“You can’t do improv forever,” Jack (Keegan-Michael Key) tells his girlfriend Sam (Gillian Jacobs) in Don’t Think Twice, the sophomore feature from Mike Birbiglia. “Sometimes you have to jump lily pads.” It’s a bittersweet moment within the context of the film—a freewheeling ode to a hard-to-sustain art form—but also an apt analogy for Birbiglia’s career: the writer-director-actor has always been able to leap between mediums with seeming effortlessness.
Birbiglia, who lives in Carroll Gardens, solidified his place on the comedy circuit with autobiographical one-man shows like Sleepwalk with Me, which he subsequently adapted into a book and the 2012 Sundance hit film. With Don’t Think Twice, he expands his focus outward. Though he does act in the movie—this time playing an aging improv teacher struggling to come to terms with the fact that he might not have “it”—the film grants (almost) equal weight to the six friends that make up a New York-based improv troupe appropriately titled The Commune. With their theater closing out from underneath them, their utopian bonds both and off stage are further strained when one of them lands a gig on the highly-coveted late night sketch show, Weekend Live (think: SNL).
With a cast comprised of improv veterans like Chris Gethard, Tami Sangher, and Kate Micuccu (Garfunkel and Oates), it’s the somewhat against-type performances from Key and Jacobson that steal the show here, with both actors nailing the harder-hitting emotional notes. Unfolding with breezy naturalism, this insider look at the personal and professional hang-ups of comedians is funny, yes, but also disarmingly poignant.
I saw a headline yesterday that read something like: “Unless You’re Oprah, ‘Be Yourself’ Is Terrible advice.” You’ve managed to make a career out of being yourself on stage—how do you strike a balance between authenticity and playing a role in your work?
This film is the first thing that I’ve done that’s entirely non-autobiographical. It’s certainly a universe I’ve been in: I was in an improv group in college, I had a show at UCB for a few years and then I kind of veered into stand-up, and the last few years I’ve veered back into doing more improv. I’m really inspired by the principles of improv and I feel like those principles are actually what got me through directing my first feature.
One of the unexpected byproducts of Sleepwalk with Me was that a lot of young aspiring comedians have come up to me and been like, “I started doing stand-up because of you.” And that’s really exciting and feels flattering, obviously, but on the other hand, that’s not precisely what the film is about. It’s not like, “You should do stand-up comedy.” It’s more about this character finding his voice and finding what he can contribute to the world. We don’t all have to have the same goal. In this culture name and recognition is placed at a premium in such a way that I find to be kind of uncomfortable. It’s almost like excellence isn’t as encouraged as visibility, which is kind of sad, don’t you think?
That’s one of the things I loved about this film, how it explores very matter-of-factly the extent to which the world—especially in the arts—is straight up unfair. Input and talent do not necessarily generate “success.” And what is success?
That’s kind of the beautiful thing about improv. Even if you’re playing to half a house and there are 40 people or 30 people, and you’re really connecting with them and being an honest performer, being vulnerable, and maybe three of those people didn’t expect to laugh that day because they’re going through something hard in their own lives… To me that’s much more profound than being on a dull sitcom that’s half-watched by four million people. But our culture tells us that that’s not true, like what I was saying before, the visibility of being on a sitcom, on some kind of major platform is “success” and I don’t know that it is.

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You’ve spoken in past interviews about constantly tweaking lines and testing out material onstage. What’s your approach to scriptwriting—how do you fine-tune without a live audience as a sounding board?
I spent eighteen months with this script and had about ten informal readings at my house. We didn’t have a producer or a financier at the time—I kind of developed it outside of the studio development process. To me, development is kind of a scary word as it pertains to how Hollywood develops projects. To me that indicates that it’s going to get farther and farther away from the writer. So I would have these readings in my living room and invite over actors and screenwriter friends and we’d read it and I would have pizza for everybody—but like, good pizza! This is very important to point out in Brooklyn Magazine: it would be like Lucali or Enoteca. Before we would do the readings, I would be like: “This might be good or it might be bad, so don’t feel pressure. But no matter what, at the end of this, we will all eat pizza, so its all fine. We’re all gonna be fine.”
