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This faithful broadcast TV remake of the classic Jule Styne/Stephen Sondheim musical looms as a career triumph for top-lined Bette Midler--and a bittersweet measurement of how far mainstream film and TV have retreated from the glories of musical theater. By the time Midler, as the mother of all stage mothers, observes, "I was born too early and started too late," it's only too obvious that the star's words are an ironic inversion. Had Midler been born earlier, she certainly would have reigned as a major musical comedy star. In a role form-fitted to Ethel Merman's brassy persona and brassier voice, Midler more than holds her ground musically and, especially, dramatically. Titled partly for its source, the life of stripper Gypsy Rose Lee, Gypsy alludes as well to the itinerant life of her family. The show's focal point isn't the titular character, but rather her manipulative mother, Mama Rose (Midler), who channels her own frustrated dreams of stardom into Baby June, the curly blonde daughter who always eclipses sister Louise. The story follows Rose's machinations as she tirelessly reinvents June to defy the passage of time and even puberty itself. By the time Louise herself conquers the marquee as Gypsy Rose Lee, Rose's single-minded focus has alienated her long-suffering lover and agent, Herbie (a well-cast Peter Riegert), and surrendered to the inherent compromise of burlesque. Midler's Rose reveals glimpses of vulnerability and a delusional monstrousness that provide a dark, gritty subtext. Studded with wonderful songs, the Styne/Sondheim score underlines those themes deftly, especially in Sondheim's multileveled lyrics. This Gypsy also benefits from uniformly nifty casting: in addition to Reigert (Crossing Delancey, Local Hero), Cynthia Gibb slowly blooms as Louise, and Jennifer Rae Beck, Andrea Martin, Christine Ebersole, and erstwhile new-wave singer Rachel Sweet are delights. --Sam Sutherland