Bette Midler channels Sue Mengers.

Sue who?

Aside from the fact that she doesn’t sing, the only trepidation I’ve encountered about Bette Midler’s sensational one-woman show I’ll Eat You Last, about the sassy, splashy, tart-tongued Hollywood super-agent Sue Mengers, is the concern that the Divine Miss M might be playing a colorful “insider” so obscure that the general public has never heard of her. Well, the show is such a smash (and the Divine Miss M has never been more divine) that you’ll be lucky if you can beg, borrow or steal a ticket to get in.

This is exactly as it should be—because the avalanche of laughs at the Booth Theatre after every punch line and the raucous nightly standing ovations at the end of this 90-minute celebration (without intermission) of the life and career of a very close personal friend of mine for 40 years are richly deserved. At first, I worried that Bette could never look like Sue. But with her oversized tortoiseshell glasses and long platinum Mae West wig continually parted by two perfectly manicured, talon-like, fire-engine-red index fingers, sipping Veuve Clicquot, chain-smoking her endless supply of trademark joints and lounging barefoot in a blue sparkly caftan on the lush sofa of a sumptuous house in Bel Air designed by the brilliant Scott Pask, Miss M is haunting the corner of West 45th Street and Shubert Alley with the ghostly gusto of a Ziegfeld Girl humming “I’m Still Here.”

The set is a house once owned by Zsa Zsa Gabor where Sue used to give her star-studded A-list dinners in a former cabaret room called the Moulin Rouge. If I had a dollar for every night I spent there with Hollywood royalty too famous to mention, I’d be a rich man today. This is the place where sneezing on the cocaine bowl gave Woody Allen one of his funniest scenes. Written with one ear to the keyhole by John Logan (Red) and directed with campy delight by Joe Mantello, the aerie for rare birds above Sunset and the outrageous power player who ruled the roost there have been deliciously exhumed with a pre-show warning: “This play contains profanity, smoking, alcohol consumption, drug use and gossip.” Not necessarily in that order, but before it ends, you get it all. You also get everything you need to know about Sue Mengers. Or everything she’d want to tell you.

When the evening begins, Sue is puffing away for the purpose of chemically induced relaxation in preparation for one of her soirees. The regulars will probably be there—Roman Polanski and his latest squeeze, Jack Nicholson with then-roommate Anjelica Huston, the premarital Warren Beatty, you get the picture—along with assorted moguls, directors, producers, clients and movers and shakers from MGM to San Quentin. Every guest has to be famous. (“Honey, my own mother couldn’t get in here if she was standing outside in the rain!”) But this is the night Sue’s biggest client, Barbra Streisand, whom she represented from back in the day when her name had three A’s instead of two, has just fired her. In the famous baby voice with which I heard her announce “Sue’s depressed” a million times, she starts to confide in her audience. Sipping a vodka for extra support, she stretches out barefoot on the expensive upholstery (“Exercise does not play an important part in my life”) and lets it rip. “We chat. We dish. Who’s on top. Who’s on bottom. Who’s on the top who wants to be on the bottom.” And, I assume, vice versa. You learn a lot—like about what happened when Ali MacGraw left Bob Evans for Steve McQueen. I was there once when she was having a big donnybrook with him on the phone. “I’m an Irish mick and I don’t forget!” he yelled. Always fast on the uptake, she yelled back “I’m a Jewish princess, and I don’t give a shit!” and slammed down the receiver. That’s my Sue.

