After his six-year stint shooting kink-a-rrific sex scenes as Nip/Tuck’s plastic surgeon Sean McNamara, Dylan Walsh thought his naked days were over.

He was wrong.

“So I go to New York to shoot the pilot,” says the leading man of CBS’ hit drama Unforgettable, “and suddenly I’m told, ‘Uh, Dylan, we have a couple of hours off if you want to go to the gym.’ That was my first clue. More nudity!”

Watch!: On Unforgettable, as NYPD Detective Al Burns, you’re getting all jiggy in flashback scenes with your ex-girlfriend, Poppy Montgomery’s Detective Carrie Wells.

Dylan Walsh: Yes, it’s my curse in life that I work with Aussies over and over again [Montgomery, like Walsh’s Nip/Tuck co-star Julian McMahon, is Australian]. But, hey, if you’re gonna work with a diva, she might as well be a woman! [Laughs.] And I say that with total love to Julian, ’cause I love him to death. And also, to be clear, Poppy isn’t a diva at all—she’s got that wonderful Australian fearlessness, charisma and energy. We have great chemistry.

Poppy Montgomery and Dylan Walsh play detectives with a past romantic history on Unforgettable

Watch!: Indeed. The heat is palpable.

Dylan: We got lucky. I think what sets Unforgettable apart from other procedurals is it allows us to have a romance that’s set in the past, then we can cut back to the present, where there’s maybe something still going on between us, chemically, but we’ve moved on in our lives.

Watch!: Poppy plays a cop who solves crimes using a rare ability, highly superior autobiographical memory, that allows her to forget not a single, solitary moment in her life. Marilu Henner has the same gift and is an Unforgettable consultant. Has she wowed you with her total recall?

Dylan: Totally! I worked on a show in 1990 called Gabriel’s Fire and “Dylan Walsh” was nobody back then—but Marilu was married to the executive producer and I’d met her once. So years go by, and I see her again in connection with Unforgettable and I was going to test her abilities. But before I could get it out of my mouth she did that thing where she says the date we met, what we were wearing, which episode we were discussing, everything. I was awed and kind of startled about how it works. Because, in real life … it’s creepy!

Watch!: You’re shooting Unforgettable in New York—

Dylan: That’s the best thing about it. New York was always like the girl that got away: I lived there right after college, then I went out to California and I always wanted to go back. But after 21 years in Los Angeles, I thought, “Well, this is where the business is, this is where my kids are, I’m not moving back” and then—bam!—I got Unforgettable!

Watch!: Speaking of your three kids [ages 7, 13 and 15], what did they make of Nip/Tuck and all of its taboo-busting storylines?

Dylan: Growing up, they didn’t watch Nip/Tuck—the weirdness for them was just seeing those crazy billboards around town and being curious as to what it was their dad did for a living. Toward the end, I let them come to the set on a day I thought would be pretty tame. Of course, it didn’t work out that way: Tia Carrere was playing a dominatrix and the storyline was about, like, biting a guy. Suddenly, I realized, “OK, this is not cool.”

Watch!: You had amazing guest stars on Nip/Tuck. Did you ever swap spit with Vanessa Redgrave when she was on?

Dylan: No, but I did have the pleasure of spending a lot of, um, time with her daughter, Joely Richardson. [Laughs.] And one of the great moments in my life was getting to kiss Catherine Deneuve. It was just a kiss—nothing compared to all the crazy sex we did on the show—but I was very nervous. So Catherine comes in and the scene wasn’t working and while she was telling the director how she thought the scene should be blocked, she walks up, kisses me and just keeps going. It was the perfect way to get it out of the way and I spent the rest of the day kissing Catherine Deneuve. It was a thrill. I’m one helluva lucky guy.

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Spas soothe. Even without the hot stone massage or seaweed body wrap, they unwind muscles that are coiled tighter than powerful attorney Diane Lockhart on The Good Wife. That’s because every element of a spa has been designed to calm jangled nerves. While in a perfect world you’d be able to take your masseuse home with you, we can offer the next  best thing: decorating tips from spa design pros that will help you bring that sweet sense of serenity to every room of your home.

