Second City and Story Theater Founder Paul Sills by William N. Stavru

Originally published in The Bardian, The Bard College Alumni/ae Publication, November, 1996











Participating in theatrical improvisation is like jumping out of a plane without a parachute – actors find themselves on stage with no script or stage directions, gatekeepers to the emotional response of an audience that is eager at best, hostile at worst. The man most capable of throwing the actor a parachute, although he probably would decline to, is Paul Sills, co-founder of Chicago’s renowned Compass Players and The Second City.

Sills helped change the very nature of theater and what we know as comedy by teaching techniques of improvisation formulated by his mother, Viola Spolin. While he has opted to stay out of the limelight and remain, some might say, a purist, his devotees rank among the United States’ best known comedic actors. Former Second City director Sheldon Patinkin remarked of Sills, “He’s a genius, and there isn’t anybody from all of this who doesn’t know that.” Sills himself is self-effacing and taciturn, not given to posturing about his work, but committed to putting his and Spolin’s ideas to work for anyone who wants to act.

The genesis of American improvisational theater can be traced back to the 1930’s, when Spolin was teaching dramatics to children and adults at a WPA recreational Project at Lane Adams’ Hull House in Chicago. Spolin herself had enrolled in the Recreational Training School at Hull House, where Neva Boyd, a Northwestern University sociologist, used children’s games, storytelling, folk dances, and dramatics to stimulate self-expression in both children and adults. This schooling and her family’s love of parlor games inspired Spolin to use games as an entree into dramatic training. Employing games could more easily bring the player (or actor) into the “space” (the stage and the “moment”) and out of his or her own prohibitive head – games would serve as a gateway to “playing” rather than acting.


Spolin proposed that someone who possesses “talent” is someone with a greater capacity for ‘experiencing, which she viewed as a total, organic involvement with one’s environment, intellectually, physically, and, most important, intuitively. She wrote, “When response to experience takes place at this intuitive level, when a person functions beyond a constricted intellectual plane, his intelligence is freed.” In addition to being used by actors and directors, the Spolin games have been used by teachers in other fields who find the games remarkably effective in solving pedagogical problems.

In 1939, for the first time in the American theater, Spolin solicited audiences’ suggestions to guide improvisation, to break down the “fourth wall” and create a truly visceral partnership between players and audience. Her experiments were widely praised in the Chicago press and Studs Terkel, the writer and radio personality, recorded one of the shows for his radio audience.

In 1943 Spolin and her family moved to San Francisco. The next year Paul Sills, now a high school junior, returned to Chicago. Spolin moved to Los Angeles in 1946 and founded a children’s theater, Young Actors Company. After thirty years of experimenting with games and improvisation, she delineated her theories and practices in Improvisation for the Theater (Northwestern University Press, 1963), a perennial best-selling text that stands as the definitive guide to improvisational practice.


Paul Sills enrolled at the University of Chicago in 1948, after serving in the merchant marine and the army. The progressive education he would receive under Chancellor Robert Hutchins would form and inform his theatrical sensibilities. A noted educational innovator, Hutchins believed in a common curriculum of great books for education’s sake. There was no theater program, no pre-professional courses that would lead a student toward marketable job skills and, thus “the trivialization of…lives”; learning how to think would enable one to learn how to do. This milieu led to the creation of a theater without constraints or departmental doctrines, in short, a theater guided and limited only by the imaginations of its artists and performed for its immediate community.

Sills’ directorial efforts with Tonight at 8:30, the university’s first student-led theater group, and The Playwrights Theater Club, one of the first American theater companies to stage the plays of Bertolt Brecht, established Sills as a brilliant director, in command of a band of nervy actors, committed to his unusual training techniques and his vision of theater. He and David Shepherd found the form that would best serve his ideas about socially relevant theater. They established the Compass Players, the first improvisational theater company in the United States, in the University of Chicago vicinity in 1955.

Perhaps the reason Sills’ work is so resonant, despite its essentially ephemeral nature, is that he has never viewed a production as an entity, or an end, unto itself. In Something Wonderful Right Away (Limelight Editions, 1987), the oral history of the Compass Players and The Second City, he said:

Theater comes out of the consciousness of the community. Theater is concerned with reality. Reality is shared. And reality of the moment can occur only with spontaneity. People suffer from fantastic restrictions on their self-understanding… They’re…measured against all kinds of nonsense standards with the result that their personal selves are locked inside them. The confirmation of their own existence must come to people or else they find it in negative ways such as delinquency or apathy or reactionary behavior, the shrinking of the person from the common good… I think theater is responsible for the image of the human.

