"I'm so happy, / I'm afraid I'll die / Here in your arms. / What would you do / died / Like this-- / Right now, / Here in your arms?" So begins the first of many songs of love and death in Passion, the composer and lyricist Stephen Sondheim's third collaboration with the writer and director James Lapine, following Sunday in the Park With George (1984) and Into the Woods (1987). The show, which closed on Broadway last January, after 280 performances, was based on the Italian director Ettore Scola's 1981 film Passione d'Amo

Passion survives on CD, the format in which it will inspire arguments for years to come, although there will surely be many other productions. On stage the musical begins with a handsome young soldier and his beautiful mistress in bed together nude, tangled in postcoital bliss as they sing the duet quoted above (called "Happiness" on the Angel cast album, CDQ 7243 5 55251 23). Clara, who in the New York production was played by Marin Mazzie, is so happy she could die; Giorgio, played by Jere Shea, agrees that theirs isn't "another simple love story." Neither is the show, although it starts off like one.

On CD as on the stage, Passion includes no overture, nor is one needed. Military drumming followed by a stab of dissonance--what I think of as a "blood" chord--and a creeping three-note vamp reminiscent of Sondheim's music for Sweeney Todd blend into Giorgio and Clara's mutual declaration of love, which, with its harmonic deviations and sudden changes of tempo, foreshadows practically every subsequent number. That vamp --technically a "pedal point," or sustained notes in the bass register that remain the same while the harmonies around them change--is as sure a sign of unrest as the second S in Passion's elegant red logo, which is reversed and joined to the first at the down curve. The tops of the letters form both a valentine heart and a mirror image, suggestive of love as something potentially aberrant, twisted, narcissistic. The lyric to this opening number works in much the same way as the music--as a sort of premonition. This will be the last song in which an allusion to death is understood to be figurative.

We find out later (too much later, perhaps) that Clara is unhappily married but unwilling to leave her husband, because under nineteenth-century Italian law to do so would mean relinquishing custody of her little boy. This isn't the only thing keeping her and Giorgio apart. The luckless Giorgio, a captain decorated for saving the life of a fellow soldier on the battlefield, has received orders transferring him from Milan to a no longer threatened garrison in a provincial town in the northern mountains. This is where he falls prey to Fosca, his commanding officer's plain and sickly cousin, a hysteric already half in the grave. Giorgio's imagination and sensitivity set him apart from the camp's other soldiers, and Fosca recognizes him as a kindred spirit on the basis of these very qualities. "They hear drums, we hear music," she sings to him at one point; and though her outburst alludes to those military cadences that open the show, the fevered rhythmic pattern to which her words ar e set echoes Giorgio's earlier declaration of his and Clara's "love that fuses two into one." According to Tarchetti's translator, Lawrence Venuti, the author himself served as an officer in the Italian army and was romantically involved with both a married woman and the epileptic cousin of his company commander.

Fosca shamelessly clutches at Giorgio, so obsessed that she pursues him without thought of humiliation. As many in the audience were, Giorgio is appalled by her manipulativeness and self-pity. Even so, he finds himself drawn to her, eventually concluding that her love for him--love "as pure as breath, as permanent as death, implacable as stone," in the words of the show's most haunting song--is superior in kind to any he has ever known: specifically, Clara's.

Fosca wins Giorgio's heart by convincing him that she would die for him. Someone hearing the CD for the first time, and unfamiliar with Tarchetti's novel or Scola's movie, might sneer that this isn't much of a sacrifice, given that Fosca is near death anyway. You need to read Fosca (available in English as Passion, in the recent translation by Lawrence Venuti) in order to comprehend that a night of abandoned lovemaking will kill her.

Contemporary drama can be a teacher and his female student on opposite sides of a desk (David Mamet's Oleanna), or three men chained to a wall (Frank McGuinness's Someone Who'll Watch Over Me), but musicals are admired for leaving nothing to the imagination. The most popular of them are feasts of conspicuous consumption, with the salient talking point for audiences being the cost of tickets in relation to the size of the chorus line and the immensity of the sets and special effects.