(1) PRACTICE THE RULE OF THREE when it comes to choosing colors and textures, says Jennifer Kleen, who designed The Ritz-Carlton Spa, Los Angeles. That means limiting yourself to three complementary hues, three materials in accessories (such as glass, wood and metal) and three soft fabrics. “To keep things harmonious you’ll also want to make sure that the metals you’re using match,” Kleen says. “For example, use all polished chrome or all nickel.”

(2) INCORPORATE TRANSPARENT MATERIALS to create a sense of light and airiness. At The Ritz-Carlton Spa, Los Angeles, orchids and lilies are submerged in tall vases, a clean, crisp and uncluttered way to introduce water and earth elements into your home. Float a candle on top for a stunning centerpiece. “These simple arrangements add a sense of movement to your space,” says Kleen, “and keep your environment dynamic.”

(3) USE NATURAL ELEMENTS. At Colorado’s Vail Mountain Lounge and Spa, the art in the cozy spa includes willow branches sprayed with silver and gold paint and affixed to the wall with dowels and wire. You can commission a similar piece by the artist Helen Gillespie for $1,900 or, for a DIY approach, try placing some branches from your own yard in a tall clear vase. Interior designer Taniya Nayak, host of HGTV’s House Hunters on Vacation, loves to include pieces made of grainy wood, like a rustic bench, in the homes she designs. Or, consider hanging a group of wooden picture frames in different shapes and sizes on a wall. “Don’t put anything inside the frames, not even a piece of glass,” says Nayak. “The frames themselves are the art.”

(4) KEEP LIGHTING warm, muted and indirect. “Every light in your home should be on a dimmer switch,” says Nayak. Instead of table lamps, consider pendant lights over side tables. “It will also clear up your tabletops and free you from dangling cords,” says Nayak. Another decorator trick: Hide floor spotlights—also called uplights or accent lights—behind chairs, potted plants or sculptures to add “a soft glow that creates a great ambience,” Nayak says. Find them at Home Depot or Lamps Plus for less than $20.

(5) ENGAGE ALL THE SENSES, suggests Mindy Terry, president of the consulting company Creative Spa Concepts. Reed diffusers such as Red Flower’s Jasmine Grandiflorum Organic Room Diffuser ($74, redflower.com) are an elegant and safe way to bring home the “aaaah” scent of a spa. As essential oils seep up the wood stems, which are housed in a glass cylinder, the scent wafts throughout the room.

Star Style

As a former trust fund princess turned waitress, Caroline Channing has to adjust to being exiled from a life of luxury. Here’s what actress Beth Behrs needs to feel at home in her own life.

Hometown: Born in Lancaster, Pa.; grew up in Lynchburg, Va.

Current home: Los Angeles

My worst decorating mistake ever was: Pink flowered bedspread my first year of college.

The most serene room in my house is: My living room, because that’s where the record player, candles and wine rack are.

If I could add a touch of spa to my home it would be a: Jacuzzi bathtub.

Style-wise my greatest strength is: Finding vintage pieces that look new enough to blend with my more modern pieces.

My prized home accessory: My Crosley record player.

Similarities between my own interior look and that of my character, Caroline Channing: Caroline grew up on the Upper East Side of Manhattan. I grew up on the East Coast as well. She and I have a very similar colonial contemporary design taste.

ZEN SHOPPING

These fab finds will bring instant ahhh to your space

Bliss Pendant Lamp

The light is soft, the design sharp in this pendant lamp by interior designer Taniya Nayak. “You can create a spa mood that’s hip and modern,” says Nayak. “It doesn’t all have to be Zen and quiet.” ($400, wayfair.com)

Mohair Throw

“You want everything you touch in your home to feel luxurious,” says spa designer Jennifer Kleen. The Spa at the Vail Mountain Spa and Lodge features sumptuous mohair throws from The Madison Collection. ($240, themadisoncollection.com)

Editor’s Pick

CASCADING SLATE FOUNTAIN

Add a water element to your home with a freestanding fountain like this artfully cascading one from the online boutique SpaStyle. ($598, homespadecor.com)

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“Sammy Davis Jr. was a close friend whom I had known from my days writing for the [early 1950s] Colgate Comedy Hour. When All in the Family had been on for only three episodes, he called me and said he just had to be on the show. I told him we wanted to keep the conceit authentic and never have big-name guest stars. But Sammy continued to pester me so much—lovingly. And we realized that, with Archie driving a cab as a second job, we could have Sammy play himself, as a passenger. We figured out the gimmick where he would come to visit Archie to thank him for returning a suitcase he left in the back seat.

