The production of "The Merry Wives of Windsor," which opened last night at the Shakespeare Theatre at the Folger (as it is now being called), has more clowns per square inch than the circus, but fewer laughs than a bank audit.

Everywhere you gaze there are bulbous noses, potbellies, oversized shoes, baggy pants, inflated bosoms, skullcaps, foolish hats and painted faces. When it comes to making actors look funny, costume designer Holly Cole and makeup consultant Barbara York deserve to go right to the head of the class. But funny-looking as the cast may be, funny it ain't. This "Merry Wives" asks the question: How long can you laugh at a pink wig?

Having set "The Comedy of Errors" in a Middle East casbah and "Much Ado About Nothing" on an art-deco ocean liner, director John Neville-Andrews has now plunked down those merry wives and their playful companions in the equivalent of the center ring. The conceit, a radical departure from the more traditional staging of the play at the Folger in 1978, brims with promise and color. But it turns out that all the cleverness is in the idea; the execution is downright tedious.

Shakespeare wrote "Merry Wives" on royal command to give that "fat knight," Sir John Falstaff, a play all his own -- or so legend has it. Queen Elizabeth was apparently so taken with the character's alehouse swagger and battlefield braggadocio in "Henry IV, Part I" that she expressed a desire to see him in love. Hastily, but not without a certain verve, Shakespeare complied, although Falstaff's love is not exactly the purest sort. In fact, if he decides to go courting two very married women, Mistresses Page and Ford, it is only because he hopes to get into their purses. In the age-old tradition that demands the duper be duped, he will reap blows and humiliation for his efforts. Like most of the cast members.

It is Neville-Andrews' notion to give us, as prologue, a brief scene from "Henry IV," in the course of which Falstaff (Jim Beard) is badgered for his debts and ends up dozing off in his chair. "Merry Wives" is then presented as his dream. Windsor becomes a kind of fun house with slamming doors and distorting mirrors, and its denizens are transformed into pop-up clowns. The props are outsized; the costumes, outlandish. Jugglers and unicyclists and even a sword swallower are on hand to display their skills. And Falstaff himself shows up as a red-coated ringmaster with gold epaulets.

The trouble comes on two fronts. With few exceptions, the cast members just aren't very adroit at clowning, although all of them seem to have adopted a physical idiosyncrasy -- a speech impediment, a silly walk -- that is intended to unleash hilarity. But the more Neville-Andrews piles on the gags, the heavier the show becomes. The nearsightedness of Mistress Page (Mikel Lambert), not all that amusing to begin with, is milked beyond endurance, while Abraham Slender (Richard Hart) inserts a hiccuping bray into every line, long after we've stopped listening.

The circus motif, furthermore, comes at a steep price, robbing the characters of the real psychological attributes that would give them comic weight. Mistresses Page and Ford (Sybil Lines) may not be the profoundest of Shakespeare's creations, but they have a grace, an alacrity and a wit that are indetectable in this production, which requires them to go for the broadest effects. It's that way pretty much all down the line. The clowning not only fails to amplify the characters; it actually diminishes them.

Before we ever meet Falstaff, we hear him snoring in the dark. Beard gets his one laugh of the evening with a long rumble, rather like wet thunder. From then on, it's downhill. He delivers his lines in an inflated singsong that suggests spoken grand opera, rarely wipes a fatuous grin from his face and succeeds in reducing a comic giant to the dimensions of a gnat. What, one wonders, has happened to this once-competent actor?

Only four performers, by my count, manage to survive the sluggish pandemonium. Emery Battis, costumed in the checkerboard patterns of the commedia dell'arte as Francis Ford, imparts a sad sweetness to his portrayal of that jealous husband. Playing Mistress Quickly in high drag, Edward Gero looks like Carmen Miranda on the prow of a ship and proves genuinely amusing, while Roger Cox, unshaven and slumped-over as Bardolph, captures some of the world-weary poetry of Emmett Kelly.

Best of all, however, is the ever reliable Floyd King. He is cast as Doctor Caius, that pillar of cowardice draped in pure French foppery. Posing as the master of sport, art and erudition -- although clearly the master of none -- the actor is never less than inspired. It's almost as if Inspector Clouseau had gone Shakespearean. Now there's an actor. And there's a clown, too.

The Merry Wives of Windsor, directed by John Neville-Andrews. Set, Michael Layton; costumes, Holly Cole; lighting, Daniel M. Wagner; makeup, Barbara York. With Jim Beard, Mikel Lambert, Edward Gero, Richard Hart, Sybil Lines, Floyd King, Emery Battis, Roger Cox. At the Shakespeare Theatre at the Folger, through Jan. 26.