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It's a Mad Mad Mad Mad World - starring Milton Berle, Jonathan Winters, Sid Caesar, Phil Silvers, Buddy Hackett, and cameo appearances by virtually every comedian and clown of the time, including Jerry Lewis, Jack Benny, the Three Stooges, etc.

Review of It’s a Mad, Mad, Mad, Mad World starring Spencer Tracy, Milton Berle, Sid Caesar, Buddy Hackett, Ethel Merman, Micky Rooney, Phil Silvers, Jonathon Winters,

It’s a Mad Mad Mad Mad World is a manic, hilarious, slapstick movie that starred some of the greatest movie clowns of their time—and more cameos than you can shake a stick at. The basic plot involves a dying thief who tells a small group of bystanders where to find the hidden money from his last bank job. These individuals then embark on a treasure hunt of sorts, and the madcap fun begins! The initially small group grows, until nearly a dozen people are looking for the treasure, The movie quickly turns into a slapstick farce, as the various people (the funniest comedians and film clowns of their time) are competing to be the first to the location. In addition, virtually every other major comedian or clown puts in a cameo appearance in the film.

Editorial Review of It’s a Mad, Mad, Mad, Mad World courtesy of Amazon.com

Stanley Kramer’s sprawling 1963 comedy about a search for buried treasure by at least a dozen people--all played by well-known entertainers of their day--is the kind of mass comedy that Hollywood hasn’t made in many years. (Another example from around the same time is Blake Edwards’s The Great Race.) After a number of strangers (including Milton Berle, Jonathan Winters, Sid Caesar, Phil Silvers, and others) witness a dying stranger (Jimmy Durante) identify the location of hidden money, a conflict-ridden hunt begins, watched over carefully by a suspicious cop (Spencer Tracy). The ensuing two and a half hours of mayhem has its ups and downs--some bits and performers are certainly funnier than others. But Kramer, who is better known for socially conscious, serious cinema (Guess Who’s Coming to Dinner?), is in a mood for broad comic characterization, and some of his jokes are so intentionally obvious (Durante literally kicks a bucket when he dies), they’d have a place in Airplane! Watch for lots of cameo appearances, including Jerry Lewis (who had called Kramer and asked him why he hadn’t been invited to participate). --Tom Keogh

Trivia for It’s a Mad Mad Mad Mad World (1963)

