Password with Lily Tomlin, Jane Fonda and Cole Sprouse

Jimmy and Cole Sprouse team up against Lily Tomlin and Jane Fonda in the game Password.
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The Tonight Show Starring Jimmy Fallon features hilarious highlights from the show including: comedy sketches, music parodies, celebrity interviews, ridiculous games, and, of course, Jimmy's Thank You Notes and hashtags! You'll also find behind the scenes videos and other great web exclusives.
Password with Lily Tomlin, Jane Fonda and Cole Sprouse
/ fallontonight

[@lilg4624]

lily and jane totally didnt understand the rules of the game but it was hilarious to watch

[@itskarolmedina]

Absolutely!!!

[@wagonstation3709]

Apparently the ladies, never saw it on tv-- they had very busy lives. So, since they were "winging it," they did pretty well. (I would have used "icky.")

[@AussieTVMusic]

Jane knew the rules she played it in the 60s on the original gameshow.

[@bellasmysingingmonstersent6317]

Oh

[@charlottecrute6422]

agreed

[@jennac4734]

Old people do whatever the hell they want I’m weak😂

[@cyanure7]

lol!!!

[@coconutsciencegirl9232]

@@cyanure7 do we still called them old people when they look like that?!

[@mentallyshaken]

"Look at me!" I had to be resuscitated

[@lauralunaazul]

Of course! They should!

[@roseside7192]

💀

[@TatiJBC]

Host: "just one word"
Guests: everything but one word.

[@EllaKop]

Tatiana Cunha Drives me nuts!!! 😂 Even repeating prior clues. Lookin’ at you, Jimmy!🤣

[@zee6520]

Tatiana Cunha including no words🤣

[@bellasmysingingmonstersent6317]

Lol

[@raqueldeshow9678]

and at 0min59 " Oh I can do a gesture too?! NO

[@prajin6794]

“That was a full body experience”
Cole’s hilarious 😂😂

[@laurensanilsen3968]

did u hear the women say "I wish" afterwards hahaha!

[@carbonaralajibolala706]

Hes the best 😂💯

[@cindygonzalezmartinez]

Cole's face when they were describing Lollipop 😂😂😂

[@hAvonfunwithRenee]

Cindy González Martínez his reaction was priceless!!😂😂😂

[@AlwaysSweet23]

He was into it 😂😂😍😍😍😍

[@samirsedky3324]

IT"S A FAMILY SHOW!

[@sangamitradixit6371]

@@samirsedky3324 Or is it 😂😂

[@carbonaralajibolala706]

😂💯

[@keepitglasy]

This was the most dysfunctional game of password ever 😂😂😂

[@dinab7852]

LOL!

[@Poeticjedi]

Having grown up on the original....this is a shitshow...its funny....but damn they arent even trying to follow the rules, the original was funny also within the ruleset

[@thaiscunha6969]

Did you watch the Trump one?

[@lauralunaazul]

Totally

[@LEADERCHICKADEE]

Kind of like the Kardashian Family? Hehe...

[@isabellalopez5047]

“I’m carrying this team right now” ~Cole 2k19

[@evieclarke7325]

Isabella Lopez 2k18

[@reneeparker946]

2k18

[@lauralunaazul]

Lol, that was witty

[@carbonaralajibolala706]

Hes the best😂💯

[@HurricaneGamer]

I wanna see Cole and Dylan on a team for this lmao

[@akiraelai8053]

Hurricane Katrina YESSS

[@mimiandcheese1357]

Yes plz

[@Sarah-jk3sw]

Yeeeeees

[@sarahjohnson8692]

They would destroy everybody!

[@lisab4395]

One thousandth like not that it matters tho

[@mz.phatbaldkat7839]

Jane was killing me with her description of lollipop 😅

[@dollface6104]

when cole's turn came i lowkey wanted him to do it too 😩💀💀💀💀💀

[@bigdm9349]

That's too funny! She was getting people killed in the Vietnam War too... Lol good ol funny Jane....

