Doing It Their Way: Behind The Scenes With Laverne & Shirley

On January 27, 1976, a Happy Days spinoff called Laverne & Shirley first aired on television. Laverne DeFazio and Shirley Feeney, two bottle-cappers at the Shotz Brewery in Milwaukee, burst onto the scene in an epic opening sequence and the world fell in love. Actresses Penny Marshall and Cindy Williams shared an on-screen chemistry as the best friends and audiences were smitten. By its third season, Laverne & Shirley had become the most-watched television program in America. Here, we’ll dive into some facts about the show and dish out some behind-the-scenes trivia. Read on to learn which major role Cindy Williams was rejected for before Laverne & Shirley!

The Story Behind That Seemingly Random Intro Song

Photo credit: Pinterest

“1, 2, 3, 4, 5, 6, 7, 8, schlemiel, schlimazel, hasenpfeffer incorporated!” Schlemiel, schlimazel, and hasenpfeffer are Yiddish terms. A common Yiddish phrase explains the words this way: “A schlemiel is somebody who often spills his soup and a schlimazel is the person it lands on.” And hasenpfeffer is a rabbit stew.

The chant is something that Penny Marshall and her friends used to sing as they walked to school together, the same way Laverne and Shirley do in the song’s opening credits. Cindy Williams later said that they only had to shoot the scene twice.

Coming up: Penny Marshall’s death and the legacy she left behind.

Penny Marshall Came From A Family Of Entertainers

Photo credit: Ron Galella/WireImage

Penny Marshall was practically born to become an entertainer. She had a tap dance teacher mother and a film producer/director father. Her sister Ronny was a producer and casting director, and her brother Garry went on to achieve great fame for his contributions to the entertainment industry as a prolific director, writer, producer, and actor.

Marshall started out doing television commercials, including a shampoo advertisement with Farrah Fawcett, before moving onto roles in shows like That Girl and The Odd Couple. Although she was massively talented in her own right, brother Garry’s influence changed Penny’s life (and television history) forever.

Cindy Williams Also Seemed Destined For Showbiz (But Lost One Important Role)

Photo credit: Universal Pictures/Getty Images

Cindy Williams went to high school with some people who later became very famous, like talent agent Michael Ovitz and actress Sally Field. She went on to college after high school but launched an acting career soon after graduation.

Like Marshall, Williams got her break in commercials before moving on to television and film roles, including playing Ron Howard’s love interest in George Lucas’ American Grafitti in 1973. In fact, she had a BAFTA nomination for Best Supporting Actress under her belt before Laverne & Shirley was even an idea. However, there’s one notable role she was turned down for in another Lucas project: Princess Leia from Star Wars. No biggie, right?

Marshall And Williams Worked Together As Writers When Opportunity Struck

Photo credit: Ron Galella/WireImage

Before Laverne & Shirley, Marshall and Williams worked together as writers. They were hired to work on a spoof film that director Francis Ford Coppola was producing. The film, called My Country Tis of Thee, parodied The Godfather.

Happy Days, created by Penny’s brother Garry, was one of the biggest shows in America at the time. Williams later recalled, “While we were writing, one day Garry called and said, ‘I’ve got these parts of these two girls who ‘meet the fleet’ on Happy Days. I thought you two would like to take time off from writing and come over for a week and have some fun playing them.'” She continued, “Neither one of us had seen Happy Days.”

Laverne & Shirley’s Introduction On Happy Days

Photo credit: Pinterest

The characters Laverne DeFazio and Shirley Feeney first appeared on television on November 11, 1975, in a Happy Days episode called “A Date with Fonzie.” In the episode, Fonzie (Henry Winkler) is trying to get his buddy Richie Cunningham (Ron Howard) out of a dating slump and picked the two girls from his little black book.

The girls were so popular that Garry Marshall came up with a spin-off sitcom of their own. Laverne and Shirley went on to appear in five more episodes of Happy Days, including “Football Frolics,” “Fonzie the Superstar,” and “Shotgun Wedding (Parts 1 & 2).”

