THEY DIED LAUGHING

What has 20 legs, 18 balls, and 1 brain? The State.

David Lipsky joins the gang and tries to discover why last year's hippest comedy troupe is this year's most underemployed.

For a State pitch to succeed, you've got to make the rest of the State laugh. This is not an easy thing to do. The group's ten members, average age twenty-five, are sprawled on writer's-room couches, testing material on each other; they've spent the last two years producing a weekly comedy show on MTV, and they're a tough audience to please. But from the first line, it's clear "Manzelles" is going to work out. Michael Showalter performs his script as he reads it. The skit will basically involve cast members stripping off their clothes and putting antlers on their heads. Like many performance groups, the State has a slightly exhibitionist bent and the prospect of running naked through the woods clearly possesses appeal.

Ben Garant is the group's head writer. During pitches he jots notes, squirms in his chair, walks over desks. Garant's main concern is making sure this sketch-and all the others in the State's Halloween TV special-doesn't become too gaggy; he wants it to stay "quick and precise." Suggestions are already flying around the room. At its functioning best, the State can sometimes become a single, spooky, ten-headed organism, with ten mouths barking out adds, new ideas, jokes. David Wain wants to include some "Hebra"-cast members with black and white zebra stripes, but also Yarmulkes and long black beards. Kerry Kenney (the group's only woman) would like to see a female "Barbara Manzelle." Both these jokes feel a little gaggy to me, but I'm nervous about speaking up. After all, it's ten heads against one. So I stare at the office. Over most desks, there's a cartoon of a man growling the words KEEP WRITING, ASSHOLE. This is self-explanatory. Next to these are pinned the words CHARLIE SIX-PACK. This is mysterious.

The group votes on the skit (it's accepted) and the teasing begins-and once again, the State becomes a single creature. But the laughter snags on a kind of shared nervousness. The State has one month to do everything: finish writing their special, shoot the filmed bits, go into the studio, shoot the live bits, and deliver the final edited package to their new home. CBS. After a couple of years with MTV, and only a few years out of college, the State is about to go network.

I cross the room for more cigarettes. Since joining the group, I've returned to smoking. I wanted to see what it was like to produce comedy in the big leagues-under pressure-and if the group is going to put everything on the line, it seems dishonorable to withhold my lungs. "Lipsky!" David Wain shouts.

"What?" I ask.

"You're standing on the corpse." Their first week in these downtown offices, three State members took some masking tape and made a body outline-the kind police chalk at crime scenes-on the floor. Some people began referring jokingly to the outline as the Jon Stewart corpse. Before getting canceled, The Jon Stewart show was the previous tenant in this space, and Jon Stewart was the last show that left MTV for a shot at a wider audience.

A brief history of the State: Life can be scandalously, almost alarmingly chancy; sometimes you make your best connections in the cellar. If eighteen years ago Cathy Wain hadn't been dating a shaggy musician named Jon Bendis, there would be no State. Cathy's eight-year-old brother David was the kind of kid who liked to shoot and edit comedy videos in the family basement; Bendis liked the videos. Ten years later, Bendis had grown up to become a Brillo-haired, thirty six year old producer at MTV. David Wain had become a freshman at New York University. Wain helped found a fast-paced, brilliantly absurdist sketch-comedy troupe; that group held the beginnings of the State. Sixteen months after Wain graduated, Bendis signed on as the group's coproducer, and the State had a deal with MTV.

Two years and four seasons into their run-MTV seasons last only half a year-Wain's college group had one of the channels highest-rated shows, and The New York Times and The Wall Street Journal were calling the State the funniest sketch series on the air. The shows are remarkably strong; the remarkable part is the idea that the best comedy in the country is being written, performed, and edited by ten people in their midtwenties who've been friends since college. Midway through their last year on MTV, the group felt ready to leave, and the inevitable rumors about challenging Saturday Night Live began.

My first day with the State, I meet the group's producers, Bendis and Steven Starr. We do an hour on a topic that's close to their hearts: What makes the State so good? (we come up with the fact that because the jokes move so fast, the show has the opposite effect of most TV-it leaves you feeling jazzed up, and smarter than when you turned it on.) Speaking with Starr is unsettling. As an ex-agent, he is a kind of professional socializer-instead of talking, you get the feeling you're being tour-guided through a conversation, toward particular sights Starr wants you to take in. Today's topics are that the State is "next level sketch comedy," and how pleased the group is to be with CBS.

