"How's about you and me take a walk down to the lake, Hilda Mae?" Barney Fife asks his date during a picnic with Andy, Ellie, Aunt Bee and Opie in the opening scene of The Andy Griffith Show first season episode "Ellie for Council."

"Oh, I don't know," Hilda Mae says, "I should help clean up here."

Ellie urges her to go along with Barney, and the deputy clumsily helps Hilda Mae to her feet.

"I hope there aren't any wild animals," Hilda Mae says to Barney.

"If I were you," Barney says, eyes jiggling with flirtatious machismo, "I wouldn't worry too much about the wild animals."

On The Andy Griffith Show, Barney Fife's most frequently seen girlfriend is Thelma Lou, but 12 episodes before we meet his sitcom soulmate, we saw him cuddling up with a gal you may have forgotten named Hilda Mae.

Hilda Mae is played by Florence MacMichael, a gifted comedian who rose up on The Martin and Lewis Show alongside Lucille Ball in the 1940s and is probably best known for joining the cast of Mister Ed in 1963 as Alan Young's new neighbor. In between, she appeared on TV on My Three Sons, The Twilight Zone, Gunsmoke, and many other shows.

"She was delightful," Mister Ed costar Young told the Television Academy. "She played a Gracie Allen sort of air-headed little gal, and she was such a dear."

Florence got started acting on stages in her hometown Hagerstown, Maryland. From there, she leapt from Broadway to radio to TV and movies very quickly. It helped when LIFE Magazine ran a photo of her performing on Broadway in 1941, remarking that she "expertly acted" her comedic role.

The play was called Out of the Frying Pan, and it soon became the impetus for MacMichael's debut movie role, when they decided to do a 1943 film adaptation starring Susan Hayward called Young and Willing. Florence's unforgettable Broadway performance secured her a spot in the movie. A Susan Hayward biography noted that again, even though MacMichael was not the star, on the big screen she shone brighter than the rest of the cast. The author said the show "was stolen by Florence MacMichael of the New York cast as an ookum-voiced, nitwit, midwestern interloper scandalized to think there might be hanky-panky going on."

Oozing with talent and a comedic knack for playing it properly with the fellas, MacMichael fit right in on The Andy Griffith Show as Fife's girlfriend Hilda Mae.

Hilda Mae's last appearance on the show came just two episodes before Thelma Lou arrives.

In "Andy Saves Barney's Morale," an episode in which Barney's the butt of the town's jokes, Hilda Mae stands up for her man.

"He can't stand to be laughed at," she tells Andy knowingly, and what follows in their exchange gives Andy the idea that ends up "saving Barney's morale." What a gal!

The next thing we know, though, Hilda Mae's out and Thelma Lou is in.

For the episode "Cyrano Andy," there's no mention of Barney’s previous girlfriend or allusion to any heartbreak he's recently experienced. Instead, the only possible rationale that can be read into Barney blowing it with Hilda Mae comes from clues dropped during his attempts to court Thelma Lou.

"You better tell that girl how you feel about her," Andy scolds Barney after learning he failed to kiss Thelma Lou goodnight after their first date. "If you don't, you're gonna lose her."

Barney explains how tongue-tied he gets in the moment, and that's where the episode's plot is hatched to feed Barney the words to win Thelma Lou's heart.

Perhaps Hilda Mae quit coming around because Barney didn't speak up to give her a reason to stick around!

We can only speculate since the writers dropped the ball and never mentioned Hilda Mae again, but two years after appearing on The Andy Griffith Show, MacMichael joined Mister Ed and continued acting in TV and movies through 1971. After that, she retired to a life with her family in California until she passed away in 1999.

Although she stuck to the West Coast to settle down for retirement, like Griffith, she maintained a fondness for and deep connection with her hometown.

"She came back to Hagerstown periodically to visit family and old friends, so she never forgot her roots," her nephew Keith MacMichael told Hagerstown Magazine.

One of the funniest character actors, who is often unfortunately forgotten in TV history, MacMichael, according to her nephew, drew her strength as a comedian from her sparkling personality. Remember that next time you're chuckling while watching her squeeze Barney's biceps to build up his self-esteem.

"She was warm, witty, soulful, and loving," her nephew said. "Did I say she was funny? She had the greatest sense of humor, confidence in her abilities, and a wonderful humility."

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