As an African-American, Sammy heard Archie Bunker talking about race, and he saw his appearance as an opportunity to give back as good as he got. And we knew that with Sammy planting a kiss on Archie’s cheek, the episode would contain a moment nobody would easily forget. In fact, it’s one of the two moments people still mention to me most.

Back in 1972, a kiss like that would be very shocking. But we knew that viewers would react like the 300 people in our live audience. Carroll O’Connor was so brilliant that you loved Archie, whether you disagreed with him or not. And the same thing with Sammy in his role. You cared about them both, and so the moment worked. Sammy had wanted to be in a classic episode of All in the Family, and he got his wish. He made it a classic.” — Norman Lear, creator of All in the Family

“This episode remains one of the joys of my writing career. We all knew that the interracial element of the story would have an impact. But that the episode would become the heavenly gift which evolved, that’s another matter.

Sammy shared with me that it was the words of the script that gave him the comfort to improvise the show’s most famous moment, the kiss. It had also been such a great boost to me personally when Sammy had called after the first reading of the script to say, ‘Prepare your acceptance speech, pal.’ But ironically, later, my manager’s secretary mishandled the nomination papers, thus costing me a possible Emmy.”  — Bill Dana, writer of episode “Sammy’s Visit”

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Ahhh, high school … those blessed four years that create a lifetime of memories and a legion of Facebook friends you may never see again, despite knowing what they had for breakfast. If you’re a character on a teen drama, the high school experience can really fly by, with friends quickly moving on to buy a beach bar, like Liam on The CW’s 90210 (really? No, really?), or run a multinational business while traveling the world by yacht on an endless pleasure cruise, like Gossip Girl’s Chuck Bass (not much of a stretch, actually).

When the cast of 90210 moved last fall into California University’s fictional hallowed halls (alumni=Brenda, Kelly and Donna), it made us long for the days when they were still young enough to enjoy an innocent half-caff skinny latte over Tater Tots in the caf. How to make those golden years last longer than a season or two? We’ve got a few ideas …

EVERY CHILD LEFT BEHIND

With graduation—and show syndication—on the horizon, an easy way to ensure the kids hang back at least one more season is to finally require that TV schools meet the same standards as real ones. (Seriously, did you ever see Blair Waldorf doing anything with a book besides holding it, albeit very fashionably?) It’s hard to graduate when your school gets closed by the Board of Ed.

VAMPIRES ATTACK!

Following the lead of The CW’s Vampire Diaries, everyone on the show becomes a vampire, witch or werewolf, with the power to arrest the aging process while somehow showing up to school on random days without being reprimanded. Who says high school sucks when you can literally suck the lifeblood out of it for an eternity?

DISASTER AREA

When all else fails, there’s always the option of having the school erupt and explode thanks to its location on a long-dormant fault line or geyser. Why? Because hiring a new cast of younger actors to play the next crop of high school freshmen would be really crazy.

LET’S DO THE TIME WARP!

Call in a bomb threat? Please, that’s so 1991. To keep the cast from graduating, it takes something that lasts longer than most teenage crushes—like a wormhole opening up and transporting students to another century for an entire season. Sound crazy? How do vampire brothers battling werewolf gangs and a coven of grungy teenage witches strike you? That’s called Thursday night on The CW.

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DAYTIME TV’S SEXIEST SOCIOPATH TAKES PLEASURE IN MAKING Y&R FANS SWOON

A TYPICAL DAY for Michael Muhney, who plays Adam on The Young and the Restless: causing a woman’s miscarriage; stealing another woman’s baby to make the aforementioned woman think she was still a mother; faking his own death; framing his brother for his murder; committing countless forgeries; faking his own blindness.

IN SHORT, Adam is a one-man wrecking ball. But no matter what the writers have thrown at Muhney, the actor has delivered each time. And he’s having a blast playing the role.

“Playing Adam is like Baskin-Robbins and 31 flavors,” Muhney says. “How could you pick one flavor? I enjoy the whole store. If you’re an actor and you’re offered the part of Othello, you take it.”

