Matt Walsh has been a staple of improv comedy going on 25 years. Starting out in Chicago, he would make his way to both New York and L.A., going on to cofound the Upright Citizens Brigade in the process. But before all that, Walsh was a psychology major who worked for a time in that industry before making the jump to a comedy career that now includes several film and TV appearances, and now two feature directorial efforts under his belt. Now that Veep’s current season has just concluded, Walsh spoke with Deadline about what working on the HBO comedy series is like, how his improv background has impacted the way he approaches his character, presidential press secretary Mike McClintlock, and about the differences between the scripted comedy of Veep and his completely-improvised new film A Better You. “The thing we had to get over was trying to be funny,” he says about working on Veep.

Mike McClintlock is an interesting character. You seem particularly good at inhabiting this unflappable yet unrelentingly born loser of a guy. How do you approach him?

I’ve been improvising for 25 years or something crazy. I spent a lot of time in Chicago at a place called The Annoyance Theater where we would develop one-act plays through improv and you would just improvise scenes and then discover something about the character and use it in the next scene. You’re basically attaching these traits until you have a secure point of view and a secure backstory and, from that, you would develop scenes from other characters and you would act with them. And then a story would form and you would create things. Some of the unique training I’ve had, that really prepped me for the process of Veep.

So this is a formal part of how the show comes together?

(Veep creator) Armando (Iannucci) is very receptive to input, and he wanted input. I think sometimes because the show is an American version of what he’s been doing in England he wanted to hear how we said his jokes from how they were written, but he’s also receptive to making the characters malleable. Like Tim Simons’ character (Jonah Ryan) was initially just a fat, short, heavy smoker, and then Tim came in and they completely reconsidered who Jonah was. So (the writers) were willing to watch us and see our strengths and then write to our strengths. In the rehearsal process for the pilot in Baltimore we began improvising. We had a funny script but we put the script down and we would rehearse scenes.

Were there ever any problems doing that?

The thing we had to get over was all the writers in the room—listening and taking notes—and we had to get over trying to be funny because it was really about discovering the character and the relationships, and almost how to create that connective tissue between jokes that doesn’t have to be funny. That was the big hurdle in the beginning, but I felt comfortable, you know, improvising. A large part of it was listening and responding as you would in those situations, and putting away your ideas and responding to what’s given to you. A lot of my training had honed those skills, and I was prepared for that process. I wasn’t scared by putting my script down.

Some actors who come to our show and learn it eventually are terrified by our process, like, “What do you mean, I’m not sure what I’m supposed to do there,” and we all kind of coach them. Julia (Louise-Dreyfus), Tony (Hale) or myself—the veterans—we tell them, “You don’t have to be funny, trust us.” They really just want to figure out what the machinations of this scene are, and how it plays out, then (the writers) will punch it up, make it funnier, or use some of what we create.

So the training I had coming out of Chicago and New York really prepared me for the process that Armando created. Then as the show got on, we own these characters so well that the writers would write jokes and we could say, “You know, I’m not sure this line is right for me, I think Ben, the chief of staff, would say it,” or, “Give this line to Jonah,” or “Could I say it this way?” That process continues up until the day of filming. You can look at the script and say, “Well that’s not a funny joke, do we have any other jokes?” and they give us other jokes or you pitch them a joke, and that’s sort of the process of the show. On the filming day, in a way there’s very little left to do because at that point we’ve honed it and you’re just correcting little phrases, coming up with little bits in the room, but generally the script is executed as written.

HBO's Veep, with Julia Louis-Dreyfus, center, and Matt Walsh, far right
Matt Walsh, far right, says the improvisational nature of Veep can be intimidating. “Some actors who come to our show and learn it eventually are terrified by our process,” he says.
HBO

You’ve recently showed A Better You, your second feature as a director, at the Santa Barbara Film Festival. The movie is completely improvised. How does creating something improvisational differ from something like Veep, which is more conventionally scripted?

If it’s a funny script it’s easier, you’re not pressured to find funny things before you move on. But it’s similar—make sure your characters are cast correctly, your actors feel comfortable, you encourage them to express themselves in the freest way possible, take chances. But stylistically, in improv I don’t think you can have as many camera tricks; I think you’re kind of shooting more like a documentary, you don’t know where it’s going so you have to hang back a little more. But that documentary feel gives (a production) a kick; it almost feels real.

A Better You stars your Veep costar Brian Huskey. How was that working together on that project?

Brian (Huskey) and I basically wrote it in my garage over a year. He’s a very funny performer I’ve known through UCB for many years. We like working together, so he and I started writing together. And then for the actual process of filming, we had three or four paragraphs for every scene. We’d track a character arc or an emotional arc, just practical elements—what characters are needed, what props are needed, what locations are needed, they’re all in the description for each scene. And then on the day of filming we had joke sheets, we had options of things to say, never obligating the performers to say them, just offering options and telling the actors, “If any of these strike you, just say them how you would say them, or don’t say them, but maybe they inspire other jokes.”

It’s helpful to have Brian as the main character because he knows the story as well as I do, so it’s like having outside and inside watching it. That’s sort of a fail-safe… to capture the story. I think my job as the director in this situation is to locate or discover things that are interesting that are worth pursuing when we’re filming it. You hedge your bets by getting really funny people who have super fast, quick minds, put them in situations that are initially funny and fraught with conflict.

A Better You is about a hypnotherapist and I’ve noticed there actually are a lot of L.A.-based hypnotherapists who use the phrase, “A better you” to market their services…

(Laughs.) Are there? I actually haven’t seen that.

That’s pretty serendipitous.

Yeah, but that title came together just having met people here in L.A. who saw hypnotherapists and talking to people who do that work. It’s an interesting contrast—I have a psychology background and actually worked in that field for a while after college, and I was struck by the difference between my education and experience, and the sort of less-regulated world of therapy services like life coaches or hypnotherapists you see out here.

What’s next for you?

A couple of family vacations. (Laughs.) I think I may direct a comedy pilot a friend of mine wrote. I also have one thing I’ve written that I’m excited about—a six-episode story basically about coming out of college and doing comedy at night while working in a psych ward during the day. It’s about that period of life where you go through college and study something, take a job in that field, and then you realize this isn’t what you want to do. And I think we go back for Veep in September.