The Orpheum Theater has rarely shined so brightly as it did on Sunday night. The theater was completely transformed for a live taping of The Tonight Show with Jimmy Fallon, which aired following the Super Bowl, and as the 2,500 lucky ticket winners filed into the performance space on Sunday evening and made their way to their seats, it was mesmerizing to take in all of the theater's gold fixtures bathed in TV-set spotlights.

Fans were put through quite the ordeal in order to attend the live broadcast. Attending the show required two trips to the Orpheum on Sunday, and when audience members arrived to pick up their tickets and wristbands at 11 a.m., a line was already wrapping all the way down Hennepin, around on 9th Street, down the back of the building on 1st Avenue and back up 10th Street again, with the end of it nearly reaching around to the Orpheum's doors again. For some, it took up to three hours of shivering in the 1-degree weather to finally make it indoors to claim their seats — but come showtime, no one seemed to mind the hassle that it took to get there.

In fact, the audience at the Orpheum was as loud and genuinely excited as any crowd I'd ever been a part of, leaping out of their seats at the slightest provocation and howling so loud at Jimmy Fallon that he seemed taken aback by the volume and intensity. "We usually do this in front of 200 people," he said at one point during a commercial break. "I love this energy!"

For those accustomed to watching The Tonight Show at home, Sunday provided a fascinating glimpse into all of the orchestrated movements that occur behind the scenes while producing a large-scale television show. Camera rigs swooped overhead, coming just a few feet from the tops of people's heads; producers cued the audience and crew; make-up artists ran up to members the Roots to powder their noses and foreheads; one woman's sole job seemed to be to keep meticulous watch over the amount of water in Jimmy Fallon's coffee cup.

Host Jimmy Fallon during the Opening Monologue from the Orpheum Theater in Minneapolis, MN (Photo by: Andrew Lipovsky/NBC)

When it came time for Justin Timberlake to perform, the set's blue curtains swung open and an entire touring rig was quickly assembled on stage — including two drum kits, a riser of keyboards, and a dizzying amount of guitar pedals and amps — and then quickly stowed again, erasing any trace of a performance ever happening. And somehow, everything seemed to go perfectly.

Fallon seemed to be sincerely relishing his time in Minnesota. He opened the show with credits that featured First Avenue, Murray's, Ike's, the Stone Arch Bridge, the Bob Dylan mural and more. He joked that he was going to move the show to Minneapolis after the crowd nearly knocked him over with their adoring welcome. And he told multiple stories about eating a Jucy Lucy at the 5-8 Club and stopping by Mickey's in St. Paul, first on camera and then between during commercial breaks. (One of the notoriously surly waitstaff at Mickey's, Mary, greeted Jimmy by saying, "You're uglier in person than you are on TV.")

In a particularly moving moment, Fallon took the cameras backstage to ponder the Orpheum's rich history on Hennepin Avenue, noting that the building was once owned by Bob Dylan. Rather than slip into an obvious impersonation and try to mock his unusual singing style, Fallon instead transformed himself into a black and white version of Dylan in the mid-'60s, pulling on a wig, black sunglasses and an acoustic guitar and delivering a straight-faced and downright compelling rewrite of "The Times They Are A-Changin'" that reflected on the political climate and even offered a statement about the national anthem protests. The performance was pre-taped, but the cheering heard in the segment was in real time — when it aired in the theater, the crowd loved every minute of it.

When Fallon brought out his first guest, Justin Timberlake, and asked him about his Prince tribute during the Super Bowl halftime show, the audience was so eager to hear his response that you could hear a pin drop in the theater.

"He's — it's a moment for me, if I'm being quite honest. Because he's always been the pinnacle of musicianship for me... He's such a special thing here, aside from what he is all over the world. I just felt like I wanted to do something for this city and something for him that would just be the ultimate homage to what I consider the GOAT of musicians."

Timberlake paused and looked over at the Roots' Questlove, a notorious Prince scholar and superfan, who nodded and held his hand to his heart. "It was dope," Questlove said, cosigning the tribute.

"I mean, you have to understand - we got the actual, real vocal stems from 'I Would Die 4 U,'" Timberlake continued. "The actual recording. And then we got uncut footage of his performance of it in Purple Rain. And somehow, someway, by the grace of probably Prince looking down on us, it synced up. It was this crazy, serendipitous moment. I just wanted to use that moment to do something special for this city, but most of all for my favorite musician of all time."

Timberlake ended up performing two songs for the show, bookending appearances by the cast of This is Us and Dwayne "The Rock" Johnson. But the real magic came just after the cameras stopped rolling. In a true moment of spontaneity, Fallon and the crowd worked to convince Timberlake that he needed to play one more song, and he seemed legitimately on the fence as he paced around the stage and took a moment to tune up a guitar and line up members of his band along the edge of the stage. "Fuck it, we're all here," Timberlake said, and Fallon couldn't help but bound toward the microphone to do a brief and giddy duet on the Bee Gees' "Nights on Broadway" (the theme from their SNL skit The Barry Gibb Talk Show) before melting into the edge of the set to watch Timberlake perform.

Timberlake closed the night with a long, jammed-out version of "Drink You Away" from his 2013 album The 20/20 Experience, and it was a rare moment to watch the highly produced, choreographed performer blow off a little steam with his band. The audience stood still and watched in awe, drinking in every last moment.