How David Letterman Reinvented TV

A backstage and in-depth look at how a gap-toothed failed morning-show host and a ragtag band of misfits and rejects changed television forever

david letterman ed sullivan theater
Ray Tamarra/FilmMagic
David Letterman outside the Ed Sullivan Theater in New York.
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Outside studio 6a in New York's rocke-feller Center, it was the middle of summer. But inside the cavelike, 180-seat home of a brand-new show called Late Night With David Letterman, Calvert DeForest – a part-time file clerk at a Brooklyn rehab clinic better known to viewers as Larry "Bud" Melman – was preparing to read the beloved children's poem "The Night Before Christmas" to a group of excited kids. In the five months since its debut in February 1982, Late Night had gleefully mocked any number of sacred cows, from inane celebrity talk-show banter to NBC executives, whom Letterman called "vegetables" on the very first show. Tonight's target was insufferable holiday TV specials. But when DeForest began reading from the version of "The Night Before Christmas" he'd pulled off a prop shelf, he immediately realized it was in the wrong language. "Oh, my God!" he stammered. "I have to speak Spanish now!" He tried to ad-lib – "not a creature was stirring" – but not for long: "I don't know what to do!" he blurted helplessly.

The camera cut to Letterman, standing by the side of the stage. Watching the disaster unfold, he made an exaggerated, self-mocking gesture of wiping the sweat from his brow. Maybe Late Night had finally done it – TV's edgiest show had self-destructed. Barbara Gaines, a bookish 23-year-old production assistant who was supposed to ensure that the right prop wound up in DeForest's hands, thought the train wreck was hilarious. But she and one of her coworkers also knew they were in trouble. Sure enough, producer Barry Sand immediately called them into his office and started screaming at them. Then Letterman popped into the office. "Hi, girls!" he exclaimed, flashing his gap-toothed grin. "That was amazing!"

The thought of airing such a calamitous skit would have been unthinkable on network TV. But a few nights later, on Late Night's "Christmas in July" special, a national audience watched just that: a confused, pear-shaped 60-year-old man completely flubbing a holiday classic as a group of bewildered children looked on.

Tune in to Conan O'Brien or Jimmy Fallon any night of the week, and you'll see plenty of knowing put-ons of entertainment cliches. You'll also hear acerbic monologues by the host, celebrity in-jokes, hip house bands and grown men doing stupid things for laughs (and mocking themselves in the process). You'll see, that is, everything that Late Night With David Letterman launched: the blueprint not only for modern talk shows, but for the cheeky, skeptical way we perceive and ridicule pop culture. "He did the thing that everyone's tried to do since and has never done, which is to take the talk-show form and redo it," says Jerry Seinfeld, one of Letterman's earliest guests. "The mindset was, 'We're tired of pretending there are no cue cards and no cameras and nothing's rehearsed. It's late, and we're going to take over this little piece of territory and do our own thing.' Now that mindset is everywhere."

With their pop-culture sendups and smashing-the-fourth-wall innovations, precursors like Ernie Kovacs and Steve Allen laid the groundwork for Late Night. But Letterman's first after-hours show, which aired from 1982 to 1993, brought those ideas into the mainstream and introduced them to a new, far more jaded generation – with Letterman as the sharp, socially awkward, perpetually goofy outsider at its center. "Johnny Carson made fun of the obvious showbiz people, like Wayne Newton or Liberace," says Chris Elliott, an original Late Night staffer who played the Guy Under the Seats and a slew of other deranged characters. "But Dave was poking fun at everybody at will. It was a blanket 'show business sucks, it's all shit – but you're in the club and you agree with us, and that's why you find it funny.'"

And Letterman was doing it all with a whole new kind of high-wire intelligence that went against TV's traditional lowest-common-denominator approach to humor. "From the Letterman experience I learned not to dumb things down," says writer George Meyer, one of Late Night's first hires, who went on to craft many classic episodes of The Simpsons. "On some shows the writers are always asking, 'Is the audience going to get this?' At The Simpsons, we acted as if the viewers were as smart as we were."

Yet when Late Night debuted 30 years ago this February, few had major expectations for what would become one of the most influential shows in television history. Suits at the network barely bothered tuning in, the host struggled to contain his overwhelming anxiety, the house band was often high, and major movie and TV stars stayed away in droves. "We were young kids who really didn't know how to do what we were doing," recalls Robert Morton, one of the show's original segment producers. "We were probably all in over our heads." Then Morton adds, still sounding a little stunned, "And it worked."