[@user-rc8fe7fl6b]

😂😂😂

[@thebizzyone3991]

'THIS IS A FAMILY FRIENDLY SHOW' hahahahahah

[@amazinginspiration]

*Adam* You wanted him to suck ur coke?

[@Itsme_jose]

Why are Jane and Lilly exactly the way Grace and Frankie are 😂💀

[@Lave_cake]

Because they sre really best friends they made the show based on them kinda of like they are really that close have ben since the movie 9-5 with dolly parton .

[@catriesjohnson1903]

Yes they are lol

[@sophieeel4478]

they rlly are

[@chairmainejoubert2731]

Lovit

[@benb.1114]

I don't know why but I'm really reminded of Chandler whenever I see Cole. It's like he's the modern day Matthew Perry.

[@TimBjorgen]

Or Ross' son, Ben...

[@pleasurized]

i think it’s because of his lips and jaw, it’s really similar to matthew perry’s

[@pleasurized]

R. Angelo B. also his body language is kinda the same haha

[@nuwanda3333]

but he should remind you of Ross!

[@mimistardust3915]

@@jouaql1028 no he's trying to be himself lol

[@livinglegend69xo]

“Look At Me” *I DIED*

[@officiallyanamika]

This is what happens when you play games with your grandparents 😂😂😂

[@hannahcantu9793]

Anamika Diaries SAME

[@bangersmash1566]

Anamika Diaries what happens when you play with asswipes.

[@shellw1276]

I hope you know that these older women are each Living Legends. They star in a great show called "Grace and Frankie" on Netflix. The show's Season 4 is back and starts January 22 on Netflix. If you haven't seen it before, check it out, starting from the first Season. BTW - this new season will also star Lisa Kudrow, Phoebe on "Friends".

[@alexj6691]

The comparison still stands though, legends or not, they definitely play like most people's grandparents.

[@JesusGarcia-cw7xs]

older people just learn to do whatever they want and then play dumb after lmao

[@kyliehinojosa2843]

When Cole said "you don't say" it gave me mad sweet life on deck vibes😂

[@subinsherry4514]

The whole video gave me Suite Life Vibes because of cole and the laughter the editors filled in😂😂😂

[@finnick_odair_he_is1785]

@@subinsherry4514 ikr 😂😂😂

[@am-db7vi]

The "CANT YOU SEE HOW HAPPY I AM?!" "YEAH, I THINK YOU'VE JUST SPIT SOME OF YOUR JOY IN MY EYE"

[@navyamodi4114]

Same

[@nataliekoertje6830]

4:17 Cole's face was priceless 😂

[@madgemackles4337]

You mean 4:22

[@kaashvi_]

You mean 4:20

[@Mr.M1STER]

1:31 When you have watched many of these videos and always thought the score was part of the desk......

[@jisooturtlerabbitkim9311]

Mr.Mister
LOL THATS HILARIOUS 🤣

[@shelliea4621]

I didn't even notice until you pointed it out!! lol

[@rishabhpatel2317]

OMG you are right

[@lauralunaazul]

Me

[@kb7208]

WAIT IT’S NOT?

[@viggolover1]

Cole: “we already had the erotic experience, it’s my turn now” 😂😂😂😂😂😂

[@arthurrodrigues8657]

viggolover1 and then one of them said “I wish” 😂😂😂

[@AlwaysSweet23]

@@arthurrodrigues8657 yes it was Frankie 😍😍😂😍😍

[@bordercollies9565]

Ikr for some reason for "Lollipop" I knew he'd say "Sucker" hahaha that's what would have said too!

[@lauralunaazul]

Who s that boy? Really clever

[@bordercollies9565]

@@lauralunaazul Do you mean Cole Sprouse?

[@Dream1ng]

Cole looks so handsome. God Bless puberty. 🙌🙌🙌

[@Jojotaro96]

Dream1ng He's 25 years old...

[@Dream1ng]

i know...

[@WritingIsMyPassionx]

Cowboy del espacio He was already cute before 🙄

[@aqueladaniela]

Dream1ng he was actually not that cute as a teen (which is when puberty hits for most of people). Now at mid 20s he is handsome.