The would-be Othello is getting raves from critics and fans alike. “There’s something so delicious about watching a great actor who is having a ball,” says TV Guide’s Michael Logan. “You will follow him anywhere.”

It wasn’t until Muhney took over the rolethat the character really came to life. Actor Chris Engen, who previously played Adam, found the character a little too “out there” for his comfort zone and in June 2009 quit with a day’s notice, leaving producers scrambling to find a replacement. Enter Muhney, who started the next day—albeit begrudgingly.

“I was narrow-minded when it came to soaps,” he says. “I thought it was all about saying ‘Brenda, I love you’ while flexing your abs and sweating.”

Muhney still wasn’t sure daytime was the place he wanted to go; the self-described nomad didn’t want to be tied down to any role for any length of time. He’d already made a name for himself as a regular on The CW’s Veronica Mars and in showy guest-star roles on just about every primetime drama—many on CBS, including JAG, Without a Trace, Numb3rs and CSI: Miami. (“I should own stock in CBS,” he quips, “or vice versa.”)

After the Y&R powers-that-be outlined where Adam had been and where he was going, “I was pretty much salivating,” Muhney says. “Adam was intelligent, emotional, inherently flawed, duplicitous, ambiguous, power-hungry, narcissistic. … I was rubbing my palms together.”

Muhney is “a dangerous force,” Logan says. “The kind of actor who stirs up unconscionable hell on screen and still has viewers begging for more. Like all truly special stars, he never plays it safe, never operates at less than full throttle and never forgets the audience is here to be dazzled.”

Muhney won over most of the show’smost ardent fans as well, despite the havoc the character has wreaked through town. “There are maybe

11 fans who will never get over Adam and some of the things he’s done—and they’re very vocal about it,” says the married father of two. But “I think the audience is seeing his pain; he’s not just a sociopath. Sure, he uses people like human chess pieces. But I do believe he has shown remorse for some of the things he’s done.”

And as the antics continue, Muhney will continue riding the roller coaster of his life. “I feel like I’m on a ride at Six Flags; I don’t want to get off. I feel like every time the [safety restraint] bar goes up, I want to pull it back down on my lap and go again.”

Not that playing one of TV’s most awful human beings doesn’t give Muhney pause and time for self-reflection. “I put a lot of me in the character,” he says with a laugh, “and some days I think maybe too much. I put a lot of me in Adam, but is there a lot of Adam in me? There are days I drive home and think, ‘Am I a bad person?’ ”

No. Just a good actor.

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Every year, scores of new skin care creams and salon treatments appear on shelves, but deciding which ones are worth your time and money can require the psychic ability of The Mentalist. These advances will give you glossier hair, more radiant skin and a long-lasting manicure even a Gossip Girl would envy.

SEMIPERMANENT MASCARA

Ladies look feminine and glam with long, curled lashes, even without a trace of other makeup. The LashDip salon service coats each lash with jet-black gel for a budgeproof, smudgeproof fluttery fringe that lasts four to six weeks—perfect for streamlining your morning routine. Expect to spend an hour and $200 to $300, lashdip.com

Crybaby Mascara is a quicker, cheaper, more temporary salon alternative: It takes just 20 minutes and costs $40 to $70 for full lashes that stay put for about two weeks. crybabymascara.com

AT-HOME GEL MANICURE

If you’ve had a gel manicure in a salon, you’ve probably fallen in love with the chip-free, shiny finish that lasts at least two weeks. DIY divas now can achieve the same gorgeous gleam at home: The Red Carpet Manicure system includes nail prep, base coat, gel polish, a top coat and a portable LED light to harden the polish. The kit lasts for 20 applications and costs about $79.99—or $4 a manicure. ulta.com

DO-IT-YOURSELF HAIR STRAIGHTENING

Salon keratin treatments were instant hair helpers for anyone who’s envied the sleek, smooth locks of Nikita’s Maggie Q. But news reports warned that some treatments could contain high levels of formaldehyde, which could cause skin irritation, allergies or respiratory problems.

New at-home hair smoothers are so mild that you can color and straighten your hair the same day. These formaldehyde-free kits won’t produce the pin-straight, high-chrome polish of a salon treatment, but they’re a quick fix for frizzy hair and can last a few weeks, says stylist Jet Rhys, owner of the Jet Rhys Hair salon in San Diego.