Many of the locations for "Santa Rosita" were filmed in Long Beach, CA. The "Santa Rosita" Police Department was in real life the main branch of the YMCA at 6th and Long Beach Blvd. The Hardware store the Crumps were locked in was at 5th and Locust.
The first Cinerama film using anamorphic lenses.
The cameo by Leo Gorcey marked his first appearance on film since he left the Bowery Boys series in 1956.
Premiered at and was the first film ever shown at the Cinerama Dome in Hollywood, California, 7 November 1963.
Arnold Stang broke his arm just days before his scenes were shot; in all shots his arm is forever crooked and held in place by a cast under his uniform.
Melville Crump was originally to be played by Ernie Kovacs, but he died in a one-car accident before principal shooting. In real life he was married to Edie Adams, who played Monica Crump.
Phil Silvers held regular crap games on the set.
Peter Falk improvised much of his dialog in the cab scene.
The billboard that the twin-engine Beechcraft flies through was made of thin balsa wood, except for a thicker frame for support. Stunt pilot Frank Tallman had to fly the aircraft directly through the center of the billboard or the thicker frame would shear off a wing. Since the shattered wood would clog and stop both engines, the billboard was built just off the end of the runway at the Chino (CA) airport. After flying through the billboard, Tallman simply lowered the landing gear and safely touched down on the runway.
The actors were given two huge scripts, one with all the dialogue, the other with the action.
The car that Jack Benny drives in his cameo is a Maxwell, the same defunct brand of automobile as his famous jalopy on his radio show.
Buster Keaton had a longer, earlier scene (cut after premiere). In it, Culpepper discusses his plans to use Jimmy’s boat to escape.
The following famous people have small roles: Jimmy Durante, The Three Stooges (Moe Howard, Larry Fine, Joe DeRita, Joe E. Brown, Buster Keaton, ‘Eddie ‘Rochester’ Anderson’ , Alan Carney, Barrie Chase, William Demarest, Andy Devine, Norman Fell, Paul Ford, Sterling Holloway, Edward Everett Horton, Marvin Kaplan, Don Knotts , Zasu Pitts, Carl Reiner, Madlyn Rhue, Arnold Stang, Jesse White, Peter Falk, Stan Freberg, Chick Chandler, Lloyd Corrigan, Louise Glenn, Leo Gorcey, Charles Lane, Mike Mazurki, Roy Roberts, Cliff Norton, Sammee Tong, Nick Stewart, Selma Diamond, Minta Durfee.
Cameo: [Jerry Lewis] deliberately drives over Culpepper’s hat.
Cameo: [Jack Benny] stops to offer help.
Jack Benny’s cameo at the wheel of a Maxwell was considered inaccurate by his fans because it was missing one thing: Mel Blanc. Blanc supplied the sound of Benny’s antique car on radio.
The scene where Melville knocks the blowtorch into the stairs with the sledge hammer took 86 tries to get it just right.
In the opening title animation, when the figure blows up the world and the actors’ names scatter on the screen, there is a very brief moment - only three frames, in fact - when the letters form the names of the animators, including Bill Melendez, Bernie Gruver [ Bernard Gruver ], and other animators.
Phil Silvers injured himself in one of the later scenes of the movie and was replaced by a stunt double. In those later scenes his face is always away from the camera.
In the scene where Jonathan Winters backed the truck into the water tower, it actually fell too soon, before the truck actually hit it. To compensate, special effects split the screen and slowed down the side with the water tower so that the fall would coincide with the hit.
Phil Silvers, while filming the scene where he drives his car into the river, nearly drowned because he couldn’t swim.
The fictional Santa Rosita State Park was located at Portuguese Bend in Rancho Palos Verdes. It was landscaped for the movie, and is off limits to the general public today.
Only one of the four palm trees that made up the "Big W" exists today. The owners are planning to replant the other three.
Besides supervising all stunts, Carey Loftin was stunt double for Terry-Thomas.
It became well known that Stanley Kramer was casting nearly every comedy performer he could think of. Some famous stars actually contacted Kramer to volunteer for the project, or to inquire as to why they had not been contacted.
When the cast first assembled for a meeting with the director, they were shown the stunts and second unit footage that had already been shot. One of the performers was so impressed they asked "Why do you need us?"
The main part of the film was shot during the summer because many cast members were on hiatus from television series.
Stan Laurel turned down an invitation to appear in this film. When his partner Oliver Hardy died in 1957, Laurel pledged never to perform again. He never did.
Edie Adams almost didn’t accept the role of Monica because her husband Ernie Kovacs was killed in an auto accident a few months earlier.
During filming of the infamous "gas station" destruction, Jonathan Winters was accidentally left on stage and completely bound in thick tape. Hours later, when the cast returned from lunch, they found that he had not even been able to free his arms from the chair. In retaliation, Winters gave a three-hour lecture to Arnold Stang and Marvin Kaplan on forced potty training.
On 17 November 1963, the day before the movie opened for the public in New York, there was a much-publicized gala charity premiere benefit at the Cinerama Theater for the Kennedy Child Study Center in New York and the Joseph P. Kennedy Jr. Institute of Washington. In addition to the stars in attendance, most of President Kennedy’s family was there, including his mother, sisters, brothers-in-law, sisters-in-law, and brothers Robert F. Kennedy and Ted Kennedy. John F. Kennedy was assassinated in Dallas five days later.
Milton Berle said in an interview that in the scene where Ethel Merman hit him with her purse, it left him with a bump that lasted six months.
Marvin Kaplan said that he and Arnold Stang were given the job of "entertaining" Jonathan Winters during the periods in between his scenes.
Ethel Merman’s role was originally written as the father-in-law, and Groucho Marx was one of the choices to play it.
Judy Garland, Bob Hope , Jackie Mason, George Burns, and Red Skelton were all offered roles, but all declined their roles.
Don Rickles reportedly wanted to be in the movie but was never asked. He never let Stanley Kramer live it down, either, even heckling him about it from the stage whenever Kramer came to see Rickles’ show.
A dance sequence featuring the Shirelles was filmed but never used and appears to no longer survive. However their uncredited performances of the title song and "31 Flavours" can still be heard on the soundtrack album.
Most of the "chase" scenes--the sequences with the cars--were filmed near what is now Palm Desert, California. If you look closely, you will see a road sign for Highway 74, which runs South from the heart of the city of Palm Desert. The vast open spaces of flatland are now largely residential country clubs with golf courses.

Funny Movie Quotes from It’s a Mad Mad Mad Mad World (1963)

Sylvester Marcus (Dick Shawn): Mama, who’s with you? Where are you talking to me… Where are you?
Mrs. Marcus (Ethel Merman): I’m with this truck driver in Peterson’s garage in a place called Plaster City. And will you just shut up a minute so I can tell you what happened?
Sylvester Marcus (Dick Shawn): Now listen to me, Mommy, listen to me close. You stay right there, because I’m coming, Mom. I’m coming to get you.
Mrs. Marcus (Ethel Merman): Will you SHUT UP AND LISTEN?
Sylvester Marcus (Dick Shawn): Mama, it’s alright. Everything’s gonna be alright. Your baby’s coming to get ya. I’m coming to get you, Mom. Just sit there. Sit there, relax, take it easy. I’m coming to get you, Mama. Everything is gonna be alright.
[Hangs up]
Mrs. Marcus (Ethel Merman): So he’s coming here. And I’m not to worry about a thing, because everything is going to be alright.
[to Emmeline]
Mrs. Marcus (Ethel Merman): Exactly like your father: a big, stupid, muscle-headed moron!

