SCENE: A large and lavish reception room off the first tier of the Kennedy Center Opera House, where Carlisle Floyd's three-act musical drama, "Willie Stark," opened last night.

At curtain rise: Floyd, 54, a compact, dapper man in beige tweed, paisley silk and soft Southern consonants, sits contentedly. Standing at his right is a Muse (in off-the-shoulder white robe and chromium laurel wreath) and to his left a three-man Chorus of Citizens in flared slacks and Lacoste shirts. Elevated at center is Roger Stevens, director of the Kennedy Center. As the lights come up, they are discussing the problems of turning Robert Penn Warren's celebrated novel, "All the King's Men," into an opera.

FLOYD: It's perfect. The characters are almost mythic types, with real operatic potential -- and such a theatrical setting!

CHORUS: Yeah, but the way we hear it, when you began the work nine years ago it was a whole different story.

FLOYD: True. Roger Stevens first approached me at a production of "Of Mice and Men" in Kansas City in 1970. He asked if he could speak to me afterwards, and right on the spot he said, "I want to do an opera for the Kennedy Center." But he wanted it completed within a year. I spent an awfully turbulent night thinking it over.

MUSE: A year indeed! Impossibly constrictive!

CHORUS: Who is this windy dame?

MUSE: I am Demotica, muse of musical drama, a wholly-owned subsidiary of Calliope, Terpsichore & Shapiro, creative consultants. Perhaps you saw "West Side Story" . . . "Evita" . . . "Sweaeney Todd?" I inspired them and countless others. Floyd has been my client for years. [produces large notebook] Since 1949, he has written ten musical dramas, including two popular successes: "Of Mice and Men" and "Susannah," which won the New York Music Critics Circle award for best opera of the year in 1956. When Stevens first approached him, he had a full-time job teaching piano at Florida State University at Tallahassee, and was about to get a commission from the Houston Opera for a bicentennial project, "Bilby's Doll." Naturally, I advised him against taking Stevens' commission immediately.

[spotlight on Stevens]

STEVENS: I thought he did very good work. In fact, I'd been involved in a road-company production of "Susannah," which I co-produced with the Metropolitan Opera.

MUSE [touching up her lipstick in a hand mirror]: So Stevens kept the invitation open, and in 1972 Floyd accepted and began writing. He had always been interested in the theatricality of politics, in "juxtaposing the public perception with the private actuality," and we came up with an original story about a Southern governor.

FLOYD: He was a man who was much more neurotic than Willie Stark, who had gotten to a certain point where he had a huge popular following, but decided he didn't want it any more. He was about to relinquish his office. He felt that he'd sold out, and it was destroying him emotionally. Equally interesting was what his decision unleashed in the people around him in power, and his very loyal wife. He finally goes mad and commits a murder.

CHORUS: Politics, neurosis, madness and murder. We'll buy that, and it's a natural for Washington. What went wrong?

FLOYD: I had tried four or five versions by 1973, but they just weren't coming together. One day I was talking to Julius Rudel [then musical director of the Kennedy Center], and he said, "Why not do the great classic novel?" I read it again, and saw the potential.

I was of course daunted by the reputation of the book -- it's a very complex, dense, multi-layered novel [based loosely on the life of Huey Long, the flamboyant populist governor of Louisiana]. Lots of people thought it couldn't be done.

MUSE: But I kept him working, focusing the story on the final 10 days of Stark's life in the novel, using the impeachment proceedings as what he calls "the crucible."

CHORUS: We hear there was another problem -- that the stage rights to the book had been optioned by lyricist Lee Adams, the guy who wrote the 1960 hit "Bye, Bye, Birdie." Somebody said Adams was planning to turn it into a country-and-western musical.

FLOYD: I was pretty disdainful of the project when I first heard of it. But later [opening his handsome pianist's hands in a palms-out gesture of professional compassion] I could see what he was trying to do.

MUSE: Quel horreur! But after some negotiations, Stevens bought the option back, and by the fall of 1977 Floyd had finished the written text.You know, he's always thought of himself primarily as a dramatist.

FLOYD: The libretto always comes first. It was just me and my typewriter at this point. But I still hadn't met Warren. The poor man must have thought I would never get around to it. Finally, I sent him the finished product and he invited me up to his home in Fairfield, Conn. By then he had read the libretto, had seen the changes I made in his novel.

MUSE: Against my instincts, John Steinbeck had had script approval on Floyd's adaptation of "Of Mice and Men." Warren did not ask for similar approval, but Floyd was anxious anyway.

FLOYD: One thing I was certain he would take exception to is the way I compressed Jack Burden [the narrator of the novel] and Adam Stanton, the ascetic doctor, into one character who is Willie's assassin. But Warren said, "I understand why you did what you did."

CHORUS [shifting restlessly from loafer to loafer]: Well, what did he do exactly? Is it opera or isn't it?

MUSE: Floyd calls it "musical drama," a native American form between opera and the Broadway musical. While maintaining the basic plot of the novel -- the ascent and ruin of Willie Stark, and his relationship with his nemesis Judge Burden -- we distilled the story to a cast of 14 (15 if you count the tape-recorded voice of venerable radio announcer Lowell Thomas) directed by Harold Prince. And the music which runs around and under the recitative has elements of jazz and folk music.

CHORUS: We don't know about this recitative business. Sounds like a French cake recipe.

MUSE: Oh ye of little taste! The music is perfectly accessible, but Floyd is serious about it, and always leaves his librettos deliberately unfinished to accommodate the score. This one was composed at the University of Houston, where he took a teaching position in 1976. He wrote it at the university, in his studio at the piano.

FLOYD [modestly]: I don't have perfect pitch, and one needs to test sounds. The creative process is always instinctive, but if nothing's happening in my inner ear, I can improvise at the keyboard. It's a good way to get yourself unstuck.

[the scene shifts temporarily to a sunny music room in Latta, S.C. Floyd, in his mid-teens, sits playing the piano.]

MUSE: He had wanted to be a painter, if you can imagine such a thing. My dears, painting doesn't even have a muse! Instead, I got him a piano scholarship to Converse College in South Carolina, and he later transferred to Syracuse University. He began teaching the instrument in Florida in 1947.

FLOYD: But I had always wanted to compose on the side for him, which is really what I did until I wrote "Susannah." I knew that if I had any talent in composing, it was always going to be wed to a verbal idea or dramatic idea.

MUSE: Combine that with his love for rural subjects -- I sing of farms and the man -- and regional details ("the more specific, the greater the art") and you've go an ideal client.

FLOYD: But first I had to learn the entire operatic repertoire -- which, as an instrumentalist, I had been encouraged to disdain. As a child, I had been brought up on films, and I'd seen little theater and only one opera: "Carmen."

MUSE: He found he admired Gian Carlo Menotti ("a trailblazer"), the late Verdi and all of Mozart ("his characters are very modern, wonderfully defined dramatically"). He disliked the early Verdi and Donizetti ("dated, mannered, unreal").But I had something more contemporary in mind for him.

FLOYD: I wanted a form to engage the very wide upper-middlebrow audience who don't find anything in opera to nourish or stimulate them. America needs an excellent popular art to coexist between the increasing TV product and the continued survival of highly elitist art for a very small audience.