The producers reaffirm my responsibilities: I'll be allowed to write and perform as the State's unofficial eleventh member for six weeks. It feels as if I've won a contest. I ask when CBS will debut the show against Saturday Night Live-I've read about this-and both men frown. It turns out the State's management are practitioners of the magical optimist's theory of publicity. If you say only what you'd like to se happen, it stands a better chance of actually coming to pass. In reality, the State's CBS deal is a sweaty-palmed series of ifs: If the Halloween Special pulls a strong rating, the group will be offered another special; if that second one does as well, the State will go to series. If either show does badly, the State will go into exile.

A secret about the State: Not even cast embers can keep track of everyone. Before a meeting, instead of checking faces, the group will do a quick head count. This makes me feel less embarrassed about the many days it takes to learn their names. For the record, the State is: Kevin Allison, Michael Ian Black, Ben Garant, Michael Patrick Jann, Kerri Kenney, Thomas Lennon, Joe Lo Truglio, Ken Marino, Michael Showalter and David Wain.

Another secret: The State never felt completely at home with their MTV audience. It's hard for them to accept that their fans are all younger than they are; they're like college kids who keep getting stuck going to prom. Michael Showalter and I end up marooned in a little New Jersey town during one shoot, and when he sees some high schoolers, he gets edgy. I bet him a dollar that he won't be recognized; he takes off his cap, stands up and does a walk-by. Sure enough the kids go ape and start following us, and it's scary. Five days later I'm walking with Ben Garant in New York City near Madison Square Garden when the same thing happens. This time, the high schoolers want autographs. "You guys crack me up," one kid tells Garant. "Every time I watch your show, I piss my pants." "Expensive," Garant replies. With CBS, the State is hoping for an expanded audience, including viewers who are less likely to update them of their physical disabilities.

The Halloween special is budgeted just south of $700,000-about half what SNL spends-and their first week in production, the State does an unheard-of-thing: They vote themselves a pay cut. One hundred fewer dollars a week matters to these people-group members scrimp, compete for cheap sublets, sometimes eat oatmeal for supper-but the $10,000 the cut saves will buy the show better costumes and ritzier sets. Then they get down to writing.

For four weeks, the group's office is transformed into a comedy sweatshop. Members sit down to their Macintoshes, and the group churns out more than a dozen sketches per day. Members read scripts to each other; sometimes two or three retire to wardrobe, to sharpen a skit for pitching. I stay late one afternoon, and ask Tom Lennon and Michael Ian Black (two of the strongest writers) why nobody chuckles while they work-a sound I'd expected to hear. The explanation involves a gnome. "I once wrote a sketch called "The Little Gnome Who Punches People in the Nuts,'" Lennon tells me. "I've never laughed harder at any skit I was writing in my life. During the pitch, I could barely get the words out. The little gnome says åCome closer, come closer,' and then punches you in the nuts and dances around. This happens three or four times." Black takes over, "It bombed hard. It's just a bad sign when you're laughing too hard at your own material. You know it's coming from somewhere very secret in your head, and probably doesn't have a lot to do with the group."

I try to master the States style of kidding, but I'm never able to catch the voice, or slip one of my own jokes into the group's unibrain. I try writing a script and discover how hard it can be to create good sketch comedy. Blues Traveler is playing the special (CBS wants a "hip" musical act: the Murder, She Wrote network suggested Hootie); and Marino, Wain and I camp out around Wain's PowerBook to do a piece for them. I can't come up with anything-I've never had to write under this kind of pressure. I try to put on an intelligent expression-as if I'm thinking up really swift stuff but don't feel ready to express it yet-and then I light a cigarette. The idea is that when I finish smoking, then I'll be funny.

The pitch meeting is one of the longest half hours of my life. Wain announces to the group, "This is another Wain-Marino-Lipsky script," and reads. In the middle-when no one is laughing-I want to grab his arm and tell him to stop. Instead, I sit in the window and smoke some more and try to keep my mind on past triumphs.

I spend a lot of time reading the Halloween sketches, and I notice something frightening; None of the material is very strong. Maybe it's pressure. The group has been waiting to get on network for seven years; these sketches feel cautious. I ask some State members-carefully-and they tell me that nobody is exactly sure how to write for CBS. After pitches, the group members sit around quizzing themselves: Was that a network sketch? Lennon tells me that everyone is feeling this tightness-it's a pilot, after all, the industry equivalent of a first date. "I'm sure in the back of all our heads, " Lennon tells me, "there's that, you know, big CBS eyeball. And it's literally looming behind us."

