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Longtime San Diego theatergoers will remember Will "Willy" Simpson, the white-haired Puck who directed shows at the Gaslamp Quarter Theatre with sophistication and wit. One time he mentioned an endowment at Harvard or Yale - I forget which - that gave a full scholarship to anyone named McGillicuddy. Then he paused and sighed, "Ah! To be as eccentric as THAT!"

Willy would have loved Doug Wright (book), Scott Frankel (music), and Michael Korie's (lyrics) eerie musical. The Beales, Edith and her daughter "Little Edie," are even more eccentric than "that."

For over 25 years, mother and daughter lived at Grey Gardens, a "cottage" in East Hampton, and let it go to seed. Weeds grew into bushes, concealing 52 cats, fleas, strange offensive smells, and little red bugs crawling on unwashed bed-sheets.

Beale was her married name. Edith was born a Bouvier - as in Jacqueline Kennedy, nee Bouvier? Edith was Jackie's aunt.

Prior to World War II, Edith had a "yen for the spotlight." She sang show tunes at posh gatherings - much to the dismay of the assembled - and decorum be damned. Her ideal was a career on the stage. Failing that, it became performing with her daughter, "Little Edie," and gigolo/soul-mate George Gould Strong.

If Edith could freeze one moment in time, that would be it: the trio cavorting by the piano to their heart's content. And she would sing "The Girl Who Has Everything" ("meltingly lovely...the girl who has everything but time"), which the real Edith recorded.

The musical suggests that she made her wish come true - by volleying away upper-crust suitors from her daughter.

Hear of their circumstances and you expect Dickens's Havishams in Great Expectations: mother and adopted daughter holed up in a creaky, dead wedding cake of a house.

Instead (and as they are in the documentary the Maysles made in 1975), the Beales are inventive: erzatz costumes, snappy dialogue, recollections and reinventions of the past - and the present, since a can of cat food could be pâté.

The "cottage" at Grey Gardens is so huge, Ion's theater space could probably fit in one of the smaller rooms. But what's gained, along with stereophonic pianos, is an intimacy. Audiences take part when Edith and Little Edie bicker (just what does keep them together?), dance, sing old favorites, and, at the top of Act two, do a verbal duet that becomes a hilarious comic routine.

Linda Libby, Annie Hinton, and Charlene Koepf play the Beales at various stages in their lives. Each excels vocally and with vivid portrayals. Their squalor may disturb patrons. But that's one of the points: they are "staunch" in their habits, and don't need your approval.

Ralph Johnson does a top flight job as Major Bouvier, the crusty patriarch able to suck all the air - and the freedom - from a room. Charles Evans has the young Joe Kennedy down pat. And Ruff Yeager's takes a throwaway part, as gin-swilling George, and gives it humor, dimension, and dignity. Kevane La'Marr Coleman, Emma Rasse, and Lou Rasse also contribute.

Credit to director Kim Strassburger, who sees liberation where others might see mere decay. And to designer Claudio Raygoza's spider-webby-looking set, which shifts to a brighter, earlier era in seconds. And to musical director Janie Prim, who can coax nostalgia from an unfamiliar song.

Ion Theatre, 3704 Sixth Avenue, Hillcrest, playing through April 20.

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