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Inside the Comedy Factory

As the UCB empire has grown from a punk-rock upstart to an industry institution, the way it operates affects the comedy world more than ever before.

A few years back, Terry Withers, star of the Terry Withers Mysteries at the Upright Citizens Brigade Theatre in New York, and also the theater’s director of sales, managed a contract with a cruise line, booking nine weeks of shows for four UCB performers. “To me it sounded fun. I would love to go on a cruise and do improv seven times a week. Sounds great to me.” Once aboard, “they put us in this room on the top of the ship where all the walls were glass, so you could see outside out over the ocean and whatnot,” he said. In the middle of one of the first shows, “a whale jumped out of the ocean. And the whole audience stood up and ran to the window. So that’s a good example of not knowing what you’re getting into.”

As both a performer at and an employee of the theater, Withers has a rare perspective on the UCB’s rapid growth as a cultural institution and as a business over the past decade and a half. In 2007, he was living in New York trying to make it as a playwright and an actor while working as a fundraiser and subscription sales representative for the Manhattan Theater Club. That was the year he got bit by the improv bug after seeing a show at the UCB. He started taking classes and practicing — having taken a new job as an ad-sales rep at the New York Times — and in 2009 he was invited to join a Harold team at the theater. Shortly thereafter, he was also hired as a sales manager.

In his first year working in sales for the theater, Withers booked something like 150 colleges for the UCB touring company to visit. But there are only so many colleges, and they only have so much money. So, a year later, when he was asked to manage the sales team, Withers took a cue from Second City and started looking into selling improv classes to big businesses: corporate workshops, training and development. There are a lot of them! Especially in New York City. (And they also have a lot of money.) Still, UCB was a hard sell — at least at first. “Most colleges you can call and say you’re from the Upright Citizens Brigade and they know what you’re talking about,” Withers told me over the phone. “You call up Chase Bank and say you’re from the Upright Citizens Brigade and it scares them. It sounds like you’re gonna talk about social issues or ask them for a donation.”

There is a lot of experimentation going on, Withers said, laughing somewhat sheepishly as he waffles over the distinction between “experiential marketing” and “brand activation.” “As we’re doing this, we’re learning whether it’s something that we want to continue doing. We don’t know whether it’s a good fit for UCB or not.”

The UCB-at-sea experiment didn’t last very long: by the fourth week, the performers had figured out how to deal with the less-than-ideal space, but the cruise canceled the rest of the run. “The four people performing the show essentially became experts at performing on a cruise line and had solved all the problems, but I guess the cruise decided they wanted to cut their losses.” Still, now they know how to do a show on a cruise line, should the opportunity arise again — a possibility to which Withers remains receptive. “Is it too commercial for UCB to be on a cruise line? I don’t know. That question’s still open. But I do know now that you’ve got to do that show in a room with opaque walls — can’t have the improvisers competing with the wonder of nature.”

• • •

Sixteen years ago, in 1999, the Upright Citizens Brigade opened its first location, at the former Harmony Theater, at 161 West 22nd Street, in Chelsea. (A year before, the Harmony — a burlesque club that employed some 250 women — had been shuttered by Mayor Rudy Giuliani, who deemed it a “corrosive institution.” Its closing was broadcast on live television.) When founding members Amy Poehler, Ian Roberts, Matt Besser, and Matt Walsh — referred to somewhat mythically as the “UCB 4” — moved to New York from Chicago to open their theater, it was the only stage in the city dedicated to improvisational comedy; now, there are at least six. By all accounts, though, it was hardly a stage at all: “A mere 74 seats overhung with a few cheap clip lights,” according to the New York Times. In any case, the UCB Theatre quickly became the epicenter of the alternative comedy scene in New York City: even in those early days, people lined up and were turned away to see shows at UCB.

Part of the appeal for audiences was that, at UCB, New Yorkers could see something many had likely never seen before: a style of long-form improvisation called “the Harold,” developed by Chicago improv comedy guru Del Close, of whom the UCB 4 were all mentees. (Part of the appeal of New York for performers, meanwhile, was proximity to the television industry.) The Harold — along with the complementary idea of “the game of the scene” — is the purest articulation of the UCB’s brand of improv comedy. “There is a common misconception that improv is a whimsical or lazy art form,” reads the introduction to The Upright Citizens Brigade Comedy Improvisation Manual. “In reality, no matter how much fun they are having onstage, great improvisers are working together while adhering to a clear set of guidelines.” The idea of “the game,” meanwhile, is what moves scenes through the structure of the Harold.