Passion's only chorus line was a Greek chorus of uniformed soldiers who, marching in tight formation, misinterpreted Giorgio's motives in being kind to Fosca. Its primary sets were Adrianne Lobel's muted backdrops and scrims, which, an art historian friend of mine pointed out, were possibly intended to evoke the Macchiaioli, a school of mid-nineteenth-century Italian impressionists. This is a chamber musical, in which a voluptuous actress who bares her breasts in the opening scene and thereafter sings the texts of her lover's letters while wearing a succession of elaborate and brightly colored period hoopskirts and bustles is upstaged by an actress in drab, colorless dresses to her ankles, with a large wart glued to her face and her hair drawn back in a spinster's bun. Tarchetti's real-life model for Fosca was an epileptic. Skin and bones in an era in which obesity was a badge of both prosperity and health, the novel's Fosca might today be considered anorectic. What ails the musical's Fosca is never specifie d: described by the camp physician as "a kind of medical phenomenon, a collection of many ills," she seems to be suffering from generic nineteenth-century-woman's disease--she faints a lot and is given to emotional outbursts. She's supposed to be hideously ugly, but the woman on stage in the New York production was no worse than homely. If this had been Andrew Lloyd Webber, there might at least have been a show-stopping prosthesis.

Passion opened last May to mixed reviews, some of them frankly antipathetic. It received four Tony Awards, including one as the season's best new musical, though many in the theatrical community gossiped that this top honor was bestowed grudgingly and against not much competition. The show was a "hit" only in that it enjoyed a comparatively long run, in part because it was relatively inexpensive to stage.

Sondheim has described his score for Passion as "one long love song, one long rhapsody," and the show in its entirety--two hours long, with no intermission, no breaks for applause between numbers, and no postmodernist winking by the actors at the expense of their characters--as "a large one-act," "an opera in attitude," and "the world's first humorless musical." Ten years ago, when Sunday in the Park With George was new, Sondheim was frequently likened to the painter Georges Seurat, the show's protagonist, whose immersion in his canvases distanced him from the other characters in much the same way that Sondheim has increasingly distanced himself from Broadway audiences. Such are the demands that Passion makes on an audience--not just willing suspension of disbelief but also undivided attention to a score that circles back on itself endlessly--that Sondheim could also be likened to Fosca, who unreasonably demands Giorgio's love. To judge from the two audiences I saw it with last summer, there could have been a sign dangling from that reversed S on the Plymouth Theatre's marquee trumpeting Passion as the new hit musical nobody likes!

This wouldn't be completely true, of course, because there are many who admire the show immensely, including me. Sondheim's champions see him as Broadway's last remaining link to the grand songwriting traditions of George Gershwin and Jerome Kern. Some of us, again including me, regard him as this country's greatest active composer, regardless of genre. I'm not one of those people who adore everything he does, and Passion hardly strikes me as his richest score. It lacks Company's satiric vitality, Sweeney Todd's bigness and wicked cackle, the ill-fated Merrily We Roll Along's bounty of memorable songs. But coming as it does after the ostentatious Sunday in the Park With George and the trivial Into the Woods and Assassins, it at least marks a return to form. A double paradox in that it's a period musical whose characters express opera-sized emotions conversationally, in lyrics as spare and direct as any its composer has ever set to music, Passion also achieves an ideal that Sondhei m has been pursuing with varying success at least since Company--that of the Broadway score as a kind of symphony of voices, an integrated work in which individual songs are anagrammatic movements.

Sondheim has said as much. "To me, it's important that a score be not just a series of songs--that it should in some way be developed, just the way [a show's] book is," he told Stephen Schiff in a New Yorker profile published in 1993, when Passion was still in the planning stages. The most frequent complaint against Sondheim is that audiences don't leave the theater humming his melodies, the way they did Gershwin's and Kern's. Sondheim--who was Oscar Hammerstein II's protege but who also studied with the "serious" composer Milton Babbitt, the author of a 1958 article variously published as "The Composer as Specialist" and "Who Cares If You Listen?"--has often gone to extremes to ensure that audiences won't hum the show on the way to the exits.

The way to get an audience to do that, as Sondheim has caustically observed in more than one interview, is to reprise ad infinitum throughout your show. The loveliest song in Merrily We Roll Along was "Good Thing Going," which was reprised immediately--only to be drowned out by jabbering partygoers.

Passion discourages humming along in quite another way. John Simon, in a review in New York magazine, complained that all the songs in the score sound alike. Heard on CD, they do, and therein lies both their integrity and the root of the problem that theatergoers and reviewers had with them.

The songs are so much of a piece thematically that it's difficult even for someone like me, who saw the show more than once and practically memorized the CD, to sing a few bars of one of them--literally or in the mind's ear--without hearing another two or three intrude. (Not that it's ever easy to extract a Sondheim melody from its harmonic crisscross, anyway--melody is his equivalent of Henry James's figure in the carpet.) No matter how taken you might be with them on first hearing, these songs don't replay themselves in your head for the next few hours. They're part of a score that gets under your skin. This is almost a metaphor for a show in which one of the characters virtually infects another with her love: Giorgio's attitude toward Fosca changes only after he contracts a fever as a result of carrying her unconscious body back to the garrison in the rain, when he could have left her to die.

