When I ask Jim Abrahams and David Zucker what it was like to make a movie—in this case, the 1980 comedy Airplane!—with three directors (David’s brother, Jerry, being the third), I seem to have caught them flat-footed.

“Normally, when someone asks that, we all start to talk at once, and we totally missed it,” Abrahams says.

Then David asks, “Are you going to edit this?”

Assured that I would, David has me ask the question again, and this time—take two—the pair begin speaking over one another. It’s a bit they’ve clearly perfected over the years, but even though I knew it was coming, it still gets a big laugh out of me. As their new book, Surely You Can’t Be Serious: The True Story of Airplane!, makes clear, Zucker, Abrahams, and Zucker live by one principle above all: Squeeze in a joke whenever, and wherever, you can.

The book tells the story of three kids who fulfilled their dream of becoming professional smart-asses, inspiring such future professional smart-asses as Bill Hader, Adam McKay, and Sarah Silverman—and winning the esteem of their smart-ass forebears.

In 1980: Jim Abrahams; his mother, Louise Abrahams Yaffe; Jerry Zucker; Charlotte Zucker, mother to Jerry and David; and David Zucker.

When David met Woody Allen, who was one of his idols, he recalls, “I went up to him and was ready to talk about how much I loved his movies. But he just wanted to quote lines from Airplane!

According to David Letterman, “film comedy became different” after Airplane! In fact, a writer for National Lampoon once told me that one of the magazine’s founders, Doug Kenney, who co-wrote Animal House and Caddyshack, left a screening profoundly depressed by the fear that he’d just spent 88 minutes watching American comedy pass him by. For his part, Judd Apatow believes that “if someone were to make a movie as funny as Airplane! right now, it would make a billion dollars.”

Abrahams first met the Zucker brothers in suburban Milwaukee, where their fathers were partners in a real-estate business. The families got together often, with Jim, David, and Jerry playing table tennis in the basement. There, the boys cultivated a shared sense of self-deprecating Midwestern humor.

“We’re all from Milwaukee,” David says. “We knew we weren’t hot stuff. We weren’t L.A., or New York, or even Chicago hot. So we found it very natural to laugh at ourselves, and we shared this common point of view.”

Zucker, Abrahams, and Zucker live by one principle above all: Squeeze in a joke whenever, and wherever, you can.

All three went to the University of Wisconsin. David majored in film, then worked in construction for his father, while his brother, Jerry, was studying to become a teacher, and Jim, an English major, was working as an investigator for a Milwaukee law firm. Their respective parents just wanted them to be happy, Abrahams says, “which meant either being a happy doctor or a happy lawyer.”

In 1970, the Zucker brothers’ father borrowed a camera from a friend with the thought that maybe David could shoot some industrial videos. Instead, the trio produced a combination of live sketch comedy and videotaped spoofs they called Kentucky Fried Theater.

Their inaugural performance got off to a bumpy start when it turned out their landlord didn’t have the proper permits, and they were forced to open the show at the University of Wisconsin student union instead.

“We knew we weren’t hot stuff. We weren’t L.A., or New York, or even Chicago hot. So we found it very natural to laugh at ourselves.”

Then a friend with an infectious laugh, whom they’d invited in as a ringer, showed up high on acid and proceeded to lie on the floor, screaming, “OH MY GOD!!! OH MY GOD!!!,” until he was removed. Oh, and the video projector broke as well.

The in-flight meal that sets the plot in motion.

They nonetheless received a positive review in the student newspaper. Thus encouraged, they moved the show to a local bookstore, where it took on a life of its own.

“Seeing Kentucky Fried Theater at the University of Wisconsin made me think, ‘I could do this,’” Willem Dafoe said. “It had a huge impact on me.”

Next, they decided to move the show to Los Angeles, where they set up in an abandoned drug-rehabilitation facility that, according to Abrahams, “looked exactly what you think an abandoned drug rehab would look like and smelled very much what you think a condemned drug-rehab center would smell like.” But they couldn’t beat the price.

With David’s construction experience and the belief that they could make it work no matter what, they turned the rehab into a venue with a living space upstairs and established Kentucky Fried Theater on Pico Boulevard, where it quickly gained a following that included John Landis, who directed their 1977 sketch-based film, The Kentucky Fried Movie.

The trio had started recording late-night-television programming to get ideas, which is how they discovered Zero Hour!, a 1957 melodrama about a World War II pilot with PTSD who must land a passenger plane when the pilot gets food poisoning. If it sounds familiar, that’s because it’s essentially the plot of Airplane!

Lorna Patterson (as Randy), Joyce Bulifant (as Mrs. Davis), and Jill Whelan (as Lisa Davis).

With no knowledge of character arcs or three-act structure, they began writing their own script, which followed Zero Hour! closely, borrowing not just its premise and the exclamation point in its title but even the line “We need to find someone back there who not only can fly this plane, but who didn’t have fish for dinner!”

In the book, Abrahams recalls hearing that line for the first time, comparing the experience to “how Jonas Salk must have felt when he discovered his polio vaccine.”

Zucker, Abrahams, and Zucker weren’t just inspired by Zero Hour! They actually bought the rights to it. In that sense, Airplane! is a remake—one that managed to be even funnier than the unintentionally hilarious original.

At first, Peter Graves (Captain Clarence Oveur) thought the script was in such poor taste that he threw it across the room. Lloyd Bridges (Steve McCroskey) and Leslie Nielsen (Dr. Rumack) were more easily persuaded.

Airplane! gave Nielsen, seen here assuring the passengers that there is nothing to worry about, a second career as a comedic leading man.

The actors were told to perform as if they were in a serious film rather than a comedy. Robert Stack (Captain Rex Kramer) took to it naturally. Nielsen needed a bit of warming up but caught on quickly. Bridges had his big aha moment when Robert Stack explained to him that no one would be paying attention to their performances while watermelons and spears were flying around in the background.

Turned down at studio after studio, they had another stroke of good fortune when Paramount chairman Michael Eisner had dinner with a friend whose wife, a freelance script reader, thought Airplane! was the only good script she’d read in months. Eisner immediately went to a pay phone, called vice president of production Don Simpson, and told him that he wanted him to option it by the time he arrived at work the following morning.

Howard W. Koch, veteran producer of The Manchurian Candidate, among other films, was put in charge of the production, during which he largely let the three directors do what they wanted to do (all three of them directing being a good example). Together, they created a blockbuster film that spawned a new genre and gave Leslie Nielsen, up to that point a straight actor in science-fiction and disaster movies, a second career as a comedic leading man.

Zucker, Abrahams, and Zucker went on to make films such as Top Secret!, Ruthless People, two Scary Movie sequels, and the Naked Gun series, where, just as they’d done with Kareem Abdul-Jabbar in Airplane!, they chose to cast a star athlete.

Of O. J. Simpson, David says, “Although he actually improved with each film, his acting remained a lot like his murdering—he got away with it, but nobody really believed him.”

Josh Karp is the author of A Futile and Stupid Gesture: How Doug Kenney and National Lampoon Changed Comedy Forever