Behind the Scenes of The Great Pretenders Club Special with The Pop Ups and Producer Avtar Khalsa

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Jason Rabinowitz and Jacob Stein (aka The Pop Ups) are on a path to reach the stars! Since their 2011 debut, this Brooklyn-based duo has produced four albums, created their first stage show Pasta!, premiered a music video for “Subway Train” at the New York International Children’s Film Festival, received two Grammy nominations, were featured guests on Sprout TV’s “Sunny Side Up Show,” and released their first web series (14 episodes).

Recently, Jason and Jacob expanded further into broadcasting territory with their first full-length digital video, The Great Pretenders Club (“The GPC Special”), which was released in partnership with Amazon and made available exclusively to Prime Members for streaming.

The GPC Special brings the concept of their eponymous 4th album to life: the magic and rewards of pretend play (my favorite kind!). Just like Sesame Street pioneered children’s television in the 1970s, The GPC Special steps up to honor the values of “unplugged” play and education while acknowledging that the delivery of media broadcast is changing.

The parallel between the classic Sesame Street productions and the production style of The GPC Special is pleasantly familiar. The Pop Ups’ attention to detail is stupendous, and each element – use of brilliant color, puppets, music – comes together in a fantastic multi-media experience. It’s clear that The Pop Ups have managed to hold onto the kids within themselves, and by playing at their craft, they not only are practicing what they preach, but inviting us to play along with them.

Although geared toward children, The GPC Special will tickle the nostalgic funny bone of grown-ups who grew up watching Sesame Street. The feature employs the same subtle mature sense of humor that will encourage parents to watch along with their children and take part in the experience.

I recently caught up with Jason and Jacob, and producer Avtar Khalsa, to get a behind-the-scenes look at the process that lead to this milestone. Since The Great Pretenders Club album preceded the creation of the The GPC Special, I asked The Pop Ups some questions about their creative inspiration before diving deeper into the studio experience with Avtar. There were a few surprises I didn’t see coming!

As you’ll read in the interview below, Jason and Jacob are two playful guys who take the study of play pretty seriously. And with a stellar cast and crew, their vision for the next generation was brought to life.

Be sure to read on for access to The Great Pretenders Club badges. Amazon Prime member? Stream The GPC Special and download The Great Pretenders Club album now.


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KCG: Jacob and Jason, let’s start with the concept for The Great Pretenders Club album since that gave way to the creation of The GPC Special. What was the inspiration for The Great Pretenders Club in the first place? Did you have ideas about developing it into a broadcast special from the start?

Jacob Stein: The songs were built around the idea of play, with each one celebrating a different imaginative game or adventure. We were really interested in theories behind play being one of the great tools for learning in the animal world. We spent some time reading and researching papers on the subject. My cousin, Marc Beckoff, is a PhD who studies animal play and he really helped us see the bigger picture.

At a certain point the idea to corral the songs into a connected piece called The Great Pretenders Club became one of those obvious moments in art, which you could never have predicted but which also feels undeniable once it appears. We’ve always dreamed of making a TV show, and this felt like a natural place to take the album concept.

P1010505KCG: Did acting out the scenes in the studio bring you closer to experiencing your music?

JS: We wrote much of the album in a beautiful field in the woods of Cobbleskill, NY in the Catskills mountains, a 10-minute walk from any phones or internet or even electricity.

KCG: Was being on set similar to being on stage during live performances? Though both productions are theatrical in nature your live shows are just the two of you and your puppets.

JS: For the acting production, it’s just so different. We built a big set and we had a big crew of puppeteers, producers, PAs and sound and camera people, and wardrobe and art departments. The list just goes on! Sometimes we had as many as 10-15 people on set for any given shot.

What was also different about this production was that me and Jason were not doing all of
the puppeteering ourselves. We got to watch our very personal characters take on a new life in the hands of extremely talented puppeteers Paul McGuinness and Matt Atcheson.

KCG: Did you have favorite roles/parts?

Jason Rabinowitz: When I get blown off screen by the storm in “On Air,” I jumped into a metal file cabinet. That was exciting! I liked being the conductor, honestly.

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KCG: Avtar, how did you first get involved with The Pop Ups?

Avtar Khalsa: They were looking for a Producer for their web series last year, and my name showed up on c4042714-970b-447f-acd0-8a8db4d111b7a list of recommendations. The band’s Manager Jon McMillan and I had worked together peripherally on another project years back (The Railroad Revival Tour), so when he saw my name he got in touch right away. I went down to The Pop Ups’ studio in Brooklyn to discuss the project and see if it was a good fit. When I walked into the room and shook their hands I immediately sensed their eagerness to to make something really great. I could tell something incredibly special was happening there in their little studio space, and I wanted to be a part of it!

