The new musical devised by librettist Joe DiPietro borrows from the wide catalog of songs Elvis Presley recorded, by a variety of composers and lyricists. The Christopher Ashley-directed production is fresh from a Chicago tryout that started Dec. 19, 2004, and ended Jan. 23. The company then jumped into New York City rehearsals to refine their work.

Opening night on Broadway is March 24.

What did the producers and creative team learn in Chicago?

"We learned audiences love the show," producer Jonathan Pollard told Playbill.com. Audiences were surveyed and the show got high marks, but work continued on the storytelling in the Windy City, Pollard said.

A new finale setting will be in place in New York, and "Return to Sender" (heard in Chicago) will not be part of the show in Manhattan (at least not in the first Broadway preview). "The finale is totally different," Pollard said, adding that it's not a mega-mix medley of Elvis hits. "We built a whole new set for it. In Chicago, we decided [the setting of the climax] was the wrong place for the story to take place — we essentially added a new building. The town has evolved by the end of the show, so we wanted a new setting that was fresh and exciting."

Pollard said the creative team also "honed in on a musical and instrumental voice for our leading man," a character named Chad (played by Cheyenne Jackson), who shakes up a small town.

"Chad required a more specific instrumental and vocal voice," Pollard said. "Instrumentally, his material is much more rock 'n' roll… We're featuring the rhythm section more with him now."

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The Chicago run offered audiences there DiPietro's original plot about a leather-jacketed stranger, Chad, who shakes up a dull Eisenhower-era American town — all to the music made famous by Elvis Presley. (The singing is live and in-character, not recorded.)

The musical direction and fresh arrangements are by Stephen Oremus, who might be considered one of the stars of the show.

At the start of the Chicago run, the score overflowed with songs by many writers that Elvis made rich: "Blue Suede Shoes," "That's All Right, Mama," "Can't Help Falling in Love," "Jailhouse Rock," "Heartbreak Hotel" and more.

When the sexy, leather-jacketed Chad comes riding into town, he brings with him a sound unknown in these parts in the mid-1950s: The pulse of rock 'n' roll, informed by blues, rockabilly and gospel.

Goodbye, Gershwins — hello, "Hound Dog."

Ken Roberson choreographs.

What the producers want you to know, foremost, is that All Shook Up is not a biography about Elvis Presley. The King isn't a character in this original musical fairy tale that's in the tradition of Shakespeare's As You Like It, Twelfth Night and A Midsummer Night's Dream. . Like lovers opening their eyes to surprising love, it's about a town awakening to romance and possibility — with music being the alarm clock.

Those who thought the new show was only about songs made popular by Elvis will be surprised to learn that Shakespearean comedies also inspired the show's plot, an original tale packed with romantic yearnings, mismatched partners, deception and disguise.

Although All Shook Up is set in the middle-America of 1955 — the period when Elvis emerged — the musical's characters and plot twists conjure the sparring lovers and surprise couplings of The Bard of Avon.

"In Joe's first draft was the idea of Shakespeare together with Elvis, which is the first thing that was really interesting to me," said Ashley, who was Tony Award-nominated for directing The Rocky Horror Show. "In it is the idea that if the girl can't get the guy she wants, maybe she should dress like a guy to be his buddy and see what happens..."

What sparks it all, of course, is the music you associate with the late singer Elvis Presley; the score is by many songwriters, representing a range of work Elvis sang. "Music works like the love blossom in Midsummer Night's Dream," Ashley said. "It can unlock something, it can a make a statue come to life. In a show, that gives a director an immense amount of permission and latitude to invent."

Mind you, there is not an Elvis character in sight — unless you count the motorcycle-riding, leather-jacketed, swivel-hipped Jackson, who plays the newcomer-to-town named Chad.

The dark haired, square-jawed Jackson had blond hair in rehearsals (and in the company's appearance at the Macy's Thanksgiving Day Parade), but was dark-maned by the time Chicago performances started.

Jackson (seen in a 2004 developmental run of Altar Boyz in New York City) rose to the role when negotiations with Jarrod Emick (Damn Yankees, The Boy From Oz) didn't pan out.

Things get "all shook up" in a very square town in a very square state when Chad shows up and romances chilly Miss Sondra (played by Leah Hocking) via the go-between "Ed," who is really Natalie (played by Jenn Gambatese) in disguise. Tomboyish Natalie likes newcomer Chad, and Miss Sondra falls for "Ed." Meanwhile, Dennis (played by Mark Price) is smitten with Natalie. Another couple in the plot, Dean and Lorraine (played by Curtis Holbrook and Nikki M. James), challenge the expectation of racial separation when they fall in love. The conformity-minded 1950s — represented by the right-wing mayoress, played by Alix Korey — was the setting of the show from the first draft.

Prior to the company shipping out to Chicago the songlist for the show included "All Shook Up," "A Little Less Conversation," "That's All Right, Mama," "Blue Suede Shoes," "Can't Help Falling in Love," "Devil in Disguise," "Follow That Dream," "It's Now or Never," "If I Can Dream," "Surrender," "Love Me Tender," "The Power of My Love," "There's Always Me," "Burning Love," "C'mon Everybody," "Don't Be Cruel," "Fools Fall in Love," "Heartbreak Hotel," "I Don't Want To," "It Hurts Me," "Jailhouse Rock," "Let Yourself Go," "One Night With You," "Teddy Bear."

