I’m not a guy that usually writes about boobs. I’ve never tried to write an American Pie type story. I have a view point here, but this article still has to be called “boobs”. Let me explain. 

Boobs are great. When I was a kid they provided me food and drink. How many things can do that? Some guys call themselves… “boob guys”…. “ass guys”… “feet guys”…..Me? I just like women. The first time I ever saw a naked lady was when I was 8-years-old, and my brother showed me Revenge of the Nerds. It changed my life. 

Living in Los Angeles, working, and having friends in the entertainment industry, I get to see some interesting stuff. I love sitting at home, watching TV or movies, and all of a sudden someone I know comes on the screen. It helps me remember how cool and weird this job is. Being a kid and seeing someone on the tube was awesome. And the thought of seeing them in real life, let alone becoming friends with them, was insane. 

Just the other night, I was watching HBO’s new show True Blood. I’m not into vampires, but I do love HBO, and new shows. As I was watching it, I notice one of my good friends Lizzy Caplan  (Cloverfield, The Class, Mean Girls) in the show. My first thought was, “Man, I haven’t seen her in awhile, I should give her a call.” My second thought was, “Oh, she’s naked, and oh that’s what her boobs look like.” Not to get to personal, but I’d never seen her boobs before. My next thought was, “What do I say to her next time I see her? Will I look at her boobs, and think..’I’ve seen them on HBO?’” I decided to not figure it out in real life, I decided to do it the 2008 way– over Instant Message. So here is my interview slash conversation with the beautiful and amazing Lizzy Caplan. 

DEREK what do you say to someone who was on TV and saw their boobs? 

what’s the weirdest thing people have said to you? 

LIZZY people have been funny 

DEREK  i wanna hear. 

LIZZY my roommates and i watched it together the first time 

they tried to talk about the acting…then just started saying nonsense about the boobs. 

DEREK well, I’m just gonna say, I thought you were great 

LIZZY well thanks buddy brain. Do you dig the show? 

DEREK not really, but I don’t like Vampire shit. 

LIZZY i kinda do. But it’s not for everybody. yeah i love vampire shit. 

DEREK no, just your boobs 

LIZZY ha. yeah i know it makes everybody uncomfy 

DEREK it was like “Signed Sealed and Delivered” but, naked (reference to a short film we made, that you should check it out on the internet ) 

LIZZY haaaa. 

DEREK is it weird that I’ve seen your boobs to you? 

LIZZY Yes. I’m only weirded out that you and my dad have seen my boobs…everybody else is no problem 

DEREK hahah 

LIZZY but my dad hasn’t actually seen them, so it’s down to just you 

DEREK how did you tell him about it? 

LIZZY I told him about it when I got the part. He’s a supportive fella, so he didn’t freak out or anything. But we decided early on he wouldn’t be watching. 

DEREK Did you ever get offered to show your boobies before, and you didn’t do it, cause you didn’t like the show, movie, or comic strip? 

LIZZY yes sir. I have been asked before but it always seemed gratuitous. one time i just didn’t trust the director to shoot around it as promised…so I wore these pasties…and then when I saw the film (which was in a full theater) there’s totally side boob action but I have pasties on so it’s like some disturbing, nipple less, alien body part. 

DEREK do you still talk to Spielberg? 

LIZZY ha. yes 3 times a day. 

DEREK I wanna know about the first time it aired. Who called u first? 

LIZZY that’s a good question. I don’t remember. i believe a male friend. 

DEREK fair enough…and what did they say? You talked to them before about it? 

LIZZY yes i talked to everybody beforehand 

DEREK not me! 

LIZZY really? 

DEREK I didn’t know 

LIZZY oh yeesh. I talked to ALMOST everybody so it wouldn’t be a shocker 

DEREK I was gonna text you…TRUE BOOBS. 

LIZZY you should have…i have talked enough about my boobs in the last few weeks to last a lifetime. And that would have been one of the less potentially offensive comments 

DEREK what made you want to show ur boobies for True Blood? 