Making theater that mirrored the human image and reflected the consciousness of the community is exactly what the Compass Players did. The troupe consisted of actors and volunteers who were excited by the idea of satirical cabaret theater that would enlighten and inspire its immediate community. Sills served a director to an ensemble that included Severn Darden, Elaine May, Barbara Harris, and Mike Nichols, the acclaimed film and theater director, who would later remark, “I wouldn’t be in the theater if it were not for Paul.” The actors also participated in workshops led by Spolin, who briefly returned to Chicago at the urging of Sills and Shepherd. The audience could expect process, not perfection, as they watched the players onstage building scenes and characters before their eyes. The result, when it worked (and it often did), was spectacular.

Sills requires his actors to be completely devoted to the present and to rely only on that nebulous faculty, intuition. To keep his players open and responsive to the present, he uses the Spolin games. To keep the intellect out of the games, Sills makes his students talk and move in slow motion or speak in gibberish in the hope that they can duck their intellects and stay focused in the present and, from there, get to a shared place where a greater reality unfolds, whose roots reach into the firm ground of human relationships and community. Paul Sand, a Second City alumnus, would later provide the title of Jeffrey Sweet’s book when he said of Sills, “all he wants is something wonderful right away.” Sills, who often refers to his work as “side-coaching,” once told The New York Times, “There is no technique. You just need a little respect for the invisible..”


By the close of the 1950’s the Chicago Compass seemed to implode; Shepherd and others scattered to New York, St. Louis, and elsewhere to form other Compass groups. But, before the Compass closed its doors, it revolutionized American theater. Its comedy was sophisticated and challenging; professors from the University of Chicago would often merrily watch themselves being parodied on stage. Severn Darden, considered by his peers as one of the most gifted comedic actors ever to grace a stage, once delivered a mock lecture, “Some Positive Aspects of Anti-Semitism,” in the guise of prominent psychologist and Chicago professor Bruno Bettelheim. Yet, even if the content of some of the scenes was esoteric, the ones that clicked did so because they captured the awkward, embarrassing, amusing essence of human relations. Sills’ next endeavor, The Second City, established with Bernard Sahlins and Howard Alk, also would use the revue format, with the audience participating in the shaping of the performance.

Of all the theater companies in the history of American theater, The Second City is perhaps the best known. The original troupe, consisting of Roger Bowen, Severn Darden, Andrew Duncan, Barbara Harris, Mina Kolb, and Eugene Troobnick, with musician Bill Mathieu, had its first performance in December 1959. The company was an instant success and Chicago became the first city of comedy. The revue later played to great fanfare on Broadway, and other branches were established, most notably in Toronto, where Gilda Radner, John Candy, Dan Aykroyd, and others cut their teeth.

Despite having attained commercial and critical success, Sills turned again to experimentation. In 1965 he and Spolin started Game Theater, in which members of the audience were the participants in Spolin’s improvisory games. In 1969 Sills founded The Body Politic, a Chicago theater group that featured experiments in “story theatre,” which consisted of a small troupe of players narrating their own characters’ actions. The playhouse’s first offering was Ovid’s Metamorphoses: Love Lives of the Gods.

Sills continued to work with his concept of story theater and next offered, in 1970, the eponymous Story Theatre, a reworking of fairy tales mostly taken from the Brothers Grimm, which played to delighted audiences in Los Angeles and New York. New York Times Critic Clive Barnes wrote, “I adored the show, which brings back magic and innocence to Broadway… The evening is a sharp, knife-edge of perfection… Great, unequivocally great.” Cast member Paul Sands won a Tony Award in 1971 for his roles in the show.

In 1975, a year before the U.S. Bicentennial, Sills offered to Chicago Sweet Bloody Liberty, which used the story theatre form to present tales of this country’s fight for independence. The show had its origins in 1968, when Chicago hosted the disastrous Democratic National Convention and Sills was engrossed in the stories of the first American revolutionaries. In 1985 Sills directed Sills and Company, a well-received revue that again invoked the wondrous games that have been the touchstone of improvisation. It is a testament to Sills’ mastery that he manages to bring freshness to commercial theater each time he chooses to play there.

For the past several years Sills has concentrated on teaching. In May 1996 he directed workshop performances of The Wind in the Willows, based on the children’s book by Kenneth Grahame, at the Mark Taper Forum in Los Angeles. He directs shows annually at the New Actors Workshop, a graduate acting program he co-founded with George Morrison and Mike Nichols in New York City in 1987. Paul runs intensive improvisational workshops every summer at his farm in Door County, Wisconsin, where he lives with his wife, Carol Bleackley, who is a painter and teacher.


Reprinted with permission from The Bardian.