In some ways David Letterman seemed like the last person to subvert television from within. From the start, growing up in Indianapolis, he saw himself as a geeky loner. "I never knew how you approached beautiful women," he told Rolling Stone years later. "Kind of strange-looking guys like myself, we don't know." Around his hometown, he'd been a late-night-movie host and a bearded TV weatherman and DJ. He married his college girlfriend in 1970, when he was 23.

But then Letterman moved to L.A. in the mid-Seventies and found a home for his cynical wit. He began working the stand-up circuit and appearing on game shows like The Hollywood Squares. By 1977, his marriage had fallen apart, and he started dating Merrill Markoe, a sharp-witted, self-described "baby comedian" several years younger than him. Markoe learned quickly how odd Letterman could be. When she was hired as a writer on Mary Tyler Moore's short-lived 1978 variety show, she was given a list of cast members – which included Letterman, who hadn't told her about the role, even though she had spent the previous night with him.

Moore's show was canceled after only three episodes, but Letterman's affable, gently mocking humor endeared him to Johnny Carson, who booked him on The Tonight Show eight times. Then Letterman was hired to do stand-up at a charity event honoring Fred Silverman – and the NBC president loved his routine. The two chatted briefly in the men's room afterward, and Silverman decided to make Letterman the host of a new morning show he had dreamed up, one designed to attract a younger demographic than the geriatric crowd that tuned in to morning game shows like The New High Rollers. ("There are only so many hemorrhoid advertisers," Silverman recalls.) The David Letterman Show, a daily 90-minute talk-variety show, launched in June 1980, replacing three half-hour game shows. Even before it aired, the show almost fell apart. Three days before its debut, the show's original producer, game-show veteran Bob Stewart, was watching rehearsal tapes with the cast and crew. "I don't know if you and your friends think this shit is funny," Stewart groused, "but it's not." By showtime, Stewart was gone. "The feeling was that we needed a professional, and Bob was a great game-show producer," says Silverman. "But it was like putting somebody in the middle of Shanghai who didn't speak a word of Chinese." Markoe was promoted overnight from head writer to producer, even though she'd never produced a TV show in her life.

Beamed into America's homes at 10 a.m. every day, The David Letterman Show opened with a smooth-jazz theme song by ex-Doobie Brother Michael McDonald – but that was about as relaxed as it got. On air, Letterman joked about Central Park drug dealers, openly ridiculed NBC and made fun of his morning-show competition, Dinah Shore. Letterman and Markoe introduced bits like "Viewer Mail" (a nasty parody of 60 Minutes) and "Stupid Pet Tricks," inspired by the days when Markoe and her college friends would get drunk and dress up their Great Dane. From sea to puzzled sea, viewers did a collective head scratch. "There weren't a lot of morning shows doing an opening comedy monologue and produced comedy pieces," recalls one of the writers, Gerard Mulligan. "People don't really want that in the morning. They want to find out what the weather is." Baffled by Letterman's oddball antics, many viewers called up NBC and demanded, "Where's my game show?" When a quarter of the stations carrying the show bailed on it, NBC freaked and scaled it back to an hour. But in October, after only 18 weeks, The David Letterman Show was canceled. On the air, Letterman took the news stoically: One morning, his announcer introduced him as "the man who's being replaced by two game shows!" But backstage, alone in his office, Letterman was devastated. "He told me that would be the last time he'd ever work in television," recalls director Hal Gurnee. Letterman's dejection was alleviated for a fleeting moment when he received a telegram: "You have been a source of relief and inspiration for all of us," it read. "We are deeply upset that your show has been canceled." It was signed, "Martin Scorsese and the cast of Raging Bull." As usual, though, Letterman's happiness didn't last long. One day, while he and Markoe were on vacation in Antigua, he looked over at her as they sat on a pristine beach with turquoise water. "My life is a living hell," he said.

Fortunately, Silverman remained a fan; in his mind, The David Letterman Show was simply in the wrong time slot. When he heard Letterman was being courted by a syndicate company, Silverman paid him $20,000 a week to chill out for a year and guest-host a few times on The Tonight Show. The notoriously aloof Carson was never especially close with Letterman, but he had sent his protege a sympathetic note during the waning days of the morning show, and he recognized talent when he saw it. On November 9th, 1981 – in a prolonged delay designed to avoid scaring off affiliates who remembered the failed morning show all too well – NBC and Carson Productions announced the creation of Late Night With David Letterman.

The show would air Monday through Thursday at 12:30 a.m., with occasional specials every few Fridays, all aimed at young men. "There was very little late-night real estate with programming for that demographic," Silverman says. "Everything else was repeats and old movies." In a precursor to the way Jay Leno would bump Conan years later, Letterman's move to late night displaced Tom Snyder, the charmingly pompous host of the show already in that time slot, Tomorrow: Coast to Coast. When Snyder refused to move his show back an hour, he was canceled.

