Chapter 14 of 32 from Judd Apatow



A joke always works better when it is true to character. Learn how to use your characters’ desires, insecurities, and personalities to craft realistic, funny dialogue.

Topics include: Determine What Your Character Wants • Think of Dialogue as the Character’s Mask • Base Jokes on Your Character's Personality • Staying True to Character: Funny People • Test Drive Dialogue As Much As Possible

A joke always works better when it is true to character. Learn how to use your characters’ desires, insecurities, and personalities to craft realistic, funny dialogue.

Topics include: Determine What Your Character Wants • Think of Dialogue as the Character’s Mask • Base Jokes on Your Character's Personality • Staying True to Character: Funny People • Test Drive Dialogue As Much As Possible

Judd Apatow

Judd Apatow Teaches Comedy

Judd Apatow teaches you how to write, direct, produce, and perform comedy for film and television.

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Get serious about comedy

No joke: At age 15, Judd Apatow took a dishwashing job at a comedy club to watch the acts. Today, he’s the comedic genius behind hits including The 40-Year-Old Virgin, Knocked Up, Bridesmaids, and Freaks and Geeks. In his first-ever online class, the Emmy Award winner teaches you how to create hilarious storylines, write great stand-up, and direct comedies that leave audiences laughing.

Learn Judd’s creative process through case studies, scene deconstructions, and practical insight in 32 on-demand video lessons.

A downloadable workbook accompanies the class with lesson recaps, assignments, and supplemental material.

Upload videos to get feedback from the class. Judd will also answer select student questions.


Students give MasterClass an average rating of 4.7 out of 5 stars.

Judd's ability to pull back the curtain on the entire process from writing to performance, what to do, what not to do, is the best creative class you'll take, whether you are into comedy or not. He appears to share everything and keep nothing for himself. A true mentor. I got to preview this class, then did it again because I loved it some much.

Brilliant class and teacher. Thank you Judd for your time and effort putting this together. I know all your secrets & can now make successful movies

Very in depth, liked to hear how he develops certain ideas and his process.

I loved this class. I didn't only love it for the wisdom that Judd imparted, but I also loved it because it made me feel good, knowing that someone like him struggled a lot too. And it helped shine a light on this mysterious, impenetrable career.


Daniel B.

This lesson makes me want to go back and revisit dialogue I have written already and revise the conversations for better depth in character development.

George C.

I signed on to Masterclass primarily for Aaron Sorkin's lessons but decided to do this first. Judd's dialogue comes off very natural and consistent with the character whereas Sorkin's higher brow repartee doesn't always seem very natural (at least not like the people I hang with)... but it is interesting and effective, even elevating,..just different. Sorkin doesn't do jokes. He does wit.


I love the observations Judd makes about the psychology of people. We just hate to admit to our vulnerability and those who can, have and provide for others, a lot more laughs in life.

Stephen T.

Please answer this question! Why in one scene, he says bag of sand, like he has never touched a boob. And in another flashback scene, he grabs the undeclared chick's boob through her bra before she inauspiciously sucks on his toe. I would definitely remember feeling a boob the first time, in bed, before an angry chick screams at me, "you'll be a virgin forever." Continuity error? What gives?

Warren D.

The information makes the process of putting things together so much easier. It is asking the right question about the characters: what they would say; what is going on behind the mask. Does the dialogue seem authentic to the characters? Excellent material.

Jen G.

Really helpful advice, thank you so much. Base the jokes on your ch's personality, makes so much more obvious sense than w\ever tf I've been doing. also ha@ the granddad's balls joke. was stoked when Funny People ended on that. so human. Pitch perfect! \100

Christopher S.

It's awesome how much Judd loves Shandling. You can tell how much he cared for the guy. It's also awesome how Judd is continuing to share Shandling's legacy. It's like Shandling is Apatow's Obi-Wan.

Patrick S.

two Minutes up at the local club didn’t seem long enough to me. The audience disagreed

Patrick S.

Dialogue should be in character within point of view of speaker. Employing extremes In dialogue,personality or actions makes characters point of view comedic.

Heather W.

I think this course is misnamed... yes, Judd is teaching comedy, but he is teaching so much more about writing in general. I am learning a lot.


In every scene, the characters want something, and sometimes they want different things. And that's really what you're tuning into to write the dialogue. So if Seth Rogen is sitting with Katherine Heigl, she might want one thing. She wants to know more about him before she tells him she's pregnant. So she's feeling him out, and she knows she has this thing that she has to tell him that she's really scared to tell him. And she's trying to determine, is this someone I can go through this with? He doesn't know that. He thinks he's on a date, and so he's trying to win her over. He probably wants to sleep with her again. He can't believe this beautiful woman will even sit down with him again. And that's the clash. That they are coming from completely different places until the information comes out. Then suddenly they might want completely different things, from that moment on. And that's what you're trying to figure out with every scene. What do these people want? If Steve Carell is confronted by Catherine Keener, and she says I don't want to wait for 20 dates, I want to have sex right now, what he wants is not to have sex right now because he's afraid. And he's afraid if it goes badly he's going to lose her. And she's horny. She wants to have sex right now, and she's also offended that he doesn't, and she doesn't understand why he doesn't. And it hurts her feelings. And she's insulted. So they both have very strong attitudes that are clashing. And there are secret feelings that they're not sharing with each other. She might be yelling at him when really what she's thinking is, you've just hurt my feelings. And he might be making up all these lies and excuses, but really what he's thinking is, I love you so much, I feel like if we have sex right now I might lose you forever. And that's what makes it interesting. Gary used to always say, people very rarely tell you what they're actually feeling. People don't tell the truth. They wear masks, they're trying to present themselves in a certain way to the world, and most of the time, it's not the truth. So someone might be acting cocky to cover for the fact that they're terrified or they're needy. And that when they do tell the truth, it's usually a really big deal. If someone opens up to you and says, I'm scared to death that this project is terrible and I'm bad at my job, it's a big deal. But usually they're pretending they're great at their job. In the poker scene in the 40-Year-Old Virgin, all he wants is for them to think he's cool. All he wants is for them to think he's had sex before. So he's lying, but really he's lying because he's ashamed, and he's insecure. And then as soon as he says he's a virgin, and they're excited to help him-- well maybe they're excited to help him because it makes them feel superior to him. Maybe it makes them feel like, oh I must be a better person than I thought I was, because at least I'm not a virgin like this guy. And maybe if I help him lose his ...