John Pike is the head of CBS late-night programming: the group's first meeting with him does not run smoothly. (my State membership doesn't extend to network meetings, so I ask the group to keep me filled in.) Steven Starr has one prepared stop on the morning's conversational tour. He smiles and say, "John, we all just want to say a big thanks for getting our deal pushed through," and Pike replies, "Yeah, tell me that when I cancel you." Pike reemphasizes the importance of the musical guest and tells the group that on CBS they should remember they're making television for somebody called Charlie Six-Pack.

Then, according to people at the meeting, Pike quietly sizes up the group. He notices, he says, that he doesn't see any black faces. This is something the group should consider-black faces would help attract black audience. Pike then flatly explains that research shows there are three reasons why African-Americans are an important part of the late-night demographic: First, they have no place to go in the morning-no jobs-so they can stay up as late as they like; second, they can't follow hour-long drama shows-no attention span-so sketches are perfect for them; third, network TV is free. When they leave the meeting, the group is clearly shaken. One of the members confesses, "He just described the three reasons why I would be watching the show." (John Pike responds: "I would never have said any of those things.")

It feels as if writing period will never end, but after a final concentrated week, the group has sixteen sketches. Eight pieces will be shot as "remotes"-on location, outside of the studio. The remaining eight will be shot on a single day, in front of a live audience. "Two weeks from now," Black tells me, "I'll either be very relieved or manically depressed." At the last prefilming meeting, Kerri announces she's glad he headwork is over.

I lose control of my smoking in the first weeks. I borrowed cigarettes; now, as remotes begin, I'm known as someone who always has cigarettes, and people are constantly bumming them from me.

Remotes are shot like minimovies. Suddenly, we are surrounded by a crew: men who build dolly tracks for cameras, production assistants who try to keep cars out of frame, a line producer who chats on his cellular phone and does a lot of gruff muttering into his walkie-talkie. The makeup and wardrobe designers have been with the group since MTV; they sit the State in folding chairs and zip up their costumes and pat powder on their cheeks. The group waits calmly at the center of this activity, like a team of trained, patient astronauts. The crew somehow ennobles the material: If it's good enough to call forth all these people, maybe it's stronger than I think.

I learn why starts often get fat after they get famous. If you're working all the time, you're eating all the time. At least, I am. There's food everywhere on a set-what's called craft services. Candy, chips, soda, lasagna, sandwiches, bagels, Nutter Butters, fat free oatmeal cookies nobody touches. When I'm not smoking, I'm gorging.

We shoot eight remotes in ten days. For the "Manzelles" shoot, we meet our vans at five in the morning, when it's still black and cold in front of the group's building. People are warming their hands around Styrofoam cups. "Good morning, Sunshine," Marino says to me with surprise. No one expects me to be on time-I've developed a reputation for missing early calls. The only way I can get through the morning is by smoking fiendishly; this wakes me up but gives me a thing feeling in the head, as if my thoughts are the consistency of weak coffee.

At the set, production slows down because somebody forgot some camera equipment. I stumble over to Showalter and ask him-while antlers are applied to his forehead-if it feels cool to watch something you wrote being filmed. I imagine it's strange. "It's kind of exciting when all the different creatives like wardrobe come in," Showalter begins. The rest of his answer is surprising: it's unexpected to hear someone so young speaking with so much authority, "But actually, the most truthful answer is that the novelty of it, the excitement factor, has worn off a little. Because at this point it's my job; it's my job to write a sketch that's going to get produced."

I'm in the last remote. We meet the van at 4:30am and drive to upstate New York, to a converted farm. I'm supposed to play a painter in a robot-parts factory. I report to wardrobe and am fitted for my costume. I report to makeup and am fitted with a mustache. We wait a few moments for the set to be finished, while Pas circle around us. Then I have a thought: Everybody is working for me. From the location scout to the drivers to the cameraman to the makeup people. They're all working just so I can step onto the set and do whatever it is I have to do. It is an astonishing feeling.

The first shot is of all of us-the robot-factory employees going home. "End of the day!" Wain prompts from behind the camera. "Steam whistle blows!" We make a mad dash, and I realize how hard it is to do something like walk funny. The distinction between just walking and playing walking is actually huge; everyone else is making it comic. They limp, walk stiff, walk too fast. I-as far as I can tell-am just strolling. We do it three times. Lennon whose script this is) stands on top of he van with Wain and the equipment. "Lipsky," he mock-urges, "give us more." Marino shakes his head at me and jokes to Garant, "I'm finding it really hard to workwith this guy."

