An Oral History of David Letterman’s Top Ten List on Its 40th Anniversary

Forty years ago this month—on September 18, 1985—David Letterman leaned into his desk as he introduced the premise for a bit that no one on the show’s staff anticipated would last longer than a few days or weeks.

“You know, you can’t go anywhere these days without running into somebody’s top ten list,” Letterman explained, holding up a pair of glossy magazines.

After riffing on published lists like “America’s Ten Sexiest Men Over 60” in McCall’s, and a “Most Admired Men” poll in Good Housekeeping, he pivoted: “Because these things are so popular, and such solid network television programming material, we’ve decided tonight—we’re going to start our own top ten list.”

That night’s debut list, “Top Ten Words That Almost Rhyme with Peas,” was deliberately absurd, with entries like “Heats,” “Rice,” “Moss,” “Nurse,” and—at number one—“Meats.”

The delivery was ragged, complete with a missed drum roll and playful sparring between Letterman and Paul Shaffer. But it set the tone for a bit that would become a nightly ritual, a cultural staple, and one of Letterman’s defining contributions to television.

Forty years later—and a decade after David Letterman delivered his final Top Ten—LateNighter spoke with Steve O’Donnell, the Late Night with David Letterman head writer who shepherded the list through its development, and a handful of some of the many other Letterman staffers who helped turn the Top Ten into television history.

ORIGINS

“Like the Beanie Baby and the internet, the Top Ten List has many inventors.” —Steve O’Donnell

As Letterman himself noted before delivering the first Top Ten List, by 1985 the concept of a top ten list was nothing new. It was using the format as a method of joke delivery that was more revolutionary, but that too had its influences and its precursors—both on Late Night and off.

The earliest dates back to the winter of 1984, when legendary TV comedy writer James Downey—then fresh off his own run at Letterman’s show—wrote a recurring list-based bit for The New Show, the short-lived prime-time variety series produced by Lorne Michaels.

JAMES DOWNEY (Head writer, The New Show): The old Entertainment Tonight show, which for all I know is still on the air, used to run, as bumpers around commercials, various lists of “Top Five” things: Top Five Highest Grossing Films, Top Five VHS Tape Rentals, Top Five Albums, Top Five Singles, Top Five TV Dramas. I had the idea to do Top Five Lists of odd categories, probably a cross-pollination in my head of those show-biz lists with other things I’d noticed in the culture, done with crazy specificity. I don’t remember most of them, but one was “Top Five Causes of Death Among College Students on Spring Break in Florida,” with items like “Diving Into What Turns Out to Be an Empty Swimming Pool,” “Volunteering to Be Used as Human Battering Ram in Assault on Rival Fraternity Motel Room,” and “Choking on Own Vomit.” Another was “Top Five Snarled Cassettes Found in 7-Eleven Parking Lots.” I forget the rest—it’s been 40 years.

STEVE O’DONNELL (Letterman writer/head writer, 1982–1995): I remember [Late Night writer] Jeff Martin and I watching those and going, “Yeah, I like the style of those.” The virtue of hitting some subject and repeating some aspect and coming at it with a gag seemed to really work.

JAMES DOWNEY: I remember Jeff Martin calling me, telling me how much he liked The New Show, and asking who wrote the “Top Five” lists. I told him that was me, and thanked him for the support.

STEVE O’DONNELL: Jim has such a mastery of the well-turned kind of droll phrase. We were big admirers of it. And you know, in comedy that means let’s—well, we didn’t want to just steal it, but we did adapt it. I think we were barely acknowledging Jim’s influence at the time. It can seem a long gap between ’84 and ’85 when you’re in your twenties and you’re doing a show and you’re filling in material.

JAMES DOWNEY: I recall being flattered that they had taken my idea and run with it so brilliantly. People like Jeff Martin and Steve O’Donnell made that segment, in my opinion, the funniest and most original recurring comedy bit in the history of television, and kept it at that high level for thirty years. I can’t think of anything else like it.

There were two other precursors that aired on Late Night itself in the months leading up to the first official Top Ten List that even those who worked on the show had forgotten.

The first came on June 27, 1985, when Letterman read a list of “most popular pickup lines” on Viewer Mail.

STEVE O’DONNELL: I half remember this, but what I didn’t remember is that it had what we called the Chyron, you know, the character generator that put up the words, even the white against blue. And by the way, top 10 blankety blank pickup lines—you know, astronaut pickup lines, Iranian elite Guard unit pickup lines… those would all come. Though I do notice one stylistic difference, it was a roll, you know, it rolled up, it didn’t stay stationary.

