Late Show with David Letterman Season 10, Episode 40: Kelly Ripa, Emmitt Smith, Missy Elliott

Amanda Peet, Tom Dreesen

Dave mentions that a street is being named after Paul in his hometown of Thunder Bay, Ontario. Later, Dave plays ""How Many Guys in Alien Suits Can Fit Into a Coffee Shop?""

Jeff Goldblum, George Miller

Dave shows a promo for Al Jazzera's new show ""Afghani Idol;"" Dave calls Paul a half-wit, then apologizes several times; George Miller comments on frozen cryogenics and asks, ""What if the person froze to death?""

Drea de Matteo, Sarah Vowell, The Doves

Steph/Monty is on the roof with binoculars, looking for Bon Jovi performing in Times Square. Later, another one of Dave's assistants applies sunscreen on our weary voyeur.

Peter Jennings, John Witherspoon

During CBS Mailbag, a viewer asks how Biff chose where to go during his summer tour. Biff responds by thanking ""Rand"" and ""McNally,"" who turn out to be a couple of much younger women that he's sleeping with.

John McEnroe, Piper Perabo, Queens of the Stone Age

Dave shows a (supposed) clip from the hit movie ""SwimFan,"" then chats with Stephanie about the US Open.

Jennifer Esposito, Marianne Faithful

Dave introduces the man that supposedly punched David Wells; Rupert's Paul Shaffer sandwich beats Europa Cafe's basil chicken sandwich in a taste contest; ""Dr."" Bill DeLace addresses the West Nile Virus.

Bill Clinton, Nanci Griffith

Dave reflects on a certain one-year anniversary, then chats with his former monologue punching bag, President Bill Clinton.

Regis Philbin, Linda Thompson

Dave announces the show can no longer be seen in Mexico City; Dave introduces Network Time Killers such as ""Korean Soap Opera Clip of the Night"" and ""Anton Fig's Beret of Mystery""; a dry wall joint sealer is tonight's mystery gadget on ""What the Hell Is It?""

Megan Mullally, Rich Hall

Dave announces that any cell phones that go off during the taping will be smashed with a hammer; ""Dr. Phil"" (Gerard) tells Dave that he's deeply insane; Rich Hall comments on ""Hollywood's Nicest Couple.""

Bruce Willis, Eve

After watching Oprah win the Bob Hope Award at last night's Emmys; Dave demands to win it in 2003; Dave gives Barbara Gaines a kiss for her heartfelt speech at last night's ceremony (five-peat!); Biff visits the set of ""CSI: Miami.""

Jack Hanna, Tom Cavanagh, Civil War Reenactment

In observance of an incedent that occured at a White Sox-Royals game the previous week, two shirtless drunks beat the crap out of Alan. Later, a Civil War battle is awkwardly recreated on 53rd Street.

Reese Witherspoon, Juan Pablo Montoya, India.Arie

During the annual ""New for Fall"" segment, Alan's hair changes color. Later in the same segment, he is beaten up by Harvey Keitel.

Rose McGowan, Phillipe Petit

Artiste Phillipe Petit walks on a metal cable 12 stories up and 120 feet long across Broadway.

Lauren Graham, Colin Quinn

Dave announces that he has ""nitrogen narcosis."" Later, during CBS Mailbag, Harold Larkin recalls his harrowing experience of being stuck in an elevator for three hours... with Regis!

Patricia Heaton, Murray Walker

Dave hollers about being the only person in the entire building who wasn't invited to a staff fondue party for Mary Barclay; billards champ Jeanette ""Black Widow"" Lee does a few trick shots; Patricia Heaton and Murray Walker promote their autobiographies.

David Schwimmer, Avril Lavigne

Dave reminds the nation that he still definitely wants I-465 (the interstate around Indianapolis) named David Letterman Expressway, then announces that tomorrow he plans to offer the mayor of Indianapolis an enormous bribe to get the wheels turning. Later, Avril Lavigne sings ""SK8ER BOI.""

Anthony LaPaglia, Effie Nielson, Clinic

Biff celebrates his 56th birthday in grand style; Dave kills a bug on his desk; Dave chats with a nonogenarian weightlifter.

Edward Norton, John Mayer

Dave contacts Indianapolis mayor Bart Peterson's office via telephone, and his assistant tells him that renaming the I-465 is a possibility. Later, John Mayer sang ""Your Body is a Wonderland.""

David Arquette, Todd Lynn

Dave says he is feeling ""bilious,"" and that he will be going to an anger management course in Pennsylvania this weekend; during CBS Mailbag, Kenny professes his love to Pat on an episode of ""Trading Spaces""; Jimmy Fallon offers Paul a cape for his weekly breakdown.

Jennifer Love Hewitt, Tom Petty and The Heartbreakers

53rd Street is the stage for the Purina® Dog Chow diving competition; Dave has choice words for Don Hewitt, who disliked a ""60 Minutes"" joke from last friday's show; Dave shows ""Rejected FDA Items"" such as Elmer's® glue with ten essential vitamins and minerals, ""Goat-umms®,"" and Tums® Spicy Jalapeño; Steph/Monty takes a plunge into the doggie water.

John McCain, David Sedaris

A recurring joke for the night (which involved an ice ball called Quaoar) is botched when Harold Larkin disappears; Senator John McCain plugs his new book ""Worth the Fighting For""; David Sedaris stands at a little podium and reads one of his hilarious essays.

Charles Barkley, Franco Zeffirelli, Nitty Gritty Dirt Band

Tonight's desk time begins with trouble. A housefly is buzzing Dave, then lands on a guest chair. Dave takes a swat at it and declares ""Late Show"" a no-fly zone. Later, George Clarke is caught consuming glue.

Michelle Pfeiffer, Bon Jovi

America's fastest-growing whoop-tee-do, ""Stump the Band,"" has the CBS Orchestra so excited that Paul is doing his horrible Carnac impression again. Later, Michelle Pheiffer promotes ""White Oleander.""

Johnny Knoxville, Ron White

During CBS Mailbag, someone asks ""Who is the smartest person on the Late Show staff?"" Dave points out that Late Show Film Coordinator Rick ""Shecky"" Scheckman is very well-read. George Clarke interrupts to make his case, but Dave isn't buying it. Shortly afterwards, George picks up an armload of library books, then drops them from a window onto Shecky on the street. Shecky kicks the bucket.

