Scott and I had just worked with Jimmy Pardo doing a live show over the summer. And it was a lot of fun and we wanted to keep doing a live show. And as Scott said, we knew a lot of funny young people who needed a place to do stand-up. And we were in a place, where we were writing so much that we weren't around live comedy so much, so we kind of missed it.

There's two different disks recorded at two different shows. And they're two very different shows. The San Francisco disk was in front of 450 people and was a real professional show where people did their best stuff. So to some people that's going to be their favorite disk.

When Scott and I started, every time we performed we wrote a whole new bit. We didn't know this wasn't the way things were done because we were just starting. But we needed the new material anyway. And it's nice, every time that Matt Besser does the show he does a whole new bit. And it's nice to offer up a place where people can be that experimental while offering some solid, proven comedy as well.

: But the people on the CD are famous. Those people were coming out to see those people. I don't think they need that kind of intimacy with those people.

Andy Kindler. Andy's set - somehow he slayed that night. But something weird about it that wasn't translating for the CD. I don't know what it was. But we listened to it and it wasn't the greatest audio recording - I mean, the quality of it was good. But we didn't want to put it on the record because it doesn't represent what Andy does.

Some of the subject matter is a little less weighty. When we were writing for Mr. Show, we were talking about how is this going to stand up to the test of time. Every little piece had to be this brilliant comedy jewel.

We're having so much writing some of the sillier stuff that never would have been on Mr. Show. And that's not a knock on Mr. Show at all, because it's my favorite comedy show of all time. Even before I worked on it. It's just really refreshing to write something so stupid and say, "We gotta do that."