SPOILER ALERT: This article contains spoilers for “Valerie Gets a New Chapter,” the Season 3 premiere of “The Comeback,” now streaming on HBO Max.
“The Comeback,” as created by Lisa Kudrow and Michael Patrick King, was originally designed to be an ongoing series, a comedy that would go on until HBO or the creators themselves decided it had run its course. Sitcom actress Valerie Cherish (Kudrow) — who was being followed by reality cameras documenting her so-called comeback on a crappy network show called “Room & Bored,” while also capturing every slight and humiliation — would have become just a character on a show.
But that’s not what happened. Instead, the 2005 premiere of “The Comeback” coincided with a rare weak period for HBO, when the network that had birthed “Sex and the City” (which King ran for years) and “The Sopranos” was suffering from an identity crisis. During those fallow years, the powers that be then running the company decided to cancel “The Comeback” after a single 13-episode season.
A funny thing happened, though, in the years after that cancellation. “The Comeback” — which had amassed a small, loving audience during its run, especially as viewers began to see where it was going — ascended to cult-classic status. When HBO decided to revive it in 2014, approaching King and Kudrow to ask whether they had an idea for a second season, bringing back a show was, at that point in time, still a rare thing, and not the commonplace event it is today, as mega-corporations try to suck dry their IP. No, “The Comeback” had been revived by love.
Its eight-episode second season tells the story about how Valerie learns that her “Room & Bored” nemesis Paulie G. (Lance Barber) has created “Seeing Red,” a dark dramedy for HBO in which, in his heroin-addled mind, he was tormented by the star of his sitcom, a red-haired woman named Mallory Church. Storming into HBO to try to kill the show, Valerie ends up with the role of Mallory. Even though Valerie’s husband, Mark (Damian Young), questions why she would ever get into business with Paulie again, and her former “Comeback” producer Jane (Laura Silverman) — who also knows the dangers of Paulie, and wants to chronicle Valerie doing “Seeing Red” for a documentary — Valerie does end up winning an Emmy for her performance.
She’s not there to accept it, though: Mickey (Robert Michael Morris), Valerie’s hairdresser and constant companion, has been hospitalized, and in a shock to Mark and even to herself, Valerie ditches the Emmys ceremony to be by his side. Her Emmys departure also served as a formal rupture for “The Comeback,” as Valerie is seen for the first time on screen as herself, not through the punishing cameras of the reality series or Jane’s documentary.
Courtesy of HBO
More than 11 years later, the third and final season of “The Comeback” is upon us, and the world around Valerie has changed. The season premiere opens in summer 2023, during the writers strike, on the eve of the actors strike, as Valerie is attempting to be the latest entry in the procession of Roxie Harts stunt-cast into “Chicago” on Broadway. She’s being documented by her social media assistant, Patience (Ella Stiller), with a reluctant Jane also in tow. (Mickey is no longer by Valerie’s side: Morris died in 2017, having filmed the show’s second season with Stage 4 melanoma.) After a three-year time jump, Valerie is confounded by a dilemma when her manager, Billy (Dan Bucatinsky) offers her forbidden fruit: The lead role in the first sitcom ever to be written entirely by AI.
In an interview last week with Kudrow and King in King’s office on the Warner Bros. lot, the creative partners discuss bringing the show back for a third, and they insist, last time. As opposed to previous seasons, the two of them wrote all of the episodes (with King directing all of them), and beginning the process in November 2024, when they’d meet in person to hash it all out. They call Season 3 the completion of a trilogy, and even if “The Comeback” was originally designed as a yearly series, they’ve embraced what it’s become: a “weird gift,” as King puts it, that materializes when there’s been a “seismic shift.”
“It’s been an event,” Kudrow says. “So I don’t know how to make another event in a year.”
I assume Valerie Cherish just lives within both of you.
Lisa Kudrow: Yeah. She does.
How are you then translating that into a script that needs a beginning, middle and end?
Michael Patrick King: We feel like there’s a tee that you put the golf ball on, and then Lisa takes a swing at it. And we both take swings at all the characters. Every now and then, we go, “That’s definitely in the show.” It’s usually an emotional density, and that laugh. I won’t tell you, because it’s in the last episode, but there’s a couple of things Valerie says that I was laughing so hard. Even Lisa was laughing at something she was about to say.
