Carnival! is a musical, originally produced by David Merrick on Broadway in 1961, with the book by Michael Stewart and music and lyrics by Bob Merrill. The musical is based on the 1953 film Lili. The show's title originally used an exclamation point; it was eventually dropped during the show's run, as director Gower Champion felt it gave the wrong impression, saying, "It's not a blockbuster. It's a gentle show."