How Lisa Kudrow And Michael Patrick King Made Reality Even More Real With “The Comeback”

Lisa Kudrow and Michael Patrick King talk about tightly scripted improv and bringing reality to the next level with The Comeback.

How Lisa Kudrow And Michael Patrick King Made Reality Even More Real With “The Comeback”
Lisa Kudrow as Valerie Cherish in The Comeback [Photo: John P. Johnson, courtesy of HBO]

He steered Sex and the City to TV greatness. She starred in Friends. Now writer-director-producer Michael Patrick King and writer-actress-producer Lisa Kudrow, masters of zeitgeist-defining television comedy, team up for the second coming of HBO’s The Comeback. Nine years after they co-created the first season, Kudrow again portrays the desperate sitcom actress Valerie Cherish as she maneuvers to stay relevant in the face of fresh show biz humiliations.


The new season, debuting November 9, builds on a hall of mirrors set up: Valerie has a warehouse full of unsold hair care products after surviving the debacle of playing “Aunt Sassy” in a sitcom and an infamous “double-vomit” showdown documented on her equally short-lived companion piece reality TV show. When Valerie hears her nemesis, showrunner Paulie G. (Lance Barber) has emerged from rehab for heroin addiction to create a new series, she springs into action. “It’s like an Escher print where the thing’s drawing the thing,” explains King. “What you’ll see on season two of The Comeback is behind-the-scenes footage about the making of Seeing Red, which is a fictionalized HBO dramedy about the fictional network sitcom Room and Bored that was tied to Valerie’s reality show The Comeback.”

Kudrow and King, who brainstormed the entire eight-episode season in a flurry of two-person improv sessions last March, share their thoughts on collaboration, the ritual humiliations of reality TV, and their methods for transforming potentially unlikeable character traits into black comedy gold.

Origins Story

Kudrow created the prototype for Valerie Cherish in the late eighties while performing at Los Angeles improv troupe The Groundlings. She recalls, “I did a monologue about this phony, self-serving actress on a talk show who was only interested in making herself look good. She’s telling people, ‘Please, please, please save the planet, as a favor to me. I’ll love ya for it.’”

King, who first met Kudrow during her Groundlings phase, says, “It was a very early version of Valerie where she’s saying things like “We’ve got to stop world hunger,” as if she’d thought of it herself.”

Kudrow and King later bumped into each other on studio lots around the time she got fired from Frasier–after being cast as “Roz” in the original pilot. “That was a terrible disappointment,” Kudrow notes. “They were correcting a mistake they made at the network audition when they hired me, which is easy to say now but at the time, the painful question for me: ‘Does this mean a comedy career is not going to work out for me? Because it was right in my hand but me being in the best show for I don’t know how many years was literally a mistake. But I only entertained those thoughts here and there and instead told myself instead to focus on the people you respect who think you are good. Tell yourself a different story! What difference does it make? With these kinds of things, you never really get to know the truth anyway, so you might as well make up whatever truth you want and see what happens.”

A few months later, Kudrow landed Friends and King took over Sex and the City.


Coming To Terms With Reality

When both series had run their course, Kudrow and King got together for lunch in 2004 at the behest of their agents and started talking shop. “King says, “We started talking about reality TV and what it was doing to actors and how desperate everything was starting to feel. All the television writers I knew were in a sort of low-grade panic, going, ‘Our jobs are over because reality TV is going to take over.’’

Kudrow broached the idea of developing her Groundlings character into a full-blown ego-maniac. “We decided it would be perfect to have this self-centered actress trying to get back in the spotlight,” she says. “She had her own sitcom for a while so in her mind she’s quite famous, ‘Whether you remember it or not.’ To me, in 2005 having her sign up for a reality show called The Comeback was the most humiliating thing you could do. I mean, why not call it ‘Where Have You Been?’ Or ‘We Forgot About You’?”

King notes, “I remember seeing I’m a Celebrity Get Me Out of Here where they dropped 10 B stars into the middle of Africa and you could call and vote for them. That was the beginning of what normal people would do to be on TV. So we thought, ‘What if it’s about Valerie trying to be on a reality show?’ and tied that into the fear in the air at that time, which was ‘Sitcoms are dying.’”