We shoot inside the robot factory; I try to play painting. When we're finished, we sit outside in the sun and smoke and drink soda. Black and Showalter cross their legs under a tree and play chess. I'm flooded by an overwhelming, unprofessional hope that the live shoot will go well. I've been watching the State's old MTV tapes at home; they're the only thing I can watch. Their skits move so quickly, and are so surprising-when I try to watch something like Seinfeld or Saturday Night Live it feels endless. There's no other group like this one; people who've been together so long, are so talented, and work together so well. So we sit there in the sun in our matching costumes and I think about how much I want these guys to stay on the air. That's what being on-camera will do to you.

The studio shoot is five days away-Saturday night-and the group needs every minute to rehearse. The first live sketch is a parody musical about how slim the chances are that the State will, in fact, remain on the air. The group spends hours practicing this number-it involves shovels and tuxedos and a dwarf (so the script refers to him: "Dwarf") in a Lucifer suit. On Monday, the studio director arrives. Rehearsals run smoothly for one day-until Tuesday, when Blues Traveler calls with bad news: The night of the taping, the group will be playing season premiere of Saturday Night Live.

Much of the group is convinced this is a deliberate act of SNL sabotage. A special is carefully timed and the State now has a seven-minute hole. "So," Kevin Allison announces, "this is the first time we've been officially fucked by the Evil Empire." The panic lasts another day, until Steven Starr, frantically working the phones, manages to come up with Sonic Youth.

The State's budget only allows one day to tape all the live material. This is the most important moment of the production-eight sketches that will have the enthusiasm of an audience to support them. The studio day will be a feat of timing. The shoot has to run smoothly, or the audience will get bored. Filming is schedules to start at 7pm and end before midnight. "Live shoots are really stressful," Tom Lennon tells me over coffee. "The night before, I can't sleep. I take the scripts out and look over my stuff and always hate it. There's been three days in a row of rehearsal, when no one is laughing at anything because they're sick of it-so by now you're convinced it sucks. Then you go into the studio and there's a set and you feel even guiltier because someone spent all this money on a set for something you know as of right now is bad."

The night before the live shoot, I ask Ken Marino how he's feeling. "I had three separate, very big, very awful stress nightmares last night, the kind of dreams you have when you've got a final in the morning. Basically, I was in a sketch where everything completely changed. I'm in the wrong costume, I don't know when to go onstage or what to do. I have that dream every time."

The morning of the live shoot, some equipment still hasn't been set up, and a camera breaks down. This takes hours to correct. There's no prop room at the studio, so the prop division commandeers the lighting area; for the rest of the day, the lighting crew can't find their cables. At midday, the production makes its biggest mistake. It breaks the stagehands for lunch half an hour late, and when it does break them, there's no more food. By 2:30-the audience is set to arrive in less than five hours-half the crew is unhappy, the show is over two hours behind schedule and the production is in chaos.

I spend most of the day lying on the green-room couch. Apparently, I've been grinding my teeth in my sleep-anxiety-and I've come down with a condition called TMJ syndrome. This feels like two very long spikes are being driven up into the back of my jaw (I'm also ten pounds heavier than when I started the State, and for whatever reason I've developed a deep lung cold I can't shake. By every available means, my body is telling me I'm not cut out for network TV.) I'm the only person around when a very small, handsome man wearing a sweatshirt, leather jacket and jeans walks into the green room-Pete Dinklage, the dwarf. He sits down, reads a copy of The New Yorker, then hurries himself off to wardrobe to find his costume.

John Pike-the CBS guy-has flown in from Los Angeles for the shoot. He's silver-haired, heavy-faced, in a beautiful gray suit; He looks the way Boris Yeltsin might, if Yeltsin had gone into programming. The group tells him their Blues Traveler story, and Pike chuckles-it's just the kind of stunt NBC would pull. Pike has no idea who Sonic Youth are, and needles the cast about it. "You know what I'm gonna do?" he asks, picking up the phone and giving a gruff laugh. "You'refucked." He tries to dial out but the line won't connect long distance. "I was really trying to call my daughter," he says "Not to see if she likes them. To see if she'sheard of them."

