Clad in a black tux and holding a martini glass, Mike Myers strode onstage and said that when he was asked to perform in a tribute concert to Burt Bacharach, he only had two questions: "When should I show up, and 'What's New, Pussycat?' "

Although Myers was the only one to ask the second question (he later performed the number with two feline-outfitted dancers), an eclectic group of singers and musicians gathered at New York City's Hammerstein Ballroom to share the stage with the composer, whose classic tunes such as "Close to You," "Raindrops Keep Falling on My Head," "Walk On By," and "What the World Needs Now" were radio standards in the 1970s. All Saints, Barenaked Ladies, Elvis Costello, Sheryl Crow, George Duke and David Sanborn, Ben Folds Five, Chrissie Hynde, Luther Vandross, Dionne Warwick, and Wynonna all performed one or more of Bacharach's hits, accompanied by him and his orchestra. The 90-minute show was later broadcast on the TNT Network.

The executive producer and owner of Tall Pony Productions, Tony Eaton, brought in LD Allen Branton and production designer Bruce Ryan to give the show what director Lauren Harris describes as a "faded elegance." "We wanted a certain resonance with the past because although Burt is 69 years old, he still defines elegance and sophistication," Harris says. "I wanted a set that would suggest the timelessness of his music."

Ryan explains that the design premise was to go against type. "Instead of doing a lava lounge with shag carpet and martinis, which would have been the obvious choice, we wanted instead to complement the Baroque feeling of the Hammerstein," Ryan says. "We had the ocular windows and arches as well as different textures like theatrical gauze swags and oilcloth backing. For one texture, I took metal lath and scratch-coated it with plaster to create a random scrim effect. Allen could light through it, but it was also translucent enough that he could make it glow from the top. He ran a bank of lights above the ceiling piece so he could backlight the ceiling to give it different looks. He also lit it from the bottom up with patterns, so he had a couple of different treatments that played against each other."

Although the venue has only been open again to concerts for about a year, Branton has done quite a few projects there. "In addition to a Vari*Lite(R) package, we had some conventional equipment from BML Stage Lighting that we used as architectural treatment and for audience light," Branton explains. "We've developed that approach to that room over the past six months from being in there with MTV Live at the 10 Spots, and Unpluggeds, so that was a huge benefit given the tight schedule."

Branton's crew included lighting coordinator Michael Goodwin, lighting director Bob Peterson, Vari*Lite operator Ken Hudson, and Vari*Lite technicians Michael Prosceo, Kathryn Fantaski, and Jim Floyd. Lighting director Harry Sangmeister and gaffer Michael Callahan were both on-site for one day for the pre-taped segment. BML's crew included David Oaks, Lee Watkins, Paulie Gattoni, and Lowell Hawley. Equipment included 24 VL5A(TM) wash luminaires, 55 VL5B(TM) wash luminaires, 60 VL6(TM) spot luminaires, eight VL4(TM) spot luminaires, 24 PAR-64s, two bars of eight PAR-64s, 12 PAR-64s, four Reel EFX DF-50 foggers, and three Lycian short-throw followspots.

Branton says that he felt more of an emotional connection to this show than the many others he has done. "I was probably high school age when his first big wave of hits came out. So all the songs come back to you, which means you have some emotional basis for interacting with it. We often don't have that advantage when we're doing a show based on someone's work that isn't familiar."

Branton and Ryan have been familiar with each other's work since their first collaboration in 1985. "He has a wonderful way with an architectural approach to a show," Branton says. "My father and brother are architects, so that all resonates for me."

"We wanted it to look rich and exceptional, yet we did have budget limitations, so I used some recycled materials and re-rentals in scaffolding to create the glue and fill between the custom scenery and the hall," Ryan explains. "[Jersey City, NJ-based] Acadia built and painted the scenery and we shipped some elements from the West Coast." The set also had to be able to hide the onstage cameras. "We created bunkers so the cameras wouldn't be in the wide shots, but they'd be there to get great closeups of Burt and his musicians."

Ryan also had to work out the positioning of the orchestra with Harris. "We do the ideal setup for Burt's needs musically and Lauren's needs visually," Ryan explains. "Once we got it set, Lauren did a beautiful job of adjusting to it."

"I try not to do any projects without Allen and Bruce," Harris says. "It's so great working with them because we go from beginning to end and we're all of one mind. We're a good team."