The second precursor came just three weeks before the Top Ten List would make its official debut, when Don Novello guested on Late Night in character as Father Guido Sarducci to promote his then-new home video release, Father Guido Sarducci Goes to College. As part of the bit, he boasted his video was the tenth most popular video rental at the Vatican, and went on to read a list of the other nine.

DON NOVELLO (“Father Guido Sarducci”): I’ve always thought I kind of had something to do with the Top Ten List. They weren’t doing that before I did that. No one’s ever mentioned that, but I thought maybe that’s where they got the idea. I don’t know.

STEVE O’DONNELL (after watching the Sarducci clip, which he’d forgotten): That is a fascinating thing to see. The timing would speak for it. I don’t recall saying, “Let’s do what Don Novello did,” but I’m more than willing to allow that it was a, sort of like, “here’s a way to do things.” It definitely seems a precursor, certainly a model for how you could create something with a sort of atmosphere and do multiple jokes.

Some time in early September, someone on the Letterman staff stumbled across a “most eligible bachelors” list in a newspaper or magazine. (Though it’s been widely reported over the years to have been in an issue of Cosmopolitan, after an exhaustive search, Letterman archivist Don Giller has determined that no such list was published in the fashion magazine in 1984 or 1985.)

Who first saw the list is a matter of friendly dispute between O’Donnell and fellow Letterman staffers Randy Cohen and Robert Morton.

STEVE O’DONNELL: When a bunch of castaways are on a desert island and a crate of food washes up, whose idea is it to eat the food? I say hats off to all of us.

RANDY COHEN (Letterman writer, 1984–1990): I love this as an example of the unreliability of memory. And I also love it as an example of how rare it was for the writers to quibble about credit. Steve O’Donnell deserves his own hat-tip for creating a workplace where that didn’t happen.

ROBERT “MORTY” MORTON (Letterman producer/executive producer, 1982–1996): I agree, hats off to all of us and all the staff, writers and Dave for making the Top Ten Lists a staple for decades. However, Steve and Randy dined out on filet mignon and lobster from the hundreds of millions of dollars they’ve made on the Top Ten residuals and book sales. God bless them.

By all accounts, it was the absurdity of then–84-year-old CBS chairman William Paley appearing in the list that inspired the idea of Late Night creating its own Top Ten List.

STEVE O’DONNELL: That list so tickled us in its randomness and lack of any kind of, you know, substantial authority.

RANDY COHEN: The idea of anybody being sexy over sixty seemed ludicrous to us callow youth. We were all in our thirties. It doesn’t seem so funny now that I’m 77.

STEVE O’DONNELL: We were always looking for repeatables; things you can do again and again, whether it was Viewer Mail or New Gift Items, whatever. So when that list came up, we were all saying, “Here’s one, we could do pointless Top Ten Lists.”

JOE TOPLYN (Letterman writer/head writer, 1983–1990; 1995–2002): I remember Steve coming out of one of his pitch meetings with Dave and describing this new concept of a Top Ten List and mentioning the magazine that he had seen with the top ten list, and then we just started writing them.

While there were comedy pieces the Letterman team would think of in the morning that would end up on the show that same night, O’Donnell workshopped the Top Ten with several writers over a week or so. “I wanted them to be almost artistic in their weird way,” O’Donnell recalls.

It was writer Kevin Curran who came up with the idea of “Top Ten Words That Almost Rhyme with Peas,” which O’Donnell and Letterman agreed set the right tone.

ROB BURNETT (Letterman writer/head writer/executive producer, 1988–2015): Kevin Curran’s jokes always got the biggest laughs in the room.

LEE ELLENBERG (Letterman writer, 2000–2015): To this day, that first one is one of my favorite lists of all time.

JOE GROSSMAN (Letterman writer, 2004–2015): It had the same sense of a lot of the things they did in the early years of the show—of “why are we doing this?” It’s not funny in terms of jokes, but it’s also not entirely unfunny… When he says “nurse,” you find yourself laughing.

As for Letterman himself, O’Donnell recalls him having been “pleased enough” with how the first list went—at least enough to order a new list for the following night: “Top Ten Dance Fever Judges.”

Neither of the first two lists contained a single entry that took the form of a joke. Each was simply a list of nouns, or, in the case of “Dance Fever Judges,” proper nouns. The third list—“Top Ten Heaviest Kennedys,” penned by Joe Toplyn—was the first to inch toward what would eventually become a standard.

