From the moment that the characters of Laverne DeFazio and Shirley Feeney were introduced on Happy Days, they were destined to become a hit.

Laverne & Shirley became one of the most popular spin-off shows of all time, becoming the most-watched TV show in America by its third season.

The hype for the girls had everyone reciting the hopscotch chant, "1, 2, 3, 4, 5, 6, 7, 8 Schlemiel! Schlimazel! Hasenpfeffer Incorporated!"

But before Laverne & Shirley became TV icons, Penny Marshall and Cindy Williams were just a couple of scrappy chicks trying to find where they fit in Hollywood.

For Marshall, it was likely easier to navigate the L.A. scene.

Her dad was a TV producer who once brought a friend to the set of The Odd Couple and when his friend commented on a guest star saying, "She’s very funny"” all Tony Marshall could tell him was, "Wait till you see Penny Marshall."

Marshall had been acting for four years before she began appearing on The Odd Couple as Oscar’s secretary Myrna. And though Marshall enjoyed finally getting time in the spotlight on the sitcom, she ultimately was scared that the role was limiting her potential to have producers see her as a true TV star.

"As Myrna, I would appear at the beginning of the show, asking Jack Klugman’s Oscar why he looked so pale and tired," Marshall told The Miami News in 1974. "I’d tell him he needed a vacation and suggest a cruise. Then the show would start and be all about the cruise. At the end of the show, I would pop up again and ask him how it all turned out. I was fast becoming the ‘Queen of the teaser and tag.’"

That’s why Marshall ultimately decided to take a risk and leave The Odd Couple for the chance to join the cast of a show called Friends and Lovers.

The move only made her more paranoid that she’d never make it, because very soon after filming started, there were rumors the network wouldn’t pick up more episodes.

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"It’s really crazy," Marshall said. "Just before we went on hiatus, everyone was going around asking everyone in sight if they knew anything about the show being picked up. Just to give you an idea of how paranoid we all became, I even went so far as to ask the carpenter who builds our sets if he had any inside word."

The cast’s worst fears panned out and the show was cancelled. Marshall was disappointed, but critics knew it wouldn’t be the last they’d heard of the future Laverne.

"Penny Marshall should go on to better things," one critic wrote in 1974. "She’s got what it takes… talent… and a marvelous sense of humor."

As for Cindy Williams, critics before Laverne & Shirley aired predicted that she was "likely to remain anonymous unless she establishes herself firmly in the public mind through raw talent."

Williams had started acting in 1970, praised for youthful looks that allowed her to play parts meant for teenage girls, but unlike Marshall, who became paranoid, Williams found a way to stay positive despite any failures.

When her career didn’t seem to be picking up, she visited a psychic who told her she would soon be traveling.

At this point, Williams had auditioned a dozen times for the movie Travels With My Aunt. The day the psychic told her to pack a suitcase, she got the call that she was cast and hopped on a flight to the film location in Madrid. It would become what she considered her biggest break.

"I consider myself the luckiest girl in the world," Williams told the Galesburg Register-Mail in 1972 after getting the part.

Shortly after, Williams featured in American Graffiti, where critics said she "glittered brightly," but again, despite heavily praised performances, Williams didn’t become a major celebrity and felt unsure about her future as an actor.

In the end, Happy Days would bring the lifelong friends together, casting them as Laverne & Shirley and ensuring the actors wouldn’t fade into obscurity.

For Marshall, fame was always the aim, but that didn’t mean she loved being on camera.

The Laverne DeFazio actor told the Sunday News in 1973 that any time she saw her face onscreen, "I want to crawl into a corner and hide."