20 Entertaining Insights About Waiting for Guffman

Despite its underwhelming box office performance two decades ago, Christopher Guest’s mockumentary Waiting for Guffman has since risen to cult classic status. The film chronicles the journey of amateur actors from Blaine, Missouri, and their quirky director, Corky St. Clair, as they stage a play titled Red, White and Blaine to celebrate the town’s 150th anniversary. When news breaks that New York critic Mort Guffman will attend their show, dreams of Broadway take flight—until reality sets in. Discover some lesser-known facts about Waiting for Guffman.

1. THE FILM WAS SPARKED BY A JUNIOR HIGH PERFORMANCE OF ANNIE, GET YOUR GUN.

Christopher Guest shared with Deborah Theaker, who portrays Gwen Fabin-Blunt in Guffman, that the idea for the movie came while watching his child perform in Annie, Get Your Gun. “He found the sight of kids with handlebar moustaches both hilarious and endearing, which inspired him to create a film capturing that essence. That was the spark,” Theaker explained in Best in Show: The Films of Christopher Guest and Company.

“I was captivated by the sheer dedication and sincerity of everyone involved, striving to deliver their best performance, even within their limited scope,” Guest remarked in the DVD commentary. “There’s an undeniable charm in witnessing the effort these amateurs put into their craft.”

2. THERE WAS NO SCRIPT …

Guest’s mockumentaries are renowned for their lack of scripts. Instead, actors improvise entirely based on outlines crafted by Guest and his collaborators—a practice that originated with Guffman.

Guest enlisted Eugene Levy, who had starred on the Canadian sketch show Second City TV (SCTV), to co-write Guffman with him. (Levy initially thought the call was a prank, but Guest admired his work on SCTV.) Together, they developed a detailed outline filled with insights into the story and its characters. “We provide far more background on the characters than a typical screenplay would … anything to help the actor grasp their role and improvise accordingly,” Levy, who portrayed dentist Alan Pearl in Guffman, told Back Stage West. “We know the key points each scene must cover, and the actors are aware of them too, but how they convey that information is entirely their choice.”

Guest explained to The A.V. Club that while the outline is rigid, the dialogue is not. “The flexibility lies in how the actors deliver the necessary exposition,” he said. “Every scene has a purpose; it’s not just aimless chatter. Specific information must be conveyed before moving forward. That structure remains constant, or else it would devolve into chaos.”

The outline for Guffman spanned 16 pages, and during the writing process, certain elements evolved. Initially, Blaine was set in Kansas, and Corky ran a store named Over the Rainbow. In the DVD commentary, Levy revealed that the original plan had the cast never reaching the show due to a tornado destroying the theater. “The camera would tip over, and you’d see feet rushing past,” Guest explained. However, after relocating Blaine to Missouri, these Kansas-specific details were adjusted, removed, or pushed into the background.

3. … BUT SOME ASPECTS OF GUFFMAN REQUIRED SCRIPTING AND REHEARSAL.

Specifically, the songs and dialogue for Red, White and Blaine. Guest enlisted his This is Spinal Tap (1984) collaborators for the music: He and Harry Shearer co-wrote “Stool Boom” and “Nothing Ever Happens on Mars,” while Guest and Michael McKean collaborated on “Covered Wagons, Open Toed Shoes” and “Penny For Your Thoughts.”

The dialogue in Red, White and Blaine is the sole non-improvised part of Guffman. Guest mentioned in the DVD commentary that “crafting the script for [Red, White and Blaine] was one of the most enjoyable tasks.” The cast spent four days rehearsing the choreography. “It was just enough time to ensure the performance felt appropriately under-rehearsed. If you pay attention, you’ll notice plenty of mistakes,” Guest noted.

4. MARTIN SHORT EXPRESSED INTEREST IN JOINING THE FILM.

Fred Willard, who portrays Ron Albertson, mentioned in Best in Show that Guest had shared the concept for Guffman with some friends, including Martin Short, who had collaborated with Guest on Saturday Night Live and The Big Picture. “[He said] that Marty was enthusiastic about the idea. [Short] responded, ‘I love it, when do I start?’ and Chris replied, ‘No Martin, I want less recognizable faces.’” Guest believed that well-known actors would detract from the film’s authenticity.

