How ‘Up Here’ Broke Every Rule of Writing: A Conversation with Showrunner Steven Levenson

Steven Levenson recently spoke with Script about adapting the Lopez’s stage musical for television, breaking the rules, their collective creative ambition, building out the writers’ room, and so much more!

This interview was conducted in March 2023.

A musical romantic comedy set in New York City in the waning days of 1999, following the extraordinary story of one ordinary couple, as they fall in love - and discover that the single greatest obstacle to finding happiness together might just be themselves - and the treacherous world of memories, obsessions, fears, and fantasies that lives inside their heads.

The writerly creative team behind Hulu's musical TV series Up Here takes viewers on a fantastical journey of dealing with your worst enemy - yourself. And they do it so by breaking one of many golden rules screenwriters have learned since day one - never have obstacles be internal. But writers Steven Levenson, Danielle Sanchez-Witzel, and songwriters Kristen Anderson-Lopez and Robert Lopez, break this rule with aplomb.

Up Here gives viewers a little bit of everything, from late-90s nostalgia to whimsical musical numbers, and bringing the magic of the theater stage to your television. It's a fascinating watch from a writer's standpoint, a lot to learn on how lyrics and writing internal obstacles can indeed push a character's journey and plot their course.

Steven Levenson recently spoke with Script about adapting the Lopez's stage musical for television, breaking the rules, their collective creative ambition, building out the writers' room, and so much more!

[L-R] Katie Finneran as Joan, John Hodgman as Tom, Sophia Hammons as Celeste, Mae Whitman as Lindsay, Carlos Valdes as Miguel, Emilia Suárez as Renee, Andrea Burns as Rosie, and Scott Porter as Orson in Up Here. Photo by Patrick Harbron/Hulu.

This interview has been edited for content and clarity.

Sadie Dean: What initially drew you and Danielle [Sanchez-Witzel] to this material? Was it the characters, the story, the music? All the above?

Steven Levenson: When we first started talking about it, really what existed was Bobby [Lopez] and Kristen [Anderson-Lopez], the songwriters had written a stage musical about two characters kind of falling in love with a slightly similar situation, except in their version, they were only ever inside of one of the characters heads. We started with this concept, which felt really fascinating to us of, as Danielle likes to say, it breaks every rule of writing. [laughs] Which is sort of like, never have obstacles be internal, always have the conflict be external, and between people. And instead, we wanted to see what happens if the conflict is internal, and between somebody and themselves. And that took us a little while to figure out in the very beginning; we just knew that we had this idea of the voices in our heads and how they thwart us and maybe help us.

Steven Levenson. Photo by Frank Micelotta/Hulu.

We kind of took a step back and were like, well, who's really in our heads? What does that really mean? And we've seen so many versions of that kind of story and sort of like the id and the ego and fear and jealousy and these kind of archetypal figures. We liked the idea that maybe what's inside these characters heads is actually their past and as exemplified by these individuals that stand in for these traumatic kernels of their past, and that those voices are what lived there.

That was one discovery and then what we really discovered when we started to write it, was actually, these characters are the enemies of the show, that's really the story we're telling is when we first started, we went through many variations of what was in their head and who was in their head, and we had sort of positive forces and negative forces. And we found that that just was really static. We found something dynamic and propulsive in making the conflict between them and those voices. Those voices are well-intentioned, and trying to help them and trying to keep them alive and keep them from humiliating themselves, but in the process of really stopping them from living. And so that became the kind of central dynamic of this series. And then of course, Lindsay and Miguel.

Sadie: From the development side, I can only imagine how many different voices you had and how do you distill all of that down to just picking a few for each person.

Steven: In our first few versions, we kind of played around with what that meant to have voices in your head. And would that mean that you could kind of take characters from an ad that you saw on the subway, can somebody suddenly be in your head talking to you? And we tried a lot of versions like that. I still think something like that could work, but what we ultimately found was rooting it in this core ensemble, these are the major voices and really kind of honing in on what their function was and specifying what their function was. 

So for instance, with Lindsay, Joan, her mother in her head, we think of as the voice of be liked, be nice, make sure other people like you, and her dad is really the voice of like, don't die. And there are threats all over the place. [laughs] And then Celeste, her teenage friend is the voice of you're going to humiliate yourself, you're going to embarrass yourself, don't do that for yourself out there. And to really kind of make those characters be sharp and specific was where we landed.

