How Silly Can You Get? The 'Top Secret' References That Make The Movie

By Erik Childress | Film | June 27, 2024 |

By Erik Childress | Film | June 27, 2024 |

For too long, Top Secret has been considered the black sheep of the ZAZ catalog. ZAZ being David Zucker, Jim Abrahams and Jerry Zucker, the minds behind Airplane! and the Naked Gun and Hot Shots films. In other words, a list of the best parody films of all-time up there with Mel Brooks’ Blazing Saddles and Young Frankenstein. Wedged in-between was their musical WWII spoof starring Val Kilmer in his big screen debut. Often foolishly referred to as “a bomb” released in 1984, a year populated with big budget losers such as The Cotton Club, Dune and Supergirl. The film was more of a disappointment coming off the big success of Airplane four years earlier, finishing 19th at the summer box office (from Memorial Day-to-Labor Day) behind such revered comedy masterpieces such as Cannonball Run II and Rhinestone.

Among the reasons suggested for its lesser receipts was that audiences were uncertain as to what exactly was being parodied. Westerns, Frankenstein and disaster films had seeped into the lexicon while old black-and-white spy films and Elvis musicals thrown into a blender seemingly confused audiences into where they should be aiming their laughter. There was certainly plenty of jokes that this nine-year-old got in the theater despite having seen anything beyond the obvious riffs of The Wizard of Oz, Jaws, E.T. and Pac-Man. By now it has been burned into many Airplane! fans that it was structured off a mostly forgotten 1957 film, Zero Hour, based on a play by Arthur Hailey whose novel, Airport, would be the inspiration that kicked off cinema’s disaster era of the 1970s. Zero Hour had Ted Stryker, fish poisoning, an autopilot, little Joey and a haunted war record. But what did Top Secret have? Specifically, there is mention of an obscure 1944 WWII film called The Conspirators with Hedy (not Hedley) Lamarr and Paul Henreid. But there are other films of that era that are rarely mentioned from which Top Secret finds its structure if not all of its incredible laughs.

Over the years as one goes on to appreciate Top Secret further as one of the great ambassadors of this specialized genre it may start with recognizing the simpler references. As a nine-year-old I was yet to experience The Blue Lagoon but certainly laughed when “The Torch” made his re-appearance from a flashback wearing nothing but the loincloth and seashell necklace he had from his time on the island with Lucy Gutteridge’s Hilary. Later on, I would catch homages to Kilmer’s Nick Rivers jumping over fences on a motorcycle throughout the countryside like Steve McQueen in The Great Escape or discover that Omar Sharif was not the first spy to be crushed in a car at a junkyard like that poor fellow in Goldfinger. There even appeared to be some familiarity to James Stewart wrestling a gun away from a guy in a theater balcony and having him fall to his death into the crowd in Hitchcock’s 1956 version of The Man Who Knew Too Much. (Homage to greater, more serious effect in Mission: Impossible - Rogue Nation.)

Unless you are a fully observant, completist type of cinephile, Top Secret’s targets are a little further under the radar from there. Far less subtle than the trio’s “little ho(a)rse” gag is having Jeremy Kemp, playing General Streck, wearing Germany’s highest medal for valor, The Blue Max. In the 1966 WWI film of the same name, Kemp played George Peppard’s rival chasing down the honor of said medal, awarded to those who shoot down 20 enemy aircraft. Kemp is also a crucial figure playing a German spy in Blake Edwards’ Darling Lili from 1970, a film in which Julie Andrews plays a beloved music star occasionally proving a distraction from all the war plotting. In one scene the camera is focused on a phone as Kemp approaches to answer. Later shots in the film have the kind of forced perspective making a phone larger in the foreground as goofed in Top Secret. Uncertain whether the ZAZ team got the idea from it, but they also claim to have never seen From Here To Eternity before having Ted and Elaine get covered in seaweed and Julie Hagerty saying “I never knew I could be so happy” mirroring Deborah Kerr’s “I never knew it could be like this.”

Seeing is believing in one of the film’s most treasured sequences where our heroes visit a Swedish bookstore whose proprietor is played by the legendary Peter Cushing. The conceit of the scene done in a single take is that it was all filmed backwards and then played forward; a gimmick not dawned on the audience right away given the number of gags taking our attention. The first of which shows Cushing holding up a magnifying glass to his eye only to move it away to reveal an enlarged eye unfazed by the tool. Some have likened this to the poster for Sleuth with the two stars peering through magnifying glasses. (You can practically hear Michael Caine asking, “are you watching closely?” from another disguised bit of duality in Christopher Nolan’s The Prestige 34 years later.) But this clearly references a shot with Cushing from The Curse of Frankenstein 27 years earlier. Gutteridge’s hair after a wind-blown motorcycle ride at the end also resembles Elsa Lanchester’s The Bride of Frankenstein do. Just a few years earlier Cushing actually had been admitted to the hospital when an undiagnosed cancer caused his eye to swell up to three times its size.

From the eyes to the ears, you really have to pay attention during the introduction of Doctor Paul Flammond who has his own laboratory setup in the jail where the Germans have him working on a superweapon. Turn the sound way up and you will hear the bloop and blurt sounds of the equipment; the same from 1951’s The Man in the White Suit where Alec Guinness cracks the formula to create a super strong fiber that never breaks down and keeps dirt away. Michael Gough, who plays Flammond, is Guinness’ romantic rival in the film and would later reteam with Val Kilmer in another underground lab known as the Batcave in Batman Forever.

Now we go to the deepest part of the rabbit hole where Top Secret begins to find entire scenes and structure rather than moments to poke fun at. Just seven minutes into the aforementioned The Conspirators we see a blind man on the street who bellows out “SOUVENIRS!”

