show would have been almost impossible to do and it sure has been a hell of a lot more fun to do it with these two guys. Ed has been a rock for 30 years sitting over here next to me and Doc...

(END VIDEO CLIP)

MCMAHON: His rock that's like 30 years of thanks, you know, 34 years if you count the "Who do you Trust" show, but that was quite a moment for me and, you know, he was the kind of guy if you didn't hear anything that was great praise. He never said, you know, you're doing a good job. He never, ever told me that. He didn't have to. I knew I was doing a good job and he knew it too. We never discussed it.

COSTAS: You were his best audience even sometimes when a joke seemed to bomb...

MCMAHON: Oh, yes.

COSTAS: ...people could hear your laugh from the wings. MCMAHON: Yes.

(BEGIN VIDEO CLIP)

CARSON: Twenty-nine years ago Ronnie asked-- the parson asked Ronnie he said, I'll get this correct because there's a joke here...

MCMAHON: What happened?

CARSON: Twenty-nine years ago?

MCMAHON: Yes, what happened?

CARSON: Well, the parson asked Ronnie he says "Do you take this woman to be your lawfully wedded wife"?

MCMAHON: The parson couldn't speak very well could he?

CARSON: That's right. Well, he was nervous. They were both actors. And Ronnie said, "Well" -- oh, to hell with it. I don't like that joke anyway.

(END VIDEO CLIP)

COSTAS: Did you ever find him not funny? Was there ever a night when you said to him, "Johnny, you were off tonight that material was just terrible"?

(BEGIN VIDEO CLIP)

CARSON: You don't have to play Johnny Olson (ph) when I do a joke. Hey, how about that?

MCMAHON: Wait a minute. I think you do tonight.

(END VIDEO CLIP)

MCMAHON: Well, you know what I did? In the monologue one time I walked out and you know there was a commercial going and I'm sure your audience knows this right at the moment, you know, get a slap and the girl says "Thanks, I needed that" or the guy. There was a running commercial like that.

COSTAS: Right.

MCMAHON: OK. I have to set that up so you'll know what happened. So the monologue is really going down the tubes, you know, one of those terrible moments. The flop sweat is coming out on the sides of the eyebrows. Anyway, I walk out when nobody would dare walk into that sacred spot. The star was carved in the floor, you know, embedded.

I walk out and I spin him around right in the middle of the monologue and I do what you've seen a million times, a coach grabbing the kid off the field and turning him around. That's what I did.

I said "You're better than this audience. They don't know how funny you are. Don't let them intimidate you. You're funny. Now get in there and get this audience." And he looks at me and I slap him and he says "Thanks, I needed that" and he turns back and does a great monologue. Now he never, ever said to me "That was a great thing you did" to me, never said a word.

COSTAS: Really?

MCMAHON: Never. That's the way -- that was our relationship.

COSTAS: As out of the ordinary as it was no comment.

MCMAHON: No.

COSTAS: No comment afterwards.

MCMAHON: Yes, yes.

COSTAS: Was there ever tension between you?

MCMAHON: No.

COSTAS: Where, you know, I overstepped my bounds or something's not quite right here or he might actually, not the mock stuff he'd do on the air like you're on thing ice but he might actually say get out?

MCMAHON: There was one on the air. You know when we used to do what we called the five spot, the five spot was only called the five spot because it was the fifth thing on the list, you know, opening, monologue, commercial and Ed and John talking, you know, Ed and Johnny talking.

So, he comes out. He says, "Did you hear this? They just found out that mosquitoes only attack very passionate people." I said, "Ah, that's another one" like that, that fast right, and he reaches down. He looks at me that steely blues, you know, you dog.

He reaches down and he picks up this giant insect can and, you know, very sarcastically he says "Well, I guess we won't need this $500 prop that I have right now will we, right?" And looking, you know, like you dirty rascal. Anyway, I felt terrible but it was just for the show. He never said a word about it.

COSTAS: But it was spontaneous.

MCMAHON: Oh, sure.

COSTAS: And you had jumped the gag that he had intended.

MCMAHON: I jumped the gun, yes. Yes, but it got a big -- you know I stole the laugh but that was the only time really.

COSTAS: Ten years after he left the "Tonight Show," a poll showed that he was still America's favorite late night host.

MCMAHON: Yes. COSTAS: Does that surprise you?

MCMAHON: No, no, because I had been out on a tour. I do a nightclub act. I've been touring with (INAUDIBLE). I do a tour of memories of the "Tonight Show" and it's all about him. I have a bad Aunt Blabby. Boy, if I ever could show you that. You're talking about correcting him.

COSTAS: You do Aunt Blabby?

MCMAHON: No, I, you know, I mean (INAUDIBLE) he tells two jokes that don't go anywhere.

COSTAS: Oh, you show the clip of it?

MCMAHON: The clip, yes, yes.

COSTAS: Oh, OK.

MCMAHON: And then he sits on the desk. He says -- he abandons it. He abandons it. He goes over and sits so I go over and sit on the desk. So I said, "I hear you just got back from Italy."