Lennie Pike (Jonathon Winters): Even businessmen, who rob and cheat and steal from people everyday, even they have to pay taxes.

Benjy Benjamin (Buddy Hackett): Now look! We’ve figured it seventeen different ways, and each time we figured it, it was no good, because no matter how we figured it, somebody don’t like the way we figured it! So now, there’s only one way to figure it. And that is, every man, including the old bag, for himself!
Ding Bell: So good luck and may the best man win!
Benjy Benjamin (Buddy Hackett): Except you lady, may you just drop dead!
Lennie Pike (Jonathon Winters): All right, we all agree on that. Now look, let’s be sensible about this. There’s money in this for all of us. Right? There’s enough for you, and there’s enough for you, and for you, and there’s enough for…
[They all race to their cars]

Emmeline Finch (Dorothy Provine): Oh Russell, I feel sick.
J. Russell Finch (Milton Berle): Now take it easy honey, these things happen ya know.
Mrs. Marcus (Ethel Merman): Now what kind of an attitude is that, these things happen? They only happen because this whole country is just full of people, who when these things happen, they just say these things happen, and that’s why they happen! We gotta have control of what happens to us.

Third Cab Driver (Peter Falk): Can’t you see I’m talking on the phone? Huh? Give me two minutes! Now listen to me, Sir, I…
[Looks back at Melville]
Melville Crump (Sid Caesar): Will you take us to Santa Rosita state park?
Third Cab Driver (Peter Falk): What’s the matter, what happened to you? What was ya, in some kind of initiation?
Melville Crump (Sid Caesar): We had an accident. We fell into yellow, alright? Hurry up!

J. Russell Finch (Milton Berle): Here,
[pulls a blue bicycle from the mess of furniture that fell out of Pike’s van]
J. Russell Finch (Milton Berle): take this and go hire us the best car you can find.
Lennie Pike (Jonathon Winters): But… this is a little girl’s bike. This is for a little girl. Oh listen, I got to get this stuff back in so I can lock up the van.
J. Russell Finch (Milton Berle): We’ll put everything away. Will you get going please, will you hurry?
Lennie Pike (Jonathon Winters): Oh okay… I gotta admit. I feel kinda silly. You know what I mean?
[Pedals away on the bicycle]

Sylvester Marcus (Dick Shawn): I’m coming. That’s what I’m here for. That’s why you had me, Mama, to save you.
J. Algernon Hawthorne (Terry-Thomas): I must say that if I had the grievous misfortune to be a citizen of this benighted country, I should be the most hesitant of offering any criticism whatever of any other.
J. Russell Finch (Milton Berle): Wait a minute, are you knocking this country? Are you saying something against America?
J. Algernon Hawthorne (Terry-Thomas): Against it? I should be positively astounded to hear anything that could be said FOR it. Why the whole bloody place is the most unspeakable matriarchy in the whole history of civilization! Look at yourself! The way your wife and her strumpet of a mother push you through the hoop! As far as I can see, American men have been totally emasculated- they’re like slaves! They die like flies from coronary thrombosis while their women sit under hairdryers eating chocolates & arranging for every 2nd Tuesday to be some sort of Mother’s Day! And this infantile preoccupation with bosoms. In all time in this Godforsaken country, the one thing that has appalled me most of all this this prepostrous preoccupation with bosoms. Don’t you realize they have become the dominant theme in American culture: in literature, advertising and all fields of entertainment and everything. I’ll wager you anything you like that if American women stopped wearing brassieres, your whole national economy would collapse overnight.

Otto Meyer (Phil Silvers): [Honking car as it pulls into the Ray & Irwin Garage] Fellas. I’m glad you’re here. Look, I need your help. Here’s what happened. I had this blowout. I think there’s a spare in the back. It may be a little flat. Take a look at it will you kid? Is there an airport anyplace around here? Look, if the spare is flat don’t bother fixing it. Gimme a new tire, alright? You ain’t got a new tire? Then you’ll have to fix the spare. But don’t look at me. Move it, will you kid? You, you could be gassing up while he’s working. What is it a staring contest? Come on!
[claps his hands over and over]
Otto Meyer (Phil Silvers): Move! Move, will you kid? Come on!

Tyler Fitzgerald (Jim Backus): You know what I need? I need a drink. There’s some ice and stuff back there. Why don’t you make us all some old fashioneds?
Ding Bell (Mickey Rooney): Old fashioneds, do you think you oughta drink while your flying?
Tyler Fitzgerald (Jim Backus): Well stop kidding will ya and make us some drinks! You just press the button back there marked “booze”. It’s the only way to fly!

