By Beverly Keel

NOVEMBER 15, 1999:  Actor Jim Varney has met a lot of children in the last few years, but he remembers them all. Perhaps it's because, to a one, they respond so openly to his alter ego Ernest P. Worrell, delighting in his contagious enthusiasm and relating to his childlike innocence.

Even if Ernest is a nationally recognized figure--thanks to nine movies and more than 4,000 commercials--to these kids, he is a playmate. He's a beloved fixture, a pal they can watch on videotape whenever they need comfort or companionship. But he's also proven to be a true, flesh-and-blood friend many times over: When given the chance to have a lifelong dream fulfilled by such groups as the Make-A-Wish Foundation, several hundred terminally ill children have asked to meet Ernest. And he's never let them down.

Perhaps the most memorable was the 8-year-old girl who wanted to have breakfast with Ernest, even though she could only be fed through an IV. Donning his Ernest getup of a gray flannel T-shirt, a denim vest, khaki hat, and blue jeans, Varney met the girl for breakfast at Disney World. "I got her a set of post earrings with her birthstone because she had just gotten her ears pierced," he recalls. "She asked her mother if it would be all right if she could wear them in her casket so she could wear them to heaven.

"I just made a surprise call from Ernest to a kid last week, and he sounded just fine. About two days later, we found out he didn't make it. But there's a thing about kids: They accept things a lot of the time better than adults. It was a big thrill [for them] that Ernest was on the phone. You think, wow, I hope if I've got two days left that I can get excited over a phone call."

Varney has thought about these children a great deal during the last year because he's been fighting his own battle with lung and brain cancer. And it may well have been the strength and inspiration of his young admirers that drove his refusal to surrender. Even though his survival was doubtful earlier this year, the cancer now appears to be in remission and he is slowly regaining his energy. He has emerged a restored man, one more dedicated to his work than ever.

"It's been such a revelation for me to go through this," the 50-year-old actor says. "You'd think you would sort of lose a lot of inspiration in yourself, but it's really fortified me. It's made me a much more spiritual person. When you see the fragility in life--and I came close to dying a couple of times this year--you don't really appreciate life until you look death in the eyes, until you see where you are one step from that point. It makes you appreciate life a lot more, every moment.

"It doesn't change you so much as it makes you look inside yourself and not take so much for granted. It makes you look over everything and ask, 'If I had done it this way what would have happened?' As I look back, I think I probably wouldn't have changed much. I may have lived in some different places or had some different friends or taken a few paths I might not have taken, but generally I'd be right about where I am."

Given the chance to think over his life, though, Varney does have one small regret. "Looking back now, I'd like to have cut in and out of Ernest more, but I didn't. It was a steady check. I would go from one movie to the next, cruising along. Then you realize 10 years have passed and you're still doing the same character."

For the moment, however, Varney has managed to put Ernest aside. In spite of his tremendous health battles, he's smack in the middle of what may be the best year of his professional life. After two decades in the business, he is now poised to earn the credibility that has eluded him for his entire career. For this he can thank Billy Bob Thornton's upcoming Daddy and Them, which features Varney in a plum role as the only non-drinker in a family of Southern alcoholics. Starring alongside Thornton, Laura Dern, and John Prine, Varney delivers the dramatic performance of which he always knew he was capable. When the movie premieres next month, he's hoping everyone else--especially dubious Hollywood casting directors--will be convinced too.

Varney readily admits that the success of Ernest, who celebrates his 20th anniversary this year, has been both a blessing and a curse. On one hand, the comic character made him a nationally famous multimillionaire; the tradeoff is that he has become famous as Ernest. "He did the role so well that people didn't realize he was an actor," says close friend and movie director Coke Sams. "It was an acting job and a phenomenal acting job."

"It was a dream, sometimes a bad dream," Varney says of his success. "The blessing is that it rocketed me to national notoriety, but on a single streak. It was like Pee Wee Herman. You get known as one character, and sometimes that character overwhelms what you are building to. People want to say, 'Stop right there, that's funny enough.' They don't want you to progress as fast as [you] want to progress."

