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Gerry Laybourne

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Interview Date: Tuesday August 22, 2000
Interviewer: Steve Nelson
Collection: Hauser Collection

LAYBOURNE: My first memory of television was in 1950 when a television installer came to our house and actually brought a television set, plugged it in, and my mother said, "Hello out there in television land," and the television said back to her, "Hello out there in television land." So as a three year old, I was just mesmerized and I thought, "Oh my God, television can see me." So then I would dress up for my favorite programs and hope that Hop-a-long Cassidy would think I was really cute.

NELSON: Did you have cowboy gear and...?

LAYBOURNE: I dressed up in party dresses with little flowers in my hand, and my mother claims that I asked her to spin me around and spin me as fast as she could and throw me into television land, so she thought early on I was determined to be in television. And the other thing about my childhood was my father was a businessman, and he was very supportive of his daughters, he had three daughters, and my older sister was beautiful and perfect, and my younger sister was brilliant and charismatic, and my dad looked at me and said, "You will be my business daughter." So he took me to work with him every Saturday and made me memorize all the stock symbols and had me run his office when I was 16. But both of those things – my mother was a creative person out of radio, and my dad was a business person, and I think the combination pretty much left me with no choice.

NELSON: But you went off to college, and you weren't doing anything involving TV. I mean you weren't taking the typical journalism and broadcasting kind of background.

LAYBOURNE: No, I studied art history, and then I thought I would become an architect and I went to Philadelphia to work for an architect's firm, to just make sure that that's where I was going to go to graduate school, and I met my husband, who was working in the Philadelphia public schools as a media education guru, bringing videotape and animation to schools and working with inner city kids, who were terribly troubled.

NELSON: Just to set... this is what year? So people know, in terms of doing this kind of media education.

LAYBOURNE: This was 1970, there was no such thing at the time, he was a true pioneer. What he was doing was fascinating to me, so I basically followed him into this arena and got involved in – I went to graduate school in education and got involved in media education myself.

NELSON: So then you got out of graduate school where you were at...?

LAYBOURNE: The University of Pennsylvania.

NELSON: Okay, right, and then you came out and what was your first job as a media educator?

LAYBOURNE: I went to work at Concord Academy, which was a private school in Massachusetts, teaching some of the most privileged kids in the world, and I taught them education courses and media education. My kids went into the inner city Boston schools and made videotapes with wonderful kids in these inner cities. What it did for me was give me a primary orientation to kids and the way kids see things. I mean if you're making media with kids, you see it from a completely different point of view, and one thing led to another. I just was fascinated with what TV was dishing out to kids and what I was seeing with kids. They seemed infinitely more tolerant of interesting, different styles and different genres of programming than what was being offered to them.

NELSON: Yeah, I was going to ask you, when you see these kids feeding stuff back – because at that time, not many people who weren't in the business had their hands on TV cameras, this is pretty much before the camcorder generation.

LAYBOURNE: We had porta-packs that weighed 40 pounds.

NELSON: I remember those.

LAYBOURNE: They were really heavy duty. They were hard to operate, but it was great, and I had these high school kids who were little anthropologists going into schools and working with kids and figuring out the way they see things.

NELSON: What kind of surprised you about the way they would see it that maybe would be different from what we'd all grown up with, with the TV going out to us.

LAYBOURNE: Well, it was interesting to me, even kids in the first grade, second grade, third grade, had figured out the formulas of TV, so when you went into their classroom to make something with them, they knew instantly what a news broadcast was, they knew how to do the weather, they knew what a soap opera was, and they'd do their little mini forms. It was astounding to me – this was in 1972 – that you would have kids be that sophisticated about what television was.

NELSON: I guess because they're so exposed to it that it just gets built in. You put a kid on TV and interview them, they just sound like they're some grownup being interviewed somewhere, right away they fall into it. So how long did you do that – a media educator at Concord Academy?

LAYBOURNE: I was only at Concord for a year, and then we came back to New York and I started a non-profit organization called the Media Center for Children, so I was always dealing in this realm and wrote a couple of books and kept exploring this. But one of the interesting things to me, as I talk to young people, is that often in your 20s, you have such a fresh perspective on things that you're looking for new answers and you're looking for new things. It was really a very rich time for me because I wasn't the sole breadwinner, I had two small kids at home, I was able to really explore and formulate some of my theories. By the time I went to Nickelodeon as an independent producer, I had a pretty good idea of what I thought would be radically good for kids and radically good for business.

NELSON: What was one of those series that came out of your working with these kids?

LAYBOURNE: Basically, what I learned from working with these kids is that they will lead the way. All you have to do is listen and provide a rich environment where they can be creative, and if you ask kids and involve them in the process, you get a much better product in the end. So one of the things that was really unique about Nickelodeon was we brought kids into the process, and that was number one. The other thing was that I believed that kids could tolerate very different art styles and very rich material and that they didn't just... they weren't anything that you could codify the way broadcasters had codified them. Prior to what we were doing, aside from some public television efforts and some of the early efforts in television, what had devolved in children's television was: okay, you have to program only to boys, girls will watch anything; you have to program pre-sold characters, so only deal with movies or toys or something that's already been sold because it's too hard to get these kids' attention, so don't create original characters; and kids only want animation. So there were a series of these

[broadcasting myths}, and those are the three primary ones, and we said, "No, this isn't right. Kids only like what you're giving them because that's all you're giving them. If we broadened the palette they would come with us." And so that's how we got going, and the first show that we did, "You Can't Do That On Television", that was really successful because it was based on the psychology of where kids are. I often say it's the most psychologically important show ever done for kids, which horrifies most people because "You Can't Do That On Television" slimed kids, and had kids in dungeons. What was so great about it was it convinced kids that we knew that they're all in the same boat, that they basically all deal with unfair authority figures at some time in their life. We weren't taking a swipe at parents, we were taking a swipe at bad parental behavior or bad teacherly behavior. Because the parents on "You Can't Do That On Television", and the teachers and the principals, were so much worse than anybody's parents could ever be, the kid at home ended up feeling better saying, "Oh, it's not so bad for me. I'm doing fine."

