The Improv is packed with prominent wisecrackers, Adam Sandler, Seth Rogen and Jonah Hill among them. But as writer-director Judd Apatow films a scene for 'Funny People,' about a comedian's brush with mortality, , the laughs are few and far between. It's December, and Apatow is more than halfway through principal photography for the film. In this scene, like many others in the film, Sandler's character George Simmons isn't in a joking mood. Instead, he is having an uncomfortable encounter with his assistant, an aspiring stand-up named Ira Wright, played by Rogen. 'Really go at him,' Apatow coaches Sandler. The 41-year-old filmmaker wants Simmons to dissect Wright's comedy act, and Apatow doesn't want the criticisms to be constructive -- they need to be personal, cutting, egotistic. 'George could never be more self-involved,' Apatow says during a break in filming. 'He never tells Ira anything that can help his act.' Apatow himself has become a Hollywood franchise thanks to the opposite kind of behavior. His hit comedies (Apatow directed 'Knocked Up' and 'The 40-Year-Old Virgin' and produced 'Pineapple Express,' 'Superbad' and 'Forgetting Sarah Marshall,' among others) may be filled with raunchy dialogue, carnal quests and in-your-face nudity, but at their center are surprisingly sweet heroes and heroines. 'Funny People,' opening Friday, incorporates the trademark Apatow pageant of F-bombs and penis jokes, but its central character is scarcely likable. Simmons is a misanthrope. Faced with a potentially terminal diagnosis, he attempts to re-evaluate his narcissistic life and the people he has wronged -- with very limited results. It's a curious, pricey ($75 million) departure for Apatow. Early reviews have been sharply polarized.Universal's marketing campaign has not shied from the film's blood-disease plot line. 'Our establishing trailer did not attempt to hide it in any way, shape or form,' says Adam Fogelson, the studio's marketing and distribution chief. 'We haven't tried to avoid the fact that he's been diagnosed with a terminal illness -- or that he's been told he's actually going to be fine.' The studio's 30-second television spots tell a slightly different story. They have focused more on comic banter with Sandler, Rogen and Hill. 'We're definitely showing the breadth of the cast,' Fogelson says. 'But we also have spots that show what it's like to be at the top, and what it's like to be at the bottom.' Back on set at the Improv, Apatow is looking at what it's like to be somewhere in the middle. Rogen's Wright, having served (and been beaten down) as Simmons' assistant, is trying to establish his own stand-up act. A steady stream of prurient gags isn't wowing the crowd, and one bit about his testicles may have been stolen from another comedian. Simmons tells Wright he has to stop telling the joke. As cameras roll, Apatow shouts new lines of dialogue. 'Who is your audience going to be?' Simmons asks Wright, parroting Apatow's improvisation. 'People with weird-colored penises?' As Apatow's story has it, Simmons was a talented performer who made a string of commercially successful but insipid movies, including one in which his adult head was digitally added to a baby's body. Simmons lives in a palatial compound and has casual sex with random women. But he has no real friends. When he is diagnosed with a potentially fatal ailment, Simmons returns to stand-up, delivering a tortured set about mortality. Wright, who's next on stage, ridicules the act. Rather than be offended, Simmons invites Wright into his life. With Wright's encouragement, Simmons tries to atone for some of his behavior, but the results are not inspiring. 'It's a mentor story,' Apatow says as his crew prepares for another shot. 'It's a disease movie. It's a coming-of-age movie. It's a movie about trying to restart an old romance. It's 11 different movies rolled into one.' Apatow says the movie was vaguely inspired by a stroke of luck that perhaps saved his life. He had bought a new home but procrastinated about moving in. During the Northridge earthquake, the chimney and roof crushed the unoccupied master bedroom. 'And I thought, `Now I'm really going to appreciate life,'' Apatow says. 'And I did for about 10 days. The tendency is to go back and be normal -- the way you always were. Sandler's character doesn't know how to lead an emotionally healthy life. So he starts making a series of terrible mistakes.' Unlike in 'The 40-Year-Old Virgin,' those errors don't involve harmless missteps such as having a hairy chest waxed. The blunders in 'Funny People' include alienating loved ones, attempting to ruin a marriage and treating the one person who cares about him -- Wright -- despicably. 'It's a demented `Tuesdays With Morrie,'' Apatow says. 'What if you couldn't learn any of the important lessons?' The comedy-club setting is similarly inspired by Apatow's early career, when he wrote jokes for Garry Shandling, Jim Carrey, Roseanne Barr and Tom Arnold. The filmmaker was Sandler's roommate for more than a year in the 1990s, and 'Funny People' opens with a shaky video of much-younger Sandler and Apatow making crank phone calls from their apartment. 'It's a challenge to make a movie that is about some of the more serious aspects of life while trying to make it just as funny as the other movies I've worked on,' Apatow says. 'I'm trying things I've never tried before,' he says. 'I'd like this to be funny as anything else I've done, but to go a little deeper.' 