All Shook Up also features Tony Award nominee Jonathan Hadary, John Jellison and Sharon Wilkins in a cast of 30 that includes Brad Anderson, Justin Bohon, Justin Brill, Paul Castree, Cara Cooper, Michael Cusumano, Randy A. Davis, Jennie Ford, Francesca Harper, Trisha Jeffrey, Michelle Kittrell, Anika Larsen, Michael X. Martin, Karen Murphy, John Eric Parker, Justin Patterson, Jenell Lynn Randall, Michael James Scott, Jenny-Lynn Suckling and Virginia Woodruff.

The creative team is David Rockwell (scenic design), David C. Woolard (costume design), Donald Holder (lighting design), Brian Ronan (sound design), Michael Gibson (orchestrations) and Zane Mark (dance music arrangements).

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At a Dec. 2, 2004, Manhattan press preview of the show in rehearsal, the musical's Act One finale, "Can't Help Falling in Love," sung by the entire cast as a thrilling anthem rather than a doleful ballad, seems to suggest All Shook Up is about how human attraction is somehow inexorable, and never easily explained.

"In fact," director Ashley said, "the show was called Can't Help Falling in Love for a long time. We shifted it to All Shook Up just because it's easier to remember. The show's completely about love and how you can't control it. And this music unleashes something that's delightful and exciting and passionate and unexpected and often painful and completely out of everyone's control."

DiPietro and music director/arranger Oremus have been working on the show for more than four years, ever since the estate of Elvis Presley contacted DiPietro and invited him to create a musical around the catalog of songs made famous by The King. Producer Jonathan Pollard, who has been attached to DiPietro's past work (including I Love You, You're Perfect, Now Change) saw an early reading of it and is shepherding it to Broadway with his partners.

The producers are Jonathan Pollard, Bernie Kukoff, Clear Channel Entertainment, Harbor Entertainment, Miramax Films, Stanley Buchthal, Eric Falkenstein, Nina Essman/Nancy Nagel Gibbs and Harvey Weinstein in association with Barney Rosenzweig, Margaret Cotter/Meri Krassner, Jean Cheever, FGRW Investments and Karen Jackson.

When it came to selecting the show's score from the treasure chest of songs Elvis sang (all by a variety of composers and lyricists), the creative team was in heaven.

"It's a huge, amazing library of music," Ashley said. "The Elvis estate has been really amazing about getting us access to pretty much anything he sang. We have been denied nothing. It's about trying to find the balance between how much of the really, really famous music we use — 'Can't Help Falling in Love,' 'Hound Dog,' 'Burning Love,' 'Jailhouse Rock,' 'All Shook Up' — and going to the [Elvis] movies and finding unexpected songs that happen to hit our plot exactly right. It's all about, hopefully, creating a show that feels like those songs were written for this show."

Producer Jonathan Pollard explained, "One of the wonderful, interesting, complex things about this process is that creating a show like this is creating a show backwards: You're looking at this body of work and you're saying, 'How can it be dramatized?,' 'What character would sing that — in what kind of situation?' So it's kind of a Rubik's Cube. This all came from Joe. I got involved after the first reading [presented for Elvis Presley Enterprises] and said, 'I want to produce this.' We've taken our time, we've taken five years to do it. I feel all too often in this town that producers and authors don't take their time, don't give the process time."

Oremus, whose credits include Off-Broadway's The Wild Party and Broadway's Avenue Q and Wicked, said, "I freaked out at the first reading we did in 2001, when Joe said to me that one of the guys who wrote 'Can't Help Falling in Love' was coming to the show. I had taken some liberties with the harmonies of the song and went in a more gospel direction in terms of the chord changes — and I wondered if this guy was gonna like what we did. Everyone really enjoyed the approach, so we got to continue..."

Oremus said he has enjoyed unprecedented freedom exploring and reinventing the music for All Shook Up. Usually, the composer of a musical has the final say in harmonic, tempo and accompaniment issues.

"The creativity involved has been massive," conductor/music director/arranger Oremus said. "It's really exciting to be so close to the creative process, for me. As a music director and arranger, it's rare that I get to be on the front lines; I'm usually a bit more peripheral, because you usually have a composer. In this case, there's no composer present and I'm making musical decisions with the director and book writer. We've really gotten to reimagine these songs."

How many songs did DiPietro have to choose from?

"I think Elvis recorded over 800 songs," DiPietro told Playbill On-Line. "It was overwhelming. I listened to this music over and over again. I went music-first. The story came from the music. What I really did was whittle it down. First, I took his 20 or 25 big hits, then I took songs that were theatrical and would play on stage. 'Can't Help Falling in Love' was a real inspiration: What if this music comes to this town and makes everybody not able to not fall in love. About 95 percent of his songs are about some sort of love..."

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All Shook Up received a developmental staging by Goodspeed Musicals at the Norma Terris Theatre in May 2004.

A cast album of All Shook Up will be recorded in 2005 by Sony/BMG Strategic Marketing Group.

Visit www.allshookup.com.