In 90 minutes that pass like New York nanoseconds, she dispenses party rules: “Number One: God forbid anyone should talk about Attica, Kent State or Cambodia. Nobody goes to Cambodia on vacation. Number Two: No children allowed. Just drive by and let them wave.” A Jewish escapee from Hitler’s Germany who arrived unable to speak one word of English, she completely invented herself. She taught herself to talk American by watching Joan Crawford and Bette Davis movies on TV (“That’s why I still talk like a goddamn Warner Brothers second lead”). She found humor in everything. After her father killed himself in a Times Square hotel room (“which seems redundant”) she moved from Utica to the Bronx, got a job as a receptionist at the William Morris agency, lifted the Rolodex from Tom Korman’s office and went into business for herself, stealing other people’s clients. You learn how she went to the public library every day on her lunch hour and read enough Shakespeare, Ibsen and Odets to impress Julie Harris, spent a miserable day on Sissy Spacek’s farm in a mythical country called Virginia (“Sue don’t do Jeeps”) and lied her way into landing Faye Dunaway the lead in Chinatown, beating the big boys at their own game in a man’s profession. And you learn how it all fell apart after she talked Streisand into doing a humongous flop called All Night Long directed by her own husband, Jean-Claude Tramont and subsequently lost her biggest clients in the face of public humiliation. At one point, she invites an unsuspecting member of the audience onstage, makes him open a fresh bottle, then says, “I’d like to ask you to stay ... but look at you!”

The evening adds to little more than a glossary of hilarious witticisms. She was not a writer, but everyone she met was “material.” It’s cleverly distilled into what I call The Best of Sue Mengers, full-frontal. What I’ll Eat You Last fails to do is successfully excavate Sue’s full emotional depth, explore her voluminous capacity for loyalty and support, or show you what she was capable of if she was truly your friend. You don’t get a candle to her very hidden human heart, but Bette Midler does everything there is to do with the material at hand—and then some. It’s one of the most consummate evenings you will spend on Broadway this year. And nobody would enjoy it more than Sue herself.

rreed@observer.com

I’LL EAT YOU LAST

Starring Bette Midler

Written By John Logan

Directed by Joe Mantello

Booth Theatre

222 West 45th Street

New York, NY 10036

The Hat Shop

On a recent warm, sunny morning, Linda Pagan was in full Kentucky Derby mode weeks ahead of the race, shuffling hurriedly about The Hat Shop, the charming Soho boutique she has owned and operated for nearly 20 years.

Every April for the past decade or so, Ms. Pagan has seen hat sales skyrocket in the lead-up to the Derby, and this month has been no exception. Women—and it is almost always women—race to her store to pick out the perfect fascinator or wide-brimmed hat, which run from $200 to $500. Ms. Pagan told the Transom that last year Cyndi Lauper found her Derby headgear at The Hat Shop, joining a long list of notable clients like Madonna, Bette Midler and Yoko Ono.

“It gets bigger and bigger every year,” she continued over a cup of tea, taking a short break from her busy schedule.

Whether you’re watching from New York—where city-dwellers can find any number of viewing parties—or from Churchill Downs, a nice hat is the sine qua non of Derby culture, according to Ms. Pagan. She noted that some customers fly in all the way from Louisville, where the race takes place, to find the perfect fit.

On the one hand, that seems an awfully long way to travel for a hat, especially when you consider that the sporting event lasts only two minutes. But on the other hand: “I don’t believe you can buy a hat over the Internet,” said Ms. Pagan.

Evidently her customers don’t, either. And soon enough, they came filing in.

The first Derby customer of the day, Marianne Ferriola, goes to the race every other year. She arrived in search of something to match a lime green Nanette Lepore sheath dress with black trim that she bought just for the race, which takes place this year on May 4.

“It’s so exciting!” Ms. Ferriola told the Transom, seemingly overwhelmed by all the choices on display in the shop, which carries the work of up to 35 New York milliners.

Yet Ms. Ferriola wasn’t letting her enthusiasm get the best of her. Hat shopping for the Kentucky Derby is serious business.

“I didn’t know what I was getting myself into,” Ms. Ferriola said of her first experience at the Derby. “Those southern belles are really something. You have to keep up with them.”

The shop’s walls are lined with all sorts of whimsical creations, decorated with lace, feathers, flowers, ribbons, buckles and buttons.

Ms. Ferriola scanned the offerings, plucked a straw sun hat off the rack—a classic choice—and put it on. She turned to face Ms. Pagan for the verdict.

It fit perfectly.

Sirio Maccioni, Susan Bennett and Tony Bennett (Photo - Dustin Wayne Harris/Patrick McMullan)

A restaurant opening in the chandeliered halls of The Pierre, flagship of Taj hotels, held much promise for some unrepentant gorging, but we were tragically left empty mouthed at Sirio’s grand unveiling on Wednesday evening, with not a crumb going spare.

