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And… Scene.

The Upright Citizens Brigade arrived with a mission: to make New York comedy smart again. And to get on TV. Fifteen years on, members of the scene that begat Amy Poehler—and about half the funny people on TV—look back on the blood, sweat, and teabagging.


It was the winter of 1999, and Amy Poehler was in a grimy bathroom on West 22nd Street, pulling used condoms out of a toilet. For three years, the 28-year-old Poehler and her fellow members of the Upright Citizens Brigade comedy troupe—Matt Besser, Matt Walsh, and Ian Roberts—had been performing sketch and improv anywhere they could. Now, thanks to Rudy ­Giuliani’s anti-porn crusade, they had their own theater in a defunct strip club. “The women’s locker room was all Prince mix tapes and bikinis,” Poehler remembers. “It was as if there’d been a nuclear disaster and everyone had just turned into dust and left all their shit behind.”

Poehler, Besser, Walsh, and Roberts (a.k.a. “the UCB Four”) had moved to New York from Chicago in 1996, a time when Manhattan’s comedy scene was in the first stages of gentrification. The city’s stand-up scene was thriving, but many of its nervier sketch troupes—most prominently Exit 57 and the State—were winding down, and long-form improv was all but nonexistent. On TV, Saturday Night Live was at the tail end of a weak period; Seinfeld and Friends, though set in New York, were strictly Los Angeles products. But in downtown Manhattan, scruffy young comics were coalescing around venues like Luna Lounge, Surf Reality, and KGB’s Red Room. Their style was free-form and deliberately unslick, and almost by accident, they fashioned a movement, one that would be given the vague tag of “alternative comedy.”

When the UCB Four came to town, their goals were to get a TV deal (which they did, two years later) and maybe pay the rent by teaching improv classes. But along the way they fomented a slow-burn pop-culture coup. The performers who took over that strip club—and, later, the UCB’s current main stage on 26th Street—would go on to populate Saturday Night Live, Late Night With Conan O’Brienn, The Daily Show, Human Giant, The Hangover, The Other Guys,, and about three-fourths of NBC’s Thursday-night-sitcom roles.

It was more than just a talent mill, though. The UCB Four’s comedic style was distinctively absurdist, marked by an understanding that being gross and being smart were not mutually exclusive. Above all, it was highly collaborative, built around tightly bonded teams of improv comics, especially as the best students in the classes began to graduate and form teams of their own. “They were filling some kind of void,” remembers Conan O’Brien, an early booster and occasional guest star. “There were people—and I was one of them—who thought, ‘I’m less interested in doing stand-up. I really want to create weird things with other people.’ ” You could get as crazy as you wanted, as long as there was truth underneath the weirdness—and so long as you stuck with your team. That all-together-now asininity permeates comedy today, from improvised podcasts like “Comedy Bang Bang” to 30 Rock. “In Anchorman,” says director Adam ­McKay, an early UCB member, “when they go to the gang fight and there’s a guy with a trident and people getting killed—the Upright Citizens Brigade spirit is behind that.”

To mark the fifteenth anniversary of the UCB’s arrival in New York, and to inaugurate the UCBeast—the troupe’s second New York stage, which just opened in the East Village—we spoke with more than 50 UCB alumni, from stars who have moved to Hollywood to local heroes still going for laughs onstage here. “UCB is part high school, part rehab, part training camp, part substitute family, part junior college for life,” says Poehler, “and you have to figure out how to manage this high school without anybody blowing it up.”


The Upright Citizens Brigade began in 1991 as a loose collective of Chicago improv and sketch performers, most of whom studied under the comedy guru Del Close. Through 1993, the fluid membership included Besser, Walsh, Roberts, Ali Farahnakian, Horatio Sanz, and McKay.

HORATIO SANZ: We had no respect for any other comedy enterprise in Chicago. I’m sure we weren’t liked for that.
ALI ­FARAHNAKIAN: We all had a similar vernacular, a similar collective unconscious.
ADAM McKAY: We were legitimately fucking delinquents. There were a lot of people in the improv scene who wanted to kick our asses.
ANDY RICHTER, Conan: I got along with them, [but] I seem to remember them getting thrown out of a lot of parties. They were incorporating a lot of hip-hop braggadocio, which was in contrast to a lot of the beer-drinking, Cubs-fan improv guys.
SANZ: For the first couple of shows, my friend from high school would stand in the back with a stun gun and a lab coat, and we’d say, “If people leave or get out of control, they will be dealt with by one of our assistants.”
­McKAY: The first UCB show we ever did was called “Virtual Reality.” We would pluck someone out of the audience, and they would go with me and a cameraman in a car around the neighborhood—like we were doing sort of a Jack Kerouac drive around the country. Then we’d quickly edit the tape and show it to the audience ten minutes after we got back.
FARAHNAKIAN: We were doing shows on Fridays at midnight, in a pretty sketchy area of Chicago.
MCKAY: Besser chose who would go with me, and once, just for the hell of it, he gave me this guy who would show up at all of our shows—a sweet guy, but clearly a little off. We go to a fast-food place, which I pretty quickly realize is full of Latin Kings. They get in our face, and you could clearly see under their shirts they have guns. Meanwhile, I’m doing this sort of beat-poet character, and I’m with this guy who is basically mentally ill. [One of the gang members] takes these cheese fries I’ve ordered as part of the bit, whips them against the window of the place, and starts freaking out.* He’s not wired to handle this. So I stay in character—“Heyyyyy, peace, brother. It’s cool, man”—and we just get out of there, with them chasing us. [On the videotape], you could tell something very uncool happened. It went from gangbangers coming up to me, to a jump-cut edit, to us in the car racing back to the theater. And the audience was blown away.
ARMANDO DIAZ, performer-teacher: What they lacked in polish, they made up for with being really ballsy. There was a bit where Horatio was leading a protest, and he got arrested …
SANZ: [Congressman] Dan Rostenkowski had ruled Chicago for a very long time, and he was being indicted. So we lit up torches and got the audience—probably 50 or 60 people—out on the street.
MATT BESSER: We were on the busiest corner in Wicker Park with lit tiki torches and real-looking fake handguns, and we had stopped traffic. The police pulled up immediately.
SANZ: I had that split-second decision of whether to go, “Oh, sorry, we’re just doing a show,” and I decided to just keep going with it. My idea was, “How awesome would it be to be arrested in front of this audience, and have them thinking, Did they plan this? How did they get that cop car? What’s going on?” So I just kept chanting, “Kill Rostenkowski! Fight the power!” as they were throwing me in this cop car. After the car pulls away, I’m like, “I’m an actor, by the way.” I spent the night in jail.

*This article has been corrected to show that the cheese fries in McKay's anecdote were thrown by one of the Latin Kings, not the audience member.

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