(BEGIN VIDEO CLIP)

MCMAHON: Did you make it to Italy? Italy? Did you make it to Italy? If you did would you want to talk about that a little?

CARSON: No, I don't.

(END VIDEO CLIP)

MCMAHON: We did all kinds of jokes I'm trying to set up and I said, "I heard you flew back from Europe." "Yes, I did." Long pause. I said "I heard you flew back on the Concorde the plane that goes twice the speed of sound." He goes, "No, I didn't." Now, there's all kinds of jokes right but he just left me out there on a limb to draw it.

I open the act with that, you know. I do a nightclub thing. That's -- I said it was always not like a Swiss watch. Some nights everything happened. The wheels fell off. Here's the bad Aunt Blabby. So, I use that and that's the kind of thing.

But, anyway, I started to say because I'm traveling so much doing that and promoting the book, everywhere I go the people, I'm signing the book, "You and Johnny, Johnny and you," whatever it is. "Johnny, we loved you guys." I mean the people -- people stop me in airports and it's not just the celebrity thing. They just want to tell me how much they loved Johnny Carson.

COSTAS: He was the rarest of stars.

MCMAHON: Yes.

COSTAS: In that when he walked away he walked away for good.

MCMAHON: Yes.

COSTAS: I remember him saying the last night maybe sometime I'll find something I want to do and I hope that you folks will welcome me into your homes once again.

(BEGIN VIDEO CLIP)

CARSON: And I hope when I find something that I want to do and I think you will like and you come back that you'll be as gracious inviting me into your home as you have been. I bid you a very heartfelt goodnight.

(END VIDEO CLIP)

(CROSSTALK)

COSTAS: That never happened?

MCMAHON: No. You know what happened? Every time I would go out to see him for lunch we'd open the lunch. Every once in a while we'd get together for lunch. He'd open the lunch. As soon as we sat down he says "Well, I haven't found it yet, Ed." That would be the opening of the joke. I've never -- the lunch rather, "I haven't found it yet."

Now, I thought he was going to do something on astronomy right because he really knew astronomy. All over his house he had telescopes. And so I'd go see him at his house. He'd say "Come here. Look at this" you know and he'd show me "Now, Venus is going to cross over here because" -- he knew the whole -- I said well he, he used to do Carl Sagin (ph) remember?

COSTAS: Right.

MCMAHON: Brilliant, brilliant you know. Oh, I got a great line for that. Do you remember this line? I said to him at the end of the sketch, you know, I said "Before we go I've always wondered what followed the big bang?"

(BEGIN VIDEO CLIP)

MCMAHON: What came after the big bang?

CARSON: We don't know for sure but we think it's the big cigarette.

(END VIDEO CLIP)

MCMAHON: Anyway, you know how he did that. I thought he would, you know, not do a comedy thing but at least explain the heavens to the audience and put humor in there. You know how Walter Cronkite came back and did some special things and so forth.

COSTAS: Sure.

MCMAHON: That's what I thought he'd do but every time I saw him he said "I haven't found it yet, Ed." That was the beginning of our lunch. COSTAS: As if you have to be told this is Ed McMahon. He is with us for the entire hour. We'll step aside for just a moment and be right back on LARRY KING LIVE.

(BEGIN VIDEO CLIP)

UNIDENTIFIED FEMALE: My pantyhose make me look like I'm not wearing nothing.

UNIDENTIFIED FEMALE: My pantyhose make me look like I'm not wearing nothing.

CARSON: Now, hold it you little teasers now come on, admit it. You're really wearing something aren't you?

UNIDENTIFIED FEMALE: Yes, we are.

CARSON: Well, I'm not.

(END VIDEO CLIP)

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

CARSON: Look at this, do you believe this? Oh, what a mess.

MCMAHON: And Billy (INAUDIBLE) says, Mr. (INAUDIBLE) says Mrs. Bemish (ph). Now why are you putting that all over on me? I just cleaned you off.

CARSON: I wasn't trying. I was just cleaning off the desk.

MCMAHON: White hair right?

CARSON: All right why don't we -- don't do that.

MCMAHON: Stop.

(END VIDEO CLIP)

MCMAHON: I've got that in the act and I use it because a lot of people, you know, one of the questions when I'm walking around airports or whatever "Were you really friends?" Well, you can't watch that clip and not realize we were really friends.

COSTAS: A great bit and also great fashions in the '70s.

MCMAHON: Oh, did you see that terrible suit?

COSTAS: Very tasteful.

MCMAHON: Oh, yes. Polyester was in vogue and it didn't wrinkle but it had to come in those colors.

COSTAS: You know the successful late night host now, David Letterman, who's tremendous.

MCMAHON: Yes.

COSTAS: Paul Shafer is indispensable but he's at a distance.

MCMAHON: Yes.

COSTAS: Kevin Eubanks, the band leader at a distance with Jay Leno.

