Dick Scanlan and the late Richard Morris, co-authors of the book, had envisioned a show featuring period songs and numbers from the film. Tesori, an accomplished arranger, was invited to help shape and integrate the music into a cohesive whole, so that the score would sound as if it had been written specifically for the piece.

"We had the American songbook open to us," says Tesori, "and we started out trying to find existing material. But then Dick would say, 'Oh, it would be great to write something here.' He had already written 'The Speed Test' [set to music by Sir Arthur Sullivan], and the lyrics were brilliant. So we just started writing, and one of the first things we wrote was 'Forget About the Boy.' That’s why the score ended up being hybrid. We figured out how to use the pre-existing material in different ways and worked incredibly hard to make every song seem inevitable."

The feel-good, Tony-winning Millie, which recently began its national tour at the Starlight Theatre in Kansas City, Missouri, is quite a departure for Tesori, best known as the Obie-winning composer of Violet, a musical about a disfigured woman. Tesori also garnered considerable acclaim, and her first Tony nomination, for the incidental music in Nicholas Hytner’s 1998 production of Twelfth Night. (Millie earned her a second Tony nomination.)

"One of the reasons I did this show was because I wanted to do something more commercial," she says. "My inclination is to write dark pieces; even Twelfth Night felt pretty dark to me. One of the wonderful things about Millie is that we laughed all the time we were working on it. We started writing when my daughter was three or four months old, and I thought, 'I’ve got to try to write something that's going to have legs, that will have a wide audience.' I hadn't a concern in the world, but being a parent changes everything. At the same time, the success of Millie gives me great freedom to work on projects that I wouldn’t otherwise be able to afford to take on financially."

Tesori was attracted to Millie for several reasons. "I love the sound of twenties dance bands," she says, "and I'm fascinated with that time in America. And Millie is so much a character I could identify with, having moved to New York when I was 17. I was going to Barnard, and I was dropped off by my parents at the corner of 110th St. and Broadway. . . . The memory of standing on that corner is still present. I'm from Long Island, but I’d only been to the city maybe three times. It was a whole world that I knew nothing about." Tesori is now working with Tony Kushner on the musical Caroline or Change, which will premiere at the Public in the fall. "It's about a young Jewish boy growing up in the south in the early sixties and his relationship with the black maid who works in the household," says Tesori. "George Wolfe is directing, and Tony wrote a great libretto. I cannot say enough about Tony as a human being, as an artist, as an activist. I’ve been waiting to collaborate with him without knowing it. And I was waiting to write this show without knowing it. I would say it took me my whole life to write it."