Mrs. Marcus (Ethel Merman): [holding cactus plant] Where should I stick this?
J. Russell Finch (Milton Berle): [double take] Oh boy.

J. Russell Finch (Milton Berle): Now I give you my word. I wanted to stop you, he wanted to stop for you. But tell him, tell him how my mother in-law made us drive right by you…
Lennie Pike (Jonathon Winters): Listen, anything you got to say about your mother in-law, you don’t have to explain to me. You know what I mean? Like if she were the star of a real crummy horror movie, I’d believe it.

Mrs. Marcus (Ethel Merman): Now for the last time. Are we calling Sylvester or not?
J. Russell Finch (Milton Berle): No! We are not! And I’ll tell you why not. Because your son Sylvester is an irresponsible, unreliable, big loudmouth no good bum! Who if he isn’t a crook? Its because he doesn’t have the brains or ambition even to become a crook!
J. Algernon Hawthorne (Terry-Thomas): I say good show!

Capt. T.G. Culpeper (Spencer Tracy): [answering phone] : Hello, Ginger? What’s the matter now?
Ginger Culpeper (Selma Diamond): It’s Billie Sue. Her new boyfriend, Oscar, was supposed to come down here from Pamona just to meet us. So now, she called him and told him we were goin’ away.
Capt. T.G. Culpeper (Spencer Tracy): Well, what’s the matter?
Ginger Culpeper (Selma Diamond): You keep forgetting if a girl is six-feet-five inches tall, she’s bound to have special problems. They had some argument and then, they started screaming at each other. And now, the whole engagement’s off, and she says she’s leaving.
Capt. T.G. Culpeper (Spencer Tracy): Leaving what? Leaving home? Let me talk to her. Get her to the phone.
Ginger Culpeper (Selma Diamond): I’ll try. Just a minute.
[to Billie Sue]
Ginger Culpeper (Selma Diamond): Talk to your father.
Billie Sue Culpeper (Louise Glenn): I won’t. I don’t wanna talk to him ever!
Ginger Culpeper (Selma Diamond): Don’t be ridiculous. Whatever else he is, he is your father.

J. Russell Finch (Milton Berle): Hey, did you see th-the way he went SAILING right out there?

Lennie Pike (Jonathon Winters): So! So someone will stumble over the little girl’s bicycle in the dark, huh? Well when I’m finished with you, they’ll be stumbling over YOU in the dark!

J. Russell Finch (Milton Berle): Lets stop arguing please! The only reason were together is because they only had one car. So lets get there, even if we are last.
J. Algernon Hawthorne (Terry-Thomas): Whatever the outcome of the day I shall never forget that you hit me when I wasn’t even looking!
J. Russell Finch (Milton Berle): [smiling] yeah.

Otto Meyer (Phil Silvers): I can’t cross here. You said the main road. This is Niagra Falls. Alright, you’re a little boy. You wanna be a big boy? Which way to the main road?

Tower Controller at Rancho Conejo (Carl Reiner): In another couple of minutes, we’ll have them in position, Colonel.
Col. Wilberforce (Paul Ford): In another couple of minutes, men, we’ll have you in position.
Tower Controller at Rancho Conejo (Carl Reiner): [Sarcastically] You’re doing a great job, Colonel.
Col. Wilberforce (Paul Ford): Thank you.
Radio tower operator at Rancho Conejo (Jesse White): Why don’t we just shoot them down and be through with it?

[Benjy is trying to fly an airplane]
Benjy Benjamin (Buddy Hackett): Dingy, don’t let this worry you. We’re gonna get killed.

Man in car in desert (Jack Benny): Trouble? Having any trouble?
Mrs. Marcus (Ethel Merman): Yes, and we don’t need any help from you!
[Brief pause]
Man in car in desert (Jack Benny): Well!

Ding Bell (Mickey Rooney): You see our grandmother lives in Rosita Beach, see, and she’s dying and she kinda like to have us be with her when she goes.
Benjy Benjamin (Buddy Hackett): Otherwise she won’t go.
[Bell bumps him]
Benjy Benjamin (Buddy Hackett): Uh, she’ll go!

Benjy Benjamin (Buddy Hackett): Wall? Walnut tree?
Ding Bell (Mickey Rooney): No.
Benjy Benjamin (Buddy Hackett): Walnuts?
Ding Bell (Mickey Rooney): No.
Benjy Benjamin (Buddy Hackett): In bags?
Ding Bell (Mickey Rooney): NO!

Benjy Benjamin (Buddy Hackett): If I have to climb much more of this I’ll be lying down there with him!

