Between bookings from U2 to Bruce Springsteen, Jimmy Fallon, bandleader Questlove and music booker Jonathan Cohen reveal how they turned late night into one of music's hottest stops

Little-known fact: Before he had his own NBC talk show or landed a gig with "Saturday Night Live," Jimmy Fallon appeared on a late-night program. The year was 1980-something. The show: "Letterman." Sitting in the audience, the perennially psyched Fallon says "the camera panned by me as I was in the crowd. And. I. Freaked. Out. I told everyone to watch." It was hard to miss him: "I was screaming and waving my hands." But just in case you did, he videotaped it and would replay it for anyone who'd watch-in slow motion, "a blur of a human, waving."

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To this day, giving his viewers the same manic thrill he experienced in the "Letterman" crowd is so important to the host. "I have to involve the audience," he says. "They have to be a part of it." This means not only interacting with his studio audience, but also making viewers at home on their couches feel as if they're in the moment with him.

Fallon possesses an unconditional, breathless love for music that began in his early adolescence. After growing up on a steady playlist of his parents' doo-wop records, he discovered at a young age how playing the Rolling Stones' "Honky Tonk Women" on vinyl could make his speaker's dust cap explode off, as the cone beneath vibrated powerfully. Each musical guest booking, the presence of his house band the Roots -- world-renowned artists in their own right -- and the pin-droppingly pristine acoustics of his new "Tonight Show" studio at 30 Rock in Manhattan all speak to his attempt to recapture that platelet-rattling, fist-in-the-sky feeling.

That dynamism has run through Fallon's stint at the "Late Night" franchise, from 2009 through Feb. 7, when the host, 39, officially was given the keys to "The Tonight Show," perhaps the most storied franchise in TV history. At "Late Night," he and his creative brain trust -- bandleader Ahmir "Questlove" Thompson and music booker Jonathan Cohen -- have evolved performances from artists as diverse as Mariah Carey, Elvis Costello and Chvrches into bona-fide events.

With the Winter Olympics as his splashy lead-in, Fallon now faces the herculean task of both hanging on to his fans (which averaged 1.8 million last year, according to Nielsen) and translating that energy to Jay Leno's more mature audience (3.7 million) when he takes over "The Tonight Show" on Feb. 17. Fallon built his audience doing things his own way -- which has meant taking risks on oddball skits that go viral, and emphasizing a range of music that runs from icons like Bruce Springsteen to fledging acts like U.K. dance sensation Disclosure. With U2 booked as his first "Tonight Show" musical guest, one question is, can he keep the informal, independent ethos that has given him so much credibility as he moves to a bigger platform?

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Most of the challenge comes from the fact that the two shows are simply wired differently. Where Leno's "Tonight Show" takes place in Los Angeles, Fallon's will be shot in New York. (His first episode will mine "how much we love the city," he says, recalling that "when [NBC] told me I got the job, I asked, 'Can we do it from New York?' There was just silence on the phone.") ­Leno's program moves at a sauntering pace, while there is a youthful hustle to Fallon's show. And as "Late Night" has become a compelling argument for the mystic power of social media, "The Tonight Show" continues to willfully operate on lo-fi, ad-driven revenue (albeit lucrative, with $125 million in 2013).

"No one tells me [to do] anything -- they see what we've done with our show," Fallon says of NBC executives. "At one point, they said I couldn't host the Emmys: 'No one will watch if you host it. You have too young of an audience.' We hosted the Emmys and did what we normally do on our show. Its ratings were up from the year before. With 'The Tonight Show,' they're kind of just letting me do it."

During its five seasons on the air, "Late Night With Jimmy Fallon" has become a game-changer for the music industry. Gleefully bilking talk-show conventions, it boasts a deep reservoir of off-kilter ways to package musicians as personalities. The show's pop-culture footprint has grown so compelling that even elusive Hall of Famers like Prince, who's famously fastidious about TV appearances, has fallen under Fallon's spell.

"When NBC told me I got the job, I asked, 'Can we do it from New York?' There was just silence on the phone" - @JimmyFallon
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Historically, Hollywood stars have been the top-billed anchors of late-night TV, in a bid to win big ratings. Musicians were shoehorned in at the end of the program, serenading sleepy viewers. Artists had their place: to perform, to shake the host's hand and to occasionally be granted a minute or two of couch-time chatter.

Under the watchful eye of executive producer Lorne Michaels (the "Saturday Night Live" creator who's a pioneer of night-time musical performances in his own right), Fallon & Co. flipped that model. They've given a wide swath of performers -- indie and major-label artists alike -- a bigger stage, so to speak. Fallon says of the freedom he's been given: "Lorne and I have worked so closely together over the years, and musically, our tastes are similar."