Photo: Colleen Hayes, courtesy of HBO

Challenging the Audience

Season one proved a tricky proposition for audiences, King says. “People didn’t know what to do with Valerie because we’ve never seen a woman who is fraught with so much ego. You’ve seen guys do that kind of comedy, but there’s no real prototype for a woman in comedy going ‘I’m my own worst enemy.’ Valerie was the only one naked enough to put it out there on television to the point where people had to look away: ‘Oooh, she’s too needy.’

Early on, Kudrow’s Room and Bored character Aunt Sassy becomes obsessed with likeability when she’s given a line she believes will alienate audiences, but the L word no longer holds much sway in the contemporary television climate, Kudrow observes. “I think likeability is often confused with wanting to see what a character does next. There’s definitely been a shift. Now we’re okay with a guy selling meth and putting people in a bath tub and throwing acid on them. Valerie is not a bad person but she is misguided. We hope it’s engaging to watch her spin a lie to get her way.” Kudrow’s performance chops help make the character’s boorish behavior seem palatable, King says. “Lisa has this ability to play many colors at once, where you want to laugh, but you feel bad for her or sometimes you’re mad at her.”


Spitballing With a Stenographer

Kudrow and King worked out the entire second season of The Comeback by acting out various scenarios on the fly. King says “Lisa is beyond gifted at improv, which means I could throw things in front of Valerie and watch how it goes. We had someone who was almost like a court stenographer in the room and once we figured out the big ideas for the season, we just started improvising. I could play around with what to put in front of Valerie to make the situation funnier and also more painful.”

King, who also has a background in improv, says “There’d be days when I would be Valerie and Lisa would Paulie G, so we played all the characters. “Michael really believes in that first impulse, which is ironic because he believes in it I think more than I do, and he’s more the writer and I’m more the actress,” says Kudrow. “So it was about playing out scenes so we could see ‘Does it work?’ and ‘Where does that lead us to?” King adds, “Then we were able to take the heart and soul and the guts of these transcripts and refine, refine, refine.”

Michael Patrick KingPhoto: Colleen Hayes, courtesy of HBO

Raw Footage, Polished Sripts

King learned classic sitcom structure as a writer for pre-Sex and the City network shows like Murphy Brown and currently oversees CBS’s 2 Broke Girls, but The Comeback dispenses with the tidy confines of network comedy. “Our show is designed to look like unedited raw footage so you’re not given a clean beginning middle and end,” King says. “The scenes either go on too long in a weird way where sometimes you see stuff on the edge that you shouldn’t be seeing that are intended to look random and chaotic. But every single word is scripted to make it feel that way, or else it would have just been too loose! The first season looked so spontaneous that people thought ‘Oh, it’s a bunch of people improvising,’ which it never was. It was improvised in the writing room, but never on camera.”

“People Don’t Change”

If season one dissected the power dynamics of traditional sitcom production with an unsparing eye, the new episodes force the anti-heroine outside her comfort zone. Still, Valerie remains essentially a glutton for punishment. King says, “People don’t change, and this is what makes enjoyable moments for the audience. They’re depending on seeing behavior that they know. In a sitcom like ‘2 Broke Girls,’ people want to hear the character say that thing that they’re waiting for them to because they know the character.”

At the start of the second season, King says, “Valerie thinks she’s evolved, Paulie G thinks he’s got a handle on his stuff. But with people who have a hole somewhere in them that needs to be filled–and that need in Hollywood is to be recognized, to be validated–when you put the thing in front of them that makes them think they can maybe fill that hole, they’re going to forget every thing they’ve learned and go for it.”

For Valerie, that translates into an impromptu audition after she and her crew of student filmmakers march into HBO headquarters determined to shut down the show that aims to make a mockery of her. “These are smooth executives and she’s got the cameras, so they quickly spin it into: ‘We tried to reach your agents but never heard back because we’d love to know if your interested in doing this?’ ‘Huh?’ Katherine Hahn’s going to audition for the part, Chelsea Handler. Suddenly, it’s an option,” Kudrow laughs.

Photo: John P. Johnson, courtesy of HBO

Pushing Forward

“If the first season was about reality TV, the new season is more about reality–relationships and people and growth and what people are addicted to,” King says. “Paulie was addicted to heroin. Valerie knows this new show is bad for her but she’s addicted to the idea of being in the spotlight so she’s going to go forward. I equate the second season to a a horror movie. You’re screaming at Valerie ‘Don’t go in that house, it’s where the vampire lives!’ except here, it’s like, ‘Don’t take the job on that show. Monsters live there.’ But still she goes in, so it becomes exciting in this roller coaster way.”