Cindy Williams Had Trouble With Shirley’s Midwestern Accent

Photo credit: Silver Screen Collection/Getty Images

In a 2016 interview with ET, Cindy Williams talked about her struggles to get Shirley’s strong Midwestern accent right. Williams, who is from California, said that she still won’t watch the early episodes of the show. “If you watch those first 13 episodes, which I refuse to watch now, I got this hideous kind of New York accent that was terrible,” she recalled.

“So one day, after about 13 shows, [Garry Marshall] came down to the set and said, ‘Come over here and talk with me for a minute.’ He sat me down and he goes, ‘It is about the accent.’ I said, ‘Should I lose it?’ and he said, ‘Yes,’ so I did and that was the end. And I was so thankful for that.”

Later, learn the real reason Cindy Williams walked away from the show.

The Characters Needed A Little Clean-Up

Photo credit: Silver Screen Collection/Getty Images

The early versions of Laverne and Shirley’s characters were a bit “looser” than their later incarnations. In fact, the Happy Days versions of the girls have been described as coming from “the wrong side of the tracks.”

As Williams said later, “Our first take on these characters was mightily different than what ended up on Laverne & Shirley.” Marshall put it more bluntly. For the show, the characters were “re-virginized.” Laverne and Shirley were still blue-collar and naïve, but weren’t quite as brazen as they had been on Happy Days.

Although their characters were cleaned up for prime-time viewers, the actresses kept some of their bad habits

Foul Language Between Takes!

Photo credit: Silver Screen Collection/Getty Images

Behind the scenes, the cast was not afraid to be themselves. Garry Marshall, who usually enjoyed having his kids on set, would not allow children to visit backstage for his sister Penny’s show. Along with temper tantrums from the actors, foul language was rampant between takes.

In his memoir, Marshall wrote that his kids begged him to visit the Laverne & Shirley set. He told them no. “On the set they argue and fight a lot. Cursing happens,” Marshall explained. His daughter Lori then asked, “Does Aunt Penny curse too?” His answer: “I’m afraid so…. Laverne & Shirley is Daddy’s toughest show. So I don’t take a lot of visitors to that set.”

Lenny And Squiggy Go Way Back

Photo credit: Paul Natkin/Getty Images

Michael McKean and David L. Lander played the leading ladies’ oddball greaser neighbors, Lenny and Squiggy, respectively. The guys were nearly always together, usually barging through the front door, with Squiggy’s standard “Hello” greeting announcing the start of whatever juvenile madness was about to ensue.

The overbearing pair actually pre-date the show’s creation by over a decade, as McKean and Lander created their alter-egos years earlier (while reportedly high on marijuana) when they were both studying at Carnegie Mellon University. In an interview with People in 1978, both actors admit that the characters were based on various people they grew up with and, as Lander put it, “despised.”

Lenny And Squiggy Also Had To Clean Up Their Act

Photo credit: @johntv / Twitter

In light of their drug-fueled origins, it may come as no surprise that the comedy duo had to tone down their act for network prime-time audiences in the late seventies. Michael McKean (Lenny) described the original act as “completely obscene,” and aside from their unique voice characterizations, “unrecognizable.”

After performing their act for a party at Penny Marshall’s house, Lander and McKean were hired as writers for the show, allowing them to keep the characters edgy without crossing the line. On their approach to script-writing McKean states, “if we left it up to the writers, our characters would wind up being as bland as Ralph and Potsie on Happy Days.”

What Is Pepsi Milk?

Photo credit: Pinterest

Laverne is frequently seen drinking Pepsi milk, which is her comfort beverage of choice. The strange-sounding concoction is exactly what it sounds like: Pepsi cola mixed together with milk. It turns out that Penny Marshall was a real-life fan of Pepsi milk.