5. CORKY ST. CLAIR WAS INSPIRED BY REAL-LIFE INDIVIDUALS GUEST ENCOUNTERED.

In 2010, Guest explained to Entertainment Weekly that Corky—who relocates to Blaine after spending “25 years in New York as an actor, director, and choreographer,” as the character states—was based on “a mix of people I’ve observed or met over the years, some from regional theater. The essence of Corky is his innocence. He’s completely unaware of his lack of talent.” (While some assumed Guest had to sport a bad haircut for the role, it was actually a toupee: “I thought a toupee would add humor. There was a box of … let’s call them wigs. I picked the most absurd one, which clearly didn’t match the sides.”)

6. CHRISTOPHER GUEST CHOSE PARKER POSEY AFTER A BRIEF 10-MINUTE DISCUSSION.

Guest often casts familiar faces in his films. “The characters are specifically designed for the actors and actresses we select,” Guest stated. “You can’t teach this. Either you have it or you don’t.”

Guest is also open to discovering new talent, preferring casual conversations over formal auditions. “I simply talk to people,” he shared with Back Stage West. “There’s no script to read or audition to perform. I can quickly gauge their suitability just by speaking with them. It’s a leap of faith, but it’s based on my intuition—something I sense during our meeting.”

Parker Posey, for instance, had no prior experience with improv before Guffman. However, as Guest told Back Stage West, “I met her, and within 10 minutes, I knew she was perfect.” Posey was cast as Libby Mae Brown, a Dairy Queen employee and aspiring actress.

7. FRED WILLARD BASED HIS AND CATHERINE O’HARA’S CHARACTERS ON A REAL-LIFE ACTING COUPLE.

Early in his career in New York, Willard took acting classes from a married couple, who later inspired his portrayal of Ron and Sheila Albertson, travel agents who’ve never ventured beyond Blaine. “I’m not sure they ever worked professionally,” Willard remarked about the couple, “but they ran this acting workshop, and you could easily picture their home life.”

Willard also drew from personal experiences. “My aunts were always drinking, and my uncles would scold them, ‘For heaven’s sake, put that down,’ while they’d pull away,” he recalled in Best in Show. “That dynamic influenced our characters. Sheila was often tipsy, and I’d say, ‘We need some coffee over here.’” Willard also developed the characters’ track and field history and their backstory of how they met before filming began.

8. GUEST PROVIDED THE SONGS, BUT THE ACTORS CREATED THEIR OWN AUDITIONS.

While Guest supplied the audition songs (most of which were public domain to avoid licensing fees), he left the interpretation and performance entirely up to the actors. This meant the first time he saw their auditions was during filming. “The initial performance was in front of the camera,” Levy explained in the DVD commentary. “It felt more like an actual audition. We weren’t sure if our prepared piece would land or be humorous, and performing it on camera added another layer of pressure.”

O’Hara and Willard’s audition was inspired by “those old coffee commercials from about 15 years ago, which were styled like mini-scenes,” Guest mentioned in the DVD commentary. “I discussed this with Catherine and suggested [the song 'Midnight at the Oasis'], and they developed their performance from there.”

“We had to rehearse these auditions,” O’Hara recalled in Reel Canadians. “Fred and I were trying to be intentionally bad while still nailing the choreography. Fred was so focused—he even wanted to wear towels around his neck. I was incredibly nervous the whole time.”

Posey, on the other hand, called Guest from New York with an idea for her audition. “She sent me a two-page, single-spaced monologue she wrote and asked if she could perform it alongside ‘Teacher’s Pet,’” Guest shared in the DVD commentary. “It was one of the most bizarre and brilliant scenes. At one point, I considered replacing the song with it because I was so captivated by its eccentricity.”

9. BOB BALABAN WAS ORIGINALLY SET TO PLAY THE PIANO.

Bob Balaban recalled in Best in Show that when he was invited to join Waiting for Guffman, “I wisely avoided asking too many questions and simply agreed, ‘Whatever you need, I’m in.’” Guest envisioned Balaban as the music director, even expecting him to play the piano during rehearsals. Despite having taken piano lessons and considering memorizing the music for the shoot, Balaban ultimately didn’t feel confident enough. Instead, Guest arranged for him to train with musical director C.J. Vanston to portray the conductor, while an assistant handled the piano.