JOE TOPLYN: As I remember it, I thought there might be a way to add more conventional comedy to the Top Ten. So, while “Heaviest Kennedys” began like the others did, with a straightforward list—Rose Kennedy, Ethel Kennedy, Ted Kennedy—eventually it took a turn with The Kennedy Center. And then “Ted Kennedy after lunch.”

FRED GRAVER (Letterman writer, 1984–1990): What I recall is that, at one point, the lines that were actual jokes got laughs… so the idea that the list itself was the joke gave way to “here’s ten jokes”… which of course, won the day and is what it became.

TOM RUPRECHT (Letterman writer, 1998–2010): I love that at first they didn’t even think to make them funny. That was the second incarnation. It’s very in keeping with Dave and the absurdity for absurdity’s sake.

STEVE O’DONNELL: As time went by, an obvious virtue showed itself in that it was a great way to make ten current event jokes. It was like a mini monologue. It gave you ten stabs at a subject, and you could come at it from very different directions: super blunt, super flowery, super weird, somewhat savage. So we started getting into politics and current events and pop culture a lot more. But it took some time to get there.

THE FIRST TEN TOP TEN LISTS ON LATE NIGHT
9/18/85: “Top Ten Words That Almost Rhyme with ‘Peas’”
9/19/85: “Top Ten Dance Fever Judges”
9/24/85: “Top Ten Heaviest Kennedys”
9/25/85: “Top Ten Baseball Players with Funny Names”
9/26/85: “Top Ten Furniture Favorites”
9/30/85: “Top Ten Liquids”
10/1/85: “Top Ten Cartoon Squirrels”
10/2/85: “Top Ten Wiper Blades”
10/3/85: “Top Ten Commercial Processes”
10/8/85: “Top Ten Pharaohs or Tile Caulkings”

THE HOME OFFICE

Two weeks in, it was Letterman himself who came up with the idea of the home office.

ROB BURNETT: A lot of stuff like that on the show came directly from Dave.

STEVE O’DONNELL: The Home Office was pure Letterman. He loved the Sears DieHard battery and, you know, the bottomless cup of coffee. He just had a feel for slightly off Americana… there was a kind of dreary aspect to it.

FRED GRAVER: That’s very much a facet of Dave’s comedy. Working for some “home office” as some kind of “field rep” who’s running a meeting.

RANDY COHEN: He took a writing credit on the show, and deserved one for this sort of filigree.

Crediting the fictional home office also gave Letterman the comic tool of being able to distance himself from the material.

STEVE O’DONNELL: He didn’t like it to look like, “I’m telling you funny things to make you laugh.” He preferred it to look like he was trying to convey some information, like, “I’m just… this is what we’ve got.” It’s discontent and sort of sideways, Midwestern, modest sort of, but also protective if something doesn’t fly. It was a sentiment that he used in ways large and small throughout his run. Like, we’re all just Working Joes following memos, you know?

JOE GROSSMAN: I think it’s reflective of his appreciation for a strange kind of formalism. As if this is something that has been through a very rigorous PR process… it was fully processed, packaged, inspected comedy, and you can guarantee that this is going to be satisfying to you, the customer.

JOE TOPLYN: I just thought it was funny. It was Dave making fun of corporations. Which he liked to do. Puncturing pomposity, which he did a lot.

ALL HANDS ON DECK

As the Top Ten List itself evolved from its more experimental origins into more of a formal joke delivery system, writing it became a group effort. Fairly quickly, a process emerged.

JOE TOPLYN: As I remember it, each morning Steve would say something like, “All right, everybody turn in Top Ten topics by 11 o’clock.” And the writers would each turn in half a dozen topics. Steve would then take the ones he thought were promising to Dave, and they would decide on a topic.

STEVE O’DONNELL: Dave would sometimes come in and have a subject that occurred to him while he was driving in, and I usually had a couple of subjects to pitch and I liked to give him one or two absurd ones.

RANDY COHEN: We’d usually get the topic around lunchtime and each write a dozen or so entries by ourselves. And then late in the afternoon, we’d bring our individual lists to the meeting. Steve would read over them and invariably say, “These are great. We’re in good shape. How about just one more good one.” And then people started calling them out.

ROB BURNETT: Steve would take all the jokes into Dave, read the ones he liked best, and Dave would approve the ones he liked. Steve would then assemble the list of ten, they would be typed onto a blue card and put into the chyron machine in the control room.

