"Our State Fair" by Tom Briggs

Tom Briggs

  • OnStage North Carolina Columnist

Act One: An Unexpected Journey

The idea of adapting the 1945 Rodgers and Hammerstein movie musical State Fair for the stage first came to me when I saw it on television as a teenager. It was still in the back of my mind when, in college, my best friend, Louis Mattioli, and I decided to try our hands at writing. (I’d met Louie through Kids From Wisconsin, the all-singing, all-dancing high school troupe that toured during the summer.)  Instead of tackling State Fair, we decided to write a musical based upon the Moss Hart backstage comedy Light Up the Sky. That project went the way of all good intentions when our lives took divergent paths (it’s still a good idea).

Years later we were both living in NYC. Louie, having appeared on Broadway and at numerous nightclubs, was working at the A&E Network, and I was working for The Rodgers and Hammerstein Organization. One afternoon in Central Park, we agreed that it might be time to revisit that idea about State Fair, given my proximity to the rights holders. I approached my boss, Ted Chapin, with the idea and he agreed that we should take it to his bosses, Mary Rodgers, and Jamie and Bill Hammerstein. Ted did remind me that, many years before, Jamie had created an adaptation of the movie that went belly-up at the St. Louis MUNY, starring Ozzie and Harriet Nelson (brilliant casting!) and choreographed by the up and coming Tommy Tune. 

In a subsequent meeting all parties explained to us why it wouldn’t work. Bill and Jamie’s observations were mostly about the hog, Blueboy, a major character in the film. It had in fact been the bane of Jamie’s experience when he staged his production. We countered with our idea of how we planned to handle that element of the production. Mary, typically, said something insightful and hilarious like, “Fuck the pig. Just make it work.” The consensus was to let us try. From the beginning the impetus was to create a musical that R&H could license to every high school and community theater in the world. The word “Broadway” never came up.

Ted and the families were generous enough to allow us access to the R&H trunk, wherein resided songs that had either been cut from or never went into the musicals they wrote. We were also allowed to consider lesser known songs from their lesser known musicals   ̶  Allegro, Me and Juliet and Pipe Dream. That was a prerequisite as the movie’s score is comprised of only six songs, which does not a theatrical score make.

Much of our first draft was scribbled on cocktail napkins at the Broadway watering hole, Sam’s, where Louie and I met every day after work. On weekends we would work at my apartment on the Upper West Side or in the park. I think it was about six months later when we submitted our adaptation for consideration. Everyone agreed that we could move forward with an initial production, if we could find someone to produce it.

Enter Randy Skinner. The (now) four-time Tony nominated choreographer was branching out into directing at the time and we were meeting about an R&H project that he was doing at the Goodspeed Opera House. When he asked what I’d been up to, I mentioned State Fair he said he’d love to read it and left the office with the script. He called a couple of days later saying that he’d love the opportunity to direct and choreograph it. He suggested that we pitch it to Ron Kumin at the North Carolina School of the Arts. The venerable Broadway producer, Manny Azenburg, had established a laboratory for developing pre-Broadway productions at the school. That was the first time that the dreaded “B” word entered any conversation concerning State Fair.

Ron signed on and, because of the expenses involved, brought on Barry Brown as his co-producer. Barry, who ran the esteemed Long Beach Civic Light Opera, had produced many Broadway shows including the original production of La Cage aux Folles and revivals of Gypsy starring, respectively, Angela Lansbury and Tyne Daley. Our production would play a couple of weeks in Winston-Salem, following Neil Simon’s Jake’s Women starring Alan Alda, and then move on to Long Beach for a couple of weeks. The plan was approved by the R&H interests and we went into pre-production.

It may have been the next day that Ted came into my office, shut the door and took a seat. Now what you must know is that Ted is always the smartest guy in the room. No, really. He said, “Jamie should co-direct it with Randy.” Not only was Jamie a fine director (Absence of a Cello, The Indian Wants the Bronx, Wise Child, Butley) and producer (Blue Denim; I Love You, You’re Perfect, Now Change) but, having staged his father’s works throughout the world, he knew the territory. And Jamie’s name would bring extra credibility to the enterprise. Smart, indeed. Randy was not the least bit bent out of shape by the proposal. He was just beginning his career as a director and was enthused to be working with and learning from Jamie, as were Louie and I. Jamie proved to be an invaluable dramaturg, challenging us every inch of the way, making us stand up for what we believed in while never treating us as anything other than professional peers. 

