When I spoke with Shayne Millington about the cheeky Super Bowl ad she was planning with Cardi B., the advertising executive was excited about the prospect of tweaking male sports fans in a way Big Game ads often don't do.

But the NFL threw some cold water on her plans Sunday, preventing makeup brand NYX from airing part of their ad suggesting that men may have mistook the name of their Duck Plump lip gloss and used it in a certain private area. Instead, they aired 30 seconds featuring Cardi B and displayed a QR code viewers could use to access the full ad.

Millington, the Chief Creative Officer at McCann New York, told me before the game that the ad was an attempt to turn the tables on traditional Super Bowl advertising.

"You have to really look at how women have been portrayed in Super Bowl ads and in the past, and it's not great," she added. "So, on a platform as big as the Super Bowl where men have [traditionally] had the upper hand with humor...[this time] women will have the last laugh with Cardi B."

Turns out, Millington's ad was among the sauciest in a Super Bowl where brands played it safe even more than usual, perhaps due to the mammoth, $7-milion-per-30-seconds fee for airtime.

Political messages were subtle and shaded, including a retro-looking ad for independent presidential candidate Robert Kennedy Jr. that didn't get near his controversial stands on vaccines and other issues (with a jingle that sounded like it could have been an ad for his dad; talk about a nepo baby). An ad for the website hegetsus.com aimed at boosting Jesus Christ focused on how his teachings might bring people together, not the controversial stands of one funder, the family which owns notably religious craft store chain Hobby Lobby.

Blame the intensely crazy pace of real-life news or the back-breaking price for ads, but this year's crop of commercials seemed to lean away from controversy and into nostalgia, celebrity and cross promotion — with Super Bowl halftime performer Usher appearing in more spots than the Budweiser Clydesdales.

Here's a breakdown of what worked and didn't in the biggest – and most expensive – advertising showcase on American television.

Best use of a celebrity poking fun at something he knows we're all laughing at anyway: State Farm's 'Like a Good Neighbaa'

We all know Arnold Schwarzenegger has somehow won over America's hearts despite delivering lines in films so drenched with his Austrian accent that it sounds like English put through a Cuisinart. That's why it's so delightful to see him willing to send up both his action hero past and his dicey diction, playing a swashbuckling State Farm agent who somehow can't say "labor," "concealer" or "neighbor." Even Jake From State Farm couldn't help coach him through a speech pattern that, somehow, still makes all those words sound cooler when they come out of Ahnuld's mouth. (Though his former Twins co-star Danny DeVito untimately had to help him out.)

Worst use of a celebrity tolerating something we're all laughing at anyway: BMW's 'Talkin' Like Walken'

How do you come up with a concept so promising – much-mimicked Hollywood eccentric Christopher Walken walks through a day where everyone is doing their own Walken impressions – and wind up with a spot so, well, odd? Where are the celebrities who do amazing Walken impressions, like Kevin Pollak, Jay Mohr or even Tom Hiddleston? Where's the moment Walken has fun with people trying to cop his off-kilter patios, (instead of looking like he can't wait to get off the screen)? And why is the Super Bowl's halftime headliner Usher showing up at the end and NOT doing a Walken impersonation? Small wonder this over-hyped ad is also in the running for Best Missed Opportunity. Sigh.

Best way to get someone else to publicize your new music: Verizon's 'Can't B Broken'

The ad itself is a fun affair, with Beyoncé trying to "break" Verizon's 5G network through a series of outlandish stunts (assisted by Veep co-star Tony Hale), including creating Beyonc-A.I., the pink-themed Bar-Bey, and a musical performance in space. When none of that succeeds in bringing down Verizon, she says "Okay. They ready. Bring the new music."

Of course, Beyoncé meant business, dropping two new tunes on her website and announcing the debut of a country-inspired album, Act II, for March 29. Forget about announcing a new album during the Grammys; Bey dropped her announcement on TV's biggest platform, paid for by Verizon. Respect.

Best celebrity save: Uber Eats's 'Don't Forget Uber Eats'

Actually, I want to forget much of this spot, which features wooden moments like David and Victoria Beckham pretending to forget she was in the Spice Girls (will anyone catch that they're spoofing a scene from his Netflix docuseries?) and another, um, forgettable cameo from Usher (did you know he's playing the Super Bowl halftime? Feels like he's popping up in half of the Super Bowl ads to remind you!)

But the conceit – that you have to forget something to make room in your memory for Uber Eats' awesome services – hit home when Jennifer Aniston appeared, ignoring David Schwimmer even as he reminds her they worked together for 10 years on one of the most popular sitcoms in TV history.

Perhaps it's because I disliked his character Ross' romance with Aniston's character on Friends so much, but when she walked away, convinced she didn't know him, and he muttered "I hate this town," I felt like TV justice had somehow been served.