LIZZY I’ve never been opposed to doing it, if the right job came along. the scene with the swimming in the trees and then cutting back to the gross, dirty basement was the only one described to me before signing on…and it sounded twisted and rad. plus Alan ball knows how to make the ladies look lovely. 

DEREK You’re an amazing actress, and I love everything you do!  I just didn’t expect to see your boobs..deal with it 

LIZZY im trying. but then somebody is going to send me this interview and im going to kick myself for ranting about my GODDDDDAMNNNNN BOOOOOOOBS. would you show your balls? 

DEREK would you do a drunk history topless? 

LIZZY fuck off 

DEREK hahahah. I would show my balls 

LIZZY you wouldn’t 

DEREK do you have to know their my balls? 

LIZZY and even if you did…it’s different…there’s not really any comparison btw boy parts and girl parts yes. obviously 

DEREK what show is it for? 

LIZZY it is forrrrrrrrr….dexter 

DEREK girl parts are better than boy parts. no 

LIZZY boy parts are used for the funny 

DEREK he would cut them off. Dexter would murder my balls 

LIZZY i can’t think of another dramatic cable show 

DEREK I would of for THE WIRE 

LIZZY the wire wants no part of your testicles. get serious 

DEREK point taken 

LIZZY off subject…have you seen summer heights high? 

DEREK I haven’t. I hear it’s awesome 

LIZZY it is no joke man. Incredible 

DEREK really? 

LIZZY that guy is not messing around. Yeah really 

DEREK what’s his name? 

LIZZY highly, highly recommend it. chris lilley 

DEREK he plays all the characters right? 

LIZZY australian guy. yeah 

DEREK is it like big mommas house? 

LIZZY it’s not unlike big momma’s house 

DEREK let me ask one last question 

LIZZY this is a really hard-hitting interview derek. i am proud of you. 

DEREK thanks you. do people ever stop you on the street, cause they recognize your boobs? 

LIZZY every hour on the hour. My boobs are starting to get quite conceited…this business has really changed them 

DEREK For real. I’ve always wondered what happens when they are filming. What’s the talk between the two actors,,,the crew..can you tell me about that? 

LIZZY yeah. the crew on true blood is ridiculously cool, as is ryan the guy i had my scenes with. they close the set, so there are only like 10 people around. by the 2nd time i had to do it was all jokes and zero tension. the first time was my 2nd day of work though so that was kind of jarring. people are respectful…but the whole concept is ridiculously hilarious. 

DEREK that’s cool. I just wanna say this.  A lot of girls just show their boobs, cause assholes tell them to in movies..and they get parts.  But before I knew you I thought you were awesome, and even cooler now. I just don’t think u need to show your boobs. No offense to your boobs..i think they are awesome..but whatever 

LIZZY that was a very nice thing to say pal. you know who is the boldest of the bold? 

DEREK who? 

LIZZY julianne moore. Her vagina has a longer resume than i do! 

DEREK haha. Really? 

LIZZY god i love her. Yeah she’s naked a lot 

DEREKi loved her vagina in Lebowski. Great performance 

LIZZY totes 

DEREK where else? 

LIZZY and how about short cuts? a tour de force performance 

DEREK damn. I wanna know about the girl who showed it in “Revenge of the Nerds” Have you ever seen it? 

LIZZY yes of course 

DEREK okay, i think thats a great way to end it. 

LIZZY please god dont make me sound like an idiot 

As I set up my clipboard/laptop, I see my first non-registered looking voter – a young lady who clearly isn’t from around here. She approaches me wearing a shirt that says,”I’m clearly not from here.” I ask her:

DEREK

Are you registered to vote?

GIRL

No.

DEREK

Would you like me to register you?

GIRL

Why should I?

DEREK

Well, this election is one of the most important elections ever and it would be very sad if you didn’t get a say on what you believe in.

GIRL

No, I mean…why should I register through you?

DEREK

Well, cause I’m a nice guy just trying to help you, and I have my laptop here, so it won’t take more than five minutes.

GIRL

Yeah, but you’re not famous.

DEREK

True…but why does that matter?