We lined up an amazing cast. Triple threat Susan Egan, who would go on to receive a Tony nomination for Beauty and the Beast, played farm girl Margy. Michael Hayden, who would go on to star in Lincoln Center’s revered, Tony-winning revival of Carousel, played her brother, Wayne. That original production was wonderfully received and taught us what we needed to move forward. Where and what to cut (it was far too long with too many songs); whether jokes landed or didn’t; when the audience was getting restless and all of those things you learn when the final collaborator, the audience, enters the process.

We returned to NYC and Louie and I were back at Sam’s working on rewrites. He had come down with a nasty cold that he just couldn’t shake. He went into the hospital, had an open lung biopsy, after which they couldn’t get him off the respirator, and that was that. He died at 38. More importantly than having lost my collaborator, I had lost my best friend. I’m still not quite over it 24 years later and never expect to be.

I no longer did the rewrites at Sam’s, but I did them, consulting with Jamie and Randy along the way. I had hoped – maybe even presumed – that Ron and Barry would continue with the musical, assuring it some kind of an afterlife. A couple of years later it was clear that I had been wrong. So I began shopping it around to various producers and eventually found myself in the offices of the august Theatre Guild. They had produced the original productions of Oklahoma! and Carousel so there was synergy at work. Having produced the first R&H musical, it made perfect sense that they might produce what was destined to be the final R&H musical. While R&H had written a television musical, Cinderella, it had been adapted for the stage decades before. (It has since been adapted twice more, once by me and a third time by the fantastic Douglas Carter Beane).

The Theatre Guild was then being run by the elegant Philip Langner, whose father, Lawrence, was one of its founders in 1918. Day to day operations were largely handled by Robert Franz who, as providence would have it, was also from Wisconsin. They agreed to produce a national tour of our musical. This was three years following that original production and I was encouraged to strike Louie’s name from the book credit. It might be confusing, the reasoning went, since he was no longer alive. I never for one moment considered doing that. We had started it together and would end it together, if only in spirit.

I’ll never forget the day the producers took Jamie, Randy and me to the Algonquin and, over drinks, announced the cast they had assembled. Mind you, we had never been consulted on the matter. The tour was to star John Davidson, Kathryn Crosby, Donna McKechnie and Andrea McArdle. My initial reaction was to order another cocktail. While fine performers all, I couldn’t quite figure out who would be playing whom. 

The startlingly handsome John, the very definition of “Mr. Sunshine,” would play the grumpy, rural father. The elegant Kathryn, easily ten years John’s senior, would play his kindhearted farm wife. Donna, who was John’s age, would play the band singer that 21-year-old Wayne falls for at the fair. Andrea, at the age of 33, would play recent high school graduate, Margy. One more cocktail, please. 

I by no means intend to disparage these actors, who were not only accomplished, dedicated pros I admired greatly but lovely people as well. John stopped dying his hair and went grey for the role. He cherished the opportunity to play against type. Kathryn, a bit insecure, not having been onstage in some time, worked like a stevedore and brought tremendous class and warmth to the whole process. Donna hadn’t created a role on Broadway since her Tony-winning turn in A Chorus Line 20 years earlier but still had “it” in spades. Randy was understandably thrilled to build his dances on her. And Andrea was exactly what you’d expect: feisty, unpredictable, hilarious, opinionated, and with that soaring voice. She also turned out to be a much stronger dancer than I had anticipated. 

