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Top 10 Scenes Where Actors Couldn't Keep a Straight Face – Best of WatchMojo

VO: Rebecca Brayton WRITTEN BY: Danny Berger

Even for the best actors, some scenes are too ridiculous to play them straight. Join WatchMojo.com as we count down our picks for the Top 10 Scenes Where Actors Couldn’t Keep a Straight Face.

Special thanks to our users jackhammer, heidbrain and downhollowfication for suggesting this idea! https://www.WatchMojo.comsuggest/Top%2010%20Scenes%20Where%20Actors%20Couldnt%20Keep%20a%20Straight%20Face

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Script written by Danny Berger

Top 10 Scenes Where Actors Couldn't Keep a Straight Face


Even for the best actors, some scenes are too ridiculous to play them straight. Welcome to WatchMojo.com, and today we’re counting down our picks for the Top 10 Scenes Where Actors Couldn’t Keep a Straight Face.

For this list, we chose moments in which actors let loose any facial expression - from the littlest sneer to convulsive laughter – that wasn’t in the original script. We’ve selected scenes from both television and film, but excluded anything that was shot live. That means that the following incidences of character breaking were either overlooked or intentionally included in the final products.

#10: Meeting Frank the Pug

“Men in Black” (1997)
Starting off our list is a scene between two grown men and a pooch so cute you can’t help but smile. In this classic sci-fi comedy, agents K and J, played by Will Smith and Tommy Lee Jones respectively, meet Frank, an alien informant disguised as a pug. While interrogating Frank, who is in fact played by a real, trained, adorable dog named Mushu, Jones becomes self-aware, and cracks a big one. It’s a cinematic moment that proves even the most veteran actors can’t hold themselves together when they’re talking to a dog.

#9: Hotel Bellboy

“Transylvania 6-5000” (1985)
Before his sitcom tenure, Michael Richards was playing the oddest oddballs you can imagine. In this Draculankenstein farce, Richards plays Fejos, a butler whose hijinks weird out hotel guests, but crack up actors. Richards improvised parts of his role, using puppets, banana peels, and other props of his own accord to get laughs out of his on-screen associates, especially Jeff Goldblum. Things aren’t always as they seem in Transylvania – so who’s really pulling whose leg?

#8: Warming Up

“Anchorman 2: The Legend Continues” (2013)
In the first scene of Ron Burgundy’s second big-screen feature, a newscaster husband and wife team, played by Will Ferrell and Christina Applegate, practice their diction and scales before delivering the night’s top stories. Meanwhile, Ferrell takes comedy to the next level – and octave. While trying to warm up, Applegate gets helplessly distracted by Ferrell’s uproarious preparation methods and cracks a few smiles between her Oohs and Corningstones. Believe it or not, this was the most serious take they got.

#7: She Used to Fart in Her Sleep

“Good Will Hunting” (1997)
Even in dramatic roles, Robin Williams couldn’t hold himself back from seizing an opportunity for hilarious improvisation. During a short respite in this scene between Williams, playing a therapist, and Matt Damon as his stubborn patient, Williams catches Damon completely off guard with an inventive anecdote about romance and flatulence. The scene is a standout of organic and revealing laughter by two actors in modern cinema that only an actor like Robin Williams could bring about. Yes, “organic and revealing” is referring to Damon’s pig squeal.

#6: Toilet Humor
“American Pie” (1999)

High school senior Finch, played by Eddie Kaye Thomas, has a crippling fear of going number two on school grounds. His rival, Stifler, pranks him by slipping an ungodly amount of laxatives into his mochaccino. You can see where this is going. In this paragon of toilet humor, Finch spends the next few minutes soiling his own reputation, as everyone can hear his moans and groans from outside. Towards the end, Thomas slips out of character, acknowledging the scene’s absurdity, and gives us a small, knowing smirk.

#5: The Waxing

“The 40-Year-Old Virgin” (2005)
In an effort to be more attractive to the ladies, Steve Carell goes for a chest-waxing at his friends’ suggestion. For this scene, Carell volunteered to actually have his bear-chest bare-waxed, ignorant of how insanely painful it would be. By his natural reaction to scream out whatever random thought entered his mind, we can tell: it hurt a lot. His co-worker buddies, played by Paul Rudd, Seth Rogen, and Romany Malco, as well as the waxing lady, forego their directions to pity him, and instead laugh at his agony.

#4: Dr. Strangelove’s Out of Control Arm

“Dr. Strangelove or: How I Learned to Stop Worrying and Love the Bomb” (1964) There are mad scientists who can’t control their arms, and then there are actors who can’t control their expressions. During one of the funniest scenes in Stanley Kubrick’s Cold War satire, former Nazi scientist Dr. Strangelove, played by a brilliant Peter Sellers, struggles to manage a right arm that still compulsively “heils” his Fuhrer. Standing right behind him is Peter Bull, who drops a nice, big grin, as Seller’s farcical performance might cause anyone to do.

#3: Killing Younglings
“Star Wars Episode III: Revenge of the Sith” (2005)

In any given film, not every written line is perfect. That rule goes for “Episode III” of the “Star Wars” trilogy, in which Anakin Skywalker breaks bad and becomes Darth Vader. Ewan McGregor, who plays Anakin’s once mentor, Obi-Wan Kenobi, gets the honor of delivering one such imperfect line, informing Padme of Anakin’s descent into darkness. McGregor takes a moment to finish the awkward, melodramatic line, and covers his mouth as if to keep from smiling. Hey, whatever gets us to the next fight scene.

#2: Ross Plays the Bagpipes

“Friends” (1994-2004)
David Schwimmer is known for some hilarious antics as Ross on the sitcom, “Friends.” In this classic bit, he whips out his bagpipe and plays his best rendition of “Celebration.” Schwimmer’s novice playing is supposed to make his friends uncomfortable, but as Lisa Kudrow joins him with what she believes are the lyrics, Jennifer Aniston gives up and hides her amusement behind her hands. As shown by the outtakes, it was a miracle to get any of the Friends to keep a straight face in this scene.

Before we unveil our top pick, here are a few honorable mentions:
- Jonah Hill Trolls Jon Bernthal
“The Wolf of Wall Street” (2013)
- Dorothy Cowers Behind Toto
“The Wizard of Oz” (1939)
- Around the Campfire
“Easy Rider” (1969)
- How About a Leg?
“Scary Movie 2” (2001)

#1: Lineup

“The Usual Suspects” (1995)
Coming in at the top spot are five criminals having a blast in police custody. In this classic crime mystery, the “usual suspects” are lined up and asked to read a line, then crack up at Stephen Baldwin and Benicio del Toro’s mocking interpretations, and especially del Toro's uncontrollable bout of flatulence. Scripted as a serious scene, director Bryan Singer spent a whole day filming the lineup, becoming frustrated when the actors continually lost self-control. Eventually, he scrapped his original plan and used the funniest takes instead. We couldn’t be happier that he did.
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