Oprah and Jim Carrey in Whoville

The Oprah Show set has been transformed into Dr. Seuss's whimsical land of Whoville to help the cast of Horton Hears a Who feel right at home. After starring in How the Grinch Stole Christmas, the always-hilarious and unpredictable Jim Carrey brings the voice of his second Dr. Seuss character to life. The imagination behind Dr. Seuss's books is the reason Jim says he wanted to do another Dr. Seuss movie. "Really, it's one of those pure things that have been handed down through a couple of generations," he says. "You pick up a Dr. Seuss book, and every child in the room is just glued. You don't know why. It's just pure creativity."

Jim thinks kids and adults of all ages will be able to enjoy Horton Hears a Who. "Dr. Seuss always has a lot of levels going on," he says. "And I think this story is symbolic of, kind of the smallest voice has a purpose and has a contribution to make."
Horton Hears a Who

Making a movie about a tiny speck of dust may seem silly, but that kind of whimsy is what Horton Hears a Who is all about. Horton, a thoughtful elephant played by Jim Carrey, makes it his mission to protect the teeny town of Whoville. The town's itty-bitty members include a busybody kangaroo played by Carol Burnett and Whoville's befuddled mayor, played by Steve Carell.

The Whos in Whoville may be tiny, but they pose a very big question: Can we believe in things we cannot see? Jim says that's the underlying question in Horton Hears a Who that gives it the depth for which Dr. Seuss is known. Jim jokes that the Whos are like the tooth fairy. "A lot of people let that go," Jim jokes. "But not me. I got rich off the tooth fairy."
Jim Carrey

Horton's motto throughout the movie is that an elephant is faithful 100 percent of the time. Jim says he has his own creed that he follows: "I am heaven." When he starts to feel lost, Jim says those are the words he keeps coming back to. "Just remember you're heaven," he says. "That heaven is not a place to get to or wait for or spend your life in a mind hoping it will be someday. Have it now, you know?"

Although Jim has a deeper spiritual side, he says has no trouble getting into character for the imaginative world of Dr. Seuss. "Just kind of connect with your silly self, you know?" he says.
Jenny McCarthy and Jim Carrey

Jim says he and his girlfriend, actress Jenny McCarthy, have big plans while he's in Chicago, Jenny's hometown. "We're just going to go everywhere she ever existed. That's what we've been doing so far. We'll continue to do that. You know, where she had her first kiss and travel around and see all those places that were near and dear to her—and I'm going to put my scent all over them so it will never be the same for her," he jokes.

Jim says the great relationship he has with Jenny is the result of personal growth. "I think what happens is you go along and you try a lot of different things in relationships and different people and you realize that you're not going to attract the person that's right for you until you become a whole person yourself," he says. "It's really not about completing someone or being completed by someone."

Although he says they are in love, even Jim has his limits. He jokes with Oprah, "She's wonderful and I'm very in love, but I'm not going to jump up and down on your couch."
Jim Carrey and Carol Burnett

Jim's co-star in Horton Hears a Who is a kangaroo whose voice belongs to the legendary Carol Burnett. "This lady was the one who made me laugh my entire childhood, one who inspired me to want to be what I am," Jim says. When he was 10 years old, Jim says he sent a letter to Carol so he could get a spot on The Carol Burnett Show. "And I did get a very kind rejection notice about having to hire through the agencies and things like that, but I was so thrilled just to get a letter from Hollywood and from Carol Burnett, I was out of my mind," he says. "She's just been a hero of mine my whole life, and without her, there wouldn't be 30 years of Saturday Night Live. She's a real pioneer and a lovely, lovely person."

Carol says she doesn't know who sent Jim that rejection letter years ago, but assures him one thing. "I will fire her," she jokes. "Even though I don't have the show anymore—I'll fire her."
Carol Burnett

Although The Carol Burnett Show went off the air in 1978, the classic moments from Carol's sketch comedy routines remain some of the funniest in television history. For 11 years, The Carol Burnett Show took over Saturday nights with a cast of unforgettable characters—and half the fun was waiting to see who would crack up first.

Carol says the reason they chose to leave the crack-ups in the show is simple. "Well, we just didn't want to do retakes," she says. In fact, Carol says she didn't even want the laughter all of the time. "Especially when we were doing the family sketch as Eunice and they were kind of quasi-serious in a way."

Carol says that the cast loved to make each other laugh, and Tim Conway knew just the look to give Harvey Korman to make him crack up before the sketch even began. She jokes, "It was Tim's goal in life to destroy Harvey."
Carol Burnett

One of the most memorable moments in television comedy—and Jim's favorite sketch—was when Carol played Scarlet O'Hara in a Gone with the Wind parody. "The writers had originally written Scarlet runs up the stairs and then comes down with the draperies just hanging on her," Carol says. While that may have gotten a few laughs, Carol says it was costume designer Bob Mackie who came up with the idea for Carol to drape an entire curtain rod on herself.