MCMAHON: Yes, yes.

COSTAS: For a while Conan O'Brien had Andy Richter.

MCMAHON: Yes.

COSTAS: But when Andy went off to do other things he rightly didn't try to replace him. He banters with Max Weinberg.

MCMAHON: Yes.

COSTAS: There really is no parallel to your relationship with Johnny.

MCMAHON: No, none at all and you know the second banana goes way back into Greek drama. You know that's how far back that is. In every one of the Greek plays, the comedies especially, there's that second character you know. And then it went all through Vaudeville.

There were always the second bananans. That's where it came from, you know. There was the lead of the Vaudeville show and then there were these guys. Then burlesque had, you know, other secondary guys.

Then in movies you had Tony Randall with Rock Hudson, you know. Rock Hudson was the star. He got the knockout. Tony Randall wound up with Eve Arden, you know, so that was the way it was but that was the second banana. And then, you know, everybody else had a second banana. You know Jack Paar had Hugh Downs. He played that role.

COSTAS: Joey Bishop had Regis when Joey did a show.

MCMAHON: That's right, yes, so they had all of those established. So when Jay Leno took over, I called his manager at the time, Helen Kushnick, and I recommended a good friend of Dick Clark's and mine from Philadelphia, a guy named Charlie O'Donnell (ph).

You probably know him. He was the announcer for many years on "Wheel of Fortune," so he's been around, journeyman guy, but he loved cars. He has cars like Jay Leno has. And she said something very flattering. I recommended that she take him because he has interest in cars. He'd be great with Jay. And she said "We're not replacing Ed McMahon because Ed McMahon can't be replaced," pretty nice.

COSTAS: One of Carson's show business idols and you could see the influence in his work was Jack Benny.

MCMAHON: Yes.

COSTAS: Benny's second banana was Don Wilson.

MCMAHON: Right, yes.

COSTAS: He, like you, sort of pale fellow, well met, big man, jolly.

MCMAHON: Yes.

COSTAS: Was that just a coincidence?

MCMAHON: No, because I think what happened was -- I'll give you a scene, OK? Johnny Carson is in Omaha, Nebraska in the radio days, the golden age of radio. He's stretched out on the living room rug and he's on his elbows with his chin like this and he's looking at the radio.

In the old days, long before you were born, but in the old days people used to look at the radio. They didn't know why they did that but in my house you looked at the radio. You know there was a big piece of furniture and everybody sat around and they looked at it. Who knows why?

I'm in Lowell, Massachusetts, stretched out on the living room carpet with my elbows like this, looking at the radio and we're both listening to Jack Benny, years before we met we were studying the master and Jack Benny had a family. Carson developed a family. Jack Benny had those incredible looks and takes. Johnny Carson had those looks and takes but the best thing of all he had is the use of the pause.

(BEGIN VIDEO CLIP)

CARSON: Before we begin tonight, I'd like to remind you that a laugh is a terrible thing to waste. Did they leave?

(END VIDEO CLIP)

MCMAHON: And Johnny Carson could use that pause fairly well. Jack Benny you could drive a truck through the line when he said when the guy is robbing him, right, on the radio, he said "Mr. Benny, your money or you life." A semi-trailer could drive through that pause right and Jack Benny says, "I'm thinking it over."

COSTAS: Because he was notoriously stingy.

MCMAHON: Stingy, Mr. Stingy, but that's what Johnny did. You know, look at those takes when I would do something. One night, a Thursday night, he looks at me. I don't know whether you have this on clip. I don't know what clips you have. I'm just going to tell the story.

COSTAS: I don't either to tell you the truth.

MCMAHON: All right.

COSTAS: Only the producers know.

MCMAHON: Well that would make it very juicy. Later on you may see this. You may not but I'll tell the story. Anyway, one night, you know, just incredible, he says -- it was Thursday night, he said "Who's on tomorrow night?" And I said "I don't know."

(BEGIN VIDEO CLIP)

CARSON: Who do we have tomorrow?

MCMAHON: I don't know.

CARSON: Well I...

MCMAHON: I'm not going to be here. I don't know.

CARSON: Are you putting me on?

MCMAHON: No, I'm off. I'm going to be out of town tomorrow so.

CARSON: What do you mean you're going to be out of town tomorrow?

MCMAHON: I'm going to be...

CARSON: Tomorrow is Friday.

MCMAHON: I know that but I can -- I can take a day off once in a while. You certainly invented it.

(END VIDEO CLIP)

MCMAHON: That's when he learned and I learned my part too but there were two characters I want to point out, Bob that he based me on in a sense. Don Wilson was (INAUDIBLE). Phil Harris, the band leader, was known to take a sip or two.

COSTAS: Yes.

MCMAHON: Sometimes three beakers but anyway they got me with that, you know, the Irishman, big guy, a lot of drinking, you know.

COSTAS: And, of course, that was all just mythical.

MCMAHON: Oh, mythical.

COSTAS: Mythical you never touched it yourself right?