Debra Messing, Pink

Dave shows a newspaper ad from Indy for the Dancers Showclub, instructing guests to take 12B off the ""Dave Letterman Expressway."" He thanks them by promoting the nudie club near the end of the show. Also, Pink sings ""Family Portrait.""

Thandie Newton, Faith Hill

Dave announces he's been named the 17th-most-powerful person in show business; Don Rickles' torso is the supposed mystery scan on the ""Late Show Celebrity X-Ray Challenge""; Faith Hill discusses her five-year-old daughter's love of Aerosmith.

Rudolph Giuliani, Naomi Watts

Dave walks around during the monologue; Sam Moore (of Sam & Dave fame) sits in; a giant rat flies over New York City; Naomi Watts promotes ‘The Ring.""

Samuel L. Jackson, Santana & Michelle Branch

According to Dave, scientists have discovered a massive black hole at the center of our Milky Way galaxy. Head carpenter Harold Larkin is good enough to open the side stage door so we can have a look. The black hole sucks Harold's pants off. Later, Alan professes his love for the Anaheim Angels' Rally Monkey.

P. Diddy, Eddie Brill

During CBS Mailbag, George Clarke receives a mint-flavored flu shot, and we learn where the blue index cards go after each show (the furnace). Later, Late Show warm-up comedian Eddie Brill does standup.

Bonnie Hunt, Christina Aquilera

Steph/Monty asks ""Survivor 5"" loser Robb Zbacnik two very interrogating questions: 1. ""How did you find the weather in Thailand?"" 2. ""Did you see or touch any monkeys?"" Also, Anaheim Angels pitcher Scott Spiezio presents the Top Ten via satellite, Bonnie Hunt surprises Dave by wearing glasses during her interview; Christina Aguilera sings ""Beautiful.""

Salma Hayek, Tori Amos

Intuitive Deborah Lynn ready for another dismal failure in ""Psychic Sandwich""; Dave looks at a Cooking Light magazine for some unexplained reason; Salma Hayek promotes ""Frida.""

Warren Zevon

It's a somber and bittersweet night as Dave brings out longtime friend Warren Zevon as his only guest. Zevon was recently diagnosed with terminal cancer, and the second half of the episode is just him performing. -- heystu

Jerry Seinfeld, Foo Fighters

Amongst this year's ""New Halloween Costumes:"" Dr. Phil, a ""Marlboro Grocery Check-Out order divider,"" and a trio of Saddam Hussein doubles. Plus, ten drill instructors present the Top Ten, Jerry Seinfeld comments on terrorism, and Foo Fighters perform ""All My Life.""

Don Rickles, Jim Gaffigan

During CBS Mailbag, George Clarke explains why breakfast is the most important meal of the day, while Dave has an exclusive interview with ""Lizzie Grubman"" (actually Gerard Mulligan). Later, Dave welcomes his old buddy Don Rickles.

Stupid Human Tricks, Sean Hayes, Willie Nelson & Ryan Adams

During ""Stupid Human Tricks,"" a couple from Chicago switches underwear with each other without taking off their clothes; former Mets manager Bobby Valentine presents the Top Ten; Sean Hayes of ""Will & Grace"" fame plugs the TV biopic ""Martin & Lewis.""

Julianne Moore, Grant Paulsen, Blind Boys of Alabama

Dave shows (bogus) footage of Bill Clinton accepting the nomination for a third term in office; Julianne Moore plugs ""Far From Heaven""; 14-year-old sports journalist Grant Paulson gives his two cents about current events.

Kid Inventors, Tom Brokaw, The Wallflowers

Dave accuses Indianapolis mayor Bart Peterson of letting the expressway thing go through, and then makes an ultimatum. Later, a ""Kid Inventor"" from Tampa demonstrates her ""Easy Fill Garbage Bag System.""

Brittany Murphy, Al Lubel

During Mailbag, James Jackson ""Biff"" Henderson ""answers"" a question about his name by standing around with the Hi-Ho girls; Dave points out that this his 1900th episode on CBS, give or take a special; legendary TV director and fashion model Hal Gurnee brings Paul his cape.

Robin Williams, Emily Proctor

Steph/Monty analyzes the recent election; Robin Williams promotes his ""Live on Broadway"" CD; ten astronauts present the Top Ten.

Barbara Walters, Joe Pantoliano

Mark Knopfler of Dire Straits sits in; Joe Pantoliano plugs his new book; amongst the potential bestsellers coming out this Christmas: More Advice I Pulled Out of My Ass by Dr. Phil.

Maggie Gyllenhaal, Pearl Jam

During a timeline of a day in the life of Saddam Hussein, we learn that Iraqi People Weekly has named him ""Sexiest Man Alive"" for the tenth straight year. Also, Pat and Kenny read another Oprah transcript, this time with Kenny playing an overexcited Goldie Hawn.

Al Gore, Pearl Jam

CBS Mailbag: A viewer asks, ""How would New York City be different if you were mayor?"" We then go outside to where two police officers are cracking down on a parking violator. His punishment? He has to sit in the Late Show audience.

Kevin James, matchbox 20

The entire audience for tonight's show is from Schoharie, New York. In honor of his generosity, the street that goes to the local sewer plant has been renamed ""David Letterman Lane."" Also, ""Biff Henderson's America"" visits Schoharie, the mayor of the village presents the Top Ten, and matchbox twenty performs ""Disease.""

Shania Twain, Cristiano da Matta

Dave asks Harold Larkin if he watched the Lenoid Meteor Shower last night. He then opens the exit next to the stage, where, with the magic of green-screen, the moon explodes. Also, Shania Twain sings ""I'm Gonna Getcha Good!""

Adam Sandler, Pussycat Dolls

Adam Sandler expresses a desire to hang out with Dave. Also, the Pussycat Dolls burlesque troupe performs with special guest Carmen Electra.

Ice Cube, Cast of Hairspray

Dave points out that a doctor in England recently did an autopsy for a paying audience. Cut to George Clarke, in the boiler room, who by coincidence is also conducting an autopsy... on a chicken. George is unable to determine the cause of death, but the corpse sure is tasty!