The Ion Smooth Solutions Keratin Smoothing Treatment Kit ($29.99 for two applications, sallybeauty.com) requires the same steps as a salon treatment—meticulously flat-ironing hair after the solution is applied and not wetting locks for 72 hours—with results that can last a month or longer.

CREAMS THAT REVERSE SKIN DAMAGE

Face creams feel luxurious and plump up skin temporarily but until now didn’t get to where the real damage occurs—your cells’ DNA.

Ronald Moy, M.D., president of the American Academy of Dermatology, developed the DNAEGF line after he discovered that DNA repair enzymes helped zap precancerous growths. A side benefit: Skin looked terrific. “These repair enzymes were developed in a medical setting, not a cosmetic lab, so we have real clinical proof that they’re effective in thickening skin, reducing the size of pores and improving overall skin quality,” Moy says.

Along with enzymes derived from plankton and botanical sources, DNAEGF contains epidermal growth factor, a protein engineered from barley that triggers the renewal of skin cells for a more refined texture and less-visible pores. ($480 for a set of five products, dnaegfrenewal.com) Some other DNA-boosting products to consider: Boske Dermaceuticals Molecular Repair Cream ($154.98, skincarerx.com), Neova DNA Damage Control Active SPF 45 sunscreen ($46, dermstore.com) and Skin Care Heaven DNA Repair Serum ($112.50, skincareheaven.com).

COMPLEXION PERFECTION

Embrace cold weather with makeup artist Lisa Mirante’s skin-soothing suggestions

THE RADIANT SERUM BY LA MER

If your face looks dull, slather on this lightweight, sea-derived serum. The miracle in a bottle makes skin glow by improving its ability to reflect light, tightening pores and creating a luminous palette. From $250, lamer.com

STIMULSKIN PLUS DIVINE LIFTING CREAM BY DARPHIN

Fine lines and wrinkles, begone! This anti-aging elixir combines natural ingredients like vitamin E, green tea and chamomile extract to bring skin back to life. Its “melting” texture gives you a plumper, more hydrated profile. $295, darphin.com

INTENSE RADIANCE MASK BY CLARK’S BOTANICALS

This face-transforming solution works wonders on any skin type. A mixture of collagen complex, organic plant extracts and tri-peptide complex firms, smoothes and brightens, leading to an ultratouchable outer layer. $62, spacenk.com

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The fashion world rarely lacks for drama, making it a superlative subject for filmmakers. Here, Entertainment Tonight’s style maven Steven Cojocaru explains why, from documentaries about designers to fictional farces, the following are the finest takes on the subject.

Valentino: The Last Emperor

Deeply suntanned and deeply debaucherous, Valentino nonetheless creates nothing but the most romantic clothing. “He’s my patron saint for pinning Jackie O,” says Cojocaru. “And he lived better than any rock star.” This rollicking documentary directed by Matt Tyrnauer makes it clear why “Cojo” swears, “I’d give my veneers for an invitation to Valentino’s yacht.”

L’Amour Fou

Yves Saint Laurent—whom Cojocaru calls “revolutionary”—and longtime love Pierre Bergé are the subject of this compelling documentary directed by Pierre Thoretton. “It’s painfully honest and the ultimate tribute,” says Cojocaru. “I was on the edge of my seat watching it and felt like I knew who he was when I walked away.”

Unzipped

This 1995 documentary about Isaac Mizrahi put “scrim” into the vocabulary of audience members. Peppered with appearances by the likes of Carla Bruni, Faye Dunaway and Naomi Campbell, the film directed by Douglas Keeve is as filled with drama as any soap opera. “His enthusiasm and love of fashion fills every frame,” says Cojocaru. “I was riveted.”






Prêt-à-Porter

This 1994 dark comedy directed by Robert Altman skewered the industry with an ensemble including Sophia Loren, Kim Basinger and Forest Whitaker as characters descending upon Paris for a show. “This shows the absurdity of the fashion industry,” says Cojocaru. “I keep it on an endless loop at my house. It’s all so delicious.”

