Rich. Beautiful. And Bored.

Nobel Prize-winning playwright George Bernard Shaw was ahead of his time in most every way. Born in 1856, he was a strict vegetarian, a socialist and a fighter for women's rights. His vast body of work (it includes such plays as Pygmalion, Major Barbara and Heartbreak House) reveals an enormous intelligence, a sly wit and most of all a huge and ultimately optimistic heart. All this comes through in the Alley's whimsical production of Shaw's hysterically funny Misalliance, which examines the frustrating paradoxes involved in parenting, love and class.

Lights come up on Bentley Summerhays (Curtis Billings) and John Tarleton Junior (Robert Parsons), two Victorian dandies who are smack-dab in the middle of an argument about Bentley's upcoming marriage to Hypatia (Judith Lightfoot Clarke), John Jr.'s sister. John Jr. is a rich-boy, stuffed-shirt know-it-all who would give anything to punch the whining Bentley right in the nose. He believes Hypatia wants Bentley only for his aristocratic blue blood. But Bentley, who can't stand to lose an argument, suddenly throws himself to the floor and caterwauls at the top of his lungs till all the women in the house come running. Horrified, John Jr. watches as Bentley gets petted and loved on and all fixed up. Lovely Hypatia coos the most sweetly, even though it becomes immediately clear that she and Bentley are absolutely not meant for each other.

Hypatia is beautiful, wild, headstrong and bored out of her mind. Trapped in a Victorian world in which she can do nothing more than sit about in ruffly clothes and rot, she has become rather silly and self-indulgent, though it's clear she's got a good mind, if somebody would only allow her to use it. To make matters worse, she has been brought up by her free-thinking, book-reading, Turkish-bath-buying father, John Tarleton (Dennis Parlato), who is filthy rich and gives her most anything she wants. Tarleton Underwear, it seems, is absolutely famous, though boyfriend Bentley declares that he'd sooner "wear a nutmeg grater" than wear one of Hypatia's father's T-shirts.

It's not that Bentley doesn't like his future father-in-law. On the contrary, they get along splendidly. It's just that Bentley's aristocratic genealogy has made him a bit "overbred," as Hypatia's mother (Bettye Fitzpatrick) says, "like one of those little dogs." And this son of Lord Summerhays (Michael Balcanoff) is simply not used to common woolen undershirts. Bentley doesn't mean to sound foolishly priggish; he's just a big baby with a lot of growing up to do.

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Likewise pretty, bored Hypatia needs some wising up herself. The only reason she wants to marry Bentley, whom she so lovingly refers to as a "squint" of a thing, is because she's "got to marry somebody," and it might as well be him. She doesn't believe in marrying for love.

Clearly something needs to shake sense into these people before they botch their lives forever. The answer comes quite literally from the heavens above. Good-looking, plane-flying wild man Joseph Percival (Kevin Waldron) comes crashing into the Tarleton's gardens and brings with him the kind of daredevil excitement Hypatia has been gut-hungry for. His co-pilot, Lina Szczepanowska (Elizabeth Heflin), an independent, fiery, red-headed trapeze artist, who has all the men shaking in their shoes, brings with her the knowledge that life is a fearsome thing that must be grabbed and lived one day at a time.

The plane crash is just one of the whimsical, charming moments of theatrical magic created by designer Derek McLane. Out of the air comes the plane, literally flying over the heads of the audience, then back behind the house, before it goes crashing into the bushes. Another moment happens when John Tarleton walks over to his impossible stack of books, which reaches some 30 feet into the air, and grabs a volume right out of the middle.

David Wheeler's direction is also full of joyful delight in Shaw's wicked wit. He has inspired in his actors the kind of free-spirited exploration that a writer such as Shaw deserves. Clarke's headstrong Hypatia is terrific. She wants her handsome pilot and goes chasing after him into the yard. She finally throws herself to the floor, legs splayed and bloomers showing, simply oozing with unmet desire. She wants to live, to experience, to feel great things, when all she's allowed to do is sit in a swing embroidering. Of course, her brother, who has all the imagination of an account ledger, is the one who gets to run the Underwear Empire, though it's clear that Hypatia could do a much better job. Somehow it makes perfect sense when Hypatia asks her father to "buy" the pilot for her.

Heflin's Polish trapeze artist, Lina, who whips all the men into shape whether they want to be or not, is a scene stealer of the first order. It's no wonder that every man wants her. Full of life and absolute independence, she turns every man down, most emphatically John Jr., who insults her by asking her to marry him. Lina is the sort of woman who feels "ridiculous" in the confines of a dress. The last thing she wants is to be owned by some man.

Though the women take center stage in this production, the entire cast is in fact quiet wonderful and funny and bright. Still, at the heart of this inspired production is Shaw's writing, full of remarkably contemporary ideas, enormous wit and a moral passion that has yet to be matched in this century.

Misalliance runs through June 13 at the Alley Theatre, 615 Texas Avenue, (713)228-8421. $31-$46.

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