Photo: John P. Johnson, courtesy of HBO

Movie Stars are Not Jerks

Season two features Seth Rogen playing himself as the actor hired to portray the fictional version of show runner Paulie G. “We loved having Seth on as a way of showing that people who have success, they’re not the assholes, they’re the good guys. Like, what does he need to be an asshole about?”

An arrogant star could have been an easy target, but, Kudrow says, “That hasn’t been my experience with people who get to super stardom. They ease the road because they’re decent people. It’s not about ego. They understand what you need to do for promotion, and what you need to do when you’re acting, which battles you fight and which ones you don’t.”

Lance Barber as Paulie G., Damian Young as Mark Berman, Lisa Kudrow as Valerie CherishPhoto: Colleen Hayes, courtesy of HBO

Don’t Think, Listen

Where Rogen’s character comes across, true to life, as a talented ad libber, Valerie turns out to be a disaster when she enrolls in an improvisation workshop. Kudrow explains why. “Valerie is not a good listener. With improv, your job is to justify what the other person just said. That means you better be listening really carefully because that’s all your brain is set to work on: ‘Make them right.’ Then they make you right and you make them right again so you’re free to make outrageous assertions. That’s what moves the scene. When you layer in the idea that everything you say has to either move the story along, tell you something about the character or be a joke. It’s fantastic training. If you can combine all of them into one line, you’ve really got something.”

Kudrow continues, “The other thing you’re constantly shrieked at by an improv instructor is ‘Don’t think! Stop thinking!’ But for Valerie, it’s all about control, manipulating her husband, manipulating the reality producer. She’s got it backwards about when to surrender and when to try to control things.”

Funny Trumps Sad

King says “Lisa and I don’t want Valerie to change, but we would like her to grow. For a minute. Or a season. And for Valerie to grow we had to dip our pen in a little bit of drama. The idea that one comedy moment can then lead to a sad moment that can lead to the comedy relief of the sad moment–to me, there’s nothing better than making people laugh after you’ve made them feel sad. That’s what I was able to do with Sex and the City, which was not a romantic comedy. It was a buddy comedy, it was a tragedy, it was a cautionary tale, it was a sex comedy. The Comeback is many things, which is also maybe the reason a lot of people couldn’t process it the first season. We never told the audience what The Combeback was. It’s up to you to decide.”


Just as Ricky Gervais deployed corporate drone culture to amplify the pathos in his original version of The Office, so do King and Kudrow coax bittersweet comedy from the equally specific backdrop of Los Angeles-style show business. “Hollywood is brutal,” King says. “No matter what you get somebody else has more. For somebody like Valerie, if you sometimes think you should quit, the person next to you at their slot machine suddenly hits and you think, ‘Well, I should stay another five years.’ Then it becomes about what you sacrifice in order to participate in this violent game board called Hollywood, where you’re up and down or killed and brought back from the dead either by your own hand or by luck, or you’re cancelled and then returned. What does that cost you in your personal life? That’s what we were interested in showing in the new episodes. Where you would draw the line, or not draw the line, before you lift your head up and go, ‘Ow!’”

Playing Off the Beat

While Valerie Cherish delivers self-conscious asides and hits her punchlines with the practiced polish of a people-pleasing hack, Kudrow herself likes to go for deeper laughs by switching up the conventional set-up/punchline rhythms. “I kind of think it’s the off-rhythm that works,” Kudrow says. “To me, what’s funny is when something is surprising or unexpected. I like when you think you can read someone’s face and all of a sudden they betray that: they’ve been faking it the whole time. Or, I don’t know, when there’s suddenly a crack in a person’s façade and suddenly you can see the thought process.”

Kudrow phases, then laughs. “With the characters I play, it’s almost like I don’t have a skull and you can see all the wheels turning.”

She laughs.


About the author

Los Angeles freelancer Hugh Hart covers movies, television, art, design and the wild wild web (for San Francisco Chronicle, Los Angeles Times and New York Times). A former Chicagoan, Hugh also walks his Afghan Hound many times a day and writes twisted pop songs.