Lennie Pike (Jonathon Winters): And then they decide I’m supposed to get a smaller share, like I’m someone extra special stupid. Even if it is a democracy, in a democracy it don’t matter how stupid you are, you still get an equal share.

Third Cab Driver (Peter Falk): They’re up to something funny, you hear what I’m telling you? Now, did you see the blonde I brought? All covered with paint and her dressed ripped. Now what was that all about?
Second cab driver (Eddie ‘Rochester’ Anderson): Yeah. And what about the picks and shovels?

Mrs. Marcus (Ethel Merman): “No matter what you’ve all done today, you’re really not criminals”. Ha! Of all the snooty, patronizing…
[to Pike]
Mrs. Marcus (Ethel Merman): You’re stepping on my foot!
Sylvester Marcus (Dick Shawn): Would you get off Mama’s foot?

Second cab driver (Eddie ‘Rochester’ Anderson): [they’re chasing Capt. Culpeper] He’s heading for the border. Let’s stop and call the police station.
Mrs. Marcus (Ethel Merman): You shut up! We’re gonna get that money. Keep driving!
Second cab driver (Eddie ‘Rochester’ Anderson): That woman is something else.

First cab driver: That’ll be $2.90.
Melville Crump (Sid Caesar): Okay, here’s $3.00. Wait for us, okay?
First cab driver (Leo Gorcey): [sarcastically] Oh sure.
Melville Crump (Sid Caesar): Wise guy.

Dinckler’s Hardware Store clerk (Doodles Weaver): I’m sorry, we’re closed. It’s 12:00.
Melville Crump (Sid Caesar): It’s 12:00, they’re closed. WAIT A MINUTE! All we want is a pick and a shovel.
Dinckler’s Hardware Store clerk (Doodles Weaver): Well, Mr. Dinckler is inside…
Melville Crump (Sid Caesar): Dinckler. That’s it, we’ll get Dinckler, come on.

Capt. T.G. Culpeper (Spencer Tracy): Ginger, I want you to prepare yourself for a little shock. When I tell you what happened…
Ginger Culpeper (Selma Diamond): So, tell me, tell me. I’ve got this biscuit dough…
Capt. T.G. Culpeper (Spencer Tracy): The Smiler Grogan case is solved!
Ginger Culpeper (Selma Diamond): The WHAT? Now, what the hell is the Smiler Grogan case?
Capt. T.G. Culpeper (Spencer Tracy): The tuna factory robbery! The case I’ve been talking about for the last fifteen years!

Sylvester Marcus (Dick Shawn): That’s my mommy. She’s gone crazy or something. MAYBE RAPE! OH!

Otto Meyer (Phil Silvers): So, what’s wrong with your wife?
Miner: That’s the trouble, the doc’s not sure. He says whatever it is, she’s too sick even to be moved. She needs this special stuff and we haven’t got a phone so I went to get it and that’s when… Slow down, the turning is just up here.
Otto Meyer (Phil Silvers): Turning? You mean it’s off the road?
Miner (Mike Mazurki): Only a mile.
Otto Meyer (Phil Silvers): Now look, Pal, I’m in a hurry…
Miner (Mike Mazurki): HOLD IT! Stop the car. Now listen, buddy, I’m sorry about your problems. But the doc said to hurry and this is my wife. Now come on, we turn right here.
Otto Meyer (Phil Silvers): But there isn’t even a road…
Miner (Mike Mazurki): LISTEN! Don’t force me to get rough!
[Rips the steering wheel ring off]
Miner (Mike Mazurki): Oh, I’m sorry, I didn’t mean to bust up your car.
Otto Meyer (Phil Silvers): That’s alright. You say it’s a mile? Heck, a mile ain’t asking too much.

Lennie Pike (Jonathon Winters): [Otto Meyer drives by] That’s him, that’s him. I tell you when I catch you, I’ll kill you. I tell you I’ll kill you, you dirty robber!
J. Algernon Hawthorne (Terry-Thomas): Someone you know?

Benjy Benjamin (Buddy Hackett): [while Benji tries to fly the plane, Ding tries putting head phones on Benji’s head] Hey, get outta here.
Ding Bell (Mickey Rooney): Put them on.
Benjy Benjamin (Buddy Hackett): I don’t wanna.
Ding Bell (Mickey Rooney): Benji, I tell you, he said the man who’s flying should be talking on this thing.
Benjy Benjamin (Buddy Hackett): What, am I supposed to everything? You want me to fly the airplane, you want me to work the radio, what are you gonna… What are you, the hostess?

Police sergeant (Alan Carney): He just sits in there, rigid-like.
Switchboard operator Gertie (Zasu Pitts): If he catches you at that keyhole, *you’ll* be rigid-like.