NELSON: Let me just keep the chronology up...

LAYBOURNE: Sorry – I get so... I want to get to Nickelodeon.

NELSON: No, no, we're getting to it, we're getting to it for sure. How could we not? But we had you at your Center that you founded in 197...?

LAYBOURNE: 1974.

NELSON: Okay, and you did that for how long?

LAYBOURNE: Probably... I was involved with that until '79. I did other things; I also worked for a non-profit organization called the EPIE Institute that evaluated software and hardware for schools, and it actually pioneered learner verification and revision. A lot of textbook manufacturers and filmstrip producers never really verified their materials with students, and so this was a kind of consumer union for teachers, and that was also part of my formative years in terms of really building feedback in.

NELSON: Yeah, because you were seeing how the kids were really responding to that.

LAYBOURNE: Right, so I did that for a few years, but always I was still doing primary research with kids.

NELSON: Okay, so '79, where did you go from there?

LAYBOURNE: In '78 I formed a small production company with Eli Noyes and my husband Kit Laybourne, and it was called Early Bird Specials. We got money from Thomas Watson to start this company, and the purpose of the company was to bring the work of independent filmmakers to television. So, our first project was with Nickelodeon and we did two pilots for Nickelodeon in 1979, and they were very esoteric and very way out there. I still don't think the world is ready for them.

NELSON: Was Nickelodeon?

LAYBOURNE: No.

NELSON: No, they weren't expecting that?

LAYBOURNE: Well, Nickelodeon had a very brave beginning. It began in Columbus, Ohio, and it was the brainchild of Vivian Horner and Sandy Cavanaugh, who were brought out there by Gus Hauser, and it was just... they had 50 cents and incredible enthusiasm, and they tried a lot of brave things. They tried Video Comics, they tried a puppet show called "Pinwheel," they had a show called "America Goes Bananas" and it was a very ambitious, original production slate. Video Dream Theater was a send in dream program that we did for Nickelodeon that was our pilot. One was with Julie Taymor, who has gone on to great fame with Lion King, where we used her masks in one of the dreams of our kids, and another one was using color Xerox animation. These were very avant garde. It was a cool idea though, kids sending in their dreams and we would then animate them into their own dreams, and it was very brave.

NELSON: Did they actually air it?

LAYBOURNE: No, they didn't.

NELSON: They weren't quite that brave yet.

LAYBOURNE: They weren't quite that brave, but in the course of the production they ended up hiring me and I think I was the fifth person hired, and I was Program Manager.

NELSON: And how long had they been on the air at that point, Nickelodeon?

LAYBOURNE: It had been on the air for a year and three months. I started there in September of 1980, and it was born in the middle of '79.

NELSON: And had they really found their direction yet, other than they were trying to do something for kids?

LAYBOURNE: Oh, no. They had five shows that they ran in a loop and they had no budget out of Columbus, and so my first job there was to find acquisitions so that we could enrich our program schedule and get more shows on the air. I remember so distinctly how I used to spend my weekends: I would ship tapes home, and I would get my two little kids in the pull out sofa and we would sit there and just screen tapes all weekend long.

NELSON: Your test audience.

LAYBOURNE: By Sunday afternoon, they'd be sobbing, "Please Mommy, no more TV." They joke that they've seen more Czechoslovakian animation than any humans on the face of the earth.

NELSON: In fact, I was going to ask you, where was this material coming from, because acquiring kids stuff at that time, what was out there?

LAYBOURNE: Well, a lot of it came from Canada, some of it came from public television, and some of it came from Europe, and we just looked at everything and we did it in a very concentrated period of time, and aggressively went out and acquired things. Simultaneously, however, Sandy was kind of pushed to the side – Sandy Cavanaugh – who was this brave, adventuresome person, and a new person came in to run Nickelodeon, and he had come from the advertising side of things, and he was a very buttoned up executive who wanted to ensure that we were doing the right thing for the company, which was we had to be good for kids, and we had to not be over-budget, and we had to be run in a smooth way. So he ran Nickelodeon for the next three years, and then...

NELSON: And he was?

LAYBOURNE: Cy Schneider.

NELSON: One of the things you mention is that he had an ad background. Was he looking to also sell advertising to this programming?

LAYBOURNE: It's interesting, Cy came out of advertising. He was known for putting Barbie advertising on the air and in many ways he was much more nervous about doing what was good for kids than I was, the ex-school marm, and he wanted to make sure that everything was very educational and very proper, because for Warner – at the time, Warner Amex – the main goal of Nickelodeon was to help get systems across the country signed up.

NELSON: Franchising.

LAYBOURNE: Franchising. So, above all, we had to look like we were holier than thou, and so that's what happened over the next few years, and for me, I was keeping notes on all of this and watching what was happening with MTV. I was watching this young guy, Bob Pittman, and thinking, "Wow, if we could use some of his thinking to figure out how we could be the home base for kids," and by the way, we were not popular doing this good stuff for kids.

NELSON: What was it Bob Pittman was doing at MTV that really caught your attention that you were trying to emulate, essentially transfer over?

