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Player Simon Tran and JD Walsh, co-founder and player, entertain the crowd at Ultimate Improv in Westwood. The improv group plays on Friday and Saturday nights each week.

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Will Maier (top) and Dan Oster bring out the laughs. Ultimate Improve was founded in 1999.

“Hold your cue like you hold your woman – strong and at the neck!”

These are the types of lines heard on any given night at Ultimate Improv, where a fraternity initiation skit turns into a lesson at billiards, then glides into three people trying to milk a cow, then takes a suspenseful turn when a giant lizard begins destroying humanity and can only be stopped if two people profess their repressed love for each other. But they get into a passionate argument instead while a middle school is decimated. Then back to the fraternity house branding initiation.

These and other types of wacky antics courtesy of Ultimate Improv can be found every Friday and Saturday night in its new location on Gayley Avenue near the In-N-Out, where the troupe moved after out-growing its former home, the Westwood Brewing Company. Founded in 1999 by Justin Bowler and JD Walsh, an alumnus from UCLA School of Theater, Film and Television, the troupe has been met with an enormous response from UCLA students who crave the zany and the absurd.

“The students are our favorite audience,” said Walsh. “They’re smart and they know what’s going on.”

Students who love watching the improv show will also get the opportunity to join the ranks of Ultimate Improv as auditions are being held Oct. 6 at 3 p.m. for the advanced workshop, part of Ultimate Improv’s effort to develop new talent.

The show is divided into two parts. The first half is improvisational game-playing based on audience participation, and the second half is a longer skit in which the team of players manage to incorporate audience suggestions, create vivid imaginary scenes, and keep a comedic plot moving on the fly.

“If we’re having fun, then the audience is having fun,” said Lauren Flans, a player and alumna of Northwestern University. “Young people really enjoy the show a lot because we don’t censor ourselves, and we toss some pop culture when it comes up. And especially now that we have our own space, there’s such a freedom to do whatever we want.”

Because of Ultimate Improv’s no-holds-barred approach to humor, the subject matters remain entertaining as well as provocative.

“If you’re not gonna tackle issues, if you’re not going to do scenes about things that are uncomfortable, then you’re just gonna do toothless theater that gums the audience into boredom,” Walsh said.

The audience seemed to enjoy the show most when the players performed sensitive subjects in an unsanctimonious manner. Laughter roared when player Ryan Murphy posed as Grandmaster Flash at a cancer marathon, rapping about a cancer victim, “We might as well call this (expletive) a big black Cadillac hearse.”

But Walsh said that the purpose of the show is not to be shocking or irreverent, it’s about doing the appropriate thing for each scene.

According to Michael Orton-Toliver, a player who has been involved with improv since high school, the troupe aims to maintain a fun, risk-taking spirit.

“We’re kind of performing and we’re kind of exploring,” said Orton-Toliver. “We’re here to create and we’re here to make scenes and that will make the audience laugh.”

The troupe’s readiness to take risks and explore is displayed in the multi-dimensional scenes that evolve with surprising twists, all of which couldn’t be accomplished without the collective cooperation of the actors.

“It’s seamless to the audience because we’re so used to helping each other,” said Walsh.

Flans stressed the importance of knowing her fellow team players beyond the performance.

“Because we’re all friends, it helps a great deal,” said Flans. “Because you’re making it up, you can’t really allow yourself to filter things. When you’re good friends with the people you’re performing with, there’s an understanding that whatever happens on stage happens on stage. It doesn’t have any bearing on your life off stage.”

On Saturday night, the team’s improvised longer skit consisted of themes from F. Scott Fitzgerald’s book “The Great Gatsby,” scenes in a bordello, and a visit from Darth Vader. Perhaps because the performers had not read Fitzgerald’s novel, or because they had forgotten about its setting, the original idea was to create the skit on a plantation, rather than the Eastern Seaboard.

One audience member corrected the cast, “It takes place on the Eastern Seaboard!” So the group exploited their mistake and made it more humorous, through Murphy’s continuous repetition and carefully placed insertions of the words “Eastern Seaboard” throughout the entire skit.

While it’s obvious the performers are having fun while on stage, many of them stressed the therapeutic aspects of improvisation.

“I love coming on stage,” said Orton-Toliver. “It makes my day. If I’m having a bad day, then I want to perform.”

While performing is personally beneficial to troupe members, their ultimate dedication is to entertaining the UCLA community.

“When I went to UCLA, I always loved Westwood, but on weekends I didn’t have anything to do,” said Walsh. “So I wanted to give UCLA students a place to go.”

Ultimate Improv is located at 954 Gayley Ave. in Westwood. Performances are at 9 p.m. and 10:30 p.m. every Friday and Saturday. Admission for students is $7 and Bruin cards are accepted. For more information, visit www.ultimateimprov.com.

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