Mike Nelson remembers the goat movie. It came toward the end of a long day spent screening film prints in an attempt to curate material for RiffTrax, a venture he started in 2006 to provide mocking commentary tracks for movies too insufferable to sit through on their own.

There is not a high rate of return on the piles of reels found in garages or on eBay. Most are worse than bad—they’re boring and inert, offering nothing to satirize. This appeared to be the case for Zlateh the Goat, a strange 1970s short about a small boy who braves a snowstorm with the family goat in an attempt to sell it in the town market.

“It was grim,” Nelson tells mental_floss. “The family is starving. They send the kid out in the snow with the goat.”

There is endless footage of the boy collapsing in the snow, goat in tow. (“Cormac McCarthy added a few more laughs to this story and called it The Road,” the cast later observed.) Nelson was prepared to get out the scissors—a tool used to symbolically detach the RiffTrax crew from excruciating films by snipping them in half—when he looked up and saw the boy, delirious with hunger, drinking milk from the goat’s teat.

This, Nelson says, is what’s known at RiffTrax headquarters as “magic time,” a moment when a movie or short film proves its value as something riff-worthy without any sense of self-awareness. Some of the writers began to stand up and cheer.

“He was squeezing those teats,” Nelson recalls. “It was a great reward.”

The end of Mystery Science Theater 3000 in 1999 created a chasm in the business of mocking bad movies. For 10 seasons, the cable series created by comedian Joel Hodgson riffed on long-forgotten genre films like The Incredible Melting Man and Space Mutiny. The screenings were ostensibly because Hodgson (playing a janitor named Joel Robinson) had been shot into space by mad scientists and was forced to endure them. To keep himself company, he built two sarcastic robots with a vast database of pop culture references.

Hodgson left midway through its run; Nelson, the show’s head writer, became its host, playing a genial space refugee named Mike Nelson. Fans debated who was better. (It was eventually decided both were about equally adept at talk therapy for crap movies.)

The show was a cult hit, nourishing one of the internet’s earliest and most devoted online fan communities, but never reached the summit of commercial success. When the SyFy channel declined to pick the show up for another season, lifelong Minnesota native Nelson headed to Los Angeles.

“It was like going over a cliff,” he says. “It just ended. I’m not a guy with a lot of foresight or vision. I just knew I liked the very specific kind of comedy writing we were doing.”

Nelson shot a pilot for AMC titled Movie Trailer: he drove around in a camper and visited the sites of classic film locations. “It was just a hosting gig. I think we went to where Bill Murray shot Groundhog Day. It was fun and I was sad when it didn’t go anywhere, but 99 percent of pilots don’t.”

He busied himself writing books (Mike Nelson’s Movie Megacheese) and columns for TV Guide and Home Theater magazine. Around 2003, he decided to investigate the possibility of recording commentaries for mainstream movies and allowing viewers to sync up a compact disc with the film. It was an attempt to bring the MST3K treatment to major Hollywood productions, which are often as deserving of ridicule as any of the B movies Nelson and the 'bots had screened in the past.

At the time, Nelson had been working with a restoration and colorization company called Legend Films, providing alternate tracks for some of their more obscure titles. The relationship led to the formation of RiffTrax in 2006, with MP3s replacing the fading CD format as the delivery system. “We did a lot of testing with the syncing, and I was surprised at how well it worked,” Nelson says.

Choosing a film for RiffTrax’s debut proved uncomplicated. Nelson was fond of Patrick Swayze’s output, particularly his 1989 action-drama Road House. Swayze stars as Dalton, a philosophical bouncer who cleans up a rowdy highway saloon with balletic grace. “God knows why, but I had written a couple of songs about it on MST,” he says. “I have some kind of connection to it. A friend was in the Gulf War and we sort of communicated through Road House. It was the only movie in his command tent.”

The Road House track was welcomed by MST3K fans, although there was something missing: Nelson recorded the track solo and absent of any of the framework that gave his character motivation to endure cinematic Ipecac. “You sound like a madman making jokes to yourself. But if you have a couple of guys, you’re trying to make each other laugh.”

Nelson had already produced several installments of a project titled The Film Crew with Kevin Murphy and Bill Corbett, two writers on MST3K. (Murphy also voiced Tom Servo, the gumball machine-shaped robot.) With that venture tied down in legal complications, he pitched them on coming aboard RiffTrax. Soon, the trio were scoffing at titles like Battlefield: Earth and Batman and Robin while remaining loyal to B titles like Rollergator.

The popularity of titles, Nelson learned, often correlated with the movies people were most likely to have sitting on their DVD shelves. A Lord of the Rings riff would be downloaded often; a track for the barely-seen Charlize Theron vehicle Aeon Flux would go ignored.

While a portion of potential customers avoided riffs because of syncing requirements (“Some people just didn’t want to figure it out,” Nelson says), the model became ideal for movies that would never be made available for ridicule. Since RiffTrax only sells a recording of people talking about a movie (priced at $3.99), there are few legal hassles.

Mostly. When Nelson released a track for the famously awful The Room in 2009, he got a call from director and star Tommy Wiseau. “He thought we were just taking his stuff,” Nelson says. “We actually wanted to get in touch with him and couldn’t, so it wound up being great for us.”