MCMAHON: There's so much -- there's so much stuff in show business it's just mythical.

COSTAS: Of course and you just go with it for the sake of the show.

MCMAHON: Hey, if it works for the show you do it.

COSTAS: Yes.

MCMAHON: Yes.

COSTAS: You know he was never -- never made a secret of paying some sort of homage to his predecessors and Blabby had loud echoes of Jonathan Winters.

MCMAHON: Sure.

COSTAS: And some of the bits were first thought up for television at least by Steve Allen, go out on the street or whatever.

MCMAHON: Sure.

COSTAS: Whatever it might have been.

MCMAHON: Sure, yes.

COSTAS: And I always thought an interesting aspect to Johnny was he was for a long time the coolest man in America.

MCMAHON: Yes.

COSTAS: Mr. late night, people assumed there was a little edge about him. He was a man about town.

MCMAHON: Yes.

COSTAS: And yet there was one foot planted firmly in the old world of entertainment.

MCMAHON: Yes, yes.

COSTAS: And tips of the cap and the characters like Art Fern (ph) or whatever it might be.

MCMAHON: Sure, yes.

COSTAS: So he was -- he was on both sides of the fence.

MCMAHON: Yes, that's right. He covered all bases and it was great because, you know, the people picked up whatever they wanted. In other words, whatever you wanted to get there it was and Johnny had spread that thing out that spectrum he had of entertainment was great.

But he was a lover of the things, it turned out we both loved the same things, Laurel and Hardy. We loved Laurel and Hardy so great, both of us, you know. I grew up watching Laurel and -- you know, Abbott and Costello but Laurel and Hardy particularly.

One night, I'll tell you a story that you'll love. One night again material I didn't do with a word. I didn't say a word with this one but he knew what it was. He's got a sheath of papers like you have there in front of him, right? He's holding onto them and the jokes are there.

Now he's got five pages of jokes. He's got them. He does about four jokes and they're going nowhere and he's looking, you know, and he's looking at me like, you know, I knew with the eyes where he was. His eyes told me so much. It looked like, you know, this is not going so good right? So, anyway, I very bravely pick up a cigarette lighter. I set fire to the script. Now what second banana would do that in the whole history of second bananas? I set fire. I don't know if page three he's got the greatest (INAUDIBLE) every told but he can't get to it because now it's on fire.

So, he's looking at it, let's it burn for a while. This is where the audience is dying. The audience is dying and finally he goes "You're absolutely right" and he could have added Ali (ph), you know.

COSTAS: That's right.

MCMAHON: Absolutely right Ali, but he says "You're absolutely right." Now, he reaches down and picks up the wastepaper basket. It's still burning. He hasn't moved this hand. This hand is in flames. He reaches down, picks up the wastepaper and puts it over and just as he's going to drop it, Doc starts playing taps.

COSTAS: That's chemistry.

MCMAHON: Yes, that's good stuff.

COSTAS: And that's Ed McMahon, back in a minute.

(BEGIN VIDEO CLIP)

MCMAHON: From Hollywood "The Tonight Show" starring Johnny Carson. This is Ed McMahon, along with Doc Severinsen. And now, ladies and gentlemen, here's Johnny.

(END VIDEO CLIP)

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

MCMAHON: Envelope number one.

CARSON: I will divine the answer to this question sealed in this envelope.

MCMAHON: Hermetically sealed.

CARSON: Having never before seen the question.

MCMAHON: Funk and Wagnall sport.

CARSON: Over 105 in Los Angeles.

MCMAHON: Over 105 in Los Angeles.

CARSON: Under the Reagan plan how old will you have to be to collect Social Security?

(END VIDEO CLIP)

COSTAS: Oh, you see the Great Carnac.

MCMAHON: Oh, those takes, you know I love that and those looks on the take, you know, and so forth. Now you probably know -- I'm sorry to interrupt you -- I'll bet you know the funniest Carnac ever. Do you know the funniest Carnac?

COSTAS: Well, I was just about and believe me folks we did not set this up so if this coincides with your recollection it's just a wonderful coincidence. My favorite one and I was a student of this all right?

MCMAHON: Right.

COSTAS: Was, sis, boom, bah.

MCMAHON: That is it.

COSTAS: Is that the one?

MCMAHON: Oh, yes. It's in the book. I mean I tell it in my nightclub act because everybody, you know, I used to get letters from college kids, high school kids. College kids would write me letters and they'd say "Please send us the introduction to Carnac. We want to do Carnac and what's that thing about the, you know, sis, boom, you know." They didn't have it all.

Now there was never any introduction. I made that up. It was never written down. I got from the writers introduce a famous visitor from the east Carnac the Magnificent. Now that didn't seem to be enough for me. Out was going to come this guy with this turban.

COSTAS: Right.

MCMAHON: And his (INAUDIBLE) cloak, you know, so I saw it, you know, I said, you know on Funk and Wagnall's porch since noon today, kept it in a mayonnaise jar. No one knows the answers inside these questions.

