Although this is the same French coast of La Cage aux Folles, where the central male lovers walk arm in arm into the sunset together, the bond formed by rough-edged swindler Freddy and smooth veteran Lawrence in Dirty Rotten Scoundrels marks the beginning of a beautiful friendship.

Norbert Leo Butz plays Freddy and John Lithgow plays Lawrence, roles previously played by Steve Martin and Michael Caine in the 1988 MGM film of the same name (the template of which was borrowed from the earlier David Niven-Marlon Brando picture, "Bedtime Story").

Following its fall 2004 tryout at the Old Globe Theatre in San Diego, the new Jeffrey Lane-David Yazbek stage musical begins Broadway previews Jan. 31 toward a March 3 opening at the Imperial Theatre.

About Freddy and Lawrence — isn't it romance?

"Oh, absolutely," librettist Jeffrey Lane told Playbill On-Line. "They see in each other they are like two halves. They each have something the other needs. Lawrence, when he first meets him on the train, he just dismisses Freddy. But when he's talking to Andre in the next scene he says, 'He reminds me of me when I was just starting out: The danger, the fact that you are making it up as you go along.' Lawrence is the guy who has the class, who has done it all and is smart. Freddy is the guy raised by his bookie grandmother, been on his own since he was 15. You know what? They both could do fine on their own. But it's not as much fun." Tony Award-winning director Jack O'Brien (Hairspray, Henry IV) agrees. "I don't think it's a sexual thing, and we never play that, but it is a romance," he said. "I don't think they know it. Loneliness is the essence of a con: You really can't take anyone aside and say, 'How did you like my performance today?' Those kinds of people don't see each other very often. Them getting together is basically because John Lithgow's character sees in Norbert's the naïveté he once demonstrated — there's a kind of passing on of methodology there. That's a different kind of love between people: You know, a mentor-protégé type thing."

O'Brien said it's indeed the beginning of a beautiful friendship, but it takes interaction with the ladies in the show (Joanna Gleason, Sherie Rene Scott, Sara Gettelfinger) to help make it gel, and "the con" goes on beyond the curtain. "We're going to unleash them on the world," O'Brien said.

The musical came about after movie company MGM (through its MGM On Stage initiative) invited writers, directors and producers to consider its catalog of titles for musicalization. Lane, Yazbek and producer Marty Bell had all independently inquired about the 1988 Frank Oz-directed "Dirty Rotten" film, which had a screenplay by Dale Launer and Stanley Shapiro & Paul Henning. MGM's Darcie Denkert and Dean Stolber got the parties together.

"Separately — we didn't know each other — we all wanted to do the same piece," Marty Bell explained. "So we all got together to talk about it. I didn't think it would work out, I thought I'd want to get my own people, but they had such a great take on it that we started together. As soon as Jeffrey wrote his first draft I felt like I'd found the musical comedy book writer I've been looking for for 20 years."

Lane (TV's "Mad About You" and "The Murder of Mary Phagan") said he was attracted to "the whole idea of a con, the whole idea of theatre being a con — the fantasy that a person creates."

"I've always been fascinated by con men because they have to be really smart about people and able to look right into a person's heart and see what that person wants, and yet never reveal themselves," Lane said.

Fans of composer-lyricist David Yazbek's score for his freshman Broadway effort, The Full Monty, will be happy to know that with Dirty Rotten he continues his knack for spinning playful, comic lyrics while drawing on many musical sources.

"I tried to stay away from French music — I can't stand it, that accordion stuff," Yazbek told Playbill On-Line. "There's a continental flavor to the score — y'know, a string section — but there's also room for funk and that kind of stuff. When it was time for something festive and summery, I came up with this samba. There's a couple of really old fashioned ballads. When I say old-fashioned, I mean really old-fashioned — like, '40s and '50s."

Yazbek explained, "These characters, some of them, are ultra rich, ultra — in the Broadway way — witty, so I was able to have fun with trying to do Noel Cowardy kind of stuff. That's one of the reasons I wanted to do the show: Just the idea that I could do really craft-laden lyrics, but also have kind of a crass, low-brow thing going on."