Harry Connick Jr., Larry Miller

During Mailbag, a viewer asks if Biff ever takes off his headset. Dave spins the query by asking what he listens to on those things. Biff then removes the headset and puts it up to the boom microphone. We can hear the opening theme and intro of Jay Leno's show. Biff quickly adds, ""I only listen to the monologue.""

Stupid Pet Tricks, Lisa Kudrow, Audioslave

Lisa Kudrow promotes ""Analyze That"" while Audioslave brings the house down (almost literally) with a scorching rendition of ""Cochise.""

George Clooney, Jack Hanna

Production staff member Eddie Valk tries to answer the question, ""Can a Guy in a Turkey Suit Hail a Cab?"" Apparently not. Later, Steph/Monty grills George Clooney about his nude scene in the film ""Solaris.""

Ray Romano, Jurassic 5

Dave rants about a false alarm on a New York City blizzard; amongst the potential bestselling gifts for Christmas is a futuristic clock that tells the time one hour in the future; Bill DeLace presents ""Top Ten Things You Don't Want to Hear in a Supermarket.""

Amy Sedaris, The Strokes

For Thanksgiving, Marv Albert sits at Dorothy's kitchen table, eagerly anticipating one of her world-famous pies. Also, The Strokes perform ""Someday.""

Liza Minnelli, Jann Karam

During Mailbag, Dave mentions that he's been a very good boy this year and that he wants a John Deere riding mower for Christmas. Also, comedian Jann Karam talks about her boyfriend.

Jennifer Lopez, Sum 41

A giant rat knocks over the Christmas tree in Rockefeller Center; during ""Stephanie Birkett, Official Pollster,"" Dave's assistant asks a man on the street if Rudolph the Red-Nosed Reindeer is gay; Sum 41 performs ""Still Waiting.""

Jason Alexander, Ryan Adams

Nia Vardalos, Barry Sonnenfeld

Throughout the night, Biff attempts to build an IKEA bookshelf in the theater lobby. Despite using only the Swedish instructions and claiming ""I can't build s***,"" the bookshelf is completed by the end of the show.

Allison Janney, Martin Scorsese

During ""KYCE,"" a cop attempts to punch Dave; Allison Janney plugs ""The Hours.""

Natasha Richardson, Mike Birbiglia, David Gray

Dave waxes philosophy: ""I believe there isn't a man, woman, or child who doesn't enjoy a lovely beverage."" Also, comedian Mike Birbiglia makes his network television debut.

Catherine Zeta-Jones, Coldplay

Dave repeatedly shows a ""60 Minutes"" clip showcasing Lesley Stahl's unique facial movements; as they do every year, Rupert, Joe G, Mujibur, and Sirajul decorate the Late Show Christmas Tree; Coldplay performs ""In My Place""; the giant meatball on the tree falls apart.

Drew Barrymore, Rod Stewart

Osama and his half-awake sidekick sing ""We Wish You a Merry Christmas."" Also, Dave ponders, ""How Many Guys In Santa Suits Can Fit Into a Coffee Shop?"" By the end of the show, there are 19 Santas with beards, 5 without facial hair, and one guy dressed up as Superman standing in the shop.

Denzel Washington, Daniel Bouloud

Greg Adams of The Tower of Power horn section sits in; Osama and his sidekick sing Christmas carols; Dave reads Daniel Boloud's cookbook.

Tom Hanks, Phish

George Clarke takes a bath in the ""Will It Float?"" tank; the sixteen stars of ""Survivor: Thailand"" present the Top Ten; Phish performs ""All of These Dreams.""

Liv Tyler, Jay Thomas, Darlene Love

Osama Bin Laden wishes Dave a merry christmas via video greeting card; Gerard Mulligan has something to say to Al Gore during ""CBS Mailbag;"" an annual tradition continues as Jay Thomas tries to knock the meatball of the Late Show Christmas Tree.

Ashton Kutcher, Jason Kidd

During ""Is This Anything?,"" a man swallows a neon light sword. Dave and Paul agree that this is something, but only because of the danger involved.

Isabella Rossellini, Mort Sahl

Michael Caine, George Foreman

Dave shows a copy of George Foreman's new book, followed by a ""Michael Caine Grill""; Stephanie dances like her unnamed ex-boyfriend to the band playing Rod Stewart's ""Do You Think I'm Sexy?""; Michael Caine promotes The Quiet American.

Richard Gere, Chris Elliott

Dave discusses his experiences with shampooing over the years, and announces that earlier today he inadvertently conditioned before shampooing. Lo and behold, there's absolutely no difference! Also, Chris Elliott makes his twentieth-odd triumphant return to the Late Show.

Merv Griffin, Interpol

The shirtless father and son from that White Sox-Royals game in 2002 are elected into the Baseball Hall of Fame; Merv Griffin promotes his autobiography; Interpol performs ""PDA.""

Renee Zellweger, Chuck Barris

Ten members of the 82nd Airborne Division based in Afghanistan present the Top Ten. The soldier who presents #6 proposes to his girlfriend, who accepts via telephone. Also, today's ""Late Show Fun Fact"" reveals that Wink Martindale once beat a ""Tic-Tac-Dough"" contestant with his bare hands.

Andy Richter, Rich Hall

Mailbag: Dave shows an ad for the mother of all reality shows, ""Bachelorette Millionaire Boat Survivor Race Factor Idol."" He also tries to make sense out of ""Rael"" (Gerard), a Quebecois cult leader who supposedly cloned the first human earlier this week. After revealing the first cloned baby is really a dog, he rebounds with ""Rael's Pigskin Pick of the Week.""

Jimmy Kimmel, Simon Baker

Dave talks football, while Jimmy Kimmel promotes his upcoming talk show on ABC.

Claire Danes, Bob Sarlatte

Dave announces that today is the 3rd anniversary of his quintuple bypass, and upon mentioning this, Regis interrupts the jokes to give Dave a quick check-up. ""You're screwed,"" Regis proclaims. Throughout the night, Dave reflects on the bypass, claiming he ran five miles six weeks after the bypass. Near the end of the show, Dave tells former announcer Bob Sarlette that his cholesterol is a healthy 46.

