While some major metropolitan areas don't have a resident theatre dedicated to Shakespeare, the Upper Mississippi college town of Winona (summer population: 27,000) is welcoming season No. 3 of the GRSF, June 30-Aug. 6.

The 2006 season offers Romeo and Juliet (opening June 30) and Twelfth Night (opening July 1) in repertory. The acting company is made up of Midwest actors, New Yorkers and artists from around the country.

Performances are at the Performing Arts Center, Winona State University, Winona, Minnesota, on the lip of the Mississippi River.

Audiences have grown in two years, a week has been added to this summer's schedule and there is now talk of a permanent home for the Equity troupe, which began in 2004 after discussions between three Midwest theatre colleagues — Paul Barnes, Alec Wild and Mark Hauck.

Barnes directs Romeo and Juliet, Wild directs Twelfth Night. The 2006 acting company includes Marcus Truschinski (Romeo/Sir Andrew Agucheek), Laura Coover (Juliet), Christopher Gerson (Mercutio/Orsino), Jonathan Gillard Daly (Friar Laurence/Malvolio), Carla Noack (Nurse/Maria), Michael Fitzpatrick (Capulet/Sir Tony Belch), Kim Martin-Cotton (Olivia/Wife to Capulet), Jason Michael Spelbring (Benvolio/Sebastian), Jacques Roy (Tybalt/Antonio), Doug Scholz-Carlson (Escalus/Friar John/Feste), Rob Eigenbrod (Paris/Fabian), Brian Frederick (Capulet Servant/Curio/Officer), Jack Sanderson (Monatgue/Sea Captain) and Shanara Gabrielle (Viola/Lady Montague).

For more information, visit www.grsf.org.

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What's new for the young company?

"Subscribership is up," GRSF's Julie Johnson told Playbill.com. "Season two ticket sales were 7,300, up from 6,200 in season one. We hope to reach at least 8,300 this season. We increased the run length of the festival from five to six weeks for season three. We still have a strong core of local, community support."

The support is not only local, but statewide.

"On May 21, the Minnesota House and Senate passed a bonding bill that includes a $250,000 grant to the city of Winona to help initiate a pre-design of a permanent home for the Great River Shakespeare Festival near the Mississippi River in downtown Winona," Johnson said.

On May 11, GRSF announced the resignation of producing director Mark Hauck, one of the three co-founders. Hauck will pursue other endeavors in the Twin Cities. Paul Barnes and Alec Wild remain as founding producers and directors. The Festival Board of Directors appointed Jeff Stevenson from La Crosse, WI, as interim general manager.

How does the Winona season come to be?

"We start conversations about play selection with each other and with what speaks to our hearts," co-artistic director Paul Mason Barnes told Playbill.com, of his relationship with co-artistic director Alec Wild.

"If our hearts are not engaged, the work — already difficult enough — becomes that much harder," Barnes explained. "We also maintain an open door with the company at large, and always welcome and solicit their input. We want to 'formalize' this policy of inclusion and I think will take steps this season to provide some sort of forum for discussion with as broad representation from all facets of the company as we can gather together."

Barnes said he's intrigued by the structure the Royal Shakespeare Company has been known for: "a three-day sequence/retreat which begins with a discussion of world events, current political and social issues, and ends with conversations about specific plays, often resulting in season selection."

"Practical matters play into our choices as well," Barnes said. "What can we afford to produce? What plays work well given the size of the company and the limits of our human and budgetary resources (which we anticipate growing incrementally in the coming years)? We want to make sure that we maintain our 'spare and muscular' approach to working on Shakespeare's plays — i.e., productions in which concept or a directorial 'bright idea' does not lead or overwhelm the work, so that the stories and Shakespeare's words are always in the forefront and so that our productions scream 'playwright!' and not 'director!'"

In a two-play season, don't expect Macbeth side by side with King Lear.

"Balance will always be an issue — and whether that balance is between a comedy and a tragedy, it's unlikely that we'll pair two tragedies in the same season, at least as long as we're limited to two shows per season," Barnes said. "We do look forward to expanding to three shows some time soon. . . Income — earned and unearned — will determine how soon we'll be able to add a third production."

What role does the audience play in the programming of a season?

"Our audiences certainly feel free to make suggestions about season selection, and will approach us in many ways: personally, one-on-one or as part of post-show conversations," Barnes said. "We've also received emails and written notes regarding work they'd like to see us do. Again, because we're still a very young company, we're working to establish or formalize those lines of communication, but at the very least, we remain open, visible, and accessible. One of us is always at the theatre each night; we do curtain speeches before most performances, and make ourselves available before and after the shows as well as during intermission."

Will Ibsen, Shaw, Chekhov, the Greeks or contemporary playwrights be a part of the Great River Shakespeare Festival, as they are at some other Shakespeare fests around the world?

"Right now we're pretty dedicated to Shakespeare as our chief playwright," Barnes said. "There are so many of his plays to explore and by which to be challenged. But as we grow I know we'll want to expand the repertory — and certainly plays that are language based (what play isn't really?) — such as Shaw, Ibsen, Wilde, Sophocles — will find their place on future season rosters. But Alec and I both also love musicals and find something like Guys and Dolls, which is about as perfect a musical as you'll find and happens to come from the very distinct mind and pen of Damon Runyon, an intriguing possibility as well. I've long dreamed of having a very athletic company of actors that is as adept with musicals as they are with Shakespeare — and have long felt that the similarities between the two forms are far greater than are the differences."

And what of Mamet, Pinter, LaBute, Abaire, Churchill, Hellman, Williams, Odets, O'Neill and others?

"If we achieve the kind of size and longevity that early signs of success lead us to believe may be possible, I am sure those folk will find a home here as well," Barnes said. "Right now I think our challenge is to not let our appetite exceed our grasp. Too many companies become the victims of their own success, and our success has been a bit staggering. Right now I think we're making sure the legs of the table are securely in place — and right now those legs seem to belong to Mr. Shakespeare."