“We have a lot of dear friends, and a lot of people who love us,” revealed handsome and ever-so-modest director of Le Cirque Mauro Maccioni, one quarter of the Italian-American epicurean dynasty.

Flanked by the new restaurant’s namesake, his father Sirio, and restaurateur brothers Mario and Marco, the quad were undeniably the toast of the food-less feast, palpably excited about the newest extension of their empire. With the patriarch first working in The Pierre’s La Foray some 50 years ago, there was much to celebrate, with celebrities and the nipped and tucked of New York popping in to offer their cheeks for much congratulatory air kissing.

Mayor Bloomberg generously graced the party with his presence for a fraction of a second before making a quick exit, apparently having to dash to the scene of a shooting in the Bronx. Fitting so many events into one evening can be such hard work. But at least his fleeting visit actually took place within the event’s scheduled timeframe, which is more than can be said for tardy Martha Stewart. America’s favorite foodie and home perfectionist eventually arrived to lend her support to Sirio, and reveal her excitement to The Observer about her upcoming Halloween celebrations.

“I’m looking forward to Bette Midler’s annual Hulaween, of course, and am dressing up as an organic sea.”

No, we’re not too sure either. In fact, we're not even sure she remembered to invite us!

Ms. Stewart was full of praise for the Maccioni family’s restaurant kingdom, particularly given some of her own culinary misadventures. “The worst food I’ve ever eaten was fried worms,” she revealed, although this unpleasant dish was served up to her in Mexico, and not prison, as we first thought.

Leading the parade of air kissers out of the door was Ivana Trump, who was hanging languidly on the arm of her perma-tanned boy toy throughout the evening.

“I know Sirio many years,” she drawled, having forced us into a secluded corner of the room to impart these words of wisdom.

The man of the hour, the elder Maccioni, clearly had quite the selection of groupies, although repeatedly forcing him out of his seat and into photos at times felt like a little bit too much. But the octogenarian remained reasonably upbeat throughout the evening, more so than we managed, although we might have fared better had we actually been given something to eat. Instead, we gobbled up all the people watching moments, which with the likes of Tony Bennett, Jean Shaffirof, Amy Fine Collins,  Somers Farkas, Sophie Theallet and Amy Sacco, left us pretty full anyhow.

Bette Midler and Steve Wonder at the Waldorf (Photo via Mia McDonald)

We felt woefully under-dressed as we stepped into the 2nd floor foyer of the Waldorf-Astoria, the entrance to Bette Midler's Hulaween party. The theme was Día de los Muertos - the Mexican Day of the Dead - and although we felt like zombies after occupying Wall Street earlier that Friday evening, we weren't decked out in any apparel that suited the $1,000-a-plate dinner.

Martha Stewart, eschewing the night's theme, decided instead to dress as what the party was raising money for, the New York Restoration Project. (The event raised $1.9 million to create and restore public parks and community gardens in the city.) Wearing butterfly extensions that actually looked like giant monarchs, Ms. Stewart batted her lashes in the direction of Robert Diamond, her set decorator who won the night's costume contest with his green-beaded Emperor of the Butterflies ensembles. The mask itself took him 52 hours to bead, he told reporters; a skill he picked up French fashion designer Thierry Mugler.

Judy Gold, currently starring in her one-woman off-Broadway show The Judy Show, MC'd the evening dressed as Chaz Bono. Toeing the line between political humor and the fact that yes, most of Manhattan's biggest real estate developers were currently "Occupying" the party, her jokes earned more uncomfortable twitters than full-blown laughs. "You guys are really a great audience," Ms. Gold said sardonically as real estate developer Douglas Durst (dressed as a tree) kept his eyes on chef Rick Bayless' mole chicken dish. (Mr. Bayless was dressed as a skeleton: take from that what you will.) Later, Mr. Durst would win Ms. Midler's "Wind Beneath My Wings" award for his donations to the Restoration Project.

