The story of the Oregon Shakespeare Festival's hit production of the Marx Brothers' classic "The Cocoanuts" starts with Mark Bedard goofing around, continues with the discovery of the mysterious Box 91 and ends up in anarchy.

The story of the Oregon Shakespeare Festival's hit production of the Marx Brothers' classic "The Cocoanuts" starts with Mark Bedard goofing around, continues with the discovery of the mysterious Box 91 and ends up in anarchy.

When OSF did "Animal Crackers" in 2012, Bedard played Groucho to Brent Hinkley's Harpo and John Tufts' Chico. Audiences loved it. The company used the Henry Wishcamper adaptation of the original play, which had a book by George S. Kaufman and Morrie Ryskind and music and lyrics by Bert Kalmar and Harry Ruby.

When OSF Artistic Director Bill Rauch tapped Bedard in June 2011 to play wise-cracking Groucho, the actor panicked. He'd never done an impression, and Groucho was one of the most iconic entertainers of the 20th century. Bedard had never been a fan.

"I knew nothing about him," he says.

He set about watching all 13 of the Marx Brothers' movies as well as Groucho's TV show "You Bet Your Life" and reading everything he could get his hands on.

"I did a complete 180 and fell in love with them," he says. "Now I'm obsessed with them."

So obsessed, in fact, that he started tinkering around with "The Cocoanuts," the 1925 stage comedy that preceded 1928's "Animal Crackers." He didn't plan on an actual production.

"It was just for fun," he says.

If he had a guiding notion it was to make Kaufman's classic less like vaudeville and more like such later, story-driven Marx Brothers vehicles as "A Night at the Opera" and "A Day at the Races."

"It ('Cocoanuts') was one of those pieces that tried to string together a narrative," says Gregg Coffin, the production's music director, who put together the score only after much digging around in search of materials from the 1920s. "An early example of a musical afraid to trust the narrative arc."

The brothers' humor was grounded in vaudeville, in which comics would do funny bits, and then somebody would come forward and sing a song. Bedard and Coffin wanted the stage show to be less episodic, more organic.

The script Bedard eventually came up with wound up on the reading list of the Boar's Head, a group of directors, writers, performers and designers who meet to discuss plays at OSF and sometimes bring ideas to the artistic director. Hinkley liked Bedard's new adaptation so much he told Rauch about it.

Having done "Animal Crackers" in 2012, it seemed unlikely the festival would do another Marx Brothers thing so quickly.

"The only playwright we repeat that often is Shakespeare," Bedard says. "I wasn't here in 2013 (he was playing Vladimir in the Marin Theatre Company's production of "Waiting for Godot"). But the next thing I know, Bill (Rauch) is calling saying we're going to produce it."

Enter Coffin. The original Broadway version of "The Cocoanuts" had 20 or more numbers (depending on how you count the reprises) by a young Irving Berlin. But there was also a 1928 version the brothers took on the road. Then there was the 1929 film version. Each score was different.

"We didn't even have music for some of the songs," Coffin says.

Julie Felise Dubiner, the dramaturg on the project, called friends in Washington, D.C., and asked them to check out the Marx Brothers material in the Library of Congress. And that's where Box 91 came in.

It was a treasure trove in the form of sheet music for piano, including things that hadn't been heard since 1926. Most of the songs had been transposed into easier keys for people to sing in. There were oddities, rehearsal versions of songs, an overture, transition music for scene changes, an evil underscore theme for the villains, Groucho's entrance theme and much more.

For the piece known as "the Groucho song," they found versions called "Why am I a Hit With the Ladies?" (which comes early in the OSF show), "What's There About Me?" and "Gentlemen Prefer Blondes" (used as the curtain call number in the OSF show), all with similar melodies.

"Songs went in and out of the different productions," Coffin says. "But it (the OSF version) has a very high percentage of what was there originally."

The people looking in Box 91 copied sheet music and sent PDFs to Coffin, which he then cobbled together. The OSF version wound up with 18 of the original 23 to 28 songs. Coffin added music for scene changes and to underscore what's happening in various scenes.

The final score has a jazzy, Django Reinhardt feel, with no brass or woodwinds but lots of strings (guitar, banjo, mandolin, ukulele, violin, bass) around Conductor Darcy Danielson's keyboards.

It's been said that the score for "The Cocoanuts" did not yield a hit song for Irving Berlin, one of America's greatest songwriters. He'd written "Always" earlier for a woman named Mona and offered it for the show, but Kaufman didn't like it and didn't use it, saying nobody would believe a song that said, "I'll be loving you, always."

"How about changing it to, 'I'll be loving you Thursday'?" Kaufman is supposed to have said. Excised from the show, the song went on to become one of Berlin's greatest hits and an American classic.

As Coffin worked on the music, Bedard worked on coming up with a single script. It was clear some things in the original play, the summer version and/or the movie would have to be cut. At first Bedard didn't want to cut anything.

Even cutting bad jokes was hard. One of the Marx Brothers' techniques was to string jokes together so fast that audiences would still be groaning at the bad ones when the really funny ones came, and the whole thing would sort of snowball.

"It's not like a normal play, where you can say, 'What serves the story?' " Bedard says.

"I'd be losing sleep over some ridiculous bit."

He cut some of the groaners and strengthened the love story involving a dowager's daughter and a young architect whose day job it is to clerk in Groucho's hotel. Other cuts became clear only when the project moved into rehearsals.

The final script plays about two-and-three-quarter hours.

"It's kind of a mash-up," Bedard says.

But you can have a great script and great songs and still be missing the one ingredient any Marx Brothers show was famous for: anarchy. If the original Marx Brothers couldn't be contained by a script or a stage, Bedard was convinced the adaptation would have to provide room for the actors playing the brothers to go off script and improvise wildly.

There'd been a lot of funny ad-libs in "Animal Crackers," but for "The Cocoanuts," the boys would go further. Taking a page from the Commedia dell'arte, Bedard found places in the action that actors could use as launching pads for improvised comic bits.

In the Commedia, before even the time of Shakespeare, actors memorized outlines of comic routines that could be used and elaborated on in a variety of situations. Such a bit, called a lazzi, when introduced by one actor — often Harlequin or another Zanni, or trickster servant — would require the others to fall in with the routine.

Similarly, the Marx Brothers brought bits from vaudeville to their live stage shows.

"Nothing in the movies could capture what they did live," Bedard says.

So Bedard, Hinkley and Tufts began introducing actual anarchy to the show, for example, not telling their acting partners in a scene what they were going to do. They themselves don't even know exactly what will happen from one performance to the next.

Hinkley, playing Harpo, discovered one bit almost by accident. As the boys took their lunacy into the audience, running up and down the aisles, he "stole" a woman's purse and took it onto the stage. Then he looked in it and pretended to be scandalized. The audience cracked up, and the bit has stayed in the show, although it may vary from one night to the next.

"The greatest thing about the OSF's repertory company (the nation's largest) is that we've worked together on other shows, and we know each other," Bedard says. "Also, we get to run shows for so long (more than 100 performances over eight and a half months)."

He says "The Cocoanuts" didn't really jell until two or three weeks into the run. That's because the improv bits can't be perfected in rehearsals.

"It's all about trial and error," Bedard says. "Then we started firing on all cylinders."

Bill Varble is a freelance writer living in Medford. Reach him at