Improv Therapy: Being Awesomely Yourself with Billy Merritt of The Upright Citizens Brigade Theater

To listen to the podcast version of this interview you can check it out on iTunes or Soundcloud.

This interview transcript has been edited to be more self-helpy. For the complete transcript you can click here.

S: Hi friends, today I have to honor of speaking with Billy Merritt, actor, writer, voiceover actor – and performer at UCB, The Upright Citizens Brigade, an improv comedy school and theater, philosophy and school – and it’s really well known here in LA. Today we are going to talk about lots of things – but in particular, how improv can improve your approach to life on and off the stage. Hi Billy!

B: Hi! How you doing?

S: I’m a huge fan of your team, The Smokes – and UCB in general. So yeah - I’m silently freaking out. 

B: Good. Deal with it.

S: For the laymen out there, can you give a brief summary of what you do as an improviser: how a scene works?

B: We do a thing called long form improvisation. Short-form is what you tell your mom improv is – like “Who’s Line is it Anyway?” Long-form improvisation means we go for 30 minutes off of one word. There are lots of ways to deconstruct that one word and do scenes off of those scenes and it just builds and builds and builds.

S: What does it take to get there? Like how would someone begin to do improv?

B: Take a class. First day of class we have everyone pick something they really want to rant about – except traffic in LA. Then, as I point to you, you keep talking – keep talking – keep talking – until I quit pointing at you. The idea behind that is that you’ve always got something to say – your brain is already thinking about stuff. What I say on the first day of class is do not try to be funny – you’ll sacrifice everything to get to the joke, and you sacrifice all the information that’s already in your head.

S: Also if you’re trying to be funny, you’re not listening to others.

B: Yeah – very good! Absolutely.

S: So the first day everyone’s scared s-tless – what else are you getting people into on the first day?

B: We bring in the theory of Yes-And. In a class, half are scared s-tless, and some think they got this. So I’m building people up and tearing people down. Then we talk about - what does Yes-And mean?

S: What is Yes-And?

B: ‘Yes’ is we both agree with the reality we are setting up. So if I say “Hop in a car let’s go to the beach.” You do not say “That’s not a car, that’s a motorbike.” It changes the reality. Why not have agreement upfront. “Hop in the car, let’s go to the beach.” “Alright, awesome I can’t wait to go to the beach!” That’s 'Yes-ing'. That’s not a scene til you get into 'And' – agree plus add more information. “Hop in the car, let’s go to the beach.” “Great, that’s awesome. I can’t wait to meet the whole family there – I’ve never had a family reunion at a beach.” I’m excited about this scene already. The idea is, let’s create a reality base: what’s the truth of this scene, how is this real. Then the idea of 'Yes-And' is you just keep 'Yes-And-ing' as you go go along.

S: Which I would say is also a great formula for making friends, also working working creatively with other people. Even if you don’t agree with them – they feel special and smart versus shutdown.  

B: I tell people in class, “Don’t be a Yes-man – a yes-man just agrees and doesn’t add anything to the conversation.” It’s always your duty to add a little information. Because then it’s like a ladder – we just build onto the conversation. Then you can get to the core of what improv is.

S: What do you think the most important quality is in an improviser?

B: Always listening. Patience. They’re tied together. 50% listening with your ears and 50% listening with your eyes. And another 50% listening with your heart.  

S: Awe…

B: You can’t improvise until you hear everything that’s going on around you. Patience is just waiting for the comedy to come to you –not chasing the comedy down.



S: How would you say improv – the philosophy, the practice, has changed your life? Could you give us a bit of your personal evolution as a human – pre and post improv?

B: Well, I’m poorer. What else… It’s the power of observation: listening, watching and seeing. That’s my favorite thing. I’m more of an observer in life. My new favorite mantra is, “There are no mistakes, only gifts.” Nothing that happens is an obstacle, it’s always a gift.


S: That’s how I think everyone should approach life.

