Four actors cycled through imaginary and real hats inside a classroom in the Luskin School of Public Affairs building, changing their appearance and demeanor on a dime. In their upcoming play, these four actors portray over 30 roles collectively, each playing characters ranging from a traditional noir hero on the run to a man with superhuman memory.

On Friday and Sunday, UCLA’s Act III Theatre Ensemble will perform “The 39 Steps,” a play based on Alfred Hitchcock’s film of the same name with a sprinkle of humor inspired by “Monty Python.” The main source of the humor is the constantly shifting elements of the play, including the characters and settings, said Jeremy Elder, a second-year theater student who plays the Scottish protagonist Richard Hannay.

“Think of if Alfred Hitchcock (as) essentially stripped down to the essentials and hastily put together,” said Ben Ellerbrock, a second-year theater student.

In “The 39 Steps,” Richard Hannay goes on the run after being wrongfully accused of murdering a spy. As the play progresses, it parodies many of the elements that make up an old British film noir, such as overtly cheesy action sequences and comical sexual tension between the protagonist and his love interests.

The play itself is written with 32 characters played by only four actors. Thus, much of the play’s humor is self-referential, with the comedy drawn from the physical humor of the actors frequently switching back and forth between characters, Elder said.

Danielle Kay, a fourth-year dance student, said she alternates between the three different love interests throughout the play, each with different motives and character traits.

One of the ways in which the actors switch from one character to another is through onstage wardrobe changes. The actors hastily swap their coats or put on a pair of glasses and employ a new vocal inflection to embody a wholly different character, only to switch back to the original character a few minutes later.

“We have worked a lot on differentiating the characters,” Ellerbrock said. “It should be very clear who we are (playing) at all times.”

Matt Curtin, a second-year theater student, throws on a longer trench coat and changes his demeanor from calm to boisterous to transform from a hotel employee into a police officer. The switch creates a contrast of having one actor switch from checking booked hotel rooms to talking about a group of spies.

As a spoof on classic British film noir, the play contains characters with many different types of English accents, Ellerbrock said. All of the actors, despite being American, had to learn to speak with different types of accents from around the UK.

Equipped with an understanding of accents through his studies as a fourth-year theater student, consultant Will Block helped the actors by stressing specific words, vowels and variance in cadence while jumping from character to character. In doing this, he made the actors differentiate each accent of each character to most accurately match the source material.

“When you’re learning a new accent, you pick up the caricature of it,” Ellerbrock said. “When you have a bunch of different Scottish parts to play, you have to differentiate that somehow.”

The actors’ Scottish accents sound distinctive and yet still fit under an overarching umbrella of a specific dialect, Ellerbrock said. The actors separate each character most notably by voice, Curtin said.

In addition to the actors’ constantly shifting characters, the setting also shifts as the play progresses. From a large theater to a small cottage, the constantly changing settings of the play coincide with the dynamic nature of the characters themselves, Elder said.

The 14-person design team changes the setting of the play behind closed curtains. However, while the actors are on stage, some stagehands occasionally come on to fly planes on sticks during an action scene or put a Christmas tree on stage to channel the holiday spirit. As much as the actors change from character to character, the crew keeps up with them by changing the setting both during and in between scenes.

The crew will often act as part of the set, which adds another source of comedy, Curtin said.

All the moving parts help the play stay humorous through the two hours of the show, Elder said.

“It plays into the silliness of (four people playing all the parts), where everyone is kind of breathing heavily and trying to push it along,” Elder said. “It’s in the style of the show, and contributes to a lot of the comedic elements.”

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