Once Snyder left 30 Rock, the staff moved from its small offices on the second floor to Snyder's more expansive ones on the 14th floor. While lugging some of Letterman's boxes upstairs, Elliott – a former Rockefeller Center tour guide newly hired as a Late Night runner for $200 a week – walked into the men's room. There, written on the mirror in lipstick, was a cryptic message from Snyder: "Into your hands . . . " Given Snyder's peculiar sense of humor, and the fact that he left the message in a bathroom, no one was sure what he meant. But to Letterman's crew, it was almost as if they were being handed a baton – and encouraged to run with it as hard and fast as possible. "Dave inherited a form," says Gurnee. "But from the beginning, there was a feeling of 'Hey, this is just television – let's do things we want to do. If it makes me laugh, it'll make other people laugh, too.'"

The plan from the start was to resurrect the morning show for a late-night audience, one more likely to plug into Letterman's offbeat humor. At that hour, Letterman knew, the viewers would be more geeky kids than harried housewives, which meant he'd be able to get away with even more than he had in the morning. He would bring back bits like "Stupid Pet Tricks," hire a staff of young writers who could tap into his sensibility and ask guests to not just plug their movies but to participate in sketches. If Letterman was going to flame out again, he'd at least do it his way.

"We were very intentionally trying to do the different thing," recalls Markoe, who agreed to serve as the new show's head writer. "The mainstream stuff on TV at that time seemed very used up to us." Although she and Letterman had broken up in the aftermath of the morning-show debacle, they had once again become a couple and, as Markoe says, doing the nighttime show "felt like manifest destiny to me – unfinished business."

The network's executives had no clue what they were in for, especially given the graveyard shift Letterman had inherited. At one meeting before the show aired, they presented Markoe with research suggesting that "Stupid Pet Tricks" would work better if the tricks weren't so, um, stupid. (A typical segment featured a pig wearing a Miss Piggy wig.) "You mean, do 'Stupid Pet Tricks' using, like, a horse that can count?" Markoe asked.

"Exactly!" the suits replied. Moments like that only served to reinforce Letterman and Markoe's belief that they should just ignore the rules and go with their co-medic guts. Still, there were plenty of rules. Since Late Night followed The Tonight Show, Letterman couldn't have a sidekick like Ed McMahon, and Paul Shaffer's band couldn't include a horn section like Doc Severinsen's. What's more, Letterman was told he couldn't book any of the old-school showbiz guests – the Don Rickles and Bob Newharts of the world – who were fixtures on Johnny's couch. To make sure the restrictions were obeyed, a Carson representative visited the set several times a week. "The Carson show also asked us very specifically not to replicate any of their signature pieces," Markoe recalls. "I remember thinking, 'So if we can't do "Stump the Band" or the "Great Carsoni" – what, oh what, is left for us to do?'"

In the end, though, the rules simply spurred Letterman to greater heights of absurdity: With few talk-show cliches to fall back on, he and his staff were forced to come up with something truly original. From the start, Dave made it clear that he wouldn't play characters, and he wouldn't wear wigs or mustaches. The writers also discovered that he found words like "pants" and "luncheon meat" hilarious, for mysterious reasons. "You learned early on that Dave wasn't interested in risque humor or anything that was really mean – unless it was someone who wouldn't hear about it, like the pope," recalls Meyer. "His orientation was toward the silly and confounding, as opposed to biting or trenchant. He wasn't trying to tear society down."

At 34, Letterman was a decade older than many of the writers, but with his helmet hair and his preference for jeans and Adidas, he came off like the oldest kid on campus. In those days, he wasn't as cranky as he would later become: He sat in on meetings with the writers and didn't flinch when staffers would stop by and plop down on the couch in his big corner office. Elliott – whose job was to get coffee and lunch for the staff – was shocked one weekend when Letterman and Markoe took him out to breakfast. "There was an accessibility there that started to end when the show took off," Elliott recalls. Letterman didn't have to be the grown-up; that role went to the preppy 47-year-old Gurnee, who had cut his teeth directing talk shows, and Barry Sand, a former SCTV producer. Yet for all Letterman's casual self-deprecation, the staff also learned that he was a tough and focused boss. When writers would hand him a list of monologue jokes, he would decisively check off the seven or eight he wanted that night. "I immediately saw a blazing intelligence in him," says Meyer. "It almost scared me. I'd never had a boss like that." If rehearsals for a comedy bit weren't going well, he'd shoot a what-the-fuck? glance at the writers watching offstage. At one point, as a Los Angeles Times reporter looked on, Gurnee announced that they were done rehearsing a particularly lame skit. "And not a minute too soon," Letterman grumbled openly.