This process would become far more involved as the years went on.

TOPICS

In his 2014 book, Comedy Writing for Late-Night TV, former Letterman writer Joe Toplyn wrote that over time, certain time-tested topic types proved to be particularly reliable. In the spirit of the Top Ten, he presented ten of them in list form:

TOP TEN MOST POPULAR TOP TEN LIST ANGLES
10. Least Popular [people, places, or things]. E.g., “Top Ten Least Popular Mall Stores.”
9. Good Things about [something you wouldn’t normally think has advantages]. E.g., “Top Ten Good Things about Global Warming.”
8. Things Overheard at [a place]. E.g., “Top Ten Things Overheard at the Academy Awards.”
7. Rejected [things]. E.g., “Top Ten Rejected Names for the New Batman Sequel.”
6. Complaints of or Pet Peeves of [a real or imaginary being]. E.g., “Top Ten Santa Claus Pet Peeves.”
5. Excuses of [an individual or group of individuals who failed at something]. E.g., “Top Ten Excuses of Lamar Alexander.”
4. Questions Asked [about something or by someone]. E.g., “Top Ten Questions Asked on the White House Tour.”
3. Reasons that [something is true]. E.g., “Top Ten Reasons Golf Is Better than Sex.”
2. Ways [that someone could do something]. E.g., “Top Ten Ways the U.S. Postal Service Can Turn Things Around.”
1. Signs that [something is true]. E.g., “Top Ten Signs Your Gym Teacher Is Nuts.”

TOM RUPRECHT: I always felt the “Overheard” template worked really well. It allowed the viewer to kind of imagine the scene in their minds. I always thought those were some of the best lists.

LEE ELLENBERG: I found the sillier ones, the more absurdist ones the most fun to write, and the most satisfying to see on television.

TOM RUPRECHT: The not-fun ones were like Top Ten features of the deficit reduction plan. Nobody really wanted to do those.

ENTRIES

JOE TOPLYN: Each item should be as short as possible, even to the extent where you’re cutting syllables and cutting words and articles just to fit it into the frame… Dave was known to say, “Send this to the shortening shop.” Because the shorter, the better. That way, if there’s a surprise built in, it’s more surprising because there are fewer words to tip it off.

TOM RUPRECHT: I kind of knew on my computer screen how many words I had to play with. And I’d spend a lot of time honing—how can I best express the idea like a telegram, using the least possible words. I always enjoyed that. I thought it was a neat challenge, picking the right word.

FRED GRAVER: The actual ordering of the list became a kind of craft. The original Top Ten was done in a chyron overlay, using two boards, five items to each. Numbers 10 and 9 had to be good. 8 and 7 were “good enough” but 6 had to be better because the screen was going to go blank to accommodate the next 5. Number 5 had to be good, because you were starting over. 4 and 3 were “good enough” but 2 was probably the best. If you watch the old shows, Dave does number 2, there’s a good laugh, then he throws away #1, and the band comes in.

STEVE O’DONNELL: I would always get the often not-that-veiled insult of a question, like why is the number one never the funniest? And I go, well, there’s kind of a rhythm reason for that. You want to have it shorter and punchier so that you can get off the stage… it was like, you wanted to get out fast. You wanted to get a pretty good laugh with three and two. You get to number one, you just wanna get out there. Of course if there was a way to do a super short and super funny one, you would strive for it.

ROB BURNETT: I never wanted to have two jokes in a row that didn’t get a response. Obviously you want all 10 to get a response, but you know going in that some were riskier than others. I knew that if two in a row failed there was a chance that Dave would give up on the list.

STEVE O’DONNELL: I think it’s like a meal or music. You want it to have some variety. You don’t want two long ones next to each other. You want it to have some movement in rhythm. Letterman had a very sound instinct on that, and even sometimes when I’d show him, “This is what’s in the machine,” he’d go, “flip four and two.”

BREAKS FROM THE TOP TEN

From almost the very start, there seemed to be some ambivalence about the Top Ten being a nightly fixture, which was reflected in several early Top Ten List topics, including “Top Ten Reasons to Discontinue the Top Ten” (1/26/86), “Top Ten Reasons to Continue the Top Ten Lists Just a Little” (2/06/86), and—after a nine-show break—“Top Ten Reasons We Haven’t Had a Top Ten Lately” (3/18/86).

