Imagine a time when New York City's cultural leaders had to take a stand against repressive government interference in the arts. Oops -- that's today! "Giuliani's my press agent," Tim Robbins says with a sly smile. Actually, Robbins has written and directed a sweeping new feature film about another era of cultural ferment and censorship: the 1930s, when Orson Welles and John Houseman directed productions for the Federal Theater Project; when tycoons like Nelson Rockefeller filled the sky above Manhattan with tall buildings; when fascism began casting dark shadows over Europe. Robbins' movie, “Cradle Will Rock,” takes its title from Marc Blitzstein's musical salute to the working class, made famous when skittish federal authorities padlocked its theatre just before opening night in 1937. The response of Welles and his company of actors -- who defied the authorities, led a march to an alternate theater, and performed the show from their seats -- provides the film's exciting climax.

It isn't easy to capture the magic of live theatre on film, but Robbins has done it in a movie that feels theatrical from start to finish. And no wonder, given the pedigree of the actors and production team. Vanessa Redgrave plays a socialite who becomes enthralled with the theatre; Paul Giamatti (The Iceman Cometh) is her talentless protege; Susan Sarandon is a fascist sympathizer; Cherry Jones (The Heiress) is head of the WPA theatre program; Stephen Spinella (Angels in America) is her assistant; Ruben Blades (The Capeman) is artist Diego Rivera.

Scottish-born stage veteran Angus Macfadyen plays Orson Welles, and his company of actors includes such New York stage stalwarts as John Turturro, Barnard Hughes, Victoria Clark, Daniel Jenkins, Jamey Sheridan, and Timothy Jerome. Oscar nominee Emily Watson, cast as the star of the aborted production of “The Cradle Will Rock,” began her career with the Royal Shakespeare Company. Even the Cusack siblings (John as Nelson Rockefeller; Joan as a WPA functionary who fears communism) have theatrical roots: He founded Chicago's avant-garde New Criminals theatre company, and she has acted in Shakespeare productions at the Public Theater and Chicago's Goodman Theater.

“Cradle Will Rock” was designed by Richard Hoover (Not About Nightingales); cast by Doug Aibel, artistic director of the Vineyard Theatre in New York; and scored by David Robbins, music director for the Los Angeles-based Actors' Gang theater company. (RCA Victor will release the soundtrack on Dec. 14.) Before David's brother Tim became a movie star, he co-founded the Actors' Gang in 1981 and remains active in supporting the group.

Speaking from his comfortable office in a downtown Manhattan loft building, Tim Robbins is more guy-next-door than Hollywood hyphenate (producer-director-screenwriter-actor). Family photos of his longtime love Sarandon, her daughter, Eva, and their sons, Jack Henry and Miles, adorn the walls alongside posters for his films “Bob Roberts,” “Dead Man Walking,” and “Cradle Will Rock.” Mementoes from various Actors' Gang productions -- set models, framed flyers, posters -- occupy a place of honor. "I loved the idea of showing the heroism of ordinary people," says Robbins, explaining what drew him to the story of Blitzstein's musical. "Too often our frame of reference for heroic acts has to do with some kind of violence or battle. I found this story so inspiring -- theatre people having the courage to exercise their creative freedom. I came to realize that it takes an awful lot of courage to exercise your rights in a democracy."

Re-creating the historic concert performance of “The Cradle Will Rock” required careful research, according to Robbins. "There was no staging record of it," he says. "We had the original orchestrations, which never got played. In truth, only a piano played that night, and an accordion player stood up in the finale. My brother David was very excited by the orchestrations and wanted to use them. So one of the liberties we took in the film was to give retrospective courage to the musicians; we created a small combo that play the parts as written."

Robbins spoke with one real-life witness to “The Cradle Will Rock,” the original production's assistant stage manager. "I had originally written it the way Welles and Houseman recounted it [in their memoirs]," the writer-director says. "They both said they had given inspirational speeches before the performance. And that was a drama killer, like knowing that someone is about to escape from jail. This guy said, 'I was there, and I never heard that speech. To tell you the truth, it always pissed me off that they had that recollection because it took the courage away from that one woman [played in the movie by Emily Watson] who stood up to perform.' It was important to me to make it clear that this was her individual act of heroism. Same with Silvano [played by John Turturro], a character based on Howard Da Silva, who went on to 1776 and a rich theatrical career but who was blacklisted in the '50s. Probably the FBI file on him started that June evening when they performed `Cradle’ against the government's wishes."

The film version of that performance -- shot in Broadway's Brooks Atkinson Theatre -- became "the most exciting night in the theatre I've ever had," says Robbins. "We had about 200 extras who knew what was going on; they were part of the march outside the theatre. Then we had 800 more who didn't know the story [ahead of time]. I spent a good hour explaining what it was like to be in this audience in the '30s -- that they'd paid a quarter to get in, that a Broadway show was an affordable thing, not like today. There had been a huge labor riot in Chicago the week before; on this night, cops and armed guards were outside the theatre. I said to them, 'Something forbidden and serious is happening here. One man [Blitzstein, played by Hank Azaria] will do the entire show for you.' I didn't tell them that any of the other actors were going to stand up and sing. We had surreptitiously rehearsed, and I figured we could do parts of eight musical numbers in four days.