So the structure is somehow organic. We know where we’re starting, and we knew where we were ending. But the real machine of the show was figuring how we get the wheels to sort of wobble and almost come off this fictionalized thing.
We met with some people — Lisa’s a scientist, so she always wants to know what’s the real truth of where they are. People react badly, not to medical AI, not to organizational AI, not even to clerical or personal. But when it comes to art, that was the one place people push back. So that gave us what I call it the Deep Throat spine of, It’s a secret. Don’t tell anybody.
Laura Silverman as Jane
Courtesy of HBO
“The Comeback” has now created an entire universe of characters. How do you decide who we’re going to see again? And what new characters need to come into Valerie’s world?
Kudrow: Well, we always want a reason to see Jane, and we like Valerie being married to Mark. We knew they were going to be married and be OK. They had their rough patch in Season 2. You weather those storms, and usually it makes you even more solid, right? And Billy!
King: And Billy, of course. Every character we’ve ever seen in “The Comeback” is legitimately someone we’d like to see again. But it’s only the people that are going to push Valerie to some place we need her to go.
The new people were necessary. Like, we lost Mickey. So with that, we lost that off-camera person thinking about what Valerie just said. Lisa sometimes calls him “the audience” — like, you just heard that too, right? That became sort of a split job, but mostly it went to Ella Stiller, because we were thinking, what is the difference in this “Comeback”? It’s the collab-ing and the social media girl — and look around, every actor has a social media person who is younger and knows stuff.
Kudrow: And it also just felt funny. She’s working for Valerie Cherish — like, that’s not a great one, you know? But the great part is Valerie will pay you all day, every day, to be there to capture nothing. Nothing’s happening!
King: That’s right! “What are your hours?” “24/7.” Valerie’s like, “Something may happen while I’m asleep!”
Lisa Kudrow, Ella Stiller and Jack O’Brien
Courtesy of HBO
I wondered whether she was a family friend. She’s 20 in 2023, and she’s still with her three years later!
King: I think that’s the paycheck and relative ease — Valerie’s not the head of Vogue, who’s gonna snap somebody in half. She protects her, even: She says, “She’s frail.” The great thing about Ella is she’s kind of Mona Lisa — she’s non-threatening, and yet she’s adorable. Valerie would feel safe around her in a job interview.
And then the other person would be Jack O’Brien. We knew we wanted somebody who saw Valerie as a star. Because that was Mickey’s great superpower, aside from all the love they had — he really thought Red was a star. We wanted, in a dark moment, for Valerie to have another person who saw her as a star, based on who she used to be.
Kudrow: Also to justify why Valerie wants him, at 86, to leave his retirement home every day to come do her hair. Because she’s so just desperate for that comfort. And he knew Mickey.
King: Our goal was to bring in somebody that Valerie feels has the same DNA. He’s gay, he’s older, he’s unique, he’s Celtic. We always brought him in as a placebo; we knew that the only way to bring him in was for him to say, “I’m not Mickey.” So everybody could relax in the audience — we’re not saying, “Oh, here’s the new Mickey.” He’s the one who says, “I’m not Mickey.” And Jack O’Brien is such an amazing being — he isn’t an actor, yet he can be sublime as an actor.
He was on my flight home from SXSW. Valerie playing Roxie Hart — were there other possibilities for where Valerie would be in 2023, or were you like, OK, she’d be the last stop for “Chicago”?
King: NeNe Leakes, Erika Jayne, and all those people that went who were not Broadway performers — who, because of their reality shows went to Broadway — made it believable.
Was that the real cast of “Chicago”?
King: That was a Broadway cast that we brought out here that were from many different Broadway productions. I don’t know if they’re in “Chicago” now — I know they had been. We flew them all out. It was very decadent.
Courtesy of HBO
When one of the “Secret Lives of Mormon Wives” women was being put in “Chicago,” and we were profiling her, I said, “We should profile the regular company of ‘Chicago’ and what it’s like for them.”
Kudrow: Yeah! What is it like?!
King: Year five in the 11-year hiatus between seasons, we knew “Chicago.” We knew it would be funny to see Valerie as Roxie, and we picked the easiest number in that show — and she’s failing at it.
That scene is the only time we see Jane in the season premiere before she walks off. How did you decide what Jane’s relationship to Patience would be?