LAYBOURNE: Bob created MTV, and there's a lot of lore about who did it – he did it. I watched him do it, and he had a bunch of theories. One was that you could create an environment that really spoke psychographically to people and you could really get under their skin and you could really convince them that you were on their side and you understood them and that you were predicting what they wanted. If you focused on a psychographic of people you could really be successful. I watched as he created a very innovative identification system for MTV, if you remember the big M – I mean this was unheard of in television. You never saw graphics like that, and it was graphics that were meant to be graffiti-ed. The desire behind MTV was to get every teenager in America – and young adult – to be scribbling MTV on their notebooks and in the margins, and to be coloring it in with their own graffiti and to be making the mark their own.

NELSON: Yeah, because one of the things about that logo that's really unique is that, unlike most corporate logos where their style could only be used one way, that logo was used in every which way but Sunday. It was really a break with the traditional ways they were used.

LAYBOURNE: What Bob did was say, "Okay, there are some rules here. It has to be this shape M, and this kind of TV and what you have to do to this thing is not normal. You can't do anything predictable to this thing," so consequently creative people loved working on MTV because they would be told, "Here are the rules. Don't do anything predictable, and use this. That's it. Here's your container and have a nice day." That is the best kind of problem for a creative person. So I paid attention to that. I paid attention to the way that they created stunts and contests. If you remember the early days of MTV, you couldn't believe it, you were breathless. How could they think of that? There was none of that excitement at Nickelodeon; it was this plodding, goody two-shoes kind of a thing. But I'm a student; I kept notes about what I thought we should do if we ever got the chance. Cy left at one point in early '84 and Bob looked at me and said, I still remember this because of his southern accent, "You know, I'm just betting," (I can't do accents well) "I'm just betting that you could take the school marm out of Nickelodeon, and that's why I want a school marm to do it." That was really key because for Cy, I think in a lot of ways he was too nervous about what his background was. I had nothing but goodwill for kids in my bones; I love kids more than anything. I would never do anything to hurt a kid, and so it enabled me to have a much freer platform in terms of "Okay, what can we do for kids?" So I don't think it was so easy for Cy because he really wanted to do the right thing.

NELSON: So maybe overcompensating a little bit.

LAYBOURNE: Yeah. We could be proud of Nickelodeon in the early days because it was educational and really good for kids. My own son, Sam, when he was five, went off to summer camp and had a Nickelodeon hat on – I had just gone to work there – and the kids laughed at him and called Nickelodeon a baby channel. He came home...

NELSON: (Laughing) He was five!

LAYBOURNE: Five! He came home, he threw the hat in the closet and when anybody asked him what I did he'd lie and say I was a housewife. It was a funny situation for me and it became clear to me that what was important was that kids actually come to Nickelodeon, that they feel that we were on their side, they felt like we had a sense of humor, and that we understood them. My personal goal was how do we make Nickelodeon cool enough so my son will have the courage to confess where his mother works.

NELSON: Take the hat out of the closet. So what was, say, one of the first things you did to start moving in that direction, take the stuffiness out of it and create this identification for kids?

LAYBOURNE: Well, the first thing that was really great that we did was, I actually took everybody who was currently at Nickelodeon at the time, 20 people, I just took them off-site for a day and said, "Okay, we've been here for three and a half years, we've seen what we've done, we know what's right, we know what's wrong, let's just get it up on the board. Let's analyze this, let's figure out what do we want it to be." And in the course of that period of time, which was a very intense summer, we actually ended up shaping what Nickelodeon was going to become. It was a very, very profound summer, and some of the people who were there didn't want to get onboard, and couldn't get onboard, and couldn't be flexible with us, and they ended up leaving. So we were down to 15, and God, now I think there are probably two or three thousand people working at Nickelodeon, but this core group of people just thought this thing through. We were working with some pretty terrific people. Fred Seibert and Alan Goodman, who had worked on all the development of MTV environment and advertising, and a wonderful man named Tom Corey, who passed away this year, just a fabulously talented designer. The first thing we did was we actually went out and listened to focus groups of kids talking about advertising that had nothing to do with Nickelodeon. We just took other people's ads and went and listened to the way kids felt about the way advertisers were advertising to them, and guess what? They felt condescended to, there were formulas that they didn't buy into, they weren't funny, and they turned them off. So we took the lessons from what other people weren't doing right and wrote our list of dos and don'ts. We also showed our own promotion to kids and got their feedback, and we were one of the biggest perpetrators, because we would announce in a loud voice: "Watch Nickelodeon: It's Really Fun", and then they would watch something like "Against the Odds", which were – as my son called it – a series of little tragedies which were inspirational biographies of famous people and they would say, "That's not fun. What are they talking about?" So the first rule we had was never say you're fun on the air, just be it. You have to be it. Everything we do... it's more important that we are funny in our on air promotion than we sell anything. So we started creating crazy off the wall stuff that would maybe do one thing, like tell you what time a show was on, but that was funny in and of itself. We learned about how kids wanted to be talked to and that helped us by looking at other people's ads. So we did that. Then we did some essential focus groups with kids that asked them what they liked about being kids and I remember this as if it was tomorrow – 1984 – Danbury, Connecticut, and these kids in one group after another came in and told us they were terrified of growing up, they were hurried and pressured, they were terrified of teen pregnancy, teen suicide, drunk driving, they went down the litany. It was clear to us in the mid-80s these kids were being so pressured to grow up fast that they were missing a childhood If Nickelodeon could become a place where they could just be themselves and be liked for who they were, and have it be playful and silly and not so earnest, that we would be doing a great service for kids. And the third thing was, in working with Tom Corey on figuring out what Nickelodeon would look like as a mark and how we would distinguish it, we went through the same process that MTV had gone through. We were looking to copy a lot of their lessons, and so how could we have something that would get kids to participate with the logo in a different way than the MTV graffiti approach, but still get kids to really own it. Up until that point we'd had a silver ball as our logo and this kind of very slick balloon type, rainbow colors, that were so slick they just oozed off the screen – beautiful, beautiful...

