Over the top is fun to act, fun to dance and sing, and fun to watch – that’s just what this musical is all about.

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Arts Outreach’s 2012 Summer Youth Community Theater production of “Thoroughly Modern Millie” opens at the Santa Ynez Valley High School Theater, at 7 p.m. Wed. Aug. 1-4. The Saturday performance is sold out. Featuring a cast of more than 40 local 10-17 year-old students, it is suitable for all ages, says executive director Sandie Mullin.

“I’ve had a lot of fun,” says Mikale Mikelson, who plays notable lyricist and composer George Gershwin. “I think my character is really cool.”

Director Sara Martinovich pats him teasingly on the shoulders, warning Mikale is an “up-and-comer” who people should expect to see great things from.

This is his first year with the company, but not his first time on stage. “I like the theater. It is a good outlet to express how I feel,” Mikale says. He also likes making people laugh, on stage and off. “I do get away with it at school,” he takes a deep breath, smiles, “barely.”

Based on the 1967 film of the same name, “Thoroughly Modern Millie” is a high-spirited escapade that was the queen of Broadway in 2002, winning six Tony awards, including Best Musical. Set in 1922’s New York City, this madcap production portrays the adventures of young Millie Dillmountin in search of her new life.

The role of Millie is played by Lompoc resident Kethry Soares, who is in her fourth season with Arts Outreach. Kethry, a high school senior, expects to be heading off to study either college physics or astrophysics next summer, so this may be her last performance – here at any rate.

Kethry isn’t new to leading roles. She has the voice and maturity to go with it, which explains her early successes. Millie is very head-strong and defensive, says Kethry, who is trying to discover the body language she can use to portray that.

“I’m a lot more calm person than Millie is,” says Kethry of her character who has her sights set on marrying up, love notwithstanding. “She just wants to be rich.”

To reach that goal, Millie takes off for New York City with all of its intrigue and excitement. It is an era when women are first beginning to enter the workforce more than a handful at a time, and the rules of love and social behavior are forever changing.

Filled with frisky flappers, dashing leading men, and a villainess dragon-lady audiences will love to hate, “Thoroughly Modern Millie” is a perfectly constructed evening of chaotic fun, says Mullin.

Millie’s leading man, played by Santa Ynez’ own Ryan Howard, is Trevor Graydon. When Ryan is off to college in another year, he hopes to major in the performing arts, either dance or theater, he says. “I also wouldn’t mind being a stunt man.”

Ryan says that Graydon is a fun role to play because the character is very extroverted and outrageous (“not unlike myself”). Graydon is one of the most eligible bachelors in NYC at the time – dashing and handsome – and Millie has her sights on netting him.

“I like making people laugh and taking them on a journey to someplace they haven’t been before,” Ryan says. This is his seventh year with the company and he has high expectations that when all is said and done, this will hit the top spot on his list of favorites.

Back for her eighth year as director, Martinovich is a UCSB graduate in theater, who has experience with Ensemble Theater, Opera Santa Barbara and has formed her own theater company, The Loose Affiliation of Artists, in Santa Barbara. The production team also features the talents of Joyce Michaels as vocal director, Jessica Ruiz as choreographer, and Kathryn Imani as musical director.

Francesca Davis is excited beyond words. This is her first big role. She’s been in the chorus a few times before and had some small parts. Now is her time to shine. The 12-year-old can hardly sit still in her seat as she talks about her character, Ethel Peas.

“She is a Southern girl who lives at the hotel with Millie,” Francesca explains. All of the girls, except for Millie, are trying – mostly unsuccessfully – to get jobs as actresses. Francesca crinkles her nose. Tipping her head slightly, she concludes that Ethel probably isn’t all that good at acting or finding a job wouldn’t be so hard. But then Ethel, because she is an orphan, is the first to be kidnapped – which doesn’t leave her much of a chance to pursue her job prospects. Francesca’s are much better. She will “definitely” be back next year, she says without the slightest hesitation. “This is something I really look forward to.”

Reserved tiered seating is available ranging from $10-$20. Tickets are available from the Arts Outreach office, 2353 Hollister St., Los Olivos, or by calling 688-9533. Arts Outreach is a nonprofit arts education organization that provides experiences in visual, dramatic, literary and performance art to the communities of the Santa Ynez and Los Alamos valleys. Its mission is to “bring life to art and art to life.” For more information about Arts Outreach and its programs, visit artsoutreach.com.