Popular musical theatre performers Carolee Carmello (Parade), Gilles Chiasson (The Civil War, Rent), Bryan Batt (Saturday Night Fever) and Marc Kudisch (The Wild Party) all have one thing in common -- The Scarlet Pimpernel, in all its various incarnations. This brings them to the May 4 performance of Storybook: The Lyrics of Nan Knighton, a retrospective of Broadway and unperformed work of Knighton (The Scarlet Pimpernel,Saturday Night Fever). This is the second in a series of four Thursday evening cabarets at Sam's Restaurant's Dream Street Cabaret. Remaining dates are May 11 and 18.

Tony nominated in 1998 for the book to The Scarlet Pimpernel, Knighton has worked with several Broadway and Off-Broadway composers, including Jonathan Larson (Rent), Robert Lindsey Nassif (Eliot Ness in Cleveland) and Howard Marren (Paramour) as well as Frank Wildhorn (Pimpernel, Jekyll & Hyde). The Storybook evening will feature never-before-heard numbers and her best-loved words from Pimpernel.

Casts will rotate through the various evenings. Stephen Kaplan is production supervisor. The remaining performer listings follow:

May 11: Alvin, James Carpinello (Fever), Hoty, Alix Korey (The Wild Party), Frank Mastrone (Fever), Morrow, Nancy Opel (Triumph of Love), Brad Oscar, Price, Runolfsson, Shindle

May 18: Tom Andersen, Carpinello, Evan, Tovah Feldshuh (Lend Me a Tenor, Yentl), Hoty, Mastrone, Nancy Opel, Orfeh (Fever), Oscar, Price Ken Lundie is the musical director with Dale Badway as the evening's host.

Tickets are $12 with a $10 food and drink minimum. Portions of the proceeds will be donated to Broadway Cares/Equity Fights AIDS. Sam's Restaurant is located at 263 West 45th Street. For reservations, call (212) 719-5416.