Auditions ensued and the two major roles I had a hand in casting were Wayne, who would be Donna’s young farm boy love interest, and newspaper reporter and lady’s man, Pat, who would play opposite Andrea. I had known Ben Wright when he came to NYC as a teenager from Indiana to play Jack in the original production of Into the Woods. He was a family friend of my dear friend, Bruce Pomahac, also from Wisconsin and who would write the sensational orchestrations for State Fair. Ben had retired from the business and was living in North Carolina. I called him and shamelessly begged him to consider playing Wayne. He said that he would take the role on the condition that his wife, Amy Gage, also be cast so that they could tour together. That ended up being no stretch at all. Amy was a fantastic and lovely singer and dancer and we cast her as Andrea’s understudy.

I’d had a man-crush on Scott Wise since first seeing him on Broadway in Song and Dance. He’d won a Tony for Jerome Robbins’ Broadway and was, IMHO, the best male dancer on Broadway. He had charisma to let and was drop-dead handsome with a smile you could hang a dream on. We cast him as Pat.  Being pigeonholed as a dancer, Scott had seldom had the opportunity to sing and act (the ill-fated musical Carrie excepted) and was astounding in the role.  He also proved to be one of the sweetest guys you’d ever want to meet. 

With the show fully cast, we were off and running. Jamie, Randy and I all felt that the script was in fine shape when we went into rehearsals. While there were the inevitable conversations about this or that, I don’t recall any downright arguments. We were all on the same page. There was the time John pleaded to have a live hog to whom he could sing “Sweet Hog of Mine,” the one song we interpolated from the 1962 movie remake which is best left forgotten.  Louie and I had decided early on that we could never show the audience a boar of the magnificence that Blueboy was purported to be. Also, we had once worked with a pig in a production of Li’l Abner and knew they were not stage-friendly animals. And did John really want to be upstaged by an animal? That subject never came up again.

Brilliantly, the tour was scheduled to open in Des Moines during the Iowa State Fair, where the musical is set. The New York Times theater critic, Frank Rich, and his wife, columnist Alex Witchell, made the trek to see the show and enjoy the fair. They were both extremely gracious and complimentary about the production. Frank mentioned it in one of his columns. “This may be what the Golden Age of Broadway was really all about.” He graciously allowed us to use his quote in our marketing for the show.

The reviews for the tour were more than I could ever have wished for. LA Times: “I never thought I would love State Fair but now I do.”  The Hollywood Reporter: “A toe-tappable, knee-slappable package that carries a wealth of charm.”  Chicago Sun-Times: “Perfection…Just pin that blue ribbon on the theater marquis.” Variety: “What is truly remarkable is the way what could be a very trite show carefully avoids most of the traps of triviality or sentimentality, thanks mainly to a sparklingly witty book by Tom Briggs and Louis Mattioli. A delightfully retro production of a remarkably unified piece of musical theater. State Fair looks set for a highly successful national tour and fully deserves an entry into the great Broadway cook-off.”

There was that “B” word again, and it came up over and over again in favorable reviews across the country. I can’t pretend that I wasn’t beginning to get stars in my eyes. My biggest dream had been that it might, one day, be presented at my hometown community theater. Anyway, the tour continued to be well received by audiences and critics alike with everyone involved having a swell time.  Then we arrived in Philadelphia.  Enter David Merrick.


Act Two: The Unlikely Destination

There was no mistaking the elderly gentleman in the wheelchair.  If the jaunty fedora and jet-black mustache didn’t give him away, certainly the white gloves did.  “Legendary” is really too pedestrian a word to apply to David Merrick, producer of 88 Broadway productions including such behemoths as Fanny; Gypsy; Promises, Promises; Hello, Dolly! and 42nd Street, as well as more high-brow fare by such esteemed playwrights as Tom Stoppard, John Osbourne, Brian Friel and Tennessee Williams.  He had also presented two landmark Royal Shakespeare Company productions directed by Peter Brook, Marat/Sade and A Midsummer Night's Dream.  What in the world was he doing in the lobby of the Merriam Theatre in Philadelphia, just before Christmas in 1995, at a performance of the national tour of State Fair?  I couldn’t imagine that Merrick and his companion, Natalie Lloyd, had randomly chosen this venue as a date night out.

