For most of its existence, The Comeback was received as a comedy about humiliation. A woman too deluded to see how badly she was being treated. Cringe television, some called it, when the show debuted on HBO in 2005 — though not always as a compliment. What audiences saw was a woman failing, repeatedly and publicly, and not quite grasping the extent of it.
Lisa Kudrow and Michael Patrick King always saw something different.
“When the first season was responded to the way it was — ‘The birth of cringe television: Ow! Ow!’ — we were like, ‘Oh, we think it’s hilarious. Why is everybody in so much pain?'” King tells Gold Derby. “Valerie’s like the terminator, but people didn’t know that yet.”
Now, with the third and final season of The Comeback complete, Kudrow and King are ready to name what they were actually doing all along — what King calls “our secret thesis.” And it reframes not just this season, but the entire 21-year arc of Valerie Cherish.
“We have to let people know,” Kudrow says, describing what she told King when they entered the writers’ room for Season 3, “that they were seeing Valerie in a way Valerie didn’t see herself.”
“She Was Never in as Much Pain as You Thought”
The show’s central irony, it turns out, was never that Valerie was blind to her own suffering. It was that the audience was projecting suffering onto a woman who simply didn’t feel it.
“Our secret thesis writing the third season was that complete reversal of trying to let people know that Valerie never was in as much pain as they thought she was,” King explains, “because she didn’t agree.”
Kudrow traces this back to the show’s original run, when fellow actors would pull her aside after episodes aired, stricken on her behalf. “Every actor I know, everyone is saying, ‘How are you able to do that? It must have been so hard. That was so painful.'” She pauses for effect. “And I just went, ‘Huh?’ Because I was Valerie. Valerie didn’t accept any of it. She would spin it so she didn’t feel it. I never felt — there was no pain being Valerie.”
The Season 3 finale crystallizes this in a scene involving Jane (Laura Silverman), who has long observed Valerie as a kind of tragic figure. When Jane finally tells Valerie, “I feel like I’m seeing you for the very first time,” it’s meant as a revelation — but for Valerie, it’s more like a correction.
“Jane has been seeing Valerie as a victim,” Kudrow explains. “And now Valerie is saying: humiliated? When did that happen?”
By the series’ end, King says, Valerie becomes “this kind of role model of creating your own reality.” Kudrow puts it more plainly: “Your perception of your world impacts your experience of your world. If Valerie’s perception of her world — create your own reality, however you decide to perceive it — that’s how you’re going to experience it. And you’re going to feel like a victim all the time.” The implication being: she never did.
“We were writing from a point of view of, isn’t this funny?” King says of the first season. “And people were like, isn’t that tragic? So we had 21 years to turn the ship around.”
The Last Night
The closing moments of the series were shot on film — Jane’s character is a documentary filmmaker, and the scene called for her camera — which meant the crew had a finite number of takes. It also meant that what should have been a clean, emotional landing became, by Kudrow and King’s own account, something closer to a controlled crisis.
“We don’t know if we have it,” King recalls of the mood on set. It was the very last thing to shoot.
Kudrow was struggling. The emotion of the night — the weight of ending a 21-year story on the last night of production — had blurred the line between herself and Valerie in a way that was working against her. “I was like, ‘I’m saying the same thing over and over in different ways,'” she says. “I couldn’t get through the rehearsal.”
She took a walk. Reminded herself, as she tells it: “Valerie is not having the feelings I’m having. So get back in there.”
But the takes weren’t landing. The scene — a long, unbroken shot with no cut points — kept resisting. “It beta blocked us,” King says. “We didn’t have our natural touchstone.”
What broke the impasse was a reframe. King told Kudrow: “We did write that line — ‘I feel like I’m seeing you for the very first time’ — so maybe we’re seeing a new part of Valerie for the first time that’s out of our hands.” They decided to trust it.
Then, with film running out, cinematographer Elie Smolkin offered a solution to a different problem: they had no coverage, no shot to cut away to if the take didn’t work. His idea: shoot Valerie reflected in Jane’s camera lens. “He sprayed the lens so it completely reflected back Valerie,” King says. “And that’s a real shot. For 40 seconds, before the evaporation.”
The take that’s in the show is the very last one.
“It became the best of everything we do,” King says, “trusting ourselves and not trusting ourselves.”
The next morning, Kudrow was less philosophical about it. “I was so ashamed,” she says. “I don’t know the last time I felt that feeling. I let us down. Like my emotions got in the way.” When she finally saw the cut, it took King calling her to convince her it had worked. “I called Lisa up,” he says, “and I said, ‘It’s there.'”
“Sure Was Fun”
The final line of the series — the last words Valerie Cherish says on camera — is: Sure was fun.
It sounds like an accident. It isn’t.
“I don’t know how else to put it,” Kudrow says. “It comes out and you know that’s a bigger thought.” King had been thinking about it too: “The idea that you could have a job that challenged you and pushed you and that your last view of it was ‘sure was fun’ — that was just a great part of it.” He recalls Kudrow saying at some point that it would be a great way to end a last life thought.
What makes the line work, King argues, is its deliberate insufficiency. “It’s a brilliant oversimplification of everything. That’s what she’s decided to spin at the last moment.” He adds: “Is she talking to the crew, or is she talking to you at home? Both.”
For Kudrow, the line carries the full weight of the series’ secret thesis. Valerie’s refusal to call something painful — to insist on it having been fun — is exactly the worldview that her creators were always defending, even when audiences mistook it for obliviousness.
“Back then,” Kudrow says of the 2005 response to the show, “it was ‘she’s so delusional, what’s going to happen?’ And now it’s… yeah. She kind of knew what she was doing.”
