“Everything you are about to see on this stage tonight will be made up on the spot. Nothing has been planned out. Nothing has been rehearsed. In just a moment, I’ll ask any one of you to shout out a title for tonight’s play. And then, for the first time in the history of the world, you will witness on this stage the world premiere of that play (and coincidentally also the closing night of the very same play). And we will do it all using the styles, themes, and language of the immortal bard, William Shakespeare!”
So begins every performance by the Improvised Shakespeare Company, an extraordinary group of actors and improvisers who take a single suggested title and create miraculously coherent Shakespearean narratives out of, in Prospero’s words, “thin air.” Every week, ISC’s improvised storylines are so convincing and successful that the excerpt quoted above is just part of a longer introduction that assures audiences that yes, in fact, every rhymed couplet, poetic image, and elaborate Renaissance metaphor the actors say will be completely made up solely for that show.
A loose structure gives ISC performers a framework within which to start spinning comic and dramatic gold. After the introduction, while the other actors kneel off to the side, one cast member steps center stage to improvise a prologue comprised of rhyming couplets that explore the possibilities inspired by the audience-supplied title (which the actors repeat several times so everyone can remember it). Then two other actors step onstage to begin a scene featuring characters drawn from Shakespearean archetypes. When that scene ends, usually but not always with a rhyming couplet, another pair of actors steps forward to play an opposing set of characters, frequently from a foreign land. This is followed by a scene featuring (again: usually but not always) a larger group of rude mechanicals—servants, tradespeople, soldiers, players, etc.—who further the action by plotting to assist or prevent or escalate the story that’s evolving.

In creating their characters, ISC creator and actor Blaine Swen says the performers don’t think in such literary terms as protagonists and antagonists, but instead “concentrate on characters’s wants.” Once several characters have declared their strong and opposing desires, Swen told me, “We’ve got drama, conflict, and suspense, because not every character can get what they want.” Nor can the actors—or, crucially, the audience—predict what’s going to happen next; we’re all delighted and astonished to discover it at the same time the actors do.
Swen created ISC in Chicago in 2005 when he was a graduate philosophy student at Loyola University who had also been studying at Second City. He realized that improvising Shakespeare in short sketches gave scenes heft and complexity but could also be used to create longer narratives with multiple characters and storylines. “Part of the fun of it,” Swen says, “is the depth of emotion with which Shakespearean characters feel. Shakespeare’s language really gives you license to just play with, on a scale of one to 10, a level of 12 of feeling.”
Part of the fun of it is the depth of emotion with which Shakespearean characters feel. Shakespeare’s language really gives you license to just play with, on a scale of one to 10, a level of 12 of feeling.
Swen also shared that while early shows were fun when the actors parodied Shakespeare, audiences began to really respond once they started to “take Shakespeare more seriously” and dive into the richness of his poetry. The nightly challenge became to “improvise something that might resemble something that Shakespeare might’ve written hurriedly as a first draft,” and Swen and his actors discovered that the more seriously they accepted that challenge, the funnier the show became. “We really just started to delve into the texts,” Swen explains, “and the more authentically Shakespearean our shows became, the more invested the audience was in the story.”
I’ve witnessed this audience investment multiple times over the years, attending the opening (and simultaneously closing) nights of many improvised Fakespearean epics. The prologue to Canoodling for Yvette, for example, became a lengthy and hilarious parsing of the preposition in the title, which was then followed by the tale of the noblewoman Yvette sending her lady-in-waiting Bernadette to woo a gentleman on her behalf. Twelfth Night-like hijinks ensue when the servant and gentleman fall in love with each other instead. In Ten Lovers, a perverted rustic named Zeke became such an audience favorite that when he was killed, we booed so much the actors had to acknowledge it and incorporate the noise into the scene. I thought for one second they’d figure out a way to bring Zeke back to life. They didn’t—the ISC plays for keeps—but if the audience could’ve gotten its hands on some rotten tomatoes, we would’ve hurled them at the actors.
This audience engagement is one of the supreme pleasures of seeing Improvised Shakes in action. Though clips of the company exist online—and longtime company member Ross Bryant’s improvised commercial for McDonald’s new breakfast sandwich, The Macbeth, is a particular delight—there’s always the niggling feeling that what you’re watching has been scripted and edited. Not so in live performance: As we watch a story develop in real-time, we gasp audibly at turns in the narrative, and frequently applaud a particularly spectacular rhyme, both surprised at the plot developments and dazzled by the actors’s ability to come up with it on the spot. Swen speculates that ISC audiences act like Elizabethan groundlings, participating loudly and vocally during the performance, a 400-year-old connection I’d guess most of the audience doesn’t consciously make because they’re too busy having a great time.

Though ISC lists a company of 30 rotating performers on their website, a few celebrity guest performers have joined them over the years including Helen Hunt, Jason Alexander, and Sir Patrick Stewart, whose 2014 recollection of his experience for American Theatre (“How I Learned to Stop Worrying and Die Onstage”) is instructive. “There was only one thing to do” onstage, the acclaimed Shakespeare actor wrote, “Listen, Listen, LISTEN. Simply the fundamental element of all good acting.” Beth Melewski, a 20-year veteran Chicago improviser who first started performing with ISC in 2023—and who created the hysterically doomed Zeke in Ten Lovers—echoes that advice. “There are so many characters and plot points to listen to and keep track of,” she told me in an email, “that it challenges my brain in a completely different way from the other improvised shows I do.”
Those improvised characters are inspired by the actual Shakespeare characters many of the company studied in school as either Theatre or English majors. Andy Carey, one of the original company members back in 2005 and a veteran of both the Oregon and Idaho Shakespeare Festivals, told me he still returns to John Barton’s Playing Shakespeare to remind himself of the style they’re emulating. Peter Gwinn, an ISC member since 2019, says the company will sometimes attend productions at Chicago Shakespeare Theatre as a group. Kevin Sciretta, who joined in 2014, confirms that Shakespeare’s “characters, locations, and themes are the inspiration for everything we do,” and that improvising in a Shakespearean style, rather than being limiting, is “honestly very freeing because Shakespeare is so imaginative and wild” that anything is possible. Sciretta also improvised that incredible rhyming exegesis of the word for in Canoodling for Yvette, and confesses that making up those rhymed prologues always feels like “a slow-moving car crash. But a fun one!” And Gwinn admits that because “improvising in iambic pentameter is HARD,” he will occasionally switch into “the much-easier-for-me anapestic tetrameter (aka, ‘the Dr. Suess meter’),” but that audiences are very forgiving and let him get away with it.

Improvisation is already such a high wire act that when you add Shakespearean elements of language, plot, character, and locations, that wire just rises higher and higher off the ground. Swen calls ISC’s work “a love letter to Shakespeare,” and in its 20th anniversary year, audiences in Chicago, Los Angeles, and around the country are feeling the love. ISC audiences continue to return because it turns out Shakespeare is an endless resource. As Swen says, “You can play with these Shakespearean tropes and archetypes and situations endlessly and find new things every time.”
Swen speculates that ISC audiences act like Elizabethan groundlings, participating loudly and vocally during the performance, a 400-year-old connection I’d guess most of the audience doesn’t consciously make because they’re too busy having a great time.
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