It later become clear that our producers, Robert Franz and Philip Langner, had invited Merrick, hoping to interest him in bringing the show to Broadway. It worked.  He loved the show and they all returned to the City and set about securing a theater for the production.  Merrick went up to the fabled offices he’d once occupied above the St James Theatre, then the province of Rocco Landesman, head of the Jujamcyn Organization who, along with the Shuberts and Nederlanders, were and remain the three major landlords on Broadway.  Merrick wanted the St. James for State Fair but Landesman turned him down.  The theater was already booked.  Merrick returned a few days later with a blank check in his hand and again was turned away.  How it all eventually came together isn’t really important.  But during our stop in Hershey, PA, Robert, Philip and our invaluable press agent, Susan L. Schulman, arrived and announced that State Fair was headed for Broadway.  A pre-show whoop went up behind the curtain, where the company had been gathered onstage for the announcement.  It was to be Merrick’s 89th Broadway musical, and his last.

After suffering a debilitating stroke in 1983, Merrick had largely removed himself from the business.  He returned briefly in 1990 with the ill-fated, all black revival of the 1926 Gershwin musical Oh, Kay!  The production had originated at the Goodspeed Opera House and he imported it to the Lunt-Fontanne Theatre.  It was the first, but not the last, production for which Ms. Lloyd, who had become not only Merrick’s paramour but his spokeswoman, would receive Executive Producer credit.  They had met when she was a receptionist for his attorney.

John Davidson, Ben Wright, Kathryn Crosby and Andrea McArdle 

John Davidson, Ben Wright, Kathryn Crosby and Andrea McArdle 

Now keep in mind that all I’d ever wanted from State Fair was a title that R&H could license to schools and community groups and my biggest dream was that perhaps, one day, even my hometown community theater would present the musical.  And while I was duly thrilled to think that our little-show-that-could would end up on Broadway, my first thought was that Merrick would dump me in a heartbeat and bring in Peter Stone or some other first-class, established book writer.  But for whatever reason, David seemed to like me and my sensibility and, more importantly, he liked State Fair.  

I imagine that Philip and Robert were happy to have David throwing $1M at the production to bring it in, but they must have also realized that he would be usurping their positions as the lead producers.  Obviously it would now be a “David Merrick presents…” production.  Many, including the extremely savvy Schulman, thought it was a terrible idea but Robert’s recurring chant was, “I can handle Merrick.”  What they may not have counted on was the important role Ms. Lloyd would come to play, which would include her second Broadway credit as Executive Producer.

Because David was largely unable to speak, Natalie was his conduit.  “David thinks…,” “David wonders if…,” David wants…”  The fact is that David always made himself perfectly understood to me.  Now I am only speaking from my personal experience and it may well have been different for others.  One day Natalie approached me.  Our conductor was the wonderful Kay Cameron, who also wrote the terrific vocal arrangements.  

“Do you think Kay could cut her hair so that she’d look more like a man from the back?  David isn’t comfortable with a woman leading the orchestra.”

“No,” I said and walked away. I was running out of patience with her. I’d had other unpleasant encounters with Natalie including one concerning Andrea McArdle’s costume for the opening scene.  Natalie told me that David wanted Andrea in a dress for the opening scene instead of the overalls that our brilliant costume designers, Michael Bottari and Ronald Case, had put her in.  I then went to David and said, “Don’t you love that Andrea is in overalls for the first scene on the farm instead of an organza dress like they used in the movie?”  David smiled, winked and nodded.  I’m not sure that any of us had ever fully trusted Natalie’s motives.  She was not a person of the theater and her opinions proved largely useless. (Sidebar: Natalie, easily four decades David’s junior, would become the sixth Mrs. Merrick shortly before his death in 2001 at the age of 88.  Ain’t true love grand?)

The producers eventually secured the lovely Music Box Theatre for our production.  Lovely, yes, but far too small.  Even using a case of Crisco, I was amazed that they could squeeze James Leonard Joy’s beautiful set onto that stage.  But more importantly, this was a family show.  Given the number of seats, the tickets prices would have to be so high to make the weekly nut that they would largely preclude families from attending.  

