Our favorite celebrities came out to celebrate Oprah’s third and second-to-last shows for her final season. Dubbed “Surprise Oprah! A Farewell Tribute,” the night included performances by Aretha Franklin (who sang “Amazing Grace”) and Beyonce (who performed “Who Run the World“), with surprise appearances by Will Smith, Madonna, Tom Hanks and Halle Berry.

Take a look at who was there to bid adieu to the Big “O.”