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Jimmy Fallon’s A+ Godfather Impression Almost Got Him Disqualified on Password

Jimmy Fallon and America's Got Talent Judge Howie Mandel had the audience cackling with their versions of Yoda, Elmo, and Marlon Brando.

By Jessica White

NBC's Password always brings high-energy celebrity matchups and hilarious miscommunications between contestants under the spirited hosting of Keke Palmer

How to Watch

Watch Password on NBC and Peacock

But an April 2024 episode in which creator Jimmy Fallon duked it out against America's Got Talent Judge Howie Mandel was a standout, jam-packed with ridiculous and laugh-out-loud highlights.

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Fallon's quick wit and Mandel's humorous banter set the tone for a high-energy episode that kept the audience on their toes and, by the end of the game, the crowd was roaring with laughter.

Howie Mandel and Jimmy Fallon traded Yoda impressions

Password 207 Howie MandelKeke Palmer, Howie Mandel, and a contestant appear on Password Season 2 Episode 7.

The ball landed in Mandel's court as Palmer gave him the password "YODA." Mandel adopted a spot-on impression of the tiny green alien and gave his teammate the clue "father" — which was a nod to Darth Vader's iconic line, not Yoda's. However, his teammate drew a blank, leading Mandel to repeat the clue "father, father, father" with hilarious panic.

When his teammate guessed the password was "grandpa," Fallon flew out of his chair with laughter. No points were awarded to Mandel, and Fallon took the power seat.

After giving his teammate the clue "Skywalker" in Yoda's trademark rasp, it was a quick point after she correctly guessed the password.

Jimmy Fallon and Howie Mandel take on "Elmo"

A contestant, Howie Mandel, Keke Palmer, and Jimmy Fallon appear on Password Season 2 Episode 7.

When Mandel's teammate was given the password "ELMO," Mandel was left a little confused by her clue of "Sesame." After guessing the password was "BIG BIRD," Mandel got a strong reaction from the studio audience. Palmer quickly interjected.

"Big Bird is two words. That would never be the password, Howie," Palmer told the AGT Judge while reminding him of the rules.

With Mandel's slip-up, Fallon's team assumed control. After Fallon's teammate gave him the clue "Friend," Fallon guessed the correct password instantly. 

Jimmy Fallon and Howie Mandel's Dueling Brando Impressions

Howie Mandel and a contestant appear on Password Season 2 Episode 7.

Finally, for the last password of the impressions round, Mandel passed on the word "GODFATHER," giving Fallon the first go at it.

Instantly, Fallon transformed his face into the spitting image of Marlon Brando's mythic Corleone patriarch. However, once he brought his hands up to mimic Brando's eccentric hand movements, Palmer was quick to put some guardrails on the impression.

RELATED: Keke Palmer Has the Most Beautiful, Gentle Voice Singing to Her Son Leo

"Watch your hands!" Palmer cautioned, earning a chuckle from the crowd. "You better hike them back with your thumbs!"

Fallon quickly tucked his hands beneath himself and, maintaining that iconic Brando smirk, gave his teammate the clue, "Family." After his teammate incorrectly guessed that the password was "MAFIA," Mandel's team reassumed control of the round.

However, Mandel didn't quite deliver the goods on the Marlon Brando impression and, after giving his teammate the additional clue "movie," she guessed the password was "SOPRANOS."

Fallon jumped with delight and reassumed control of the round, scoring another point with the third and final clue, "Godmother."

Watch this episode of Password  on Peacock, and watch new episodes on Tuesdays at 10/9c on NBC and the next day on Peacock