The story is about Guido Contini, noted film director, the critics love and hate - sometimes at the same time. One reviewer dismisses him before even hearing his latest project:

The trouble with Contini, he's the king of mediocrities,
a second-rate director who believes that he is Socrates.
He never makes a "movie" or a "picture" or a "flick";
he makes a "film" -- get it? -- a "film."

A typical Italian with his auto and biography,
a mixture of Catholicism, pasta, and pornography.
A superficial, womanizing, moderately charming Latin fraud

[...]

And what are his movies about?
Just beauty, truth, death, youth, love, life, anguish, angst.
Thanks to him, we have boredom at the movies.

- Stephanie Necrosphorus (Saundra Santiago), "Folies Bergeres."

In Venice, the Continis are approached by a horde of papparazzi, and Guido confesses to Luisa his ulterior motive for going to the Venetian spa; he's supposed to be making his next movie. The secret is that he doesn't have a script, a cast, or... anything.

What he does have however, is distraction: Carla, the exquisite temptress, is in town. She has "important news" for Guido that he must hear. Not only must he shield his "over" affair with Carla from Luisa, he must also deal with his impatient producer who wants to hear his ideas for his next film, and rightly believes Contini has none. Meanwhile, he is haunted by memories of his past; musical vignettes that help shape the strangely fragile, barely pubescent mind of Contini:

Each day at St. Sebastian,
in the classroom we would hear
that devils lurked behind every corner.
If you tried to look, they would disappear.

The nuns of St. Sebastian
tried to teach the facts of life,
explaining there are two kinds of women --
One was a whore, one was a wife.

[...]

We should have known.
They should have warned us.
At St. Sebastian they never spared the rod.

But in the music of the bells at St. Sebastian,
we looked for God.

- Guido Contini (Antonio Banderas), "The Bells of St. Sebastian."

The pressures of the filmmaking drive him to rash decisions, and through the course of the musical we meet the actress he made a star (and a woman), Claudia. When Guido decides on a picture to make -- a musical revisioning of Cassanova's life -- Luisa realizes that fiction resembles far too much of fact; Guido, as Cassanova, is playing himself and mocking his own sleeping around.

Carla excitedly tells Guido that she has gotten a divorce from her husband; now all Guido has to do is get divorced, and they can marry each other. Stunned, Guido explains he never intended to marry Carla and divorce Luisa. Realizing she emotionally invested more than he did, Carla leaves Guido, just as Claudia informs him she is also not returning to his side. Within moments, Luisa bitterly casts him off in blazing glory, forcing Guido to re-examine his life and nearly commit suicide. His inner child (quite literally) gives him a pep talk, and he leaves the show, steadfast to finally act his age: 40, not 9.

The soundtrack to this show is different in tone and style from the original 1982 Broadway version, which starred Raul Julia as Guido Contini. Filling the role this time is Antonio Banderas, who last sang in 1996's film version of Evita. In 1996, it was curious casting, and in 2003, it was curious casting. Antonio Banderas - charismatic as he is - does not have a very strong voice, whether singing or speaking. Guido's vocals are very rough, and and not as powerful as they should, or could, be. He was able to belt out "Oh, What a Circus" from Evita easily enough, but something seems incredibly off about his performance of Guido. There's not enough strength behind it, even in his best solo, "Guido's Song."

However, the ladies are all-around impressive. Mary Stuart Masterson, as Luisa Contini, gets two of the best solos (and if there's one thing to be said about Nine's score, it's that it has great solos): the determined yet contemplative "My Husband Makes Movies" (sung during an interview with a reporter) and the strong "Be On Your Own," where she finally leaves Guido. She is able, despite an occasionally distracting accent, convey a wide range of emotions per verse, as Luisa is a very conflicted character: should she stay, or should she leave?

Jane Krakowski owns the show. Her Carla is sweetly seductive, even more va-voomy than the spectactular Anita Morris who originated the role, and her final solo, "Simple" is downright heartbreaking. Carla's big intro however is "Call from the Vatican," in which she phone-sexes the leading man to distraction, as he agonizingly lays in bed with his wife. The lip-bitingly naughty number ends in a orgasmic trill - for her, and for us.

I've got a plan for what I'm gonna do to you,
so hot - you're gonna steam and scream
and vibrate like a string I'm plucking--
Kiss your fevered little brow,
pinch your cheeks til you say "Ow!"
And I can hardly wait to show you how, Guido..!
Who won't care if you come to me tired and overworked?
I won't, bambino...
Who knows a therapy to beat what you can get from me?
I don't!
But this will have to be enough for now... Guido, ciao.

- Carla (Jane Krakowski), "A Call from the Vatican."

Rounding out the female leads are Chita Rivera as producer La Fleur and Laura Benanti as the actress Claudia. Rivera - likely hired because she's Rivera - takes her big number "Folies Bergeres" with more subtlety than 1982's envisioning. Her sharp banter with Banderas is highly amusing, but "Folies" - a tribute to the musical genre - is more musically laid-back than it really should be. Vocally, La Fleur sounds likes she's all about the musical comedy, but the music sounds a bit lackluster; she's supposed to be singing a showstopper, not doing an ice show. Benanti adequately plays the role, but Claudia's only real purpose in the show is to deliver the gorgeous song "Unusual Way" to the hilt; Benanti succeeds.

The irritatingly chirpy falsetto of Guido's younger half is brought to us by William Ullrich; Myra Lucretia Taylor (as the whore Saraghina) plays up the bawdy "Be Italian" nicely; Saundra Santigago's acidic reporter is delightful, and the ensemble cast (which includes Chicago's Deidre Goodwin, Rocky Horror's [Little] Nell Campbell, and as Guido's mother, Mary Beth Peil) la-la's throughout the very long show.

While the show lasted a dismal and disappointing few months, the new cast album breathes new life into already wonderful one-woman numbers, and stas reasonably afloat during the less enticing ensemble bits, the least exciting one being a medley that says that it lasts thirteen-plus minutes, but in actuality, never ends.