NELSON: But not really engaging to a kid.

LAYBOURNE: But not really engaging to a kid. So we worked with Tom Corey and we did involve kids to a tiny degree in this process, but what we landed on was this crazy notion of the way a kid's brain worked is constantly transformational, and the great thing about animation is it can be constantly transformational. We hit on this notion of different shapes and that we would own a color, we would own a logo type, but that the container for Nickelodeon would always change. It's kind of the opposite of MTV where it had a fixed container and everything inside it changed. I remember designers, when we first picked this, just being horrified. "How could you pick the color orange? That is the ugliest color in the world." But now, of course, if you go back in history and understand that every time a kid sees orange they know it's Nickelodeon. It was the most effective kind of branding that you could possibly ever do. I also remember Cy calling me one day after we had been at this for about a year and saying to me, "Well, just goes to prove one thing, if you stick with it, no matter how ugly it is, it works." He was quite right. It wasn't as beautiful as the silver ball and the beautiful rainbow colors, but it was a lot more meaningful to kids.

NELSON: We're talking about the color orange and how that came to be the Nickelodeon color. How about in terms of kids getting involved with that process? You mentioned you had a little bit of... I guess you said a tiny amount of kids' feedback in this process.

LAYBOURNE: We involved a group of neighborhood kids in the brainstorming of what do kids care about, what could we do in this arena. So they were involved in the early stages, but we never actually tested the orange shape on anybody.

NELSON: In a formal kind of way.

LAYBOURNE: In any kind of formal way. I've learned over the years that if you ask even one kid good questions you learn a lot more than very statistically valid research, but you have to be prepared to get the truth.

NELSON: This orange... when you presented that to the designers working with you – you had the one designer, obviously, he was involved in that – but how were other people responding to that around the network, the outside world?

LAYBOURNE: Almost every designer who ever got the chance to work with Nickelodeon in the early days wanted to change the color. They had all kinds of color palette ideas that were better and we would listen and be nice and then say, "Thank you very much, we understand. It's orange." But the same thing happened for Nickelodeon that happened with MTV, and that is that we went out to the independent film community and we said, "Here are our rules. Pitch us some ideas." And it gave them enough of a container and enough freedom for all of these independent filmmakers to do their best work. So for years, if you were being given a reel from an independent producer that did on-air graphics or on-air IDs, they would always have Nickelodeon and MTV stuff at the front of their reel, which meant that was what they were proudest of, and it was really, I think, if you ask any of these people, it was just a real joy to be asked to use your creative brain to the max. Not one of them disappointed us.

NELSON: How about when, say, you go out looking for programming, what were some of the things that came back to you that you recall, whether they went on the air or not?

LAYBOURNE: I took notes, remember, on the three years that I didn't get to run Nickelodeon, but I was at the table and I was listening hard, and one of the things that bothered me was that we had farmed out all of our good, creative problems to outside producers and that the Nickelodeon home team was very much just kind of administrators and just trying to be network executives, yet we hadn't really had any real experience in making stuff, so we couldn't really be very good executives. So one of the first things I did when I got a chance to run it was to actually take all the creative problems and bring them in-house, and I brought Geoffrey Darby down from Canada. He was the creator and producer of "You Can't Do That On Television", and I basically absconded with Geoffrey and said, "You have to come down here and help us get into original production." Debby Beece, who had been with Nickelodeon from the very beginning, clearly one of the best creative people ever that I've worked with *********** (check tape) had some juicy problems to work on, and we did really goofy things, like we took a receptionist, two on-air promotion producers, and Geoffrey and incarcerated them in a room and wouldn't let them out until they came up with a game show that anybody would want to play. That game show was "Double Dare." And so, just the process of bringing that in-house and making everybody understand how hard it is to create anything and how hard it is to get it right, that they would be better executives in the long run. For a period of about three years, we really stuck to that and we tried to figure out what the voice of Nickelodeon was going to be and we used every tool available, from on-air promotion, to graphics, to actual show production.

NELSON: So where does this take us now, time-wise? Where are we roughly?

LAYBOURNE: Well, in 1986 was "Double Dare." We had a few other things happen along the way like Nick at Nite.

NELSON: Not a minor thing, I might add.

LAYBOURNE: Not a minor thing, but kind of an interesting thing, because these were the fun days of cable where we knew that Arts & Entertainment was going to stop from renting the back end of Nickelodeon. If you remember, in the early days, Nickelodeon went off the air at, I think, 7 o'clock, and then it went to Arts & Entertainment – the most unlikely pairing of two audiences ever in the history of television. I don't think one Nickelodeon viewer spilled over to Arts & Entertainment and vice-versa, but we knew we were going to get the back end back, and the concern was how do we do something that won't turn off our kid audience, yet something that will bring in an adult audience, because we knew that we needed a different economic base for the night. We knew there aren't very many kids up in the middle of the night, and we didn't have very much time or very much money to actually put this on, so we were conscribed by, we had two months, one million dollars, and we couldn't turn off our audience. I remember sitting there for about three Friday afternoons, with a nice group of about 20 trying to sort this through. What can we do, what can we do? We had just put Lassie on the air, which was our first real retro television and I was getting all these letters from parents thanking us.

NELSON: In the Nick at Nite timeframe?

LAYBOURNE: No, on Nickelodeon.

NELSON: In the Nickelodeon timeframe.

