ARLINGTON, VA. — It was just a group of young Baltimore guys talking about nothing — and everything — during the twilight of the 1950s, when so much was about to change. How they expressed their schemes and dreams, usually while settled into booths at the eatery that was their habitual hangout, became the stuff of inspired moviemaking.
Those buddies from Barry Levinson's 1982 film "Diner" are now back together, still trying to figure out the future, women, friendships, women, careers, women. Only this time, they're not just talking. They're singing. Doing a little dancing, too.
The new musical version of "Diner," featuring a book adapted by Levinson from his Academy Award-nominated screenplay and a score with music and lyrics by Sheryl Crow, is now in previews at Signature Theatre.
It retains the familiar elements of the movie, while adding some new touches. The female characters, for example, will get more focus. And there's an extra dimension to one of the most colorful guys in the story, Boogie, whose gambling habit and designs on women (notably at a movie theater with a box of popcorn) land him in trouble.
"I realized that if I'm playing with this again, I can explore things in a different way," Levinson says. "I can open a few new doors and hallways. It was invigorating."
When "Diner" has its opening night the weekend after Christmas, it will mark the culmination of a process that has had a few bumps. The show had its first reading in 2011. A tryout in San Francisco was announced for 2012 but never materialized.
Next came word that the musical would open on Broadway in the spring of 2013, which didn't happen, then the autumn of that year, which didn't happen, either. Problems with funding and finding the right theater were among the reasons given.
The show's director and choreographer, Kathleen Marshall, whose three Tony Awards include one for the brilliant 2011 revival of "Anything Goes," has taken the delays in stride.
"It's not unusual for a musical," Marshall says. "It's like a spiral. You have several readings and workshops. You go around and around again. You can't shortcut. We're grateful to have the first staged production at Signature."
The company, which won the 2009 Regional Theatre Tony Award, stepped up soon after the New York plans unraveled.
"Barry and Sheryl wanted to take the show to a place where there would be strong support," says Signature artistic director Eric Schaeffer, "and our audiences really support new work. I felt the show was ready to take a leap of faith and get onto the stage."
There are no other plans "on the horizon" for "Diner" beyond its Signature run, Schaeffer says. Whether it will eventually make it to Broadway remains an open question.
"That would be wonderful," Levinson says. "But for now, let's see just if we can put together a good show — that, to me, is the challenge — and see if we get an audience interested in a two-hour journey."
Given the caliber of the creative team, that interest is practically guaranteed. It doesn't hurt that the "Diner" title is such a strong brand in itself.
Levinson's popular, part-autobiographical movie, which gave a boost to the careers of Kevin Bacon, Steve Guttenberg, Mickey Rourke and others, is set in Baltimore in 1959. It tells the tale of six 20-somethings who reunite when one of the old gang is about to get married.
That wedding hinges on a quiz about the Baltimore Colts that the fiancee must pass — just one of the distinctive vignettes in a film rich with atmosphere, humor and insight.
"I saw 'Diner' when it first came out, and I've always been a fan," says Crow, 52, a nine-time Grammy Award winner. "Knowing each of these characters so well, I could write songs from their point of view."
Marshall shares that admiration of the movie.
"It was so smart and surprising," Marshall, 52, says. "And so funny, even though, as Barry says, there were no jokes. It was just timing. The movie is deceptive in its simplicity."
The Baltimore-born Levinson, 72, whose distinguished Hollywood career includes an Oscar for directing "Rain Man" and an Emmy for "Homicide: Life on the Street," revisited "Diner" with an open mind.
"When I set out to do this, I felt I couldn't be protective of the film, which is a totally different animal," Levinson says. "I was willing to try anything with it, as long as it stayed true to the film and was communicative and dramatic. I didn't want to change it into 'Bye Bye Birdie.'"
In devising a script for the musical, Levinson kept the flavor of his screenplay in mind.
"The film was a departure in its time," he says. "Rather than people talking about big issues, it was just issues about males and females, a lack of communication and the '50s. We don't always say important things with great clarity. We all come at it sideways. So when one of the characters keeps talking about football, you realize he's struggling with marriage and commitment."
The movie's dialogue, a little of it improvised by the actors, gained acclaim for its naturalness.
"Ninety-five percent of the movie was written," Levinson says. "I remember when my father saw it at its Baltimore premiere, he said to me, 'I thought you were going to write this movie.' I said, 'I did.' He said, 'It sounded like the whole thing was made up.' I want the musical to feel the same way."
