The visual resonance of repertory casting--watching, for example, a trio of competing Baroque organists transformed into a troika of French soldiers--added much richness to last weekend's performance of All's Well That Ends Well. Seeing Romeo turned servant, Juliet as a Florentine wench and the airiest would-be concertmaster transformed into the King of France--again through ingenious cross-over casting--managed to overcome an oft-rude and casual crowd in the sunny redwood Glen. But it wasn't only the very laid-back group of picnickers with young children that interfered with full enjoyment of this rarely performed play.

All's Well is, for modern audiences, an ideological stretch. In this dramatic work, women, though wise, are subservient to the point of groveling. Men, even when honor-bound, are eagerly and carelessly dishonorable. Suitors woo by trickery, and class stratification seldom erodes the ironclad status quo. In other words, there is much to squirm over in the premise itself. The play, which soars at times on the considerable power of Shakespeare's poetry, occupies a curious neutral zone which is not quite tragic and only occasionally comic. A tale of human duplicity, it cannot help but cause discomfort with little in the way of satisfying resolution, even though there are the obligatory Renaissance moments of brilliant comic relief. Nonetheless, the company assembled by director Tim Ocel makes the best of the minimalist set, understated costuming and a dearth of dynamic scene changes. Especially winning is the dexterous John Pribyl as the saucy fool Lavatch (Pribyl is also a consummate Lord Capulet in the festival's Romeo and Juliet), especially in his scenes with the solid and believable Beth Dixon as Countess of Rossillion.

The tale told by All's Well involves the love of a doctor's daughter, Helena (Rachel Fowler), for nobleman Bertram (Erik Hellman). After curing the ailing King of France (stalwartly played by Paul Vincent O'Connor), Helena is promised her choice of noblemen for husband. Choosing Bertram, Helena is mortified when he publicly declares his distaste for this lower-born maiden, and immediately following their perfunctory wedding Bertram flees the country to join his comrades at war against the Italians.

At this point my discomfort with the play began to swell--rapidly. Admittedly, Helen isn't the first woman in either literature or history to trap a man into marriage, but in this case Shakespeare shows us the depths--or rather convoluted trickery--she'll sink to in order to land her chosen. What ensues are the clever machinations Helena and some crafty Florentine women contrive to fulfill one of those tortured riddles that Elizabethan playwrights adored. Let's just say that while in the end the play earns its title, the route to the denouement is wordy and noticeably free of dynamic tension. And in the 21st century, it is difficult to cheer on a heroine who must, after such withering humiliation, win her husband's love by a trick. Surely this tale of class prejudice, emotional fickleness and patriarchal chauvinism must have played better in Shakespeare's own time.

Whenever vigorous comrades-in-arms Mike Ryan, Larry Paulsen and Stephen Caffrey are onstage, the energy accelerates. Playing the wise, if skeptical, accomplice to the husband-catching trickery, Saundra McClain applies rich spin to every word and gesture. Wanting to warm to the meandering subplot involving a raffish camp follower named Parolles, I found myself unable to gain much traction. Whether it was the character or the casting remains unclear. As always with the outdoor productions, the black crows echoed the attractive tableaux of soldiers in black leather bounding about, and some haunting, almost Strindbergian moments of reflection honed by the skill of Dixon and Pribyl. Armed with one of the catchiest titles in drama, All's Well That Ends Well does end with flourish.

Again, the repertory experience is richly rewarding, and to appreciate the entire 2008 season, make room for All's Well on your calendar.

ALL'S WELL THAT ENDS WELL, by William Shakespeare, a Shakespeare Santa Cruz production, runs through Aug. 31 in the Sinsheimer-Stanley Festival Glen. Three hours, one intermission. Tickets are $32-$44, available at 831.459.2159 or www.shakespearesantacruz.org.

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