[L-R] Sophia Hammons as Celeste, Katie Finneran as Joan, Mae Whitman as Lindsay, and John Hodgman as Tom in Up Here. Photo by Sarah Shatz/Hulu.

I think, otherwise, it began to feel kind of sprawling and amorphous, you know? I think we just really wanted to land on this kind of central idea and then see where that took us. And then have people come in and out of their heads like we have Lindsay's - the girl whose name she doesn't know, who somehow lives in her brain, an emblem of all things cool, can kind of like come in and then go away. The whole season, we were still kind of playing around and still seeing what we could do.

Sadie: There are definitely characters or voices, you start getting attached to, and begin wondering, what are they going to say? What are their hot takes?

Steven: Yeah, exactly. [laughs]

Sadie: Also, there are these moments that they say things that you wish you could say maybe it's just because of the day and age we're in now, but you're saying things that you couldn't say on TV 20 years ago, and it's amazing. It’s refreshing to just let it all out.

Steven: That's so funny. Yeah, you're right. The heartache of the characters in their heads is very real, but that is sort of what our heads do to us, the immediate, uncritical judgment, that kills you essentially.

Sadie: In terms of just developing and adapting the stage play, originally written by the most talented duo on this planet, for TV - how does one go about breaking a first season, let alone a series arc?

Steven: We were really lucky or fortunate, I guess, from the very beginning that Bobby and Kristen really wanted to make something totally brand new. They had in their minds, ‘We'd love to find some way to get some of the songs in there.’ And they were open to the idea of keeping things but they were also like, ‘go with what feels right.’ As Danielle and I started breaking it or really just kind of pulling the concept apart and thinking about it, very quickly, we just kind of moved away from the show, we kept the name Lindsay, weirdly, although she totally changed. And for a long time, we kept the guy's name too until we were like, ‘Why are we holding on to that?’

One of the interesting processes I think of making any kind of musical that's different from what people, I think, generally think when they think of how a musical gets made is the storytelling and the writing process really is pretty seamless in terms of songwriters, and scriptwriters, we're all in dialogue all the time. Danielle and I went off and we'd Zoom for a few days, and then Bobby and Kristen would come on, and then we would all Zoom - there's a constant - these characters and the stories are really all of us. I think that's really the only way to do it. Where if you want it to feel like one thing and not like here's the story, here are the songs. So, we had a lot of freedom.

And then we were kind of constantly because as you said, Bobby and Kristen are incredible songwriters, and we wanted to find ways to use some of those songs from their original show. And I think we managed to get…maybe two of the songs, but they're totally different in the series, the lyrics are totally different. But the germ of the ideas are still present…I think they wrote something like 20 songs or something, which is pretty staggering.

Sadie: Wow! And just in terms of what they're putting in the songs lyrically, but also driving the story - how do they do it?

Steven: That was their main ambition from the beginning. And it became our ambition. And when we had a writers’ room that became our collective ambition was like, how do you do a musical on TV that feels like a musical in that the songs are always forwarding story and character? The easier thing to do is to kind of have songs, like punctuate the story, and have them as punch lines, or have them as little tangents. They described really well for a great musical ‘If you take the songs out, it shouldn't work. If it's all words without the songs, then it's not a musical.’ It's a play with music or a TV show with music. And so, that was a fun and exciting and difficult challenge - how do we build episodes where the singing feels inevitable and necessary every time?

Sadie: Right? And that perfectly segues into my next question of where do you place the musical numbers? What are important deciding factors that you and your writers are thinking about?

Steven: In breaking story, we always broke them with the idea of two songs an episode in mind, and sometimes that would turn into three. But we knew that we wanted two kind of like pillars where the songs would go. And I think what we were always looking for big emotional character moments and big decision moments, like, the character starts here and ends there. Those were the moments we were looking for so that the songs would again be really active and meaningful, and without them, our character wouldn't be able to make the leap to the next part of their journey.

Carlos Valdes as Miguel in Up Here, Episode 4. Photo by Sarah Shatz/Hulu.