GIRL

Cause I need someone famous to tell me I should vote.

DEREK

Really?

GIRL

Well, yeah, I mean, they do movies and get paid to show their faces, I listen to what they say. Oh my gosh, is that George Lopez over there?

(GIRL runs away)

DEREK

Maybe?

(An older gentleman [DUDE] approaches wearing a “I love voting” shirt)

DEREK (CONT’D)

Excuse me…Are you registered to vote?

DUDE

No. Why?

DEREK

Well, on November 4th we have a big election and you can voice your opinion.

DUDE

Oh! My shirt! I just wear this shirt so people think I’m smart. Last election I found some “I voted” stickers, put them on me, and I made out with political chicks all night. I don’t care who wins man, I just hate the system and always will and will always buy records and say I wish there was world peace, and I can’t wait for a new president. I gotta go dude. I’m gonna be late for this Elliot Smith memorial, I have to go home and listen to his records so I know what he sounded like. Lates.

DEREK

Bye.

(NEW GUY walks toward me)

NEW GUY

Hey were you in that movie, The Brothers Solomon?

DEREK

Yeah. I mean, I had a very small part, but…

NEW GUY

Man. A guy in a movie getting people to vote..this is cool. Please don’t tell anyone this but I wasn’t going to vote, but if you want me to register I will, cause you were in a movie. I really wanna be like people in the movies. They’re really smart and they know what they’re talking about.

DEREK

Really?

As I register this nice man, I’m thinking to myself that I can’t believe I got someone to register just cause I played a video store clerk in a movie. Just imagine what someone really famous could do if they said you should vote. If any of you are famous I hope you told people to vote – and if you’re not famous I hope you listened to those famous people. All they’ve ever wanted is for you to vote, then see their movies. 

In a recent interview with Charlie Rose, Seth Rogen was asked, “Do you know people with huge amounts of talent who aren’t working?” Seth replied, “Derek Waters.” If you’ve never seen Derek’s viral short film series Drunk History featuring Michael Cera, Jack Black, and Danny McBride, then it’s high time you sat yourself down for a new kind of history lesson.

In the chuckle friendly series, a chum of Derek’s gets genuinely blasted on hard drinks and then recants a little known tale from history amidst occasional trips to the bathroom. Intercut within their yarn are re-enactments, featuring celebrity flavors, in which historic figures like George Washington mouth the slurred and hiccupy words told by said drunk storyteller. The series has become a bit of a phenomenon and has put Derek on the map, though he’s spent many years here working for a break. There’s his writing and acting duties on the web series directed by Bob Odenkirk (Mr. Show), Derek and Simon: The Show, a role in the one and only season of the sitcom, Married to the Kellys and a bit role in For Your Consideration. Derek himself confides over a saucy salad at the Pig n’ Whistle, “It’s so weird, being out here for eight years, and this is the thing that gets me recognition.” 

But before we delve too deep into his current throws of success, let’s venture back in time and see where this man found his humble beginnings and discover his own strange history. “I grew up in Baltimore, I lived there for 19 years. I wanted to be a baseball player when I was a kid; everything was about baseball, that’s all I wanted to do. But in the ninth grade I got cut from the baseball team because I smoked too many cigarettes and couldn’t run anymore. I remember the night before I got cut from the team, my mom had gotten me the coolest cleats ever, Ken Griffey Jr. cleats. When I got cut I felt so bad, I ended up wearing the cleats anyways, to class and what not, just because I didn’t want my mom to feel like she wasted money (laughs).” 

Luckily for Derek, he had other aspirations waiting patiently on the back burner. I asked him what made him turn to comedy once his dreams of being a World Series MVP had been murdered. “Chris Farley. I wanted to be like Chris Farley. And I still do. I would tape SNL on Saturday night, and then on Sunday, after church, me and my family would watch it. And he’d make my whole family, including me, laugh the hardest of anyone on the show. I really wanted to make my family laugh as hard as Chris Farley did.” 