The Devil Wears Prada

David Frankel’s adaptation of Lauren Weisberger’s thinly veiled account about her serfdom to Vogue’s Anna Wintour gets its campy kicks out of Meryl Streep’s portrayal of an editrix torturing Anne Hathaway. “Watching Meryl Streep come in and throw her coats on Anne Hathaway’s desk—it’s delicious,” says Cojocaru. “To see a film that rips down the walls of fashion’s pretension is so refreshing. You always have me if you’re taking the fashion industry and exposing it for the folly it is.”

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THE BEACH BOYS, “GOD ONLY KNOWS”

A song so beautiful it supposedly makes Paul McCartney weep, this 1966 hit caused controversy because of the “God” in its title. Composer Brian Wilson had worried the title would limit commercial potential, but lyricist Tony Asher convinced him it would boost the song’s spiritual sentiment and affirm the band’s groundbreaking reputation. (From Pet Sounds)

JONI MITCHELL, “A CASE OF YOU”

Accompanied by the simple strum of an acoustic guitar, Mitchell’s voice draws from a wellspring of devotion. “I could drink a case of you.” A reminder you can never give or get too much love. (From Blue)

BEE GEES, “TO LOVE SOMEBODY”

The ache of unrequited passion is rarely expressed as eloquently as the Brothers Gibb opening up to a seemingly reluctant lover. “You don’t know what it’s like.” (Appears on Bee Gees’ 1st)

ARETHA FRANKLIN, “(YOU MAKE ME FEEL LIKE A) NATURAL WOMAN”

Carole King penned it, but Aretha breathes life into this anthem of affirmation. It speaks to the heart of a vibrant relationship in which each partner feels secure and fulfilled. (From Lady Soul)

BEATLES,  “HERE, THERE AND EVERYWHERE”

An all-encompassing ode to romance,  Paul retooled it six years later as “My Love,” an homage to his lovely Linda. McCartney’s “Silly Love Songs” are rarely superfluous. (From Revolver)

LOVIN’ SPOONFUL, “DARLING BE HOME SOON”

Likely the only song to rhyme “dawdle” with “toddle,” it’s a change from the group’s usual upbeat efforts. The sweep of strings builds the anticipation over a lover’s return. (From The Best of the Lovin’ Spoonful)

FRANK SINATRA, “THE WAY YOU LOOK TONIGHT”

No list of romantic ruminations would be complete without the once and forever Chairman of the Board. His sentimental croon reminds the faithful that flattery could indeed get him—and us—everywhere. (Appears on Nothing But the Best)

BOB DYLAN, “TO MAKE YOU FEEL MY LOVE”

Dylan offers a rare expression of devotion in his current incarnation as a grizzled warrior— ornery, austere and compelling as ever. “When the rain is blowing in your face / And the whole world is on your case / I could offer you a warm embrace.” (From Time Out of Mind)

MARVIN GAYE, “LET’S GET IT ON”

The man who would later pen “Sexual Healing” assures us that it’s really nice to get naughty. Soulful and seductive, this may be the make-out song of all time. (From Let’s Get It On)

THE RIGHTEOUS BROTHERS, “(YOU’RE MY) SOUL AND INSPIRATION”

A searing, soaring ballad that blurs the line between worship and romance, this riveting duet seethes with desperation: “Please, I’m begging you, baby, baby / If you go, it will kill me, I swear / I can’t live without you.” (Appears on Unchanged Melody: Very Best of The Righteous Brothers)

TINA TURNER/ AL GREEN, “LET’S STAY TOGETHER”

An urgent plea that transcends gender, this 1984 hit was Green’s breakthrough and Turner’s triumphant return from her abusive relationship with former husband and collaborator Ike. (Appears on Green’s Let’s Stay Together and Turner’s Private Dancer)

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On a cold, blustery day, nothing warms you to the core like a hot cup of mulled cider. Black pepper adds an unexpected kick!

INGREDIENTS:

1 gallon apple cider

10 whole cloves

1/2 teaspoon black peppercorns, lightly crushed

2 strips orange peel, about 2 inches long

6 dried allspice berries

4 heads star anise

1 cinnamon stick

1 1-inch piece fresh ginger, thinly sliced

Orange twists, for garnish

DIRECTIONS:

Combine cider with all other ingredients except orange twists in a large pot and stir.