In participating in skits, games and interviews, artists have been given voices. In collaborating with the Roots onstage, artists have been creatively inspired. By engaging in any of the above, they've opened themselves up to all parts of Fallon's social media stampede: YouTube (2 million subscribers), Twitter (11.4 million followers), Facebook (1.2 million-plus likes), Instagram (1.1 million followers) and Pinterest (6,000-plus followers). To put that in perspective, one skit with Justin Timberlake -- in which he and Fallon have a conversation in hashtags -- has amassed 21.3 million hits on YouTube.

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"Call Me Maybe" Views: 17,372,159

"We Can't Stop" 16,346,348

"Blurred Lines" 16,112,876

"What Does the Fox Say?"15,136,025

"All I Want for Christmas" 12,533,395

At its most cool, "Late Night With Jimmy Fallon" has paved the way for such acts as Lorde, Kendrick Lamar, Odd Future and dance sensation Disclosure to debut their live show before a national audience -- many with the Roots as their backing band. "Once we figured out how many ways we could use the Roots as part of the performances, that kicked things up a bit," says Cohen, a former senior editor at Billboard. "Their presence allows us to do things completely unique to the show."

At its most powerful, the show has played host to Timberlake for five consecutive nights. "It's good to know Lorne and to have past relationships through 'SNL,'" Fallon says. "Being around New York City all these years and going to all these shows... I just called [some artists] personally: 'I have this idea, this is the bit, you don't have to do it.'" In fact, U2 was booked as Fallon's debut "Tonight Show" act after he placed a call to Bono, whom he met in his "SNL" days. At its most mind-blowing, the show has captured Fallon disarming legacy artists. Like the time Bruce Springsteen donned wigs with Fallon to parody himself circa 1986. Questlove says, "I don't know if [Jimmy] Kimmel or [David] Letterman or [Craig] Ferguson would come in at five in the morning to apply prosthetic makeup so they can look like Bruce Springsteen. That takes commitment."

To be fair, Conan O'Brien was also a music nerd forging personal friendships with artists (and doing bits with Paul McCartney) years ago -- which led to the White Stripes' weeklong stint on his NBC show and the Strokes playing a monthlong residency there, too. But Fallon's Timberlake coup entailed a series of exclusive appearances leading up to the release of "The 20/20 Experience," the multiplatinum pop star's first album in seven years.

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"I feel like that's the best example to date of how we can be a very strategic partner to an artist launching a project," Cohen says. Timberlake is just the start: Expect a future announcement from Island Def Jam (IDJ) about a big event in fall 2014, inspired by the Timberlake stunt.

Bob Roux, co-president of North American concerts at Live Nation -- who has overseen tours by Springsteen, Arcade Fire and Kings of Leon -- sees Fallon's show as a key way to get visibility. "They do a great job of setting up tour cycles and album releases for established artists," he says. "And Fallon also has close connectivity with those artists."

No one will testify to this more than Christian Clancy, the former Interscope marketing executive who manages hip-hop collective Odd Future, led by controversial frontman Tyler, the Creator. "Fallon humanizes [artists]. That show gave its audience a peek at a kid that connects beyond the shock and all the things people think he is," he says. "Jumping on Fallon's back [after his performance], Tyler looked like a 7-year-old having the time of his life." (Which was totally cool, Fallon says, "but I don't want everyone jumping on my back.")

Tyler, the Creator was booked on the show at Fallon's behest, even though Cohen wasn't sure the timing was right and Questlove had serious reservations. While speaking on the phone to Tyler about the Roots' accompaniment, the bandleader says, "He was out of his mind: 'Yeah, I want a gnome onstage. And then I want to destroy the gnome.' I just knew, 'Oh, God. I'm going to get blamed for this.'" Still, Tyler was so reassured by that conversation that he agreed to soften the lyrics to "Sandwitches" with cheeky affirmations about staying in school and going to church. By comparison, "when we did 'Letterman' -- my God -- they were scared to death of Tyler," Clancy adds. "We had to have 19 meetings about 'What's he going to do?' Then after [he performed], he got screamed at and he stormed out. [laughs] That's what makes Fallon, Fallon."

With that trust in place, Clancy reached out to Cohen a year later to facilitate Odd Future associate Frank Ocean's solo TV debut. The performance ended with a surprise announcement that Ocean's highly anticipated Def Jam debut, "Channel Orange," would be available that night on iTunes -- a full-week digital exclusive, before the CD release. "That pissed off everyone at retail," Clancy says. "But it was amazing for us." "Channel Orange" debuted at No. 2 on the Billboard 200, with sales of 131,000 units, according to Nielsen SoundScan.

NEXT PAGE: The Lure of Playing With The Roots and Whether the 'Tonight' Move Means Less Indie Artists 

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