LAYBOURNE: And I was getting all these lovely letters saying, "It's so great that you're introducing my kid to something that I had as a kid." And suddenly it was like "whack!" That's what we do; it's right there. I remember Debby Beece fighting for the name Nick at Nite that we needed to have something that would differentiate it. We couldn't just be Nickelodeon in the night, we had to really be something new, and that was the right thing to do. But it ended up we didn't get it on the air in two months time. We ran a Nickelodeon 24 hours for a month while we took the time to get it a little bit right, but it was hilarious. I mean, we were screening stuff, and distributors from Kansas City were coming in with suitcases filled with things and having dirt in the cans and leaving their suitcases in the Port Authority and losing the... it was just, it doesn't get any lower than that.

NELSON: Really retro stuff hadn't really happened on TV. TV was too early to be retro yet.

LAYBOURNE: Well, what was retro, people were doing re-runs, but everybody looked down on them, so our battle cry was we are going to have the best prints – I mean, these are very modest things that we said – we are going to have the best prints, we are going to treat this like this material is golden. This is our television past and we are introducing it to our kids. Then you would see feedback from parents who would say, "You can't believe this, but my kid came running in today and said, Mommy, Mommy, come see this new show with me, Mr. Ed." It was such a joyous solution.

NELSON: (Laughing) My kid went through that with Mr. Ed, that's why I'm laughing.

LAYBOURNE: What was great about it though, that was an unintended consequence is that because this was so cool, so early on, and that we got the tone right for the on-air promotion Kids actually felt like Nickelodeon was cooler than it had been. We had suffered from not having six to twelve year olds feel like we were acceptable viewing and we were sort of in this baby sphere. What Nick at Nite did was just open up a much broader audience for us. So that happened in 1985.

NELSON: And did that bring some of those six to twelve year olds back into the daytime Nickelodeon?

LAYBOURNE: Right. It made it acceptable to watch Nickelodeon because we had this cool old stuff.

NELSON: And then they could be eight years old and just be eight years old instead of pretending they were thirteen and it was beneath them.

LAYBOURNE: Exactly, exactly.

NELSON: And how about you in this time period? What was your role there?

LAYBOURNE: I was given one promotion after another. I think I had 13 promotions in 11 years, or something like that. Or maybe it was 13 secretaries in 11 years.

NELSON: Does that mean you were hard to work for?

LAYBOURNE: Well, I was either hard to work for or I promoted people. Anne Sweeney was my first secretary, and she's a horrible secretary, horrible. She didn't really know how fast she typed and she told me she typed 80 words a minute. She typed eight words a minute. So, we got her out of that job as quickly as possible.

NELSON: And then she went on to a few other things.

LAYBOURNE: There were a lot of those – about half of them were those – and then half of them were just not right. But Ed's been with me now for six years, so I've been redeemed.

NELSON: But I imagine it would be hard just keeping up because this thing is just going like crazy and you don't really know always where it's going.

LAYBOURNE: Right. So I got one promotion after another, but I mostly got the greatest opportunity of a lifetime, to work with a team of people to create something that really made a difference in kids' lives and was phenomenally successful as a business.

NELSON: When did you really have that sense it was making that kind of difference as opposed to going from just "okay, it's a TV network, we solved the problem of what to put on at night" versus now you're starting to feel that maybe we've gone even beyond our expectations in terms of the impact we're having?

LAYBOURNE: Well, I made a speech in 1987 to Sumner Redstone when he had just bought the company that was the famous "Nickelodeon's an annuity that hasn't begun to payoff" speech, where I positioned Nickelodeon as the Disney of the '90s, and honestly people laughed at me. My whole career I thought big and I imagined that we had gotten the infrastructure right when we did a piece of quantitative research that told me that 93% of all kids believed that Nickelodeon understood them. That was the only metric that ever mattered. If you can create a brand that is under a kid's skin that firmly then we were on our way, and the only question for me was will the company get behind it enough, because don't forget we were MTV Networks, and that says a lot. MTV was the first star of the company and I think now Nickelodeon is worth considerably more than MTV, but that's a tough thing in a corporation of siblings, and so the only real question to me was how would this company get behind it, and Frank Biondi was behind it, Sumner Redstone was behind it, and the rest is history. I don't know what its valuation is today, somewhere between 12 and 15 billion dollars, but it is an institution.

NELSON: Does that astound you sometimes, going back to the humble beginnings and now there's this monstrous institution? It is a forever kind of a thing, you know.

LAYBOURNE: In some ways, I think we were just so determined. I remember saying to myself, when we took advertising for the first time in 1984 and Peggy Charron claimed that the sky was falling and Nickelodeon would be terrible and everything else, it was... Cy had made the decision that we were going to take advertising and then it was my job to implement it, and I felt completely comfortable about it. I didn't have any qualms about it because I felt like if we could create a financial institution that had strong growth that there was no way anybody could take it away from kids, and that was my goal. It was single-minded. How do I create this in a way that will be a strong business? Because I knew that we could take care of the creative, but it was really testing myself – I don't have a business degree, I came up from the creative side, and so...

NELSON: But you had that business history.

LAYBOURNE: I had that wonderful father who had high expectations for me as a business person, and so I had more confidence than I deserved.

NELSON: So how about some of that first advertising, who were some of the advertisers that broke the ice and said we want to be there?