Letterman was accustomed to people not getting his humor. In the office one day, he and Elliott were joking about something when a delivery man walked by, stopped, and accused Letterman of laughing at him. No, Letterman explained, he was just sharing a joke with his friend. The delivery guy didn't believe him and stalked off, furious.

Letterman turned to Elliott and shook his head sadly. "That shit's been happening to me my whole life," he said.

The taping of the first show, on Monday, February 1st, 1982, was under way when Gurnee received an urgent message from one of his crew. Bill Murray, Late Night's marquee first guest, was scheduled to sit down next to Letterman, and no one knew where he was. Running backstage with only minutes to spare, Gurnee found Murray tucked away in a soundproof room, laughing hysterically at the idea of keeping Letterman waiting. Pissed off, Gurnee grabbed Murray and practically threw him onstage. He should have known to expect a few surprises. The previous Friday, as Letterman and Markoe were preparing to leave to shoot a remote segment, Murray had popped into the office to work out his routine for the show. The star took over a conference room, replaced the fluorescent bulbs with candles, and ordered in bottles of Aquavit. "We tried to throw around ideas," recalls Morton, "but it basically degenerated into a drinking party."

The loony bit that ultimately emerged from those brainstorming sessions staked out Late Night's nonconformist turf. When Murray finally settled into a seat next to Letterman, he accused the host of mind control ("I wish you would quit trying to run my life, Dave – you can't play God with people!") and threatened to strangle him. Later in the show, he pulled a crew member onstage and made her do jumping jacks along with him to Olivia Newton-John's "Physical." (As the bit ended, the stage went dark and the audience heard Murray yell, "I'm hurt! I'm really hurt!") All of it was a bit too spontaneous for Letterman, who seemed uncomfortable and was seen grimacing on the sidelines during the "Physical" segment.

The rest of the first show was equally eccentric and awkward, at times just above the level of a high school production. The monologue was brief (Carson's people didn't want Letterman doing any topical jokes), the "Top 10 List" didn't exist yet, and a science experiment with Don Herbert, TV's "Mr. Wizard," went on far too long. For no explainable reason, the show ended with a young comic named Steve Fessler reciting aloud the script of an obscure Bela Lugosi movie, Bowery at Midnight. "The audience didn't know what to make of it," recalls Jim Downey, a former Saturday Night Live writer watching in the audience that night.

As flawed as it was, though, the launch revealed Letterman's ambitions – and pinpointed a sensibility very different from that of The Tonight Show. It was impossible, for instance, to imagine Johnny's audience knowing what to make of the opening: an hommage to the original film version of Frankenstein in which DeForest stood alone on set, engulfed in darkness, warning viewers that what they were about to see "may shock you – it might even horrify you!" On the third night, after baseball great Hank Aaron chatted with Letterman, a camera followed him backstage, where TV sportscaster Al Albert conducted a post-interview chat with Aaron about how it had gone. (The layout of 6 A made it easy for Gurnee, a fast-on-his-feet director, to dispatch handhelds all over the studio.) Aaron went along gamely, but still seemed befuddled by what was transpiring.

The reviews were mixed – "Much of Letterman's first week did not jell," The Los Angeles Times scoffed – but the show drew 1.5 million viewers, 30 percent more than had tuned in for Tom Snyder. The staff was elated. "From the first night, it didn't feel tentative," recalls Gaines. "It felt like, we were finally in the right spot, at 12:30, where it made sense." In a sign of things to come, the only one not thrilled was the host. "Dave could see all the flaws in the first show," says Gurnee. "Usually you forget a show immediately. Dave doesn't." In a practice that would become routine and fuel his self-flagellation, Letterman began watching each show after it aired and dissecting what worked – and what didn't.

From the start, the key to the show's success was the tight bond between Letterman and Markoe. Newly reconciled, the couple moved into the Surrey Hotel, off Fifth Avenue, with their dogs Stan and Bob, and resumed their business and personal relationship. It wasn't always easy: "For all the time we worked together, he was continually worried that things weren't funny enough or perfect enough to avoid cancellation," Markoe says. "He was terrified of getting canceled again."

