Lisa Kudrow on ‘The Comeback’ Season 3 Premiere, Valerie Cherish Spoilers

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.”

“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!”

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.

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. 

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.

This interview has been edited and condensed.