STEVE O’DONNELL: There were a few times where Letterman said, “No more, we’ve got to stop. We got to pause.” I don’t even know how long they went. In my mind it was forever, because it was such a useful extra… But it was never very long. He saw their utility and would summon them back. It was like, “Let’s stop doing the Top Ten,” and then, “We have a three-minute hole right here. Well, how about a Top Ten?”

JOE TOPLYN: I do remember those periods. I think Dave just felt, “Oh, we do this every night, let’s take a break and see how the show feels. Maybe we’re doing them too often. Maybe we’re using the Top Ten List as a crutch so we don’t have to come up with new ideas..”

Letterman’s longest break from the Top Ten List came about five years in, from mid-October 1991 through late February 1992, with just one list presented—for the show’s 10th anniversary special.

ROB BURNETT: Dave always had the admirable and correct instinct to keep evolving, to throw out things even if they were working. It is tough while you are in the thick of things but it is the right long-term choice. You don’t want to be in your 70s and still putting on the Velcro suit. I think all truly great and enduring artists evolve that way.

STEVE O’DONNELL: I would just say he was conscientious that way. We were often feeling like we had  to guard against going to a well too often. We wanted to be the ones that felt it first. The Top Ten probably was the most durable of all those repeatables.

BABY YOU’RE A STAR

Whether Letterman liked it or not, through repetition the Top Ten List bound itself more closely to him. By the second half of the 1980s, as Dave himself became a more mainstream cultural fixture, the nightly list followed suit—slipping into everyday life as a kind of shared comic language.

STEVE O’DONNELL: We started seeing them reprinted in newspapers and magazines as this candidate is in trouble and it’s even been observed on late-night TV. It had some cultural relevance. We’d even see ads, like, “Top 10 Reasons to Have Marigold Margarine” instead of butter. Those weren’t always great, but it was also just something where we were past thinking that belongs to us. You would see them on greeting cards and even handwritten, you know, “Top 10 Reasons to Clean Up After Yourself after You’ve Used the Dorm Kitchen,” where several of them would be legitimate and then they’d become like, “Because Cheryl will come beat you with a rolling pin.”

RANDY COHEN: We’d regularly receive knock-offs from all sorts of places, especially colleges. I remember a t-shirt printed with “Top Ten Reasons Dartmouth Lacrosse Rocks.” At one point, I recall NBC’s lawyers were going to start sending cease and desist letters, but we the writers realized that it was a triumph to be embedded in the culture in this way.

THE BOOKS

In 1990, Simon & Schuster released The Late Night with David Letterman Book of Top Ten Lists. It was an instant hit, spending 13 weeks on the New York Times Bestseller’s List, carrying the bit from late-night TV onto bookshelves across the country.

STEVE O’DONNELL: We started out with a deal for one book, and it did well enough that we did a second book, and then we did a third and then a fourth. Each time, we followed a kind of formula. All of the lists were edited and there were at least a dozen new lists that were in the books that were never on the air.

ROB BURNETT: I was very proud to have my name on the Top Ten books. I still have a bunch of them. Recently Sal Vulcano from Impractical Jokers, who has become one of my best friends, sent me a photo of one of the Top Ten books he got a long time ago and told me how special it was to him. That’s just cool.

Though unknown to the show’s staff at the time, the books ended up being  inspirational for at least two future writers on the show.

LEE ELLENBERG: I remember seeing those books in everyone’s house, whether it was college or after college. They almost became like a textbook for me. I would just read them over and over again. Even though I’d watched the show nearly every day since Late Night came on the air, I feel like those books helped me learn Dave’s voice as much as watching the show.

JOE GROSSMAN: I was like 14, 15 years old. I remember getting that book and just absorbing it, going through page by page over and over again, and just thinking, this is the best thing ever.

THE HOME OFFICE ON THE MOVE

Between 1985 and 1996, the home office moved ten times, in what became a gag unto itself.

STEVE O’DONNELL: I think the first couple were simply Dave picking a city that, like Milwaukee, was just the right kind of Middle America, not quite glamorous city… a plausible 20th-century home office for some up-and-coming half media-related enterprise. It got to be that people were having delegations from their chamber of commerce going, “Can you please make Grand Rapids the home office?”

In May 1996, the home office was moved to Wahoo, Nebraska, where it would stay for the show’s remaining 19 years.

ROB BURNETT: I don’t exactly recall how Wahoo came to be—maybe someone wrote in or maybe Dave just conjured it—but I think mostly Dave just liked saying “Wahoo.”

TOM RUPRECHT: Their name is Wahoo. There are very few no-brainers in the entertainment world, but dammit, that’s a no-brainer. Go with Wahoo every time.