10. KEEP AN EYE OUT FOR A CAMEO BY BETTER CALL SAUL’S BOB ODENKIRK.

He appears in the background during the audition scenes, dressed as a vampire. Odenkirk was initially cast as the town minister, but his role was cut due to scheduling conflicts. His audition can still be seen in the video above.

11. THE MOVIE WAS SHOT IN LOCKHART, TEXAS—AND A LOCAL RESIDENT LANDED A KEY AUDITION ROLE.

Guffman was filmed in 29 days in Lockhart, Texas, with several locals cast in minor roles. While most were cut for time, one resident secured a spot in one of the film’s most unforgettable auditions: an elderly man performing both sides of a profanity-laden scene from 1980’s Raging Bull.

Jerry Turman—who had previously appeared as the chauffeur in The Best Little Whorehouse in Texas (1982)—was invited to audition. Turman shared in Best in Show, “I watched Raging Bull repeatedly to study the scene, but an East Texan like me could never mimic De Niro or Pesci. So, I used my natural voice and told [Guest] and the casting director upfront, ‘This is the only voice I’ve got.’”

He landed the role and spent days preparing. “I knew the scene inside out and had to learn both parts because the dialogue felt so foreign to me. We don’t speak like that here,” he explained. “When it came time to film, Guest had me perform both roles, and I was ready.” Turman didn’t mind the swearing, “but I do have grandkids, and now I’m realizing they’ll see this someday.”

12. GUEST’S DANCING AS CORKY CAUSED LEVY TO LOSE COMPOSURE.

“There’s a rehearsal scene where Corky demonstrates a dance move we’d just seen in the apartment,” Levy recalled in the DVD commentary. “I laughed so hard I had to move to the back, drop to my knees, and crawl off the set ... When improvising, you don’t want to ruin a scene others are working hard to create just because you find it funny. The best option is to quietly exit and let the scene unfold.” (O’Hara mentioned at the Austin Film Society in 2010 that “Eugene Levy would often leave scenes—just step behind a wall and wait” when he felt he might break character.)

Levy also caused Guest to break character. “The lazy eye concept was one of the first ideas in the writing session that had us both in stitches,” Levy mentioned in the DVD commentary. “It was an absolute riot.” Guest added, “When you performed it in the show, I told you, ‘I can’t look at you while you’re doing that. I’ll focus upstage if that’s alright.’”

(If you watch the video above closely, you’ll spot a humorous detail about Guest’s jeans. “I put on these jeans,” he recalled in the DVD commentary, “and thought, ‘These are so big, I could wear them backward!’ And I did—I’m wearing them backward.”)

13. WILLARD SHARED AN IDEA WITH GUEST FOR THE CHINESE RESTAURANT SCENE.

Typically, actors wouldn’t reveal their ideas for a scene to Guest, but Willard made an exception for the Albertsons’ double date with the Pearls, where Ron mentions his penis reduction surgery. “I told Chris, ‘I have an idea for this scene,’” Willard recalled in Best in Show. “Chris replied, ‘I usually prefer not to know what another actor plans to do in an improvised scene, but with you, I struggle to keep a straight face, so go ahead and tell me.’ So I said, ‘I want to drop my pants and show Eugene my surgery.’ What could be more embarrassing than that?”

14. “STOOL BOOM” WAS THE MOST CHALLENGING PERFORMANCE.

Willard mentioned in Best in Show that “Stool Boom” was the most challenging number to perfect. The song highlights Blaine’s claim as “The Stool Capital of the World,” stemming from President McKinley taking a footstool from the town. “Initially, we thought we’d just portray amateurs attempting to dance and sing, and there was debate about whether we’d lip-sync or sing live,” Willard explained. “To our surprise, they brought in a choreographer who trained us as if we were preparing for an Off-Broadway production. We were all shocked by the complexity of the steps.” The cast rehearsed on Saturdays, and Levy even injured his foot. “He was popping aspirins and wrapping his foot, enduring the pain throughout,” Willard added.