"The first night of filming was the most important," Robbins goes on. "We set up three cameras on stage and two hidden in the audience. Essentially, that's the proscenium: The actors standing up amongst the audience is the stage set. Rob Marshall had come down to choreograph some last-minute stuff in the theatre, and once we started, we continued to do it. The audience was seeing a show, and they responded in such a unique, natural way. I was terrified that you were going to see these bored, indifferent faces, which would have killed the movie. But the room was vibrating! In the entire four days, I didn't once say to the audience, 'Laugh here' or 'Clap there.' Every reaction was spontaneous."

Asked about the preachy quality of Blitzstein's musical, Robbins says, "It has a certain amount of that, which is why it's important to frame it in the context of the '30s and the choices being made at that time. It's exciting when you realize how groundbreaking `The Cradle Will Rock’ was as a piece of theatre. No one was writing musicals with social content at the time except for Brecht and Weill in Germany. That's totally different now: You have a whole generation of composers who can trace their lineage back to Blitzstein. Leonard Bernstein said that there wasn't a composer more influential to American musical songwriting than Blitzstein. Would [`Cradle’] work today? I think it would. Would it be preachy? Maybe, if you don't understand its context. Could you do a musical about a labor strike now? Yes. You might need to treat [`Cradle’] as a malleable thing. Maybe you'd need to adapt it."

Robbins speaks with enthusiasm about his theatrical background, which began in the '70s when he was a student at Manhattan's prestigious Stuyvesant High School. "During my freshman year, I did The Little Prince with Theater for the New City, when it was over on Jane Street in the theater where Hedwig is playing now. My grades plummeted, so I wasn't allowed to do theatre except in the summer. I would do street vaudevilles, and a lot of musical numbers. [Robbins' father, Gil, was a folk singer with the Highwaymen and later managed the folk club Gaslight; his mother worked in publishing.] I started directing plays at Stuyvesant my sophomore year."

Robbins majored in theater at UCLA, intending to return to New York after graduation and become a director. But after winning an acting award during his senior year, the 6' 4" actor got an agent and quickly discovered that he could make a lot more money in TV than bussing tables.

"I had a bad attitude," he recalls with a laugh. "I was a punk rocker, so I was not in the mood for `Three's Company.’ My first job was playing a psychopathic terrorist on `St. Elsewhere,’ which made sense since I had a general contempt for television. But the money was good, and it allowed me to produce and direct plays with the Actors' Gang. For five or six years, I was able to do a balancing act of working in TV and movies [including `Toy Soldiers’ and the infamous flop `Howard the Duck’] and producing plays. That's what kept me in Los Angeles -- knowing that I was going to be doing creative work with this great theatre company."

Robbins and Sarandon became a real-life couple after co-starring in the 1988 comedy hit “Bull Durham.” He settled down with her in New York, where the couple juggles family life, political activism, and movies. (She's currently starring in “Anywhere But Here”; he co-starred with Jeff Bridges in the summer thriller “Arlington Road.”) "I don't care to talk about anything private," he says of their relationship. "To me, that's violating a trust. And once you start doing it, interviews become an endless vivisection of emotions."

He allows that he was tremendously proud to have directed Sarandon's Oscar-winning performance in “Dead Man Walking.” "That performance was incredible," he says proudly. "She's great in all of her movies -- I thought `Lorenzo's Oil’ was a tremendous performance." Sarandon chose to play a glamorous Italian fascist in “Cradle Will Rock,” "because she wanted to play a bad guy."

Sarandon and Robbins have participated in various theatrical fund-raisers, but neither has graced a New York stage in many years. "I want to," Robbins says. "Part of the problem is that most of the contracts are for six months. At this point in my kids' lives, six months without weekends with them is tantamount to hell for me. They're not going to let you do six weeks on Broadway. But I don't need a big stage; maybe CSC or something like that. I really do want to act in something on stage because it's been a long time." (An Albee enthusiast, Robbins seems intrigued at the idea of doing Who's Afraid of Virginia Woolf? with Sarandon.)

At this point in his career, Robbins cherishes the freedom his stardom affords. "I wouldn't be able to direct the films I want to direct if I wasn't a successful actor," he says. "I have a very lucrative career as an actor, which gives me the leverage to walk away from a directing job if it isn't exactly what I want to do. That's lucky, because directing is really hard. This film took three years. It's a lot easier to manage your life being an actor."

For now, Robbins is basking in the positive buzz generated by “Cradle Will Rock.” "My ambition in the writing of it was to do this big canvas -- a mural," he says. "I knew I was doing an epic."

--Kathy Henderson