Here she is, Miss America...and look what's become of her. She's an addled, troubled nightclub singer in Weimar, Germany, unable to find a decent man and unwilling to see the political insanity about to engulf the country. The good news? She only has to play the sleazy Kit Kat Klub for two weeks.

Of course, when the Kit Kat Klub is actually a remodeled Studio 54 in midtown Manhattan, and the singer is just a character — Fraulein Sally Bowles, and when the songs are classics by John Kander and Fred Ebb, and when the show is a Tony-winning revival by the Roundabout Theatre Company, the assignment starts to look a lot brighter. As such, former Miss America Kate Shindle will play Sally June 19-July 1, taking over for Gina Gershon who leaves June 17, and setting the table for TV and film actress Brooke Shields, who joins the company July 3.

Shindle, who's coming to Broadway straight from Cabaret's national tour, has also subbed for Lucy in Jekyll & Hyde. After putting away her 1998 Miss America crown, Shindle received her Bachelor's degree in Theatre from Northwestern University in 1999.

Now the fifth longest-running revival on Broadway, Roundabout's Cabaret had surpassed the number of performances logged by the original stage version. The revival, with 1,296 shows under its belt (as of June 3), passed the 1,165 mark set by the original with its 1,166th show on Feb. 6.

Roundabout's revival opened March 19, 1998, and on to win four Tony Awards (including Best Musical Revival). Despite a construction accident that interrupted the run and forced a move from Henry Miller's Theatre to Studio 54, the show has prevailed. The role of Sally Bowles has been played by Natasha Richardson, Jennifer Jason Leigh, Mary McCormack, Susan Egan, Lea Thompson, Joely Fisher, Katie Finneran and Gina Gershon. Actress Richardson — who created the role of Sally Bowles in the long running revival -- said that she may return to close the show sometime in 2002. Richardson spoke in the press room of the 2001 Tony Awards and added that Cabaret has not set a closing date and that talks were ongoing. She also said that she was mulling over various projects that might bring her back to Broadway. The emcee has been played by Alan Cumming, Robert Sella, Michael Hall and Matt McGrath. Brooke Shields, who starts July 3, has often taken roles on the racy side, in direct contrast to her demure public persona. She played the tough talking Rizzo in the Fran and Barry Weissler Broadway production of Grease! and, more recently, starred in the Off Broadway hit, The Vagina Monologues. Her film roles include "The Blue Lagoon," "Endless Love" and "Black and White." Her sitcom, "Suddenly Susan," was recently discontinued.

Cabaret tickets range from $45-$90. Tickets are on sale at the Studio 54 box office at 254 W. 54 St. and through TeleCharge at (212) 239-6200.