We only had one week of previews before opening but so be it.  Audiences were eating it up with regular standing ovations.  All of the critics attended the Sunday matinee prior to our Tuesday opening.  What a disaster.  Robert Franz unwisely came backstage before curtain to let everyone know that this was the performance that counted, that every critic in the world was out front.  Of course that put the fear of God into everyone.  Most actors do not want to know when a critic is in the house, let alone when all of them are out there.

The performance got off to a great start with orchestrator Bruce Pomahac’s thrilling Overture and my heart was pounding when the curtain went up.  The always-dependable John Davidson came on and dropped the first prop he had to handle, a coiled rope.  He couldn’t quite recover and finally just threw the thing into the wings.  It went downhill from there and Jamie and I were out on the curb smoking cigarettes before Scene 2.  The tone had been set and it was an extremely nervy performance all around.

Opening night was wonderful, the nerves having been left behind and everyone shining.  As my date, I had flown in my childhood mentor, Conne Smith, from my hometown of Waukesha, Wisconsin.  At the party at Tavern On the Green, she was awed to meet not only our stars but other luminaries in attendance (her favorite may have been actor Richard Widmark, who was married to Oscar Hammerstein II’s stepdaughter).  How thrilled I was to have Conne sharing my Broadway debut.  My partner and I spent the night at the Four Seasons Hotel, which he had lovingly booked as part of my opening night gift.  The following morning the newspapers arrived and the reviews were dire, even questioning the credibility of critics across the country who had given us such positive notices.  I wasn’t the least bit surprised as I ate my delicious lemon curd pancakes while overlooking Central Park, and imagining the closing notice being posted by week’s end.  

The following night we were all summoned to the stage before the performance.  Robert addressed us holding all of the reviews in his trembling hand.  Apoplectic, he tore them up, one by one, hurling them to the floor accompanied by many expletives.  There would be no closing notice!  We would prevail!  We would be a hit!  My heart went out to the actors who had to go out following that desperate display and give the audience a performance.  Not everyone knew that Robert was a raging, blackout alcoholic.  He passed away at his mother’s home in Wisconsin not long after State Fair closed.

The show went on to run for three months and received two Tony Award nominations.  Scott Wise was nominated for his dynamic performance, the other going to the score.  However, the voters were only to consider the songs that had never before been heard on Broadway, thereby precluding those from Allegro, Me and Juliet and Pipe Dream.  Not only did David sue the Tonys for ruling part of the score ineligible but, in one last publicity stunt in a career that had infamously included many, had earplugs handed out to the voters when they arrived at the theater so they would not have to listen to the songs not under consideration. But we got to do a number at the Tonys, which was great.  

Not incidentally, this was the season of Rent and Bring in ‘Da Noise, Bring in ‘Da Funk, which collectively had sucked up all of the oxygen on Broadway.  Had we come in the previous season when Sunset Boulevard was the only new musical to open…  But why go there, right?

The most important thing we got out of our Broadway run was the cast recording, which is imperative to the licensing of a musical.  I could do an entire column on this subject alone but I’m going to share only one anecdote.  I believe we arrived at the studio at 9 A.M. and we were going to stay until it was all in the can. I think we recorded mostly in show order beginning with the Overture. Andrea’s first big song, “It Might as Well Be Spring” comes early in the show but when we got to that number, she said, “No, I can wait. Let someone else go.”  I thought at the time that she may have been deferring to some of the more seasoned actors whose voices may well have waned as the hours went by, and went by they did. I think it was at about 3:30 A.M. when Andrea finally went into the booth to lay down “…Spring,” and she did it in one take, maybe with a couple of small inserts. What a pro. I remember being in tears but at that point, I would have wept at a good card trick.  Adrenaline is a strange animal.  (If I’m wrong about any of these recollections, I’ll count on someone to chime in with corrections.) When we finally left the studio, the sun had arisen and we had a sensational cast recording.

And you know what?  To this day State Fair is being produced at schools and community theatres and summer stock companies around the country, which is really all I ever wished for.  Even Waukesha Civic Theater has presented it.  The rest was always just gravy.