Varney is among a handful of actors whose identities have become inextricably linked to the characters they play. To many, Bob Denver will always be Gilligan, and Leonard Nimoy will forever be Spock. In fact, Varney's idol--judging from the framed pictures and figurines that decorate his den--is Charlie Chaplin, who was forever associated with his screen persona as the Little Tramp. But Varney is hoping to follow in the footsteps of comedian Robin Williams, who was able to escape the confines of his sitcom character Mork and build an impressive dramatic career.

"I want to do some more films and be experimental," says Varney, whose dream role is Hamlet. "I've had Ernest in my pocket all this time, and he's always been something I can go back to and make a living. I would like to do some new techniques, stories that haven't been done before. I want to be artsy-craftsy and get into my Orson Welles stage. I hope [Daddy and Them] will get me more good character roles and expose me to some other creative people.

"I've tried over the past couple of years to get into a lot of independent films and even small roles, like [Lexington, Ky., filmmaker] Jeremy Horton's 100 Proof. I got reviews from New York newspapers that were going on about my performance. This is nice; I could have used this 10 years ago."

Varney hopes that his personal Citizen Kane will be his latest project, a movie about the feud between the Hatfields and McCoys. Writers and producers have been hired, and the film is evolving into his life mission--one that he shares with good friend and project collaborator Thornton. There is perhaps no one better to translate this legend to the big screen; not only is Varney a captivating storyteller, his grandfather hunted squirrel with the Hatfields. "The real story has never been told, even though it's been referred to all over the world," he says.

As evidenced by his convincing portrayal of Jed Clampett in the movie version of The Beverly Hillbillies, Varney has a true affinity for hillbillies. "It's just a whole class of Americans that have been forgotten," he says. "People in trailer parks have a certain culture and people who live on middle American farms have a certain culture, but your true hillbilly is a wilderness farmer from the hills, Appalachian or Ozark."

Bald from radiation, with a gray-specked goatee and a dangling gold earring, Varney looks more like a pirate than a mountain man these days. His blue eyes are piercing; his skin glows flawlessly. Sitting in a blue recliner in the den of his 5,000-square-foot White House home, he no longer bears any resemblance to the man who asks, "KnowwhutImean, Vern?"

At a young age, Varney knew he wanted to be an actor. The son of a physical therapist, he was raised along with his three older sisters in Lexington, Ky., during the transitional era between radio and television. His early years were spent listening to The Shadow and The Lone Ranger. Once the family installed the neighborhood's second black-and-white television, though, a funny thing happened. "My mother put on cartoon shows during the day so that she could work, and she found that I could mimic a lot of the characters on television, so she got me into children's theater when I was 8. I had a very loud voice and a lot of control for a little kid."

Those moments onstage, whether he was Prince Charming or a pauper, provided an escape from the beginnings of a nearly lifelong battle with manic-depression. "I noticed in my later adolescence that I started getting what I call the stares," says Varney, whose mother also suffered from depression. "Sometimes it would go on for a week or two. I couldn't get my mind on my studies or concentrate on anything, but I could escape in a character. The moment I came offstage, I became depressed again. It was a temporary escape, and that may have been a lot of what motivated me as a young actor. The more busy I stayed as a performer, the less likely I was to slip into a depression."

After spending his teenage years in school plays and summer stock, Varney embarked on a 30-year journey that brought him through New York, Nashville, and L.A. on various occasions. But unlike most struggling actors, who are forced to wait tables while waiting for their big break, Varney always supported himself through acting. "I was fortunate enough to come along in the great days of dinner theater," he says. "There were hundreds of dinner theaters in operation. You could get booked to do Guys and Dolls, and when that got canceled, you'd start rehearsals for Damn Yankees or Camelot."

He studied Shakespeare at the Barter Theatre in Virginia and even performed in a folk show during Opryland's first year of operation, but it was his standup comedy that launched his television career. His first national TV appearance came at age 25, when he embarked on the talk show circuit that included The Merv Griffin Show and The Tonight Show. Along with Robin Williams, Varney was one of The Comedy Store's original alumni.

In 1977, after casting agents saw his routine, he landed a role as a West Virginian on the ABC show Operation Petticoat. Roles on Fernwood 2-Night and America Tonight followed, but when the actors' strike hit L.A. in 1979, work dried up, and Varney was forced to return to Nashville to make a living. It turned out to be a career-making move.