Kudrow: Jane has nothing to do with social media. We decided she was there reluctantly.
King: The trick was the money. We had have a hook, you know?? She’s not doing it out of the goodness of her heart. That Valerie had loaned her money, and that she had to sort of do it out of guilt — that was the hook.
Kudrow: She wants to do meaningful, important things that no one cares about, and won’t offer her an income at all. And we saw she has this ranch in Topanga Canyon. It makes sense that she’d need to borrow money at some point.
Three years later, still nothing’s happening, as much as she’s loving her life. We had to cut a line where she just says, “You know what, Val? Stacking oat milk is so peaceful.”
At the Trader Joe’s where Valerie runs into her next?
Kudrow: She means it — “and I have a girlfriend.” Everything does sound great.
King: There’s a thing in the DNA of the show that every time someone connects to show business, some insecure part of them shows up. Jane is perfectly fine: She gets back into show business, and it all unravels. Jack O’Brien’s character, Tommy Tomlin, spouts off a couple of times, “I’m 85! I don’t care what anyone thinks!” The first day he shows up on set, he’s wearing a toupée, and says, “If anyone asks, I’m 70.” Show business brings up who you are or want to be.
Can you talk about casting friend Fran Drescher, playing herself?
King: When you are able to interface with people that are really famous, you’re just so hopeful that they like the show, or — which always happens — that they’re a fan of Lisa, because of how she presents herself in the world.
Kudrow: Or a fan of Valerie’s.
King: We really wanted to have Fran in the show because of that moment in the strike which we duplicate, where she says, “Wake up and smell the coffee — AI is coming for us.” That was really important to try to target that time. And then Fran was like, “That’s it?” And then we created the second scene. The first impulse was, it’ll be this great cameo. And then it was like, “I like Lisa so much — is there anything more?” And I was like, “Yup!” And then we created the second scene.
Kudrow: Dueling photo approvals!
King: That that tells you that you’re in “The Comeback.” It’s the first familiar cringe thing: Valerie talking too much to a celebrity.
Three years later, Valerie’s doing “Cherish the Time.”
Kudrow: Uh huh! Her podcast.
Courtesy of HBO
About “The Goodbye Girl”!
Kudrow: Watching some movie on TV? There is nothing happening.
Valerie and Mark have moved into Sierra Towers.
King: We wanted a change. And I thought Sierra Towers is funny, because it’s mythic. Valerie’s talking about who used to live there, not who lives there now. They feel like empty nesters — the Francesca element is on the East Coast. They say no more Brentwood.
We did want to reference the fact that the world shifted, and Valerie says, “We almost had to evacuate” — almost, like that’s the worst thing that could have happened.
Kudrow: I mean, he feels adrift, right? And he’s not recovering
After Valerie’s offered the job on the AI sitcom, she says to Mark, “I need writers to like me.” I thought that’s an incredible line, because it summons Paulie G., and I don’t know whether any writers have ever liked her. Tell me about that line — performing it and writing it, and the truth of that, after all we’ve seen of Valerie.
Kudrow: Writers, writer-producers, the showrunners, the decision-makers, along with the studio or the network — they decide who they want in their shows. So if you’re blackballed, then, no, you’re not going to work. AI is the villain of the strike to her. Mark starts explaining things, and she’s like, that’s not the point! The point is, I need them to like me so that they’ll cast me!
King: It wasn’t an efforted moment at all when Lisa wrote, “I need writers to like me.” That’s the most Valerie thing we’ve said all day! “I need writers to like me, Mark” — like she’s explaining it to him. Because her adventures have been, if they don’t like her, doesn’t go well — it’s ugly. She’s from the “I’m It!” world. Writers were king then — 23 episodes. They like you, they write funny things for you. You’re in TV Guide — not without writers liking you, you’re not.
Kudrow: And she can’t be the first one on an AI-written show. Forget it! If it doesn’t work out, nothing ever again. The stakes are high if she does that.
Who is Valerie without Mickey beside her?
Kudrow: Who is she without Mickey beside her? She’s on her own. She’s her own cheerleader. She kind of has been, and he’s just been affirming for her what she’s already doing. But without him, there’s no echo.
King: There’s no backup.
How did it feel to do the show without Robert Michael Morris?