ucb4The UCB 4: Amy Poehler, Matt Walsh, Ian Roberts, and Matt Besser // Photo by Liezl Estipona

The UCB only lasted a few years at the Harmony, however: In November 2002 (a year after Poehler joined the cast of Saturday Night Live), a city inspector ordered the building closed, on account of an inadequate rear exit. The theater canceled shows and the training center canceled classes. The former was not so great a loss, at least in terms of revenue: tickets were (and are) cheap. But already the training center, with 500 students enrolled in classes, was a major source of income for the theater. After a few months spent scattered across the city, in March 2003, the UCB settled at the former Maverick Theater, at 307 West 26th Street, in a theater underneath a Gristedes Mega Store supermarket, where they have remained. “Literally we’re underground in that theater,” New York artistic director Shannon O’Neill joked.

In the twelve years since, the Upright Citizens Brigade has continued to grow, opening its first location in Los Angeles in 2005, its second location in New York in 2011, and its second location in Los Angeles in 2014. Early last year, the training center moved to a newly renovated space just a few blocks away from Penn Station: as grungy as the theater itself is, the training center is bright and clean and fresh — at 11 classrooms and three writers rooms, it is nearly twice as big as the previous training center. A “Hall of Fame” displaying photographs of famous Harold teams with performers who went on to even bigger things wraps around several walls. “We ran out of room,” the former director of student affairs, Erik Tanouye, told me, as he walked me through the training center. Nearly 12,000 students took classes ($400 for eight three-hour sessions) at UCB’s training centers in New York and Los Angeles last year, Vulture reported in March, and almost 6,400 of those took entry-level classes, up from about 3,200 five years ago. (UCB declined to confirm these numbers.) “If we called up the UCB 4 and told them corporate workshops are down 25% this quarter, I don’t think that would affect them,” Withers, the sales director, said. “If you called them and told them the same thing about classes, then they’d be worried.”

UCB’s increased influence on and integration into the wider entertainment industry is, to some extent, simply a numbers game — especially in Los Angeles, where UCB opened a 14-classroom training center last year. “We’re a training ground,” Ian Roberts, one of the UCB 4, told me. “Now, beyond people who are simply interested in improv, we get agents and managers saying, ‘You gotta go get training there, because improv is used even more in film and television.’ So I think the fact of people being successful who come out of our institution is becoming almost a self-fulfilling prophecy.”

ucb-greenroomUCB NY Artistic Director Shannon O’Neill and theater mainstay Chris Gethard backstage at UCB Chelsea // Photo by Mindy Tucker

The training center in New York is also home to the East coast branch of UCB Comedy — UCB’s video production arm. UCB Comedy’s studios in Los Angeles are about four times larger than those in New York. “The story of UCB Comedy is all about space,” creative director Nathan Russell told me. Between the two studios, he said, UCB Comedy is producing about five videos each week. (They also do podcasts.) Last year, UCB Comedy produced about 230 videos — 125 of those were branded content. “We don’t aspire to commercial production,” Russell said. “It’s just about connecting comedians and writers with filmmakers.” That may be so; however, in June, multiplatform news and entertainment network Fusion announced that it would be launching a digital comedy studio in partnership with the UCB, and, in October, NBCUniversal announced that it would be launching a comedy-focused, subscription-only, streaming-video service that would include a weekly variety showcase hosted by the UCB 4 and filmed at UCB Sunset in Hollywood.

Because the training centers are so successful, UCB can keep ticket prices low: most shows are $5; some are $10; some are free. The stated rationale behind this is two-fold: first, it keeps shows accessible to audiences. “The only reason we raised on the weekends was to discourage people from going on weekends and hopefully push them to the weekdays, because we were more than double selling out,” Roberts, one of the UCB co-founders, said. “We haven’t raised prices on the weekdays in 18 years. It’s absurd!” Keeping ticket prices low also allows for weirder shit. “I can’t let James Dwyer do a one-person Harold for an hour and have someone pay thirty dollars for that. No one’s gonna pay thirty dollars for that, because it’s not polished,” O’Neill, the New York Artistic Director, told me. “It might be a little hit or miss, but you paid five bucks. C’mon.”