B: Yeah – and that’s the idea: improv skills are life skills. We are learning acting, and acting is the art of imitating life.

S: Do you feel like you can organically do that in your life?

B: We all create problems for ourselves – now in my life, I am less waylaid by them. There used to be times – in New York, after the audition I’d go in bed and lie under the covers for two days because ‘I’m a failure and this is horrible…’ That doesn’t happen, ever – anymore. And it comes through repetition, no matter what you do– remembering, “Ah, I’ll learn from it” and moving on from there.  

S: I always remind myself: I get to choose if I want this to be a huge bummer or if I want it to not matter at all.

B: That’s a great note is – you get to choose. We forget that– we feel put upon.

S: I know you’re also a writer, as well.  Do you ever get stuck in a creative rut?

B: I’m writing a book right now – it’s a faux acting book called “how to be your own tool” – it’s bad acting advice, just horrible things you should never do playing as an actor/teacher/director. I am rewriting the book – the second round and I hate everything I’ve written. My problem is rewriting everything I write. That’s what I’m learning what to do.

S: What do you do to get yourself out of the rut?

B: Force yourself to go through it.

S: Right! That’s what Amy Poehler says in “Yes Please” – the secret to writing is just doing the f-ing writing. Do you have any creative resources or things that get you inspired?

B: What is that book – “The writers way”? As soon as you get up before you do anything else – with your cup of coffee write 3 pages. When I do that, that’s great. Because then you’re in the muscle mechanics of it – that’s the thing that stops me the most. That, and the internet.

S: You once said the note resonated with you was, “If you want to be a great improviser, be a great person.”

B: Yeah, that did resonate with me because I was not a good person. I believe I heard that from a teacher improviser person called Bob Dassie. That’s what he’s called. He’s at IO, he plays with his wife Stephnie Weir in a show called WeirDass which is just wonderful. The reason is, when we get scared on stage and we don’t know what to do – our instinct as the human animal is to lash out, in other words– slapstick. When we don’t like something, we bonk it on the head.

Can we do story time? Why not. This was years ago in New York and Asssscat was the show. Usually 5 or 6 or 7 players show up to do the show – this night no one showed up but me. It’s a 7-9, 930-11 – it’s a long show. 3 hours of solid improv, so 5 minutes before the show, Amy Poehler shows up. I’m scared to death of doing that with anybody – but Amy? ‘Cause she’s so good. Then she calls somebody and then Rachel Dratch shows up. She’s a huge improv legend in New York. Then, Tina Fey shows up.


B: This is at the height of 30 Rock and Parks and Rec, and all that stuff. Yeah so it’s me, Amy Poehler, Rachel Dratch and Tina Fey are going to do 3 hours of improv back to back – packed house. So I don’t know if Amy did this on purpose – no she didn’t… did she? But she goes out to introduce the players.  She comes out and everybody freaks out. Amy’s here, yay! “Rachel Dratch.” Yay! “And Tina Fey!” Wow! And while they’re all screaming, “And, Billy Merritt.” Oh. I was straight up in my head thinking, “They don’t want me here, why am I here, why did I choose this as a career?” So they set up some sort of scene where Amy, Rachel and Tina were Jersey mallrat girls, smacking gum – and Amy saw me on the back wall and she pointed over there and said, “Hey look – it’s Santa’s over there. Let’s sit seductively on his lap and take pictures.” And I immediately freaked out and did that classic thing where I pretend I’m smoking a cigarette and I said, “F- off – I’m on my break.” And Amy gave me this look like, seriously? Okay. And then they went off and did a great scene – and I just realized I could have had this dream scene, but my nerves made me bonk it on the head and go, “F- off!” Because that would get the first laugh. And that goes back to another Del Close quote which is, “Just because they’re laughing doesn’t mean you’re doing it right.” That was a classic example, to me. After that I made up for it and the rest of the show is great – but I’ve learned more on stage in front of people. Like – don’t be an ass!

