The original cast included Rosalie Craig as Lucy Mannersley, with Glyn Kerslake as Dr. Manislav; David Ricardo-Pearce as Sydney Carton and Ben Goddard as Yevgeny Irtenev.
The first piece Goodall suggested as source material for the musical was Cyrano de Bergerac, being a story about self-sacrifice for the sake of an unrequited love.
Goodall claims he was worried that if he kept the story set during the French Revolution that it would begin to bear too much resemblance to the musical Les Misérables, so he made the alteration.
Many other changes crept in during the development process, but Goodall affirms that "the underlying compassion of Dickens' story has been, I hope, faithfully retained."
Originally, in contrast to the novel, Goodall was going to have Dr. Manislav locked up for sixteen years rather than eighteen, but in the final version of the musical this was changed.
The original version of "The Night School of Subversion" was very different musically, having a much more upbeat, almost circus-esque sound, and actually never featured the lyric that was to become the song's title.
Prologue The opening song, "Mirom Gospodu Pomolimsya", sung by the whole company, sets the scene before a church in St. Petersburg in 1895.
The prostitutes Dulcie and Enid describe the squalor of the lives they lead ("On Petticoat Lane") when the rich young Lucy Mannersley emerges from a theatre with her ward and guardian, Peter Stryver.
In St. Petersburg, the young student Kralena is thrown in prison for printing pamphlets inciting rebellion against the ruling classes.
At the docks, a young peasant girl named Natalya sells her wares to the passing strangers, many of whom ignore her ("Departures").
As the ship sets sail back to England, Lucy sings to her father, trying to calm him in his absent, delirious state.
The boat eventually arrives at the docks in Harwich, where Lucy again tries to comfort her father by singing ("West and Safety Bound Reprise.")
Meanwhile, in Russia, Kralena arrives at an abandoned warehouse, where two of the Communist revolutionaries, Alexei and Sergei, welcome him to their dark world ("The Night School of Subversion,") asking him if he has what it takes.
Throwing off his disguise, Sydney demonstrates that he bears an uncanny resemblance to Edward, thereby proving that it was easy for Tatiana to be mistaken in her assumption.
Back in Russia, Alexei and Sergei take Kralena to the home of the local Police sergeant and urge him to blow the house up.
Going home, Sydney sings sadly of the wasted life he has led pursuing women and always drinking, reflecting on the bleakness of his future.
With time suddenly frozen, Lucy sings alone, imagining her life with Edward and weighing up the choice in her mind ("Just Suppose.")
In Russia, meanwhile, Count Irtenev speaks to Yana, claiming that the talk of a revolution is just ridiculous rumours that will never come to fruition.
Edward tells Lucy his memories of childhood, while Sydney sings with Dulcie, eventually deciding to give up his self-pity and move to Australia where he can find a new life.
Lucy marries Edward and Kralena instigates a revolution, culminating in the execution of rich nobles such as Count Irtenev.
Kralena, meanwhile, has seized the Irtenev estate as his headquarters and sings "One Day...Reprise" as they capture Yana and force her to be their slave.
Back at the English seaside, Lucy expresses concern for Edward, but Stryver stops her, telling her that he is sorry for all the times in the past that he upset or offended her.
Stopping outside the ruined church, Sydney encounters Yana, caring for an injured young boy, as the company sings "Resurrection and Life."