Say what? Kenan Thompson made an appearance on Late Night With Seth Meyers on Tuesday, Sept. 29, and dropped a doozy of an anecdote about some odd advice he once received from Bill Cosby.

“There are little indicators of things that happened that make you go hmm,” Thompson prefaced his story, adding that he was completely floored by the words that came out of his Fat Albert costar’s mouth back in 2004.

“He was like, ‘You know, life is good in the movies or whatever, but you just be ready because when this movie comes out, you’re going to need two d—ks because women are going to be all over you,’” the 37-year-old actor recounted.

Meyers laughed at the outrageous anecdote as Thompson made faces of mixed disgust and disbelief.

“I was like, ‘I’m sorry, Dr. Huxtable. What was that? I didn’t catch it,’” he said of how he responded to the disgraced actor’s off-color remark.

Thompson added that he let the creepy comment slide at the time because “that weird stuff goes in the back of your [mind],” though he admitted that thinking back on it now makes him wonder about other forewarnings of the formerly beloved TV actor’s years of allegedly sexually abusing women.

The 78-year-old actor is facing public outcry after more than 50 women came forward this year to accuse Cosby of sexually assaulting them in the past decades.

And in July, 35 of Cosby’s alleged victims posed for a visually shocking cover of New York magazine and gave their first-person accounts of what happened to them.