(BEGIN VIDEO CLIP)

MCMAHON: A child of four could plainly see these envelopes are hermetically sealed. They've been kept in a mayonnaise jar on Funk and Wagnall's porch since noon today. No one knows the contents of these envelopes but you and your mystical and borderline divine way will ascertain the answers having never before seen the question.

(END VIDEO CLIP)

MCMAHON: I made all that up so out he'd come right. So now I had to tell my secretary take this down. I got to do a Carnac. Take it down. So, she wrote it out for the first time ever. It was never written. And then I sent it back but they wanted to know the funniest Carnac, the one about sis, boom, something, sis, boom, bah.

COSTAS: Yes, Carnac said, put it to his head, the answer is, the answer always precedes the question.

MCMAHON: Yes.

COSTAS: The answer is sis, boom, bah.

MCMAHON: But let me tell you what he did to me. I told you earlier he never told me anything to do, never gave me any instructions, never said "Do this. I'll do this. You do that." Never said a word to me, we would meet for seven minutes before I went up to do the warm up. We never talked about the show, never.

So, I'm leaving the dressing room and he said, "Ed, this one is going to put you away, a Carnac." He said, "I won't tell you which one. One is going to put you away."

Now naturally I'm waiting. We do Carnac and I'm waiting, which one, (INAUDIBLE), which one, which one and finally it comes out. Now he's telling me about me being put away. He's put away. Now he can't continue. I can't continue, I mean because when he sets it up he's giggling. Then I'm giggling. We can't get it. I say "Are you having trouble divining this, oh great master"? He can't divine it right. And it goes, all right, thank you.

COSTAS: And the next, the next question.

MCMAHON: Yes, thank you, thank you, you've done a wonderful job. We probably will keep you on. All right, sis, boom, bah.

COSTAS: Sis, boom, bah.

MCMAHON: Are you finished? That's the answer, sis, boom, bah.

(BEGIN VIDEO CLIP)

CARSON: Describe the sound made when a sheep explodes.

(END VIDEO CLIP)

COSTAS: Thank you, sis, boom, bah. You had to be there around 1978.

MCMAHON: Didn't get much of a lesson. Did the girl leave that was doing our makeup? No wonder our audience left.

COSTAS: There's only a small audience. We have a very small audience here in the studio.

MCMAHON: One girl watching the show right.

COSTAS: Most of them too young to remember the hay day of Carnac.

MCMAHON: Yes, they didn't know me downstairs here. They almost wouldn't let me in.

COSTAS: And then he would say something like this to you when you had begun to annoy him as the person setting up.

MCMAHON: Yes, yes.

COSTAS: Carnac quips.

MCMAHON: Yes, he would...

COSTAS: "May a diseased holy man park his yak on your stoop."

MCMAHON: That's right, yes, yes.

(BEGIN VIDEO CLIP)

MCMAHON: I hold in my hand the last envelope.

CARSON: May your doctor tell you that your shelly is not too long. May a near-sighted sand flea suck syrup off your short stack. May your only son be caught in a gay swine stampede.

(END VIDEO CLIP)

MCMAHON: But he always had something. You know when he was -- you know, great, and one night I'll tell you a story and the audience will love this. One night we have Ricardo Montalban on right so Ricardo Montalban is talking.

And Johnny says, "You know it's really funny about you, you came to Hollywood and you have this heavy accent and, you know, you're going to be a leading man. What made you think that was a good thing to do?" And (INAUDIBLE) it was a good way to meet broads, right? And Johnny says, "Nietzke (ph) couldn't have said that better."

Now the show is over right and I -- I studied philosophy, right, in college, so I walk up. I said, "Where did Nietzke come from?" He said, "Ed, you never throw away a thing."

COSTAS: Ed McMahon whose new book is called "Here's Johnny, My Memories of Johnny Carson, The Tonight Show, and 46 Years of Friendship," more with that after this.

(BEGIN VIDEO CLIP)

MCMAHON: I'll put it down further. There you go. Come on. Come on. Come on. Come on (INAUDIBLE). Well, (INAUDIBLE) a little spout, yes please. Come right in, yes please, nice (INAUDIBLE). The next time you find yourself...

(END VIDEO CLIP)

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

CARSON: A few grapes?

UNIDENTIFIED MALE: Come on.

CARSON: If you look an animal right in the face and talk to them, you'd say -- then they know you're not scared.

(END VIDEO CLIP)

MCMAHON: Thank God I was prepared to catch him. I didn't know he was coming over.

COSTAS: An old adage of show business has always been, "You know, it's dangerous to work with bulls and kids." And Johnny Carson said to heck with that, this works for me.

MCMAHON: Oh yes, he loved the animals. And -- when I watched somebody else do it, no offense to anybody else, but could get more out of a baby gorilla in his arms and making faces in one of the great things on set -- which you just saw. Well what happened, the preamble to that is that he had this little cat on. The cat was only this big. Now he had an arm that as this big, and he held it in his arms, and patted it. But now in the meantime, she came back six weeks later and the thing had grown just this much. But now it's a wild animal. So he's showing off. You know, you have to look in their eyes and they know you don't have fear, then runs into my arms.