S: Right, there are so many times when winning makes you feel terrible: just because you got the last word doesn’t mean it was the right thing to do. 

B: It’s like a cornered animal – we lash out.

S: When you have the ability to feel a certain way and and still choose the high road – like insecurity, that’s the part of life I look for. Because that’s when you are growing, I think, “I just grew!”

Do you have any mental exercises you do before a shoot – to prep?

B: I got into improv because I don’t like memorizing lines (ha). If I feel myself losing it, I use a mantra that helps me focus – it means nothing, but I started using it when I was watching Dune and one of the spice-holders use, “I am the power to be, to be the power, the will.” I used to do it when I was lifting weights. At the beginning of the Smokes, I use that as soon as the music starts. I use it to focus my mind: I’m focusing on the repetition. Does that make sense?

S: Yeah, I do a cooked chicken – like, if I’m about to go on a stage and talk to a lot of people. I think through the process of preparing a roast chicken. It helps the butterflies. I think that going through a mundane or tedious process helps get you into a different part of your brain. I take it out of the fridge, take it out of the wrapper..

B: Oh yeah, every now and then we can’t think of what we need to think of – so I got this note that before you go on stage, read a National Geographic. Or read a Scientific American.  Read something that makes your brain have to think before you go on stage, and that’s a version of that, because you’re kind of checking out - but you’re listing.

S: And it immediately removes any emotion – to any anxiety with a pragmatic process. 

B: And then you get to think about chicken. That’s nice too.

S: What would you tell someone to do if they are constantly self-conscious or perhaps they haven’t been able to find their voice?

B: A good percentage of improvisers are introverts, they’re not all extroverts. Introverts make really good improvisers– they’ve worked out scenes in their heads constantly. All they’ve got to learn to do is blurt it out. This is where I’ll become the tough teacher: I’ll just shout at you until you blurt it out. Everything you need in improv is already in your head.

S: That’s how I tell people to deal when they don’t know how to talk to their spouse or when they can’t deal with emotions that are overwhelming them, because it’s your head that makes you go into the darkest place. I call it narration. Just like saying, “I’m having a really hard time and I feel really uncomfortable right now and I don’t know what to do about it…” That immediately makes you more confident just by owning what’s in your head.

B: Just get it out.

S: And it can’t hurt you.

B: It’s trust. I think sometimes people don’t trust getting it out; themselves, the people around them. One thing you have to build up in 101 is respect. Everyone in this theater – we must respect and care for one another enough, that we’re allowed to do and say things we might be afraid to say.  The moment people start acting aggressive, or being defensive – or not giving respect to people – is when we all start to shut down. So our job is to create a safe environment for people to ‘get it out.’

S: That’s such a good rule for conduct in life: as soon as you say something negative– it’s like a light switch. You can see someone’s physicality shift and they go internal.

Do you think this process helps you become more of your true self?

B: Oh yeah. I’m constantly rediscovering my true self. I’m in the process of realizing – it took me 18 years to realize, follow your happy. I love teaching and I love traveling. So two or three years ago I just started saying yes to everything. In one year’s time I went to Omaha, San Francisco, London – that also took me to Alaska on my vacation. All the things I’ve never done before, I learned to say yes to – and I think that’s the improv training.

Follow your fun – follow what you want to do. I’m also at the age where I’ve got to work on happiness. We forget to be happy.

S: SO TRUE. I think a lot of people have ways of managing anxiety like busyness: there are so many ways to fill your time, and then one day you don’t realize you’re burning your life away. So you have to actively CHOOSE to cater to your happiness, and then consciously take actions that serve that goal, even if they don’t serve the criteria of finances. You have to rejigger everything toward that goal.

B: Yeah, to me the key word is happiness: where am I going to be happy? What do I need to focus on to be happy?

S: How do you feel about failure? As a practice.