[@Sasha-lg1ln]

I didn't even realize he was from the suite life until now! Holy crap 😲

[@jonahlindhe756]

Jimmy holding his hand over Cole’s eyes 😂😂😂😂😂

[@ok-zg4yo]

When?

[@pinkiepuppy1198]

@@ok-zg4yo 4:29

[@ashp-dd7jw]

Yess!! Lmao

[@roseshpprd]

Jonah Lindhé I like how he was 27 during this interview

[@saraholsen9840]

Rose S - he wasn’t

[@moniqueee639]

Meredith Grey and Cristina Yang when they get older😂

[@mikaylaharvey9585]

Yes omgggg

[@sarikas9701]

oh my god this is the greatest comment ever

[@maddy2135]

omg YES

[@lisab4395]

I was saying thissss

[@jankim3745]

Cole is like: I am the smartest one here omg

[@FaiGal]

Jan Kim he‘s fresh out of college 👏🏼🎓

[@LeraEluna]

Jan Kim yet he stayed humble

[@akiscig]

"It was yuck"
"Ya don't say!"

[@zahidatahir1071]

I love yr profile pic narry 😍😍

[@franvizcaino1244]

When the password was lollipop I kept thinking of Betty’s ringtone 😂 anyone else!???

[@stephs8939]

Nope

[@blairmarie9872]

Omg yessss

[@Aneesja]

Opps the black hood is calling👀

[@kaylawarren4984]

Why did she put such an upbeat ringtone for that tho?!

[@clarab2368]

Saaamee 😂

[@terezm.9434]

"You're looking rather...BEEwildered"

[@juliepoirier1320]

"bEeEeEeEe???"

[@ayeshaammar34]

Cole is precious

[@ayeshaammar34]

T B yess

[@hijugontis]

bitch where

[@yxselinm6275]

Ayesha Ammar cause hes daddy/mommy

[@alinesheran787]

yesssss! he is the best and most precious human being ever💞

[@whadddup1000]

Cole sprouse can get it any time of the day 😩

[@kylemylo3776]

ew

[@MrISkater]

Me?

[@theguy_222]

April Villanueva GROSSSSSSSSS. goddamned 12 year olds

[@erewc2055]

Yuck.

[@LeraEluna]

ToBeAnnounced i'm confused looking at the replies right now because i thought the commenter meant that he can 'get it' like winning this because he's obviously smart and witty

[@Burberray]

“Depends on what neighborhood you’re in” LMFAOOOO

[@mohamedharis7119]

Cheeky comment

[@Grace.Catherine]

Cole: “It’s my turn now!”😂

[@sharonshin4574]

Adorable how Jimmy covered Cole's eyes during Jane's lollipop description.

[@Dream1ng]

Cole: We’ve already had this erotic experience
Lily: I wish
Ahahah I love her.😂😂

[@Dream1ng]

maybe, but it sounded like i wish to me.

[@blewinchester559]

CarpenterDudePL Dean where is moose

[@viggolover1]

😂😂😂😂

[@kale_izaguirre]

CarpenterDudePL I'm pretty sure she said "I wish"

[@alwayzhappy1017]

Dream1ng ii

[@wera479]

4:21 it's a family show
Me: or is it?

[@Hassony523]

*vsause theme rolls*

[@gyusfltr4025]

SAMEE

[@luciejourova4535]

Ooor is iiiit???😏

[@Idk-mn8kd]

That's the first thing that came to my mind......like his voice and all😭

[@xtraoddinaryme7289]

Harry styles in the house

[@alexm5600]

Jane and Lily were a riot together!

[@colincole4857]

They always are. Love them. Crack me up laughing.

[@nelileen1656]

damn Cole in that shirt

[@stevii.99]

True

[@hollyleigh._.]

Better if he takes it off tho

[@paridasnapesnapesnape5584]

"You're looking rather...BEwildered...beeee?" that was it, I was gone

[@augustroses4643]

3:57 -it was yuck
Cole: DON’T SAY!😂

[@selvakumarn4683]

'You don't say!'