COSTAS: Something else that Carson could do very effectively -- Conan O'Brien has a bit of this, but not many, no matter how good they are, are able to get away this in the late night game. But Carson could don ridiculous costumes, including getting into drag. And again, he was the most suave man on television. And yet, this worked for him. And it would be disastrous for other entertainers.

MCMAHON: He could be the woman in the bar in a Western drama. He played the woman, you know, with the gold hair. One night he was doing that and the wig fell off. You know, disasters happened all the time. But he made the most out of them, which was great.

But you're right, and that's what I loved about the fact that he would do Ronald Reagan. He would look like Ronald Reagan. And he would sound like -- you know, the red cheeks and the always black ebony hair. And he would look like Ronald Reagan.

But he would do Carl Sagan, another character I loved, Shmir (ph), I think it was Shtern (ph). I forget his name, the guy in the post office, the guy that walks so slow that either he got from Tim Conway or Tim Conway got it from him, the old man walking slow. That was another thing he did. You know, he could get into the thing. And he played Tarzan one night. You know, he loved to get down, stripped down to his waist, because he was pretty -- he worked out. He looked pretty good, and Betty White was Jane.

(BEGIN VIDEO CLIP)

BETTY WHITE, ACTRESS: Why were you late again?

CARSON: Not Tarzan's fault. Vine controller strike.

(END VIDEO CLIP)

MCMAHON: And he was Tarzan.

COSTAS: This was pre-Golden Girls, people have to understand. MCMAHON: Oh yeah, the younger Betty White. Well Betty White is eternal. You know, she'll always be Betty White.

COSTAS: Well, what is her alternative? You know what's something else I think people need to keep in mind when they think about Johnny Carson. He was obviously edgy for his time, but somehow he could say something, a double entendre, something racy, and it didn't seem dirty, it seemed naughty because he had that boyishness.

But also, late night in the '60s, '70s, early '80s, pre-cable, before the culture change, there was a definite dividing line. The late news ended, you moved into the realm of late night with the master of late night, Johnny Carson.

And parents, adults, realized that this was kind of a restricted area. And the rules were different. Now the rules have been obliterated throughout the culture, and so the things that seemed like they were a little racy or near the borderline when Johnny did them, would be very, very tame today.

MCMAHON: He was -- there's an old phrase -- my mother was filled with old phrases, right. And it was "Peck's Bad Boy." You've heard that phrase. And that was Johnny. He was from Nebraska. He was kind of reserved. That was part of his privateness because of that midwestern ethic.

But he could get away with murder because it was, oh, it was just Johnny. You know, oh, it's OK, it's Johnny. And he could get away with it. But how the morries (ph) have changed -- when we first started "The Tonight Show," we could not say the word on "pregnant," 1962, three, four, we couldn't -- we had to say she's in a family way or she's expecting.

Now, you go from there to what we can say now, or what is said -- I'm not saying we can say it, but it's being sad one way or the other. So there was a hell of a culture change. But when Johnny did it, it was cute. Well, it's just Johnny.

COSTAS: Rob and Laura Petrie, young, attractive people. Dick Van Dyke and Mary Tyler Moore, they slept in twin beds. If they take a shot of the bedroom, they're in twin beds, a young married couple.

MCMAHON: Yes, and there was a time in the movies where you had to have one foot touching the ground. You could be in a bed, but a foot had to touch the ground.

COSTAS: As if certain contortions wouldn't be possible even under those circumstances.

MCMAHON: That's right. And you can have a lot of fun that way.

COSTAS: I'll take your word for it. Something else about Johnny that you mentioned how private he was and remained, you know, even in retirement. And, yet, there was some quality that he had where he could share enough of himself with the audience that they felt that they knew the back story. They knew of the multiple marriages. They knew of his interest in astronomy. They knew which of the female guests he sort of had a little chemistry with a little flirtatious thing with. And that -- they knew of his relationship with you and his exasperation, mock exasperation with you. And so all these things were aspects of an ongoing story that the audience felt they were privy to. And that was an element that's mostly missing from shows today.

MCMAHON: Yes, totally. And you know, there was -- like that family plan that we had, there was a history. As it developed, you know, as the things developed about our family, what happened to us. And one night -- you mentioned children, how great he was with children.

One night he had a little boy on, little tiny guy on about this big. And he was -- had to climb up onto the chair, I forget who he was. Not a celebrity, just a little boy that was kind of clever. And so Johnny starts doing magic with him and he takes a quarter out of his ear and makes it disappear. The boy sees the quarter and the quarter's gone. And he said, "Mr. Carson."

(BEGIN VIDEO CLIP)

UNIDENTIFIED MALE: How do you make that really disappear.

CARSON: How do you make it really -- you get married.