B: In my life? Ha. One of the notes I often give my advanced improv students is you’re not failing enough. You’re playing it safe you’re not going to get any better. That goes for standup. You’ve got to learn how to bomb to grow. In improv you’ve got to do a thousand bad scenes to get to the good scenes. Once you get there, you’ll never go back. It’s easy to fail once you get to that aspect of it.  

S: I’m just going to call out that we’re now in the UCB studios. I messed up our last record, now we’re in a different studio.

B: I knew we weren’t recording but it was that good of a conversation, I thought we should just keep talking.

S: Ah, well it’s good then! If you were to address somebody who’s not necessarily in the improv world, who’s struggling with confidence and finding their ability to speak freely – what would you tell them to do? How do you get people to get out there?

B: I guess, tricking people to go out on stage. I just started watching “Last Chance U” on Netflix, about a community college in Eastern Mississippi – an academic school, as well as kids who have been kicked out of other schools – it’s beautiful. It’s sad. It’s nerve-wracking. The coach is a screaming madman – but he makes them get out there and do it.  

Sometimes you need to be screamed at, sometimes you need to be pushed into the pool. It’s up to the personality.

S: I feel like it also helps at times just to get the f- over it. Look like a moron! Do it. Look like the stupidest person at the party, and then get really good at that. 

B: You pretty much sound like my teaching – just f-ing do it. It takes that one leap. I’m very empathetic, too. I know what’s making you not make that leap – I feel it, I’m on your side- but get the f- over it and jump. You will be taken care of.

S: It’s weird how that frees you, once you get good at looking dumb, even in a professional scenario.

B: Yeah. This is great because I just had a class – after their show, they all were hugging each other – you could look at them in their eyes and that same look – I remember when I had a little puppy – and it’s like the first time he had cooked meat. It’s like “Mmm, what is that?!” I could see it in all their eyes.

S: They’re hooked. That’s true! Once you do show up for yourself and you get out of your own way – it’s like a high.

What would you tell someone to do if they’re really self-conscious – maybe with auditions, or presentations – if it’s a painful level of self-consciousness?

B: First of all, set yourself up for that moment. For example – the moment before you go on stage. Go see a bunch of shows and learn to mirror and mimic what other people do in that moment: small talk or not small talk? What I did was I literally stole parts of Second City’s stage show. We were in West Palm Beach, Florida– we didn’t’ know what to do – there was no training. That’s what got me up on my feet: mirroring other people, learning to do what they do. In my class, I don’t know if I told you about this – pirates and robots?

S: No.

B: We tend to creatively attack scenes or art or anything, either with the left side of our brain or the right side. The pirate in us or the robot – there’s a little bit of both in all of us, but one’s more dominant. So the pirate gets out there and has no problem – throws himself out there, “Yar! What’s funny!” Then they fade in front of people. The robot is stuck in analyzing: seeing what goes on what needs to be said. They pirate– you tell them to think before you go out there. The robot people – telling them trust what you know and step forward. You don’t know you’re analyzing. That’s why I say see lots of shows, watch others.

S: What if it’s not introverts – and it’s paralyzing body dysmorphia? I know there are a lot of people who feel like they’re on fire when they’re being looked at.

B: Once you said that, my flash memory was jumping off the highest high-dive. I remember in summer camp how many times I went up the ladder, then back down. I would say after a week I finally jumped and I belly flopped. And it was the worst thing in the world and my teeth were loose, then I just got really good at it.

S: Cool – so it just wears off?

B: Yeah.

S: I think it also helps when you’re around so many people who are just comfortable in their own skin. That’s one of the things that I love about UCB – there are so many performers that are just so incredibly comfortable in their skin and it just makes me want that.

B: That’s what we teach: don’t hide behind a character you project, use yourself. I think once you learn to do that, the floodgates open. You can do anything as yourself.

S: Yeah, it’s like you become your own superhero.

B: But it takes repetition to get good at it.

S: I think acting like someone else helps a lot – even if you’re in a vulnerable place, emotionally. I always say borrow somebody else’s personality. Wear it, and act like them. You can be safe in your shell for a little while.

