In its current out-of-town tryout in Chicago, the new musical, Sweet Smell of Success, has undergone nips and tucks by director Nicholas Hytner, and gained an intermission.

The work-in-progress based on the novella by Ernest Lehman and screenplay by Lehman and Clifford Odets officially opens at the Shubert Theatre in the Windy City Jan. 13, but the shaping of a new work never ends with the opening out of town. Changes are expected in rehearsal and during the New York preview run, which begins Feb. 23 at the Martin Beck Theatre.

When it started at the Shubert Dec. 23, 2001, the show by librettist John Guare, lyricist Craig Carnelia and composer Marvin Hamlisch was intermissionless, but it was decided for practical reasons to put a break in the darkly comic, muscularly jazzy musical. Lyricist Carnelia told Playbill On-Line the show had been inching over two hours long and there were questions about how long a contemporary audience is comfortable sitting. "While we've been making little cuts all along, we've also been adding," Carnelia said. "The minute we went to two acts, we were able to do more of that." A natural place to break the story was identified, so the intermission was added. "We had a sense the audience would be much more drawn into our [story] if we'd given them a break," Carnelia said. (Theatre owners like the break for commercial reasons — selling concessions.)

About rewrites, Carnelia said, "This time around, as opposed to the workshops, almost everything we've done has had to do with clarity and storytelling — figuring out exactly what the plot is we're trying to forward and making sure we're doing that. Guare has been doing a lot of work, Marvin and I have been doing mostly surgical work, meaning we haven't written any new songs in Chicago, but we've done lots of work within songs. Lots of it. I would say, since we started rehearsal, we've made shifts within more than half the songs."

* To a high-powered Manhattan newspaper columnist like J.J. Hunsecker, Chicago is just the "second city" compared to his beloved Gotham, but, nevertheless, he made his debut in the Windy City Dec. 23, 2001, singing in the first preview of the out-of-town tryout of Sweet Smell of Success.

John Lithgow (TV's "Third Rock Form the Sun," Hollywood's "The World According to Garp") plays Hunsecker, the egomaniacal 1950s gossip journalist who makes and breaks careers in the dark, cynically comic story first written as a novella by Ernest Lehman. A 1957 film with screenplay by Lehman and Clifford Odets, starring Burt Lancaster and Tony Curtis (as a toadying press agent, Sidney Falco), followed. The musical has Titanic's Brian d'Arcy James as the slimy Sidney. Guare penned Six Degrees of Separation. Director Hytner is known for Miss Saigon. New York City Ballet's Christopher Wheeldon choreographs.

The company took a two-day break Dec. 24-25 before resuming performances Dec. 26. The show was frozen over the past weekend, and local critics were invited. Reviews are expected Jan. 14. Performances continue there to Jan. 27 before a March 14 opening at the Martin Beck Theatre in New York. Hamlisch's musical, The Goodbye Girl, also had a Chicago tryout, and The Producers premiered there in 2001 prior to Broadway.

Singing and dancing their way through a dark and jazzy Manhattan world of cafe society are Kelli O'Hara (as J.J.'s sister, Susan), Jack Noseworthy (as musician Dallas, Susan's squeeze) and Stacey Logan (as cigarette girl Rita O'Rourke), with Mark Arvin, David Brummel, Jamie Chandler-Torns, Kate Coffman-Logan, Bernard Dotson, Allen Fitzpatrick, Jennie Ford, Lisa Gajda, Eric Michael Gillett, Laura Griffith, Joanna Glushak, Roy Harcourt, Michelle Kittrell, Jill Nicklaus, Steve Ochoa, Michael Paternostro, Eric Sciotto, Elena L. Shaddow, Drew Taylor and Frank Vlastnik.

First Broadway preview will be Feb. 23. Opening is set for March 14.

Designers are Bob Crowley (set and costumes), Natasha Katz (lighting) and Tony Meola (sound). Orchestrations are by William David Brohn. Musical direction is by Jeffrey Huard.

Producers are Clear Channel Entertainment, David Brown, Ernest Lehman, Marty Bell, Martin Richards, Roy Furman, Joan Cullman, Bob Boyett, East of Doheny and Bob and Harvey Weinstein.

What attracted producer Marty Bell, one of the producers, to the project?

"When I was kid my parents' coffee table had ashtrays from El Morocco, The Stork Club and 21 and I remember them dressing up and going out," Bell told Playbill On-Line. "I wanted to grow up and go to those places. This show was a chance for me to spend a few years in café society that I never got to be a part of..."

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The original motion picture of Sweet Smell of Success was directed by Alexander Mackendrick and also starred Marty Milner, Sam Levene, Barbara Nichols, Susan Harrison, Joe Frisco and the Chico Hamilton Quintet. Lehman, once a New York press agent (and later a successful screenwriter) based the character of Hunsecker on all-powerful New York Mirror columnist Walter Winchell. The story, in which Hunsecker sends Falco to bust up his sister's romance with musician Dallas, draws on real life events in which Winchell hounded his daughter Walda's boyfriend until they broke up, he eventually left the country and Walda was committed to a sanitarium.

The film was a flop upon release, but grew in stature over the years and is now considered one of the best films about New York City ever made.

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Hamlisch, of course, wrote music for the Pulitzer Prize-winning smash, A Chorus Line, and Carnelia penned music and lyrics for Is There Life After High School? and Actor, Lawyer, Indian Chief, getting a staging by Goodspeed Musicals in spring. They consider themselves a team, and are working on at least two new projects.

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According to the Shubert Theatre program, musical numbers in the preview period there included:

Act I

"Rumor" (Ensemble & Sidney), "I Could Get You in J.J." (Sidney), "I Cannot Hear the City" (Dallas), "Welcome to the Night" (J.J., Sidney & Ensemble), "Laughin' All the Way to the Bank" (Club Zanzibar Singer), "At the Fountain" (Sidney), "Psalm 151" (J.J. & Sidney), "Don't Know Where You Leave Off" (Dallas & Susan), "What If" (Susan & Ensemble), "For Susan" (J.J.), "One Track Mind" (Dallas), "I Cannot Hear the City," Reprise (Dallas).

Act II

"Break It Up" (J.J., Sidney & Ensemble), "Rita's Tune" (Rita), "Dirt" (Ensemble), "I Could Get You in J.J.," Reprise (Sidney), "That's How I Say Goodbye" (Susan & Dallas), "Don't Look Now" (J.J. & Ensemble), "At the Fountain," Reprise (Sidney & Ensemble), "Pier 88" (Susan, J.J. & Ensemble).

For information about Sweet Smell tickets in Chicago, call (312) 902-1400. For information about Broadway tickets, call (212) 239-6200.