Ding Bell (Mickey Rooney): Ah, this is hopeless. We’re gonna get noplace if we’re gonna continue listening to this old bag.
Benjy Benjamin (Buddy Hackett): What are you trying to do, lady? You trying to split us up so it becomes every man for himself?
Ding Bell (Mickey Rooney): And every woman for HIMself?
Mrs. Marcus (Ethel Merman): One more funny remark from you, buster…

J. Algernon Hawthorne (Terry-Thomas): [Russell takes a swing at him and misses] So it’s fisticuffs you want, is it? Right, stick ‘em up!
J. Russell Finch (Milton Berle): Don’t hit me! Don’t hit me!
[Hawthorne chases him around the car, until the two bump into one another]
J. Algernon Hawthorne (Terry-Thomas): [looks at his arm] Blood!
J. Russell Finch (Milton Berle): It certainly is.
J. Algernon Hawthorne (Terry-Thomas): Aah!
[Russell swings at him again]
J. Russell Finch (Milton Berle): [Hawthorne runs] Come back here, ya blimey...!

Policeman (Roy Roberts): You fellows alright?
Ray (Arnold Stang): Now they show up. Where were you when we needed you?
Irwin (Marvin Kaplan): Writing parking tickets, I suppose.
Policeman (Roy Roberts): They’re still alive.

J. Algernon Hawthorne (Terry-Thomas): You know I’m not entirely uncertain you haven’t damaged this machine.

Melville Crump (Sid Caesar): Look, why don’t we just start digging for it?
J. Russell Finch (Milton Berle): Well suppose someone comes along? What do we tell them?
Monica Crump (Edie Adams): Well, we could tell them that we’re here on an archeological expedition.
Melville Crump (Sid Caesar): Aah!
Sylvester Marcus (Dick Shawn): We don’t tell them anything. We tell them to hit the road or we beat their brains in.

Tyler Fitzgerald (Jim Backus): Uh… Just a minute. I… I can’t see.
Ding Bell (Mickey Rooney): What?
Tyler Fitzgerald (Jim Backus): Something’s happened to my eyes. I-I-I can’t - I can’t see.
Ding Bell (Mickey Rooney): You can’t see? He can’t see.
Benjy Benjamin (Buddy Hackett): Must be an eye cold.
Tyler Fitzgerald (Jim Backus): George! George!

J. Russell Finch (Milton Berle): I don’t know, I must find my wife. I don’t know what to do.
J. Algernon Hawthorne (Terry-Thomas): Look, whereEVER they are, surely the most sensible thing for the two of us to do is to press on. I mean for all we know, your brother in-law may be out or away somewhere. And even if he were the first to be there, he still has to find the money, hasn’t he? Now I earnestly recommend that we forget your good ladies and press on with all possible dispatch.
J. Russell Finch (Milton Berle): [mockingly] Alright, we’ll press on with all possible dispatch.
J. Algernon Hawthorne (Terry-Thomas): And I don’t really think that personal rancor is going to help the situation. If I may say so.

[Pike and Sylvester are digging into a hole that suddenly becomes too close]
Sylvester Marcus (Dick Shawn): Wait a minute, wait a minute. There’s not enough room, Man, you’re bugging me. You’re bugging me.
Lennie Pike (Jonathon Winters): What are you talking about ‘bugging’?
Sylvester Marcus (Dick Shawn): Cut out, cut out.
Lennie Pike (Jonathon Winters): What’s this ‘cut out’ talk?
Sylvester Marcus (Dick Shawn): Out, baby. Out, baby. Out!
Lennie Pike (Jonathon Winters): Don’t call me a baby!
All: Would you just get out? Get on with it!

J. Algernon Hawthorne (Terry-Thomas): Jolly nasty accident there. Jolly lucky nobody was hurt.
Mrs. Marcus (Ethel Merman): Where did you get that funny accent? Are you from Harvard or something?
J. Algernon Hawthorne (Terry-Thomas): Harvard? Rather not. I’m English.
Mrs. Marcus (Ethel Merman): Sounds so foreign.
J. Algernon Hawthorne (Terry-Thomas): Really?

Migrant truck driver (Nick Stewart): [after barreling down a hill and stuff flies off the truck] I’ve said it before and I’ll say it again, I didn’t want to move to California.

Air traffic control tower staffer (Eddie Ryder): If you can, give us your position. Who is flying the plane?
Ding Bell (Mickey Rooney): [Benji is at the controls] What do you mean “who’s flying the plane”? Nobody’s flying the plane!

Capt. T.G. Culpeper (Spencer Tracy): You know what I believe I’d like? A chocolate fudge sundae with whipped cream and a cherry on top.
[Everybody stares]
Capt. T.G. Culpeper (Spencer Tracy): Nothing will happen here for five minutes.
Secretary Schwartz (Madlyn Rhue): Mrs. Culpeper on the phone.
Capt. T.G. Culpeper (Spencer Tracy): No calls. No calls. No more calls.
Lt. Matthews (Charles McGraw): Something’s wrong.
Police sergeant (Alan Carney): Why? Does something gotta be wrong? He feels like a chocolate fudge sundae. So what? He has a chocolate fudge sundae.