So, you might wonder if Derek was the family jokester. “No, my brother’s a lot funnier than I am. He’s older, he’s just more shy. He works for my dad now, selling wheel weights and tire valves. Who’s funnier now, bitch? (laughs) I don’t know. I’m still pretty quiet. I never really thought of myself as a jokester, but I would make videos in the neighborhood. Me and all the neighborhood idiots would make these really dumb movies, take-offs of “Toonces the Cat” with a fake rabbit being blown up by firecrackers in a toy CHiPs bus. Yeah, those kind of movies.” 

Derek began performing in high school and community college theater productions, his first being “Fiddler on The Roof”. This started after a classmate badgered him into performing for the masses with the familiar, ‘You gotta do it, it’s now or never.’ It was at community college that Derek first delved into the mystical land of improv. “I learned some important things there, like listening. I never knew I was supposed to listen to anybody (laughs). I guess it was my first taste of being around people that liked the same thing I did, you know? My friends and I in community college used to always make little short films. They were pretty fucked up, usually about white trash or someone dying, I’ve always liked weird dark stuff.” 

Before long, the confines of community college could no longer contain him, and Derek ventured to Toronto for a stint at a branch of the legendary improv space, Second City. “I thought Toronto was better for someone who was just starting out. Chicago was more like, ‘You’re good, now show us your shit.’ And I was not good, and I needed no one to see my shit ‘cause it stunk. The people in Toronto, they were really trained, but they were also more open-minded to people that were just starting out. So, six months there and then I got kicked out for being an illegal alien, they don’t accept Second City as a student visa.” 

After serving time in Canada, Derek set his sights on L.A. “About a month before I left Toronto, I found out that Second City was opening in Los Angeles.” So Derek packed his bags, and at the age of 20, made Los Angeles his new home, interning at both Second City and Improv Olympic in return for free classes. He cleaned toilets and tended bar, and eventually began writing with classmates. I asked him what drove him to pick up the pencil at long last. “I’d always wanted to write, in fact, I wanted to start writing after seeing Waiting For Guffman, even though that’s mostly an improvised movie. That was a movie that inspired me, ‘Fuck, I don’t just want to be like Chris Farley, I also want to write.’ That was the first movie poster I ever bought. That’s kinda sad – I didn’t have any movie posters growing up. They were all baseball posters. I started writing with this guy Craig Anstett, who I still write with now. We started writing our own shows and performing there. We were in a sketch group called HaHa Fresh. I really love sketch comedy groups because they have the dumbest names. We wanted to come up with the dumbest name ever. It was either HaHa Fresh or
Bon Jokey (laughs).” 

At the same time, Derek was performing in a buddy’s play where an unusual occurrence took place. “One night after the show, this woman came up to me, ‘I’m a manager and I like what you did in the show.  Are you doing anything that’s your own?’ So I said, ‘Oh, me and my friend are writing a sketch show at Second City,’ and then she asked what it was like. I told her, ‘Well, it’s basically just trying to be like Mr. Show.’ And she said, ‘Oh that’s funny, my husband’s Bob Odenkirk.’ And I was like, ‘nooo way!! I love your husband!!’” 

After Bob Odenkirk’s wife, Naomi, sent Derek to a successful audition for Spin City, she became his defacto manager, and soon Derek had a spot on the ABC TGIF, tickling funny bones with a role on the short-lived Married to the Kellys. According to Derek, “Nobody watched that show unless their last name was Waters. It was on for a whole year, and people could never remember its name, everybody would call it something else. When it was cancelled, I was at Target and this guy came up to me, ‘Yo, you were on my favorite show, why’d they cancel that shit?’ And I was like, ‘I don’t know man, family shows don’t usually work.’ And he asked me, ‘Aw, what was the name of that show?’ And right as I was about to say Married to-, he said, ‘Married With Children! What up, Bud Bundy!’ That was great.” 