Kudrow: Well, when we were writing it, that was a little — not tough, but at first a challenge, right? Who’s gonna be the one making a face? There was a line we had to take it out that Robert Michael Morris had said, and it made us laugh so hard we started crying, and we just went [points upward], “OK, thanks!” We put it in, and then had to take it out later. But it felt like he was showing up.
What was the line?
King: I don’t remember.
Lisa, do you remember?
Kudrow: Uh huh.
King: What was it?
Kudrow: It was, “Are they wearing pantyhose?”
King: In the second season, where the women are naked, and Valerie’s stuck with them, Michael had never seen naked, shaved women. And he came up to me and he said to me, [sounding like Robert Michael Morris as Mickey], “Were they wearing pantyhose? And why?” [Kudrow laughs hard]
I feel like Michael is a great success in the world. And even though he’s not here, he feels like he is here. Just the fact that people ask about Mickey, or say, “I wish Mickey hadn’t died.” That’s a tribute.
Kudrow: He’s missed! That’s amazing.
Valerie changes her mind about the AI sitcom when she’s a day player in an indie movie filmed at an assisted living facility, and one of the residents has a heart attack in front of her. She then immediately calls Billy. Was that always how Episode 1 was going to end?
King: We hoped the audience would be entertained enough by Valerie’s desperation — after a man has a heart attack, and she’s in spandex — that she would then would get on board.
Kudrow: She says, “Billy, I’m being stupid — set the meeting.” Which I like, because, yeah, you are being stupid for setting the meeting if you’re looking to avoid trouble!
King: I mean, the reality is, she hit rock bottom. Being in that movie, with that girl director and that person dying, in that outfit — not great, especially when she’s being offered a show.
Kudrow: By the way, just to be clear, when I say, yes, you are being stupid to set the meeting, Valerie doesn’t know that though.
King: She’s optimistic.
The way it’s presented in the show, AI is the existential threat that we all feel, I think, in our daily lives. How much do you two feel that way, personally? And how much of that did you put into the show?
Kudrow: I may live to change my mind: I’m not as worried for myself as I am for the younger people coming up who aren’t licensable yet. And for writers? It’s been shrinking and shrinking since we started this. I don’t think it’s a popular, obvious career choice anymore. It can’t be. There’s not enough.
King: I feel like it’s taking away the classroom. It can be excellent and fast, from what I hear. And the ideas are ever present. But what it’s doing already is taking away the room — literally, the room — for people to learn how to think. To move their individual spark into a structure that can carry the day for them. And unfortunately, I think it will replace the growth spurt of a lot of writers. if it all does happen the way everybody’s predicting, there won’t be a need for trial and error. The error will be baked in. The trial will be out the window.
Kudrow: Then you step outside the entertainment industry, and yeah — it’s really worrisome. Even just on the administrative and business level of this industry, I think people are very afraid they’re going to be replaced.
King: I, like Lisa, have oddly adapted Valerie’s point of view, which is, maybe we’ll keep going as humans.
Maybe!
King: Maybe we’ll keep going.
I know you’ve said it’s a trilogy. But why does it have to be? What if, in a year you both were like, “Oh, my God, we have to do this?”
Kudrow: Because it’s been every 10 years, it’s been an event. So I don’t know how to make another event in a year.
King: We’re beyond grateful and giddy that we got to actually do this again and again. And we really put everything we had into this one. And it’s not a ploy.
I’m sad. With the first season, you were planning a show, and you were going to do it every year.
Kudrow: Right.
And then that didn’t happen.
Kudrow: Right! Like, the second season, probably, Gigi is the showrunner — instead, it was 10 years later, and everything had changed. So all right, Paulie G. wrote an edgy, gritty, uncomfortable single-camera.
King: I mean, the brand was given to us. We thought the brand was going to be, “We’ll do next season — and then we’ll do probably three seasons in a row, and we’ll have a lot of fun. Lisa’s phenomenal!”
But the brand that we were given was, “Oh no, we’ll see you in 10 years.” And luckily, or unluckily, there’s always been a seismic shift when we show up. We don’t want to make it common. It’s become too much of a gift.
Look, Kate, I can sit here right now and tell you Lisa and I could go write an episode of Valerie goes to a yoga camp. Adorable. Funny! Great characters. She’ll kill it. That’s not what we became. We became kind of a satire of time and civilization moving forward in a weird way.
This interview has been edited and condensed.
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