When the show went into rehearsal, [Betty] Comden and [Adolph] Green’s book included a series of flashbacks to Oscar and Lily’s earliest days together, first as her theatrical star was rising and then the moment when she broke off with him. It came after she discovered that he was being unfaithful to her while she was touring in a production. For this section of the show, Coleman had written “Oscar Jaffee,” a song that brings to mind the burlesque revelries featured during a birthday celebration for Orson Welles’s character in his film "Citizen Kane."
By the time the show reached Boston, these scenes, which moved back and forth between the action on the train, had been integrated into one extended sequence that took theatergoers through Lily and Oscar’s stormy relationship. In the revision, Oscar wasn’t unfaithful; rather, he deliberately undermined her in front of other producers as she was attempting to secure a role in a new play by Eugene O’Neill.
For this section the songwriters devised a new song, “This Is the Day,” a Rudolf Friml–like aria in which Lily expressed her delight about the new prospects on her professional horizons. Coleman even wrote a small snippet of recitative for Lily and Agnes that harked back to the sorts of exchanges between maid and mistress in such operas as The Barber of Seville.
During the course of rehearsals, Prince took out two other numbers. One, “Lucky Lily,” preceded the flashbacks to Oscar and Lily’s personal life, and the other was a comedy piece for Oscar’s aides-de-camp, “Show Biz Is the Lowest Biz There Is.” He also had Coleman, Comden, and Green write one more new song, “Mine,” which gave Oscar and Bruce a chance to preen in front of mirrors in two adjoining compartments on the train.
Prince recalled Coleman during rehearsals, saying, “I knew that he was more site-specific than anyone I’ve ever worked with, and I’ve worked with a lot of people,” adding, “When I direct, I do not let the authors come to the rehearsal. They come after I’ve put stuff on the stage. It’s very difficult for authors to understand that, but I’m at a point—well, I have been for a long time—where I say, ‘Let me do it. You come in in the afternoon and see it, and if I didn’t do it right, I’ll do it right the next day, but I can’t have you sitting at my elbow.’ That was hard for Cy, really hard. And I knew it. But he’s the only one it’s ever been hard for in all of my experience, including Lenny [Bernstein].” In looking back on his work with Coleman, Prince also said, “[Cy] was fun to work with. So knowledgeable about music. I’m not. I’m knowledgeable about theater. . . . He really knew everything there was to know about orchestrations and all of it. He was taking more responsibility than anyone I’d ever collaborated with before, including Sondheim or Bernstein really. Bernstein, no, I guess not. I don’t know, because Lenny wrote a show and then just kind of went away and then came back once in a while. Cy was there all the time.”
Coleman might not always have been able to be at Prince’s side while the director was staging the piece, but his involvement in the show was palpable, particularly for [Judy] Kaye: “I really got to know Cy in the rehearsal process. Madeline [Kahn], I don’t know if she didn’t like to rehearse or if she was afraid. Something was going on that I really couldn’t tell. But I wound up being asked to sing a lot of stuff during the rehearsal process, and I had a couple of private work sessions with Cy, and it was like a match made in heaven. It was so much fun. It was just me going over to his office and working on music.”
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[Choreographer Larry] Fuller remembered how he, too, worked with Kaye during rehearsals. “I would stage a number with Judy and the men, and when I had it more or less set, then I would teach Madeline separately, so that she didn’t have to learn in front of anyone.”
With the rewrites that were happening and because of his work with Kahn and Kaye, Coleman didn’t have as much time to spend with leading man Cullum, a fact that the actor regretted, particularly because he had gotten to work closely with the composer before rehearsals began. Cullum had one particular memory of a meeting that took place in Coleman’s apartment: “We discussed what would be the pleasant and convenient and doable notes that I could use in songs that he was going to have me sing, and I remember him saying, ‘What are you comfortable with on a high note?’ And I said, ‘Well, I can hit an F-sharp, but I’m better off with an F.’ And he said, ‘No. What is your real comfort level?’ And I said, ‘Well, an E. I can sing that very well, and that’s a good high note for me.’ And he said, ‘No, what are you really comfortable with?’ And I said, ‘Well, I can sing an E-flat all night long.’ And so that was what he put into his brain, and I remember in certain songs, for instance, in ‘The Sextet,’ where I had about thirty-two E-flats all in a row.”
-- From "You Fascinate Me So" (c)2015 by Andy Propst. Published by Applause Theatre & Cinema Books, an imprint of Hal Leonard Corporation. Reprinted with permission.