Michael Kors, who presided over the costume contest, was almost certainly dressed as a Mexican Tony Clifton and virtually unrecognizable. Sam Champion was a Mexican matador, Alan Cumming an adorable bear, and Debra Messing as a ghost having a really bad hair day. Soprano Renee Fleming, the cast of Priscilla, Queen of the Desert, Sandra Lee, Patty Smyth, and John McEnroe rounded out the celebrity attendees.

The clear highlight of the evening (besides the fact that the "Best Group Costume" award went to several individuals dressed as the Dead 27 Club) was Stevie Wonder, who performed his classic hits as a Skeleton Pirate. You haven't seen anything until you've seen a bunch of tipsy socialites who just bid $2,500 on a tree (one table over, an interior decorator dressed as a mummy and his fiance dressed as a Mexican skeleton promised to name their tree after us!) start mobbing the stage and screaming to "Signed, Sealed, Delivered I'm Yours."

It was, we'll admit, a little bit scary.

Heidi Klum's Annual Halloween Party(Photo via Patrick McMullan)

You have a lot of options when it comes to Halloween parties in New York. From free parades to art shows to celebrity-hosted galas, it's natural to feel overwhelmed. That's why we've found 10 of the best parties over the next four days for you to pick and choose from. So if your taste runs in haute creature or is more hipster horrors, you'll be sure to find something to suit your inner (sexy) monster.

Nevertheless, according to photographs posted on the indomitable David Patrick Columbia's New York Social Diary, the billionaire also knows how to kick up his heels, pop on some jewelry, and, as Bess Levin points out, pose with his hands tilted at a perfect and adorable angle. At Bette Midler's "Hulaween" party at the Waldorf for the New York Restoration Project, he dressed up in a Karl Lagerfeld costume so spot-on that one can hear him purr caustic Coco Chanel insults while whistling Cat Power melodies.

His wife, Christine, was Anna Wintour.

There were some less surprising guests--Joy Behar, Gilles Marini, Tommy Motola, Elaine May, and Michael Kors--rubbing elbows with the Wall Street contingent. For example, the Evercore titan (and former Blackstone man!) Roger Altman was with his wife, Juiate Kazickas, dressed up as what looked like a 1950s beauty pageant's host and contestant. Mr. Altman wore a black wig.

A man named Robert Diamond, but almost certainly not that the Robert Diamond who runs Barclays, was in drag.

John Kerry was there, too, as John Kerry.

"I have to tell you," Yoko Ono said to her audience at the Brooklyn Academy of Music on Tuesday night, a few days before her 77th birthday, "you have a long life ahead of you, and it’s going to be beautiful." Her Brooklyn Academy of Music show--half concert, half tribute--was filled with all kinds of things: shimmying, screeching, thumping, family members, guitar gods, art films, drag, a tuba, a cello, and as Ms. Ono would say, a lot of cosmic splendor.

The first half was full of thick, loud, strange, twisting grooves, which probably wouldn't sound like promising news to those who know her only as a screechy-voiced Beatles destroyer. But this wasn't music for a pilates class in Westchester--it was interstellar and kaleidoscopic, with pelvic bass lines bouncing below gooey guitars and horns. She sashayed, shuffled, shook and swayed. Sometimes it took her across the stage, especially on the groovier songs from last year’s Between My Head and the Sky. The exclamation point in the title of "Ask the Elephant!" deserves to be there.

The first set ended unexpectedly gently. Over only trickles of piano from her son, Sean Lennon, and a late-night Tom Waits horn, Ms. Ono sang in Japanese and English about hell and earth: It was the kind of thing that could sound like bad Philip Glass, but it was smoky and sad.

But the tribute half of the concert ("Act II," as it’s called on the We Are Plastic Ono Band program) stole the show. First of all, in the spirit of Ms. Ono’s canyon-sized proclamations, I’ve got to say that the sound Paul Simon and his son, Harper, made on the two songs they played and sang together was one of the most exceedingly warm things I’ve ever heard live on a stage. They played "Hold On" from John Lennon’s first solo album, and "Silver Horse" from Season of Glass, her first after his death. One is sung to a wife, and the other is sung by a widow.

