by Raphael Odell Shapiro
 Marcia Milgrom Dodge is more than familiar with the musical “Ain’t Misbehavin’,” which opens this week at the Bay Street Theatre. “I’ve done the show nine or 10 times now,” she said. Indeed, the critically acclaimed, award-winning director and choreographer has lost count of the number of times she has mounted her version of the 1978 Broadway musical built around the music of jazz legend Fats Waller.
Dodge first directed and choreographed the show in 1991 with the Virginia Stage Company in Norfolk, Virginia. The original Broadway production, written by Murray Horwitz and Richard Maltby, Jr., was constructed as a musical revue. The production, directed by Maltby and which starred Nell Carter and Andre DeShields, won the 1978 Tony for Best Musical. When Dodge re-imagined the celebrated play, she established a more concrete sense of story and place.
 “We have a very specific environment,” she explained. The thrust stage at Bay Street will be transformed, like so many other theaters have been around the country, into a 1930s Harlem apartment on 134th Street and Lenox Avenue.
The central characters are all attendees of a rent party, functions that were commonly thrown by tenants to be able to pay the landlord. It was at these parties where many musicians and composers like Fats Waller would have started to make some noise, so to speak.
“Fats,” born Thomas Wright Waller in New York City in 1904, was a jazz pianist and prolific composer who left an indelible mark on the pages of American music history. Some of his tunes include “Honeysuckle Rose,” “This Joint Is Jumpin,” and of course “Ain’t Misbehavin’.” All of these are featured in the Horwitz and Maltby musical. “Fats Waller was quite an amazing talent,” said Dodge. “And he only lived to 39.” A boisterous man who “lived hard,” Waller died on a train en route to New York from Los Angeles in December of 1943.
The roles in the show dedicated to Waller’s huge talent typically retain the names of the original cast members. Dodge, however, has given the characters their own aliases. In that way, according to Dodge, the new actors never feel like they have to replicate those original performances. In recent years she has also added a few additional characters to the cast, bartenders and neighborhood personalities, in order to provide an even more “fleshed out” environment.
“I always say, ‘Here is the blueprint,’” said Dodge, talking about the beginning of each rehearsal process. “And on top of that we always have new changes and embellishments.”
“The show is very cast dependent,” she noted. “You have to tailor it to the performers, and allow them to take off.”
Most of this cast already participated in a production of “Ain’t Misbehavin’” earlier this year at the Pittsburgh Public Theater. “So they’re all Marcia Milgrom Dodge veterans,” laughed the director. She continued, “It’s a labor of love…everyone involved loves it and has a very strong connection with the material.”
Apparently Dodge is fortunate to have cast members so familiar with the show. “Ain’t Misbehavin’” was reportedly first scheduled to fill the first slot in Bay Street’s summer Mainstage series. After conflicts arose with another production, the musical was moved to become the grand finale of the summer season. For Dodge, who was committed to directing a production of “My Fair Lady” in Sacramento opening in August, this was a problem.
Said Dodge, “I told them that’s fine, you can have the show, you just can’t have me.”
 So for the first time, Dodge has handed over the directorial reigns to actor, director and friend Jim Weaver. Dodge cast Weaver as King (the Andre DeShield’s role) for the first time in 1992, only the second time she staged “Ain’t Misbehavin’.” He has since played King in numerous Dodge productions, but for the first time has assumed the role of associate director and choreographer.
“Jim is a phenomenal performer and a sensitive director,” said Dodge. “And he’s very faithful to what we have.” She added, “I’m not apprehensive at all.”
 “It was a fortuitous accident…we were really lucky to be able to pull it together at Bay Street,” she said. “I always try to put myself in the audience’s shoes, and now I will do that,” said Dodge, who will be arriving in Sag Harbor for the first time this week, in time for previews. “I’m really looking forward to it.”
Weaver, who arrived with the rest of the cast last Wednesday, is equally excited.
“I love the size of the space,” he said, talking about the Bay Street Theatre. “The more intimate, the better, because the audience is really part of the show.” He admitted it was somewhat difficult to adapt the staging intended for a precenium for the more unconventional thrust at Bay Street. “It’s a challenge, but not a bad challenge.” He added, “An interesting challenge.”
According to Dodge, the show has been in high demand. “Every six months or so, we’ve got a new “Ain’t Misbehavin’.” She has a theory why it is still so popular.
“In our trying times, and we keep coming upon that, it’s a great escape,” she explained, exalting the beauty of the American songbook. “I love how it affects you, and how young people still respond.”
She continued, “It tells you like it is, it shoots from the hip….it deals with the heart in a very open way. It deals with bigotry, and teaches you to look inside yourself.”
“It’s a show that never fails, it always delivers,” she said. “I’m always happy to do it again and again and again.”
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