When Matt Kemple organized the first annual Milwaukee Sketch and Improv Festival in 2006, he wasn’t thinking about it as an annual event. He assembled nine groups from around the area to perform for an audience. It was an opportunity for groups with distinct audiences to pool their patrons.

However, some people involved in the festival spoke to him in passing about “next year,” so he decided to do it again. The second annual Sketch and Improv fest featured no less than a dozen groups from around the country, including places as far away as Portland, Ore. Now in its third year, the festival is beginning to take on a life of its own.

Last year’s festival had a crazy, rough-hewn edge to it. Held at the historic Times Cinema in WashingtonHeights, sketch and improvisational comedy groups from around the country milled about the lobby, stage and clearly visible backstage area. Talented groups gently tumbled about the space in a way that invited the unexpected. It was a fun, highly kinetic atmosphere inhabited largely by strange Midwesterners.

It should come as no surprise that Chicago, birthplace of The Second City, one of the country’s most famous improv troupes, is home to a great number of comedy groups. With Chicago being as close as it is, many of these groups are coming here for the festival. Truth be told, there simply aren’t enough Milwaukee acts to comfortably fill a three days.

Local participants in the festival will include all-female Broadminded, The Gentleman’s Hour, Track Jacket Review, Traveling Art Circus, Organized Chaos and The Show, which replaced late withdrawal of Portland’s Al Gore Jr. High School. The Portland group had planned to attend the Milwaukee festival as part of a larger summer tour, which never materialized. Kemple had asked The Show to be a part of the festival a number of times, and his persistence finally paid off.

This year, Kemple has moved the festival to the smaller Off-Broadway Theatre on North Water Street. The 100-plus people in attendance at each show last year should have no difficulty filling the space. Plus, Kemple has worked hard to rein in the colorful disorder of last year’s festival and present a more polished event this year.

Unlike the hazily defined rehearsal areas the festival used at the Times, space is at a rigidly defined premium in the Off-Broadway. Two entrances, one in the theater’s lobby, lead to a small set of rooms backstage. Kemple has worked out a system that gives each of the festival’s 20-plus groups some time backstage before their respective performances. The crowd may end up being the same size as last year’s, but things will be packed much tighter, inviting the unexpected in a whole new way.

The Milwaukee Sketch and Improv Festival runs Aug. 7 to 9 at the Off-Broadway Theatre, 342 N. Water St.