In her years on Curb Your Enthusiasm, Susie Essman has worked with dozens of guest stars. There was Clive Owen: “Great heartthrob,” she says. And Mel Brooks: “People tell you that a lot of times you’re disappointed when you meet your idols, but I was not disappointed with Mel whatsoever.” Then this season, among many others, there was Tracey Ullman: “She is just so amazingly talented and so funny, which I always knew. But getting to actually work with her and improvise the part? It’s just so much fun.”
For decades, A-list actors, comedians, and athletes have made memorable television cameos. But Larry David’s series is different from most classic sitcoms. “The show is built around guest stars,” says Ben Shenkman, the Billions regular who plays Larry’s attorney for three Season 10 episodes. Whether it’s Shaquille O’Neal as Larry’s tripping victim, Michael J. Fox as a litigious upstairs neighbor, or Cheri Oteri as “The Nanny From Hell,” there’s never been any shortage of characters to clash with Curb’s lovably maladjusted protagonist.
“You’re either going to be the guy that makes Larry mad,” says Paul F. Tompkins, who plays Larry’s divorce lawyer in Season 8, “or you’re going to be the guy that gets mad at Larry.”
For the show’s guest stars, getting to either of those places requires more than just showing up and reading their lines. In fact, there are famously no lines at all. Only scenarios. Not everyone can hack it, but the genius of David and Co. is that they’ve found so many who can. “If you cast the right people, they’re going to know how to do it,” Essman says. “I just always try to make people feel comfortable and at home, and it seems like I’m the grandmother on set.”
“This show doesn’t mind the awkwardness of finding the comedy of a conversation that maybe isn’t going anywhere, or someone is being negative and trying to shut things down,” says Patton Oswalt, who appears this year as Larry’s business manager. “That kind of comedy, to me, is incredible. I love that.” Talk to enough people who’ve guest starred throughout the 11 seasons of Curb Your Enthusiasm and it’ll become clear: Appearing on the show is the funnest gig on TV.
Part 1: “What Have I Got Myself Into? Why Would Anybody Do This?”
Want to appear on Curb Your Enthusiasm? Having a comedy background is a plus—but in reality there are no prerequisites.
Gina Gershon (Anna, the Hasidic dry cleaner who propositions Larry): Denis Leary asked me to sing and speak at his roast. And having never been a part of a roast before, I was quite sincere about the whole thing. And I went on first and sang my little song. And then they told me I had to redo my song because my hat was creating a shadow. I said, “Oh great. I’ll do it now.” They said, “No, you have to wait for the whole show since it’s live.” And I was like, “Oh no.” I went backstage and had a couple shots of tequila, because I was so nervous [to do it again].
And as I sat there in the audience watching all the other male guests not only roast Denis, but roast the shit out of me. And I’m like, “Wait a second. I’m not being roasted.” And my friend’s like, “No, everyone gets roasted.” And being the only woman, I simply just kept drinking. And by the time it was my turn to go back on again, I told the musicians, “Just keep vamping.” I said, “I’m changing my song a little bit. And I’m changing my monologue.” It was a really sweet monologue before, but then I just went after every one of those guys, just ripping them one by one. Because I was pissed. It felt like, “Sure, you want to play? I’ll play.”
And then Jeff Garlin came up to me after and he goes, “That was the funniest thing I’ve ever seen. You have to do our show.”
Doug Benson (Doug, who mistakenly believes Larry killed his uncle): I was comedy friends with Jeff, so Jeff was throwing me a bone the first time he brought me in.
Laura Kightlinger (Jodi, the girlfriend of Albert Brooks): It’s funny. Well, this is not very funny, but seven months prior I had a brain aneurysm. And I used to know Larry, and Susie, and Jon Hayman, who is a consulting producer on their team, from doing stand-up in New York. Jon Hayman asked what I’d been up to; I can’t even remember why he emailed me. And I told him I had a brain aneurysm and I was trying to find a way to get my SAG insurance. He said, “You’ve been on the show, haven’t you?” And I said, “No.”
