Pop-Up was founded in 1982 by Michael Dalton and Penny Bernand. The company's initial reputation for good performance and "visual and mechanical intrigue" soon expanded considerably so that by the late 1980's the company had a strong reputation for theatrical innovation and consistently producing high quality shows. The company became well known for producing exciting and entertaining shows which were accessible and relevant to children and adults. Productions dealt with a variety of important issues in children's lives with respect for the maturity and diversity of their emotions and perceptions.

In 1990, recognition of the quality of the work meant that the company was given three year franchise funding by the Arts Council of Great Britain. This opened the way for Pop-Up to set long-term strategic plans and raise the profile of its work. The company entered into a longer-term funding agreement with the London Boroughs Grants Committee in 1994. The following year Pop-Up began to work in partnership with Royal Mail, the company's first ever commercial sponsor, who then went on to sponsor three consecutive productions. This culminated in Royal Mail and Pop-Up being shortlisted for the prestigious Financial Times ABSA Award.

Pop-Up is at the forefront of developments in many aspects of work for children. Since the beginning of the 1990's the company has been developing Equal Voice which started by looking at self esteem and conflict resolution within the school environment. The development of Equal Voice has created new contacts and opportunities for Pop-Up and emphasises the company's commitment to the emotional well-being of young people.

The award of a three year Lottery grant for Dramatic Links had a considerable effect on the company's work. This project put experienced writers in continuing workshops with young people so that they could explore new theatre together. Plays which resulted from that process form the basis of our OffStreet Productions.

Pop-Up is now one of the most respected children's theatre companies in the UK with a local, national and international touring programme to theatres, arts centres, community venues, schools and nurseries.