Paul Provenza still remembers the first time he

Paul Provenza still remembers the first time he heard the joke. "I was about 18 or 19. I had just started doing standup and was hanging at the Improv in New York," says the actor-comedian, with a fond smile. "I was huddled around a table with a bunch of people, and Rick Overton said, 'Provenza's never heard the Aristocrats joke? Get over here!'" By the time Overton finished his filthy, offensive version of the tale, Provenza was a changed man. "I realized there were other people out there I could connect with on this level," he recalls. "It was a moment that defined a camaraderie that has been a part of my life ever since." It also served as the impetus for Provenza's new film created with comic magician Penn Jillette (of Penn & Teller), aptly titled The Aristocrats, in which more than 100 comedians dissect and discuss the infamous joke. Released by ThinkFilm, The Aristocrats is currently showing in New York and Los Angeles and will hit theatres nationwide Aug. 12. Well, almost nationwide. AMC Theatres, the second-largest chain in the world, refuses to show the unrated movie on its screens. AMC spokesperson Pam Blase says it's a "business decision." Provenza, who directed and executive-produced the film, is disappointed, but not surprised.

A primer for the uninitiated: The Aristocrats is a simple and not particularly funny joke known by every comic dating as far back as vaudeville. The setup is always the same: A family walks into a talent agent's office, promising a great act. The punch line also never changes: The name of the group is "The Aristocrats." It's what happens in the middle that makes one cringe, howl, and wonder about the mental state of the person telling the joke. The act the family is selling changes from tale to tale, but suffice it to say that it generally involves incest, bestiality, and bodily fluids. Nothing is sacred in the gross-out contest, so sensitivities to racism, sexism, or any other "-isms" have to be set aside to make it through the yarn. "We come right out and tell you that if you don't like raunchy, filthy humor, this is not for you," says Provenza. "If you've ever been offended by any word, chances are it's in this movie several times."

The idea of filming a group of comics—including such luminaries as George Carlin, Robin Williams, Drew Carey, and Whoopi Goldberg—telling the same joke might sound like a limited concept for a 90-minute film, but The Aristocrats played to sold-out houses at festivals such as Sundance and SXSW, garnered plenty of critical raves, and generated a buzz the big studios would kill for. It's also paid off for the people involved, giving them a sort of cool credibility for strutting their stuff in the film. Take Bob Saget, a standup comedian probably best known to audiences for family-friendly television such as Full House. Saget's version of the joke is so completely reprehensible he refuses to let his mother see the movie. Yet there are bonuses. "The thing I'm most pleased about is, I was in a restaurant two weeks ago, and Eric Idle walked up to me and said, 'You were the dirtiest motherf***er in the movie. Congratulations,'" Saget says with a laugh. "It's not a great accomplishment, but I'll take it."

Off and Running

The brilliance of The Aristocrats is in the way it transcends its one-joke concept. In showing that it's the singer, not the song, every comic gets a chance to shine with his or her own little riff. By examining different ways to approach the same story, it raises questions about the very makeup of comedy, what makes us laugh, and why standup is an art form unto itself. "The original intent was really to look at the idea of improvisation and what one artist can do with the same piece of material," says Provenza, explaining why he went with this particular joke. "We wanted something everyone knew but [that] wasn't part of anybody's act. We wanted something that was neutral for everybody. The fact that it's the filthiest joke in the world was secondary; that really wasn't the exercise. Of course, with that being the case, we knew some other interesting things would emerge."

What they didn't expect to emerge was one of the most talked-about films of the year. When Provenza and Jillette came up with the idea, it was conceived as sort of a fun home movie featuring a handful of friends. "We really didn't think we were going to make a film," says Provenza. "We thought we'd have a short video of a dozen people, if we were lucky, and some cool footage to give to friends. Maybe we'd sell a few over the years on the Internet to comedy geeks." Provenza and Jillette spent two years grabbing friends wherever they could—dressing rooms, restaurants, hotel hallways—and shooting on midrange consumer video cameras without any special lighting. Shortly into filming, Provenza realized they were tapping into something unique about the essence of comedy and the art of performance. Says Peter Adam Golden, a producer on the film who was there from day one helping run the camera, "After we shot about a half dozen guys, we played back some footage. I looked at Paul and said, 'This could be huge. Let's keep going.' And it just got bigger and bigger."

