Heather Headley, Audra McDonald and Lillias White, the "Dreamgirls" of last year's Dreamgirls in Concert, now heard on a complete two-CD set, will sing from the Motown-themed show at the splashy sixth annual Nothing Like a Dame benefit March 18.

The gala for The Phyllis Newman Women's Health Initiative of the Actors' Fund of America at Broadway's St. James Theatre will live up to its "dame" billing, overflowing with singular showbiz ladies performing all kinds of feats.

The updated roster includes original Dreamgirls diva Jennifer Holliday singing Duke Ellington's "Come Sunday," with teenage tap star Michela Marino Lerman. Also expect Kathleen Turner, Polly Bergen, Kate Burton, Lea DeLaria, singer-lyricist Amanda Green (the daughter of Newman and Adolph Green), Joan Hamburg (of WOR, who will speak about the initiative), Debra Monk, Michele Lee, Kathleen Chalfant, Sandy Duncan, Hannah Leah Dunn, Rue McClanahan, Cynthia Nixon, the women of One Mo' Time, Bebe Neuwirth and Ann Reinking (dancing Bob Fosse's "Cool Hand Luke"), Bernadette Peters (singing "There is Nothing Like a Dame," which is heard on her new CD), Chita Rivera (performing "America" with other women), the Radio City Rockettes and Newman herself, who will help host the event. Kathleen Marshall (Kiss Me, Kate) directs the evening.

Tickets at all pricing levels are still available for the benefit, which is billed as a "thinking woman's vaudeville."

* The Tony Award-winning Phyllis Newman, a breast cancer survivor who has spoken out about women's health issues, told Playbill On-Line the special evening, presented 8 PM at the St. James by Broadway Cares/Equity Fights AIDS, is not like anything you see today — it's a cavalcade of acts in the old tradition.

"It's a bunch of different kinds of performances, the way vaudeville was — there are singers and dancers and children," Newman said. "Everything but dog acts. But maybe! We really do a potpourri."

James Naughton and Tony Randall are expected to make a surprise appearance, Newman said.

"It's all tailored to this event," Newman said. "You're never gonna see all these same people together. It all has a heart and a core. They're all doing it for a reason. Everybody donates their services, everybody. Stage managers, musical directors, everybody."

Proceeds from the event, which has tickets ranging $40 to $1,000, go to the fund in Newman's name. Ladies who have benefited from the initiative will speak in the evening, as well.

According to its mission, The Phyllis Newman Women's Health Initiative "dedicates a range of resources solely to addressing the health needs and concerns specific to women in the entertainment industry, providing direct services and financial assistance to many women who are often without health insurance." In 2000, the initiative "helped clients confront breast, cervical, and ovarian cancers; domestic violence, chemical dependency, mental health and other conditions."

"It's for all kinds of women's issues," Newman explained. "The main thing is, it's for women who are uninsured and underinsured. And it's not just for theatre people; they could be the wives or spouses of a stage manager or performer."

BC/EFA produces the show and gives some financial support, drawing on its many fund drives. "It's not in competition with AIDS support," Newman said. "But they've expanded to include HIV and AIDS, terminal illness, women and women's health."

Newman, who won the Tony Award for her comic turn in the musical, Subways Are For Sleeping, and was Tony nommed for Neil Simon's Broadway Bound, discovered she had breast cancer in 1983-84 and battled it successfully in the following years.

Newman is cancer-free today and views herself as a survivor. "With me it's been 13 or 14 years so I can honestly talk to people," Newman said. "I'm fine and it didn't impair me and that's a huge thing: To be able to look somebody in the eye and talk about it."

There was a time, she said, when she didn't want to talk about it. She knows now that it's important to be visible, and to support other women.

"You're so scared and confused," she said. "I thought if I talked about it too much that would be a hex. It's confusing. When I was going through it, my heroines were Happy Rockefeller and Betty Ford, and they are both still alive and vital. I look in the paper every day and say, 'They're all right,' so it means a lot to other people to hear me say, 'That was a long time ago I had all this stuff.'"

Lately, Newman has appeared on the A&E series, "100 Center Street," playing the wife of Alan Arkin. Among her credits is the one-woman musical, Madwoman of Central Park West, singing songs by a collection of writers.

Would she like to do a musical again?

"Oh, desperately! Desperately!" Newman said.

How about another one-woman show?

"I saw Bea Arthur last night, who is fabulous, but I said, 'I am too young to be lined up with Bea Arthur, Elaine Stritch and Barbara Cook,' who all have one-woman shows," Newman said with a laugh. "It's true! I figure in about 10 years I'll be ready to go on the boards with one."

For ticket information or reservations for Nothing Like a Dame, call (212) 840-0770 or visit broadwaycares.org.

— By Kenneth Jones