She grew to love it after attending a summer camp that served only Kosher foods. In an interview with Good Morning America, she recalled, “I’m not Jewish and they didn’t drink milk with meat. When I came home I said, ‘Why can’t I have soda?’ and they said, ‘Drink your milk first.’ [My mom] didn’t wash out the glass so she then poured the soda in. I used to drink it a lot.”

Next: why Cindy Williams quit.

Cindy Williams Walked Away From The Show

Photo credit: M.E. Marzouk/Fotos International/Getty Images

In 2015, Cindy Williams released a memoir called Shirley, I Jest, in which she explains her abrupt departure from the show. In 1982 she had become pregnant with her first child and did not feel that the show was accommodating her scheduling needs.

She explained on Today, “When it came time for me to sign my contract for that season, they had me working on my due date to have my baby. And I said, ‘You know, I can’t sign this.’ And it went back and forth and back and forth and it just never got worked out.” After filing a lawsuit against the show, Williams was allowed out of her contract.

How did the show go on without Shirley?

Laverne & Laverne

Photo credit: Silver Screen Collection/Getty Images

Cindy Williams only appeared on two episodes of Laverne & Shirley‘s eighth and final season. Producers wrote her character off the show by saying Shirley married, got pregnant, and moved overseas to join her Army medic husband.

The show featured many guest stars during the rest of the season to account for Williams’ absence. Laverne & Shirley was still getting good ratings, but Penny Marshall declined to sign on for a ninth season. The final episode, “Here Today, Hair Tomorrow,” aired on May 10, 1983.

Next: Penny Marshall’s tragic death

Penny Marshall, Television’s Beloved ‘Laverne,’ Dies

Photo credit: Taylor Hill/Getty Images

On December 17, 2018, Penny Marshall passed away at her home in Hollywood Hills. She was 75 years old and the cause was diabetes. The Marshall family announced the sad news in a statement to the L.A. Times: “Our family is heartbroken over the passing of Penny Marshall.”

She was a groundbreaker in the entertainment industry, as the first woman to direct a movie that earned more than $100 million. Marshall also was the second woman director whose film was nominated for best picture. Following her death, Cindy Williams paid tribute in a statement to Today: “What an extraordinary loss. My good friend, Penny Marshall is gone — one in a million.”

Did Williams’ Marriage Cause A Rift?

Photo credit: Silver Screen Collection/Getty Images

After Williams left the show, it was said that a years-long rift formed between her and Marshall. In a 2012 interview, Marshall explained it this way: “We were not estranged during the show but then she got married. I was very happy.”

However, Marshall did not get along with Cindy’s husband. “She was having a baby but Bill (Hudson, her then-husband) was a pain in the [rear]. He wanted to be a producer. So that’s what happened. But she was married and she thought he was being protective.”

Read on to find out what the women have to say about each other these days.

The Show Had A Lot Of Guest Stars

Photo credit: Pinterest

Throughout Laverne & Shirley‘s eight-season run there were tons of guest appearances. Some were already household names and others were just getting started in show business.

Some of the guest stars include Jay Leno, Art Garfunkel, Carrie Fisher, Jeff Goldblum, Adam West, Anjelica Huston, Fred Willard, and more. Pictured above, Ted Danson appeared in an intense episode called “Why Did the Fireman…?” in which he played Laverne’s firefighter boyfriend who is killed on the job.

Marshall And Williams Are Friends Now

Photo credit: Paramount Television/Fotos International/Getty Images

Today, any tension between the former co-stars is gone and both women say that their estrangement was somewhat exaggerated. In fact, they’re friends who regularly spend time together. Marshall has admitted that her open dislike of Williams’ ex-husband likely fueled the rumors.

Williams joked with USA Today that when she visits Marshall, “There’s a chill in the air, but only because [Penny] keeps her thermostat turned down and, to compensate, provides down coats and blankets for guests.”

