The complex scheme of gender bending, and the carefully contrived Studio 54-era setting readily drop into the background of Cal Shakes' "Twelfth Night," mightily overshadowed by the take-no-prisoners hilarity of the piece.

This "Twelfth Night," which opened Saturday, offers career highlight performances by several of the actors and enough comedy business to fill a dozen normal plays, making director Mark Rucker's keynote features become more tasty frosting to an already calorie-laden cake.

"Twelfth Night," is certainly Shakespeare's best gender-bending and mistaken identity play, and could easily be his best comedy. So Rucker had plenty of raw material to start with in this tale of love and confusion. Count Orsino (Stephen Barker Turner) is smitten with Olivia (Dana Green), but she is in mourning and wants no part of him.

She is, however, infatuated with Cesario, one of Orsino's men, who is actually Viola (Alex Morf), who survived a shipwreck, but believes her twin brother, Sebastian (also Alex Morf) has drowned.

He hasn't, and, in fact, has surfaces in the same town of Illyria as his sister (disguised as a brother, and who has developed a huge crush on Orsino).

Meanwhile Sir Toby Belch (Andy Murray), Olivia's uncle, is plotting to have his friend Andrew Aguecheek (Dan Hiatt) court his niece.

Then, as Sir Toby's freeloading future is threatened by the possibility of Olivia's steward Malvolio (Sharon Lockwood) convincing her to toss him out, a plan is hatched to convince the steward that Olivia is in love with him (Lockwood plays the part as a man).

And so, the first act isn't even close to over when we have Count Orsino crazy about Olivia, who can't stand him. Olivia in love with Cesario, who is actually Viola. Viola is in love with Count Orsino, but is disguised at Cesario. Sebastian, Viola's twin, has turned up in Illyria. Malvolio is wild about Olivia and believes she feels the same way.

And, just to make things more interesting, Andrew Aguecheek, supposedly courting Olivia, Sir Toby and Feste, the fool (Danny Scheie) are mostly drunk.

This love knot becomes untangled by the end of the second act, but the hilarity is continuous from start to finish as it plays across an elaborately detailed and frightenly realistic end-of-Studio-54 set, beautifully rendered by David Zinn, and augmented stunningly by Clint Ramos's costumes.

It is the performances, though, that make the production soar, and the humor send laughter echoing through the cold, foggy night on the Bruns Amphitheater hillside.

Everyone who steps on stage delivers a remarkable performance, but some take their work into a territory somewhere beyond stupendous.

Lockwood has created a Malvolio character that looks and moves like a tiny robotic Wayne Newton who, at times, seems to be channeling Katharine Hepburn to create one of the most astonishing comic personalities of all time.

Hiatt's Andrew Aguecheek takes what is usually a pleasantly funny, bland sort of character and turns him into a rubber-boned, daft English gentleman (kind of like the clueless gents that used to follow Miss Marple around in those old Margaret Rutherford movies), whose most mysterious character trait is why he follows Sir Toby like an addled dog.

And then there's Murray's Sir Toby, a classic performance that turns the often stock character of the freeloading old uncle into a work of art.

Scheie, once again, comes up with a wild, outside-the-box performance as the fool. Wearing a flesh-colored body suit, frequently a dress and occasionally roller skates, he appears to have brought this character in from outer space.

Rucker's gender-bending concept is pretty much successful, except for the casting of Viola and Sebastian as the same actor - the conceit works except when the two are on stage together, at which point it becomes confusing.

But in the great, belly-laughing scheme of things, that's nothing.