Try to remember five years ago when you first heard that there was to be a film version of the theatrical legend, The Fantasticks.

If you remember, the picture was made, but shelved by United Artists-MGM executives and it languished in the dark, without a theatrical or video release.

On Sept. 22, "The Fantasticks" finally sees the light of the projector — in widescreen Panavision, no less — in select cities following a change of heart from UA management, along with judicious edits suggested by Francis Ford Coppola ("Finian's Rainbow," "Apocalypse Now," "The Godfather") and OK'd by director Michael Ritchie ("Fletch," "Smile").

Lyricist-librettist Tom Jones told Playbill On-Line that the picture was shelved because marketing folk at UA didn't know how to pitch the conceptual film to the public. The movie, which features Joel Grey, Joe McIntyre and Jean Louisa Kelly, maintains some of the presentational and conceptual elements of the international stage sensation that is still running after 40 years at the Sullivan Street Playhouse in New York City.

"There were two schools of thought in management at that time," Jones said. "One school thought it was an interesting film with a family market. Part of it seems like very naive, simple fairy tale for a family [but] part of it seems very sophisticated, knowing and theatrical..." It was not clear to executives who the audience was, he said.

In effect, the picture, which opens in New York, San Francisco, Los Angeles and other select cities Sept. 22, is an art-house film, Jones suggests, but UA didn't know how to market it.

Jones said the studio thought to release it direct to video, but the contract with director Ritchie and with Jones and his composer collaborator Harvey Schmidt (who are the feature's screenwriters) forbade that option.

So the film sat in the UA vaults. And then Francis Ford Coppola took a look at it and suggested changes in the movie, trimming its running time and making it less rarefied and a little clearer, Jones said.

Jones, Schmidt and Ritchie had screened a 1995 copy of the picture several times during the limbo period and had made a wish list of changes they thought would serve the picture.

"When 'The Fantasticks' was not released five years ago, it was a painful experience," Ritchie said in production notes, "but as the years passed I began to have a very profound regret. I had been too faithful to the original theatre piece. While there were many changes to the seven original characters, there were too many 'set pieces' still included. At this point, my old friend from San Francisco, Francis Ford Coppola, offered to look at the film in his capacity as MGM board member, and then, in his role as guru and fellow filmmaker, he put his suggestions on film."

Coppola suggested moving the show's signature song, "Try to Remember," to the end of the picture instead of the beginning, and the popular song for the fathers of the lovers, "Plant a Radish," was cut.

What remained in the feature was a conceit in which Matt (McIntyre) and Louisa (Kelly) are drawn together by a traveling carnival troupe enlisted by the fathers who wish to see their children wed. El Gallo (played by British actor Jonathon Morris) is a slightly sinister performer-magician-swashbuckler who shows the youthful lovers the harsh world.

On stage there was no carnival, no set and just a piano and harp. The picture features musical arrangements by Jonathan Tunick, who also conducts. In what is a rarity for film, the actors sing live on film, rather than lip-synch.

There likely will be no CD soundtrack release due to contractual issues with musicians, Jones said.

The movie was filmed in Arizona and is set in the 1920s. The widescreen format allows for the lovers to walk through a panoramic rural countryside, with purple mountains gleaming in the background.

The picture features former New Kids on the Block singer McIntyre and "Mr. Holland's Opus" actress Kelly (who was in Broadway's "Into the Woods" and has her own TV series this fall called "Yes, Dear"). Broadway star Grey (an Academy Award winner for "Cabaret") is Bellomy, Brad Sullivan ("Prince of Tides") is Hucklebee, Barnard Hughes (Da, Waiting in the Wings) is the Old Actor named Henry, Morris (who had credits in England, including the Chichester Festival Theatre) is El Gallo, Teller (of Penn and Teller fame) is Mortimer.

Collaborators Jones and Schmidt wrote The Fantasticks for a summer production at Barnard College. It opened Off-Broadway in May 1960 and continues at the Sullivan Street, an intimate space the size of some people's living rooms. They also wrote the Broadway shows 110 in the Shade and I Do! I Do! and wrote a collection of intimate musicals, includingPhilemon and Celebration(which moved to Broadway). Their latest project (which has actually been in development by the pair since the 1950s) is a musical based on Lynn Riggs' Roadside.

The film's production designer is Douglas W. Schmidt, the director of photography is Fred Murphy, producer is Linne Radmin, costume designer is Luke Reichle and editor is William Scharf. Michael Smuin (Sophisticated Ladies) is the choreographer.

The stage show was inspired Edmond Rostand's Les Romanesques.

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Jean Louisa Kelly had always been in love with the score, and had played the role of "The Girl," or, "Louisa," at Columbia University.

"My mother teaches piano and plays," Kelly told Playbill On Line. "She had played the piano in a community theatre production when I was about 13, so I knew the music. I've had it in my head for a long time. I love that music!"

The casting director of the film heard of Kelly's work on "Mr. Holland's Opus" and recommended the then-unknown actress singer. Kelly made her Broadway debut in the cameo of Snow White in Into the Woods and was the understudy for both Rapunzel and Little Red.

Over the years in New York, she did a number of workshops and was slated to play Ruby Keeler in the Sam Harris Jazz Singer musical, but funding fell through.

Although Kelly is making her TV series starring debut in "Yes, Dear," a parenting sitcom on CBS this fall, she said she still takes voice lessons and plans to continue working in musical theatre.

Her favorite moment in "The Fantasticks" movie, she said, was a tiny dance she does with Joel Grey, who plays her father. She said she is still a little awestruck that she got to dance with the Broadway legend.

-- By Kenneth Jones