Pop-up book sets, stunning flying sequences and haunting Celtic music will punctuate Peter And Wendy, a bunraku puppet adaptation of J.M. Barrie's Peter Pan by the Mabou Mines troupe that will play a limited engagement at Off-Broadway's New Victory Theatre beginning Feb. 1.

A hit at this summer's International Festival Of Puppet Theatre (at the Public Theatre), Peter And Wendy, like most Mabou Mines pieces, "melds movement, theatre, imagery and music into a rich theatrical tapestry." Lee Breuer (The Gospel At Colonnus) directs Liza Lorwin's adaptation of the Barrie fantasy. Julie Archer provides the sets, Johnny Cunningham the Scottish music.

Hoping to capture the moment when childhood imagination gives way to adult reality, director Breuer hopes to represent "absolute reality from five-year-old's point of view." In so doing, the Darling Nursery will become Neverland, Wendy's bed a pirate ship and Nana a crocodile. Bunraku "shadow" puppets are held by visible, onstage puppeteers. The only human character, however, will be narrator Karen Kandel, supplying all the voices -- from Wendy to Captain Hook to Peter Pan. Breuer adds, "The historic jewel box intimacy of The New Victory Theatre complements the imaginative environment we have created for this production."

Mabou Mines, founded in 1970 and named for a community in Nova Scotia, was mixing theatre with visual and multi-media long before the experimental movement of "performance art" established itself. Philip Glass, JoAnne Akalaitis, Ruth Maleczech and David Warrilow have all worked with the troupe on its two dozen productions staged throughout the world.

For tickets ($10-$25) and information on Peter And Wendy at the New Victory Theatre, 209 West 42nd St., through March 2, call (212) 239 6200. The official opening night is Feb. 6. Photo Caption: Karen Kandel w/Mabou Mines puppets. Credit: Richard Termine. --By David Lefkowitz