"John Cherry had an advertising agency that wasn't advertising anything because nothing was selling," Varney recalls. "I had 100,000 characters that I couldn't get arrested for because nobody was buying commercials, so we started thinking we should get comedy back into commercials on a local level."

At the time, Cherry was vice president of Carden & Cherry--he has since been promoted to president--and one of his clients was Nashville's Purity Dairies, which needed some kind of hook to sell its product. "There were the guys telling you here is something that's delicious, nutritious, and tastes good with apricots," Varney says. "Those types of commercials aren't eye-catchers, and in the dairy business, you either like milk or you don't. There's no superior cow."

Working with Varney, the agency first produced commercials for Purity featuring the actor as Sgt. Glory, a tough-talking drill sergeant. "Those caught on, but we were too green and too young to know how to roll it out," Cherry says. "A lot of stuff didn't dawn on us in those days. Jim had that something, even then."

Though he has long been associated with Purity, the character of Ernest was actually introduced in a commercial for Bowling Green, Ky.'s Beech Bend Raceway Park. But he became popular touting milk--so popular that Carden & Cherry pitched the Ernest concept to about 80 different companies throughout the U.S. "Everybody thinks I'm an actor in their market," Varney says. "When I play something dramatic or offbeat, they go, 'That's the guy who sells them air conditioners up there, isn't it?' They really think I work for a local company."

Although Ernest was Varney's brainchild, there was a dedicated team of 15--including Nashvillians Coke Sams, Gil Templeton, Dan Butler, Glenn Petach, and Steve Leasure--working around the clock to create new commercials and sell them to companies. "None of it was planned or thought out; it just happened," says Cherry. "We'd come in and say, 'How do we push the peanut further? How do we make Ernest popular here?' "

After Ernest took off, Varney landed a role in 1983 on the TV show The Rousters with Chad Everett and Hoyt Axton, so he started commuting between L.A. and Nashville on a weekly basis. "When we first started, we would do four or five [commercials] a day and thought it was a good day's work," Sams says. "In a few months, we [were doing] about 20 a day, three days, back to back. We could do them because Jim Varney could do them. He has an unbelievably photographic memory. Imagine the kind of mind that can do radio station call letters and change them 25 times a day."

Jim Varney confronts a troll--and a creatively stifling career--in 1991's Ernest Scared Stupid

Ernest was successful because Varney figured out how to make this seemingly unlovable character lovable. Everyone knows an Ernest, the actor says, whether it's a hapless cousin or brother-in-law who breaks the lawnmower but means well. In every commercial, Ernest would address another character, Vern, who always remained off camera; and every time, the affable hayseed would brag and try to be something he wasn't, only to be humbled at the end of the ad.

"[Ernest] was so impressed with Vern," Cherry says. "He wanted to be Vern's friend, but there was no way he could be Vern's friend, and the public really empathized with that. It played on a multiple of levels, including slapstick, but it didn't work unless you empathized with the character."

The commercials led to a one-hour syndicated TV show called Hey Vern, It's My Family Album. "The syndication on it was weak and we were green, but the show is our favorite," Cherry says. A movie became the next goal, but there was a concern that what worked best in 30 seconds might not stretch to a full 90 minutes.

Regardless, Ernest's movie fate was sealed in 1985, during a celebrity appearance at the Indianapolis 500, when he joined other famous faces atop cars for a lap around the track. "Nobody paid much attention to anybody, but when Ernest went around, 500,000 people stood up and said, 'Hey Vern!' " Cherry recalls. "Michael Eisner and Jeffrey Katzenberg were in the audience, and they had just taken over Disney. To make a long, boring story short, we took off from there."

Between 1987 and 1990, Disney released four Ernest movies that generated a total of $100 million. Five more Ernest films were released independently, mainly for the video and television markets. This seemingly clueless character made Varney and Cherry very rich men.

Varney still remembers his first big check, a lump sum payment for his first film, Ernest Goes to Camp. "I invested it, and I suspect it's still in the bank with the original signature," he says. "I'm very frugal; I can spend all day at a garage sale. My dream was always to have the Hollywood lifestyle with sports cars and a swimming pool, and I've got all that. Everything else is a toy."