Sylvester Marcus (Dick Shawn): [Benji and Dingy run by] Who are they?
Mrs. Marcus (Ethel Merman): I don’t know.
Sylvester Marcus (Dick Shawn): From this morning?
Mrs. Marcus (Ethel Merman): Yes.
Sylvester Marcus (Dick Shawn): [Captain Culpeper goes by] Who is he?
Mrs. Marcus (Ethel Merman): I don’t know.
Sylvester Marcus (Dick Shawn): [Otto Meyer runs by] Who is he?
Mrs. Marcus (Ethel Merman): I don’t know.
Sylvester Marcus (Dick Shawn): Mama, how many people are mixed up in this thing?
[the two cab drivers run by]
Sylvester Marcus (Dick Shawn): Who are they? Cabbies? Mama, this thing is like a convention.

Emmeline Finch (Dorothy Provine): I’m only thinking of Russell’s condition.
Mrs. Marcus (Ethel Merman): You mean his financial condition, because that’s the only condition that he has.
J. Russell Finch (Milton Berle): Yeah but…
Mrs. Marcus (Ethel Merman): Emmeline, do you know why your husband had a nervous breakdown? It’s because he has sunk $40,000, including $15,000 of my money into a company that makes seaweed for people to eat.
J. Russell Finch (Milton Berle): Yeah but…
Mrs. Marcus (Ethel Merman): And not only does nobody like it, but it costs over $4.00 a can.
J. Russell Finch (Milton Berle): Yeah but…
Mrs. Marcus (Ethel Merman): Yeah but WHAT?
J. Russell Finch (Milton Berle): Well, most people like it and I like it, and I’m working hard trying to keep the cost down.
Mrs. Marcus (Ethel Merman): Yeah you were working hard trying to keep the cost down the day that you ran out of your office and stood in the street screaming.
Emmeline Finch (Dorothy Provine): Mother!
Mrs. Marcus (Ethel Merman): Oh Emmeline, shut up!
[Russell starts to speak]
Mrs. Marcus (Ethel Merman): And you too!

Lennie Pike (Jonathon Winters): It’s buried under a big W. Say, what is a big W?
Ding Bell (Mickey Rooney): When we find out, we’ll send you a ‘Wire’.
Benjy Benjamin (Buddy Hackett): Ha ha ha ha ha ha.

Melville Crump (Sid Caesar): The man said there was a certain amount of money buried down in this park.
Lennie Pike (Jonathon Winters): That’s right. It was under a big W. Say what is a big W?
Ding Bell (Mickey Rooney): If we find out, we’ll send you a wire.
Melville Crump (Sid Caesar): It’s only a possibility now, it’s only a possibility that this man was telling the truth. And if it was the truth, then it is a fact that this place is almost 200 miles away. Now I suggest that we quietly get into our cars and drive down there at a safe, sound speed, keeping each other in sight of each other. And then when we get down there, we dig up the money - providing there is some money there. And if we do find it, we share it amongst us in a simple manner.

Mrs. Marcus (Ethel Merman): Nobody’s gonna get me up in the air!

Melville Crump (Sid Caesar): Why can’t you have a little confidence in me?

Capt. T.G. Culpeper (Spencer Tracy): Now, where have I always told ya that the Smiler hid the dough? Where? Right there!

Melville Crump (Sid Caesar): Filibuster. Filibuster. Ha. Now you can stick around and watch us take off.
Ding Bell (Mickey Rooney): Listen, Dentist, I hate dentists. And I hate you so much that I’m not able to tell you how much I hate you in front of your wife.
Benjy Benjamin (Buddy Hackett): And visa versa.
Melville Crump (Sid Caesar): Why you… Come on over here!
[Ding and Benji run]
Melville Crump (Sid Caesar): COME ON over here!

Lennie Pike (Jonathon Winters): Weath… Witch… Work. That’s it, work. I gotta work on where it is.

Mrs. Marcus (Ethel Merman): Sylvester!
Sylvester Marcus (Dick Shawn): Mama!
Mrs. Marcus (Ethel Merman): Why couldn’t you listen? Why couldn’t you shut up when I was trying to tell you to listen?
J. Algernon Hawthorne (Terry-Thomas): Have a care, that chap’s run absolutely amok!