Nelson took the opportunity to ask Wiseau if they could riff on his movie during a live show. “He said, ‘Never, never, never,’” Nelson remembers. “Six years later, he said, ‘Okay.’”

While Nelson, Corbett, and Murphy remain the principal performers for RiffTrax, the process of deconstructing a bad movie requires a larger net of comedians. The company currently employs two additional full-time writers, Conor Lastowka and Sean Thomason, and three part-timers to help with the riffing.

The group is scattered throughout the country, Nelson having returned to Minneapolis and Lastowka in Vermont. Once a movie has been targeted, it’s given a time code—to match the jokes with the correct millisecond of on-camera action—and broken up into 15- or 20-minute chunks that are assigned to individual writers.

“I try to break it down to a couple minutes at a time,” Lastowka says. “People assume we watch it in real time. We don’t. It’s the same moments, and we just sit and think about the weird choices being made.”

Once the writers have pieced together a fractured riff, Nelson, Corbett, and Murphy go through a rehearsal with the assembled sections. A movie may only be watched once or twice in its entirety before recording, though an assigned chunk could be viewed until catatonia sets in. “It’s probably 10 business days of slogging through it,” Nelson says, resulting in an average of one joke every 10 seconds.

Some of the most popular riffs, like the Harry Potter series, can become a challenge of sameness. “You wind up watching Hagrid for 17 hours,” Nelson says. “You’ve said everything there is to say.” Another killer: bloated action movies with minimal dialogue and a grim determination to render viewers numb. “We get requests to do The Dark Knight Rises or Man of Steel and the running time is 2 hours and 40 minutes,” Lastowka says. “No one can muster the enthusiasm.”

That tedium appears to be broken whenever someone discovers something as abhorrent as Zlateh the Goat. Uncovering obscure films made in earnest and introducing them to the world appears, at least to Lastowka, to be more satisfying than sifting through The Matrix sequels. “When we found Santa and the Ice Cream Bunny,” he says, “it was February, and we knew we were going to release it closer to Christmas. And it was just, ‘My God, the world needs to see this now.’ It’s like an ugly baby.”

In August 2009, RiffTrax presented their first live show. The film was the royalty-free Ed Wood disaster Plan 9 From Outer Space. Nelson, Murphy, and Corbett had a live audience in Nashville and beamed the riff into theaters around the country through Fathom Events, a distributor that also arranges theatrical simulcasts of operas.

“That was kind of our pivot point,” Nelson says. “The live shows were a way to reach out and get outside of the internet business. And [all of us] came from live performance.”

After several successful engagements with Fathom, RiffTrax decided to hunt bigger game: a live take on the 2008 film Twilight, adapted from the Stephenie Meyer series of novels about brooding vampires that still stands as the company’s best-selling MP3. Before approaching the film’s studio, Summit Entertainment, with an offer to license the movie, RiffTrax raised capital via Kickstarter. They garnered nearly $265,000 in a little over a month.

Summit was ultimately too wary of letting their lucrative Kristen Stewart-led franchise be mocked, which led to RiffTrax approaching Sony with a sack full of crowdsourced funds for 1997’s bug disaster movie Starship Troopers. “Sony surprised us,” Nelson says. “We sent them a sample of what we do and said, ‘Whatever you’re thinking we’ll do to your movie will not come to pass.’ It’s not dark [criticism]. And they got it.”

The August 2013 showing of Starship Troopers led to other Sony and Kickstarter-funded shows, including Anaconda and Godzilla. While the taped riffs remain their core business, RiffTrax CEO David Martin says the live events (over 20 to date) have been a tremendous success. “We’ll hit a million [tickets sold] by the end of the year,” he says. Through October 2015, RiffTrax has netted over $8 million in revenue for the live engagements.

The Sony arrangement is also likely to lead to more cooperation in the future. “What you can expect,” Martin says, “are bigger titles from more studio partners.”

Their next live show, however, won’t be dependent on misguided filmmaking. On June 28, the RiffTrax performers will join their former colleagues at Mystery Science Theater 3000 for a reunion show that will precede a Kickstarter-funded revival of the original—produced by Hodgson—that’s due in 2017.

“Joel is coming,” Nelson says. “Along with all of my old pals Trace [Beaulieu], Frank [Conniff], Mary Jo [Pehl] and Bridget [Nelson], who is not an old pal but my wife.”  

Nelson calls it a “low pressure” evening intended to give everyone involved a good luck send-off in their respective ventures. For RiffTrax, that includes a new app that will listen for a sound cue in a riffed movie and automatically sync the commentary without the user having to do it manually. “That’s been in development since day one,” he says.

There are few holy grails of content left, although Nelson bemoans stationary targets like Over the Top remain just out of reach for live riffs. “Sylvester Stallone would have to personally sign off on it, and who wants to make that call?”   

Instead, RiffTrax’s expansion efforts are likely to involve new methods of distribution, not necessarily new mediums—although they have gotten offers for private performances.

“Someone,” he says, “wanted us to riff their wedding video.”

All images courtesy of RiffTrax.