(END VIDEO CLIP)

COSTAS: You know, I was thinking about the privacy thing. David Letterman is even more private than, I take it, Johnny was. And yet, he has managed to create a back story. People know about his mom in Indiana, they know he likes the Indiana Pacers, know about his little boy. They know which of the guests over the years that he's had a little flirtatious thing with. And I think that helps a program, where people feel like they're not just watching tonight's show and tonight's material, they're watching this guy and they've got a relationship with this guy.

MCMAHON: You've got it pegged exactly right. And that's why, you know, Jack Benny couldn't get a laugh about "I'm thinking it over," because we had this whole history of him being cheap. You know, tight with money, close to the vest and, yet, he was a very generous man in real life. But he played that role. We knew.

The audience likes to be in on stuff. They know it. And I can see people at home saying, well, you know, that's what he's really like. He is, you know, very private. They like that stuff, being in on something.

COSTAS: Ed McMahon, back with more on LARRY KING LIVE in a moment.

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP) CARSON: I mentioned Oliver North. You've been following this saga? This gets more bizarre every day. Now it was pointed out yesterday that 19 months before this hit the Iran, the arms scandal with Iran, according to the papers, apparently Oliver North had a safe at the National Security Council stuffed with a million dollars in cash. Now, North's excuse was a litle bit lame. He claimed that the cash was personally awarded to him by Ed McMahon.

(END VIDEO CLIP)

MCMAHON: Oh, I'd forgotten all about that one.

COSTAS: For a long time you seemed to be going door to door.

MCMAHON: I'm still -- people are looking for their money right now.

COSTAS: Publisher's Clearing House Sweepstakes.

One of the interesting stories in your book here, "Here's Johnny," your recollections of all your years with Johnny Carson, was that while Johnny did topical material, obviously, in the monologue, and some of it had an edge to it, there was an element of compassion where if he felt piling on happened elsewhere, he backed off. Even with Nixon.

MCMAHON: He did. He learned that Richard Nixon was facing a very tough time in the White House, brooding, walking around the White House in the dark, maybe having a drink, but just kind of overwhelmed by the weight of it all.

So at one point he told me no more Nixon jokes. He felt that was enough. Do you rember Wilbur Mills? Fanny Fox, the stripper. And they were frolicking and fell into a pond.

COSTAS: That will happen when you frolic.

MCMAHON: It happened to me in Rome. Anyway, they were frolicking, fell in the pond. So Johnny found out he was an alcoholic. And he said there were several jokes and then he backed off. As soon as he knew he was an alcoholic, he backed off.

COSTAS: There were more genteel ways to refer to indescretions in those days. They frolicked, they romped, they cavorted, they caroused.

MCMAHON: Now they get right to it.

COSTAS: Takes some of the romance out of it.

MCMAHON: Two people were in bed. From a distance, about a foot away and he's got his hand on her shoulder and they would pull off and go to the window and the curtain would flutter. That was what we had. We had to use our imagination. In a way that was even better.

COSTAS: In a way, that helped Johnny Carson too because although he pushed the envelope, there was an edge to that envelope. Therefore, you had to be more creative in order to get the point across or in order to raise an eyebrow.

MCMAHON: Yes, he didn't tear up the envelope, no.

COSTAS: Obviously being Johnny's sidekick has worked well for you. Was there ever a time that you said to yourself, you know what? I'm good enough to be the lead guy. Why doesn't Johnny take a couple weeks off? I'll step in.

MCMAHON: I did fill in for him a couple of times. He used to get a strange malady. Not many people would have it. It's called the NBC flu. It always occurred when he was called for resigning his contract. I wouldn't know until 4:30 in the afternoon and we're taping at 5:30.

The Producer would say, you've the got the show tonight. OK. Who are the guests? Where are the things? What's going on? He had the flu about 12 times in 30 years. It was almost like an anniversary to it. I don't know what. It's always about the same time in the year that he'd get the flu.

COSTAS: Ten seconds, how do you think you did? Were you alright?

MCMAHON: Let me tell you. Real fast, I was good, but I didn't want to be to good. I had to be the second banana, even though I was hosting.

COSTAS: More with Ed McMahon when we return after this.

(BEGIN VIDEO CLIP)

CARSON: When Wilbur Mills had his problems with the famous Fanny Fox in the Tidal Basin and so forth, it was amusing to most people and you could do jokes about it. I stopped doing jokes immediately as soon as people found out that he was an alcoholic and had emotional problems. In fact, was dependent on alcohol.

Then I think that would be a cheap shot to take.

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

UNIDENTIFIED MALE: You know, you keep your arm extended and put only one revolution on the...

CARSON: ... Once around.

UNIDENTIFIED MALE: Once around on the way. But that's indefinite.

CARSON: All right. I didn't even know you were Jewish.

(END VIDEO CLIP) COSTAS: Few more minutes remaining with Ed McMahon. You once said about him or maybe it was his own characterization of himself to you -- you'll know, that Johnny was great with 10 million people, not so good with 10.