Sandra Bullock, Marv Albert

Dave shows a bogus eulogy by the network commemorating yesterday's big anniversary; Sandra Bullock promotes Two Weeks Notice; Dave asks Biff to check the weather outside, and watches as several penguins waddle through Broadway.

George Clooney, Soundtrack of Our Lives

CBS won't stop airing their 30-second eulogy to the ""late, great"" Dave; Dave shows a promo for the upcoming Survivor: Jihad, then wishes a happy birthday to an audience member.

Joan Rivers, Kathleen Edwards

Mailbag: ""Who do you consider to be your best friend from the Late Show?"" Paul responds to this question by performing an original song dedicated to his best friend in the whole wide world, the man who changed his life for the better for the last twenty-one years, boom operator Al Norwood.

Simon Cowell, Topher Grace, Vienna Teng

Osama praises ""Kangaroo Jack"" for his contempt for the infidels; Steph/Monty reviews the aforementioned movie, then makes a daring Super Bowl prediction (Bucs by 26!); ""Dwight the Troubled Teen"" (an Asian woman) vividly expresses his hatred of Alan.

Regis Philbin, John C. Reilly

It's so cold outside, Alan's hair has turned a light shade of blue, but it turns out to be a Clairol® mishap. Also, Dave bids farewell to longtime comic foils Mujibur and Sirajul by giving them a Hoover Steamvac vacuum cleaner, and Regis talks football.

Tina Fey, Jonathan Ames, Johnny Marr & The Healers

Alan's hair has now turned green; Paul tries to spin a ball on a parasol like the lady who appeared in tonight's ""Is This Anything?"", but fails miserably; Tina Fey promotes the Saturday Night Live (Super Bowl) Halftime Special.

Ellen DeGeneres, Zwan

In a new, experimental segment, reporter Penny Crone contributes a ""Local News Update of the Night""; Dave admits that his friends are getting sick of ""Is This Anything?"", but he keeps on doing it anyway; Zwan performs ""Honestly.""

Bonnie Hunt, John Witherspoon

Mailbag: George Clarke has learned to speak Italian: ""Imgana cuccia nutsoff."" Also, fertile make-up maven Michele O'Callaghan provides a cape for Paul's Friday night breakdown.

Show #1944Kate Hudson, Jack Hanna

Dave congratulates Frank Comito upon the birth of his daughter; Biff reports from Super Bowl XXXVII; a capybara (a large rat) sits on Kate Hudson's head and eats a banana, with due thanks to Jack Hanna.

Matthew McConaughey, John Gruden, The Roots

Kelsey Grammer, Michael Tong, B.B. King and Shemeika Copeland

Upon showing off a fake invitation to Colin Powell's address to the United Nations, Dave starts singing a Paul Anka song; Alan hits on the wife of Hans Blix, and then later learns that he has just been fired and replaced.

Stupid Pet Tricks, Tom Brokaw, The Pretenders

Brendan Fraser, Kids in The Hall, Bonnie Raitt, Keb' Mo, Kim Wilson

During Mailbag, Dave shows a clip from the upcoming CBS drama ""CSI: Lancaster, PA""; the Kids in the Hall comedy troupe performs a skit about women's problems; Paul's Friday-night homage to James Brown is returned as the Godfather of Soul delivers his cape.

Matthew Broderick, Tony Bennett & k.d. Lang

Alan is dressed as Saddam Hussein, claiming he's just trying to do his part; throughout the night, show dogs from the Westminster Kennel Club Dog Show walk around the theater; Pat Farmer drinks paint; at the end of the show, Kenny Sheehan sneaks in disguised as a beagle.

Amy Brennamen, Nate Erwin, Vince Gill

Throughout the night, Steph/Monty shops at 21 on 52nd Street.

Queen Latifah, Colin Quinn, Lou Reed

Kid Scientists, Kurt Russell

Steph/Monty is dressed in a kimono for ""Know Your Current Events""; Dave mentions that Dr. Phil will be on Monday, and he plans to open up a serious can of whoop-ass; Homer Simpson (voiced by Dan Castellaneta) presents the Top Ten.

Kate Winslet, Dennis Regan, Rufus Wainwright

Dave talks to ""Michael Jackson"" (actually Gerard) during CBS Mailbag. Later, comedian Dennis Regan rants about marriage.

Dr. Phil, Beck

Throughout the night, Steph/Monty measures the accumulated snowfall on the roof of the theater; Daytona 500 champion Michael Waltrip presents the Top Ten; Dr. Phil makes his first-ever appearance on the Late Show, and it appears that he can take a joke; Beck performs ""Lost Cause.""

Vince Vaughn, Sarah Vowel, Beck

A guy whose flight from LaGuardia to Atlanta was delayed by snow sits in with the band; Mayor Bloomberg presents the Top Ten; Alan wants Dwight the Troubled Teen to shovel snow.

Kevin Spacey, Reggie Miller

Amongst the ""New Catalogs"": Crate & Barrel (with new barrel-sized crates), Starbucks Coffee by Mail, and something called ""International Monkey."" Also, Kevin Spacey does impressions of Elton John and Johnny Carson, while Alan threatens the sound engineer after a (supposed) gaffe on last night's show.

Champion Turkey Callers, Marg Helgenberger, The Flaming Lips

In honor of tonight's Turkey Calling Champions, Dave has a swig of Wild Turkey bourbon; ""Biff Henderson's America"" makes a stop in Palomar Mountain, California, where he stands out on a ledge yelling out names of 50's-era wrestlers for an echo; The Flaming Lips perform ""Do You Realize?""

Jeff Daniels, Lynne Cox, Steven Wright

Solomon Burke sits in; during Mailbag, Dave points out that a nudist-friendly Kinko's has opened nearby, while ""police chief"" Bill DeLace complains that Dave and Harold Larkin have run the bleeding-neck gag into the ground; Dave chats with Lynne Cox, who swam a mile to Antarctica in near-freezing water.

Steve Martin, Foo Fighters

Dave mentions that Paul and Alan were involved with last night's Grammy Awards; Rupert asks ""non-surviving Survivor"" Janet Koth if there was any hanky-panky in the Amazon (but of course); Steve Martin shows (bogus) clips of some of his less memorable appearances on the Late Show, including dangling a baby off a third-floor balcony.

