Everything about the Midtown International Theatre Festival has developed somewhat in the festival's third year. The performance venue has been moved from a site just west of the New 42nd Street Theater to the more pleasant Raw Space. Meanwhile, the number of plays being showcased has almost doubled--and the advertised air conditioning actually works!

Ensemble Studio Theatre's new musical City of Dreams, though part of the festival, is so polished that it hardly seems like a fringe show at all. It boasts a cast of Equity-carded actors and a staff with lengthy bios. A penguin-tail-tuxedoed pianist accompanies the show and there's nary a voice off key. Costume designer Randall E. Klein seems to have a hefty budget: His ensemble is attired in clothes fit for turn-of-the-century Viennese society.

Indeed, the characters in this musical are among the eminences of that world, including Sigmund Freud, Gustav Klimt, and the Austrian royal family. The rebellious Crown Prince Rudolf (Ben Nordstrom) thinks his father, Emperor Franz Josef, is "no fun." He also sees dad's policies as paving the way for international disaster, as he reveals via clumsy pronouncements. (For example: "I'm sure one day you'll have that World War you desire so!") Rudolf turns to his mother, Empress Elizabeth (played by the wonderful Alison Fraser), for comfort...perhaps a little too much comfort. Speaking of Oedipal conflicts, City's Freud (Stephen Bel Davies), the pioneer of psychosexual analysis, is a loveable Jew whose cure-all for clients "sick in the head" is...strudel. Klimt (Paul Anthony Stewart) is the prototypical misunderstood artist whose aesthetic is "painting people from what's inside." Sigmund and Gus, as the characters are known to each other, bond because they're both outsiders.

For a gritty exposé of fin de siècle Viennese culture and thought, see New York Theatre Workshop's Vienna: Lusthaus. If you prefer your renegade thinkers dancing and singing their homegrown wisdom--and what's wrong with that?--then City of Dreams is for you. It even has a romantic story involving Crown Prince Rudolf's affair with a certain Mary, who reminds him of a Jewish Czech girl he once loved. It seems that this hero, as created by book writer and lyricist David Zellnick, shuns both classism and anti-Semitism.

Joseph Zellnik's music is catchy enough to have the audience humming at intermission. And although David Zellnik's book and lyrics might give historians heart trouble, he comes up with some memorable lines. Rudolf's wife Crown Princess Stephanie sings, "My husband does his duties / One of which is me / He does it every Tuesday / From one to maybe three." Outside of such mild sexual humor--there's also a bit about VD--the show gets no racier than that much more famous Austria-set tuner, The Sound of Music. The entertaining City of Dreams definitely has an audience, though that audience is more likely the bourgeois café crowd it criticizes than the intellectual outsiders it celebrates.

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If City of Dreams conjures images of delicate pastries and exotic coffee, LooLa's world tastes more like bubble gum. This dance-play parable about a twentysomething girl in the big city has a soundtrack made up mostly of pop music à la Britney Spears and Boyz II Men. The show is illuminated by the young, shining faces of recent college grads (and some undergrads) delivering crowd pleasing choreography, familiar comic gags, and you-go-girl inspirational drama. There's even a happy ending.

Don't worry--that's no spoiler. This is a play that stops just short of free shoeshines in its pursuit of audience approval. And it works: LooLa is thoroughly enjoyable. Tired hijinx about out-of-towners on the subways are almost funny, and the kiosks staffed by 1920s newsies are a charming touch. Actor Brian Barry's mime of a flamboyant choreographer straight out of The Birdcage almost revitalizes the archetype. It's difficult not to be be sucked in by the story of would-be superstar LooLa (Amy Hamel), try as you might to resist.

LooLa can be filed under "guilty pleasures," and it only falters when it tries to be more than that. In a stab at avant-garde credibility, the show offers pseudo-stream of consciousness poetry, a maddening form of expression that ties thoughts to the most convenient end rhyme: "Overstimulation / What is the meaning of this sensation?" When our heroine is heartbroken over a boy, another poem begins: "Fetal, fetal, fetal / On the floor." Womb imagery; deep, you know.

When it's not trying to pass itself off as anything other than escapist entertainment, LooLa--conceived, directed, and choreographed by Tesha Buss--is a light, fun show. The cast of well trained dancers delivers bright-eyed innocence and smiling faces to match. Clocking in at about 50 minutes, LooLa is over before the gum can lose its flavor.