MCMAHON: Yes, that's his quote. He said that -- he said that to me. You know, he would comment. You know, he would say to me, "I wish I could be like you, you know, you're so gregarious, you know, the big Irish guy. I can't do that."

And you go to a party and he'd be there. I'd be telling jokes to a group of people. He'd be over in the corner doing magic tricks, you know, rolling quarters on his fingers, revealing things out of the lady's ear, like with the kid.

That's what he liked, one on one. But he said, "I'm great with 10 million, lousy with 10." And I quoted in the book. But that's the way he was. He was just -- you know, I hate it when they say he was a recluse.

He was not a recluse. He just wasn't good with that small group gathering. When the light was on, he was on. When the light was off, he was off.

The last show, I'll give you an example. Now the last show, right, he gave that little speech, the thing you remembered, which you did a good job. That was the speech, and the music played, the curtain went down. Whatever it was, there was no curtain, but it didn't go down in front of him. There was a curtain. Anyway, he got off the stool, walked over. As he went by me, you'd think he would say something to me. Wouldn't you think he'd take "Ed, 30 great years." The average guy would say, "30 great years." He didn't do that. He walked right by me and just looked at me and he went...

COSTAS: ... But you both knew.

MCMAHON: I knew. But I mean, that's the way he was. But that doesn't make him a recluse. He would go to the movies in Malibu all by himself, he would go to restaurants. He loved to go to Wolfgang Puck's place, Grenada. He was one of the owners and he would go there -- go out and visit and be out.

COSTAS: And in retirement, he had a tight group of friends who would come over to play poker, do whatever, right?

MCMAHON: Right.

COSTAS: Rickles was among them.

MCMAHON: Rickles was a good buddy and Bob Newhart. And I would see him for lunch. And we'd see each other. I'll tell you a sad thing for me at the end of the day when I finished all my work and it's all over. whatever I've done.

And you know, I'm like you, I'm a busy guy. I keep moving. I do a lot of stuff. Anyway, I'll be sitting there at the desk and I'll look at my phone, I don't know why I do that, but I look at the phone but I could pick up that phone and call him directly. I could get right through to a number. Didn't have to talk to anybody else. He answered the phone. I can't do that anymore, that bothers me.

COSTAS: A few more moments with Ed McMahon when we come back.

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

CARSON: My good friend. And this show would have been almost impossible to do and it sure has been a hell of a lot more fun to do it with these two guys. Ed has been a rock for 30 years sitting over here next to me.

I got a letter -- we have been friends for 34 years. A lot of people who work together on television don't necessarily like each other. This hasn't been true. We've known each other 34 years, we have dinner together. We're good friends. You cannot fake that on television.

(END VIDEO CLIP)

MCMAHON: Well there it is.

COSTAS: He's right about that.

MCMAHON: What a wonderful moment. You know, I get a little warmed up when I see that.

COSTAS: You know, knowing -- and the public is well aware of what a private man Johnny was. Some may say, "Well wait a minute, is Ed doing something that Johnny would be uncomfortable with?" I have read the book. These are all warm recollections. It's behind-the- scenes stuff but it's not dishing any dirt if there was any dirt to dish.

MCMAHON: It's a tribute.

COSTAS: All of this is faithful to your relationship with Johnny and what the public would expect.

MCMAHON: It's a tribute to him. The only reason I feel very comfortable about this, I had started writing a book about the 50 years of "The Tonight Show." I started writing that and I got a verbal OK from his camp that was OK. I didn't want to bother Johnny, I said, what do you think, I'm going to do this.

All the funny things that were said on Steve Allen, said on Jack Paar, said on Johnny Carson, said on Jay Leno. The 50 years of people doing "The Tonight Show," here are the funny things. That was the book.

When he left us, I felt, well, I can't do that book now because -- but, I can do a book as a tribute to Johnny Carson. Now the reason I have the imbravada (ph) from him. We had a conversation one day. I said, "They want you to write a book." He said, "I'm not going to write a book." I said, people keep saying, "When is he going to write the book?" He says, "I'm not going to write a book. If anybody writes a book, you're going to write the book. You know me better than I know my own self. Now look, you see this cup?"

Right to another subject, that was the end of it. So I figure I got his stamp of approval. I'm going to write the book. And I'm doing it to be a tribute to him.

COSTAS: We've got about half a minute. Was he happy in retirement?

MCMAHON: Oh, yes, he was happily married. He loved it when I would see him, he was really -- he loved it. Alex, his beautiful, lovely wife, she didn't like to go to all the parties and all the things that some people did like to go to. She was very happy, just the two of them. And they were -- their little group, we'd play cards. That was it. He loved it.

COSTAS: Ed, it's great to see you as always.

MCMAHON: Great to see you.

COSTAS: All right, thanks very much. The book is "Here's Johnny!" by Ed McMahon, "My Memories of Johnny Carson, the Tonight Show, and 46 Years of friendship." "ANDERSON COOPER's 360" is next.

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