Stupid Human Tricks, Sharon Osborne, Norah Jones

Dave mentions that he woke up this morning with a swollen eye, then hypothesizes that it's either an irritation, infection or inflammation; during ""Stupid Human Tricks,"" a man juggles and removes his shirt at the same time; Norah Jones is presented with a Grammy© made out of lunch meat.

Bruce Willis, Dan Rather, Carmen Electra, Brian Kiley

Dave's worsening eye infection puts him on the bench indefinitely, so scheduled guest Bruce Willis fills in for Daddy. Amongst tonight's highlights: Bruno and George Clarke duct tape plastic sheets on the backdrop; the ""Lean Mean EZ CD Opening Machine"" (a sledge hammer) is demonstrated; Paul interviews Bruce, then Bruce sits in with the band on harmonica; John Mayer performs ""Why Georgia.""

John McEnroe, Tom Arnold, Eric Ripert, Todd Barry, Jason Mras

Tennis great John McEnroe fills in for Dave, whose condition has not improved; Fred Schnieder of The B-52's fills in for Paul, whom, according to Bones Malone, has an appointment with Dr. Phil; John and Tom Arnold help Eric Ripert make Black Pepper and Cognac Shrimp.

Regis Philbin, Charles Grodin, Susan Lucci, Greg Giraldo, Kathleen Edwards

Regis fills in for Dave, who has now been diagnosed with shingles; Greg Giraldo does stand-up; Kathleen Edwards sings ""Hockey Skates.""

Whoopi Goldberg, Jessica Lange, Dave Chappelle, Andy Vistola, Ben Harper

Whoopi Goldberg (a former talk-show host in her own right) is the latest to fill in for Dave during his extended bout with shingles. She starts the monologue by announcing that ""tonight's show is in color,"" and then points out that the CBS Orchestra was once again the house band of last weekend's Rock n' Roll Hall of Fame induction ceremony. Also, comedian Andy Vastola makes his network television debut.

Vince Vaughn, Rosie Perez, Geri Halliwell, Dwayne Kennedy, Paul Simon

Guest host Vince Vaughn charms the audience and hits on Rosie Perez.

Elvis Costello, Kim Cattrell, Eddie Izzard, Mitch Hedberg

Will Ferrell, Chris Rock, Crispin Glover, Jake Johannsen, American Hi-Fi

Will Ferrell joins fellow ""Old School"" star Vince Vaughn as a guest host on Letterman. In his monolouge, Will does his famous George W. Bush impression and serenades the absent host with his version of Kenny Rogers' ""Lady."" Later on, the up and coming rock band The American Hi-Fi performs their hit ""The Art of Losing.""

Megan Mullally, Molly Shannon, Isaac Mizrahi, Bonnie McFarlane

Will & Grace star Megan Mullally shows a clip of her tripping as she walked onstage to accept an award at last Sunday's Screen Actors Guild awards. Later, she sings a blues number called ""Guilty.""

Brad Garrett, Cuba Gooding Jr., Julie Bowen, Reggie McFadden, Lyle Lovett

Brad Garrett of Everybody Loves Raymond fame does a very Letterman-esque, one-liner heavy monologue, then mentions a recent medical mishap where his testes broke his fall. Also, Lyle Lovett sings ""Straighten Up and Fly Right.""

Tom Dreesen, Kiefer Sutherland, Frank Gershin, Suzanne Westenhoefer, The Music

Chicago-born comedian (and old friend of Dave's) Tom Dreseen becomes the latest fill-in host for Dave. He mentions that a fan outside the theater mistook him for Regis, then goes a spiel about his daughter's love of hip-hop. Also, lesbian comedian Suzanne Westenhoefer performs.

Bonnie Hunt, Carson Daley, Eddie Griffin, Ron Beth-Israel, Fabolous

Paul Schaffer, Bob Dole, Connie Nielsen, Jeff Foxworthy, Cat Power

Paul fills in for Dave, lamenting in song about the big shoes he has to fill; Mike Smith of the Dave Clark Five fills in for Paul, who later sings the band's hit ""Because""; indie rocker Cat Power makes her network television debut, and is so camera-shy she can't seem to eye contact with the audience.

Bill Cosby, Andrew Firestone, Clark Tery, Sofia Vergara, The DA

In a bizarre running gag, Bill Cosby pretends to be so senile that a substitute cue-card boy introduces all of tonight's guests; Hilton Ruiz, Spaceman Paterson, Steve Berrios, and Andy Gonzales all sit in lieu of a temporary depleted band tonight (only Paul, Sid and Bruce bothered to show up); Sofia Vergara promotes Chasing Papi; the D4 performs ""Get Loose.""

Luke Wilson, Kelly Preston, Taye Diggs, Hilary Burton, Seether

Luke Wilson brings up a story about how he told his Old School co-stars Will Ferrell and Vince Vaughn he was hosting the Late Show. He was surprised by how unimpressed they were, as they also filled in for Dave. Later in the show, Seether performs ""Driven Under.""

Billy Crystal, Michael Barimo

Dave returns from a month-long hiatus and makes fun of his health problems. He also shows an old ""Tonight Show"" clip as a tribute to the late, great George Miller.

Colin Farrell, Rosanne Cash

""I have to be here tonight,"" Dave utters in the monologue, ""I'm out of sick days."" An ""Incredible Dog Challenge"" sponsored by Purina Dog Chow has been postponed by the weather, but that doesn't stop George Clarke from welding a metal garbage can.

Helen Hunt, Jeremy Suarez, Cory Branan

Dave shows footage of Donald Rumsfeld unintentionally flipping the bird at a press conference, and later he chats with adolescent ""Bernie Mac Show"" star Jeremy Suarez.

High-Jumping Dogs, Vin Diesel, Bo Diddley

After admitting that his medicine is making him bloated, Dave loosens his belt for all the world to see; during Biff's annual visit to Yankees Spring Training, he and Hideki Matsui recreate Abbott & Costello's ""Who's On First?"" routine; ten members of an Air Force base in Alaska present the Top Ten; Bo Diddley and the Debby Hastings Band performs ""Who Do You Love.""

