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A not-particularly-funny thing happened to Follies star Jan Maxwell on the way from the Kennedy Center's Eisenhower Theater (occupancy: 1,100) to Broadway's Marquis Theatre (occupancy: 1,611): She found a tiny window of opportunity to do a no-frills play by a pet playwright of hers at Off-Broadway's Atlantic Stage 2 (occupancy: 117, if you're lucky). Of course, she went for it.

In Howard Barker's Victory: Choices in Reaction, she was a widow of the English Restoration, roaming the countryside collecting for burial the body parts of her magistrate husband, who'd been drawn, quartered, sliced and diced for signing Charles I's death certificate. Multitasking, she also tried fending off the vulgar advances of a horny cavalier (Robert Emmet Lunney), who impregnated her and wound up in her care, tongue-less and wrecked by the rack. "In some ways, I prefer him now," her character remarked after all this abuse. "He was awfully — boisterous — before." Loveland it's not.

This sort of acting choice has made Maxwell one of New York theatre's most respected actresses. There's a beguiling mix of intelligence and elegance about her, plus a pinch of raunch, that makes producers look no further in recasting roles played by Eleanor Parker (The Sound of Music), Carole Lombard (To Be Or Not To Be), Rosemary Harris (The Royal Family) and Alexis Smith (Follies).

Those last three plays, plus 2010's Lend Me a Tenor, make this Maxwell's fourth Broadway show in a row with a theatrical backdrop. She's Phyllis, a leggy blonde showgirl from the 1940 follies and the uppermost bauble on Stephen Sondheim and James Goldman's melancholy monument to a bygone Broadway. She and fellow former chorine Sally (Bernadette Peters) return to the scene of old glories with unhappy husbands in tow (Ron Raines and Danny Burstein) and ghosts of their younger selves.

	Maxwell in Lend Me a Tenor.
	photo by Joan Marcus

It's the night before the wrecking ball hits the theatre that was their follies epicenter, so everybody — from headliners to chorus-liners — brings their own baggage, as well as ghosts, for one last wistful whirl about the stage.

"In rehearsal, I wondered about the hierarchy," recalls Maxwell. "Sally and Phyllis were chorus girls. They were there just a couple of years, if that — and then only as background for Hattie [Jayne Houdyshell], Solange [Mary Beth Peil] and Carlotta [Elaine Paige]. Those were the people who had the specialty acts in the follies in the 1930s and '40s. When Stella [Terri White] did her big 'Who's That Woman?' number, that was her number, and we all just came on and tap-danced behind her."

The big names did not pack big egos for the 10-week Washington, DC run, she says. "Everybody looks for catty stories, but we liked each other — sometimes adored each other — and had a lot of laughs. We all had to get there every morning at 10 and put tap shoes on. When you've got all these divas in a room tapping away, it levels the field."

Oblivious to the fevered cult that encircles the show, Maxwell settled naively into the star spot of Follies, nudged there by her knowing agents. "I'd done Side by Side by Sondheim in college [in Moorhead, MN] so I knew some of the songs," she confesses rather quaintly, "but I didn't really know the show, so I read it and listened to it. A chance to sing 'Could I Leave You?' is hard to pass up."