[@LagaWiFi]

When lily said look at me I was cracking up 😂

[@Morganraew]

Higgins: "The rules of the game are very simple"
Jane and Lily have no idea what's going on and Jimmy and Cole are low key pissed off 😂😂

[@E2O10]

Hope you know that Jane was a guest on the 1962 version of password, so i'd assume she has an idea.

[@angelicagonzalez151]

@@E2O10 thats true

[@kiahbetts5138]

@@E2O10 if we watched the same video, then evidently not

[@aqsanator]

Ahhaha Jimmy covering Cole's eyes during the word lollipop.

[@geraldjayar3344]

“Your giving me so many choices” 🤣🤣🤣

[@liahc0re]

Jimmy covering Cole's eyes was the most wholesome thing I've ever seen

[@kittycatz12345234]

After having played catchphrase at a family party with several elderly relatives, I can attest that they will not follow the directions no matter how many times you explain it

[@whocut333]

BETTY'S RINGTONE FROM RIVERDALE SEASON 2:
"LOLLIPOP LOLLIPOP LOLLI LOLLI LOLLI"

[@-bassima3052]

When jimmy was covering Cole's eyes when Jane was doing lollipop lol

[@beyourselfth]

I love how much Jane loves Lily

[@cookiesncream789]

Why didn’t Jimmy say “EW!” For yuck????

[@southernoregoncatmom6519]

I was thinking the same thing!

[@boghyarman2050]

EXACTLY!!! haha

[@dinaguy9809]

That would have been awesome

[@beckydevlin6335]

YESSSSS!!!!! 🤣♥️

[@rainbowpegacornstudios]

As Sara

[@klof361]

You can tell how competitive Jane Fonda is by her reaction at the end☺️

[@dirtsuccub]

she's so perfect to play grace.

[@quinnmorlotti]

she was quite a regular guest in the original Password series and she never won a game :(

[@sterlinghubbard8932]

They are literally Grace and Frankie!!..I love it! Hahaha

[@nataliekoertje6830]

Jimmy was covering Cole's face 4:29 I'm dead 😂💀

[@tylerwhichello1381]

*Sees Cole and clicks*

[@bella-hs8it]

Tyler Whichello honestly same

[@chloee3105]

Preach💖

[@geegeegeeeee]

“THIS IS A FAMILY SHOW”
OR IS ITTTTTT

[@captainsamericas]

Gilliane Balmes HARRY TEASE

[@littlemisskitkat]

I was was waiting for the coment

[@victoriaa8842]

HARRY

[@navi7068]

Gilliane Balmes HARRY STYLES

[@mementomori4817]

OML, OML, OML!! YOU'VE JUST TOTALLY MADE MY DAY THANK YOU SO MUCH LOVE❤😘

[@chrxssytina]

This is literally the funniest thing I've ever seen...and at the same time the hottest bc Cole is so damn attractive😂😂🤤🤪🔥

[@irelynbever2960]

ikr

[@val-sn3us]

Jane and Lily are so funny together. I was screaming when Jane was doing her description of a lollipop. I've never laughed so hard in my life. 😂 Cole was smart on the show, too.

[@Utuber1265]

This entire thing was messy from the start.

[@marikolaube6600]

Petrea

[@vijay20]

it adds to the fun of it! we all are aware that jane and lily aren't PG. they should have in fact, made them do charades. it would have been a riot!

[@Dream1ng]

Isn’t that the fun of it? Lol

[@user-jz4pf4qr9j]

The first time I felt awkward watching Jimmy's show was the time they played pictionary with Miranda Sings. And now this episode cringed me a lot too.

[@Lena-uh3ky]

Petreanna Aching it's supposed to be messy and funny

[@vincknade5140]

This is why you don't invite your grandma to games night

[@tallmunchkin868]

Vinck Nade Or Jimmy Fallon...

