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The Upright Citizens Brigade is an improvisational comedy and sketch comedy group that emerged from Chicagomarker's ImprovOlympic in 1990. The most recent (and best known) incarnation consists of Matt Besser, Amy Poehler, Ian Roberts, and Matt Walsh. The original incarnation of the group consisted of Besser, Ali Farahnakian, Drew Franklin, Adam McKay, Roberts, the late Rick Roman, and Horatio Sanz. Other early members included Neil Flynn, Armando Diaz, and Rich Fulcher.

The Upright Citizens Brigade began performing improv and sketch comedy at Kill the Poet in Chicago. Their first show was called Virtual Reality. The group followed with shows entitled UCBTV, Conference on the Future of Happiness, Thunderball, Bucket of Truth, Big Dirty Hands, The Real Real World, and Punch Your Friend in the Face.

In 1997, the Upright Citizens Brigade relocated to New Yorkmarker and began performing shows and offering improv training at Solo Arts Group. These shows and classes were so popular that the UCB were able to open their own theater, The Upright Citizens Brigade Theatremarker, at 161 W. 22nd Street in Chelsea on February 4, 1999, in a former nude dance club[43681]. On April 1, 2003, they moved to a new space at 307 W. 26th Street. In July 2005, the UCB opened at the Tamarind Theatre in Los Angeles at 5919 Franklin Ave (between Tamarind & North Bronson Ave). The Upright Citizens Brigade have also been a featured performance in the Comedy Tent at the annual Bonnaroo Music and Arts Festival in Manchester, TN for the past three years.

Television series

The group had a TV series dedicated to their sketch comedy on Comedy Central that aired for three seasons from 1998 to 2000. Each season contained 10 episodes, which included sketches inspired by their live shows and new material. What made the series stand out as a sketch show was that every episode had a central theme, the strands of which would all be tied together in some way by the end. The progression of each episode essentially followed an improv format known as the Harold, which was invented by Del Close, improv teacher and mentor to the UCB (who also contributed the voiceover in the show's opening title sequence). Additionally, episodes in each season would make reference to a fictitious element within the show's world and would culminate in a season finale that would focus exclusively on this element. The show also stayed away from overused staples of sketch shows by rarely doing pop culture parodies or celebrity impersonations (with the exception of several impressions of historical and famous figures such as the Unabomber, Albert Einstein, Buddy Holly, Harry Truman, and Jesus).

The four main actors rarely appeared as themselves. They each took various roles throughout the sketches, which were linked by segments featuring Adair (Besser), Colby (Poehler), Antoine (Roberts), and Trotter (Walsh), the Upright Citizens Brigade.

The overall plot of the show was that these four were The Upright Citizens Brigade, an underground organization "with no government ties and unlimited resources" dedicated to creating and monitoring chaos from their secure underground base. The sketches depict chaotic or bizarre events in the world, events which are often directly engineered by the UCB. In the Season 2 finale, the DEA invaded the UCB lair as part of a raid to find a Supercool smuggling ring. Because of this, in the third and final season, the UCB had set up operation in a bakery delivery truck. The characters themselves also had less of a presence in the episodes, mostly only being shown quickly between scenes.

Another defining feature of the show was a series of real-world pranks, which tied in with the show's theme. Usually run at the end of each episode, these hidden-camera pranks featured the cast (as either the central UCB characters or other characters from that day's episode) interacting with real strangers. These segments featured such concepts as attempts by UCB cast to buy the fictitious drug "supercool" from real drug dealers in shady dance clubs, a UCB mother trying to convince a real store clerk to let her put up flyers advertising "baby fights," Roberts dressed as Santa Claus standing outside a department store offering free samples of his "Santa Liqueur", and the UCB at a sidewalk stand attempting to sell "poo-sticks" (sticks with dog feces on one end) as defensive weapons to passersby.

The show was not renewed by Comedy Central after the third season. Its players have since moved on to other projects while still performing in various combinations at their weekly improvised show, ASSSSCAT, which can be seen once on Saturday and Sunday nights in Los Angeles, and twice on Sunday nights in New York. In Los Angeles, the Sunday night show is free, as is the second show in New York. One of the show's running jokes involves cast members explaining that "it's free to get in, but you have to pay to leave." A version of the show's Bucket of Truth is passed around and donations are taken. Both Poehler and Sanz went on to perform on Saturday Night Live. Comedy Central released a DVD containing the episodes of the first season in 2003. The Season 2 DVD was released on September 18, 2007 in the United States. In the fall of 2005, Bravo showed a one-hour special of ASSSSCAT Improv with guest stars like Rachel Dratch, Tina Fey, and Andy Richter. Then in March 2007, a performance of ASSSSCAT was recorded at the LA Theatre with all four original members and also Chad Carter, Sean Conroy, Andrew Daly, Horatio Sanz, as well as guest monologists Will Arnett, Ed Helms, Jen Kirkman, Thomas Lennon, Paul F. Tompkins and Kate Walsh. This was released on DVD in March 2008 and features the full ASSSSCAT show and some bonus clips and interviews.