Hilary Swank, Jimmie Walker

Mailbag: ""Does Alan Kalter really have a twin?"" Dave points out that he does have a brother named Rick, but Alan interrupts with a chin rub. Apparently, Big Red recently discovered he has a twin sister, Denise. After catching up on lost time at a local restaurant, Alan and Denise go to his place and make out.

Adam Sandler, The Folksmen

Dave shows a clip of Les Moonves on last night's episode of The Practice; Dave warns Steph/Monty to not ask the monkey question, but she does anyway; The Folksmen (stars of the film ""A Mighty Wind"") perform ""Old Joe's Place.""

Lisa Marie Presley, Jamie Kennedy

Dave and Paul wonder openly what to ask Lisa Marie Presley, who is on the show tonight to promote her first solo album. Later in the show, she sings ""Lights Out.""

Jane Krakowski, Jim Boeheim, Pete Yorn

Dave reminds us that his 56th birthday was on Saturday, but he claims it was really his 34th and CBS aged him; Dave tells a funny story about George Miller's memorial service; ""Hootie Johnson"" presents Dave with a green Masters jacket.

Tom Brokaw, Tom Russell & Nanci Griffith

Dave announces that the Late Show (and not CNN) has the legal rights to a screen caption that reads ""Showdown: Syria""; Tony Mendez gets scolded by Daddy for abbreviating ""Dr. Phil's Words of Wisdom"" to ""Dr. Phil's Words of W"" on a cue-card; a woman who lost her luggage at JFK Airport participates in the new Hello Deli game ""What's Your Problem?"" (and she loses).

Michael Douglas, Todd Rundgren

Dave shows footage of chaos on the streets of Baghdad that bears that striking resemblance to West Side Story; a man balancing a burning bowling ball participates in ""Is This Anything?""; Todd Rundgren performs ""Hello, It's Me"" (a song he would perform on the show again later that year).

Anthony LaPaglia, Brian Regan, The Exies

Dave congratulates cameraman Dave Dorsett on fifty years in the biz; during Mailbag, a viewer asks why Dave doesn't throw stuff off the roof anymore, resulting in a flashback where Paul and his office supplies are thrown onto 53rd Street; The Exies perform ""My Goddess.""

Ashton Kutcher, Jack Hanna

Due to today's weather, Dave raises the temperature inside the theater from 53 to 57 degrees; Dave comments on the Iraqi playing cards, then points out that Mickey Rooney is the 8 of diamonds; Jack Hanna brings two emus and an oryx (an African antelope) onstage.

Ellen DeGeneres, John Malkovich

Sam Moore sits in again; Carmen Rasmussen of ""American Idol"" presents the Top Ten; John Malkovich promotes his new clothing line.

Charlize Theron, Sue Johanson, Minus 5 with Wilco

An Iraqi Republican guard that bears more than a passing resemblance to a dazed Calvert walks by Dave right after the monologue; Dave attempts to make ""Wash it, gas it, give me the keys"" his new catchphrase; Lily Chin (the world's fastest crocheter) makes Dave half of a sweater; The Minus 5 and Wilco join together to perform ""The Town That Lost Its Groove Supply.""

Bernie Mac, Amanda Peet

Mailbag: ""Whatever happened to the bear that mauled Alan Kalter?"" According to VH1's Where Are They Now?, the bear was fired for stealing a monitor in 1999, but he rebounded and now works in middle management for Oglivy & Mather. Dave invites the bear in to take a bow, and he runs over towards Alan in a frightening pose, then backs off and walks offstage. Also, Pulitzer Prize winner Robert A. Caro presents the Top Ten.

Halle Berry, Don Rickles

Dave has Kentucky Derby announcer Dave Johnson on the phone so he can hear him say, ""…and down the stretch they come!""; the latest ""Rejected FDA Items"" include baloney playing cards; Don Rickles does stand-up.

Kelly Rippa, Good Charlotte

Prompted by an audience member's request the week before, Pat, Steph/Monty, and a new employee throw stuff off the roof throughout the show for the first time since 1998; Dave meets Christy Smith, the first disabled contestant to appear on ""Survivor"" (she's hearing-impaired).

Stupid Human Tricks, Hugh Jackson, Kelly Clarkson

Dave shows off his regular coffee mug, then a mug given to him by Dr. Phil that's almost twice that size, then the new, even larger Late Show mug; during ""Stupid Human Tricks,"" a man puts pennies up his nose with his tongue; Kelly Clarkson sings ""Miss Independent.""

David Hyde Pierce, Rube Goldberg Contest Winners, Ziggy Marley

A staffer dressed as Nightcrawler from the ""X-Men"" movies tries to hail a cab, but ends up on a rickshaw; Joe Lieberman presents the Top Ten; Ziggy Marley performs ""True to Myself.""

Megan Mullally, Marilyn Manson

During Mailbag, Biff answers yet another question about his headset by unsuccessfully attempting to seduce the author of the letter; ten celebrity moms (including Dorothy) present the Top Ten; Marilyn Manson discusses painting with watercolors and later hangs out in the green room with the mothers.

Albert Brooks, Jeffery Ross, The Libertines

Dave shows a CBS promo for ""Saddam Week""; a box of fish sticks and a bottle of perfume are subjected to a rare ""Will It Float?"" doubleheader; Albert Brooks promotes Finding Nemo and pretends to complain about his woes.

Stupid Pet Tricks, Kevin James, Jenna Morasca

A high school senior in Jersey decides on his prom tuxedo, and ends up choosing a powder blue leisure suit; during ""Stupid Pet Tricks,"" a pink poodle sorts out blocks of different shapes; Survivor: Amazon winner Jenna Morasca is interrogated on all fronts, with burning questions from Dave, Paul, Rupert, and Monty.

David Williams & Ronald Young, Jada Pinkett Smith, The Jayhawks

Dave reads the new disclaimer on the New York Times (""Not all articles are factual""); Chief Warrant Officers David Williams and Ronald Young, Jr. tell their incredible story of survival as Iraqi POWs; Jada Pinkett Smith promotes The Matrix Reloaded.

Sean Hayes, Eric Ripert, Avril Lavigne

Biff walks the streets of New York City looking for celebrities, or, for that matter, celebrity lookalikes; during a cooking segment with Eric Ripert, Dave slings back a bottle of Jack Daniels; Avril Lavigne performs ""Losing Grip.""

