Demons moan and howl as they spring upon a dead man. Hovering above the deceased, they torment his soul and shout such insults as "kiss my rear."

The demons pick up the dead man and carry him away to hell.

Down on the floor behind a podium, Helen Manfull, professor of theater arts, explains how medieval theater used to scare people into giving alms to the church.

She speaks in a soft tone to the more than 200 students in the Forum Building, one that might lull many students to sleep. But Manfull has more than a slide show up her sleeve to keep students interested in Theater 100: The Art of the Theater.

"It seemed to just talk about things (was) pretty empty," says Manfull, who has been teaching the class since 1973. So, about four years ago she asked the dean of the school if actors for the class could receive assistantships.

Today, the performers are all first and third-year graduate students earning experience performing in front of large crowds.

"When they need an old lady they sometimes recruit me," Manfull said.

The company consists of eight members who rehearse three times a week for about an hour before class begins. Performances are required for their assistantships.

As Manfull lectures, five actors dressed in ancient clothing act out "The Play of Noah," swaying inside a rope to simulate the movement of Noah's arc. They whistle to represent the wind, and Noah's sons double as animal sounds for special effects. Upstage, an actor in a golden robe representing God tells Noah how to fill his arc with animals two-by-two.

The class roars with laughter when Noah's wife refuses to board the boat and leave her gossipy companion. Noah's family cross themselves and make references to Christ in a play which is supposed to occur in the pre-Christian era.

At the end of the skit, the actor who plays God breaks into laughter, admitting he had been holding it in for a long time. His fellow actors say, "You should have seen him in rehearsal."

Manfull, an actress who has performed for her classes many times, first came to Penn State in 1965.

She received her master of fine arts and her doctoral degree from the University of Minnesota. During her graduate studies, she received a Woodrow Wilson Fellowship for teaching.

"I didn't think I'd be a very good gypsy. I've always wanted to be a teacher, I love working with young people," she said.

Manfull hopes the class will ". . . open undergraduate students' minds, eyes and hearts to the live theater -- hoping to get them to like it so they'll go."

Students seem to be catching on.

"It's great. It's a lot of fun. We learn different acting styles and the history of theater. We get an overview," said Tina Maniatis (sophomore-hotel and restaurant management).

"I love it. I think its really interesting and exciting," said Lorraine Meyerson (sophomore-labor and industrial relations). Every class the actors perform acts that concern the subject matter, she said.

But students are not the only ones who benefit from Manfull's unique teaching style.

"I think it is a really good experience for the actors. It forces us to do a lot of impromptu work," said Paul Schweigert, member of the company. Scenes which involve many lines require more preparation, Schweigert said.

At times, it is difficult to remember lines that must be learned quickly, said company member Bill Gabelhausen.

"We do really in-depth performances in a short period of time," said Kirsten Olsen. Certain characters such as Nora, in Ibsen's A Doll's House, require more time to develop than the actors have.

"We try to do the best that we can to give a full-fledged performance. Somehow it always works," she said.

Recently, the actors performed scenes from Commedia dell' Arte, which requires some improvisation. They related the situations to students on campus.

"I'm a walkin' by da Shields Buildin' and alla my money disappears," says the miser, Pantalone. As the audience begins to laugh, Pantalone accuses them of stealing his money.

He was followed by Capitano, the biggest, baddest campus police officer around. He boasts that he writes more tickets than any other officer. He than grabs a young woman out of the audience, claiming she is his one and only love. When he sees her boyfriend he runs for cover.

Some performances have caused unexpected amusement, Manfull remembers. Once, when the group was improvising, a shoe got caught up in a ceiling light and stayed there all semester. It was a little difficult to explain, she said.

Recently, an instructor from an adjacent classroom came in and complained about the noise created during a scene.

Of course, students don't mind the noise. It helps keep them tuned in.

"I think its great. Its incredibly effective as well as entertaining," said Kim McDaniel (sophomore-business logistics).