The show's motto was, "Don't think."

The show opened with this narration, voiced by improv legend and UCB guru Del Close:"From the dawn of civilization, they have existed in order to undermine it. Our only enemy is the status quo. Our only friend is chaos. They have no government ties and unlimited resources. If something goes wrong, we are the cause. Every corner of the earth is under their surveillance. If you do it, we see it. Always. We believe the powerful should be made less powerful. We have heard the voice of society, begging us to destabilize it. Antoine. Colby. Trotter. Adair. We are the Upright Citizens Brigade."

Selected sketches

Ass Pennies

Ass Pennies are pennies (currency) that have been at one time or another inserted in someone's anus, then put into circulation in order to secure a psychological advantage in negotiations.

The idea originated with a sketch written and performed by the Upright Citizens Brigade in Episode 104, "Power Marketing."

The possibility of having handled one of the protagonist's ass pennies is demonstrated in this diatribe: "I've been sticking $30 in pennies up my ass for the past 11 years! That's 3,000 pennies a day; 21,000 pennies a week; 1,092,000 pennies a year! To date that's 12,012,000 pennies, 8 times the population of Nebraska. Those pennies were in my ass! You think you're better than me? Oh, you're not better than me. You handle my ass pennies every day. You pick up my ass pennies for good luck. You throw my ass pennies in fountains and make wishes on them. You give my ass pennies to your little daughter to buy gumballs with. You handle my ass pennies every day! All of you! You all handle my ass pennies! Oh, I laugh at you before you can laugh at me. Because your pennies have been in my ass. You hear me? Your pennies have been in my ass!"[43682]

A later episode did a callback to this with a convenience store that had a "No Ass Pennies" sign posted on the "Leave a Penny/Take a Penny" dish.


Supercool is a fictional drug used as a running joke in the second season. The last episode of the second season of the show focused solely on the drug, interviewing recovering addicts, people involved in anti-supercool youth programs, and entertainers The Titté Brothers. Supercool is distributed in a colorful paper tube that is a little smaller than usual enclosing a dose made to look like Pixy Stix. Pure supercool is a white powder that resembles and tastes like refined cane sugar.

The episode was meant as satire reflecting the War on Drugs and further ridiculed the political initiative by mentioning that there is no law in the United States that forbids the use of supercool and yet the police enact drug busts similar to COPS. These shots often showed the police in a bad light as the busts were enacted on homes and people who the host admitted had nothing to do with the drug supercool. The final bust was on the UCB underground headquarters, where Antoine, Colby, Trotter and Adair were camouflaged to look like they were part of the wall, however, Antoine sneezes, alerting the SWAT officers raiding the hideout. This is also ironic because the one character always suspected of being a cyborg succumbs to an involuntary human reflex. The episode also poked fun at drug users. Fictional superstars The Titté Brothers purchased an island for the sole purpose of making supercool "the most legal" despite their argumentative band manager, who they would ridicule by singing their national anthem "Gary is an idiot" to the melody of the Olympic Theme. A fashion model is seen in this episode defending her employer by stating that she had her teeth rotted voluntarily in a surgical procedure, and she does not intend to glamorize drug use.


Thunderball is a fictional baseball-like sport which began in 1994 during a baseball strike in Floridamarker.

"Thunderball is both an improvement on baseball and a new sport to lead us into a new century. Long considered a "fringe sport," Thunderball is now ready to share the baseball fields currently occupied by the greedy traditionalists."

Rules of Thunderball

  1. Bring the walls in closer to allow for more home runs. Make home runs worth two points.
  2. The outfield is five feet lower than the infield.
  3. Instead of one ball, there are three balls, in constant motion.
  4. Nine multi-shaped targets with varying point values are placed throughout the infield. A baserunner can attempt to throw his bat at these targets as he rounds the bases.
  5. Defenders are allowed to tackle the runners as they round the bases; however, the runner is allowed to keep his bat. (Thunderball players are equipped with full pads and a helmet.)
  6. The batter may choose to take six strikes instead of three, but this allows the pitcher one free throw at the batter. A hit by such a throw does not count as a free walk.
  7. Honeys and Hounds: Cheerleaders and dogs are allowed to roam the field freely and affect play as they wish. During the seventh inning, however, players are allowed to tackle the Honeys as they please, for bonus strikes.
  8. Team mascots will alternate innings driving a Honda Accord anywhere on the field except for the pitcher's mound, the batters box, and the dugout. Players can use this car as part of their offensive or defensive strategies. The Designated Driver rule of the Western Conference modifies this so that rather than an Accord, a Chevrolet is used, driven by a neutral party not affiliated with either team.