They’re On The Hollywood Walk Of Fame

Photo credit: J. Emilio Flores/Corbis via Getty Images

In 2010, Penny Marshall and Cindy Williams each received a star on Hollywood’s Walk of Fame. Ever the jokester, Marshall said, “I always thought I was a door mat — I let people walk on me. Now I’m a piece of cement. It’s harder, but it’s got a star on it.” She continued, “We never got any Emmys, so this is great.”

Williams gave a touching tribute to her co-star. “I would not be standing here today were it not for one person, and that person I share this day and night with is Miss Penny Marshall,” she said.

Of course, there’s someone else who made it all possible…

Garry Marshall’s Legacy

Photo credit: Kevin Winter/Getty Images

Garry Marshall, Penny’s brother and the man responsible for creating Laverne & Shirley and Happy Days, died in 2016. He was 81. Henry Winkler, who played Fonzie on Happy Days, said that Marshall was “larger than life, funnier than most, wise and the definition of friend.”

Beyond his work in the television industry, Marshall made huge box-office hits at the movie theaters with titles like Pretty Woman, Overboard, Beaches, and Runaway Bride. Over the course of his career, he received the Writers Guild of America’s Laurel Award for TV Writing Achievement and was inducted into the Television Hall of Fame and the National Association of Broadcasters’ Broadcasting Hall of Fame.

There’s A Laverne & Shirley Album

Photo credit: YouTube

In 1976 Marshall and Williams recorded an album of themselves singing in character. Called Laverne & Shirley Sing, the record featured some original numbers as well as covers of some of their favorite songs from the 1950s and ’60s.

Some pretty big names were involved in the album’s production. Kenny Loggins played some percussion, and Jimmie Haskell (who had arranged music for Elvis Presley, Ricky Nelson, and Steely Dan) worked on it. Laverne & Shirley Sing was released on CD in 2003 and is currently available on iTunes.

Penny Marshall Is A Cancer Survivor

Photo credit: D Dipasupil/FilmMagic

Penny Marshall was diagnosed with the double-whammy of lung cancer and a brain tumor in 2009. After undergoing a combo of surgery, radiation, and chemo, she is now in remission although many tabloids reported that she wasn’t doing well.

As she explained to ET, “[I’m] clean as a whistle… The rags write about it and they’re wrong…They have me dying every three months.” She also joked about gaining 60 pounds during her cancer treatments, saying, “everybody else loses weight, but somehow I got fat!”

Cindy Williams Wasn’t Crazy About The Role Of Shirley

Wasn't Crazy About The Role
Slaven Vlasic/Getty Images

Initially, actress Cindy Williams was hesitant about playing the role of Shirley. At that point in her life, she wanted to be a movie star and not some regular television actress. In addition, she also thought that it would be annoying that Penny Marshall, whose brother was a writer on the show, would always get her way for that exact reason.

Before finally committing to the role, the part was almost given to another actress named Liberty Williams. Luckily, she made the right choice.

There Was An Episode About Mental Disability

The Slow Child

Over time, Laverne & Shirley began to explore deeper and more serious topics on the show. One of these more mature topics that came up was an episode in season 3 about mental disability.

Although the episode was titled “The Slow Child,” which would have been unacceptable today, it was a well-intended episode about a girl with a mental disability named Amy. Besides the title, the episode also had offensive words that wouldn’t have been considered offensive back then, but certainly would have been today.

Some Executives Didn’t Want Phil Foster On The Show

Phil Foster

Phil Foster, who play, Frank DeFazio, Laverne’s dad, almost didn’t land the part for the show. In an interview with Mental Floss, producer Mark Rothman claimed that some ABC executives couldn’t make out Foster’s heavy Brooklyn accent, and for that reason, they were going to get rid of him on the show.

However, they ended up taking a different route, with the show writers using his accent as a recurring joke that nobody ever understood what his character was saying.

Penny Marshall’s Father Locked Her Check Away

Locked Check Away
Barbara Rosen/IMAGES/Getty Images

Yes, Penny Marshall’s father once locked her paycheck from the show away, but not for safe keeping. Her father, Anthony Marshall was a producer on the show but tended to make things harder than easier for his daughter.