Otto Meyer (Phil Silvers): I wish we knew what they were going to do to us. But no matter what happens to us, what happens to you I hope will be worse.
Capt. T.G. Culpeper (Spencer Tracy): I don’t think you have to worry too much about that. My wife is divorcing me, my daughter is applying to the courts to have her name changed, my mother in-law is suing me for damages, my pension has been revoked. And the only reason you 10 idiots will very LIKELY get off LIGHTLY, is that the judge will have me up there to throw the book at.
Third Cab Driver (Peter Falk): [sarcastically] Oh, that’s tough. Oh ho ho ho.
Capt. T.G. Culpeper (Spencer Tracy): I’d like to think that sometime, maybe 10 or 20 years from now, there could be something I could laugh at. Anything.

Ray (Arnold Stang): [after hitting Pike unconscious with a pop bottle] Holy mackerel. When he started… Listen, we better get him tied up. What are we gonna do when he comes to?
Irwin (Marvin Kaplan): Hit him again.
Ray (Arnold Stang): Oh I couldn’t!

Ding Bell (Mickey Rooney): Hey. It’s that hokey dentist.
Benjy Benjamin (Buddy Hackett): Yeah.
Ding Bell (Mickey Rooney): Pass that cab.
Second cab driver (Eddie ‘Rochester’ Anderson): What’s the rush?
Ding Bell (Mickey Rooney): What do you mean rush?
Benjy Benjamin (Buddy Hackett): We ain’t in any rush, we just wanna get there in a hurry.

J. Russell Finch (Milton Berle): You want me to tell you something? As far as I’m concerned the whole British race is practically finished. If it hadn’t been for lend-lease. If we hadn’t have kept your whole country afloat by giving you billions that you never even said “Thank you” for, the whole phony outfit would be sunk right under the Atlantic years ago.
[Hawthorne screeches to a stop]
J. Russell Finch (Milton Berle): What are you stopping for?
J. Algernon Hawthorne (Terry-Thomas): Get out of this machine.
J. Russell Finch (Milton Berle): Get out? You can’t…
J. Algernon Hawthorne (Terry-Thomas): It’s my machine, I will do as I bloody well please. Out!
J. Russell Finch (Milton Berle): I’m awfully sorry. I’ve been very edgy today and if I said anything about England, I apologize.
J. Algernon Hawthorne (Terry-Thomas): Glad to hear you say so.

Tyler Fitzgerald (Jim Backus): Anybody can fly plane, now here: I’ll check you out. Put your little hands on the wheel there. Now put your feet on the rudder. There. Who says this ol’ boy can’t fly this ol’ plane? Now I’m gonna make us some Old Fashioneds the old-fashioned way - the way dear old Dad used to!
Benjy Benjamin (Buddy Hackett): What if something happens?
Tyler Fitzgerald (Jim Backus): What could happen to an Old Fashioned?

Mrs. Marcus (Ethel Merman): You’re overlooking one little thing.
J. Russell Finch (Milton Berle): Yeah, one little thing.
Ding Bell (Mickey Rooney): What little thing?
J. Russell Finch (Milton Berle): Yeah, what little thing?
Mrs. Marcus (Ethel Merman): We can all count, can’t we? There were 8 of us there.
J. Russell Finch (Milton Berle): She’s right. There were 8 of us there.

Otto Meyer (Phil Silvers): [turns around to see a helicopter]
[shouts]
Otto Meyer (Phil Silvers): Look out!
Nervous Motorist: What? Wh-Who...?
Otto Meyer (Phil Silvers): Don’t stop driving man. Keep going!
Nervous Motorist: What? What is it?
[turns around, sees the helicopter and spins back around]
Nervous Motorist: That’s a police helicopter!
Otto Meyer (Phil Silvers): Yeah, that’s what it looks like. They always use them.
Nervous Motorist: Who always uses them?
Otto Meyer (Phil Silvers): Who do you think?

Otto Meyer (Phil Silvers): I haven’t got much time, so if you love your country, if you’re a patriot, you listen and you listen hard. You’ve got to get to a phone and you’ve got to make a call.
Nervous Motorist: I gotta make a call?
Otto Meyer (Phil Silvers): Yes, you gotta call Intelligence. Central Intelligence Agency, Washington D.C.
Nervous Motorist: Well what on earth...?
Otto Meyer (Phil Silvers): [shouts] Listen! All right, tell them you heard from X-27, you got it? X-27. X-27 told you to tell them they’ve made three attempts on my life already today. They had me down a silver mine, they tried to drown me. Can you handle a gun? Okay. Ah! Good. There’s a cafe. Pull right in there, you use that phone.
Nervous Motorist: Well, I don’t…
Otto Meyer (Phil Silvers): Will you shut up! You’re in no danger. They’ve never seen you. Now pull in.
[they drive into the parking lot]
Otto Meyer (Phil Silvers): All right, good, now get in there and tell the operator “Emergency priority” and then ask for the CIA. All right, jump out. Go on, you’re not in any danger. They don’t know you. You’re all right. Look, I’ll dock the car and come back for you. For God’s sake, man, don’t stand there in the street. They’ll see you. They’ll spot you! Go on. Get out!