The only way to keep attendance high, then, is to maintain the quality of the product. “We believe we are a meritocracy,” Roberts told me. “We’re not profit driven, which might lead us to say, ‘Well, we’ll do something more middle of the road that everyone can appreciate.’ But that’s never been our model, and it’s still not.” He went on: “We don’t charge hardly anything compared to what theater prices normally are, and we allow people to do anything that’s funny. That’s all it is — funny. It’s not about, what do we think is gonna get a big crowd?”

ucb-chelseaUCB Chelsea in NYC // Photo by Mindy Tucker

Low ticket prices, however, are also the stated reason behind not paying performers for their work onstage. “To be able to afford to pay, our ticket prices would have to be insane, and then you can’t experiment,” O’Neill said. As in other creative industries where entry-level positions are both highly competitive and un- or poorly-compensated, an argument that is put forward to justify the state of affairs is that performers benefit from exposure. In early 2013, after comedian Nick Turner quit hosting a show at UCB over lack of pay, he went to the press. “I got two messages from improvisers who say they support me, want to get paid, but can’t say it in public,” he told the New York Times. “The reason is there’s only one theater in town. Sure, there’s the PIT and Magnet, but they’re full of people who want to go to UCB because that’s where you get seen.” What is more, there is a sense that introducing money into the equation would sully the art. “There’s a creative vibe at UCB, and to maintain it, we can’t pay people,” Matt Besser told the Times. “If you pay, then you have to assign worth to shows, and then people will resent that.”

That may be so, but not paying performers may also exacerbate UCB’s lack of diversity, questions about which were raised again late last month when long-time UCB student Rita Chinyere observed in a blog post that only twelve percent of performers on the weekend teams at UCB or on Harold teams are people of color. (Through a spokesperson, UCB said that, since 2009, when the Diversity Program began, the number of performers of color on house improv and sketch teams in New York “has more than doubled.” In Los Angeles, meanwhile, UCB said nearly a third of team members are people of color, and almost half identify as female.)

People who are not of means will struggle to break into fields where barriers to entry are built on unjustly compensated labor; in that respect, this is less about UCB in particular — although it is worth noting that one must have completed UCB’s four-course training program to be eligible to audition for a Harold team — so much as it is about comedy in general. And yet: “Nobody really gets paid to do long-form improv,” Tanouye, who is currently UCB’s school manager, told me. “There’s probably five people who make their living just performing long-form improv. As a career option — it’s not really a career, for anyone. It’s not something you can do for a living; but the skills of improv are something that are applicable to a lot of other fields.” He continued, “You do improv because you love it.”

As the UCB increases in size and influence, however, that tension — between doing improv comedy because it is a practice and a form worth cultivating in itself and doing improv comedy because it is the key to unlocking Hollywood megastardom — is only going to heighten. Really, it’s been there all along: The UCB 4 moved to New York because they wanted to get on television, and (presumably) make more money. Of course, this motivated the move to Los Angeles, as well. “There’s kind of a real conveyor belt of New York talent out to LA,” Mike Still, the artistic director on the West Coast, said. “People start getting jobs on TV, writing for TV, acting on TV. Which is comparable to New York, but in LA it’s a true industry. If you want to make cars, you move to Detroit. If you want to make TV, you move to LA.”

• • •

An actor and improviser who took his first UCB class in 2001, Will McLaughlin, was one of the first UCB teachers to make the move west, in 2006. “Someone sort of dared me to move out to Los Angeles, and I took it,” he told me. “Basically, it started because the UCB 4 were coming out here for auditions anyway.” The theater and its theory of comedy assimilated quickly. “With Los Angeles, it comes and goes in waves, there’s a new kid on the block. Casting directors, agents will come and see if one of their clients has a show, a manager or agent come and they see other people. But especially when we first got here I got called into casting offices just because I was onstage. I don’t know if that happens very much anymore, but when we first got to town everybody wanted someone from UCB. They didn’t even really know what it was,” McLaughlin said. “They knew the name but didn’t necessarily know the history or what we do here. For a lot of people it was just a buzzword.”

Now, the UCB’s relationship to the entertainment industry there “can’t be minimized,” Still said. “UCB is completely integrated.” As a school, however, “we’re a place where people are developing their voice,” he continued. “We’re talking with networks all the time, we’re talking with film people, we’re very involved in that. It absolutely is a place where people get discovered. But a thing that we have to remind them is that you still need to get good at comedy.” It is analogous to students who play sports in high school and college, Still said. “You want to think that people are in it for the love of the game. And most people are! The people that succeed are in it for the love of the game,” he mused. “So that’s our challenge, is creating the space where people can be in it for the love of the game.”