To the staff, Letterman and Markoe seemed like "one mind," according to Elliott. Both had sarcastic sensibilities and a need to disembowel the showbiz world around them. Walking to work with Letterman or simply flipping through the Manhattan phone book, Markoe took note of odd stores – ones that sold only lampshades or mattresses, or restaurants with signed celebrity photos in their windows. Then she and Letterman would return with a camera crew to film Dave interacting with the owners.

Those segments, called "remotes," wound up defining the show as much as Shaffer's smoky, organ-shuffle theme. The show's first week featured a classic remote called "Alan Alda: A Man and His Chinese Food," in which Letterman interviewed the owner of a restaurant that sported a photo of the M*A*S*H star in its window. "He like a string bean," the owner told Letterman with apparent pride. In another remote, Letterman kept asking the owner of a place called Just Shades what the store carried. "What can you get in here?" she replied, her exasperation mounting. "Only shades. That's why our name is Just Shades." TV audiences weren't used to seeing such unconventional bits, and neither were the baffled store owners. "What is this?" they would ask Gaines, who had to get them to sign release forms. "Who are you and what is happening?" Letterman, who spent the first few months alternating between tweed jackets and sweaters, quickly discovered that the jacket-and-tie look ultimately served him better. During the shooting of one remote, Markoe turned to Elliott and said, "Dave can get away with anything he wants now that he's wearing a jacket and tie, because he looks respectable."

Looking back at the early remotes, it's easy to see some of the origins of reality TV: regular folks put on camera and turned into stars. (Late Night's first-anniversary show featured a red carpet with many of the shop owners Letterman had interviewed.) Even their animals were treated as celebrities. Elliott was handed the responsibility of auditioning critters for "Stupid Pet Tricks." Since Late Night was produced on a fairly low budget, the audition space was a ratty room above a porn theater in Times Square. "People would drive in from Westchester with their dogs, and were totally suspicious from the start," Elliott recalls. "Man, did I hate that job. That was a shitty job." The owners seemed a little sad or desperate, and the pets . . . well, if they couldn't do a trick, they at least had to blunder it in style, just like Calvert DeForest."

DeForest had been hired after two Late Night writers submitted a student film starring the unmarried Brooklynite. Markoe was immediately taken with him, hiring him for bits and renaming him Melman. (The new moniker was an amalgam of a nonsense word Markoe and Letterman would say to each other – "melman" – coupled with a nod to one of the Watergate conspirators, Egil "Bud" Krogh Jr.) From the debut, DeForest became one of the show's leading lights of absurdity, a seemingly clueless every-schlub stumbling his way through new-product parodies ("Toast on a Stick") or plugging the fictional "Melman Bus Lines." "Calvert was magic, whatever he did," says Morton. "It was second nature for him to fuck up. He couldn't throw a ball. We wanted him to do a piece as Roy Orbison, but he didn't know how to strum a guitar."

Whether or not DeForest was in on the joke was never clear, and at times the skits bordered on cruel. But cast members insist that DeForest didn't mind: He'd always wanted to be famous, and now he was. (He did, though, keep his day job at the rehab center, since it paid benefits.) DeForest had what Markoe calls "that famous and beloved disconnection from the actual content of any words he was reading out loud, and that made it all seem perfect to us. 'Odd' would get you on our show faster than many other qualities."

"Odd" also extended to the guests booked in the early months. Given the laws laid down by Carson, Late Night was forced to settle for a parade of outcasts and eccentrics who helped give the show its crazy-universe personality. On any given night, you could stumble across the gay British writer Quentin Crisp; the intense and troubled author of Being There, Jerzy Kosinski; or a little-known journalist like Jon Alpert, who showed gripping footage he'd shot of El Salvadorian guerrillas attacking villages. Even the big names were hardly that: Milton Pitts, Ronald Reagan's barber, brought along a few locks of the president's hair (un-colored, he claimed), and former Watergate henchman G. Gordon Liddy expressed little but contempt for Letterman during their awkward chat. As house drummer Steve Jordan recalls, "There were several days a week where it was like, "Who is this person? How'd they get on this show?'"

Once again, the show benefited from all the rules Carson had imposed. Letterman's talent bookers, desperate for acts, lined up a string of young stand-ups who turned out to be comedy's next generation. During the first year, Late Night hosted Seinfeld, Steven Wright, Richard Lewis, Pee-Wee Herman and Jay Leno. In those days, Leno – introduced by Letterman one night as "one of the best national comics working anywhere today" – was the ideal Late Night guest: pushy, sardonic and happy to throw darts at anything from airline pilots to the listings in TV Guide. The two, according to Markoe, were "never close – they didn't socialize, except maybe hanging around in the hall at the Comedy Store after performing. But Jay was a terrific joke writer and a hardcore smartass, and Dave was a big admirer of his act."