Eric Clapton, the guest that came on afterward, turns 65 next month. But his guitar, especially on The White Album's "Yer Blues," was hysterical, sludgy, and huge. "In sound check, he was teaching me to play how my Dad did it,” said the younger Mr. Lennon. "A touch sophisticated."

Justin Bond, who performs in boozy drag as a half of Kiki and Herb, played Ms. Ono's jilted-woman torch song "What a Bastard the World Is." Beforehand there was a joke about Ms. Ono's Twitter, which gives advice about sending diagrams of your footsteps and flammable paper moons to friends: "A lot of the time I don’t know what she’s talking about," said Mr. Bond, "but I do everything she says."

Sonic Youth's Thurston Moore and Kim Gordon played "Mulberry," which was not amused, not amusing, and what the Times politely referred to in its review of the show as "arrhythmic." With more rhythm, amusement and tuba, Bette Midler came on next to play "Yes, I’m Your Angel," a few minutes of caramelized bath house jazz.

After "Rising," one of the first set’s arty disco songs, full of Ms. Ono's points and crouches and marches, Mr. Lennon son whispered something to into her ear. "He's always saying, 'Oh it’s great, it’s great,' to make me feel good," she explained.

"I'm not lying, Mom," he said. The crowd sighed. A few days before the concert, Ms. Ono told this reporter about her maternal feelings: "You would never know, because you’re not old enough, I’m sorry to use those expressions, but when your son grows up, and he’s doing his own thing," she explained, "it’s nice to get a chance to be with him for a while."

She said the show’s guests had been his idea: "I'm doing a regular show of mine, and then they’re sort of added. Added bombs! Not bombs! Bombs is a bad word! What is it? Added sparkling stars."

mabelson@observer.com

The biggest socialite turn-out seemed to be at the Rose Bar at the Gramercy Park Hotel, where the bar's creative director Nur Khan and One Management modeling agency president Scott Lipps threw a Halloween party hosted by Jeremy Piven and model Jessica Hart. The costumes trended to the traditional, with Fabiola Beracasa and Genevieve Jones dressed as nurses, Alex Kramer as a school girl, Julia Restoin Roitfeld as a sexy maid, and Russian designer and gallerist Dasha Zhukova as a sailor.

Heidi Klum's Halloween Party at 1 Oak was attended by Christian Siriano as Cruella Deville (and his boyfriend, photographer Brad Walsh, as a dalmatian), singer Pink as a clown, and Ms. Klum as some of sort of a blue Indian goddess with many hands. 

Accompanied Literary Society founder Brooke Geahan hosted a party at Bagatelle in the Meatpacking District, showcasing an Edgar Allen Poe verse, Lady Irene, that had not been viewed since 1830. Josh Lucas, dressed as the futuristic Mr. Poe, did an official reading of the poem. Mary-Kate Olsen stopped by dressed as a fairy in a long white dress and glittery make-up; she sat around with socialite Arden Wohl, who was holding a retro cigarette holder, and actor Leo Fitzpatrick. Also, David Schwimmer made an appearance dressed as himself, as did Emma Snowden Jones. 

Freeman's restaurant owner Taavo Somer, Earnest Sewn's Carlos Quirarte, DJ Matt Creed, and artist/DJ Matt Kliegman hosted a "Day of the Dead" party at a warehouse space off Cortlandt Alley attended by designer Rogan Gregory dressed as Jesus Christ, Charlotte Ronson as a Hooters girl, and downtown "it" thing Cory Kennedy  as Thing 2. Ms. Olsen also stopped by with Mr. Fitzpatrick after the Accompanied Literary Society party.

Meanwhile, at Bette Midler's "Hulaween" party, Andre Leon Talley wore a navy suit, Michael Kors wore a long wig of black hair, John McEnroe wore a tall wizard's hat, and Suze Orman showed up as a pile of money. Police Commissioner Ray Kelly arrived sans costume.

Later, finding Ms. Midler chatting with a family of fans dressed as the Palins, the Daily Transom asked her if there would be any Songs for the New New Depression, now that the boom is over. "I have a job—I'm in Vegas all year round, so I'm not worried," the songstress replied. Ms. Midler would only say that it was "thrilling" to have a fellow Hawaiian a hair away from the presidency.

