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Sara Bareilles’s songcraft the perfect ingredient for ‘Waitress’

Kayana Szymczack for the boston globe, photo illustration Ryan Huddle/Globe Staff

CAMBRIDGE — When Diane Paulus first thought about adapting the 2007 film “Waitress” into a stage musical, her instinct told her to recruit a composer from outside the world of theater. She made a wish list and then invited her top choice, singer-songwriter Sara Bareilles, out to lunch in New York. Bareilles, a Grammy-nominated artist known for such hits as “Brave” and “Love Song,” had more than a few reservations. She had never written for the theater, and she had never seen the film.

“I was worried whether or not I could live up to the challenge,” Bareilles says.

But she reluctantly agreed to give it a go, with one stipulation. “She said, ‘Just promise you will tell me if I screw it up,’ ’’ Paulus recalls. “I assured her that the land of a musical is all about process.”


Shortly after, Bareilles sent Paulus a recording of the song “She Used to Be Mine,’’ which the title character sings at her darkest moment. “That was my window into the score,’’ Bareilles says. She still has some qualms — “It’s completely nerve-racking!” — but she hasn’t turned back. The American Repertory Theater world premiere production, starring Tony Award-winner Jessie Mueller, begins previews Sunday and runs through Sept. 27 at the Loeb Drama Center.

The original film, written and directed by the late Adrienne Shelly, tells the story of Jenna, a waitress at a small-town diner who is locked in an unhappy marriage to an abusive man. Jenna is known for baking pies that are edible works of art, with fanciful names like Fallin’ in Love Chocolate Mousse Pie and Kick in the Pants Pie. Life gets messy. Jenna gets pregnant, tightening the rope that ties her to her husband. She draws her strength from her fellow waitresses, who are soul sisters with quirks and troubles of their own.


This is a feminist tale about a woman who has lost herself and needs to rediscover her value and build a safe and fulfilling life. The production team is female-centered as well. “I knew in my heart that this was a story that should be told by women,” Paulus says. “This is a show about sisterhood and friendship and the journey to finding the courage to acknowledge your own self.”

Filmmaker Jessie Nelson (“I Am Sam”) heard about the project and instantly wanted to write the book for the musical. Her daughter Molly had been obsessed with the film when it came out, and it was her go-to choice of entertainment at numerous slumber parties. Nelson had another connection to the film, apart from watching it more than a dozen times with her daughter. Shelly, who not only wrote and directed the film but also played the waitress Dawn, was murdered before the film was released. Nelson knew Shelly’s husband, Andy Ostroy, who had asked her to direct one of his late wife’s screenplays. And her daughter is a huge fan of Bareilles’s music. “There is a weird sense of fate on this project,’’ Nelson says.

Nelson began her career in theater, working with the experimental troupe Mabou Mines and starring in a Shakespeare in the Park production of “The Tempest.” She and the other members of the team knew they had to make changes to adapt the film for the stage.

“In a film, the flicker of an eye can tell a story, and that simply doesn’t happen in the theater,’’ Paulus says. Characters in a musical have to play to the balcony. And the music builds character and moves the action along. “The dialogue has to do all the work in a film, but in a musical, the songs can do the heavy lifting,” Nelson adds.


In the film version, Jenna’s husband, Earl, is a black-and-white character with no shades of gray. He’s a despicable lout. And at the very start of the film, Jenna is able to articulate her disdain for him; she even creates a tart called I Hate My Husband Pie. The creative team for the musical rewinds the tale and starts a bit earlier, providing context for why these two got married in the first place and giving Earl some redeeming qualities.

“I think there is a codependent relationship there,’’ says Mueller, who won the 2014 Tony for best actress in a musical for her starring role as Carole King in “Beautiful.” “We are talking a lot about the back story of these two characters. Why hasn’t she left? I think Jenna had an abusive father, and when her mother died, she had nowhere to go except to her high school boyfriend.

“I love the messiness of it all,” Mueller says. “There is no good person, no bad person. It’s just a bunch of people trying to make the best out of life.”