The show even mocked its own inability to land big names. One night, Letterman introduced Don Henley – and out came Ed Subitzky, a balding, overweight staff writer who answered all of Letterman's questions as if he actually were the Eagles drummer. At the end of the segment, Subitzky broke down and confessed "I'm not Don Henley – I'm just a sick man!" before running offstage. Then, a few weeks later, Letterman would repeat the gag all over again with another celebrity name. "The movie companies weren't on to what we were doing at the time, so they weren't giving us the actors," says Morton. "They'd rather do The Tonight Show and ignore us. We gave a lot of young talent a shot, because we were barred from having the real talent."

In a sign of NBC's commitment to Late Night, the show was renewed after 13 weeks. All it needed to really take off was a big media moment – and Andy Kaufman, the über-dweeb avant-comic, gave it to them on the night of July 28th. Kaufman was already a well-known commodity to Letterman. He had appeared on the morning show, doing a bit in which he claimed he was out of work and poor, thanks to leaving Taxi and getting a divorce; at show's end, he was seen bumming change off audience members. (His planned finale, which Letterman and his writers nixed, involved him pulling out a prop gun and shooting himself in the head.) "Letterman trusted him to do anything," says Morton. "He knew Andy was a pro and could get the laughs."

But Kaufman's previous bits were nothing compared with what happened that evening on Late Night. One moment, Kaufman and blockheaded wrestler Jerry Lawler were sparring verbally next to Letterman. Suddenly, without warning, Lawler jumped up and slapped the comic right out of his seat. Everybody in Studio 6A was stunned. NBC security guards rushed on to the set to restore order as Kaufman stood behind Letterman screaming curses and throwing coffee. "A totally shocking moment," recalls bassist Will Lee, who was watching from the sidelines with the band. "It seemed so real. It gave you a horrible feeling in the pit of your stomach – that this is sickening."

Like most of Kaufman's performance-art skits, his brawl with Lawler was bogus – but he kept it completely under wraps, even from the host. Letterman recovered on air, dryly noting that "what you can't do is throw coffee." Afterward, Kaufman popped his head into the control room and, in his best cowed-naughty-kid tone, asked for forgiveness. Letterman threw his jacket over his shoulder, walked past him and deadpanned, "Just remember to wear a tie next time." In many ways, the segment went against Letterman's instincts. "Dave didn't like surprises," recalls Mulligan. But Letterman knew he wasn't a first-rate interviewer – "It's just one of those shortcomings that you work on," he said at the time – so he welcomed guests like Kaufman, who could stroll onto the set and roar into bits without much prompting. "Andy got the genius exemption," says Mulligan. "Dave felt that if someone was a genius, you cut them more slack."

Since no one watching knew the brawl was a stunt, the Kaufman-Lawler "fight" made headlines – and thrilled early fans. One of the many nerdy kids who routinely stayed up past their bedtime to revel in the weirdness of Late Night was Judd Apatow, then a 14-year-old on Long Island. "I was always exhausted at school the next day," says Apatow. "But I didn't care if I was failing tests. It felt like there was something interesting that was going to happen on that show." And the night of the Kaufman stunt, it did. "I remember leaping up in my room at one in the morning with the biggest adrenaline rush," recalls Apatow. "I was dancing and screaming and laughing and wanting to talk to someone about it. I had trouble falling back to sleep after things like that." Another 14-year-old who stayed up late to watch was a kid in Las Vegas named Jimmy Kimmel. "Being one of the exclusive few who stayed up to watch it made me feel cool," Kimmel recalls. "It instantly made Carson feel corny."

Fueled by breakout moments like the Kaufman skit, Late Night began finding its viewers. On the street outside 30 Rock, DeForest found himself being approached for autographs. Nielsen ratings at the time indicate that only 20 percent of the audience was composed of 18-to-24-year-olds – but Nielsen didn't measure college TV sets, the crucial demographic. The proof of the show's burgeoning following arrived when universities began sending over boxes of T-shirts to the Late Night offices in the hope that Letterman would wear them on air. The show spoke to a generation raised more on mockery and pop culture than politics – and for whom SNL, then in its seventh season, had grown too mainstream and predictable. The show's late hour did more than appeal to college kids – it also insulated the show from network meddling. There were few commands from on high about content. Language was another matter: After the Kaufman sketch, NBC's standards-and-practices department sent a memo to Letterman spelling out a hilariously long list of expletives that had to be bleeped out. "Nobody at the network really cared," says Morton. "You never get a sense that anybody stayed up that late. They looked at it as bonus money." One of Elliott's jobs was to hand-deliver tapes of the previous night's episode to Jack Rollins, who was not only Letterman's manager but an executive at Carson Productions. Even he couldn't be bothered to stay up and watch. Late Night could do whatever it wanted, and did.