Part of that, though, is creating a space where people feel comfortable: Improv comedy requires openness, honesty, and a willingness to be vulnerable — not always the most accessible qualities even under the best of circumstances! And part of that, in turn, comes down to resolving the problems of insufficient representation. The UCB’s efforts on this front have not been insignificant, entering its third year of a partnership with the Department of Education to bring classes to public high schools in New York City. The UCB also offers 300 students at the training center in New York up to two credits on a yearly basis — so, between 300 and 600 free classes each year. “Trying to reach out to people in the community who might not know about long-form improv, trying to show possible students around the city that it’s something they might like to do, something that might be useful even if they don’t want to pursue a career in comedy,” Tanouye, the diversity coordinator, told me. “That’s really good to watch, because it’s people who had probably never heard of long-form improv before doing a show.” The UCB has also bolstered its teaching staff with people who have experience working with children: “We didn’t always have teachers who were trained at teaching younger students, so as we’ve added more teachers with that kind of training we’re able to offer more of those classes.”

ucb-franklinUCB Franklin in LA // Photo by Liezl Estipona

Diversity is good in itself, but it is also good for the comedy. “With improv, you’re drawing on your life experiences. You’re pulling from your own life,” Tanouye said. “The challenge is to get people from all different kinds of backgrounds so that we have people with a multitude of different experiences in the classroom and onstage. That will lead to more interesting scenes, richer shows, richer sketches on the writing side. You always want people to bring in their experiences. You want them to be truthful.” One of the house teams in Los Angeles, Still told me, is half-composed of people of color. “They’re funnier because they’re diverse. They’re coming from different backgrounds, different opinions, world experiences. And they can bring that into the comedy,” he said. “We want the comedy to be the best in the world. Part of that is making teams more diverse, but you can’t put people on teams who aren’t ready. That doesn’t help anyone.”

“What’s so great about UCB is that it’s a collective — it’s a comedy collective. People come together, they meet people, they have spaces and stages to work on their stuff, and then they go off and do their other thing, they figure out how to sell that if they want to — or they just had a great, creative experience with someone,” Still said. “We don’t have the answer for what is the next big thing in comedy. I don’t have the answer. If I knew what that was, I’d be doing it. I’d be creating that thing. I’d be a comedy hero. But I don’t know. But I can say that I’m agnostic to what the next thing is, and I can identify the spaces that are needed for people to figure out what it is.”

This may be one of those situations where everybody seems to be saying the right things, and yet everyone still feels frustrated and anxious. “I believe everyone at UCB wants it to be awesome and inclusive. No one here is a bad person: these are people that I look up to — incredible brains and incredible creative forces,” the former diversity coordinator, Keisha Zollar, who still performs and teaches at UCB, said. “But whether it’s UCB or a TV show, do we realize that unconscious bias is real?”

“What’s so hard about all of this is that the larger comedy community thinks that it is not subject to problems in the real world,” Zollar said. “It’s the biggest lie in all the arts that we are not prone to the larger problems of society. Art reflects the world — just because people who are more creative think they are more sensitive doesn’t mean they’re more willing to delve into the reasons that there is systemic inequality.”

“As a person of color, as a woman of color, you have so few shots at being exceptional, so when you don’t get it, it hurts more,” Zollar said. “I don’t know if that’s just how I feel or if that’s real, in the world. Statistically speaking, it’s in the world.” She went on: “If I was a student, would I continue at UCB? There’s part of me that hopes so, but I don’t have the certainty that I once did.”

Confronted with the question of the possibility of unconscious bias, Roberts found himself at a loss. “By definition, it’s almost impossible to deal with,” he said. “You can’t help it, you’re drawn to stuff that’s like you. I don’t know. If that’s true, boy I don’t know. What do you do?” At the very least, he said, there is no conscious effort on the part of the UCB to exclude people. “Forget about the freakin’ Harold team. It’s not the end of the world. So what? You got a great show? Bring it to us. We can’t deny that! It’s bad business.”

Maybe, but business seems to be doing fine regardless. “It’s gone from this tiny little, let’s rent spaces in this tiny little whatever to — well, we’ve got our own buildings,” McLaughlin told me. “At some level, we gotta own up to actually how big we’ve become.”

“Got a shiny new building on Sunset now, three stages here in LA alone, we got valets,” he said. “You can’t really be punk rock or DIY if you’ve got valets parking your cars.”

Brendan O’Connor is a writer in New York.