LAYBOURNE: Quaker Oats was the first one and the first year that we had advertising our entire budget was 3 million dollars. So, it was another lesson for me because I wasn't in charge of advertising sales at that point. I was in charge of programming, and what happened was we were a division of MTV Networks and the MTV ad sales people handled Nickelodeon's advertising and it was basically "oh, just throw it in." There was no special focus on it. It wasn't until later when Harvey Ganot and then later when John Popkowski joined the MTV Networks that Nickelodeon ad sales really took off, and it was one of the most exciting partnerships of my existence because these guys were smart and driven and Harvey believed in Nickelodeon like nobody's business, and these guys sold in really smart ways. At one point I remember listening to the MTV folks describe the fact that they had 18% of the teen market and 36% of the teen dollars. Well, we had 18% of the kid market and 2% of the dollars, and it was like there's something wrong with this picture, and eventually, by the time I left, we had 56% of the kid market in viewership and we had probably about 40% of the revenue, and it went on to be even more successful, but it was through very smart strategies and again, learning from MTV.

NELSON: Were there ever any issues with the advertising where something somebody felt was not suitable for the audience?

LAYBOURNE: Well, in the first year that we took advertising, the first test case was a product that had a gun that would be aimed at a kid's heart and you'd have a target on the heart and it was an electronic gun, it was a laser, and you would mark your victim. The advertising was very clever, done by Chiat Day, and I refused to put it on the air, and it was a million dollar order, and this was the year that we had 3 million dollars worth of advertising. Well, for me the issue was if we take a million dollars worth of advertising we will have nothing but laser guns all over our network. It will be wall-to-wall laser guns and we will just have changed the nature of what Nickelodeon is, and that is not going to help us with the cable operator. So it was a very serious issue, it went all the way to Pittman. Pittman backed me up, and about three weeks later a kid was accidentally shot in Los Angeles using one of these things and the product fell apart and no advertising was ever paid for on any network. So, it's one of those things you hate being right about, but we made some tough calls. We wouldn't take violent commercials; we wouldn't take commercials that were unfair to kids. I think, as MTV did, MTV influenced advertising to their demo; Nickelodeon, in the fun way that we produced our own spots, we had a great deal of influence on advertising to kids and I think in general you see a lot more innovative, fun stuff for kids today.

NELSON: Let me ask you about something very associated with Nickelodeon, "Slime." We have to talk about "Slime." Where did "Slime" come from?

LAYBOURNE: You think that "Slime" is just a silly nothing, but it had deep psychological...

NELSON: No! I think it's an institution at this point.

LAYBOURNE: Well, originally it was designed because we had these kids on "You Can't Do That On Television" who were... these kids were regular kids who came out of the Ottawa, Canada market place and trained to be kid actors with us, but we wanted them to be everyday kids, and when they would get more and more uppity, we'd slime them to put them in their place, and that was the origin of "Slime."

NELSON: And where did the physical stuff come from originally?

LAYBOURNE: It was a secret recipe which I could divulge to you, but then I'd have to kill you.

NELSON: Secret code, right?

LAYBOURNE: Yeah, but kids loved it, just as soon as they would see it. I've been slimed a number of times. I've been slimed in front of my entire staff and it was one of the most enjoyable things that can happen to a person.

NELSON: Well, hopefully that won't happen in the middle of this interview. So, coming back into – sorry for the diversion there, but I had to get that in – just coming back to Nickelodeon in the latter part of your tenure there, let's talk about that period some.

LAYBOURNE: We had the tremendous success with "Double Dare" and then we started narrative production – things like "Hey, Dude" and "Clarissa Explains It All." We really pioneered getting strong, interesting girls at the center on TV, and boys loved "Clarissa." It had a higher percentage of boys watching it than "Fresh Prince of Bel-Air." So we were just ornery and had to disprove all the broadcast myths, but I think the biggest innovation, and ironic, because the original intention of my production company was to bring the work of independent filmmakers to television – in 1989-90, we went out on a limb and invested a hundred million dollars on animation from creators who had these characters living inside them. So "Rugrats" was the true invention of Arlene Klasky and Paul Germaine and Gabor Csupo, and "Ren & Stimpy" were characters alive and crazy in John Khrisfalusi.

NELSON: They sure were!

LAYBOURNE: We didn't know exactly how much trouble it would be that both of them were alive in there and constantly arguing, but it was really going back to trying to find creators like Jim Henson and Walt Disney that really did have these characters living inside them and how could we bring that to television. That was the real big breakout for Nickelodeon because that theory of animation really changed the face of cable television. It's what "Beavis and Butthead" was, for better or worse, we can't really take credit for that, but you know, it came out of that tradition. South Park. So that was what put Nickelodeon on the map to feature movies and license merchandise, but we had a lot of fun with Nickelodeon and figured once you had the strong voice that was so well articulated that any kid in America could tell you what Nickelodeon's point of view would be on anything that it was possible to take it into other media. You could take it into magazines and not just have it be a promotional derivative, but you know, if Nickelodeon did a magazine what would it be like. I've often thought that Nickelodeon Magazine is funnier than the network. It's just got an independent, wonderful attitude as a magazine.

NELSON: Let's talk a little bit about cable operators in this process, how they responded to Nickelodeon as you rolled that out.

LAYBOURNE: Cable operators were very supportive of Nickelodeon from the very beginning, and actually to me, they enabled me to always win every argument about whether or not it was good for kids or not because I would raise the cable operator flag. They are paying a license fee for us to be good for kids, so it was the economic flag I needed, and they supported our license fee increases. They loved Nickelodeon, they got involved in our marketing events. It was a great thing for them because their communities loved it; their parents loved it because when their kids finished watching Nickelodeon they weren't nasty little duelers. There are not "Power Rangers" about us.

NELSON: Good community relations.