After the demise of Married to the Kellys, Derek turned back to writing, this time with Simon Helberg, an old friend from HaHa Fresh. “Naomi actually suggested that Simon and I write a show together. And Bob Odenkirk knew Simon because they had the same manager, Bernie Brillstein, God rest his soul. So when Bob heard that Simon and I were writing together, Bob offered, ‘I’d love to help you guys,’ and we were like, ‘What the fuck? Bob Odenkirk wants to help us?’ So basically we responded, ‘Yes. Please,’ and we started writing with him and we wrote this ten minute short called Derek and Simon Have a Show. Bob directed it and HBO let us shoot a pilot for it, though they never picked it up for series. Luckily, Superdeluxe.com did, and we had a 13- episode run on there before Superdeluxe tanked.”I asked Derek if he was nervous at all in his first writing session with one of his heroes, the illustrious Mr. Odenkirk. “I was so scared to come up with any ideas. I remember saying something and Bob shaking his head, ‘Eh, I don’t know about that.’ And it was like a pit opened up in my soul, the idea fell like a ton of bricks. But then I would come up with something that made him laugh and that felt like flying over Disneyland on cotton candy. His mind is what really inspired me. His mind is so quick, he’s thinking about shit and you’re like how the fuck did you naturally just come up with that? He’s my hero and it’s weird how it all linked together. You know, he wrote Matt Foley for Chris Farley, which is one of Chris Farley’s most memorable characters. I still ask Bob
questions about Chris Farley.” 

And there was much more to learn from Bob. “I think working with him helped me realize that you always have to be working on something new. I really aspire to be like that, constantly writing, constantly shooting, constantly thinking of other ideas rather than putting all of your passion into just one thing. You can’t rely on just one thing to hit. So, yeah, he’s definitely a hero of mine, and I’m really grateful that I get to be friends with my hero. Again, it’s surreal.” 

After the Derek and Simon show came to an end, Simon went on to have a meaty role in the Big Bang Theory sitcom, and Derek went off to explore his own acting prowess, this time with another hero of his, Christopher Guest. “He’d seen Derek and Simon, and he had me come in to read for a part in For Your Consideration. I can’t even put words to how that felt. I remember right before I met him, all I could think about was that I was sure he probably didn’t want to shake my hand, he was probably a germaphobe. So with that, I had no idea what to do when I walked in there, but sure enough, when I walked in, he stood up and put out his hand. But then I saw this hand sanitizer on his desk and I was like, ‘Yep, that’s what I thought.’ I ended up having one line, but whatever, it was just cool to work with him.” About the same time, Derek’s mind gave birth to what would soon become Drunk History. “I was with a buddy and he was really drunk, talking to me about Otis Redding and how, before he got on the plane that crashed, he knew that he was going to die, ‘Yeah man, right before Otis Redding got on that plane, he went up to his wife and was like, ‘Take care of yourself, baby.’ And she was like ‘I will Otis. You take care of yourself, too.’ And he was like, ‘No baby, I’m serious, take care of yourself.’ And it went on for about 20 minutes, and I just kept picturing Otis Redding sitting next to my buddy being like, ‘Shut the fuck up,’ (laughs). So then I thought it would be really funny to film my friend drunk again, and doing that, and then re-enacting it on film with people reacting to his drunk shpeel, what he’s saying and how he’s saying it. And when I thought about it, everyone gets drunk and talks about music, but no one gets drunk and talks about stuff that’s actually important, like history. So, that’s where the idea came from. I had dinner with my friend, Jeremy Konner, who I’ve been friends with for awhile, we’d shot some shorts together. He asked me if I had any new ideas and I told him about it, and he loved it. So, we did that. He’s gone on to direct all of them.” 

And while Jeremy directs, Derek is there for inspiration and guidance. “I’m there getting drunk with the person as they’re talking. It’s actually really hard because everyone naturally wants to be really funny. So I just keep making them retell the story over and over again. As they tell the story over and over, they become so nonchalant about it and drunk, adding in details that shouldn’t be there that are just ridiculous. I think I like it because I like any time someone’s passionate about something, but they’re having trouble being able to do what they’re passionate about, like American Movie. That’s one of my favorite movies.” 