Paul F. Tompkins (divorce lawyer Andrew Berg, who to Larry’s chagrin is not Jewish): I remember emceeing at Largo on a night that Larry David went up to essentially do what was a pilot for Curb Your Enthusiasm, which was an hour-long comedy special. And I ended up being in that pilot and I had to chase HBO down for the money.
Laraine Newman (member of an incest survivor group and director of The Vagina Monologues): I was told that I would be the leader of an incest survivor group, which was the role that Cynthia Szigeti ultimately played. So I went in thinking I was doing that role, and then when I got there, they told me, “No, you’re going to be one of the incest survivors.” I was, needless to say, conflicted. Because I was trying to think, “How am I going to make this funny?”
Muggsy Bogues (5-foot-3 retired NBA guard at whom Larry and comedian Richard Lewis stare while he’s peeing at a urinal): At the time I had never heard of Curb Your Enthusiasm. I heard of Larry David from Seinfeld. But then they told me what the scene was and what they were trying to do, and I was excited.
Patton Oswalt (Larry’s business manager, Harry Baskin): I wish I had a better story here, but no, they called and said, “You want to do the show?” and I’m like, “Hell yeah, I want to do the show.” That was it.
Rob Corddry (Rick Leftowitz, registered sex offender and golf enthusiast who brings latkes to a Passover Seder): It was a typical agent-got-me-an-audition experience.
Jimmy Kimmel (Jimmy Kimmel, assistant-foister): I got an email from Larry David asking if I would like to be on the show and, to be honest, I had always hoped he would ask me to be on the show, but as the years went by, I thought, I guess they aren’t gonna ask me …
Ben Shenkman (Larry’s attorney, Roger Swindell): We had been on Broadway in the play that Larry wrote and starred in, Fish in the Dark. We played warring brothers. He had been kind of roped into actually performing it. But based on his agreeing to star in it, it had this enormous advance sale; basically sold out a three-, or four-, or five-month run.
I’ve done a lot of plays. He had no experience being in a play. We would be backstage together because we’d made our entrance from the same place at the top of the show. And he would just be, like, out-of-body nervous. And not just the early performance. Every time; he never got used to it. And he would be kind of looking at me like, “What have I got myself into? Why would anybody do this?” Like a guy about to jump out of an airplane.
I really enjoyed being in the play with him, and so then I think he was like, “I’d love to find something for you on the show.” And I never knew if it would ever happen, but happily it did.
Part 2: “How Do I Gently Headlock Larry David in an Audition?”
Auditioning for Curb is a pretty straightforward process. But that doesn’t make it any less challenging for the actors, who aren’t given much to work with.
Tompkins: They give you a slip of paper with the scenario.
Benson: They just want you to act how you’d act in that scenario.
Corddry: It’s great because there’s nothing to prepare.
Susie Essman (Susie Greene, Larry’s greatest foil): What was interesting about all of the guest stars is Larry never lets anyone read the outline, because he doesn’t want anybody preparing, you know, bad sitcom lines, lying in bed the night before.
Corddry: Jeff Garlin walked in before I went in and he said, “Hey, listen, man, I know this is easy for me to say, but don’t try and be funny. I know you’re gonna think ahh, he’s full of shit, but I’m telling ya, that’s the way to win this part. I’m gunning for ya, but you can’t try to be funny.”
Tompkins: The audition is exactly like the show. You riff on the scene. They give you maybe a note here or there or whatever. But I remember walking away from it thinking, “Wow, that was a really fun audition, I’m glad I got to do that.” I never imagined I would get the part.
Shenkman: I was never an improv comedy performer. The nerves were about the improv partly, but I also had to improv as a lawyer. So my brain was working very hard to be able to generate language that sounded like a lawyer talking.
Bogues: It wasn’t intimidating. At that time I had a few opportunities to be on TV already. I did SNL. I did Hang Time with Anthony Anderson.
Tompkins: They make it so easy. Any actor that can improvise wants to improvise because it’s like, “Oh yeah, this is real playing and it’s fun to not know what you’re going to say, but still have this guideline of what has to happen in the scene.” So you’re riding the line of like, “OK, we’re getting in some jokes here, but we also have to hit this beat because it furthers the story.”
