'Airplane!' directors on 'worse than terrible' test screenings, Letterman's failed audition and their 'Godfather' sequel that never was

A screening of Airplane! where nobody laughed? Surely you can't be serious! But two of the directors of the 1980 comedy classic, David Zucker and Jim Abrahams, confirm that's what happened at the movie's very first test screening. (And don't call them Shirley.) "It was worse than terrible," Zucker tells Yahoo Entertainment now. "First screenings are generally a disaster, because you don't know where the funniest parts are yet, so you have to put everything in. And then after the terrible first screening, you cut it down."

The story of how Airplane! nearly crash-landed on its maiden flight is recounted in the new oral history Surely You Can't Be Serious: The True Story of Airplane! Assembled by Zucker, his brother, Jerry Zucker, and Abrahams — who formed the era-defining ZAZ comedy team — from comprehensive cast and crew interviews conducted by pop culture journalist Will Harris, the book is the definitive account of how a trio of Hollywood outsiders made a studio comedy that changed movie comedies forever.

But first, they had to get past that terrible test screening. As the directors recount in the book, then-Paramount head Michael Eisner saw the first cut of the film at his home and was instantly convinced that the studio had a hit on its hands. But the filmmakers wanted to show it to audiences to help land the final cut. Eisner acquiesced, but informed them that the first test screening had to make room for Paramount executives in addition to ordinary moviegoers. While the studio suits were in place the night of the screening, the recruiter tasked with bringing in civilian viewers fell down on the job.

"We had to race out in a panic and recruit people who were waiting in line to watch tapings of Laverne & Shirley and Happy Days," Zucker says now. "English was not a first language for many of them, and then you had all these executives with their arms folded going, 'What is this movie?' It was tough."

In another timeline, that disastrous screening might have ended the ZAZ team before they even began, with Paramount taking over the movie and drastically recutting it. But Zucker says that Eisner and his right-hand man, Jeffrey Katzenberg, never threatened them with their walking papers. "Jeffrey was right there afterwards saying, 'Don't worry, this movie is still funny,'" Zucker recalls.

"That was one of the many lucky breaks we got in the business," Abrahams adds. "Katzenberg and Eisner were executives that both had creative experience, not just business backgrounds. They were always supportive of us, and their suggestions were invaluable."

With the sound of no laughter still ringing in their ears, the trio headed back into editing room to do some maintenance work on their debut feature. Luckily, they had a guide courtesy of the one voice in that room that did find Airplane! funny. "There was one guy who laughed really hard during the whole movie, and we cut the movie to that guy's laughter, because the rest of the audience was silent," Zucker says.

In addition to nips and tucks to the existing cut, they also added one key scene to the film: that Jaws-spoofing opening scene. "We needed something at the very beginning that would set the tone for the movie," Abrahams explains. "So we came up with that Jaws joke and it worked beautifully. Still does."

Sure enough, when the retooled Airplane! went back before test audiences, the laughs were loud and plentiful. And they've continued through the film's blockbuster theatrical release and its long afterlife as a comedy that's handed down from generation to generation like holy scripture. But Zucker never forgot that near-brush with disaster and how Eisner kept the plane on course.

"One of the reasons that David wanted to write this book is so he could hand deliver a copy to Eisner — and last week, he actually did that," Abrahams reveals. Zucker confirms the hand-off and calls it an "emotional moment" nearly 45 years in the making. "[Michael] asked me, 'So are you going around delivering these signed books all over town?' And I told him, 'No you're the only one.' We owe everything to Eisner, and I always felt that we never showed him enough gratitude at the time. We made so much money for the studio, they couldn't hide it fast enough!"

In a spirited conversation, Abrahams and Zucker expanded on other tales contained in the pages of Surely You Can't Be Serious, from David Letterman's notorious audition for the Robert Hays part to The Godfather-inspired sequel that Francis Ford Coppola personally torpedoed.

Live from the cockpit... it's David Letterman? And Shelley Long?

It took five years for the ZAZ trio to get Airplane! off the ground, and during that time all kinds of actors were considered for crew and passenger positions aboard the doomed aircraft. Early on, the filmmakers thought they'd found their ideal leading man at L.A.'s famed Comedy Store — a fresh-from-the-Midwest former weatherman named David Letterman. "We used to see his stand-up act, and were big fans of his," Zucker recalls. "We convinced his agent to send him in to audition. He was among the first couple of actors we saw."

What happened at that audition is a matter of some dispute. In the oral history, Letterman says that he warned the directors upfront that he couldn't act, and felt his performance bore that out. "I just laughed on my way back to the car," the late-night icon said, adding that he wasn't at all surprised not to land the role of drinking-challenged ex-fighter pilot Ted Striker, which eventually went to Robert Hays. "We all ended up parting as friends. So it was a good time."

