Wilkommen Back, 'Cabaret'.

No sanitized treatment for John Kander and Fred Ebb's 1966 hit, Cabaret, this time around. Rob Marshall, the choreographer and codirector of the upcoming revival by the Roundabout Theatre Company, says, "The angle on this production is that it's really true to the atmosphere of the John Van Druten play, I Am a Camera, and before that, of Christopher Isherwood's Berlin Stories, on which the play and musical are based. This Cabaret is real, rough, and raw -- not sophisticated.

"The Kit Kat Klub is second-rate -- even third-rate. You'll see the runs in the stockings, the broken lightbulbs, the tackiness under the thin veneer of glitz. We're capitalizing on the veracity that Natasha [Richardson] and all the company have brought. The fact that Natasha is British obviously helps. She's everything that Sally Bowles should be."

Marshall talks excitedly about this ultrarealistic version of the Tony Award-winning musical that opens March 15 at the 494-seat Club Expo (formerly the Henry Miller Theatre) on West 43rd. None of the principals are particularly known as high kickers. Ron Rifkin, who won Drama Desk, Obie, and Lucille Lortel awards for The Substance of Fire, is Herr Schultz. Glasgow-born Alan Cumming, in his Broadway debut, repeats his role as the emcee, following his acclaimed portrayal of the role in Britain's Donmar Warehouse production five years ago. Mary Louise Wilson, who recently triumphed as Diana Vreeland, Vogue editor extraordinaire, in Full Gallop, is Fraulein Schneider. And Richardson, who starred in High Society in London, makes her Broadway debut in a singing-dancing role; she was last seen at the Roundabout as Anna Christie. (Richardson worked hard beforehand with dance coach John DeLucca). "They are all able, as actors, to take the movement and make it their own," says Marshall.

But doesn't this sort of casting pose a problem for the choreographer? Most actors drill in movement at drama school (some taking more naturally to dance than others), and there are so many top-flight dancer-singer-actors these days. The decision to produce a musical with people more used to emoting as Hamlet (which Cumming did most successfully) would seem to be like deliberately doing things the hard way. Marshall disagrees.

"It's been a very different process, but I like to choreograph from the motivational, acting approach," he says. "I'm lost without some point of view to start from -- it's hard for me to do a step without character or something about the plot. This show is a joy because all the numbers comment on the material."

Tangible and scary are Marshall's words for the unusual setting in Club Expo, where every night, when Cabaret's curtain comes down, another cabaret for other customers begins. "Our show is entirely in the club," says Marshall. "It should feel like being in the Kit Kat in the thirties. There's a No Exit atmosphere.

"Although there's plenty of dancing, it's uncomfortable to watch. The `Two Ladies' number isn't just naughty; it's vulgar. The choreography couldn't be too sophisticated or refined. I had to curb myself from doing something too slick and smart. I'd work on a piece and go back and distort it so that lines and angles are like a George Grosz or Otto Dix painting, where things are skewed or exaggerated. It's like choreographing everything twice. I'd say to mysell. No, fray it purposefully with people on the wrong foot or out of step. I always prepare much more than I need so that, if necessary, I can throw it away."

There were nineteen casting sessions before Marshall and codirector Sam Mendes (who directed the 1993 Donmar Cabaret) settled on the six Kit Kat girls. "We had to turn down many who auditioned because they were too good," Marshall recalls. "Fabulous dancers who just couldn't let go of their technique. Each girl has to portray a distinct personality. In addition to singing, dancing, and acting, they also had to be able to play a musical instrument, because they make up the show's orchestra. And yet it's a wonderful show for me. At the beginning, it's very seductive. Then, halfway through, you kind of feel the doors lock and the chill of the encroaching Third Reich, and the Nazis taking over, along with the decadence of prewar Berlin."

Marshall is a Kander and Ebb veteran. He was a dancer in their Zorba, his first Broadway show. For The Rink he was dance captain. Later he was entrusted with the choreography of Kiss of the Spider Woman. "John and Fred are unusual in that they're real collaborators with the team," he notes. "They love to help, work on things, change things."

Marshall has also made steady progress up the ladder of success by choreographing the 1994 revival of Damn Yankees (who could forget his fumbling ball players' "Blooper" number?), She Loves Me (also for the Roundabout), A Funny Thing Happened on the Way to the Forum, and Victor/Victoria, in which he dealt with bar scenes and nightclubs in a very different way. He's also worked a lot with Liza Minnelli (who starred in the movie Cabaret). And he's worked on Los Angeles TV specials, including the recent ABC movie Cinderella. But it's Broadway that always draws him back. "I don't think people know how much a choreographer does on a show," he says. "They think it's just the steps. But it's not just about the steps. What a choreographer does, especially on a musical, is like -- everything."