Thoroughly Modern Millie, that modern 20's flapper, will finally be settling down - if only for a few months. The new musical based on the Julie Andrews film of the same name closes Dec. 10 after extending twice at La Jolla Playhouse. But Broadway is in her future, with a projected fall 2001 New York City arrival.

At first, Millie looked troubled, with a week of previews cancelled because of set difficulties, including a turntable malfunctioning. That problem followed the loss of the show's star, Erin Dilly, who was then replaced by Sutton Foster. Dilly herself had been a replacement for Kristen Chenoweth, who quit the show for her pending TV series.

Those troubles cleared the morning after Oct. 22, when positive reviews from the San Diego Union-Tribune and the Los Angeles Times and a rave from Variety appeared, sending the "modern" flapper on her way to Broadway in fall, 2001. (The show's press representative also noted that if a theatre becomes available in time for Millie to come in for spring 2001, the show may make the move then. At this time, there is no empty theatre that could house the show).

For further information on the show in San Diego and for tickets, call (858) 550-1010.

* There's another casting change at Thoroughly Modern Millie, but just for a week. "Frasier"'s Harriet Harris will step in as the evil Mrs. Meers for the final week of performances, Dec. 5-10. Pat Carroll, originator of the stage role, left for a previously-made engagement, set before Millie extended through Dec. 10. Her final performance was Dec. 3.

Harris, perhaps best known as Frasier's overly-aggressive agent, most recently appeared on Broadway as Maggie Cutler opposite Nathan Lane in The Man Who Came To Dinner. Other credits include originating all the female roles in Jeffrey, Broadway revivals of The Crucible and Man and Superman and Ophelia in Hamlet and Lady Macduff in Macbeth with the New York Shakespeare Festival.

Carroll last performed on Broadway opposite Zoe Wanamaker in Electra. She is perhaps best known, however, as the voice of the evil sea witch, Ursula, in Disney’s “The Little Mermaid.”

*

After several canceled previews, the new musical, Thoroughly Modern Millie, first played before an audience Oct. 6 at the La Jolla Playhouse, but the performance turned out to be something of a concert version.

Technical problems prevented a full performance, so cast members — miked and costumed — played the show as a kind of scriptless staged reading, sitting in chairs, according to a production source. The full opening number was performed and then the chairs were brought out, apparently to the delight of the Southern California audience, who seemed to enjoy being part of the unique and bumpy process of putting a new musical together.

“The audience laughed their heads off and gave us a standing ovation,” said one member of the production. “It was really encouraging.”

Michael Mayer (You’re a Good Man, Charlie Brown, Side Man) directs. Producers Fox Theatricals, Michael Leavitt, Hal Luftig, Anita Waxman, Elizabeth Williams, Stewart F. Lane and Whoopi Goldberg are expected to take the show to Broadway this season if it lands big in La Jolla.

*

Earlier, Millie suffered another setback — the loss of star Erin Dilly. The young actress, who made a splash in Babes in Arms and Martin Guerre, was set to perform the title role in the La Jolla Playhouse production, but several production meetings later, she and the creative team determined that Dilly would not be able to continue with the show.

Dilly was the second actress to bow out of playing the "modern" flapper; Kristin Chenoweth was originally chosen for the role but went to Hollywood for a sitcom deal instead.

Replacing Dilly is actress Sutton Foster. Foster's Broadway credits include Eponine in Les Miserables, Sandy in Grease!, the Star to Be in the Annie revival and a role in The Scarlet Pimpernel. She performed at San Diego’s Old Globe in What the World Needs Now, toured in The Will Rogers Follies and was a Star Search ’91 teen vocalist winner.

Foster joins Tonya Pinkins as the socialite Muzzy. A Tony Award winner for Jelly's Last Jam, Pinkins has starred on Broadway in Play On! (Tony nomination) and The Wild Party.

Joining these leading ladies are Marc Kudisch (The Wild Party, The Scarlet Pimpernel) as Millie's boss, Mr. Trevor Graydon, Jim Stanek (A Funny Thing Happened on the Way to the Forum, Indiscretions) as Millie's boyfriend Jimmy Smith, Sarah Uriarte Berry (Les Miserables, Beauty and the Beast) as Miss Dorothy, Millie's best friend, Stephen Sable (Privates on Parade) as the lovesick Ching Ho, Frances Jue (M. Butterfly) as Bun Foo, an immigrant desperate to make it in America and Anne L. Nathan (Ragtime) as Miss Flannery, Graydon's office manager.

The ensemble features Randl Ask, Kate Baldwin, Joshua Bergasse, Zina Camblin, Julie Connors, David Eggers, Nicole Foret, Matt Gasper, Gregg Goodbrod, Matt Lashey, Joe Langworth, Michael Malone, Yusef Miller, Tina Ou, Noah Racey, Megan Sikora, Chane't Johnson and Leigh-Anne Wencker.

Director Michael Mayer is a Tony nominee for A View from the Bridge and You're a Good Man, Charlie Brown> He helmed the recent Broadway productions of Uncle Vanya and Side Man and will head up the Roundabout's 2000-2001 production of Heather McDonald's An Almost Holy Picture.

Millie designers are David Gallo (sets), Robert Perdziola (costumes), Donald Holder (lighting) and Otts Munderloh (sound). Michael Rafter is the musical director, with Tony and Academy Award winner Ralph Burns doing the orchestrations.

*

Thoroughly Modern Millie is based on the 1967 film musical comedy directed by George Roy Hill. The picture, a 1920s spoof, starred Julie Andrews, Mary Tyler Moore, Beatrice Lillie, John Gavin, James Fox, Carol Channing, Jack Soo and Pat Morita.

According to Theatrical Index, two of the film's comic pastiche songs ("Jimmy" and "Thoroughly Modern Millie"), in the style of The Boyfriend, are being used in the stage version, with new tunes by composer Jeanine Tesori (Violet and Lincoln Center Theatre's Twelfth Night) and lyricist Dick Scanlan.

The libretto is by Richard Morris and Scanlan, based on Morris' original story and screenplay. Screenwriter Morris died in 1997 after completing work on the script with Scanlan.