THIS IS CBS

Eight years into its run, the Top Ten List seemed like it might be at risk of extinction when—with Letterman moving to CBS to start his own 11:35 p.m. show—NBC claimed the Top Ten List was its intellectual property. On August 30, 1993, 23 million viewers tuned in to watch the premiere of Late Show with David Letterman, which saw Letterman not only deliver the Top Ten—now rebranded as the “Late Show Top Ten”—but mock NBC’s IP claims with NBC’s Tom Brokaw participating in a bit where he confiscated several of Letterman’s monologue jokes on behalf of his network.

STEVE O’DONNELL: [NBC’s IP threats] seemed a serious consideration for a while, but I think like, was it Mobile Bay? Who was the admiral that said, “Damn the torpedoes, full speed ahead”? (It was Union Rear Admiral David Glasgow Farragut during the Battle of Mobile Bay.) Letterman just said, “Come on, what are they gonna do? They’re gonna come after us for the Top Ten?”

While Letterman continued on with the Top Ten at CBS, like most aspects of the show, it was reconsidered.

ROB BURNETT: The move from NBC to CBS affected all the comedy on the show, and in a way the whole show. When I started out as a writer on the NBC show, and then became head writer of that show, it was much easier to write things and put on things that we knew wouldn’t necessarily get big laughs from an audience. But I put it on anyway because I thought it was really funny and at 12:30 in Studio 6A, which held 186 people, you could do that. We still kind of had that fun “clubhouse” mentality. At 11:30 on CBS in the Ed Sullivan Theater, which held 461, that luxury was gone. The show couldn’t afford to be just weird anymore, as absolutely gorgeous as that weirdness was—it had to get real laughs, too. And this went for the Top Ten List as it did for everything else.

Timely, more topical lists had become more common in the show’s later NBC years, but with the move to CBS, they became if not the rule, certainly the default.

GUEST-DELIVERED TOP TENS

Guest-delivered Top Ten Lists also became far more common. Twenty-five Top Ten Lists were delivered by someone other than Letterman on the NBC shows, while Late Show featured more than 200.

ROBERT “MORTY” MORTON: Production-wise, the guest-delivered lists were always hard… until [Late Night/Late Show director] Hal [Gurnee] started having the stage managers cue them to deliver their lines at the right time. Notice how even the most seasoned pros stared in the camera like a deer in headlights awaiting the OK from Biff Henderson.

STEVE O’DONNELL: I always found it touchingly sweet when somebody who was really excellent at baseball or ice skating would kind of deliver them haltingly.

ROB BURNETT: The one I remember best is when James Earl Jones came out to do one. He reads his first joke in that voice and the place just exploded. I remember standing there thinking, “I can’t believe we get paid to do this.”

JOE GROSSMAN: The celebrity Top Ten Lists generally weren’t our favorites to write. You had to get them approved by the celebrity’s publicist, whose only job is to make their client look as awesome as possible, which is kind of antithetical to being funny. But you’d also have people who were really game. Mitt Romney was surprisingly easy. He even suggested a change that made a joke funnier.

LEE ELLENBERG: I think Al Gore and George W. Bush did it in 2000, and I believe candidates and presidents did it from then on in. They would always pretend they had brought their own, but of course we wrote it.

SEPTEMBER 11

No single news event affected Letterman’s shows more than the 9/11 attacks. A week later, he returned with a heartfelt monologue that set the template for other late-night hosts finding their way back. With the country in mourning, every aspect of the show was reconsidered—including the Top Ten.

LEE ELLENBERG: When we got back to work after 9/11, I remember the head writers looking at us across the table, and to their credit saying, “We’re not sure what to do.” We all knew that at some point we were going to introduce comedy back to the show, but to begin with, it was decided that it would be best to avoid anything even remotely connected to what was happening in the country in that moment, and so I think it just flowed naturally that we would go back to what the Top Ten originally was. And I think we all immediately referenced the very first list, “Words That Almost Rhyme with Peas.”

TOM RUPRECHT: I am 99% confident that that was probably a Dave call. Going back to that first template.

The show’s first Top Ten List after 9/11, in fact, was “Top Ten Words That Almost Rhyme With Hat.”

LEE ELLENBERG: The head writer, Justin Stangel, thought the word “hat” was the funniest thing imaginable. He still does. But it was the perfect kind of list to do.