Honestly, that was one of my favorite parts of the process: friends coming over and reading. Really neat people came over because they happen to be in town. Brian Koppelman came, Nicole Holofcener was in town one time because she was directing a new episode of Orange is the New Black that I was in. Greta Gerwig came to one, and Zoe Kazan. I got a lot of feedback from a lot of really smart, generous people, and had a great time. It was really really fun—and punishing. Ira Glass was there of course, who ended up being my producer. Early in the process, Ira, who doesn’t pull any punches was just like: “This isn’t a movie.” [Laughs]. But by the end he was like, “I love this” and was super invested as a producer.
The cast you found feels so natural together, which is obviously hugely important when portraying a close-knit group like this. I read that you actually did some live improv together—what else did you do to make sure the chemistry was working?
I asked the group to come to town like three weeks before we started shooting, which is very unorthodox for an independent film—even studio films don’t often have that much rehearsal time. But I made the case to them that if we weren’t a convincing group of friends then a movie about that group of friends wasn’t going to be worth watching. These guys were all game for it. It was a little bit like going back to college, where it was like rehearsing for a play, and a lot of really good stuff came out of those rehearsals. We would rehearse some of the more challenging scenes and we did improv workshops with Liz Allen, who is a brilliant improviser and author. We became really close. In a lot of ways, the themes of the film—about improv as something that happens in the moment and then disappears—is what I experienced making the movie. We all became really good friends, but that was a moment in time that will never happen [in that way] again.
I was especially blown away by Keegan-Michael Key’s performance. We’re not used to seeing him in nuanced roles like this and he’s so good in the dramatic scenes. As is Gillian Jacobs.
My wife and I are huge Key and Peele fans, which is not surprising—it’s one of the great sketch comedy shows of all time. He and I have the same agent. I was talking to him about the idea—I think I maybe gave him a list of people I was considering and he said “I think Keegan would really like this script” and I said “are you in touch with him?” And he was like “I represent him!” Apparently [Keegan] got choked up reading the script and related to a lot of it from his own life. He and I got on Skype together and what was supposed to be a ten-minute Skype session ended up being about two hours. By the end of it I got off the phone and I said to my wife, “I think Keegan’s gonna do the movie? I think it’s happening.”
And then with Gillian it was this idea that Lena Dunham had. She read the script and had said “Have you thought about Gillian Jacobs for this?” I had watched all her stuff on Community and Girls—I did my homework, and said “She’s a great actress but I don’t think I’ve ever seen her do something like this.” And Lena goes: “Gillian Jacobs can do anything.” She auditioned and put herself on tape, and I was floored. There was one scene she filmed which was the emotional climax of the movie, and it’s as good as it was when we filmed it. She just got the character in a way I was so moved by. I don’t even watch the movie anymore because I get too choked up, I end up crying too much. There’s obviously nothing wrong with crying but crying everyday becomes a little bit tiresome.
Can you talk about working with Joe Anderson and your visual approach to capturing the energy of improv in the scenes on-stage?
Joe filmed a short film I made, 2 Fresh, 2 Furious, which I did for This American Life. I had approached Jodi Lee Lipes, the cinematographer for Tiny Furniture and Girls. And he said I’m not available but you should really hire Joe Anderson; he’s my camera assistant and I used him for years and he’s excellent. I met him and we really hit it off and we made a couple shorts together. For the improv scenes in this movie, we talked for a long time about how crucial those scenes would be and thought, what if we shot all the improv scenes with Steadicam, and the Steadicam is at eye level to the performers, so that when you’re watching the improv it feels like you’re performing on stage with the actors as opposed to how you see theater filmed typically: a static shot in the audience. The problem with filming theater is that it’s usually so boring. It’s hard to have it not be boring because it’s an entirely different medium. So we decided to try the Steadicam approach and we filmed hours of it. We filmed scripted improv and then pure improv. It was very very punishing on our camera operators [laughs] but it really paid off in the edit of the film.
I read that you don’t want to divulge which bits of improv were scripted and which “pure” so I won’t ask. I do want to talk about that scene when they’re coming back from visiting Bill’s father and they’re imitating his very sick dad. You’ve spoken about the importance of comedy for getting through darkness and pain, but this is a particularly hard scene to pull off and you pull of it off so well.