In one instance, he actually locked her paycheck away after he felt that his daughter had been disrespectful toward him. He wouldn’t budge on his decision either, and her brother Gary had to negotiate with their father in order to let him have her check.

The Actors Decorated The Set Themselves

Set Design

Cindy Williams revealed in her 2015 book, Shirley, I Jest! that when her and Penny Marshall first saw the set of the show, they were shocked by it. Everything appeared to be so luxurious and nice, that it almost didn’t make sense since their two characters were just blue-collar workers.

So, the two actresses felt like they needed to take matters into their own hands and decorated the set using things from their own houses. While the set designers were annoyed in the beginning, they eventually came around to the idea.

David Landers Had A Short Fuse

Short Fuse

Over the years, writers have opened up about David’s behavior, calling him cruel to the writers and having a short fuse. This was no different on set of Laverne & Shirley. Apparently, he was known to get so frustrated that he would throw the script across the room sometimes in anger.

In an interview, he commented that “Yeah, I threw a script ever so often and that got kind of well known. I suppose I was a real arrogant thing. I was very young and I was very angry.”

There Was Some Romance Behind The Scenes

Romance Behind The Scenes

Apparently, behind the scenes, Cindy Williams and David Landers were involved in an off and on romantic relationship. Supposedly, the two would date for a little while and then break up again, a cycle that would go on and on.

They would go home together, break up, show up at work mad, and then end up going back home together again. However, through all of their struggles they could always be heard saying that they loved each other. Probably why the kept dating through all of the breakups.

There Was Supposed To Be Another Spin-Off With Carmine

Bettmann/Getty Images

The characters Laverne and Shirley were such a hit that they got their own show, so it’s no surprise that the same would happen for a character in their show. This almost happened for the character Carmine Ragusa, Shirley’s on-and-off boyfriend.

Carmine was played by actor Eddie Mekka, who had a background in musical theatre and often performed a song-and-dance number on the show. Laverne & Shirley’s series finale, “Here Today, Hair Tomorrow,” was actually supposed to serve as a backdoor pilot for Carmine’s own show, but it didn’t pan out.

They Utilized Eddie Mekka’s Talents

Mekkas Talents
Albert L. Ortega/Getty Images

However, the real reason behind my Shirley’s on and off boyfriend Carmine is a boxer, owns a dance studio, can tap dance, and sing is because Eddie Mekka comes from a Broadway background. All of his talents made him an incredibly likable and interesting character.

The producers figured that they could use his experience on the show, so they crafted the character Carmine around Mekka’s various skills. It paid out in the end too, as everybody loved Carmine’s character.

Laverne And Shirley’s Characters Were Born Out Of A Failed Script

Paul Sand

Laverne & Shirley was born out of another sitcom – and we’re not talking about Happy Days. While the show was a spin-off of Happy Days, the characters of Laverne and Shirley were born out of an unused script for a short-lived sitcom called Paul Sand in Friends & Lovers.

Actor Paul Sand played a shy guy named Robert Dreyfuss and in the scrapped script, he tries to pick up women in a supermarket. The episode never happened but parts of it were incorporated into the Happy Days episode where Laverne and Shirley make their debut.

Laverne And Shirley Were A Hit From The Start

Date With Fonzie

You may recall that Laverne and Shirley made their debut in the Happy Days episode “A Date with Fonzie,” but they already had their own show lined up before America even met the characters!

Shortly after they filmed “A Date with Fonzie,” Gary Marshall was asked if he had any ideas for a new show to solidify the Tuesday night line-up. The studio audience who watched “A Date with Fonzie” live thought Laverne and Shirley were a hit, so Marshall knew that America would love them just as much. He decided to pitch Laverne & Shirley to ABC.

Laverne’s “L” Was Penny’s Idea

Laverne's L

Everyone knows that when a new show comes on the air, or when you start a new show, it takes a few episodes before you’re completely on board with all the exposition. But sometimes, stating all these facts can get repetitive, which is why Penny Marshall decided to help the audience out a bit.