Bring mixture to a boil over medium-high heat; reduce heat to medium and simmer for 10 minutes. Remove from heat and let steep another 10 minutes before serving.

Serve cider in a heatproof mug, garnished with an orange twist (or apple slice).

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In the spring of 1982, movie producers Jim Abrahams and brothers Jerry and David Zucker decided to bring their successful brand of big-screen parody to television. After the big box office of their film Airplane! two years earlier, the trio cast one of that film’s breakout stars, Leslie Nielsen, as the lead of their hotly anticipated new half-hour comedy. And sure enough, Police Squad turned out to be … a pretty resounding failure, actually. Until six years later, when it ended up spawning one of Hollywood’s most triumphant comeback stories.

SHADES OF GRAY

The three began to hone their unique style of humor by making short films in the Zucker family basement in Milwaukee. After college, they opened the comedy showroom Kentucky Fried Theater in Madison, and eventually relocated to Los Angeles. On stage, the partners combined showings of their short films with live action sketches. The gags they devised—often involving stern authority figures like politicians or newsmen, clueless to the chaos breaking out around them—would show up in their later work, including their first film, 1977’s Kentucky Fried Movie.

“During the 1950s and early ’60s, every show or movie was literally and figuratively in black and white,” says Abrahams. “There were good guys and there were bad guys, with no shades of gray. In Leave It to Beaver and Father Knows Best, families had rules and everybody obeyed. But what Dave and Jerry and I had in common was this sense that those shows didn’t really reflect real life. We realized, ‘You don’t really have to take this stuff seriously.’ ”

In their work, the three parodied the self-serious films and shows of their formative years. They acquired the rights to the 1957 suspense film Zero Hour and, by making fun of it scene by scene, turned it into Airplane!

ENTER FRANK DREBIN

For their first foray into TV, they remembered the hard-boiled 1957–60 Lee Marvin cop drama M Squad, tracked down copies of six episodes and handed them off to their Police Squad writers to spoof. As a direct nod to earlier detective programs like CBS’ Barnaby Jones, where an announcer would herald the week’s guest star, Police Squad did the same—except the latter show made sure to violently rub out said big-name guest within the opening credits. Florence Henderson, for example, died in a hail of bullets in her kitchen while frying up some Wesson chicken.

Police Squad trafficked in slapstick and silly wordplay, as it morphed Marvin’s macho Detective Frank Ballinger into Nielsen’s clumsy Detective Frank Drebin. Zucker, Abrahams and Zucker stocked the show with the sight and sound gags that have always been their hallmark: Voiceovers wouldn’t match the words on screen. And each of Police Squad’s six episodes ended with the cops all smiling in a freeze frame—in at least one instance, allowing the criminal to steal the key to his handcuffs and escape.

TV SO GOOD, YOU ACTUALLY HAVE TO WATCH IT

Police Squad’s plethora of puns and pratfalls filled every corner of the screen—and ironically may have doomed the show in the ratings. In the early ’80s, David Zucker theorizes, TVs were too small to fully convey the show’s magnificent madness. The series was canceled after its initial six-episode run; network executives surmised that Police Squad was so detailed, audiences disliked having to watch the show so closely.

As the show ended its run, “we actually had mixed emotions,” Abrahams remembers. Whereas Airplane! had been written and then refined over years, TV had a demanding weekly production schedule. “With Police Squad, we were in over our heads, and ended up accepting jokes in Weeks 5 and 6 that we wouldn’t have accepted in Week 1,” he says.

Nielsen, however, wished Drebin could stay on the beat, and continued to nudge the producers to think about bringing the concept to the big screen. Finally in 1988, the actor got his wish, as Paramount greenlit what turned out to be a high-grossing movie trilogy. “When [the retitled] Naked Gun was a hit, it was very vindicating that we could say that from our failed TV series came these hit movies,” Zucker remembers. “I can’t think of any other time that has happened, or was even attempted.”

Today, with Police Squad available on DVD from CBS’ vast library and viewable on big flat screens, audiences can fully appreciate a series that was in many ways ahead of its time. “Along with Airplane! and [their 1984 spy spoof] Top Secret!, Police Squad has somehow lingered,” says Abrahams. “So I guess whatever those jokes were, they had an enduring quality. And each of the three of us feels lucky when we hear that the show stays with people.”

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