That was definitely a delicate scene and it’s one of my favorite scenes in the movie. I think that the key to that scene is that we had spent so much time hanging out together that by the time we filmed it, it just felt really loose. I think it’s only like three shots or something—it’s a long take—we were used to each other’s rhythms after a while and there’s a degree to which we’d finish each other’s sentences. For that moment to work it was important for the audience to know that we love Bill—because if they didn’t love Bill than they’d hate them for making those jokes.
Is pulling off that balance between off-putting and likeable easier when it’s just you on stage, because you can be self-deprecating?
I’m repeating myself here, but it’s definitely a delicate balance, and that’s one of the fun things about making an independent film. I think a scene like that maybe wouldn’t have made it through the development process of a studio comedy because they would say, like, “Oh, that’s going to make people really uncomfortable” [laughs]. It definitely goes into the Heart of Darkness of being uncomfortable but it was in the script for a long time and it was always getting laughs in the readings. So I just had this gut sense of, This is going to work. If the friendships in the movie don’t feel like real friendships the whole movie falls apart. There’s a whole set of movies from the 70s and 80s that I love, that I don’t feel like people really make anymore—movies like The Big Chill, and Broadcast News. What those movies are really about is friendship, and that friendship is important. The thing I’m most proud of about this project is that I was able to make a movie that honors that genre.
How did you manage to find the right balance between all your characters’ arcs?
So much credit is due to our editor, Geoffrey Richman. He edited Sleepwalk as well, and he did Terrence Malick’s last movie and Michael Moore’s Sicko. We had to really calibrate the characters—with six characters it was a lot of trial and error.  We did a lot of screenings–WNYC was really generous and would let us use their space to show early cuts to listeners. The early cuts, people were just like, “We hate this movie.” I remember there was this one lady when I asked, “How do you guys feel about these characters?” this woman goes: “I hate them, they’re losers.” That became this running joke where Geoff and I would just look at each other and go: “They’re LOSERS!!”
Which is funny because one of the classic notes in studio films and TV is , “We want to like the main character! We want them to be good at their jobs—they should be excellent and not flawed!” This movie really flies in the face of that idea. All the characters are flawed, they’re all lacking in various ways. But to have someone in the audience watch it—this movie you’ve been working on for a couple years—and go: “I hate them, they’re losers” [Laughs]. It’s really hard to take.
Was the ultimate balance there in the script or did things really get re-shaped in the edit?
You think you’ve solved all your problems in the script, and you’re like “We’ve got it! We’re ready to go!” And then of course some of the stuff you shoot is just better than other stuff and there’s no way around it. You’re like: ok, the performance is better there, the location we chose is between for that and the art direction in this scene is better for that. The lighting that day was better. You end up in the edit going “We can’t use this whole five-minute chunk that we thought was going to be great” and then you’re out of calibration. A lot of directors say making a movie is like making three movies: the script, the shoot, and the edit.
Speaking of losers, that scene where the crew meets Ben Stiller in the bar is so wonderfully, painfully awkward. Where did that come from? Do you still find yourself saying really dumb things in front of people you admire?
That scene is loosely based on an interaction I had with Jon Hamm like two years ago. I was at a party or something and he was there and he goes, “Hey, I really enjoy your comedy,” and I say, “You don’t have to say that.” And he goes: “No, I know I don’t have to say that.” I was mortified, I walked away and I was like, I think I really messed up that conversation! So the awkwardness of that scene is about the way in which, around some people, because their talent intimidates you, you just say stupid things. And how that can spiral into saying stupider and stupider things. There’s a version of that scene that’s like fifteen minutes long, but we had to cut it back to keep it in the realm of reality. 
One of the things that’s exciting for me about making this film is that after Sleepwalk With Me, which was really well-received, people would say stuff like, “Oh, do you think you’ll ever make another movie?” and I’m like, “Uh, yeah… that’s the goal…” People thought it was like a novelty or a random thing I did once, and I’m starting to get the sense that people are now realizing, “Oh ok, this is a thing that you do,” which is exciting because I hope to make more of these in my career if people let me.

photos by Ian Maddox
hair & make-up by Thea Istenes for Exclusive Artists Management using Sisley Paris

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