By David Zurawik
SUN TELEVISION CRITIC

It cost $12 million to make, but Disney's production of Rodgers and Hammerstein's "Cinderella" would still be a deal at twice the price.

On one of the most lavish and competitive sweeps nights in the history of television, this is the film tomorrow you do not want to miss.

Stars? It's got a galaxy full. Whitney Houston as the godmother, Brandy Norwood as Cinderella, Bernadette Peters as the stepmother, Whoopi Goldberg as the queen and Jason Alexander in the newly created role of valet to the prince (Paolo Montalban).

And they all are playing near the top of their game. Peters, one of the greatest musical theater actresses, plays a stepmother ranging from a delightfully cartoonish surrealism one minute to genuine oppression the next, with a grace that's stunning.

Houston is Houston, larger than life when she reaches down for the voltage to hit those supercharged notes that only she can find and draws her shoulders up into that regal, feline pose of elegance and power.

And Brandy -- what a delight both as an actress and a singer. Her Cinderella is all wistful, melancholy, meek and sweet, with a tender little ache in her speaking and singing voice. But she can crank it, too. And nothing -- not the fabulous costumes, the tons of fairy dust, the gorgeous sets and dressings -- convinces you as much of her transformation as what she does as a singer when she and Houston team on "Impossible." All I want to know is how much and where to send money so I can get my cast album ASAP.

In terms of performances, the surprise bonus is Montalban as the prince. He can dance, sing and looks great in formal attire. Most of all, he makes you believe in young love, glances across a crowded room and all that. There is one main acting direction for this role: Look smitten. And he makes you remember how it felt.

In fact, there isn't a bad or even mediocre performance in the film. Natalie Desselle and Veanne Cox are a knockout pair of stepsister fools. And, after a while, I even came to forgive Whoopi Goldberg for playing the queen as a media stereotype of the Jewish mother -- nagging her son, wringing her hands and saying "oy."

And, oy, what dancing! The choreography by Robert Marshall ("Damn Yankees" and "Victor/Victoria") and the fluid camera movement of director Robert Iscove gets this production up on its toes in the early going and makes it seem as if it's gliding in midair by the end.

Jason Alexander will remind you more than a little of Danny Kaye tripping and somersaulting his way through a village square of dancing townfolk in "The Prince Is Giving a Ball"/"Your Majesties." The dancing chorus line of baking girls, wildly swinging the long poles with which they reach into the ovens, is inspired.

"Ten Minutes Ago," with Brandy and Montalban singing, and a ballroom full of waltzing guests, is a quintessential Disney moment in the very best sense of Disney entertainment.

"Cinderella" is a Disney production, the crown jewel of its season of "The Wonderful World of Disney." While I can list a million reasons to trash Disney -- from the corporate stranglehold it has on our popular culture to the sexist baggage it keeps recycling to succeeding generations through videocassettes -- let's give credit where credit is due.

Disney not only created a mesmerizing and magically entertaining film with "Cinderella," but it has also delivered an intelligent and thought-provoking cultural document.

In this regard, the focus has been on the casting -- mainly, Disney having an African-American Cinderella and godmother. But there's more to the casting than black and white. The casting involves people of what seems like every shade of skin color. The result is that, after a while in this kingdom, the dialectic of black and white dissolves.

Furthermore, this film doesn't just take a western European myth or fairy tale and graft another cultural product onto it the way, say, HBO's "Fairytales for Every Child" takes "Jack and the Beanstalk" and reworks it with black actors and rhythm and blues music.

This "Cinderella" not only retains but celebrates the exquisite European-based music of Rodgers and Hammerstein, as well as much of the choreography of the original 1957 television production with Julie Andrews. The difference is that actors from a wide array of ethnic groups do the singing and dancing. The multiculturalism here feels right.

And could it be that Disney is actually starting to get better about sexist messages? In "Cinderella" it is.

The producers -- one of whom is Houston -- have changed the script to have the godmother urging Cinderella not to be passive. "Don't sit around waiting for a prince to rescue you" is part of the message here.

"Cinderella" is a triumph for Disney in its first season back on weekly network television. And, for once, Disney's gain might be good for the culture, too.