“You know a good pawn shop?”
“There are no good pawn shops, my friend. Pawn shop is the graveyard of dead hopes.”

Top Secret asked its own coded question.

“Do you know any good white basketball players?”
“There are no good white basketball players, my friend.”

Not long after a veiled Lamarr appears, tailed by a pair of agents. She hands a card to a man in the alley. A gun appears from the shadows shooting the man in the back causing him to promptly burn the card (not the Publishers Clearing House mailing that had to be in New York by Tuesday.) She takes refuge in the restaurant and as she sees the police looking for her sits down at the table of stranger Henreid who remarks “Oh some things are much better without explanation.” After Nick Rivers asks Hilary “Are you in some kind of trouble with the police?” she responds “Some things are much better left unsaid” though certainly offering a gross example.

Gottfried Reinhardt’s 1954 film, Betrayed, features Victor Mature as a resistance leader known as “The Scarf” (“on account of my fancy taste in neckwear.”) As things begin to go bad for the rebels, a young boy is brought into a house wounded, talking about an ambush where “they knew we were coming” planting the first seed of a traitor in their midst. A second man later comes back from a fight saying, “they were ready for us again” and a voiceover refers to a trap for their paratroopers. Top Secret’s Latrine keeps turning up wounded to provide crucial information about their own turncoat. Gable’s operative ultimately deduces that Mature’s “Scarf” is the actual traitor, motivated against the Dutch for accusing his mother of being a collaborator and shaving her head, though their confrontation does not end in an underwater saloon.

The greatest lifting for Top Secret though comes from Fritz Lang’s Cloak and Dagger (not to be confused with the Henry Thomas/Dabney Coleman that came out the same summer as Top Secret) and there can be no denying someone on script duties saw this one. The 1946 film features Gary Cooper as a physicist-turned-spy who ultimately meets to recruit an Italian scientist on the short list to help build Germany’s version of the nuclear bomb. He agrees to join with the U.S. on the condition that they rescue his daughter being held by the Germans.

DR. FLAMMOND: “They are forcing me to create a horrible weapon.”
NICK: “Can’t you refuse?”
DR. FLAMMOND: “I wish I could. But they are holding my daughter. They’ll kill her unless I complete the Polaris Mine by Sunday.”

Later in the film they are brought to a cottage where they are introduced to a few resistance fighters. Chocolate Mousse and Déjà vu are not amongst them, though one old man is introduced as Punaro. Is a stretch to consider that’s where Albert Potato was born in Top Secret or that Lilli’s Palmer sweater outfit resembles that of Hilary? The scene leads to an ambush where the cottage is surrounded by German shoulders and a big shootout commences. A grenade is thrown inside but instead of Mr. Potato smothering it with his body and watching everybody else exploded out of the house, Robert Alda’s Pinkie simply throws it back outside though an explosion does ultimately kill those that remain.

In the end, the survivors escape to rendezvous with a plane getting the scientist on board. Cooper’s Jesper then has this goodbye with Palmer’s Gina.

“Gina girl, after the war…”
GINA: “Who knows what will be then?”
“I’m coming back.”
GINA: “Things change. People change.”
“I’m coming back for you. Gina.”
GINA: “Who Knows?”
“Don’t you want me to? If you don’t say so, say it now.”
GINA: “Want? Want? More than living. Come back. Come back for me.”

The propellers roll. They kiss and he gets on the plane leaving her behind. As the plane takes off and circles through the sky, “THE END” comes over the screen.

Compare that with Top Secret’s final scene:

But what about the Elvis? Don’t worry we saved the best reference for last. One of Presley’s more obscure (and hard to find) films is Loving You from 1957. Wendell Corey is a country and western singer working for a Texas political candidate. In an early scene, Lizabeth Scott playing Corey’s manager, searches for a singer as “a hometown touch to liven things up.” A local convinces her that Elvis’ Deke Rivers is the man for her. Deke doesn’t want to but is pushed on stage where he performs “Got A Lot O’ Livin’ To Do” which ends with the song slowing down to punctuate the final line “And there’s no one who I’d rather do it with-a than you.” Val Kilmer’s Nick Rivers ends his reluctant performance of “Straighten the Rug” (to prove he is not Mel Torme) with a similar finale “And there’s nobody I’d rather straighten it with than yoooooooou!”

At a restaurant, Elvis’ Deke Rivers is recognized by a couple of young women. One of their boyfriends comes over to his table trying to get “sideburns” to sing a song for his girl and then gets rough with his manager, a country and western singer played by Wendell Corey. To quash further problems, Rivers puts a dime in the jukebox and begins singing “Mean Woman Blues” to the delight of everyone in the restaurant. The musical sequence is not as elaborate as Top Secret’s with its wall flips, floor drilling or women lassoing, and it ends with Elvis’ Rivers beating the shit out of the boyfriend to the near orgasmic delight of his girlfriend.

That is not even the best reference. While Top Secret has frequently cited Elvis movies as part of its inspiration, we have too often neglected it to mean exclusively films starring the King of Rock ‘N’ Roll. Go back to John Carpenter’s television film, Elvis, featuring his first collaboration with Kurt Russell. During his Army stretch in Germany he goes to a bar with the 14-year-old Priscilla Beaulieu (played by Russell’s future wife, Season Hubley.) The accordion player in the band on stage asks Elvis to sing with them. As Priscilla looks on we hear those immortal opening lyrics “A wop bop a loo bop a lop bam boom.” The band gets into it. He goes into the crowd and continues over to Priscilla. There is no chandelier dangling or guitar busting, but if you can grab that clip and then cue up Kilmer’s rendition in Top Secret, we can now watch Wyatt Earp and Doc Holliday on screen again singing “Tutti Frutti” together. “You’re a Daisy If You Do.”