But Zucker insists that Letterman was selling himself short. "He was great," the director says. "Probably not as good as Robert Hays, but we all thought he was really funny. He was just personally uncomfortable with acting, so he was relieved not to have gotten the part. He's always said that he loved the movie — and loved it even more because he wasn't in it!" (You can judge Letterman's audition for yourself courtesy of footage that the ZAZ team screened on a 1982 episode of Late Night With David Letterman.)

Letterman may not have wanted to play Ted Striker, but Shelley Long assumed she'd landed the part of his estranged lover, Elaine Dickinson, after her audition. "I was surprised I didn't get the role," the Cheers star admits in Surely You Can't Be Serious about her initial reaction to the news that Julie Hagerty had been cast instead. "But Julie... was so wonderfully innocent... which was a great way to play it."

Meanwhile, Paramount was strongly encouraging the directors to cast established comedy stars and they were especially high on landing Bill Murray or Chevy Chase for Ted, while breakout Alien star Sigourney Weaver was in the mix for Elaine. "I guarantee if that had been the cast, we wouldn't be sitting here talking about the movie now," Abrahams says.

"We love Chevy and Bill as comic performers," Zucker chimes in about their desire to cast dramatic actors like Robert Graves, Leslie Nielsen, Robert Stack and Lloyd Bridges and have them play the gags straight. "But we didn't want to admit that we were doing a comedy. And once you put those comedians in it, then we're a comedy. A comic would never get away with coming onto kids like Peter Graves did in the film."

"They're really spoofing their own images," Abrahams notes, agreeing that a major comic like Chase wouldn't have been willing to go there at that time. "There's something endearing about them having a laugh at their own expense. The thing that's unique about Airplane! is that we cast serious actors and told them not to take themselves too seriously."

An offer that Francis Ford Coppola (and Warren Beatty) could refuse

After Airplane! soared to the top of the box-office charts, Paramount was eager for a quick turnaround on a sequel. The ZAZ team preferred to explore new comic territory, but they did have one pitch for a second flight — Airplane II: The Godfather. "We could have cast Stack, Bridges, Graves and Nielsen as mob guys," Zucker says of the never-made movie, adding that the plan was to tempt Marlon Brando and Al Pacino into making appearances as well. "We didn't get too far into it, but we pitched the idea to Eisner and Katzenberg and they loved it."

But that opinion wasn't shared by Godfather maestro Francis Ford Coppola, who sent the pitch to sleep with the fishes. "When they went to Francis to run the idea past him, he said no," Zucker recalls. "He wanted to do The Godfather, Part III. Jerry points out in the book that everybody would have been better off if we had done Airplane II: The Godfather instead."

The Corleone-less Airplane II: The Sequel was eventually released in 1982 with much of the original cast returning. But the ZAZ trio had moved on to another failed pitch, Bachelor of the Month. "It was a terrible idea," is all Abrahams says about that lost movie. "Eisner and Katzenberg thought we were pulling their leg. After they turned it down, we went out to the parking lot and couldn't stop laughing."

That's when Warren Beatty picked up the phone. The actor and filmmaker had recently completed the epic drama Reds for Paramount and was an avid fan of the considerably funnier Airplane! "Warren had us over to his house, and said, 'I want to do a movie with you guys," Zucker says. "He was like, 'I'll get in shape — I'll pump up.' Why? We didn't know.

"We pitched him this idea that even we didn't understand," Zucker continues. "He listened and when we were done, there was this pause. Then he said, 'Well, that's better than a sharp stick in the eye!' And after that, we never saw him again. I think he thought that we couldn't possibly be the same guys who made Airplane!"

The trio had one more near-miss before they finally stepped onto the set of their sophomore feature, 1984's Top Secret. "We had a meeting with Steve Martin, who wanted us to write Three Amigos," Zucker reveals. "We weren't really interested in that, either, but he got John Landis to direct it and it's a pretty good movie. But it wasn't the kind of comedy we were comfortable with or wanted to do."

Can big-screen comedy make a comeback?

Zucker and Abrahams are used to fielding questions about whether or not Airplane! could be made today given its staunchly non-P.C. jokes about jive talking and pedophilia. But leaving aside the movie's content, it's fair to ask whether Airplane! could take flight at a major studio given the way R-rated comedies have cratered at the box office in recent years.

"I hope these kinds of comedies come back," Zucker says earnestly. "We showed Airplane! at a film festival in Aspen recently and Jim's kids were there. They were blown away. They had never seen Airplane! in an audience, and it was a completely great experience and a unique experience for them. They had never seen it in that context."

Airplane! is currently streaming on Paramount+ and Showtime.