[@Bradsmit]

Vinck Nade subscriber for subscriber I’m subscribing right now

[@hcpsdaviesrp]

Those women are legends! Have some respect 😂

[@gotcathy]

Truu

[@kerstinnorberg8323]

only grandma's have games night

[@abigail_loves_corbyn_besso7188]

4:28 the way jimmy covers coles eyes because he’s to young to see that OMG SO ADORABLE MY LITTLE BABY 😱🥰😍💕❤️

[@stranger-rl5cw]

3:53 "Im carrying this team right now." I love you Cole😂😍

[@adrian_hook]

Fellow young people please have some respect for Jane and Lily, they were the best part of this video 😂😂

[@monicasaunders2241]

was jane the mom in monster in law staring wanda and Jennifer Lopez

[@monicasaunders2241]

did Jane play the mom in monster in law staring wanda and Jennifer Lopez ?

[@adrian_hook]

Monica Saunders lol yeah

[@monicasaunders2241]

+UMICL love movie☆

[@tbd]

They were the worst part, young or old notwithstanding.

[@reragans9363]

I freaking love Jane and Lily.. They are my absolute fav

[@bigmjfan1]

Cole's eyebrows at 1:40, though! 😍

[@SamanthaAguirreChannel]

Cole is so attractive.

[@SergioDaMac559]

Here's some water you look thirsty

[@audrapratt9379]

YOU THINK???!!

[@emyf9194]

Seriously? The standard seems to have dropped major for todays teens

[@skyyyybb]

Tiki80 or you have a different perspective

[@emilygreene1543]

Everyone has different perspectives on who they think is attractive and who they don’t, people all have different opinions, please respect that

[@whitecross_fc]

Only cole knew how to play the game

[@anagrey3977]

3:50 4:20 this Cole guy is hilarious! He has funny facial expression and his comments are on point!

[@ella2751]

5:12 Cole Sprouse's reaction precisely captures the awkwardness of trying to interact with your grandparents

[@mirrenfan2]

I'm here for Jane and Lily!

[@phoebeking3789]

mirrenfan2 I’m not!

[@wctrqn]

I saw Cole Sprouse and pressed play 😉

[@robinh4]

I'm here for Higgins. :)

[@lauralunaazul]

Me too

[@futuresymbol]

Well Jane was somewhere far, far away...

[@YeahYeahOkOkWhatever]

Can't believe Jimmy missed an "Ewwww" opportunity......

[@songbird716]

Life With Harmony I know right?

[@missdaisy5736]

Love Lily and Jane together. They are a riot🥰👍🏻👏🏼

[@priyankak6549]

When Jimmy covers Cole's eyes when Jane made the lollipop impression it was like Ross covering Ben from reading inappropriate words on Phoebe's pacman machine

[@nearlypike2574]

This was the most awkward game I've seen on this show lol.

[@Dream1ng]

NearlyPike but in the best way.

[@nearlypike2574]

Haha yeah, I love Jimmy Fallon and his games. He's an awesome host. Keep it up, Jimmy.

[@magpieb6789]

Just here to stare at Cole

[@fanoflakespeed9460]

Me too he's 25 now unbelievable

[@littlemisskitkat]

Same

[@emilystanage4611]

6:56
Cole = Me at age 7 when I had a little piece of candy

[@irelynbever2960]

lmaooo

[@lourdesbaby964]

Didn’t realise the scoreboard wasn’t actually ON the desk! When Jimmy ran in front 😳

[@CalLadyQED]

Same

[@emisirons3432]

The whole time I was looking at Cole 😍

[@margaretroche358]

same😍😂

[@kate-pz3vj]

his look in this video is literally prince eric

[@randomaccount7017]

6:23 he starts to act like Cody

[@CarnageCandyy]

I love Lilly and Jane. Coles expressions make me lol

[@lammya2999]

I'M here for cole 😁😁😍

[@jessiealk_4706]

Lamma Lamb samee😂

[@annaadesanya482]

Samee😂

[@A-Dubs398]

He looks gay.

[@zoepanzarino7023]

MrKockNoker how can you “look gay”

[@dollface6104]

zoe mendes idk there's a gaydar tho. But it's not working on Cole

[@9nishath]

Cole Sprouse 😍😍😍😍😍😍

[@cornettomsc]

"I think Cole knew it and he was being sarcastic"
You don't say!