The creative freedom and initial success of the show did little to calm Letterman's fear of failure. Even good reviews didn't make him happy: When a staffer handed him an early, positive write-up, Letterman threw it across the room. His terror of screwing up, in fact, had started as soon as he landed Late Night: Although he'd chugged plenty of beer during his Sigma Chi days at Ball State University in Indiana, his new job prompted him to quit drinking entirely. "The show meant everything to him, and he didn't want to screw up his big opportunity," says Markoe. "He was just single-minded in this goal." Letterman's new preferred vice would be the occasional cigar.

That blend of self-control and high anxiety drifted down to the staff. Unlike SNL, also broadcast from 30 Rock, drugs and alcohol were rarely seen in the Late Night offices. "Drugs were just not a part of our scene," Meyer says. "Most of us were doing drugs in college, but we all realized what a phenomenal opportunity we'd lucked into. We didn't want to mess it up."

The show's schedule played into the staffs disinterest in excess. Everyone reported to work at 10 a.m., and the show was filmed – in real time – between 5:30 and 6:30 each night, after which most staffers would head home by 7. There were few, if any, all-night writing sessions as on SNL, and therefore no need for performance-enhancing pharmaceuticals. The office was so quiet after-hours that Elliott, then living with his parents, invited a high school girlfriend up one night to watch movies on a new technology called a Betamax machine.

The World's Most Dangerous Band, as Shaffer had dubbed his players, was another story. The musicians – especially Lee and guitarist Hiram Bullock – weren't averse to partying, and the scent of weed regularly wafted out of the band's dressing rooms, irritating the local NBC news reporters across the hall. (In this case, Letterman didn't mind a little hedonism: "I guess we thought it came with the territory," Markoe says.) Lee, dabbling in coke at the time, was thrilled to get a steady gig: "I called my drug dealer immediately – 'Just back the truck up and start unloading!'" When Jerry Garcia and Bob Weir appeared that April, the festivities continued offstage. "We partied together," recalls Weir. "Paul passed out on my floor one night. That was the Eighties. We were up all night, every night."

Yet when it came time to play, Shaffer and the band introduced a groundbreaking mix of classic rock and soul – a soundtrack now deployed by virtually every talk show. When Letterman interviewed Shaffer for the job and asked what he wanted to do, Shaffer had replied, "R&B." "We were carving new wood," Shaffer writes in his memoir. "We were breaking from tradition with a quartet whose music, unlike Doc [Severinsen]'s swinging band, didn't harken back to the '40s or '50s We looked back at the '60s and '70s for our inspiration."

Thanks to engineer Pam Gibson, the sound was unusually loud and crackling for TV. Word quickly went out that Late Night was the place to be; the list of musicians who appeared that first year included Elvis Costello, Iggy Pop, Paul Simon and James Brown. For many musicians Late Night was a godsend. "Who else would have invited me?" recalls Bonnie Raitt, who had appeared only once on The Tonight Show. "It meant a lot to me at a time when I wasn't necessarily being paid attention to. It made me feel really hip. Dave was our counterculture guy. It was like one of our own got handed the keys."

By the end of its first year, Late Night was still a cult hit, drawing only a million viewers a night. A-list guests remained elusive. But a few big names had taken notice. At a grocery store on New York's Upper West Side, Elliott ran into Mark Hamill, then at the height of his Star Wars fame. Hamill not only recognized Elliott but admitted that he'd been videotaping Late Night off his TV from the very start. Hamill was so worried the show would get canceled – "It was so far ahead of the curve," he says now – that he wanted to make sure he had his own copies. Later, when Late Night researchers needed a list of every "Viewer Mail" segment, they turned to Hamill, who had maintained meticulously annotated notebooks of the sketches on every show.

Backstage, though, a major change was taking place at Late Night. A few months earlier, Jim Downey, a former SNL writer, had signed on as head writer. Markoe says she wanted to spend more time shooting remotes, but the unspoken reason was that her and Letterman's relationship was again suffering. "I thought Jim could deflect and diffuse some of it, and I could operate more covertly," she says. "I had some misguided notion that if I wasn't in the line of fire quite so much, and wielding quite so much power, Dave and I would be happier as a couple."