Rene Zellweger, Jack Johnson

Dave hypes some of the new shows that will be appearing on the networks this fall; Rupert Jee lets off a little steam on ""CBS Mailbag;"" Jack Johnson performs ""The Horizon Has Been Defeated.""

John Goodman, D.H. Hughley, NAS with Alicia Keys

John Goodman discusses his ""promotion"" to President on The West Wing; Johnny Knoxville delivers Paul's cape; Nas and Alicia Keys perform ""Warrior Song.""

Mark Wahlberg, Jesse James, the Sounds

Dave does the ""Charts and Graphs"" segment for the first time in over a year; Mark Wahlberg talks about his girlfriend, unborn child, and new house; The Sounds perform ""Seven Days a Week.""

Jim Carrey, Chevelle

After Dave makes a joke about CBS' recent miniseries about Adolf Hitler, Paul and the band plays ""Danke Schoen;"" a woman is given the once-in-a-lifetime opportunity to call, and then hang up on Regis; Alan has a few words to say about ""American Idol;"" Jim Carrey shows off his idea for a reality show; Chevelle performs ""Send The Pain Below.""

Regis Philbin, 3 Doors Down

Dave shows off the latest oversized Late Show mug; Regis admits his contempt for last night's comedy bit at Hello Deli; 3 Doors Down performs ""The Road I'm On.""

Antonio Banderas, Heidi Klum, Liam Lynch

Dave announces that the unwieldy-huge Late Show mug that debuted last night is available for parties, and Dave attempts to sip some coffee out of it; Liam Lynch performs his novelty hit ""United States of Whatever.""

Peter Krause, Jim Gaffigan, Widespread Panic

Throughout the night, Biff assembles a Weber Grill in the lobby; half the audience is comprised of sailors; Kareem Abdul-Jabbar delivers Paul's cape.

Adrien Brody, Gil de Ferran, John Mellencamp

In honor of a recent Team Rahal victory, Dave makes car noises; Steph/Monty discusses last weekend's Indianapolis 500 via telephone; ""What's on the Barbeque"" finds Biff trying to guess what type of meat is being cooked on the grill built last week on the show; Dave tries to persuade tonight's guests to also make engine noises.

Alec Baldwin, Tom Dreesen

Tisziji Munoz (a mentor of Paul's) sits in on guitar; Rupert and a Long Island girl play ""Stop the Slicer""; Alan introduces a video montage of what are intended to be various celebrities, but Dave criticizes him and Alan starts sobbing; Alec Baldwin tells an amusing story about his hypochondria.

Seth Green, Amy Sedaris, Lucinda Williams

Dave mentions that Tom Arnold will be filling in for him Friday night; staffer Eddie Valk participates in ""Can a Guy in a Horse Suit Get into FlashDancers?"" After successfully enter the nudie bar, Eddie then attempts to hail a taxi but ends up annoying passerby.

Barbara Walters, Tanya Streeter

Dave and Paul discuss skin diving; Dave makes the new Hillary Clinton memoirs the butt of several jokes; Seth Green promotes The Italian Job.

Tom Arnold, Darrell Hammond, Karolina Kurkova, Eddie Brill, Train

Tom Arnold fills in for Dave as he takes yet another night off. Later on, Tom welcomes longtime ""SNL"" cast member Darrell Hammond and rock group Train.

Juliette Binoche, Joe Queenan, Blur

Dave talks about a weekend onion-slicing accident involving his pinky, which results in a medical procedure live on stage.

Bruce Willis, Chris Moneymaker

Dave and Paul play ""Millionaire or Kenny?"" Later, Barbara Gaines (making a rare on-camera appearance) receives a surprise birthday cake; Bruce Willis shows off his new hairdo.

Lauren Graham, Marv Albert, Bright Eyes

Lauren Graham talks about her recent real estate acquisition; Marv Albert shows some of his favorite bloopers.

Harrison Ford, Annie Lennox

On ""CBS Mailbag,"" Alan Kalter is beaten up by leprechauns, plus Dave welcomes Harrison Ford, which gives him the chance to rehash a favorite line: ""I bought my first car at ""Harrison Ford!""

Tom Green, Jolene Blalock, Scott Stevens, Isaac Britty, Damien Rice

Host Tom Green (an Ottawa Senators fan) gets body-checked by Scott Stevens of the rival New Jersey Devils. Also, comedian Isaac Witty and singer-songwriter Damien Rice make their respective network television debuts.

Hilary Clinton, Emmylou Harris

Dave celebrates an important milestone; Biff Henderson goes to a senior prom in New Jersey; Dave chats with Hillary Clinton.

Rob Reiner, Paul Teutul Sr. & Jr., The New Pornographers

Rupert and Dave play ""Name That Baldwin""; Rob Reiner brags about his recent weight loss; Paul Teutel and Paul Teutel Jr. of the cable reality show American Chopper demonstrate their knack for building motorcycles.

Johnny Depp, Christine Todd Whitman, B.B. King

B.B. King sits in with the band; Biff teaches Dave how to ride a Segway; ""Dr. William Gammons"" gives the audience advice on monkeypox.

Sarah Jessica Parker, The Dead

Kelsey Grammer, Treat Williams, James Earl Jones, Jamie Lynn-Sigler, Kathleen Madigan, Jesse Malin

Kelsey Grammer (aka Frasier Crane) talks about his 20-month-old daughter, then chats with fellow deep-voiced thespian James Earl Jones.

Demi Moore, Verbana

Demi Moore promotes her new movie ""Charlie's Angels: Full Throttle,"" her first major studio movie in six years. Later, Dave welcomes singer-songwriter Michelle Branch.

Drew Barrymore, Simon Cowell

Drew Barrymore promotes her new movie; Simon Cowell of ""American Idol"" fame talks about his new reality show ""Cupid.""

Lucy Liu, Avigayil Wardein, Nick Cave and The Bad Seeds

During ""Who Asked For It?,"" Alan uses CPR as an excuse to make out with an audience member; Dave makes his first PA announcement in almost four years, telling the crowd outside the theater that they're about to be hosed with ""Mountain Dew"" (water); Dave chats with a six-year-old girl from Florida who ran a controversial lemonade stand.