And then I think in our heads, big picture, we were always thinking about how can we imagine this season and we came up with this idea of like, it took us longer than I would like to admit to come up with [laughs] we always knew this, but we started to realize what we're doing is we were gonna make eight mini-musicals; like each episode wanted to be its own self-contained musical to some extent, like where the journey would feel somehow complete and closed-ended and yet those eight then mini-musicals wanted to add up to one season long musical. And then in the biggest of pictures the seasons wanted to add up to one series-long musical.

And so, we made all these flowcharts and like what are the big questions that each episode is asking and what is the big question that the season is asking? What is the big question that the series is asking? So, we have to think really more thematically and more kind of conceptual than I'm always used to. We had to really think about what are the big ideas, because, without those big ideas, it just doesn't sing. Bobby and Kristen couldn't write real songs, they could write fun songs, but they couldn't write things that would really go deep. So, we had to dig deep every time. [laughs]

Sadie: Right, and what they’re going through just in terms of character voice and writing each voice and how that shapes each episode moving forward.

Steven: Along the way, we pitched a lot of fun, funny songs, that just ultimately, were not good enough or they didn't matter enough. And that actually dictated a lot of like, it was sort of chicken and the egg, and we would sort of break these episodes in the writers’ room, we would come up with a rough skeleton. And then really early in the process, Bobby and Kristen would then join, we would kind of show them what we had, we'd be like, ‘Oh, we're thinking a song here, a song here.’ They would then give us their thoughts. And then figuring out the song moments did very much shape the journey of each episode, ‘No, it can't just end here, it has to end here,’ so that we can musically, make it a satisfying journey too.

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Sadie: When putting together your writers’ room, what were you looking for to round out the overall vision for the show?

Steven: When Danielle and I started working together, we were a good combo in that I had never done a half-hour comedy before, she'd never done a musical before. And so we kind of learned from one another the different tools of the trade, I guess. But Danielle is a huge musical fan - knows more about it than I do. And, I'm a huge comedy fan. So that worked out. And then when we put together the room, we got some people from theater, with a theater background, but almost all, had comedy writing backgrounds. We felt like the musical part of it was something we could teach and something graspable.

And then what we really needed was people that knew how to tell stories in 30 minutes, that were funny and surprising. But every interview we had, we would say, ‘What's your relationship with musicals?’ We didn't want anyone that hated musicals. We wanted all people who were like, ‘I love them, but I've never done them’ or ‘I like them.’ Because I think if you go in hating musicals, it's hard to do it. [laughs]

Sadie: [laughs] What kind of stories, characters or themes are you interested in exploring through your writing?

Steven: That's a really good question. It's a cliche, but I like complicated characters. I think more than anything I like stories with complicated characters who have conflicting intentions and conflicting motivations. Human beings to me are complicated. People that want one thing and do something else or say they believe in one thing and act in a different way. I'm always fascinated by those contradictions. 

And these are certainly in this show - Lindsay is someone who is ultimately a really nice person and wishes she wasn’t and has to wrestle with. How much of this is something that's been imposed socially and how much of it is just like who she is? And Miguel is someone who similarly has to fight with how much of this kind of toxic masculinity he's imbibed. How much of that is really him and how much of that is something to be taken off and let go? And again, it's people that are complicated and messy. And I guess I do really like love stories. And I like stories where there's big emotions, like in all directions, funny and sad. Funny is important. I can't imagine telling a story that's not a little bit funny.

Season One of Up Here is now streaming on Hulu.


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Sadie Dean is the Editor of Script Magazine and writes the screenwriting column, Take Two, for Writer’s Digest print magazine. She is also the co-host of the Reckless Creatives podcast. Sadie is a writer and filmmaker based in Los Angeles, and received her Master of Fine Arts in Screenwriting from The American Film Institute. She has been serving the screenwriting community for nearly a decade by providing resources, contests, consulting, events, and education for writers across the globe. Sadie is an accomplished writer herself, in which she has been optioned, written on spec, and has had her work produced. Additionally, she was a 2nd rounder in the Sundance Screenwriting Lab and has been nominated for The Humanitas Prize for a TV spec with her writing partner. Sadie has also served as a Script Supervisor on projects for WB, TBS and AwesomenessTV, as well as many independent productions. She has also produced music videos, short films and a feature documentary. Sadie is also a proud member of Women in Film. 

Follow Sadie and her musings on Twitter @SadieKDean