The pressures had been building all year. Domestic life at the Surrey wasn't any easier. Markoe would read rewrites of skits to Letterman while he was in the shower, and he would make his displeasure clear in no uncertain terms. "Dave had no problem telling me when he didn't like something," she says. "He would just glare or turn red or tell me that thing we were planning was 'laugh-free.' Sometimes that sentiment was perhaps phrased a little spicier. He was very comfortable being blunt with me." When living with the host got particularly stressful, Markoe would flee to a hotel across the street in the middle of the night.

By the time Downey inherited Markoe's job that fall, Letterman was becoming more private and demanding, gradually morphing into the reserved and grumpy persona now familiar to millions of viewers. His interview skills were improving, and he knew how to emphasize his goofy inner self to comic effect, repeating silly phrases from skits, like "the world's biggest doorknob – it's just big," over and over. "He was half polished performer and half muttering weirdo," Meyer recalls fondly. But Letterman was hard on himself; one staffer remembers watching him flush his necktie down the toilet after what he considered a subpar taping. He grew bored with writers' meetings and eventually stopped going. Downey would sit in Letterman's office for hours each afternoon, trying to talk him into certain bits as the boss tossed around a baseball or threw pencils up at the ceiling. The idea of looking foolish on air terrified Letterman to the point that one of Downey's simplest ideas – to have Letterman pretend there was a wasp colony under his desk – was rejected outright. "It was pretty obvious what he wanted and didn't," Downey says. "There was no mystery to it. He would be happy with individual things, but he was never really satisfied."

By the time of Late Night's first-anniversary episode in early 1983, the show was still a year or two away from becoming a smash hit. But in a sign of things to come, Talking Heads appeared on the show – and asked to have their photo taken backstage with Letterman. "Oh, yes," Downey thought at the time. "We have arrived."

In the years that followed, Late Night lost much of the core talent that helped create it. By 1984, many of the original writers had left. Markoe departed in 1986 and broke up with Letterman two years later. Bill Wendell – the announcer who ebulliently introduced Letterman each night with lines like "A man about whom has been said, 'Huh'?" – succumbed to cancer in 1999. DeForest died in 2007 at age 85. Bullock, who had battled drug problems on and off over the years, passed away from throat cancer in 2008.

When Letterman left NBC for CBS in 1993, Late Night essentially became The Late Show. By then, his talent bookers could rope in any guest they wanted, and Shaffer's band was finally able to hire a horn section. Letterman is now said to earn about $45 million a year. But none of that would have been possible without the anything-goes innovation of the first year. Even though the original show is no longer on the cultural radar – it was only briefly in syndication, and the tapes are locked up in NBC's vaults – its impact remains profound nearly three decades on. Today, talk shows work off the model that Letterman, not Carson, built. "You see his influence in every talk-show host – Jon Stewart, Conan, Colbert, all those guys," says Kimmel. "We're all 100 percent guilty of stealing from Letterman. That show changed everything, and it changed the humor of the United States more than anything I can think of. We all got a lot cooler all of a sudden." Because of Letterman, celebrity is no longer treated with unquestioned reverence, the audience is in on every mocking joke and pop-culture reference, and self-knowing humor and showbiz sarcasm pervade the work of avowed Letterman fans like Tina Fey and Howard Stern. "As a kid I would watch The Mike Douglas Show, but it felt like a different world," says Apatow. "When Letterman was on, I thought, 'I know these people and this sense of humor – this is a world I have to find a way into.' There were six or seven people or groups who changed comedy in the Seventies and Eighties – Saturday Night Live, Monty Python, National Lampoon, Richard Pryor and Steve Martin – and Letterman is at the top of that list."

In retrospect, Late Night's triumph was both a miracle and a curse. Thanks to its success, the networks finally grasped there was a young, caustic demographic to serve, and in its wake, they greenlighted talk shows hosted by comics from the sharp and innovative (Stewart, Stephen Colbert) to the less so (Arsenio Hall, Dennis Miller). Yet rarely if ever did the powers in charge allow a show to run as amok as NBC did with the original Late Night, or bring in such a cantankerous, against-the-grain host to preside over the madness. Even now, watching any random episode from the show's first year – the wisecracking animatronic doll built to resemble Martin Van Buren, Elliott modeling a suit made completely of city trash, Letterman wandering backstage to see if missing guest Levon Helm was anywhere to be found – offers a glimpse into a revolution that actually was televised, if only briefly. Nearly three decades after the show first aired, those who took part in the birth of Late Night still remember it as a moment when the unthinkable seemed possible on network TV. "We were always willing to try anything," says Morton. "I've never worked on a show like that since. I wish I did."

This story is from the September 29th, 2011 issue of Rolling Stone.

From The Archives Issue 1140: September 29, 2011