Librettist Douglas Carter Beane (The Little Dog Laughed, Xanadu) told Playbill.com that the one-time Fred Astaire vehicle — about a washed up movie hoofer returning to the stage — is being dramatically deepened for its new life: Characters are fleshed out; additional songs from the catalog of composer Arthur Schwartz and lyricist Howard Dietz have been added; and the retooled plot is a grand homage to the craft and showbiz savvy of late screenwriter-librettists Betty Comden and Adolph Green.

"The difference between this and Xanadu is total," Beane said. "I went into Xanadu going, 'I really dislike this movie — let me try to make it something wonderful,' but with 'The Band Wagon,' I really revere this movie. It's really a beautiful movie musical. And, yet, because I'm a writer and look at it that way, I see that there are faults in it."

Comden and Green wrote the picture's screenplay, but, said Beane, their studio contract ended before work was finished. As adaptor for Dancing in the Dark, Beane draws on the film's existing screenplay; Comden had sent him a copy before she died.

"The thing that drew me to it was the chance to further something of Comden and Green, and really give them their due because I love them so much," Beane said.

Gary Griffin (The Color Purple) will direct the 1952-set Dancing in the Dark (the title is drawn from the famous song by Dietz and Schwartz), to bow at The Old Globe in San Diego March 4-April 13, 2008. Barry and Fran Weissler plan to shepherd it to a commercial future. The stars — including those playing the respective Astaire- and Cyd Charisse-created roles of Tony Hunter and ballet dance Gabrielle — have yet to be officially announced, though Tony Award winner Beth Leavel recently said she'll play musical comedy writer Lily Marton (created by Nanette Fabray). Adam Heller (Make Me a Song) is expected to play composer-husband Lester Marton (created by Oscar Levant).

According to The Old Globe, "In Dancing in the Dark, Tony Hunter is a Hollywood star with a career on the wane. Jeffrey Cordova is a Shakespearean actor-manager with a taste for high art. Together they team up with a diverse assortment of theatrical personalities to create a new musical that's strictly 'entertainment.'"

Beane said that fans of the picture will note that the second part of the film is a string of splashy musical numbers — as if the characters had created a revue. Entertaining though they are, these show-within-a-show tunes make little sense in the plot and are not connected by any dialogue scenes.

An ambitious hard-boiled detective jazz ballet (with Astaire as a Mickey Spillane-type) is tacked on as the finale. "The huge ballet [and its incidental dialogue] was not written by Comden and Green at all," Beane said. "It's by [uncredited] Alan Jay Lerner."

In the film's central plot, Tony Hunter reunites with old writer pals to star in a new stage musical, agrees to work with an arty director, a chilly choreographer and a ballet star with no musical comedy background. Beane said he set out to steal the screenplay's setup "and then create a second act, and deepen and understand the characters more."

Beane spoke with Betty Comden about the project before she died. "She did send to me the original screenplay, which had passing references to things that were really interesting to me — like that Lily had dated Tony Hunter before she married Lester," Beane explained. "I thought that was really interesting. [In the film] they are fighting for no reason — suddenly the collaborators are fighting. The reason they're fighting is because he feels she's falling in love with him again. And there's [a plot point] about Lester being an alcoholic. Those were interesting things that I wanted to play with, and make it a rich musical theatre experience."

The movie is generally considered one of three great color M-G-M musicals from the 1950s, including "Singin' in the Rain" and "On the Town." Fans can rest assured that most of the film's score will be heard in Dancing in the Dark, though numbers may be reassigned.

The title number, a sensuous and wordless getting-to-know-you dance between Astaire and Charisse in Central Park, will include Dietz's lyrics when it plays on stage.

Except for "That's Entertainment," all the songs in the film "The Band Wagon" were culled from Dietz and Schwartz musicals of the 1930s — some of which starred Astaire and sister Adele.

Dancing in the Dark will also include D&S songs not heard in the picture: Expect "Something You Never Had Before" from The Gay Life (1960), as well as "Fatal Fascination" from Flying Colors (1932) and "Rhode Island is Famous for You" from Inside U.S.A. (1948). Songs cut from the film, "The Band Wagon" — "Sweet Music" and "Got a Bran' New Suit" — will also be used.

(It should be noted here that that the script/score, like those for any new musical with Broadway hopes, is a work in progress — written in ink, not yet set in stone.)

The film score includes D&S classics "A Shine on Your Shoes," "Something to Remember You By," "I Guess I'll Have to Change My Plan," "Triplets," "You and the Night and the Music," "By Myself," "New Sun in the Sky," "Louisiana Hayride" and more.

"In every instance I found the original theatre lyrics, which are ten times better than the movie lyrics, because they're not watered down," said Beane. "They're actually much more dark and interesting."

So, he illustrated, "I Guess I'll Have to Change My Plan" (which was first heard in 1929 and was later cleaned up) will offer the lesser-known line, "Why did I buy those blue pajamas before the big affair began?"

Beane observed, "Dietz and Schwartz have sort of fallen by the wayside a little bit, and they are up there with Rodgers and Hart and Irving Berlin and Cole Porter. They are the finest of the revue composers — their stuff is so good and so strong."

As in the film, Dancing in the Dark's major plot tension will still be classical art vs. pop culture, represented by highfalutin' British director Jeffrey Cordova seeking to turn a breezy musical comedy into a turgid, modernist work.

"They start with a sort of Comden and Green musical, and it becomes a Marc Blitzstein musical, and they try to pull it back to a Comden and Green musical," Beane explained. "[Jeffrey] is stuck in the Marc Blitzstein world." The show Lily and Lester intended is "a mix of Bells Are Ringing and Wonderful Town."

Beane also revealed that there is a flashback sequence that shows the roots of the relationship between Tony, Lily and Lester, in the 1930s. The trio performed as a Depression-era Greenwich Village act — a nod to Comden and Green's post-NYU work writing and acting as The Revuers, with Judy Holliday. The fictional pals later made a splash on Broadway in an imagined show called I Love Louisa.

"It's got a lot of me in it as well," Beane said of this newly re-conditioned "Band Wagon." "We've done a lot of readings, and I'm most excited that people are moved by it. It becomes about why we choose to do theatre, and why we choose this particular life, and how the history of the past is tied into the choices we make in the present."