There are many bands that make music for children, and there are many people who make cartoons and put on puppet shows, but they were doing it all together, in such a unique, thoughtful, imaginative, and brilliant way. Fun and relatable to kids, yet educational, and something their parents could enjoy too. And the music is amazing, those catchy songs really get stuck in your head!

KCG: Is this your first production for children’s media? 

AK: I mostly work on commercials, and some have been geared towards children, or had children in them, but the work I’ve done with The Pop Ups is the first I’d actually call children’s media.

KCG: Is this your first time working with puppets on camera?

AK: Yes! In production we need to be able to adapt to any situation, and it’s always a constant636fb7f6-2857-44f6-9194-84dac51863d9 learning experience, but I never thought I was going to be learning about the importance of the puppet wall, or the perfectly placed googly eye. It was great watching the first rehearsals with their puppets Up, Down and Chef Olivia di Pesto. Seeing these characters come to life was a true joy.

The first time you meet puppets in person you kind of fall in love. There is something so magical about them. As someone who grew up watching Sesame Street, it might partly be nostalgia, but they immediately bring a smile to anyone’s face, and lighten any situation. Every time I would mention to anyone that I was working on a shoot with puppets, their eyes would widen and they’d say, “I love puppets!!” Because I think everyone does.

KCG: Where did you draw inspiration from for the making of the GPC Special?

AK: After the web series was released I had been in contact with The Pop Ups about some music videos they wanted to make. By the time I was brought on to produce them, they had morphed into The Great Pretenders Club Special. Most of the creative and storyline was already in place. It made sense that they were making it into more of a show then just individual videos. I personally think they should make an episodic TV series, it would be a perfect fit for what they do, and a great way to inspire young children around the globe.

KCG: The album’s concept is based on encouraging and rewarding imaginary play. Did you find this to be challenging or easy to convey on screen?

P1010845AK: The Pop Ups are naturals when it comes to this. They have a complete grasp on how to relate to and catch the attention of young minds. They know how to entertain them, spark their imagination, and to teach them life lessons without them even knowing they are learning. Jason and Jacob have every scene planned out in their mind, they know ahead of time – frame by frame – how they want the video to be shot, acted, art directed, and edited. Everything is well thought out, and their creative vision is very clear.

The biggest challenge, I think, is getting their ideas organized and down on paper so they can be properly conveyed to the crew who has to help make them come to life!

KCG: How did you create the orchestra segment? What was the process behind that and the “Jake Maker”?

AK: First we had to build a Jacob Maker. Our Production Designer Melissa Chow is also,
it turns out, a magician. Once that was built, we just had to put Jacob inside and pull the lever. The rest is science! And green screen.

KCG: What was the most memorable moment(s)?

AK: The chicken soup/spaghetti scene was a lot of fun to make, as was the picnic scene. They both required a lot of choreography and comedic timing to get things just right. But I think the guys nailed it.

We also really loved having DJ Gia stop by the shoot. After days of shooting with our adult crew, it was nice to have a child on set doing her thing. She’s a seasoned radio DJ, but it was her first time on a film set, and she was a little shy at first. Seeing Jacob ease her out of her shell, getting her to laugh and feel comfortable was really cool. The band genuinely loves kids, and I think they really get them, and can get on their level and relate.

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KCG: Did Chef Olivia make meals for the crew?

AK: When Chef Olivia di Pesto isn’t filming cooking shows, she’s doing press events, book signings, or private events for foreign royalty. She’s a busy cat, so we felt really lucky to have her stop by for a picnic with the band. She didn’t have time to cook for us while she was there, but she did bring the crew tuna sandwiches for lunch. They were delicious!

KCG: Did you show early footage to kids and their families? What was some feedback you received?

AK: Jason’s daughter Ruthie has always been a good test audience. I wasn’t there when she watched it for the first time, but I heard she was in complete awe, and Jason was pretty excited about her reaction.


Amazon Prime Members can stream the The GPC Special here and The Great Pretenders Club album here.

Computer/Laptop – Stream the GPC Special from the Amazon Video Webpage.
Iphone/Ipad/Android device – download the Amazon Video App to stream and even download the GPC Special.
Roku/etc – Stream the video from the Amazon Video App.

Watch music videos for “Bird and Rhino” and “Let’s Pretend We Forgot” now.

Want to play along? Download The Great Pretenders Club badges by printing the templates below or downloading them directly from The Pop Ups official site.

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