Babes in Arms (Oppenheimer Version)


Babes in Arms (Oppenheimer Version)

Full-Length Musical, Comedy  /  3w, 12m

Based on the original by Rodgers & Hart

This quintessential "Hey, kids, let's put on a show!" musical boasts one of the greatest scores ever written. A group of young summer stock apprentices attempt to stage an original revue, despite resistance from the underhanded theatre owner.

Image: 2007 Chichester Festival Theatre Production (Tristram Kenton)

Babes in Arms (Oppenheimer Version)

  • Cast Size
    Cast Size
    3w, 12m
  • Duration
    120 minutes (2 hours)
  • SubGenre
    Romantic Comedy
  • Audience
    Target Audience
    Appropriate for all audiences


Set at a summer stock theatre many years ago, Babes In Arms concerns a group of young apprentices and their conviction to mount an original revue, despite the underhanded attempts of the surly theatre owner to squash their efforts at every turn. Further complications stem from the overbearing stage mother of a beautiful ex-child star and the inflated ego of a hack southern playwright. But of course the show must go on, and so it does — in a spectacular musical resolution of comeuppance, reconciliation and romance.

This version is the 1959 adaptation by George Oppenheimer. The 1978 John Guare adaptation is also available.

Babes in Arms opened on Broadway at the Shubert Theatre on April 14, 1937, starring Ray Heatherton, Wynn Murray, Alfred Drake, Mitzi Green and the Nicholas Brothers. The show later transferrred to the Majestic Theatre, playing a total of 289 performances.

In 1959, under the supervision of Richard Rodgers, George Oppenheimer revised the script for a production mounted at the Royal Poinciana Playhouse in Palm Beach, starring Julie Wilson. That revision became the officially licensed script, presented across the country and through the decades with success at such prestigious venues as the Goodspeed Opera House (featuring Andrea McArdle) in 1979, as well as countless high schools, colleges and community/summer stock theatres.

3 Young Women
6 Young Men

2 Adult Men
4 Young Men

Singing-dancing ensemble consisting of the Gang.

(in order of appearance)
The Press Agent
Terry Thompson
Gus Field
Valentine White
Susie Ward
Seymour Fleming
Bunny Bryon
Lee Calhoun
Phyllis Owen
Steve Edwards
  • Time Period 1950s
  • Setting

    The Surf and Sand Playhouse. Summer 1959.

  • Features Period Costumes
  • Duration 120 minutes (2 hours)


Babes in Arms is almost too enjoyable for a theatergoer's good!” – Ben Brantley, The New York Times

“The show is charming, the numbers sizzle, what more can you ask?” – The Cincinnati Enquirer

“A score that is altogether superb... fresh, youthful, and utterly captivating.” – The New York Times

“Pace, humor and presence that belies its age... there hasn't been a musical written in this decade with anywhere near as many first class numbers.” – The Day

“It is cheering to rediscover the authentic joys of this 1937 Rodgers and Hart musical. An exhilarating hymn to youth... Hart's acerbic wit perfectly counterpoints Rodgers' innate romanticism, and his lyrics are a triumph of ingenious wordplay.” – Michael Billington, The Guardian

“A pleasant outing featuring one of Broadway's most memorable scores.” – Jonas Schwartz, Theatermania


  • "Where Or When" - Brian d'Arcy James, Susan Egan youtube thumbnail

    "Where Or When" - Brian d'Arcy James, Susan Egan

  • "I Wish I Were In Love Again" - Audra McDonald youtube thumbnail

    "I Wish I Were In Love Again" - Audra McDonald

  • "My Funny Valentine" - Jane Krakowski youtube thumbnail

    "My Funny Valentine" - Jane Krakowski

  • "Johnny One Note" - Judy Garland youtube thumbnail

    "Johnny One Note" - Judy Garland


  • Babes in Arms (Oppenheimer Version)

    Image: 2007 Chichester Festival Theatre Production (Tristram Kenton)


Music Samples

Act I

1. Opening Act I - Orchestra
1a. "A Wonderful Guy" (Lyrics by Oscar Hammerstein II) - Terry
2. "Babes In Arms" - Val and Apprentices
2a. Babes in Arms Dance - Orchestra
3. "All At Once" - Val and Susie
3a. Change of Scene - Orchestra
4. "I Wish I Were In Love Again" - Gus and Terry
4a. In Love Again Piano - Orchestra
5. "Where Or When" - Val and Jennifer
6. "Way Out West" - Bunny and Apprentices
7. Where Or When Dance - Orchestra
8. "Where or When (Reprise)" - Jennifer
9. "My Funny Valentine" - Susie
9a. Change of Scene - Orchestra
10. Finale, Act I ("Babes in Arms") - Susie and Apprentices

Act II

11. Prelude to Act II - Orchestra
12. "Imagine" - Susie
12a. Imagine Ballet - Orchestra
13. "You're Nearer" - Val and Jennifer
14. "The Lady Is A Tramp" - Bunny
15. "My Funny Valentine (Reprise)" - Susie
15a. Change of Scene - Orchestra
16. "The Lady Is A Tramp (Reprise)" - Susie
16a. Change of Scene - Orchestra
17. Change of Scene - Orchestra
18. Deep North Opening - Orchestra
19. End of Scene V - Orchestra
20. "I Wish I Were In Love Again (Reprise)" - Gus and Terry
20a. Change of Scene VI - Orchestra
21. "Johnny One Note" - Bunny
22. Finale, Act II ("Johnny One Note) - Company
23. Curtain Calls ("Where or When") - Company

Full Orchestration

Piano I
Piano II
Reed I (Alto Sax, Clarinet (Optional Flute, Optional Piccolo)
Reed II (Tenor Sax and Clarinet)
Reed III (Alto Sax, Clarinet)
Reed IV (Tenor Sax and Bass Clarinet)
Trumpet I&II
Violin A-B (Divisi)
Viola (Divisi)
Cello (Divisi)
Trap Set
Wood or Temple Blocks
Cow Bell

  • Musical Style Classic Broadway, Jazz
  • Dance Requirements Moderate
  • Vocal DemandsModerate
  • Orchestra Size Large
  • Chorus Size Medium

Licensing & Materials

  • Licensing fees and rental materials quoted upon application.

Music Rentals

Concord offers a full suite of resources to help you put on the show of a lifetime!
Specific Locations
Exterior of The Surf and Sand Playhouse
Section of the Playhouse Stage
The Old Barn Bedroom at the Inn Behind the Playhouse Curtain
A Country Road
25 Libretto-Vocal Book
1 Piano-Vocal
1 Reed 1
1 Reed 2
1 Reed 3
1 Reed 4
1 Trumpet 1&2
1 Trombone
1 Piano
1 Percussion
1 Violin A-B
1 Viola
1 Cello
1 Bass
1 Logo Pack
25 Libretto-Vocal Book
1 Piano-Vocal
1 Logo Pack


Take a look below at how you can enhance your show!


Richard Rodgers

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Lorenz Hart

Lorenz Hart was born in New York City on May 2, 1895, the oldest of two sons of Frieda and Max Hart. Hart graduated from Columbia Grammar School and attended the Columbia School of Journalism. In the late teens a mutual friend introduced Hart to composer Richard Rodgers. Rodg ...

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George Oppenheimer

George Oppenheimer (1900-1981) was a drama critic for Newsday for twenty years, but also contributed to publishing, entertainment and gossip columns. He was co-founder of Viking Press, an MGM screenwriter, a playwright and author of several books.

Oppenheimer joined Newsday in ...

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