RARELY has such a tortured plot been so clearly articulated. A Midsummer Night's Dream, one of Shakespeare's most popular offerings, explores the elaborate mistaken-identity twists that Elizabethan audiences adored. Three mortal couples--Duke Theseus of Athens and his Amazon bride-to-be, plus two sets of love-struck (but not with each other) mortals--find themselves in a wooded dreamscape rife with fairy mischief. In bravura fashion, Shakespeare adds yet another layer of play-within-a-play complexity in a sextet of rough Athenian workmen rehearsing a play they intend to perform in honor of the Duke's upcoming wedding. Meanwhile, Titania and Oberon, king and queen of the fairies, are quarrelling over custody of a pretty Indian baby. Determined to control his headstrong wife, Oberon sends his archfairy Puck to play a trick on her. That trick--having Titania fall madly in love with the first creature she sees, the preening weaver Bottom turned into a donkey--is one of the most famous comic devices in the history of theater. So why does none of this premiere production of the festival's 28th season feel either convoluted or predictable?

Because artistic director Marco Barricelli has assembled a company of professionals capable of delivering every line, every innuendo, every delicious pun, with intelligence and style. Many times during opening night I had to pinch myself. Was I in New York? Was this a Broadway production? This Midsummer absolutely could have been. No flab, no muffed lines, no lame special effects, nothing to get in the way. This play was delivered on the wings of sheer make-believe magic, just the way it was in Shakespeare's day.

Acoustical design and luscious costumes filled in for elaborate sets. A moment of gushing praise is in order for the playful sound work of Norman Kern, whose use of clicks, hoots, pings, whoops and owl calls triggered hidden worlds and gestures that advanced each scene. Costumer B. Modern clarified the tricky identity switches by dressing mortals in casual outdoor gear while the fairies were clad in tropical fantasies festooned with flowers, ribbons, leathers, feathers and velvet. Every production choice rendered the delicious mayhem clear and comprehensible.

The production not only showcases actors who know what they were saying and why they are saying it, but invites the audience inside the gossamer layers of meaning, rhyme, wordplay, dream and poetry. Opening night's audience hung on every line, laughed at every joke and oohed and aahed like children around a campfire.

Director Richard E.T. White, whose insight infused the text with all of the wisdom it can carry, had a lot to work with. And from a deck loaded with equity actors, he devised a game available to every observer: peeling away cliché and offering up the tart, fresh meaning within the words.

The two Athenian ladies, in love with each other's intended, were played by a short, feisty Lenne Klingaman as Hermia and a lanky, plaintive Emily Kitchens as Helena. Clever casting, since the physical disparity exactly matched Shakespeare's wordplay (though I won't give away just how) and helped us keep the two couples separate. Oberon and Titania were cast as epics of attitude, desire and sass--a towering Aldo Billingslea (Oberon) and Lanise Antoine Shelley as the sashaying queen. No delicate sprites here!

As Puck, the astonishingly gymnastic J. Todd Adams soared away with every scene into which he swooped, spun and somersaulted. Using the spare, sturdy set as a personal trapeze, he showered briolettes of magic far into the redwood darkness.

The "rude mechanicals"--weaver Nick Bottom (Scott Wentworth) and his blue collar colleagues--punched up the sitcom ending. There's no telling which delivery was LOL funnier, Jonathan David Visser's falsetto Thisbe (kudos to hardware store accessories) or Chris Butler's hillbilly enactment of "The Wall." But the play's virtuoso turn is Wentworth's Bottom. Armed with an embarrassment of technical riches, he unleashed an array of pitches, accents and inflections that left the audience almost too dazzled to breathe. (And to think that all of these performers will transform themselves, yet again, into the cast of Julius Caesar!)

Like many in last Saturday's audience, I'll gladly see A Midsummer Night's Dream again just to hear Wentworth undulate through a vocal repertoire Patrick Stewart would kill for.

A MIDSUMMER NIGHT'S DREAM runs through Aug. 30 at the UCSC Sinsheimer-Stanley Festival Glen. For schedule visit www.shakespearesantacruz.org. Tickets are $32-$48 (kids are $13; last-minute rush tickets are $20) at 831.459.2159 or www.santacruztickets.com.

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