Carol says she didn't wear the drapes during dress rehearsal to keep the costume change a secret. "So the laugh you hear is not only the audience that we had, you know, but the crew and everybody," she says. "I swear I should have invested in Depends."
Steve Carell

Starring alongside Jim and Carol in Horton Hears a Who as the miniscule mayor of Whoville, Steve has been cracking up audiences with his big-hearted humor on both the big and little screens. Steve got his first big break as a correspondent on The Daily Show with Jon Stewart and has since been in a string of blockbusters like Anchorman, The 40-Year-Old Virgin and Little Miss Sunshine.

As the bumbling boss on the hit show The Office, Steve's character Michael Scott drives his employees crazy with his irresponsible antics and of-the-wall humor. "It's a guy who you wouldn't necessarily like or want to spend time with on Thursday night," Steve says. Even so, The Office has caught on, and Michael Scott has a following of fans tuning in to see what abstract holiday party or time-wasting office meeting Michael will call next. "People seem to have really started to take to the show, which is exciting," Steve says.
Jim Carrey, Carol Burnett and Steve Carell

During filming, the three stars recorded their lines separately, which Carol says was the most frustrating part of making this movie. "We were never together," she says. "We'd go into a studio, and I would see Jim's lines up there and imagine how he would be doing them. Then, I would have to say mine." Jim, Carol and Steve are finally all together!
Steve Carell

Even before making this movie, Steve says he was a Dr. Seuss fan. "Oh, yeah, Green Eggs and Ham. Yeah, that took me about four weeks to get through. In the middle it got a little thick, but I pushed through it," he jokes.

Steve says his idea of the perfect day with his kids isn't complicated at all. "Just literally sitting on the couch and laughing all day," he says.
Jim Carrey

Jim says he's amazed by his 20-year-old daughter, Jane. "She's incredibly talented," he says. "She's a jazz musician and singer/songwriter, and she's just going to really surprise a lot of people. ... I sit there, and I just marvel at her."

Jim is also actively involved in the life of another youngster, Jenny's son, Evan. In September 2007, Jenny came on The Oprah Show to discuss Evan's battle with autism. At that time, she described Jim as "the autism whisperer."

"[That] is a huge compliment," he says. "I think it's just because I'm interested, you know? I really want to find out how his mind works."
Carol Burnett

Taking a cue from The Carol Burnett Show, Oprah's bumping up the lights to let the audience get in on the fun and ask questions.

The first question is for Carol. "How was it being a career mom in the '70s, and how many hours did you put in each week?" one audience member asks.

While hosting The Carol Burnett Show, Carol says she only worked about 30 hours a week. "It was like a part-time job," she says. "We were totally organized. ... I was always home to be with the kids. Sometimes, I [would] beat them home from school."

Back then, she says Friday was the only long workday of the week. "We would tape, and that would be a long day, but not bad," she says. "[We taped] from 10 in the morning till 10 at night. That was it."
Steve Carell

In The 40-Year-Old Virgin, cameras roll as Andy, Steve's character, gets his chest waxed at a salon. With no body double or special effects in the budget, Steve says he endured the agony for the sake of comedy. Just how badly did it hurt? "It hurt a lot," he says. "You can see the blood pooling to the surface of my skin, and all the women on the set said, 'You might want to trim [the hair] down a little bit or take some ibuprofen or something. 'And I'm like, 'No, I'm fine.' I knew not of what I spoke."
Jim dances with an audience member.

The next audience member asks if Jim knows how to dance. "Not really, but I can fake anything," he says. "Do you want to dance with me?"

Before she can say "All-righty then," Jim twirls, dips and tangos her through the crowd!
Carol does her signature Tarzan yell.

Oprah received more than 300 audience questions, but she says the number one request was for Carol. "They want you to do the Tarzan yell," Oprah says. This warbling call became Carol's trademark during The Carol Burnett Show's 11-year run.

After clearing her throat, Carol agrees to give it a shot. "I don't know how good it will be because I shaved my chest this morning," she jokes.

Carol belts out her best Tarzan yell to the delight of the audience and Jim. "To me, that's like seeing Led Zeppelin," he says. "I camp out for that."

For years, Carol says fans have asked her to do the Tarzan yell in unusual places. One morning, while shopping at Bergdorf Goodman in New York City, Carol says a saleswoman agreed to let her pay with a check if she did her signature cry.

Carol says as soon as she let out her yell, "The exit door right behind her counter burst open. There was a security guard with a gun pointed at us! So now I only do it under controlled circumstances."
Brian meets his idol, Carol Burnett.

Though her show has been off the air for almost 30 years, Carol still has millions of superfans ...including Hollywood comedians and one of Oprah's staff members.

The night before Carol landed in Chicago, Oprah says she ran into Brian, a senior associate producer of The Oprah Show, in the hallway. He told her he hadn't slept in two days. "I said, 'Really? Are you an insomniac?' He said, 'No, Carol Burnett's coming on.' And I said, 'Why haven't you slept?' And he said, 'I just love her so much!'"

So Oprah decided to plan a little surprise for Brian. "I'm going to bring him out here just for this moment so he can get some sleep," she says.

Brian walks onstage and gets a big hug from his comedic idol!

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