The play was then performed Off-Broadway, beginning on September 21, 2009, with 3 consecutive runs each lasting 4 weeks and having an entirely new 5-person cast. The production officially opened on October 1, 2009 at the Westside Theatre. The cast originally included Daly, O'Donnell, Bee, Katie Finneran and Natasha Lyonne. The rotating cast also included Mary Birdsong, Kristin Chenoweth, Lucy DeVito, Jane Lynch, Rhea Perlman, Mary Louise Wilson and Rita Wilson. Chenoweth was replaced in the last of the initial three 4-week runs by Finneran. The production benefited Dress for Success. Karen Lynn Carpenter directed, with scenic design by Jo Winiarski, costume design by Jessica Jahn, lighting design by Jeff Croiter, sound design by Walter Trarbach and make-up design by Maria Verel. Daryl Roth was the producer and Alexander Fraser was the co-producer. The production was staged with the five women seated, all dressed in black, at the lip of the stage, consulting scripts on music stands as needed. Ilene Beckerman's original drawings were presented on placards, hung on clothes hangers on a clothes rack, stage right of the Gingy actress. The production continued at the Westside Theatre with an open-ended commercial run with the casting strategy of rotating 4-week casts because it enabled the production to pursue higher caliber actors. Nora Ephron stated at one question and answer session: "We keep re-casting it so we can get really great actresses to come for four weeks. It is really hard to get really good people to work Off-Broadway for six months because it does not pay much, but you can get them for four weeks." Other well-known actresses who have performed in the Off-Broadway production include the following: Carol Kane, Debra Monk, Janeane Garofalo, Fran Drescher, Melissa Joan Hart, Brooke Shields, Victoria Clark, Tovah Feldshuh, Loretta Swit, Mary Testa, Nikki Blonsky, Donna McKechnie, B. Smith and Marla Maples. , it was the second-longest running show in the history of Westside Theatre. The show won the 2010 Drama Desk Award for Unique Theatrical Experience as well as the 2010 Broadway.com Audience Award for Favorite New Off-Broadway Play. Daly and O'Donnell were nominated for 2010 Drama League Awards for Distinguished Performance.