In casting the first drunk storyteller, Derek turned to an old pal from Second City, Mark Gagliardi, who’s now part of the National Lampoon’s Lemmings troupe. “I knew he was really smart and I knew he liked to drink, because I’d gotten 

drunk with him a bunch. So I called him, ‘Hey, I’m doing this thing where I film people drunk talking about history.’ And what I always do is ask them, ‘What’s the most passionate story in history that you love that you don’t think that many people know about.’ And immediately Mark had an idea, he’d just seen this documentary about Alexander Hamilton and Aaron Burr’s duel. He started describing it and I said, ‘Don’t tell me anything about it, I want you to tell it to me for the first time,’ because people are always so excited to tell you a story you’ve never heard.” 

“I told Mark, ‘You’re going to have to get really drunk,’ and he was like ‘That’s alright,’ and then I picked up his favorite scotch and when Jeremy and I got to his house he was already flying high. I took one sip of what he’d been drinking, and I was like, ‘How the fuck are you walking around?’And since we’ve made them, I’ve realized that there’s a split moment where someone’s just so there and then in one second, they’re benched. I remember Mark wasn’t that drunk and the story was making too much sense (laughs), and I went to the bathroom and when I came back, his chin was on his chest, it’s exactly the part where he gets up and goes to the couch, that’s when it first kicked in. That being said, I’ve filmed some episodes with people who are too drunk, we’ve made more than there are posted. Other episodes are just waiting to be re-enacted. I’m excited to make more, it’s damn fun.” 

As for tapping Michael Cera for the re-enactment of episode one, “I’m friends with Michael, and I really wanted him to play Alexander Hamilton. He was excited about the idea, but he was going to be out of town when we were shooting. At the last minute, he got home the day before we did the shoot and was able to do it. So I grabbed some costumes from a shop and we
shot it at a friend’s house.” 

The video was soon posted, and weblords flocked. “I hadn’t planned on doing a second one, but Jeremy works with Jack Black, and he’d seen the first one and told Jeremy, ‘I really want to do the next one, I love Ben Franklin.’ So we decided to get someone drunk and have them talk about Ben Franklin as soon as possible. I really don’t think that there’s a better Ben Franklin than Jack Black. He genuinely loves Ben Franklin, which is awesome.” 

And then came part three, a tale of a vengeful George Washington with Danny McBride filling the colonial shoes. “Shit man, I don’t think there’s a funnier guy alive, I really don’t. Foot Fist Way is one of the best movies I’ve ever seen. I’d met Danny through my friend Bill Hader; they’d worked on Hot Rod together, and Danny was excited to do it, and I was excited to have him do it. It’s definitely the most surreal part about being out here, being friends with people you really look up to. And actually about three months ago, I was at my lowest of lows out here, and I’d actually found a camp for autistic kids that I wanted to work at. I’d been making all of this stuff and nothing was working. I didn’t have any money, things just weren’t working out. I remember hearing about Danny moving back home to NC for a spell long ago, and I talked to him about it. He was like, ‘Dude, don’t do it, it’s really cool to live with your parents and it’s really cool to go out and see your buddies that you grew up with, but you’re not going to have anything in common with them. Out here we’re all doing what we want to do, and you’re not going to be able to find that.’ So, with that advice, I stuck it out. Two weeks later I sold two shows to HBO, based on what I’d done with
Drunk History. Weird, huh?” 

So there you have it. Derek’s currently developing those two shows with HBO, one of them being a half hour narrative called 13th Grade that I can’t speak much about at this time for fear that I’ll give it away. The other show is similar to Derek’s monthly showcase at UCB, LOL, where he unveils a variety of gut punching comedy shorts, Drunk History offerings among them. On parting ways, I asked Derek what his parents thought about Drunk History. “My mom and dad really like it, they show it to all of their friends, which is weird. I’m just imagining all these people watching it and thinking, ‘I guess I’ve got to tell Mrs. Waters that this is good.’ I can’t imagine other 50-year-olds watching it and laughing. That being said, my grandfather’s my hero, and he always said, ‘Nothing good ever came out of alcohol.’ So I feel like this is my one way of saying, well there’s one thing that’s good that’s come out of it.”