Two of the characters have extramarital affairs for different reasons, and the idiosyncratic Dawn meets an equally quirky mate. In the film, Nelson says, Dawn’s lover is just “an idea of a person,” but she and Bareilles added character traits that give him more depth. “He was begging to have this lighthearted comic moment that poured out of me, like a joke song,” Bareilles says.


Bareilles performed in musicals in high school and views the production as a sort of homecoming. “This project means maybe even more to me than anything else I have ever done,’’ she says, admitting, however, that there are times she is so nervous she feels like she is “sitting out there on the ledge being talked down by these seasoned veterans.”

From left: Composer Sara Bareilles, Jessie Mueller, who stars in “Waitress,” and director Diane Paulus.Kayana Szymczak for the Boston Globe

The music, Paulus says, is the heartbeat of the show, a mix of “heartfelt ballads and ironic funny songs.” Bareilles says each character’s music is different. “Jenna’s music ends up toeing the line between organic gracefulness and this little thread of a dreamer that is sort of her lifeboat.”

“Waitress” is certainly not the first musical to deal with domestic violence (think “Carousel”), and the creative team has gone back and forth on how to depict the abuse onstage. Ultimately, it is a story of self-discovery, and while Jenna briefly finds herself in the arms of another man, she is able to liberate herself only when she discovers a different kind of unconditional love.

The film had a kind of fairy tale ending, leaving unanswered questions about how Jenna winds up safe, even though she stays in the same town. But the members of the creative team say that they have spent hours revising and reworking the script so that the finale doesn’t feel false. “You try to tell a story that will speak to people even though it is through the specific lens of this diner and this small town,” Paulus says.


And about that diner: The three actresses playing the waitresses were coached in the proper way to serve diner fare early on in rehearsals. Mueller has never waited tables, but Nelson has. She spent nine years working at all sorts of restaurants, which gave her a window into human nature. “You can tell everything about a person by how they treat their waitress,’’ she says. When she sold her first screenplay, she went out to lunch to treat herself. “I had a 70-year-old waitress named Flo, and I left her a $100 tip. I wanted to blow a waitress’s mind.”

The actresses and the creative team also had a pie-baking session so they could experience the sort of escapism that Jenna finds in creating culinary concoctions. Paulus doesn’t cook, period. “This is the sad thing of my life,’’ she says. But she says she views her productions as similar to making a meal. “You are cooking it and making combustion happen, and then you present it, like a gift. The metaphor of creating a perfect meal is very relevant to me.”

Bareilles did bake pies with her mother while growing up, but her dreams are focused on her music these days. “My songs are my pies,’’ she says. “My dreamscape is littered with my music. I am a very lucky person who gets to actually live and work and get my hands dirty with my dreams all the time.”

Musical theater is now part of that dreamscape, most likely beyond Cambridge. While Paulus says the team is entirely focused on the local production, and, wink-wink, no one is discussing commercial plans, ART auctioned tickets to a yet-to-be-announced opening night of “Waitress” on Broadway at its annual gala in March. And Broadway producer Barry Weissler initially suggested the adaptation, Paulus says. (With “Pippin,” “The Gershwins’ Porgy and Bess,” and “Finding Neverland,” all directed by Paulus, the ART has a history of staging such musicals in Cambridge before moving them to the Great White Way.) But for now, it’s tinker time. The creative team will likely be tweaking the show throughout the run. Bareilles has rewritten songs and lyrics during the rehearsal period.

“The biggest lesson I learned is not to be precious about what I have created. If something works, great. If not, we rewrite it,’’ she says, adding that she “drank the Kool-Aid” and relishes the process. “There is a part of myself that wants to keep tinkering forever. But at some point, you have to tell yourself that the pie is baked, and you walk away.”

Composer Sara Bareilles gave direction to music director Nadia DiGiallonardo. Kayana Szymczak for The Boston Globe

Patti Hartigan can be reached at pattihartigan@gmail.com.