Best hope for Marvel fans: The Deadpool movie

That sound you heard at the game's start wasn't sports fans settling in for the Big Game. It was Marvel fans screaming in anticipation after realizing that Ryan Reynolds' new Deadpool movie won't just feature Hugh Jackman returning as Wolverine, but Reynolds' disfigured, wisecracking mercenary superhero getting kidnapped by the TVA — an organization from the Loki series. And the TVA's representative here is none other than Succession's Tom Wambsgans, or the actor Matthew Macfadyen. If any film can rescue the world from superhero fatigue, this might be the one.

Best use of a cat/worst use of a McKinnon: Hellmann's 'Mayo Cat'

Fans know Saturday Night Live alum Kate McKinnon has a special bond with cats — she's even come up with some sidesplitting sketches on the subject — so it was cute to see her alongside a feline who captivates the world by simply saying "mayo." The ad also has a cool button at the end, where the cat dates and breaks up with fellow SNL alum Pete Davidson ("You lasted longer than most," McKinnon quips.) But how do you spend millions on a commercial starring the funniest woman on TV and give all the action to her cat? Purrfectly frustrating. (Yes, I went there.)

Second best use of a celebrity poking fun at themselves: Skechers 'Mr. T in Skechers'

I'll be honest, I didn't notice there was no "T" in the footwear company's name until Tony Romo upsets the famous A Team star by pointing it out. Watching a 71-year-old Mr. T walk on hot coals and do CGI-assisted pull ups while insisting "I pity the fool who has to touch his shoes" as he cavorts in Skechers slip on shoes, I saw a mix of nostalgia, absurdity and good-hearted self-parody that I didn't even knew I needed until it happened. Once again, Mr. T. for the win.

Best tribute to a departed legend: FanDuel's Super Bowl Kick of Destiny Part 2

Reprising the stunt from last year, where the four-time Super Bowl champion tight end tried – and failed – to make a 25-yard field goal, this year's commercial featured Gronk failing again. In a teaser for the series of ads released early, Rocky co-star Carl Weathers was shown riding up on a motorcycle to encourage Gronkowski. After Weathers died earlier this month at age 76, producers reworked one of those ads to show the actor saying ruefully, "You gave it your all, Gronk." Then the spot flashed to an image of Weathers with the message "Thank you Carl. 1948 - 2024." Glad to see the company kept him in the spot; there's no better, classier tribute to a towering talent than tipping the hat to him on the biggest platform in the world.

Best 'I'm not crying, you're crying' ad: Google Pixel's 'Javier in Frame'

I first gave this award last year for the dog food ad that made everyone emotional. This time, its Google Pixel showcasing its guided frame technology, in which the phone tells users when faces are fully in the picture frame. We see this work from the perspective of Javier, who utilizes the phone despite his problems with blurred vision to capture important moments in his life, including the birth of his child. The spot's director, Adam Morse, is blind and it's narrated at the end by Stevie Wonder. Poignant doesn't begin to describe it.

Most confusing movie ad: 'Twisters'

It's not apparent from watching the Super Bowl ad whether this film is a reboot or a sequel to the 1996 film that featured Helen Hunt, Bill Paxton and Philip Seymour Hoffman ( according to Variety, it's indeed a sequel). But after watching Glenn Powell and Daisy Edgar-Jones jostling around in a 2-minute spot spouting dialogue that referenced the original, I only had one question that really needed answering: Why?

Best contest with the worst ad: DoorDash's 'All the Ads'

It's an inspired giveaway: DoorDash will provide all of the items in every Super Bowl commercial to one lucky winner, including a 2024 BMW All-Electric i5, chicken wings from Popeyes for 150-plus people, a $50,000 check for their dream home and much more (you had to watch the commercial during the game and add a promotional code at this URL to enter). But hearing Laurence Fishburne majestically narrate a preview ad that uses DoorDash as a verb while products are bursting from the ground makes me want to DoorDash as far away from it all as possible.

Worst use of a celebrity: 'Sir Patrick Stewart Throws a Hail Arnold' on Paramount+

Yes, you read the title right. Patrick Stewart, star of Star Trek: Picard on Paramount+, appears in a spot where he argues with Drew Barrymore, then orders Miami Dolphins quarterback Tua Tagovailoa to throw an animated fourth grader from Hey Arnold! up a mountain, before doing it himself. (The band Creed also shows up to play a song for some reason).

All I want is a sample of whatever the scriptwriters were smoking when they came up with this nonsense – or when they got Stewart to agree to appear in it.

Second-worst use of a celebrity: Squarespace's 'Hello Down There'

The concept's not so bad: We're so distracted by our phones and social media that no one on earth notices a fleet of flying saucers overhead until the aliens build a website with Squarespace.

But it's a drag seeing Oscar-winner Martin Scorsese direct this bit of fluff without much humor and a punchline that goes over like, well, a badly formatted website: Scorsese in traffic, looks at a sky filled with spaceships and tells his driver, "I told you to take Broadway. This always happens."

Feels a little like hiring Frank Lloyd Wright to design your kid's backyard playhouse.
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[As a Boston-area station, we of course cannot omit the Dunkin' commercial - Ed.]