A second musical rendition of "Les Miserables" has arrived in New York, but it's not another three-hour, large-cast epic from France. No, this Les Miz runs a scant 60 minutes, has a cast of six and a prepubescent target audience. It's the latest show from Theatreworks/USA, one of the nation's leading theatres for young and family audiences.

"I thought to myself, 'Okay, brilliant 1,400-page book, and six actors in an hour. Sure, why not?' laughs book writer and director Rob Barron about the show, which was recently previewed in New York and New jersey for area students. "As you might imagine, it's an enormous undertaking."

But that kind of challenge isn't anything new for Barron and his collaborator, composer-lyricist David Spencer, the creative team behind Theatreworks' version of Phantom of the Opera, which became the first Theatreworks score ever to be commercially recorded (by Playbill Records). But the task of adapting a book such as "Les Miserables," which has an enormous quantity of characters and storylines, proved slightly more daunting -- until Barron and Spencer found a way into the story by deciding to focus on the relationship between Jean Valjean, the one-time prisoner who cannot seem to escape his past, and Javert, the jailer who refuses to show Valjean any mercy.

"That was the biggest liberating thing, because suddenly it was just about the two men," explains Spencer, who other shows include Weird Romance, written with Alan Menken, and an adaptation of "La Boheme" for the Public Theater. "So essentially, the show is now a seesaw."

The only mandate that Theatreworks gave the twosome, Barron says, was to make Valjean a younger man than he is in the book, so that kids would relate to him better as a protagonist. Other than that, the story and characters are ultimately same. Barron says he didn't see any need to tone down the material for children. "I am continually flabbergasted at how smart and intuitive kids are," notes Barron, who's directed numerous shows for Theatreworks and various regional theatres. "First of all I think they have the most fabulous theatrical imagination, I think more so than adults, because adults have an attitude of 'we've seen that, done that.' And I would not choose to show somebody being whipped in the town square or actually shot because I think it's not as effective as other choices in which people have to imagine that, and therefore are participating more in the unfolding drama."

And Barron adds that the conditions they were working under encouraged them to tell a more intimate story. "Since we were working with some limitations -- a cast of six, for example -- it enabled us to focus in so naturally," he reports. "We can't have a crowd of 40 people singing, so it becomes much more about the personal side of the story."

While Spencer says he and Barron have discussed collaborating on a show for adult audiences, at this point they don't have a specific project in mind. But it's a partnership that he hopes will continue in some form.

"It's one of the happiest collaborations I've ever had," he says. "And in certain ways, the easiest. In terms of the flow of give and take, it's rather remarkable how attuned we are to each other's wavelength and how quickly and economically we get things done."

For information on Les Miserables at Theatreworks/USA call (212) 647-1100.