LAYBOURNE: Good community relations, but the other thing I would just say about the last few years of me at Nickelodeon, I got a chance to work closely with Herb Scannell, who's now the president of Nickelodeon, and he is a very, very smart programmer and he really helped us to take us from 40% of kids viewing to 56% because of his strategic programming sense. He also was responsible for getting TV Land and Nick at Nite into really great shape. So the thing that's great for me is that when I decided to leave Nickelodeon it was because it was working, because I was leaving it with people whom I trusted their integrity and their heart and their soul, and I was leaving it with people who are going to preserve it and take it to the next level. I could never have left if I didn't feel as good as I do about the people that are there.

NELSON: Was leaving for you just it's time to do something else in life?

LAYBOURNE: It was really that kind of midlife thing. I was 48...

NELSON: You'd been there a long time.

LAYBOURNE: I had been there 16 years. I was very proud of what we'd done. You can tell from my talking about it just how much fun it was, but my kids were grown up at this point. They had gone off. I had always done a lot of brave things for Nickelodeon but never really done too much that was brave for me, and I felt like if I stayed at Nickelodeon that is the only thing I would do in my life, and that I kind of was interested in doing something for women. I got courted by Eisner and Ovitz and Iger to come to this new thing that they were putting together, Disney and ABC, and I got given a broader berth with all of the ABC owned interests – their interests in A&E and Lifetime and History – and I got a chance to figure out how to turn the Disney Channel into something that kids would watch. It had always been successful as a pay service, but not really as a ratings service. But what was really compelling to me was the notion of starting new things, starting a new educational channel and starting ABC news channel. Almost the day I decided to leave, you saw the phenomenon in the cable market place where Rupert Murdoch offered 14 dollars to launch Fox News and that just changed the landscape for these big entertainment companies because they had to comply with what others were doing unless they were ESPN, in which case they weren't going to be the popular ones with the cable operator. So anything original inside this big entertainment conglomerate became very hard to do. I was able to incrementally help the Disney Channel. I brought Anne Sweeney in and a fabulous team there. I incrementally helped ABC Saturday morning, but it wasn't really what I left Nickelodeon to do. I left Nickelodeon to build something else.

NELSON: And here you are nibbling around the edges in a sense.

LAYBOURNE: Right, but I also got to... I mean, it was a fabulous 2 ½ years, and I got a chance to work with people like Bran Ferren and Danny Hillis, who are geniuses in the Imagineering realm.

NELSON: Talk about that a little bit because some people may not know that much about.

LAYBOURNE: Imagineering is an institution that Walt Disney created to bring scientists into the creative process, or technologists, and just a great tradition and a very wonderful invention – responsible for lots of the theme park stuff and special effects. What was interesting to me with these guys was learning about the internet and learning about what you could do to even get closer to your audience than we'd ever been able to with television. We had a project called Telefusion that we were running out of the Imagineering group and my group, and that was the fusion of television and online. I remember describing this to some senior ABC advertising executives and distribution folks at ABC television network and they looked in horror at what we were suggesting and basically said, "Is there any way we can stop this?"

NELSON: Is this because they're taking the eyeballs away from TV?

LAYBOURNE: That's right. And you know, that was what was interesting to me, so with the support of fabulous cable pioneers like Leo Hindery and Amos Hostetter, I went out on this brave mission to create a powerful new brand for women, Oxygen, and it was based on a couple of theories. One is that women are different today than when television was invented in the '50s, which I think just about everybody would agree with me.

NELSON: That's an easy one.

LAYBOURNE: That women do have incredible economic clout that hasn't really been recognized by the way that advertising gets aimed to television, and that if you combined the best qualities of the internet with the best qualities of television you could really create a brand that would be able to span this very interesting half of the population. So we immediately created an alliance with AOL, we bought several websites from AOL; we have a very deep advertising and distribution arrangement with AOL. We had a deep relationship with Leo Hindery and TCI. Leo, actually, wrote our business plan in terms of the cable side, and we have been phenomenally successful in getting cable operators to support a license fee service. We have commitments in 28.7 million homes right now. We're six months old on the air; we're doing 55 hours of original production a week. We've already created an eleven short animated series and we have a sports franchise and a teen franchise. It's phenomenal to me the amount of things that we've done.

NELSON: You have been somebody who hasn't been afraid to take on a challenge, but when you sort of look at what you've done in a short period of time do you suddenly go "Whoa!" Does it sort of sometimes surprise you?

LAYBOURNE: It does surprise me, and my favorite question that's been asked to me in the last two years was in the pre-launch, pre-February 2nd, when there was so much media attention on us, some reporter looked at me and said, "Don't you feel bad that you have a good reputation?" I was like, "Yeah, I feel terrible about that. It's just awful." But I think what they really meant was isn't this hard to create something with this much a magnifying glass on you. And yes, it is. It was a lot easier to create Nickelodeon, where nobody was paying any attention, where we could try things. Who remembers "Turkey TV"? No one, except me, and not fondly, but we had our mistakes, we had our flubs, but they were inconsequential.

NELSON: Do you think that in some ways you sort of brought this media spotlight on yourself, or is it just because of where you come from that people say, "Ooh, this is interesting, Marcy Carsey, Oprah..." You take that combination, how could they not look at you?

LAYBOURNE: Well, we did three interviews prior to our launch. We cooperated with three publications. We had 100 requests every week. So we were an interesting story. This is three powerful women who have all made it in some ways as entrepreneurs, even though I was inside a company and not a billionaire like the other two, but still here are three interesting people coming together to try to do something good for women outside of the entertainment world, outside of these big entertainment companies. That's a gutsy thing to do. Yes it was gutsy. Do I wish we'd had two more years before we had to be in public view? You bet, but that's not going to happen. You know, we have to run a business, we have to get consumer's viewpoints in, we have to keep down a track, and I think it's really phenomenal what this group of people has done in a short amount of time.