Additional Rules (under consideration)

  • The Gun Circle - a loaded handgun is placed within a clearly marked circle to be placed ten yards behind second base. UNDER NO CIRCUMSTANCES IS THE GUN TO BE TOUCHED AT ANY POINT DURING THE GAME.
"We'd rather have a gun in the outfield, than under a mattress where a child could get to it."-Joe Auxiliary, UCB Director of Health Services
  • Each team's pitcher is allowed to throw three ceramic baseballs a game when he so chooses.

Teams in the American Thunderball Federation (ATF)

New Haven Terrorists, Evanston Strikebreakers, L.A. Killer Smog, Hartford Crime Wave, Atlanta Bloodlust, Germantown Holocaust, Manhattan Projects, Austin VampireBots, Chicago Slaughter, Pueblo Shining, Port Jefferson Plague O' Locusts, Queens Gestapo, Tri-State Thunderstars and so on.


Season 1

Title Episode
"The Bucket of Truth" 101
A Realtor shows a house featuring the "Bucket of Truth" and a "Hot Chicks Room". Also featuring the Unabomber and his Girl Scout friend Cassie.
"Poo Stick" 102
Big Red Cat gets harassed by a poo stick while performing mini-movies.
"Saigon Suicide Show" 103
In an attempt to destabilize society by eradicating prejudice, the UCB host a benefit featuring the Saigon Suicide Squad.
"Power Marketing" 104
"Power Marketing" guru Duke reveals the secret of his success: a new brain. Also, a new recruit is hired in the hyperminimalist office building, and the secret of the ass pennies is revealed.
"Children's Revolution" 105
A pro-union puppet show at the elementary school incites one boy to stand up to his bullying school-bus driver.
"The Story of the Toad" 106
People use the heartwarming story of the toad to bring meaning to their lives.
"The Lady of the Lake" 107
A frat guy dates the Lady of the Lake, who bores him with the story of how she once presented King Arthur with Excalibur.
"Time Machine" 108
Andy goes back in time to play cards with Jesus and President Truman.
"Cyborgs" 109
The UCB's cyborg project goes wrong.
"The Little Donny Foundation" 110
Little Donny has a giant penis....but doesn't know it.

Season 2

Note: Season 2 was released on DVD September 18, 2007.
Title Episode
"Master Dialectitan" 201
Great fights in history: Tesla vs. Edison, man vs. horse, and a young boy's struggle to become a Master Dialectitian. (parody of Searching for Bobby Fischer)
"Bomb Squad" 202
The Wu-Tang Clan dig their way into the UCB's secret underground lair.
"Mogomra vs. The Fart Monster" 203
A boy repeatedly teased by his classmates seeks revenge with ninja throwing stars and a summoned monster.
"Real World" 204
The UCB collects freaks (such as Gilly, the color-blind girl, and a ferocious bikini-wearing Ingret) to star in a new season of "The Real World".
"Eli's Face Therapy" 205
Wealthy women pay Eli to slap them in the face.
"Infested with Friars" 206
A friar infestation begins when deli meat and cigars are left out; meanwhile the UCB is busy investigating theme restaurants.
"Spaghetti Jesus" 207
A man sees Jesus in a plate of spaghetti. (Spaghetti Jesus, Vomit Jesus, Fecal Jesus, Mud Golem, Psychotonomy)
"Big City" 208
An urchin shows a rich man around the Big City.
"Hurricane" 209
Bong Boy is in a hurricane, but thinks he's watching it on TV.
"Supercool" 210
A documentary about the drug Supercool, including interviews with the Titté Brothers.

Season 3

Title Episode
"Costumes" 301
When a man tries "werewolf sex" to turn his girlfriend on, she shoots him with a silver bullet.
"Mafia" 302
A thug from the Mafia tries to give back to the community by donating sperm.
"Hospital" 303
Grim Reapers work in shifts at the hospital, until they claim Workman's Comp for scythe-related injuries.
"Band" 304
The Breaker-Uppers go on tour; The Murderers perform at an old-fashioned caka-walka.
"Food" 305
The Glendale Fitness Authority sets up Fat Camps to imprison the overweight.
"College" 306
When one player is possessed by a demon at the college basketball game, the only thing that can save the day is Santa Liqueur.
"Sex" 307
When Adair is reincarnated as a sandwich, the UCB must fulfill a sexy prophecy to bring him back.
"Small Town" 308
A small town has a meeting to discuss dolphin-centric SATs, then "log-rolls" to see who will win the Apocalypse - and unfortunately, Evil wins.
"Technology" 309
Mike the Astronaut is trapped in Virtual Reality with a malfunctioning telephone, forced to eat nothing but edible panties, and both verbally and physically abused by the French.
"Pro Thunderball" 310
The first televised Pro Thunderball game! Three balls in play at all times, gorgeous honeys and vicious hounds to distract the players, and a car that roams the infield...


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