By James Poniewozik
November 6, 2014

In the new season of The Comeback (HBO, begins Nov. 9), a reporter tells actress Valerie Cherish (Lisa Kudrow) that her latest TV performance is “brave.” The compliment terrifies Valerie, as if she had just been told that the doctor wants to discuss her test results. Her response: “Usually, brave–you use that when an actress is playing a man or not wearing makeup or gained 50 pounds.”

If you watched the first season in 2005, you know why she’s skittish. We met Valerie then as a 40-ish has-been TV star, cast as a sassy aunt (named Aunt Sassy) in a doomed sitcom on the condition that she shoot a reality show about the experience. She thinks she’s getting a lifeline, but she’s given only enough videotape to hang herself. The show’s sexist head writer, Paulie G (Lance Barber), makes her character a batty-old-lady cliché, while she demands to be treated like the star she isn’t anymore. Their diva-vs.-d-bag clashes are caught on tape, with Valerie edited to be the bad guy. Now, after her media gaslighting, she handles fame like a booby-trapped treasure chest, never sure where the poison darts are hiding.

It’s become routine to say The Comeback, canceled after one season, was before its time. Really, it was smack-dab on its time. It aired as reality shows were dominating the top 10. Its caustic humor was the American, female-centric analogue of Ricky Gervais’ 2001–03 The Office. (It came out the same year the gentler American remake of The Office did.) Valerie’s deluded attempt to walk on air, Wile E. Coyote–like, over the gulf between her aspirations and her reality was hilarious and poignant. But it was also painful, and that’s a tough sell any year.

Yet somehow, Kudrow and co-creator Michael Patrick King sold HBO on The Comeback’s comeback, and this version is worth the wait. In 2014, Valerie–now 50-ish and doing the career math–is self-financing a reality pilot, hoping to control her narrative and sell it to Bravo, which is spinning C-listers into 14-karat gold.

Midshoot, she gets word that Paulie G is making a dramedy for HBO, Seeing Red, about a drug-addicted sitcom writer and his battle with a chestnut-haired star named Mallory. She’s ready to sue–until HBO casts her as the show’s star, opposite Seth Rogen, playing himself playing the fictionalized Paulie G, all while the reality crew keeps shooting. So it’s a show about a show about a show about a show. (You may want to draw a chart.)

Valerie gets a second second chance, at the price of having to live inside Paulie G’s head again. All, you can guess, does not go well. The first Comeback was an engrossing character study, but it spent a lot of time shooting easy fish in the aquarium of reality TV. This Comeback, searing but empathetic and less heavy-handed, is more about how women are treated as quick-expiring commodities in Hollywood. Even HBO isn’t exempt. Seeing Red puts Valerie in a sex-fantasy scene, flanked by two young, nude women who seem to fulfill pay cable’s unspoken T&A mandate. (One even has silver hair that recalls Game of Thrones’ Daenerys.)

I watched the five episodes HBO sent around the time that Renée Zellweger, 45, tripped the Internet chatter alarm over her “unrecognizable” face, which was not long after the summer’s doxing of stolen nude photos of young actresses, including Jennifer Lawrence, 24. Valerie may be grasping and desperate, but she’s no dummy: she knows how actresses enter this cattle chute as hotties and exit as jokes. Or at best, if they’re lucky, “brave.”

Kudrow again gives a staggering, microcalibrated performance; she lets every insult and disappointment flicker across Valerie’s face even as she brazens past them. What seems like denial, Kudrow shows, is also a savvy strategy. We mock actresses for putting on false faces, literally and figuratively. But that’s how Valerie Cherish survives–even if it means dressing up in a green-screen suit to play herself morphing into a monster in another Paulie G–scripted fantasy sequence. Maybe it’s degradation, but it’s degradation on HBO! If this business is going to make you into a monster regardless, you might as well enjoy your claws.

Contact us at editors@time.com.

This appears in the November 17, 2014 issue of TIME.

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