Provenza believes it was because of the casual atmosphere that participants felt free to go to their dark places unabashedly. "We didn't want them to feel like they were making a movie," he points out. "Because if this were a studio movie, forget it. First of all, I don't know how you could have even worked out this many contracts. Instead, it was us calling our friends with a crazy idea and getting creative people to say, 'Sounds pretty wacky. Sure.' The reason most people are comedians is because they love doing it. When the business becomes a business, it becomes less and less fun. But when comedians are hanging out with each other, they remember why they're doing it, and this was an opportunity for that to happen."

Saget, for one, found the exercise freeing. Shot moments before he was about to take the stage with his standup act, he was told to be as offensive as possible. "They said to go as dirty as I could, and I take direction," Saget jokes. "I don't even remember what I did, I just went off. Penn and Paul were behind the camera going, 'Come on, come on, come on!' And I was like Pavlov's dog: They were holding up raw meat to me." Saget claims he was so unsure of what he had said, he made the filmmakers show him his segment before he agreed to sign the release. "And yet I signed it anyway," he says, shaking his head. "Now I can never go back to my family again."

A Grain of Salt

In letting comedians cut loose, Provenza has fashioned a look at the world of standup comedy that a straight-up documentary on the subject would never have accomplished. He makes a fair comparison of the project to the book Salt: A World History, in which author Mark Kurlansky used a common household item to illustrate how empires and revolutions could stem from a simple compound. "That book examined something you never think about at all, and suddenly it's the entire history of Western civilization," says Provenza. "That's what the joke was like; by addressing this particular joke, we probably get the best idea of the world of standup comedy, whereas, if we'd set up to do a documentary about standup, we never really could have done it."

While some have described The Aristocrats as a nonjoke or a shaggy dog story, Provenza disagrees. "It actually has a perfect comedy construct," he says. "It's a basic switch, this filthy act with a classy name. Obviously it's not about the punch line; we titled the movie The Aristocrats because we wanted to be clear that it's not about the punch line. It's the journey: That's why it's hung on, and that's why people have so much fun with it. It's not necessarily a funny joke, until people get creative with it." Some of the imaginative ways in the film include a mime doing a nonverbal interpretation, Andy Richter cooing the story to his baby, and a version told as a card trick. One person noticeably absent from the tale-telling is Provenza. He explains, "I feel like the movie is my version of the joke. This is my interpretation, and it's as valid as Sarah Silverman's, or Jake Johanssen's, or anyone's. Besides, if I had told the joke in the movie, I would have been the first person in the history of the universe to have gilded the lily of the Aristocrats joke."

It's interesting to note that the joke, though well known in comedic circles, isn't familiar to the general public—at least until now. Gilbert Gottfried told it at a Comedy Central roast of Hugh Hefner, causing Rob Schneider to literally fall out of his chair, and rumor has it Buddy Hackett told it during a commercial break on The Tonight Show, so that when they went back on the air Johnny Carson and the audience were in hysterics. Provenza cites the late Hackett and Rodney Dangerfield as the two comedians he wishes he could have gotten for the film. Other than that, the joke has been somewhat of an underground legend for years.

Did Provenza experience any backlash from other comedians who didn't want the tale shared with the rest of the world? "No, it's not some secret rite or ritual," he replies. "The Comedy Illuminati is not going to hunt us down and kill us with rubber chickens. It's only an inside joke because people don't really seem to get, sometimes, what comedians do. When you first hear it, you think, 'I can't wait to go tell my friends this joke.' Then you do, and they look at you, like, 'Why are you wasting my time?' So you learn really quickly to just tell the joke to other comedians." With the film now on the pop culture radar, that might change, which is fine by Provenza. "The truth is, I don't know a single comedian that wouldn't think the world was a better place if everybody understood The Aristocrats."