Newman: It is absolutely the most fun, because you are writing your part as you go. And you can write to your strengths.
Corddry: One [audition scene] was from the show. It was when I go up to Larry in a parking lot, and he knows that I’m a convicted sex offender. But he doesn’t know what genre of sex offender I am. You know, there is a sliding scale.
Jon Daly (Larry’s mail carrier): I did a Fox pilot with [Curb director and executive producer] Jeff Schaffer, so I knew him a bit. And he brings me in and is very nice and generous and giving me stuff to work with in the room. And I’m doing it, it feels OK. And then I see Larry make the motion of like, “cut it off.” Like cutting his neck. He didn’t mean for me to see it, but I saw it and I was crestfallen. I didn’t know if it would happen again. But I went in again the next year and then I got the role. It was a dream.
Benson: I was improvising a scene where Larry wants to return a jacket or something and I’m a salesman in the store. I didn’t get the part and that was Season 1. And I was like, “Oh, that’s too bad.” It got picked up for another season and I just started thinking, “Well, maybe Jeff will have some reason to get me back in there again.”
The next time I came in, they were like, “Your uncle died and you think Larry killed him to collect some sort of bounty.” And I’m like, “OK.” So it’s just going to be me and Larry. Cheryl [Hines] and Jeff were just sitting there watching along with the casting director. The other thing they did explain to me is that I eventually get him in a headlock. And in my head I was kind of worried about, “Well, how do I gently headlock Larry David in an audition where I’m just meeting him for the first time?” He was just sort of like, “You don’t have to really get into the headlock thing.”
Gershon: Larry’s like, “Can you do some sort of accent?” He goes, “Like a nondescript accent. What do you got?” And just the first thing that came out was, I said “Larrr-ee,” like that, and he started laughing. And he’s like, “Yes, that’s it.”
Corddry: They were bouncing around ideas for my last name, and they thought something Jewish would be the best idea because then Larry would like me even more. And I pitched “Lefkowits” because that’s my wife’s last name.
Benson: I was just like, “Well, part of what makes the cameos on this show work is when people just sort of bring their own spice or attitude or an odd way of saying things.” So I just started off with, “You murdered my uncle, you uncle murderer.” That’s what got me the part. When I said, “You uncle murderer,” and started toward him, Larry laughed and said, “OK, we’re good.”
Part 3: “Shouldn’t It Always Be This Way?”
For comedic actors—and dramatic actors who enjoy comedy—there’s nothing better than shooting a Curb scene.
Kightlinger: It’s stand-ups giving each other shit. And that doesn’t happen in a lot of shows.
Tompkins: It’s as close as you can get to the improvisation of being in front of an audience. When you guest star on a show that’s been going for a long time and it’s successful and everybody loves it, the vibe on the set is fantastic. Nobody’s treating you like, “Hey, don’t fuck this up.”
Oswalt: I’m enough of a fan of the show and I’ve done enough shows where you improv things, and I know the best thing to do is just completely relax, and just be as open as you can with every scene, rather than try to anticipate stuff.
Gershon: I had no idea what I was walking into, so maybe that was a blessing. But really, it’s not like they give you the little lines of what the script is about before. So you just have to go in and just be really in the moment. I don’t think you could plan.
Newman: Because then it becomes canned.
Bogues: That was a natural reaction of how I would have been in the bathroom with somebody taking a peek at me. I had no idea what he had underneath his shirt. [Editor’s note: In the scene, David has heart monitor probes attached to his chest. When Bogues goes to hit Larry, he feigns a heart attack.] That was a surprise. I’m quite sure they didn’t want me in on everything that was happening. I’m like, “What the hell?”
Kimmel: If you have ideas as far as how to do it differently, Larry not-so-gently tells you not to do those. I would never foist someone on another person in the first place. It’s just something I would never do! So I was trying to be a little more gentle about it. Larry was just like, “No, no, no. Listen, we know what we’re doing.” And as usual, he was right.