The number wasn’t just tough for the performers—it was grueling for the actors in the audience as well. “It was exhausting,” Theaker noted in Best in Show. “I felt like if I heard ‘Stool Boom’ one more time, I’d break like a twig in the wind ... I thought I’d lose my mind.”

Willard shared, “The happiest moment of filming was when we finally finished that number, and they said, ‘Cut, let’s move on.’”

15. SEEING GUEST DIRECT IN COSTUME WAS SURREAL.

Michael Hitchcock, who portrayed city councilman Steve Sark, recalled in Best in Show, “The toughest part was Christopher giving directions while still in Corky’s outfit. He’d be wearing that ridiculous toupee and those outrageous clothes, and it was hard not to stare at his getup while he was giving notes.”

16. THE CAST GATHERED TO WATCH DAILIES AT THEIR HOTEL.

The cast stayed in an Austin hotel, and, as O’Hara mentioned in 2010, “Every evening was movie night … when Chris invited us to view dailies. You don’t want to miss dailies on a Chris Guest film because we shoot 80 hours of improvisation … and he trims it down to 86 minutes. If you skip dailies, you miss 90 percent of the movie.”

17. GUEST HAD TO EDIT 58 HOURS OF FOOTAGE INTO A 90-MINUTE FILM.

This meant entire characters and musical numbers were removed. Frances Fisher, who played Johnny Savage’s mother, appeared in the trailer (above) but was cut from the final film. The play Red, White, and Blaine originally ran 40 minutes, so songs like “Nothing Ever Happens in Blaine” (which preceded “Nothing Ever Happens on Mars”) and “This Bulging River” were dropped, and a dance sequence and solo were shortened in “Penny For Your Thoughts.”

The editing process took 18 months, and Levy recalled in the DVD commentary that at one point, Guest had entirely removed Corky from the film. “In the first edit, you had completely cut yourself out of the movie. I watched the initial cut, and Corky was nowhere to be seen … You thought your scenes were too over-the-top and perhaps lacked grounding, but everyone insisted, ‘Let’s put them all back in, how about that.’”

18. THE ENDING MIGHT HAVE BEEN MORE GRIM.

In earlier versions, Dr. Pearl abandoned his family to pursue a performance career in Miami; the Albertsons boosted their Hollywood earnings by selling hand cream; and Corky and Steve ended up living together in New York. “It began with a close-up of Corky speaking,” Hitchcock recalled in Best in Show, “and then the camera widened to show Steve. We were barbecuing on the roof and even did a limbo dance, making it both odd and hilarious.” However, Levy and Guest felt some endings were too bleak, so the final version shows the Pearls in Florida, the Albertsons chasing Hollywood dreams, and Corky returning to New York.

19. THE MOVIE HAS A DEDICATED FANBASE.

Guffman boasts a roster of celebrity admirers, including Alan Cumming (who told NPR’s All Things Considered he could watch it “endlessly”), Casey Wilson, Kristen Bell, Neil Patrick Harris, and Meryl Streep. But it also resonates with everyday fans, as Guest discovered during a tour with McKean and Shearer. “I performed ‘Penny for Your Thoughts,’” Guest told Entertainment Weekly. “People asked odd questions like, ‘Where is Corky now?’ I’d reply, ‘It’s just a movie.’ At one show, a group called the Blaine Players or something similar showed up. They had T-shirts and seemed deeply invested in the film. I’m not sure what they do at their meetings, but I assume they discuss the movie.” Guest might be intrigued by the 2014 Chicago production of Red, White and Blaine.

20. CORKY MAKES A BRIEF APPEARANCE IN ANOTHER GUEST FILM.

Posey shared with The A.V. Club that after Guffman wrapped, “I had never experienced a project that felt so authentic and familial. I adored Corky deeply. Losing him was heartbreaking. I cried in the van on the way back, and he held my hand. I thought I’d never see him again.” She was undoubtedly overjoyed when Guest revived the infamous toupee to portray Corky in Mascots, this time as the coach of Posey’s character, Cindi Babineaux.