NELSON: Do you feel in some way that because there was all that media attention that always creates enormous expectations, and with all those expectations are you being hung on that petard in a sense?

LAYBOURNE: Yes, but you know, we couldn't have raised the money that we raised if we hadn't had a high profile. We couldn't be doing this if we didn't have a high profile, so life is not everything you want. You don't get to have it just your way; you get it the way it comes.

NELSON: And how about in terms of the web side? You launch one network and 19 websites.

LAYBOURNE: Well, we've just grown our web business, in the last six months we doubled. We now have 5.256 million unique users, and we've got some really vibrant communities going. Thrive is an incredibly good health site, Mom's Online is the most wonderful human beings ever, Break-up Girl is funny on the relationship side. Oprah.com is one of our highest growth sites and since Oprah has gotten involved in the web and has gone online herself, she's much more interested in her own site and we've been able to do a lot more with it. So we're growing that just as fast as we can and trying as hard as we can to integrate TV and the web, coming up with ways of cross collateralizing what we're doing and moving people from one medium to the other. We'll take hot tips that moms contribute at Mom's Online and animate these spots, and then ask for more contributions. We're figuring it out.

NELSON: I guess there's some medium in there that you're figuring out that isn't TV, it isn't internet, it's TV and internet all at once as one thing.

LAYBOURNE: It's how do you play these two against each other. How do you use one to get material generated for another? How do you use one to figure out where people really are? How do you get one as a good, honest feedback mechanism? The early experimentation we've done with webisodes and animation that lives on the web that is interactive is pretty exciting, and that's fun stuff to do, but really we're concentrating on the meat and potatoes of how do you connect with women and how do you start getting those kinds of scores that we want to get where they say we understand them. My own personal feeling is that when we get the right humor voice then we will get there, because humor is the universal connector, and a woman's sense of humor is different from a man's sense of humor. They have many things that are similar, but our sense of humor is peculiar.

NELSON: Well, different perhaps, ours is peculiar. How about... I'll ask you, I know you've been asked this question before, but just as a kind of wrap up – the one time school teacher, okay, give yourself a grade as to where you are with Oxygen, obviously. You got an A for Nickelodeon, I mean, there's no question about that, A+.

LAYBOURNE: First of all, I'm not a one time school teacher, I'm still a teacher, I'm still a learner, so the process is what I live for. I would give us about a B- on creative. I would give us an A in terms of distribution and fundraising. I would give us a C in living a balanced life.

NELSON: Well, that's probably just the price you have to pay to do that. So what do you need to do to bring, say, the B- up, or some of the other scores to get to the point where you want to be?

LAYBOURNE: We're doing just what we need to do, which is... I feel good once you have the clay in your hand. You can't shape something when it's just promises. You have to actually have the clay and you have to work on a daily basis and see stuff and find stuff that's working and capitalize on that and move in that direction.

NELSON: And some doesn't.

LAYBOURNE: And some doesn't, but by and large we have just an extraordinary group of talented people here. If you look at Lydia Stephens, who's a former Olympic speed skater, who was 13 years at ABC, head of sports. She has opened every sports door for us, and women's sports is on the rise, so I give us an A in sports. I give us an A in teens; Linda Corradina got her chops at MTV and VH1. She's created a show that is smart, hip, cool, caring, and all the dimensions that you would want your teenage daughter to be known for in "Out of the Gate". I would give us an A in animation. So it's just uneven, and that's what happens.

NELSON: And you're just going to have to do it in front of everybody because that's where you are.

LAYBOURNE: We just have to do it in front of everybody and I just have to have really tough skin, and I listen to the consumers. At the same time when we... we managed to irritate the TCA, which I do not recommend. That is our single biggest mistake. I give us an F for TCA, an F, an F- for TCA. We had booked Candice Bergen, she had agreed to do TCA, and the person responsible for putting it on her calendar did not put it on her calendar, and she was out of the country. So we just got eaten alive at TCA. It had nothing to do with what we brought to TCA, it had everything to do with what we didn't bring to TCA.

NELSON: And you think there's just too much focus on that scheduling problem? What does that really mean in the long run?

LAYBOURNE: In any case, you know what? We're not necessarily doing the television that television critics want to write about. They want scripted, they want to follow the sitcoms and the dramas and the high talent. We're creating new talent; that's what cable television does. It doesn't tread on old talent the way broadcast does. So I don't expect them to be on our side. What always guides me is the consumer, and we, of course, we're out there immediately in Atlanta, in the Atlanta market where we're well-penetrated and talking to consumers, and here's what they thought, "Hey, this is cool, this is fresh, this is innovative, this is a new voice for women." Our unaided awareness scores this spring were unprecedented. 47% unaided awareness, that's a cold call "can you name a woman's brand?" "Oxygen" – 47%, unbelievable! So we maybe haven't touted our horn the way we should, but frankly I don't want to tout our horn, I just want to do our horn, and what they told us in Atlanta was, "We like this, it's not perfect, but we understand about new networks and we understand they have to get their sea legs," and so they're much more forgiving than a television critic.

NELSON: Do you think the audience is just because they can see that it's a work in progress, but they see the direction and they say, "Hey, this is great, we'll follow this thing."

LAYBOURNE: Right, they want to see it. Our message boards are littered with that.

NELSON: So, just to wrap up, what's ahead for you in the near term in terms of moving this forward?

LAYBOURNE: Distribution, distribution, distribution.

NELSON: So it comes back to the operator and the other forms of distribution, obviously.

LAYBOURNE: Right. And I am a product of cable. I grew up with these guys. We all built an industry together and I know that in the long run they'll do the right thing.