Sondheim's melodies, no less than his lyrics, evolve out of character and situation. Yet in his shows music clearly takes precedence over everything else, including story. Sondheim tends to be the favorite Broadway composer of those of us for whom a show is finally only as good as its score, and because he's such an effective dramatist in his own right, his shows lose remarkably little on their cast albums. The Passion compact disc differs from most in not having a few seconds of silence encoded between bands; as in the theater, where applause after songs was actively discouraged, nothing is permitted to disrupt the show's alternating moods of intellectual contemplation and romantic swoon.

The disc actually improves on the show in one way: Jonathan Tunick's orchestration of Sondheim's score is fuller and more vibrant as a result of two dozen additional strings. Yet the moment on the disc that best captures the show's peculiar, dreamlike visual atmosphere features just woodwinds--what sounds like a trio of them--playing gaunt and wishful triads that begin a song titled "I Wish I Could Forget You." This figure, heard fleetingly throughout the score, frequently underneath and in counterpoint to another melody, serves as Fosca's theme.

In its utter simplicity more like film music than like a Broadway underscore, the theme here suggests a candle in a curtained room, burning brilliantly but close to the wick's bottom. Weakened by Giorgio's rejection of her, Fosca takes to bed with a fever. At the request of the camp physician, who is conducting what turns out to be a premature deathwatch, Giorgio spends the night in Fosca's room, hoping to comfort her by humoring her. She asks him to take a letter, and though Giorgio blanches when she starts to dictate and he realizes that it is to be a letter from him to her, he reluctantly obeys. The song that follows begins as a duet, but while Fosca sings of what she would have Giorgio feel for her, the only line of hers he echoes is "that doesn't mean I love you" --not the next line, in which Fosca has him wishing he could.

On stage this scene fuses the score's most arresting song with an especially imaginative gambit by Lapine as writer. Faithful to its sources, Passion is an epistolary musical: much of the time its three major characters sing letters they're writing or have just received, often in duet or trio and at a physical remove from one another. But this particular letter isn't in the Tarchetti novel, and though Giorgio does write such a letter at Fosca's bidding in the movie, its contents aren't revealed and nothing more is made of it. In Passion the letter assumes tremendous importance. Implying a physical intimacy that Giorgio and Fosca haven't yet shared, it winds up in the hands of Fosca's cousin, who challenges Giorgio to a duel. Giorgio is too much the man of honor to tell the colonel the truth, because to do so would confirm that the unlovely Fosca was incapable of arousing such deep and protective feelings in a man.

This is the stuff of melodrama, nothing more. But the song that sets these events in motion lends them emotional resonance, if only because an epistolary musical is quite a different matter from an epistolary novel. Passion's characters literally give voice to one another's thoughts. The letter is an emotional forgery, an utter fabrication. Yet when Fosca, putting words in Giorgio's mouth, has Giorgio realize that her love for him is deeper than any he has ever known, she's displaying an element of telepathy: he'll eventually decide this for himself.

Nothing short of beautiful in its melodic descent, "I Wish I Could Forget You" requires Donna Murphy, as Fosca, to swoop below the staff--a strategy by which Murphy and Sondheim manage to convey the character's shortness of breath while aligning her with seductively husky-voiced movie vamps. The first time I saw Passion, I left the theater thinking that there was a bit too much of the Broadway Baby in her singing--an excess of pizzazz at odds with her frail and gasping character. Listening to the CD, I think I was wrong: the song is Murphy's finest moment. In an earlier song she tells the captain that unlike him, she doesn't read to learn--she reads to live. Fosca is a woman who has experienced most pleasures vicariously, and Sondheim gives her songs that, more than most, require Murphy to merge acting and singing. She portrays Fosca as a woman with a blazing inner life--someone who, in this context, sings to live.

Thirty-four years ago, in Frank Loesser's How to Succeed in Business Without Really Trying, Robert Morse cunningly performed "I Believe in You" while staring at himself in a mirror. The song, extolling the virtues of "a seeker of wisdom and truth," enjoyed a life outside its show; it's usually interpreted as an up-tempo love song, an ode to an irresistible idealist. Nobody remembers that mirror.