Cherry confirms that Varney has remained remarkably unchanged. "Jim is a good old boy, if you want to know the truth. He's not pretentious. He was never caught up in the fact that he was a movie star. He's never met a stranger. People just find him fascinating because of his wealth of knowledge. I used to tease him that he has a wealth of knowledge that he'll never use."

Says Sams, "I believe he is the most interesting person that I've ever met. He's a student of human nature and humanity. He has a sense of history that goes from the simplicity of what knives are and how they affected civilization all the way to the rise and fall of different political thought systems."

For all his thoughtfulness and his intelligence, though, it has taken the better part of a decade for Varney to emerge from under the character of Ernest. He had a chance in the mid-'80s, when country singer Roger Miller offered him the role of Huckleberry Finn's father in the Tony Award-winning Broadway musical Big River. But Varney had to turn the project down because he was already booked to do a movie. "I have no regrets," he says. "I just like to work."

Varney did earn some positive recognition for his work as Ernest P. Worrell, though: In 1988, he won an Emmy for best actor in a children's series, for the CBS Saturday-morning show Hey Vern, It's Ernest, which was scripted by a team of Nashville writers. The award, which remains somewhat hidden on a shelf in Varney's den, remains the accomplishment of which he is proudest.

But Varney's close association with Ernest almost cost him the role of Jed Clampett in the 1993 Beverly Hillbillies movie. To convince 20th Century Fox executives he could handle the part, he had to make a screen test for the first time in his life. When he proved convincing playing a straight scene, execs were relieved of their worries. The movie ended up being a pleasant surprise to both critics and moviegoers, and it garnered Varney not only the best reviews of his career--the San Francisco Chronicle said he gave the role "a certain intelligence and dignity"--but also earned him legitimacy in Hollywood. "I was very flattered by that and blown away," he says.

Even as he continued to make more Ernest movies, Varney spent the next five years working on various TV and movie projects, including the voice of Slinky Dog in the blockbuster Toy Story, and a recurring part on Roseanne. Along the way, he accepted comedic parts in B-movies such as Snowboard Academy and the recent Treehouse Hostage. But branching out appears to have paid off: He's reprising his role in Toy Story II (the premiere of which he'll attend on Dec. 11), and he serves as the voice of the cook in the upcoming Disney animated movie Atlantis.

It's been Varney's experiences off the set, however, that have changed his life most dramatically. After decades of heavy drinking to escape the "bleak morbidity" of his manic-depression, the actor visited a psychiatrist and was given a prescription for Wellbutrin. "Since I took the very first anti-depressant three years ago, I found out what normalcy is," says Varney, who hasn't had a depression since.

"I had been self-medicating myself for years. My way of winding down at night was drinking Scotch and knocking myself out. But that wears off in a few hours and you're back to square one again. I didn't know that there weren't super highs and lows in everybody's life.

"My fear was that I would have the wrong thing at the wrong time, that I would be real depressed when I needed to be up, or I would be up when I needed to play a depressed role. The roller coaster chooses its own hill.

"Sometimes I would go for two weeks just staring out the window, not getting anything done. Then I would get so carried away with energy that I would want to drive a sports car as fast as I could and go to a nightclub and stay out all night and root and toot and holler. That would go on for three or four days until my tongue would hang out. Then I would go back to another depression.

"The worst place to be was to be depressed in a crowd that was crazy about me, and I'd have nothing nice or good to tell them. They'd say, 'Be funny,' and I'd go blank. I'd think, I don't know how to be funny right now, maybe another time. We'll do a lunch, a very depressing lunch."

Like most comics, Varney has hidden his sadness and troubles behind a mask of laughter. He believes the illness cost him his seven-year marriage to his first wife Jackie, whom he wed in 1976. "I have a lot of sadness from those lost years," he says. "My relationships would have been much different with my family, and it probably would have affected my career. All I knew how to do was let it go in a surge of energy and use it onstage to get rid of the energy."

"Most people think that [Jim] is always joking around and silly," says his second wife, Jane Varney, whom he divorced in 1991 after three years of marriage; she remains his assistant and close friend. "A lot of people ask me, 'Is he like that all the time?' The answer is, yes, a lot of times he is, but there are a lot of times he isn't."