Benson: Larry, he’s not there to make anybody feel comfortable. He goes there naturally. It’s like when people say to me, “What did you and Larry talk about in between takes or while they’re setting up the lights and stuff?” He just kept asking about comedy clubs around L.A.
Shenkman: When we were about to roll on the first take, I was looking across the desk from him and I said, “Do you remember what you used to say to me before we would start the play?” He said, “Well, now you have turned the tables, sir.”
Kimmel: One of our producers on [Jimmy Kimmel Live!] who helped set it up is this guy named Jason Schiff. He helped them arrange the location and do the details. And Jason is by no one’s definition an actor. But for some reason, Larry took a liking to him and put him in a later episode.
Jason Schiff (Happy New Year partygoer): I basically called my bosses saying I’ve got to take a day off—I’ve been here for over 11 years and I’ve never taken the day off, and I said, “I need to take a day off.” And they were like—everyone was very confused by the whole thing, because I’m not the guy you see on a television show. Jimmy, when he first saw, was like, “What? What the fuck is this?”
Newman: It was such a cooperative experience. There’s a scene at the very end where Larry’s of course lied in the meeting about being abused by his uncle. And so when [his uncle is later] introduced, I go off on the uncle. And they’re doing a setup of trying to shoot it from every angle, and I said, “You know what would really be funny? If we just hear me doing this, but the camera’s on Larry the whole time.” And that ended up being what it was.
Corddry: I remember Jeff Garlin making fun of the director Bob Weide the whole time. Bob was trying to coin the name of a shot which is sort of a master shot that looks down on the table and he wanted to call it a “high-and-widey.” Jeff kept making fun of him for that—like, he felt that it was sort of the equivalent of giving yourself a nickname.
Shenkman: As you do takes, you’re really writing as you go. And so by the final take, you are doing something that is in some way rehearsed because you’re condensing and reusing bits or putting them in, or they’ll come in and say, “Oh, great. Just go back and put that thing you said and put that closer to the beginning.” It’s not like improvising on Saturday Night Live, where it’s just one shot and that’s it.
Kightlinger: It didn’t stay in, but at the end, when Jon Hamm was yelling [at Albert Brooks, for hoarding pandemic supplies] and saying, “How could you do that?” Albert said, “Mad Men doesn’t hold up!!!”
Benson: We did a few takes. He was just like, “You can really grab me, but just try to be gentle at the same time.” It’s a really weird directive. And it happens fairly often on the show that he actually gets into physical altercations with people. So these guest actors have to come in and basically we’re just suddenly having to do stunt work. I think we all had sore necks the next day. And I say “we all,” because as they kept repeating the scene, someone thought it’d be funny if Jeff Garlin runs in and gets me in a headlock to get me to let go of Larry. So now the three of us, we’re all in this weird headlock human centipede thing. I get why they cut it.
Schiff: We shot my little scene saying “Happy New Year” like, 40 times.
Daly: My character just delivers him a blow-up fuck doll. It’s just a classic, hilarious, weird situation. And then the thing about the shoot was in the middle of their scene, Larry’s doctor calls him and he discovers that he doesn’t have cancer. And he freaks out with joy going, “Ahahahaaaa,” then he hugs me. So when he hugged me, it’s one of the hardest I’ve ever laughed in my life. I couldn’t keep a straight face.
Gershon: When I got there, I was pretty potty-mouthed. And so when I let it rip, I think they were all like, “Whoa.” They were expecting me to be, I think, a little timid. And I just went right at it. And I just was encouraged the more Larry started laughing. I’m like, “Oh, fuck it. I’ll just keep going for that.”
Tompkins: He’s improvised with so many people over the seasons of the show. So if you can surprise him, yeah, it’s fun. It feels like a real victory. The thing I remember the most, the thing that my mind flashes on, is when I pulled out, “It’s a shanda, Larry.” I really got Larry with that.
Newman: I did maybe one or two takes at the most. One of the takes was a little more graphic in sexual nature. So Larry David was like, “Let’s cool it down.” They kept the more innocent one.