One of the songs Barbra Streisand performed during her HBO special last summer was Sondheim's "Not While I'm Around," which she dedicated to her grown son, who was in the audience. In Sweeney Todd this odd lullaby, which begins "Nothing's gonna harm you," was sung to Angela Lansbury by a street urchin powerless to prevent her death or his own. Yet there was nothing amiss in Streisand's motherly reinterpretation, because this is another song removable from its original context. Though it would make a good torch song, I can't imagine Streisand or anybody else singing "I Wish I Could Forget You" away from its show. The problem wouldn't be the lyric's original context. It would be those lines about a love "as permanent as death," and a final verse that begins "And if you die tomorrow," which could not withstand a pronoun change on account of its rhyme scheme.

Fosca tells Giorgio that her "sickness is normal to me, as health is to you." A few days after seeing Passion for the second time, I was hospitalized with a 104 temperature, a symptom of what was ultimately diagnosed as a serious bacterial infection. In a situation in which part of my role as a good patient was to monitor my moods and bodily functions and dutifully report even the slightest change, Ino longer saw Fosca's morbid self-absorption as quite so absurd.

Fosca's love for Giorgio is supposed to be superior to Clara's by virtue of not being essentially carnal. What works against this interpretation is that Clara is portrayed much too sympathetically for us to assume that her love is only skin-deep. (Besides which, it would be impossible to find wanting anyone who sings Sondheim as gorgeously as Marin Mazzie does.) At the end, when Giorgio sings of having recognized in Fosca "love without reason, love without mercy, love without pride or shame," you want to shake him and remind him of his earlier question to Fosca: "Is this what you call love? This endless and insatiable smothering . . ." He is merely submitting to Fosca's dementia, and neither he nor the show's creators seem to recognize the difference. Regardless of Sondheim and Lapine's original intentions, the dichotomy represented here is not between soul love and body love but between sickness and health, the unaccountable lure of death and the pang of happiness. On Broadway the pink of Clara's nude flesh in the opening scene contrasted as dramatically with Fosca's coffin pal lor as the two women's songs contrast in major and minor keys.

Passion takes place in the world of the sick--not a place Broadway audiences in the mood for uplift particularly want to go. They still want to be told they'll never walk alone. As drama, the show will always be something of a muddle, but it's moving because the score is. New York audiences had trouble accepting Giorgio's final change of heart. It struck them as illogical, and it is--but that's not why they left the theater unsatisfied (who goes to the theater for logic?).

The problem isn't confined to a stage production. It is musical. The song with which Giorgio expresses his love for Fosca isn't ablaze with the rest of the score's sixteenth-note rhythms and sustained chords. It's inorganic. So is "Loving You," the show's big takeout ballad, in which Fosca tells Giorgio that he has become her reason for living. This song, which has Barbra Streisand written all over it, was added to the score at the last minute, in order to make Fosca more sympathetic.

If one responds to Passion at all, it is because of Sondheim's music, which is what newcomers will find on CD. Robert Brustein, in his review of the New York production in The New Republic, said that he found himself sobbing uncontrollably at the end. I think that the implausible story got to him only because the music did. I was similarly shaken by a new production of Merrily We Roll Along last summer, which, despite a limited run, was recorded and recently released on CD (VSD5548). By the final curtain Irealized that quite without meaning to, I had conducted my personal life and my career in such a way as to betray both my closest friends and my highest ideals. Then I realized that I had done nothing of the sort; Sondheim's recurring bass figures had rubbed me raw, making me an easy mark for the book's burned-out, middle-aged blues.

More than any of Sondheim's previous shows, Passion embraces the concept of the "integrated" or "organic" stage musical--one like Oklahoma!, in which songs illuminate character and advance the plot --and takes the next logical step, to the Broadway score as a feat of extended composition. This is the sense in which Sondheim is the greatest heir of Jerome Kern, who attempted something of the same thing in his score for Show Boat, though this aspect of the score is often overlooked amid the praise for it as the first show in which music and book served a unified end.

Sondheim's quandary is that such musical innovation is generally lost on today's Broadway audiences, who ask for nothing more from a show (and nothing less!) than vulgar spectacle and a few sentimental melodies; a patina of social consciousness is optional. In "Who Cares If You Listen?" Milton Babbitt recommended as the ideal strategy for the serious composer "voluntary withdrawal from [the] public world to one of private performance and electronic media, with its very real possibility of complete elimination of the social aspects of musical composition." As a composer of vocal music with little taste for grand opera--however much his best scores resemble it--Sondheim is in no position to heed his former mentor's advice. He needs Broadway. What I wonder is if Broadway, which often seems to tolerate him only because it needs the occasional succes d'estime in order to go on thinking of itself as a thriving artistic medium, will ever realize how much it needs him. Sondheim and Broadway isn't another simple love story, that's for sure.

Francis Davis is a contributing editor of The Atlantic. His latest book is The History of the Blues (1995).

© 1995, The Atlantic Monthly.