[@AlwaysSweet23]

When Frankie said "I'm kinda obsessed with looking at that bandage" I lost it 😂😂😂😂 they both are the best 😍😍😍

[@zayn181]

How is Cole so naturally hot

[@fazzaah]

Zayn W how do you know he's "naturally" hot? He's been in the media business for over 20years!

[@Abidur_]

A lot of cheating in this one, Cole deserved the win

[@theguy_222]

Abidur2000 YUP. TEAM COLE AND JIMMY WAS BOUND TO WIN!

[@teagytoodle8674]

U shitting me Jane and lily are comedy icons. Beyond icons. They can do whatever the fuck you want.

[@severalgotthatname6356]

Abidur Oh boohoo

[@miahlovesqueen9277]

Abidur for sure

[@shimo5636]

Teagy Toodle lmao stfu why are you so triggered

[@breannamachnicki5520]

YALL WHEN I TELL YOU I DIED THE WAY COLE IS LOOKING AT JANE DURING LOLLIPOP 😂😂😂

[@MelissaxoFuller]

When I started watching this I realized I've never heard adult Cole Sprous speak yet lol. It was fascinating.

[@zainabmubarak8322]

WE NEED A FIRE EXTINGUISHER!! hes so hot and he knows it lmaoooo! and he was NOT sorry lolol Ladies you did great! they literally carried the humour for this clip lolol!!

[@chloee3105]

Zaynab M I'm just gonna assume ur talking about cole😍💖

[@panache1204]

Cole reminds me of young Chandler Bing.

[@candelacairo934]

panache1204 i know!! I swear he is

[@Yuuni2606]

Thank you! Whenever I see him as a guest on any show I think the same, and always look on the comments section who else thinks that too

[@CaryPohlhammer]

Funny you say that because he played Ross' son Ben on "Friends."

[@L.Crespo]

so f*ing true!!!¡😍

[@mayas.7934]

ME TOO SO MUCH OMFG

[@t.warner7606]

Depends on what neighbourhood you’re in 😂😂..say what you will but Higgins s the best sidekick !

[@terisochhai]

I think this was the funniest Password episode! Those grandmas were hilarious!😂😂

[@mishal5220]

*OMG DADDY COLE*

[@sarahb9449]

Mishal Venu So true ugh

[@theguy_222]

Mishal Venu grooosssssss

[@weasleyfan1]

Mishal Venu i

[@lopezswift]

Actually only lili and cami are daddy, KJ is trying to be daddy but cole isn't daddy

[@edithgray4703]

Mishal Venu haha

[@mahahhamed]

I’m a simple girl. I see Cole Sprouse, I click

[@revenge9745]

maha xx who cares

[@annezaman3592]

Then i lick the screen 😋

[@bella-hs8it]

maha xx same 😂

[@mahahhamed]

revenge who asked you?

[@mahahhamed]

suga suga sure 😂😂

[@soffiani]

idk about you guys but as soon as i saw lily and jane in the title i clicked

[@naimam8178]

80 percent comments on cole
10 percent on jane lollipop impression.
10 percent random

[@gabby9352]

This is one of the funniest Password games I’ve seen HAHAHA

[@blackairforcekai]

Idk why everyone is saying cringe when this is the best one so far

[@avylol08]

I love how Cole is just like "wtf is going on right now??" The entire time 😂😂

[@EmotionlessCasket]

BEST episode of password ever! Had me rolling 😂😂

[@bielsabas4407]

I looked at the comments before watching the video, I didnt expect it would be so funny! Lol. Nothing awkward about that at all. Adorable fun humor is all

[@prxnxv7562]

What an interesting group of people ahaha

[@dinab7852]

AWESOME group!

[@Grace.Catherine]

Bruh Cole is so smart I love him😂

[@Amy-om8mm]

Saw Cole sprouse and clicked as fast as possible 😍
Edit: I know I’m vvvv late x

[@narrativa9928]

Everyone here is talking about Cole. Yeah, he was good at the game but Jane and Lily were so funny and have such great chemistry!

[@ben3634]

Narrativa they were both annoying af

[@pugsandcoffeeplease]

fuck off

[@deeworsham8520]

They were both cheating though.