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There's a kind of disbelief that should be expected while watching To Be or Not to Be, Nick Whitby's stage adaptation of the 1942 movie of the same name that opened last night at Manhattan Theatre Club's Samuel J. Friedman Theatre. The play, like the movie, asks theatergoers to accept that a group of actors manages to outsmart the Gestapo working in occupied Poland to ultimately reach America. Many disguises are involved and the action, in play and film, can be outrageous.

There's another kind of disbelief that takes place while watching "To Be," which features the estimable David Rasche and Jan Maxwell as Josef and Maria Tura, the husband and wife acting team at the center of the action. There comes a point in the show when it's difficult to believe that such fine performers could be in a comedy that is so roundly not funny.

The opening of "To Be" is promising as theatergoers see the company rehearsing A Gift From Hitler, a show that they hope will be a smash in the days before Hitler's invasion of Poland. When the censor announces that he cannot allow the piece to be performed, though, the company mounts their Hamlet, with Josef playing the title role. While this show's in performance, Maria instructs Sobinsky (Steve Kazee), a young polish aviator to visit her in her dressing room during the famous soliloquy that gives "To Be" its title. Sobinsky's visit, and their subsequent romantic encounters, lead the arrival of Professor Silewski (the admirable Rocco Sisto), a Gestapo agent who's looking to quash the underground resistance in Poland.

Sobinsky manages to inform the Turas and their fellow performers of Silewski's imminent arrival, and thus, the company begins to impersonate the agents he is to meet. They transform their theater into makeshift Nazi headquarters and Josef plays the Colonel whom Silewski is to meet. Ultimately, the real Colonel (Michael McCarty) becomes involved and a further series of deceptions ensues.

Whitby's script maintains the sort of scene structure that works well on film; lots of brief scenes that in the cinema would build a sort of farcical atmosphere. In the stage version, though, each brief scene seems to stop any momentum in Casey Nicholaw's workman-like production. A curtain scrolls across the stage each time there's a shift between scenic designer Anna Louizos' varied interiors. Sometimes scenes are performed in front of the curtain as sets are shifted. The quick "cuts" here don't make "To Be" feel madcap, they only seem to stall any sort of solid comic build in the action.

The jaggedness of the action only makes some of the hoarier jokes – carryovers from an earlier era – seem even clunkier than they might otherwise be. Even the actors' generally exquisite timing and zealous performances from the entire ensemble do not elevate the material in Whitby's script.

It's unfortunate that Rasche's delectable rendering of the hammy Josef and Maxwell's turn as the voluptuously needy Maria are mired within the confines of the script and the production. Elsewhere, these might have been performances to savor. The same can be said of Peter Maloney's charming portrayal of the company's simultaneously grandiose and buffoonish director and Peter Benson's wonderfully understated take on the company's aloof juvenile. Late in the play, a fellow company member mentions his alcoholism. The comment seems curious as there has previously been no hint at his dependency on liquor, but unfortunately, by this point in the play, almost anything seems possible, no matter how implausible.

---- Andy Propst

To Be or Not to Be plays at the Samuel J. Friedman Theatre (261 West 47th Street). Performances are Tuesday at 7pm; Wednesday through Saturday at 8pm and Sunday at 7pm. Matinees are Wednesday and Saturday at 2pm. Tickets are $56.50 - $96.50 and can be purchased by calling 212-239-6200 or by visiting www.telecharge.com. Further information is available online at www.ManhattanTheatreClub.com