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MICHELE NORRIS, host: Tonight, a brand new production of Stephen Sondheim and James Goldman's legendary musical, "Follies," opens on Broadway. Because it requires a cast of more than 40 actors, it's rarely revived and in an era when producers often look to cut costs by reducing the orchestra, this lavish production features 28 musicians in the pit.

Jeff Lunden has the story.

(SOUNDBITE OF MUSIC)

JEFF LUNDEN: Make no mistake, "Follies" is a really big show. It takes place on the stage of a Broadway theater at a reunion of former showgirls. While the domestic drama about two unhappy middle-aged couples unfolds in the present, the stage is literally filled with ghosts from the past.

Much of the score evokes popular music from the early part of the 20th century, when the Follies was an extravagant Broadway entertainment.

Jonathan Tunick orchestrated Stephen Sondheim's music, as he's done for most of his shows. Tunick says "Follies" is probably the biggest score he ever worked on because, in essence, it's three scores.

JONATHAN TUNICK: There's the dramatic score in which the characters sing and there's what Steve calls the pastiche score, which are examples of the kind of period songs that these characters would have sung in the old days in the Follies. And then there's the final 20 minutes of the show, in which it goes into this surrealistic fantasy, sort of the Super Follies.

(SOUNDBITE OF SONG, "BROADWAY BABY")

JAYNE HOUDYSHELL: (As Hattie Walker, Singing) I'm just a Broadway baby. Walking off my tired feet.

LUNDEN: Jayne Houdyshell plays Hattie Walker, an old Follies headliner, who sings one of the best-known songs for the score, "Broadway Baby."

HOUDYSHELL: I mean, I think it's the greatest show biz number ever and to have that full-bodied sound underneath you, it's a real thrill.

(SOUNDBITE OF SONG, "BROADWAY BABY")

HOUDYSHELL: (Singing) Learning how to sing and dance, waiting for that one big chance to be in a show. Oh, gee...

LUNDEN: "Broadway Baby" is one of the songs Sondheim wrote that's meant to be a real period song. Jonathan Tunick says he had fun using dance band cliches of the 1920s, little violin and trombone licks, to make the song sound like it actually came from that time.

(SOUNDBITE OF SONG, "BROADWAY BABY")

HOUDYSHELL: (Singing) Someday maybe all my dreams will be repaid.

LUNDEN: But Tunick says his job wasn't just to take Sondheim's piano score and translate it for orchestra. He went to rehearsals to get a sense of how the songs worked in context.

TUNICK: One of the things that the orchestrator can do with a show to help the score is to provide subtext. We can express what the character is not saying and, in fact, even what the character may not be aware of.

LUNDEN: One of the main characters, Sally, played in this revival by Bernadette Peters, is filled with self-delusion. She still carries a torch for her ex-lover, Ben, even though she's been married to Buddy for almost 30 years. She sings a song called "In Buddy's Eyes" to Ben.

(SOUNDBITE OF SONG, "IN BUDDY'S EYES")

BERNADETTE PETERS: (As Sally Durant Plummer, Singing) Life is slow, but it seems exciting 'cause Buddy's there.

LUNDEN: Director, Eric Schaeffer, says the song is all subtext.

ERIC SCHAEFFER: For her and that character, that moment is alive. You know, Ben says, how are you? And she says, everything's fine, you know, because of Buddy. And everything's not fine because of Buddy, so this whole song is nothing but one big lie.

(SOUNDBITE OF SONG, "IN BUDDY'S EYES")

PETERS: (Singing) ...the prize in Buddy's eyes. I'm young, I'm beautiful in Buddy's eyes.

LUNDEN: Tunick says his orchestration goes back and forth between a warm sound, soaring strings to emphasize Sally's delusions, and a cold sound, low woodwinds to emphasize her reality.

(SOUNDBITE OF SONG, "IN BUDDY'S EYES")

PETERS: (Singing) So life is ducky and time goes flying and I'm so lucky, I feel like crying.

LUNDEN: The last part of the show is a section called "Loveland," where the four central characters expose their own personal follies.

Danny Burstein plays Buddy. He describes him as a tragic figure caught between a loveless marriage and a hopeless affair.

DANNY BURSTEIN: That's what you get for three-quarters of the show from my character and then, all of a sudden, out of nowhere, the Loveland section comes along and he's able to deliver this wonderful vaudeville comic turn.

(SOUNDBITE OF SONG, "BUDDY'S BLUES")

BURSTEIN: (As Buddy Plummer, Singing) Hello, folks. We're into the follies. First, though, folks, we'll pause for a mo'.

LUNDEN: In what's essentially a very entertaining nervous breakdown, orchestrator Jonathan Tunick pulls out all the stops, with rude percussion effects and sliding trombones.

(SOUNDBITE OF SONG, "BUDDY'S BLUES")

BURSTEIN: (Singing) I've got those God-why-don't-you-love-me-oh-you-do-I'll-see-you-later blues. That long-as-you-ignore-me-you're-the-only-thing-that-matters feeling.

LUNDEN: Looking back, 40 years after the original production, Jonathan Tunick remembers it as special.

TUNICK: I can think of no score where I was more analytical than this one and, yet, there's also another score where the magic just took over.

LUNDEN: "Follies," featuring Jonathan Tunick's original 28-piece orchestration, opens on Broadway tonight.

For NPR News, I'm Jeff Lunden in New York.

(SOUNDBITE OF SONG, "BUDDY'S BLUES")

BURSTEIN: (Singing) ...then I gotta'. Give it to me. I don't want it. If you won't, I gotta' have it. High-low, wrong-right, yes-no, black-white.

UNIDENTIFIED WOMEN: (Singing) God-why-don't-you-love-me-oh-you-do-I'll-see-you-later blues.

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