Fellow presenter Kathy Griffin—dressed in sequined red, white and blue—was more vocal with her politics. "No, I'm not dressed like John McCain," she told the Daily Transom. "I'm Aunt Sam. Well, I don't know if I'm an aunt or an uncle. I don't want to be put in a box. It's about Prop 8. Vote no on Prop 8," she added, referring to the California ballot measure to amend the state constitution to ban gay marriage.

John McEnroe was wearing a four-foot tall wizard's hat. "I'm going to be upset if Obama loses, yes, but I don't think he's going to lose. John McCain was a hero of mine way back when, but I'm a little worried about him now," he said.

"You should have seen him trying to get in the cab," said his wife, pop singer, Patty Smyth (not to be confused with Patti Smith!), of the ‘80s band Scandal.

New York Post gossip Cindy Adams was doing some old fashioned shoe-leather reporting, scribbling on the back of a tip sheet as she interviewed Kate Pierson of the B-52's, who was dressed as a pirate. "Why should I talk to you? The Observer pees on me. Pees on me!" Ms. Adams, who is 83, told the Daily Transom. We flattered Ms. Adams and she relented. "I love to do it. I feel like it's good to get out in the trenches. I've had 500 front pages and I've worked so hard for every single one of them."

Ms. Adams doesn't "do" Halloween. "I always thought it was for women who needed to let loose their inhibitions and I'm not inhibited. So I'm just winging it with some jewelry and coming as an overdressed New Yorker."

The Daily Transom asked the columnist how she felt about the Post's political coverage. "It's absolutely fine to me," she said. "I've never been close to a liberal in my life." With that she trotted off with two gentlemen dressed as a sailor and an infantryman.

Police Commissioner Ray Kelly—sans costume—was standing near his table holding a plunger. "Watch what questions you ask him, he might plunge you," a cop standing nearby joked when we asked Mr. Kelly if he had any qualms about the recession. "I'm worried about a reduction of resources as opposed to a crime wave specifically due to the recession," he said. "Crime has been down steadily the last 18 years and there were some low economic points. But we need to be able to put cops on the streets."

Then it was time for Ms. Waters to collect her award. "I hope there is a president giving a press conference in front of a compost heap next year," she said to the audience. Passing Western-attired Kareem Abdul-Jabbar in the hallway, the Daily Transom asked the basketball player about the election. "I only wished my parents were alive to see it," he said. "This nation has changed somehow and it makes me very proud."    

This being a Michael Kors show, almost everyone in the fashion industry who is also involved with reality television was in attendance. A sampling: Ms. Klum is Mr. Kors' co-star on Project Runway, while Ms. Zoe recently visited Mr. Kors on her own reality show, The Rachel Zoe Project, to find a dress for her client, Ms. Bryant! Across the runway, Nina Garcia, another Project Runway judge, sat with her new boss, Joanna Coles of Marie Claire, which will be the featured magazine on Project Runway after this season. Meanwhile, Joe Zee of Elle, and more importantly, Elle's new reality show Stylista, stopped to chat with Ms. Klum.

Aside from the show—or rather, shows—in the front row, there was the one on the runway: a crowd-pleasing retro bonanza of primary-colors and polka dots, with red-lipsticked models and a deafening mash-up of the Beach Boys' "Good Vibrations," the Go-Gos' "Our Lips are Sealed," and Coldplay on the speakers. Mr. Kors took an ebullient tour of the runway afterwards, rather than the quick wave favored by many designers; after all, he's half the attraction now.

"I loved it," proclaimed one biased critic, Mr. Kors' mother Joan, who had been seated front-row, near Bette Midler. She wore oversized sunglasses and an aristocratic blonde ponytail, like the models. "I've been sitting since Sunday doing the looks with Michael," she revealed. Earlier, Ms. Klum had greeted her warmly with a kiss on the cheek.

"He's always pretty happy," she continued, of her son. "He does [the music] himself...he looks forward to doing it."

Meanwhile, Ms. Klum granted interview after interview to television reporters, while a publicist barked into a headset nearby: "Are you sure she wants to do all these interviews?"