Tompkins: After we did the first take, which was in the lawyer’s office, we went for a while. It was just me and Larry. And then after they called cut, he said to me like, “See, shouldn’t it always be this way?”
Part 4: “It’s Larry. It’s His Show.”
After 21 years, almost 11 full seasons, and 100-plus episodes, there’s no secret to the success of Curb Your Enthusiasm. Even to those just dropping by, it’s obvious.
Shenkman: I will say that there have been a few times in my career where I had a very strong experience of, “Oh, I’m in the box. I am in the TV show that I have watched.” You know? I’m like, “Oh, here I am. I’m on Curb Your Enthusiasm. Here’s Cheryl. Here’s Larry. I can almost hear the music.”
Kimmel: I think people overuse and misuse the word “surreal,” but it does seem like that. It was like, suddenly I was in the middle of my HBO subscription.
Tompkins: It’s Larry. It’s his show.
Newman: I mean, Curb and Whose Line Is It Anyway? are really the first shows that succeeded in doing improv on TV. But I think it started with Curb in the sense that it proved that it could be successful.
Schiff: Unfortunately, I find myself very similar to Larry in a lot of aspects. And so I’ve always related to the character he plays and I feel like the several times I’ve met the gentleman, he’s very much like that. It’s very funny and enjoyable, and sometimes maybe my neurotic Jewish self comes out.
Kimmel: Every time Susie yells at him, I just start laughing. It strikes some kind of chord in my life from my childhood, because almost every woman in my family is like that.
Gershon: Even though it’s not written, the structure’s there. It’s very specific. You come in, flirt with Larry, leave. And he’s in the scene, but he’s also listening. He knows where to pull out the jewels and say, “Keep this. OK, let’s try this.”
Newman: His approval is so inspiring to your confidence that you’re free to do what you’re doing without any kind of self-consciousness or worry that, “Oh my God, is this scoring?”
Corddry: I was walking out of The Daily Show, and this is in like the West 50s, all the way by the water, like, no-man’s-land. And this cab, this yellow cab, was driving past me. And he slams on the brakes, fishtails, comes to a screeching halt, rolls down his window. And with this big smile he goes, “Ah, ha! Pervert!”
Gershon: It was the most fun I’ve had on any set. I really love doing improv comedy. I probably should have been doing it my whole career, because I get so much joy from it.
Tompkins: I would tell anybody, “Yeah, everyone’s going to treat you great. You’re going to have a great time. And you don’t need to be intimidated.”
Shenkman: The only advice I would say is it’s not scary. You’ll be fine.
Corddry: Larry David is a really easy laugh.
Kightlinger: I actually thought I fucked up. I thought he broke as a way to say, “Ha-ha-ha—we’re not using that.”
Oswalt: Let your mind be blank and be open, and don’t anticipate. The more you anticipate, the less funny it will be.
Bogues: Go in there and make sure that you get your cheekbones wide and ready to be expanded because you’re going to be doing a lot of laughing.
Schiff: When they asked if I ever wanted to take part in the show, I said, “I’ve never wanted to be an actor in my life, but if you put me in a Curb role, I think that would be the best day of my life.” My wife is pregnant now, but up until then, it was probably the best day of my life.
Daly: For so long, [Larry’s] so consistently been able to come up with these situations that we all get into, that he just deals with in the way that you both want to deal with it, and in the way that you never want to deal with it. He deals with it in the way that satisfies your ego and your id, kind of saying “fuck you” in a situation.
Shenkman: He can create a battle with the most normal thing. So dramatically and comically, it takes almost nothing to oppose him. Just being a regular person expecting normal behavior winds up running against what he wants to do.
Benson: Nine out of 10 actors are there to be mad at Larry’s character.
Oswalt: Exactly. That’s the point. Or even better, your character tries to be nice and Larry rejects it.
Gershon: The only problem with Larry is, you do something really good and you’re really excited because he starts laughing. But it’s pretty unprofessional, because he ruins the take and you have to do it again. You’re like, “Dude. It was a really good take.” But it’s probably more satisfying making him laugh. That was very, very satisfying.
Interviews have been edited and condensed.