Marshall thought it’d be annoying to have to repeat Laverne so many times, so she came up with the idea to sew a giant “L” monogram on her the character’s wardrobe so that it’d be obvious to viewers which character she was playing.

Cindy Williams Had A Backup Plan

Backup Plan
Smith Collection/Gado/Getty Images

Though the characters were a hit, the cast and crew at first couldn’t predict if Laverne & Shirley would pick up. For her part, Williams was just happy to have a paycheck to pay the rent. Michael McKean, who played Lenny Kosnowski, joked to ABC News that Williams’s backup plan was to open a car wash.

“The very first show before an audience, Cindy is saying, ‘You know, this probably won’t go but we’re really having a great time. Let’s open a car wash or something… we had no idea what was happening,” McKean said.

Remember When They Joined The Army?

The Army

One Laverne & Shirley spin-off that did pan out was Laverne & Shirley in the Army. Kids who grew up on Saturday morning cartoons in the early ‘80s ought to remember this one. The animated series was loosely based on the 1979 episode, “You’re in the Army, Now,” where Laverne and Shirley actually do enlist in the Army!

Penny Marshall and Cindy Williams actually voiced their characters for this cartoon that aired for just one season. There were 13 episodes of the cartoon in total and perhaps that’s just a testament to the fact that people loved the live-action version better.

Cindy Williams’ Manager Counted Her Lines

Counted Her Lines
Rodrigo Vaz/FilmMagic

Cindy Williams’ manager was Pat McQueeny, and a constant presence on the set while filming. She was incredibly good at her job, maybe even too good, and make sure that all of Williams’ needs were being met and that she wasn’t being taken advantage of.

She went so far as to count the lines on the scripts of episodes and then complain if it appeared that Marshall had more lines than he client. In Marshall’s memoir, she wrote “She made [Cindy] insecure about a job that she was doing extremely well.”

There Were Plenty Of Injuries On The Set

Albert L. Ortega/Getty Images

Believe it or not, on a show like Laverne & Shirley, there were more accidents than you may have imagined. In fact, there were more than a lot of shows that had much more action. Cindy Williams that there was a lot and that she had even suffered an injury.

On one occasion, she had been injured so badly while performing a stunt that she suffered from health problems such as sciatica for years later. She later told Real Life with Jane that it all turned out to be worth it.

The Show Was Supposed To End After Five Seasons

End After Five Seasons
Kevin Winter/Getty Images

The writers of Laverne & Shirley had originally intended the show to end at five seasons. At the end of the fifth season, it was originally planned that Laverne and Shirley would move to New York City. Leaving Milwaukee meant ending the series for good, but the cast protested and kept the show alive.

They didn’t stay in Milwaukee for long, however, since seasons six and seven had Laverne and Shirley pick up and move to Los Angeles, California. After losing their jobs at the brewery, they loved to LA with hopes of becoming stars.

One Writer Wanted To Run Over The Actresses

Running Over Actresses

In producer Gary Marshall’s autobiography, he recalled one particularly unsettling occurrence during the making of the show. At one point, he had hired a new writer named Arthur Silver, in order to help keep the wild and willful actresses in check.

After working with the girls for only a few weeks, he admitted to Marshall that when driving by the girls, he had been tempted to run them over with his car. Ti no surprise, Marshall let Silver go after making that comment.

David Lander Used His Character To Raise Awareness For MS

Ken Cedeno/Liaison

Actor David Lander, who played Squiggy on the show, has done work as the Goodwill Ambassador for the National Multiple Sclerosis Society. He was initially diagnosed with MS in 1984 and went public with the news in 1999. Now, he speaks about the disease at conventions. He also wrote an autobiography called Fall Down Laughing: How Squiggy Caught Multiple Sclerosis and Didn’t Tell Nobody.

Here, he’s presented with the National Multiple Sclerosis Society’s Ambassador of the Year award in 2000.