At 7:00, comedian Alan King shows up to introduce the special. He delivers his speech and quickly departs. At 8:30, we gather in Kerri's dressing room for a preshow meeting. The cast have their tuxedos on and makeup has brushed the white paint onto their teeth, giving them glowing, unearthly smiles. Everyone is aware how terribly the day has gone, and how much is riding on them; the fate of the show-and perhaps, of the group as well-will be decided in the next few hours. The group stand in a circle and bow their heads-and then, for five minutes, they become unavoidably sincere. They give each other a pep talk and join hands. They exhale together, inhale, exhale, until their breathing is synchronized, and then for a quarter of a minute they become the single creature I've suspected them of being all along. When they're finished, they whoop, drop hands, clap, laugh and march out to the stage to get into their first position. Lennon calls, in mock-cheer-leading voice, "Let's stick it to ER!"

The evening is a disaster. Most of the sketches-uncharacteristically for the State-have to be shot twice. I walk into the control room, where the director is whirling his pencil from screen to screen like a conductor's baton. "Camera two! Camera one! Tell the dwarf to ham it up, ham it up! We need to see that from Dinklage!" One sketch gets almost no laughs at all; the cast meet behind the set to make a nervous decision; this time, over the top." At 12:30, I find myself standing beside John Pike near one of the cameras. If we go much later, Steve Starr might as well officially declare bankruptcy, he says. Filming ends at 1:00.

I spend the next two weeks recuperating from the State; I quit smoking and climb into bed and cough. Pike holds off on announcing the special's airdate for the same two weeks, so that ABC and NBC can't "stunt" against it-that is, counterprogram with material for the same audience. But, by the time the date is announced, the State has missed TV Guide's Halloween special roundup, and it's too late for many publications to review the show. The show receives almost no network promotion: fans e-mail David Wain asking if in fact it's going to air, and Kerri and Mike Black start phoning radio stations on their own; "You're alternative, we're alternative. How would you like to interview us?" The Friday series the State is preempting, American Gothic, has been pulling a so-so thirteen share. Steve Starr explains by phone what the new ifs are: If the State can get a stronger rating, the odds are the group will press to go directly to series. If they can hold the rating, they'll happily accept a second special. No one is talking anymore about what will happen if the ratings are bad.

We watch the finished show at the apartment of Mike Showalter's girlfriend. Kerri Kenney and I bump into each other in the elevator, and when we arrive, everyone else is already clustered around the TV. It's a thrill when the deep CBS voice announces that their regular programming has been preempted. But the show feels strange on CBS-as if we've all played a trick on the network by sneaking on this homemade thing. The special doesn't feel like the State or like CBS. "Manzelles" is the only sketch that works; even the Barbara Manzelle works.

When they see themselves on TV, the group members grow very quiet. When I see myself on TV, I become very quiet too. In the middle of the broadcast, there's an update for the 11:00 news. I whisper to Joe Lo Truglio, in a fake-anchorman tone, "The State is holding a thirteen share." Lo Truglio laughs and picks up the joke, adding, "This just in: The State is holding a thirteen share." The members chuckle, and I realize I've finally gotten one of my jokes absorbed into the group brain. When the special is over, there's silence. The State is anxious but proud. Kerri asks, "Why do I feel like we're the only eleven people watching this in the world?"

The rating comes in Saturday morning: A six share. By Tuesday, Pike has called Starr with the network's decision. "I'm not going to candy-coat this for you, Steven. The State is out of business with CBS."

Two days later, the cast make their first pilgrimage to unemployment. Garant jokes on the phone, "It's looking like the army next year for me: Private Garant." There are still some options: a movie deal with Hollywood Pictures, a record album with Warner Bros., a six week college tour. But without a weekly show to call their own, no one is sure what's going to happen to the group. Lennon thinks they'll come through this. "At least, I hope we do," he says. "I've been with the group for seven years, and I don't have that many other friends."

I drop by the office on moving day. I've left some tapes I need in the writer's room. The office feels like a dorm on the last day after classes. None of the State members are around. Bendis-who's been watching David Wain grow up professionally for a decade and a half-seems crushed. He loads boxes with old scripts and ideas: "Hopefully," he says, "we'll get to use these again." Starr is making a final found of phone calls. I walk into the writer's room; I find an old pack of Camels in one of the desks. Just being around the place makes me want to smoke, so I smoke them. The corpse has been removed; the rest of the State members' stuff is gone; the only thing still around is the name of the ideal CBS viewer. For a moment at least, Charlie Six-Pack has the edge on them, and the State is without a country.

David Lipsky is now permanently retired from sketch comedy writing and has lost ten pounds. His novel, "The Art Fair," will be published this spring by Doubleday.