B: Well if you watch Betsy Sodaro on stage– that’s what a pirate is: she exists as herself, out there. If you try to act like Betsy Sodaro, you won’t be acting like Betsy Sodaro, you’ll be acting like yourself.

S: Oh so it’s like a little sideways trick to get you there! Get used to being extroverted or more confident.

B: That’s a neat note: play yourself on stage by watching others being themselves, and pretend to be them until you can finally find yourself.

S: Has the practice of improv evolved for you – like meditation for a monk?

B: Yes. I just finished a two-year stint of saying yes to everything. So anytime anybody asks me to do an improv stint in their town, I say yes.

S: I think that’s a great way to grow yourself. I think a lot of people end up in their routine where they think they’re happy, but they really don’t know. So saying yes to new things helps – just to grow more sense of yourself and more nerves.

B: And the craziest thing had stopped me: the flight. It’s amazing what roadblocks you put up in front of you that aren’t roadblocks.

S: So true. Or boxes you put around things – “It has to be this way. It has to be perfect.”

B: Yeah you’re creating excuses not to do.

S: Yeah, and half the time you don’t even realize that you’re actually just afraid.

Have you noticed improv change your students?

B: I see people become stars. You see their confidence.  You see where they started and you can see it in their eyes – you see more white in their eyes. Mary Holland looked like that the whole time. I’ve seen her turn into a bonafide star. Same thing with Aubrey Plaza – from shows that I worked with her, see where she is now. Improv doesn’t get you an agent – it gets you the confidence to get an agent. The idea of being in the moment on stage and being able to accept anything without knowing what will happen next is a tremendous skill to have anywhere in your life.

S: I love Mary Holland because she goes there. I feel like she’s way more bold or willing to do something silly.

B: I just love how she listens.

S: Do you have any tricks for letting go of a mess up?

B: No I don’t.

S: Hahahhaa!

B: I have a note I give everybody and I try to take the same advice, myself. I always tell people, “There’s no such thing as a slump in improv. Having said that, I’m in a slump right now.” Because there really isn’t – but sometimes you just can’t think. Sometimes, your head’s just a little murky – swimming in Jello. So I tell my students before your show, give yourself one assignment: one thing to do. You can’t think about everything – but you can knock one thing out. So like, “Today, I’m going to work on supporting off the back wall – to help other people.”   Because maybe one of my problems is I’m hilarious and I take over the scene. Today I’ll work on that.

Once you give yourself an assignment – work on it. And after the show, don’t ask anyone to tell you about it – you coach yourself. Say, “Did I do it or not do it?” If you did do it – pat yourself on the back – the whole ride home. ‘I’m getting good at this!’ Then once you get out of the car – stop it. You’re not that good. And if you didn’t do it, get in that car: beat yourself up all the way home. ‘What the f- am I doing? Why do I bother?’ Then, once you get out of the car – drop it. You’re no where near as bad. The idea behind that is: don’t obsess – but allow yourself that time. Allow yourself time to grieve about the bad moves you make but then also be able to drop it and then move forward.

S: I like the car ride: the controlled set of time…

B: It’s called “Way-Homer Notes.” Process it. I started in New York – on the subway. Because if not, I’ve done it the other way when I’m just on stage and I’m saying, “I’m doing it again. I’m doing it again…” and then I can’t stop.

S: I always think about – whenever I know I f-ed up, I think, “This is exciting! I’m learning something. I’m gonna never do this again.”

B: Yeah, there are no mistakes – there’s only gifts.

S: Yeah, I know I’m going to never do this again. Like – ‘The fact that this hurts a lot, means I’m actually growing!’ You know when you work out really hard and your muscles hurt? That’s what that feeling is.

B: I don’t know what that’s like.

S: Hahahahahha. I feel like that’s the muscle that just got broken and now I’m going to heal it back, stronger.

