Becoming a part of the cast required as much hard work as showing up and acting in sketches each week. Some cast members had to audition more than a handful of times to land a spot, but they were ready to flaunt their stuff. Just ask Angelique Bates, who dressed in a full Steve Urkel get-up for her spot.

Angelique Bates: My mom had put me in an Ivar Theatre competition, and the creator of Unsolved Mysteries was in the audience and he saw me. Then he went and told his friend about me. That guy ended up being the agent who got me All That.

I was always the goofy kid, so I did character voices, like Steve Urkel, for my audition. My mom went all out and got me the full costume, with the big glasses, the suspenders. A lot of the auditions were improvised, so you had to be quick on your feet. They would throw too many things at us. We had to be funny, we had to try not to laugh. They wanted people who wouldn’t stuck to the script. They were very particular.

Alisa Reyes: My mom was my rock. She helped me pull a bunch of stuff out of thin air. When I got the audition for this nationwide-search the producers were conducting, my mom was like, "Let's do this. Let's think of different people in your family you can make fun of and I give you permission to make fun of me if you have to." And so my mom and I stayed up on a school night and wrote a really cute monologue and stand-up skit, and I got it.

The day of my audition, I was in the middle of midterms for school, so I had been studying the monologue and my stuff for class. So I got there, and once I started in front of the producers Brian Robbins, Dan Schneider, and Mike Tollin, I just went blank. —Kel Mitchell

Kenan and I were the last two that signed on, and I remember when I got that call, I was ecstatic. At the time I was going to the Professional Performing Arts School, so I went to school with Claire Danes, Britney Spears, and Alicia Keys. I went to school with all of these great and amazing people, but this changed my life. Right when I was at the peak of my freshman year in high school, I had to leave and go to Orlando, Fla. but I had no regrets.

Gabriel Iglesias: I was doing stand-up at the time, which got me an audition with Tollin-Robbins. They saw that I did voices and characters in my set. At the time, I was 20. I was already the oldest in the cast.

Christy Knowings: I was just an extra in this Nickelodeon show called And Now This, which introduced me to some All That producers. It was maybe a week later from doing And Now This I was called in for an audition. I did a bunch of characters and the next thing I knew, they're asking, "How would you like to move out to Los Angeles?"

Katrina Johnson: I got a call from my agent and he said, "There’s this new sketch comedy thing coming out and they want fresh faces that can do characters, voices, and dialects." It was right up my alley, and the audition ended up being super fun. I was in was a room full of people who liked to play around, and I remember everybody being shocked that this tiny little person did so many different characters. It ended up being a process of eight different auditions, so it was really exciting every time the phone would ring.

Lori Beth Denberg: There was a competition held by the Drama Teachers Association of Southern California. Different schools all over Southern California would compete and my scene actually won first place. All the scenes that won the different categories they had got to be performed at Paramount, where the All That producers were scouting for kids. It was just called “Untitled Sketch Comedy Show” then. They called us in to audition, and after one call back, I got the job.

Danny Tamberelli: I was on that show Pete and Pete for a little while and then I was on Figure It Out, and Kevin Kopelow, who was an executive producer, asked me if I liked sketch comedy. I said of course. I’d known Kenan, Kel, Josh, and Alisa through doing all these events together, like “Nick Takes Over Your School,” so it was pretty easy to get thrown in there. I was still the new kid so I got picked on a little bit, but in the nicest way. Nothing more than getting mocked when during read-throughs.

Leon Frierson: I remember impersonating Mike Tyson with the high-pitched voice and the biting of the ear. Dan Schneider was laughing like crazy, but I had the best connection with Brian Robbins during the audition process. I remember him pumping me up like, “We want you, you have something special. Make sure you keep coming with it and keep your morale levels up because you have a really good shot at this.” It was pretty special beating out so many people, especially becoming the youngest cast member at the time. I think I was 10 years old.

Nick Cannon: I actually didn’t audition for All That. Two years before I was even on the show, I was the audience warm up and writer for the show. I was a comic doing stand-up in Los Angeles when I was around 16 years old. Someone from the show saw me doing stand-up and they asked to manage me. They'd send me to tapings of All That and have me perform a couple jokes. So I was entertaining the audience while the cast was in the back changing.

Instead of trying to be on the show, I would write material for everybody. I would get with Kenan and Danny Tamberelli and Josh Server and come up with stuff. Then I became a staff writer on Kenan and Kel and Cousin Skeeter. Kenan kind of opened that door for me.

When I was finally asked to be on the show, I already had a record deal and a television deal with Will Smith’s company, so I was a little reluctant. But then I ended up doing All That because they were my family. If you noticed, in my first season of the show, my credit said "featuring" because I was already signed with Will Smith and I couldn’t officially say that I was a cast member.

I didn't really audition. I had a meeting with the producers in their office and kicked my feet up on their desk and was like, 'What can I do for you guys?' —Kenan Thompson

Josh Server: I auditioned for All That by putting myself on tape first. At the time, I was living Chicago. Myself and Kel [Mitchell] were the two people that were selected from that group.

For my audition, I based the whole thing around my eighth grade math class. I had this teacher who had a deep New York voice. I'd play her and then I would call on a kid, then I'd do an impression of him. I essentially wrote a sketch and acted out all of the parts.

Kel Mitchell: The day of my audition, I was in the middle of midterms for school, so I had been studying the monologue and my stuff for class. So I got there, and once I started in front of the producers Brian Robbins, Dan Schneider, and Mike Tollin, I just went blank. They were like, "Oh, you just wanna go outside real quick, run through it, and come back in?" So I'm walking out and I knock over these power cords to some electronics in the room, and I played it off real funny. They started cracking up.

When I got back in, I started doing impressions of my family. Two weeks went by, I heard nothing. Then I remember the phone rang and my mom just started screaming, "We're going to Hollywood!"

Mark Saul: For my audition, I did a boy version of “Ask Ashley.” I didn’t hear from them from another year, but then I came back and was given another chance. I did this thing when I was in elementary where I would impersonate animals. My friends thought it was funny, so I worked that into the audition. They ended up incorporating that into the Stuart character I played.

Kenan Thompson: I was introduced to the producers by a director and friend of mine that did D2: The Mighty Ducks. I didn't really audition. I had a meeting with the producers in their office and kicked my feet up on their desk and was like, "What can I do for you guys?" [Laughs.] But I guess they were impressed because they hired me.