Ratings Game

Still, some people aren't getting the joke. Regarding AMC Theatres' decision not to show the film, Provenza is philosophical. "Somebody up there owns a company and said, 'We don't want to carry this on our shelf,' which is their right," he says. "Of course it's our right, in return, to judge them for that." The filmmaker believes that any audience lost due to lack of a nearby venue showing the film will be evened out by all the publicity; there will be people, he says, who will "read about it and wonder what it is they don't want them to see." The film, which contains no violence or nudity, was apparently judged solely on the coarse language and that it was not taken to the MPAA for a rating. "We chose not to submit it for a rating, because we don't feel like being treated like 6-year-olds," he says. "And frankly, a rating tells you a lot less than we're telling you. We're telling you in every ad, 'Unspeakable obscenity.' What does an R rating tell you? Or a G rating? It doesn't tell you anything near what we're telling you, and we think we're doing a better service by not going with a rating. And the truth is, we think it's a bulls*** game." And if that means losing a few theatres, so be it. "AMC is entitled to make that decision in a free country, just as we are entitled to make the kind of movie we want to make," says Provenza. "And people are entitled to see it, if that's what they want to see."

Surprisingly, only one of the comics filmed asked for his piece not to be used. "Their spouse was giving them a little grief," explains Provenza, who obligingly cut the scene. Other people didn't make the cut for artistic reasons: Provenza explains that adult-film star and standup comic Ron Jeremy did something so well-crafted he didn't want to cut around it, but it was too long to include in the final version. It will, however, be on the DVD. With more than 100 hours of footage, the movie underwent several cuts, edited by Provenza and Emery Emery. According to Provenza, the directing of the film came in putting the subjects at ease during filming and boiling the footage down in the editing room; he receives sole directing credit, while Jillette gets a "film by" and executive producer credit. "Everyone did their thing, and we were faced with taking each individual piece and putting them together into a story," he explains. "So what you're seeing onscreen is my heart and my vision and my love for comedy and the people who do it, and the respect for each of their individuality. It was really about capturing that and making it clear to people who aren't as familiar with the [comedy] world as I am. That's really what the directing was all about."

Dean Cameron, a friend of Provenza, who worked camera on the film and stars in the Provenza-directed stage show Dean Cameron's Nigerian Spam Scam Scam, agrees. "Provenza and Emery had done a whole slew of edits and had finally gotten one they liked," recalls Cameron. "So Penn said something to Provenza to the effect of, 'This is all well and good, and this is a movie we would all be very happy sending to a festival and have any audience see. What you need to do now is f*** it up and make sure that we understand that it's yours. I want to see Paul Provenza. Anyone could make this edit. I want to see the version that only you could make.'" Cameron feels the final version achieves this perfectly. "When you see The Aristocrats, you're having a very revealing conversation with Paul Provenza for 90 minutes," he notes. "And I don't mean 'revealing' in some sort of titillating or cute way. It's Paul Provenza saying, 'Hi. This is me.'"

Scenes From a Marriage

Provenza has been doing live comedy since he was a teenager and has appeared on such TV shows as The West Wing and Northern Exposure (he was Rob Morrow's replacement in the final season.) Through it all, he has regularly performed standup, a career that can often been punishing. When asked how he keeps it fresh, he admits to burning out at one time. "Actually, doing this movie helped me," he says. "I took about five years off, and I said I would only get back into it when I fell in love with it again." He notes that around the same time he began making The Aristocrats, he rediscovered his passion for standup. "My love for this art form and what it's done was being rebirthed, as it were, while I was making the movie. And it's filled with that, as a result," he says. "It did get tiring and old, but then it was like that moment in a marriage where you have to reassess everything, and you realize you really are in love and this is what you need and a part of who you are."

With that, Provenza is on his feet, off to another interview. But first he spots Saget lurking around the corner and calls him over, playfully saying, "I was just explaining I made this movie to help get you work." Saget retorts that it's working; he was just offered a job in the hotel restaurant. "They're actually going to let me handle food," he quips. Provenza then takes issue with Saget's earlier claim that he goaded his subject into being so filthy onscreen.

"Come on, you were totally egging me on." Saget says. "Right, Bob," Provenza replies. "Of course, egging a comedian on is saying, 'Okay, we're rolling.'" BSW