He agreed that the canvas of Dirty Rotten is much more broad than his previous Broadway show. "In Full Monty, pain and anger was at the bottom of everything in the story," Yazbek said. "In this, it's sort of slyness and wit at the bottom of everything."

Around the time of Full Monty in 2000-2001, Yazbek, then known for his alternative pop music, said he wasn't sure if theatre-writing was in his future. Was he being coy?

"I wasn't lying, I really didn't know," Yazbek said. "I still don't know, but now instead of my foot being in the door, my whole leg up to my thigh is in the door. The difference between then and now is that now I wanna start exploring theatre the way I've been exploring music on my albums — try to do stuff that is really interesting to me outside of just being commercial. Even maybe some stuff that isn't commercial."

What was learned in the fall 2004 tryout at The Old Globe, where O'Brien is artistic director?

"We learned the show worked, right away," said Tony Award nominee Norbert Leo Butz (Thou Shalt Not, Wicked, The Last 5 Years). "Audiences loved it, almost from the get-go. Then something really dangerous happened: We started enjoying it too much. We started feeling entitled to get laughs, and got a little too proud of ourselves. Jack is so brilliant at saying, 'You know what? You are not funny. The ideas are funny, the situation is funny, the writing is funny, so play those and don't push it.' That's hard to learn because it's addictive. Restraint is hard to learn."

Of the show's development plan, producer Marty Bell said, "We set up a very unusual process on this show, I went to Jack and Jerry early and I said, 'We've really got the chance to have our fantasy process on this show. We could play for eight weeks at the Globe, take seven weeks off over the holidays, not have to play in New York in January, go back into rehearsal.' They both moved aside other projects to do that. One of the things we decided was to do the show in stages. What we really focused on in California is the storytelling and the book. We kind of sketched in the numbers, but now we're really blowing out the numbers and enhancing it a lot more."

Was it "frozen" once its California run (Sept. 22-Nov. 7, 2004) began?

Bell explained, "We opened in the third week [of the run], we sent [the creative team] home for two weeks to think, and then we came back for three more weeks and we made a lot of changes in the book. We didn't change any of the numbers, we just made book changes. When we got here we focused on kicking up the numbers. There's more scenery in New York, more costumes. I've gone through it in my head: Every scene in the show has some change [since the fall], whether it's dialogue, music, costume, scenery, dance. There are no new songs since San Diego, there are rewrites within songs."

Jerry Mitchell (Hairspray, Never Gonna Dance) is the choreographer, reuniting with O'Brien and Yazbek five years after they teamed on The Full Monty.

The designers are David Rockwell (scenic), Gregg Barnes (costume), Kenneth Posner (lighting) and Acme Sound Partners (sound). Orchestrations are by Harold Wheeler. Ted Sperling is musical director and wrote incidental music arrangements. Yazbek and Sperling handled vocal music arrangements, while Zane Mark did dance music arrangements. Fred Lassen is conductor. Denis Jones (The Full Monty) is associate choreographer.

The cast includes Gregory Jbara, Timothy J. Alex, Andrew Asnes, Roxane Barlow, Stephen Campanella, Joe Cassidy, Julie Conners, Jeremy Davis, Rachel deBenedet, Laura Marie Duncan, Sally Mae Dunn, Tom Galantich, Jason Gillman, Nina Goldman, Greg Graham, Amy Heggins, Grason Kingsberry, Gina Lamparella, Michael Paternostro, Rachelle Rak and Nick Wyman.

The Dirty Rotten Scoundrels performance schedule is Monday-Saturday at 8 PM, Wednesdays and Saturdays at 2 PM. After March 8, Tuesdays at 7 PM, Wednesday-Saturday at 8 PM, and matinees Wednesday and Saturday at 2 PM and Sunday at 3 PM.

For ticket information, call TeleCharge.com at (212) 239-6200.