Other topics in the days following included “Baseball Euphemisms for Sex,” “Magician Pet Peeves,” “Things People Say to Me When They See Me on the Street,” and “Questions You Should Ask Before Buying a Monkey.”

STEVE O’DONNELL: I think in times of crisis there’s a kind of retrenchment and conservatism and also taste, you know, like we’re not going to be closing our eyes and doing cartwheels.

TOM RUPRECHT: I couldn’t wait to get back to making jokes about George W. Bush, but Dave, I think correctly, was like, “Let’s not bash the White House right now.” So for months we had Top Ten Lists that were things like “Top Ten Things Overheard at the Keebler Elf Christmas Party” or “Top Ten Thoughts Going Through the Jolly Green Giant’s Head.” If my memory is correct, there was a story in January of 2002. It was during the NFL playoffs and on a Saturday. President Bush was supposedly watching the game, choked on a pretzel, fell and hit his head, and he had a big shiner, which seemed just ridiculous as a story. And the upshot was Dave came in Monday and said, “Okay, we can make fun of Bush again.”

STEVE O’DONNELL: It’s like the Richard Pryor routine about the vicious dog next door that always barks at him insanely. He’s broken up with his wife or his girlfriend’s died or something, and the dog doesn’t bark at him, but says, “You know I’m gonna have to start barking at you again tomorrow.” Letterman had very good instincts that way and still does.

TOP TEN NUMBERS FROM 1 TO 10

Nearly fifteen years earlier, it was Letterman’s instinct to nix a Top Ten List just before the taping was set to begin that led to one of the show’s most fondly remembered Top Ten Lists.

STEVE O’DONNELL: There had just been a crash at LaGuardia. A plane, [US Air] Flight 5050, had run off the runway. It just seemed like a strange airplane crash. So the list we prepared an hour or so before the show was “Excuses of the Flight 5050 Pilot.” I’m standing backstage. The band is playing, Dave is looking at the blue card, and to his credit, he says, “We can’t do pilot excuses. What if someone was hurt or killed?” We didn’t really know at the time. So he said, “Do we have anything else?” And, of course, we didn’t really have anything else, but I said, “What if we do ‘Top Ten Numbers Between One and Ten’? I’ll mix ’em up.” He said, “OK.” I went to the chyron operator and we kind of wrote it as quickly as we could. It really took us about two minutes.

O’Donnell’s quickly-conceived list was such a hit that it was resurrected four years later on Letterman’s fifth episode at CBS—this time with the added contrivance of the participation of Mr. Countdown himself, Casey Kasem.

OTHER FAVORITE LISTS

LEE ELLENBERG: One of my favorites was “Top Ten Words Coined by the Guy Who Came Up with the Word ‘Guesstimate.’” Steve Young, one of his entries that I still laugh about to this day was “Igloom.” We still talk about it when we see each other.

ROB BURNETT: I once dreamt a topic. It was something like: “Fears of New McDonald’s Employees.” We did it. It worked.

JOE GROSSMAN: I don’t recall exactly when—I want to say in the mid- to late 1980s—Dave said there were budget cuts at NBC. So to help out, he only did Top Nine Lists for a while. And I think we may have done some Top Eleven Lists at CBS for a brief period. I’m not sure exactly why, but it was certainly an extra value for the home viewer… Before I got there, I think in the early 2000s, they did what was presumably the longest Top Ten List ever. After Dave finishes reading the list, Biff says he enjoyed it so much, he’s hoping Dave could do three more jokes. So Dave does three more jokes. Then Biff asks for two more jokes; Dave does two more. Then Biff asks for 26 more jokes; and Dave does 26 more.

STEVE O’DONNELL: “Top Ten Ways Life Would Be Different if Dogs Ruled the World,” I liked that one.

TOM RUPRECHT: I was always a big fan of when we would do special guest Top Tens that were not necessarily celebrities. Like we would do Sumo wrestler pickup lines and have a Sumo wrestler come out. I think one of them was, “Don’t worry, you can be on top.” I always thought those worked really well.

ROB BURNETT: I think my favorite topic ever was a very silly one I pitched over and over again: “Top 10 Ways the World Would Be Different If Everyone Were Named Phil.” I pitched it relentlessly to poor Steve O’Donnell for months. One day he finally got worn down enough to let it go. I think it helped that Gerard Mulligan, a trusted elder statesman, said he thought it would be funny. The list worked great and couldn’t have been more stupid. I think I had super dumb jokes like: “Ben & Jerry’s? Phil and Phil’s.” “Favorite Beatle? Phil.” 

