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3 Still Standing is a nostalgic documentary on the rise and fall of the stand- up comedy boom in San Francisco in the 80s and 90s, packed with vintage stand-up footage and interviews with a number of comedians like Rob Snyder, Dana Carvey, Paula Poundstone, Bobby Slayton, Rey Booker, Marc Hershon, and Michael Pritchard. The main focus is on the three stand-up comics who didn't make it big in L.A., but were willing to starve for their art and have miraculously managed to continue making a living in comedy; despite the crash and burn of the SF comedy scene. Directed by filmmakers Donna LoCicero & Robert Campos, a husband and wife team who have made a number of award-winning television documentaries together. 3 Still Standing is their first independent doc. Robert Campos is actually from San Francisco, and he and his wife met right in midst of the comedy boom in the 80s.

The three still standing are clever political comedian Will Durst, self- loathing pessimist Larry "Bubbles" Brown, and sarcastic observationalist Johnny Steele.

We regrettably hadn't heard of any of the three before seeing this doc, but absolutely loved the clips from their performances scattered throughout the film. They are all hilarious in their own unique ways, though based on what we saw in the doc, Durst was our favorite with intelligent material, and phenomenal comedic timing and physicality.

The film maintains a delicate balance between comedy and drama, the interviews being primarily dramatic with some very funny stand-up footage sprinkled in. We would have perhaps liked to have seen a bit more of the raw stand-up footage, especially since most of it can't be found online. There was some fantastic 80s footage of performers at the Holy City Zoo in the Richmond District, the top comedian hang-out at the time which we didn't even know about and certainly haven't seen any footage from. Since the filmmakers had access to such hilarious hard-to-find footage, a bit more of it would have been even better.

This drama paints a striking portrait of Reggie (Julian Shatkin), a wealthy and neglected twelve-year-old prodigy with the maturity of a middle-aged man; and Eleanor ( Leighton Meester), a broke ex-musician in her twenties recently out of work, boyfriend and home, who lands a job as Reggie's au pair for the summer in Manhattan while his mother (Debra Messing) travels overseas. Written and directed by Frank Whaley, produced by Uri Singer, and breathtaking cinematography by James Jones.

This film took a very different, almost romantic approach with a charming, artistic, sensitive yet domineering child rather than the traditional spoiled brat who hates the nanny. The two hit it off right away. Eleanor naturally accepts his maturity and treats him as an equal when she realizes that trying to be the grown-up in the relationship is pointless in the company of a genius. In many ways, Reggie takes better care of her than she does of him.

The conflict doesn't stem from the relationship between these two unlikely friends, but from their personal lives. This could have been why it felt a bit lacking in conflict overall, because no major problems arise between the two main characters. However, this blossoming friendship is where the unexpected bulk of the humor comes from, with witty and surprising dialogue between these very different but equally troubled characters learning how to co-exist.

Several things were set up or talked about that were never paid off, which underplayed the conflict and there wasn't enough of a resolution. Rather than showing how the characters have grown or been changed and strengthened by one another, the whole final act kind of feels like a montage of shots of them missing each other while trying to go back to their previous lives.

Very good acting, Julian Shatkin is phenomenal, the film is worth watching for his performance alone; not to take away from the rest of the cast. Leighton Meester is very natural in her role, Debra Messing is quite funny as an unjustifiably stressed-out woman whose normal routine includes going to the spa and on exotic vacations; and Georgia Ximenes Lifsherr is hilarious as Eleanor's best friend Silvia. Even Eleanor's parents who, while not in much of the film, manage to stay memorable with their hostile quirks. We weren't very impressed with Billie Joe Armstrong's performance as Dennis, Eleanor's boyfriend. His style was pretty over-the-top and childlike, very "acty," not terribly believable. Overall film score: 9/10. Here's the breakdown:

– Story: 8/10 — Characters: 10/10 — Acting: 9/10 (would be 10/10 if not for Billie Joe's performance) — Cinematography: 10/10 — Soundtrack: 10/10 — Most Lacked: Conflict & Character Arc