B: I agree with that – I always tell students if you make a mistake or your scene partner makes a mistake, don’t roll your eyes – say, “Awesome. Where is this gonna go?” That’s probably the hardest training you’ve got to do.

S: I think another thing to know – when you’re focusing on mistakes, you’re being super self-indulgent. It’s like a little pity-party. It’s a way for you to say, “I’m sad.”

I know empathy is a crucial component in improv. Do you have any advice for performers or non, who are trying to be more empathetic in life, or on the freeway, maybe when they get cut off?

B: In class and on stage I give this note: as you listen to this scene, listen to it as dad in the back row watching your show. In other words, who is the most clueless guy watching your show? Dad. You need to do things that are recognizable – that they can relate to. Make sure everybody is on board with what you’re talking about. The empathy connection in improv always starts with that reality base – of something that’s believable, that everybody can start to see. We’re not throwing our comedy at you – were letting you come into our comedy. It’s called representational theater – there’s a 4th wall up. How can you lure them into the scene? Get them to say, in their minds, ‘I know that. I’m familiar with that. I’ve seen that scene.’ The tricks we use are specifics: don’t say the car, say the Miata. Don’t say vacation – say Hawaii. Because someone in that audience has been to Hawaii. Now you’re connecting with them a little bit more.

S: So, think about your audience – and be gracious. And be inviting with yourself.

B: I think it’s a visualization: Ian Roberts used the term ‘flash memory.’ When somebody says something, you visualize something right away. When somebody says vacation, you can think of a lot of things – but when someone says “waterpark vacation” you think of something like “urine pool.” The more specific you can be, the audience can see what you’re talking about – once they see it, then the comedy comes. In real life it’s about painting as clear a picture as you can.

S: It’s almost like sharing. Or being extra open.

B: Yeah, listen with your eyes. Don’t listen with your ears.

S: Yeah, I feel like a lot of people –when we’re not that way with whoever we’re talking to it’s subconsciously because we’re trying to heighten ourselves; Be self-protective.

B: Sure! You’re thinking what you’re gonna say, not hearing what’s being said.

S: Or some part of you is trying to control things and make yourself higher versus being on the same plane with other people. It’s such a different feeling when you’re talking with someone who is completely open and empathetic, who will never make you feel dumb; who will make sure you’re on the same page – and with them, the entire time. I feel like it makes conversations flow so differently.

B: Totally. There’s a book called “Audition” by Michael Shurtleff. He talks about communication is competition -  and that doesn’t mean you’re trying to win the conversation. A good competitive tennis game is when the ball goes back and forth and back and forth, not when someone is just slamming on the other person. Which means, every time somebody serves you – you go, “Yes, and–” and you add back. And you go back and forth until you have that great conversation.

So you listen, competitively. So that you can return volley. Listen to what they say, and add to that – then they’re going to listen what you said.

S: That is a great way to make friends, for anyone who’s struggling with that. Most of us think, ‘Nobody gets me. I’m just a loner.’ And then as soon as you start doing that, you realize you have something in common with everyone around you.  You just don’t know it.

B: Yes.

S: Any last words of hope or inspiration that you’d like to pass along to anybody?

B: I think the one thing we said today that I really like people to know is – there are no mistakes, there’s only gifts. I think that’s a good way to get through your life. Don’t let mistakes stop you – move forward with them and see where it takes you.

S: True dat. Well for anybody who wants to find Billy, I personally suggest checking out The Smokes at UCB on Franklin, on Monday nights. And you can check him out on Twitter @BillyMerritt and anything else I missed?

B: I have a Swarm show – The Swarm is the first Saturday of every month. The Swarm is the oldest improv team, besides the UCB, attached to the UCB – we’re the very first house team.

S: Thank you very much, Billy – for recording with me twice.

B: Twice as good!

S: Hahaha!

B: Hey Sarah? There are no mistakes, only gifts.

S: That’s true! Thank you. And don’t forget to smile.

B: Yeah.