STEVE O’DONNELL: I remember being quite impressed, two or three years in, getting a note from Ralph Nader who wondered if he could get a copy of the list. We had done one about “Top 10 Ways American Cars Would Be Different If Ralph Nader Had Never Been Born.” They were things like, you know, in-dash hibachi and that sort of thing. So I sent him the original blue card and I think Dave may have written a little note along with it.

TOM RUPRECHT: One Friday we got Tom Selleck to pre-tape a hidden camera Top Ten for the following week on the steps of the New York Public Library. It was a nice day, so people were sitting there eating lunch. Selleck has an earpiece and I’m just giving him weird things to say to people and so he’s doing stuff like, you know, stumbling around drunk and saying, “Who wants to make out with Magnum P.I.?” And then, the next day in Page Six, it was like, “A troubled Tom Selleck was seen in front of the New York Public Library.” The hero of this story is Tom Selleck’s publicist, because Page Six called him or her and the publicist protected the joke. They were like, “I can’t tell you what was going on, but it’s not what you think. Tom Selleck is okay.” I think that may have been the only time in entertainment history that a publicist actually helped a joke instead of killing it.

THE FINAL TOP TEN LIST

By all accounts, writing the Top Ten List had, by 2015, become an increasingly overwrought affair, with the show’s writers often tasked with generating multiple passes each day, with the total pool of entry submissions for a single Top Ten List regularly numbering into the hundreds.

Work on the final installment—“Top Ten Things I’ve Always Wanted to Say to Dave,” featuring some of Letterman’s favorite celebrity guests—began well in advance of the show’s May 20, 2015 finale.

LEE ELLENBERG: About a month before the show, we started writing the jokes and it was just nonstop. It was pass after pass. Thankfully it worked out well, but I remember being concerned that we were going to overthink to the point where we’d have, you know, ten very cautious jokes as opposed to our best jokes. And as it turned out, there were a couple of jokes that made it into the list that I didn’t think were great. I don’t think anyone thought they were great. But again, it was this complicated process. Everyone was reading it and making notes and so on and so forth. But Julia Louis-Dreyfus had a joke that I had written, which was not good.

The joke in question: “You’re like the sibling I never had—except for the four I do have and like better.”

JOE GROSSMAN: We all agreed it was a terrible joke. We didn’t fault Lee for that. We’d all written dozens, scores of jokes. And, you know, you’re just trying to do the best jokes you can. And at a certain point, when you’re on your ninth or tenth or eleventh pass, there’s only so much you can come up with.

LEE ELLENBERG: Everyone was gathered around for rehearsal and Julia Louis-Dreyfus and Jerry Seinfeld were looking at it and she says, “I don’t like my joke. This isn’t funny.” And Jerry said, “Yeah, that’s not funny.” And they were right. It wasn’t funny. So I think they went to look through some of the raw notes and Julia Louis-Dreyfus said, oh, I like this joke. It was a joke written by Mike Leech, and I believe it was written in the first pass.

That joke, paired with a reaction shot of Seinfeld, ended up being the list’s most memorable line—and perhaps the biggest laugh of the whole night: “Thanks for letting me take part in another hugely disappointing series finale.”

GOODNIGHT EVERYBODY

If the finale marked the end of the bit as a living segment, it also opened space for something else: a clearer view of what the Top Ten had been, and why it endured.

RANDY COHEN: The Top Ten was a triumph of form. It was endlessly refillable, which is not a small thing when you’re doing 200 shows a year.

JOE GROSSMAN: It was a very efficient mechanism for delivering jokes. One setup, ten punchlines. You could do in 60 seconds what another host’s whole monologue might take.

ROB BURNETT: It was an easy-to-understand format for the audience. Simple. Energized. Quick. And it was of the show. If you go to Katz’s you order the corned beef and pastrami. There was an element of that in the Top Ten. People come to the show, they want to see the famous stuff.

LEE ELLENBERG: It was such a sturdy comedy segment. It was bulletproof. Even on a night where not much else was working, you could throw in a Top Ten and the show felt complete… It was the signature comedy bit of one of the greatest late-night shows ever, hosted by the greatest late-night host of all time.

STEVE O’DONNELL: It belongs to the ages. I mean, we were cribbing it obviously from half a dozen sources, if not a dozen to begin with. It’s faded from its peak visibility, but it’s not entirely forgotten. I think people still will trundle out a Top Ten List for a toast or for a birthday wish or something.

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