During rehearsals at Signature, that sense of spontaneity was in the minds of everyone involved.
"There were times when the guys would improvise something, and Barry would say 'OK.' He's not precious about his writing at all," Marshall says. "But the script is so strong because Barry writes so well for actors. Just look at the actors he has worked with." (His about-to-open-film "The Humbling" stars Al Pacino, who's "fantastic in it," Levinson says.)
In addition to occasional tweaking of the dialogue, other alterations have been made over the past few years since the first draft of "Diner." Along the way, some songs have been taken out, new ones added. More adjustments have been made since rehearsals started at Signature before Thanksgiving.
"Sheryl and Barry have been here working constantly," says Schaeffer, 52. "Barry was often rewriting stuff. No one was sitting back and saying, 'That's good enough.'"
During a recent rehearsal, a hoodie-wearing Levinson watched every move by the young actors intently, one hand keeping time with the beat whenever they broke into song.
Although Marshall called a stop frequently to fine-tune a bit of staging ("Take the time to fall into yourself," she told one performer) or tweak a musical number (she had one singer add an extra riff), it was clear that the cast was well into the groove.
"These guys came in to the auditions and just claimed their roles," Marshall says.
There's a new character in the musical, an older version of Boogie. He was added, the director says, to launch the show with a look back at the events he and his friends experienced; he returns to provide an epilogue.
Also new for the musical is a bigger emphasis on the story's female characters.
"In the movie, every scene had one of the 'Diner' guys in it," Marshall says. "Now there are some with just girls."
Levinson's decision to provide more of a female perspective dovetailed neatly with his choice for songwriter.
"Sheryl had a really good understanding of 'Diner' and the guys, but also what I was hoping for in terms of the female characters," Levinson says. "She was able to find the essence of that."
Crow, who has not attempted to write a musical before ("When Barry asked me to do this I was flattered and taken aback"), found particular inspiration in the character of Barbara, casual girlfriend to a "Diner" guy attending grad school.
"She has found out she's pregnant, but she wants to keep her job," Crow says. "She isn't prepared to give all that up. She is the representative of a modern, changing woman in the story. So I made the style of her song different from the others. It's got an almost Burt Bacharach, '60s feel."
That song's expressive heat and strong hook could be easily appreciated during rehearsal, even with just a piano accompaniment.
Getting to the point where she felt comfortable with matching song, character and plot took Crow a while.
"Music was such a huge part of the movie, a dramatic character in and of itself," she says. "The first couple months, I was completely hung up."
But as she delved into the musical history of 1959, Crow found a good deal of inspiration.
"When you look at the 100 hits of that year, there was a whole gamut of styles, some waning, some [pointing to] the '60s," she says. "I knew exactly what I wanted to pull from that world. And I knew what songs I would write for inner monologues and what songs would be part of the action of the play. I'm proud of the music. But I'm hoping people will listen to it and not hear Sheryl Crow."
As for the dance that goes with the song in "Diner," that's been devised by Marshall, who has choreographed a wide assortment of Broadway shows.
"The movement has to feel natural and organic to the dialogue," Marshall says. "It is a rock 'n' roll score, so there's a lot of rhythm. But it is not the 'Hairspray' Baltimore, which was all about dance. There are not a lot of dance breaks."
Another thing that won't be in this version of "Diner" is the sight of all those great '50s cars, which had a prominent presence in the movie ("You can't do cars onstage," Levinson says. "We did not even bother").
Baltimore, which was something of a co-star of the film, will be more of a reference point here. And local accents will be as rare in the musical as they were on screen.
"The specificity of the story and the characters is what actually makes it so universal," Marshall says. "Everybody can recognize this group of friends stumbling into adulthood, on the cusp of moving forward and still trying to hold on to their friendships."
For all that may be new about the musical, the heart remains the same.
"It's going to be 'Diner' no matter what," Levinson says. "That's in the DNA of the piece."
If you go
Preview performances of "Diner" continue until 2 p.m. Dec. 27; opening night is 8 p.m. Dec. 27. The show runs through Jan. 25 at Signature Theatre, 4200 Campbell Ave., Arlington, Va. Tickets are $29 to $99. Call 703-820-9771 or 703-573-7328, or go to signature-theatre.org.