Piedmont Bird Callers, Luke Wilson, The Yeah Yeah Yeahs

Dave talks about his recent trip to the dentist. Later, Stephanie ""Monty"" Birkett dresses up as a princess for ""CBS Mailbag.""

Jimmy Fallon, Kristanna Loken, Dax, Chloe Sevigny, Bill Scheft, Rufus Wainwright

Jimmy Fallon of ""SNL"" fame sings an original composition about December-May relationships. Later, he chats with Chloe Sevigny and ""Late Show"" writer Bill Scheft.

Lisa Marie Presley, Ryan Pinkston

Dave half-jokingly announces his candidacy for Ohio's seat in the US Senate, then flirts with Lisa Marie Presley.

Allison Janney, Nigella Lawson, Howard Tate

George Clarke and Dave play ""Would You Like To Ride In Our Freight Elevator?"" Later, Dave welcomes an elderly (if not faithful) fan who made it to the audience after watching the show every night for 15 years.

Barry Zito, Mandy Moore, Grandaddy

Cy Young Award-winning pitcher Barry Zito stands on the roof of the Broadway Theater, throwing baseballs at the Ed Sullivan Theater windows. Later, Grandaddy performs ""Now It's On.""

Ari Fleischer, Beyonce Knowles

Steph/Monty dresses up as a cowgirl for CBS Mailbag; Ari Fleishcher talks about his 2 1/2 years as Dubya's press secretary; Beyonce sings her smash hit ""Crazy In Love.""

Jeff Bridges, Alan Harvey, Joseph Arthur

Dave ventures into the audience for yet another round of ""Know Your Current Events;"" Jeff Bridges promotes the movie ""Seabiscuit.""

Aron Ralston, Tobey Maguire

Dave chats with Aron Ralston, the mountain climber who had to amputate his own arm following a climbing accident.

National Hollerin' Champions, Kristin Davis, Jane's Addiction

In honor of one of this summer's biggest blockbusters, Dave plays ""How Many Guys In Pirate Costumes Can Fit Into a Sandwich Shop?"" Later, Jane's Addiction performs ""Just Because.""

Joaquin Phoenix, Blues Traveler

Following last night's performance by Jane's Addiction, ""Mr. S"" (Paul) hires backup dancers for the CBS Orchestra; Osama offers condolences to Saddam; Ten baseball greats present a special Top Ten about the perks of being in the Hall of Fame.

Sylvester Stallone, Ben Curtis

Stephanie, dressed as a jockey, counts off the letters for ""CBS Mailbag."" (Her horse has its own way of signifying ""number two."") Later, British Open champion Ben Curtis shoots golf balls off the roof of the theater.

Denis Leary, Queens of the Stone Age

Dave wants to know if the 500 feet of co-axial cable being used in tonight's ""Will It Float?"" is coiled or not. When he finds out that it is coiled, he demands it to be uncoiled. Later, Queens of the Stone Age perform their hit ""Go With The Flow.""

Jesse Grabow, Jason Biggs, Robert C. Nichol

Dave meets a six-year-old bowling phenom; Jason Biggs promotes the movie ""American Wedding.""

Eugene Levy, Eels

Pete Fatovich serenades Dave on the accordion; Rupert goes water skiing; Eugene Levy and Paul look back on their long friendship.

Seann William Scott, Jonathan Ames, Fountains of Wayne

As a tribute to George Miller, Dave repeatedly uses his favorite catch phrase, ""In my pants!"" Meanwhile, a commercial that Dave taped reveals that California governor Gray Davis once beat a man to death with a crowbar in a convinence store.

Melanie Griffith, Pamela Reed

Dave thinks somebody is ""monkeying"" with his chair; Stephanie dresses up as a mountie; Alan debuts his new show ""You're Busted!"" during CBS Mailbag.

Naomi Watts, Jeff Stilson, O.A.R.

A man on fire rushes upon the stage, and Dave struggles to put out the flames. Later, Naomi Watts talks about her dog, which she has named Bob.

Kate Hudson, Cast of Camp

A barbershop quartet interrupts Dave during the monologue; Biff plays DH for the Brockton Rox baseball team; Alan has a special message for Liza Minelli.

Colin Farrell, Robert Randolph & The Family Band

Rupert and George Clarke square off to see who can eat the most raw oysters. Later, Colin Farrell promotes the movie ""S.W.A.T.""

Samuel L. Jackson, Rick Reilly, Pharrell with Clipse

Dave and Paul play ""Referee or Foot Locker Employee?""; Sports Illustrated writer Rick Reilly talks about a lifetime of experiences as a celebrity golf caddy.

Brittany Murphy, Carey Hart, Dashboard Confessional

Motocross ""badass"" Carey Hart does a few stunts on 53rd St.; Stephanie dons a Little Bo Peep get-up for ""CBS Mailbag;"" ""Arnold Schwarzenegger"" (Gerard) drops by; Brittany Murphy promotes ""Uptown Girls"" (and gets in a few good-natured rips on former beau Ashton Kutcher); Dashboard Confessional sings.

David Duchovny, Brett Butler, The New Amsterdams

A pair of buglers interrupt the monologue; David Duchovny talks about how he is unintentionally scaring his daughter; The New Amsterdams perform ""Spoils of the Spoiled.""

Chris Rock, The Star Spangles

""Grinder Girl"" Kiva Kahl fills in tonight for the Late Show Dancers; Chris Rock talks about his upcoming gig as host of the MTV Video Music Awards; The Star Spangles perform.

Bill Murray, Pete Sampras

Rupert selects a contestant for ""Stop The Slicer;"" Bill Murrays shows off his look and plugs ""Lost In Translation;"" Pete Sampras discusses his recent retirement.

David Spade, Bob Sarlatte, Maroon 5

Venus and Serena Williams present a special Top Ten list. Later, David Spade promotes ""Dickie Roberts: Former Child Star.""

Tony Hawk, John McEnroe, Rooney

During CBS Mailbag, Stephanie dons a kilt, while it is revealed that George Clarke resorted to cannibalism during the big blackout two weeks ago. Later, Rooney performs ""I'm Trying.""

Bonnie Hunt, Don Gavin