Members of the industry gave a listen to the dawning show about the friendship of three Texas women between 1963-74. Heifner wrote the libretto, drawing from and expanding on his 1975 play. Music and lyrics are by David Kirshenbaum (Summer of '42).

The writers were in residence for a week at TheatreWorks in Palo Alto, CA, in October. A reading of the first full draft was presented at that time. The New York reading included changes made since California. Several theatres are interested in the musical, the collaborators told Playbill.com.

"A production is already starting to look fairly likely for sometime in 2006," Kirshenbaum said.

Gordon Greenberg (a Paper Mill Playhouse, Goodspeed Musicals veteran) is attached as the director.

The intermissionless new show is a book musical that follows the trio of friends for a decade (as does the play), and includes a new coda that tells what happened to them since the 1970s. Heifner said fans of the hot regional property have asked him over the years what happened to the ladies, but he always resisted writing about it — until now. The actresses in the latest reading were Megan Hilty, Tony Award nominee Celia Keenan-Bolger (The 25th Annual Putnam County Spelling Bee) and Dani Marcus (a San Francisco area actress).

Music direction and vocal arrangements were by Carmel Dean.

The next steps include more rewrites and further discussions with theatres, the writers said. Kirshenbaum said he'd like a band of six players, with a full rhythm section to help deliver the period's pop sound.

Heifner said the process of turning the Off-Broadway hit into a musical has "been remarkably easy, which I've been surprised about because musical theatre is so hard."

He added, "The best compliment I've heard is that you can't tell where my words stop and David's words start. At the moment I feel very optimistic. I had my doubts for years about whether it's a good idea to make it a musical, but now I see it is."

The play's first production was a showcase co-staging by Lion Theatre Company and Playwrights Horizons in December 1975. Commercial producers moved it to Off-Broadway in March 1976, and it continued to 1981.

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The warm play was written in three scenes (1963, 1968 and 1974) and struck such a chord with playgoers that it not only ran 1,785 performances at the Westside Theatre in New York, but blossomed in regional theatres.

"It's one of those things that has gotten done by virtually every theatre in the country, but now we're giving it new life," Kirshenbaum said. "It's a comedy that winds up being moving. It follows the three women, Kathy, Joanne and Mary, from 1963 when they are high school cheerleaders through college years and up to 1974 and explores the different paths their lives take — and the ways they have so much in common."

Kirshenbaum admitted he at first felt "daunted" addressing the show as a musical "because it worked so well as a play." He said Heifner is "open to reinventing it in musical theatre terms," but they have no plans to fix what isn't broken.

Such major names as Kathy Bates, Stockard Channing and Elizabeth Ashley have appeared in productions over the years. Composer Kirshenbaum said he fully expects that the future rehearsal room for a commercial run to include "three great musical theatre women."

The musical version of the Texas-set show (which doesn't refer specifically to Texas) remains in the period it was written for, which means Kirshenbaum flirts with pop sounds that echo girl-groups, R&B, Burt Bacharach, Carol King and Carly Simon.

The conceit of the play has the actresses putting on makeup at vanities before their scenes.

Kathy Bates, Jane Galloway and Susan Merson starred in the original Off-Broadway production of Vanities, directed by Garland Wright.

Heifner's plays also include Earth to Bucky, Patio/Porch, Natural Disasters, Running On Empty, Bargains, Jumping for Joy, Boy's Play, Home Fires, Heartbreak, Comfort and Joy, The Lemon Cookie, Dwarf Tossing and Key West.

He is also working on a musical with Carol Hall, who wrote music and lyrics for The Best Little Whorehouse in Texas.