When the dark cloud finally lifted, Varney experienced a sense of renewal. Life was good; he was working steadily and surrounded by the comforts success had brought him. But this newfound happiness was shattered last August, when his nose began bleeding during the filming of Treehouse Hostage. At first, he thought it was just a result of California's dry weather, but when he began coughing up blood, he thought he might have tuberculosis. He visited a doctor, who found a fist-sized tumor in his lung.

The doctor recommended immediate surgery, but Varney had committed to Daddy and Them. Director Thornton didn't want to shoot the film without Varney, so he bumped up the schedule about a week, at the cost of about $1 million, and filmed Varney's scenes in the first five days. "That's unheard of in Hollywood," says Varney's attorney, Bill "Hoot" Gibson. "But Billy Bob knew what Jim could do. He told me, 'Hoot, I wouldn't do the movie without him.' "

Two days later, Varney was on the operating table. During surgery, doctors discovered the tumor had grown a branch that had pierced Varney's heart. In January, they created a window in Varney's heart, which had become encased in a liter of infectious fluid. "Until that was drained and cleaned, I couldn't get any air," he says. He was placed on a ventilator, which he describes as "Chinese water torture." Although he was conscious, the ventilator wouldn't allow him to breathe on his own, so he had to endure taking only four breaths a minute.

"I was on four liters of oxygen, and I was suffocating. I was on the most oxygen they can give you, and it was like having your head held underwater and being given a soda straw to breathe through for 24 hours. I thought, 'I am going to die.' "

The tumor removal was successful, and Varney miraculously survived the heart complication. But in March, after he suffered a seizure in the hospital, doctors discovered the cancer had spread to his brain. The seizure gave him slurred speech, temporarily paralyzed the right side of his body, and for a time left his fingers without sensation or the ability to write. "I thought I was going to have brain damage, but [the cancer] was only on the surface, like a sunburn."

He successfully completed a round of radiation, which sent the cancer into remission but cost him his hair and has, at least temporarily, diminished his eyesight and hearing. He is now back to his normal weight of 150 pounds after dropping below 130. Ironically, Varney now sports the shaved-head look that Thornton recommended a few years ago as a means of escape from Ernest. But he doesn't believe he'll keep the look for long. "I'm growing it back a little bit now," he says. "It's a neat look, but every time I go outside, I've got to put on a wool hat."

After recovering from brain cancer, Varney faced another setback when an old back injury flared up. While the back trouble isn't related to the cancer, doctors must now treat virtually everything as if it's malignant, so Varney underwent another round of radiation, which he just completed. "Everything has been radiated and gone," he says. "I've been given a clean bill of health. There's nothing in my blood or lymph nodes. I'm healthy as a horse, I've gained my weight back, and I'm eating good."

While he still moves a bit slowly from the back pain, his good days have increased in frequency and quality. He says 90 percent of his energy has returned. "I'm not used to not being able to jump up and do what I want to do right now, having an uncooperative body. But I'm getting stronger every day. Even yesterday, it was very hard for me to walk."

Varney expects to stroll down the red carpets in full form at next month's premieres of Daddy and Them and Toy Story II. He has emerged from his health battles invigorated, charged with a new mission and drive. He's not necessarily a changed man, but perhaps a better one.

"He has been unbelievably strong," says attorney Gibson. "I have to be honest, I didn't think he would have such courage and fight the way he did. I didn't think it was humanly possible for anybody to do that, and he's done it, which shows you how deep he is and how good he is."

"Most people don't live through that," concurs ex-wife Jane Varney. "He said to me, 'I've got a lot to do. There must be some reason I'm still here.' "

Perhaps not surprisingly, Varney remains ever philosophical. "I'm still me," he says. "I've become more spiritual, and I realize that I'm closer to God than I've ever been. It's made me reflect back on a lot of the wasted time in my life, which to some extent I had control over and to some extent I didn't."

Armed with a newfound appreciation of the precious gift of time, Varney has begun working almost daily on the production of the Hatfields & McCoys project while anxiously awaiting the response to Daddy and Them. "I'm just now learning behind the camera," he says. "I want to write, direct, produce, and act. I want to do it all."

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