Fairy Tale Blogathon: Once Upon a Mattress (2005)


This post is Part 1 of my contribution to the Fairy Tale Blogathon, hosted by  Movies Silently.

For the past couple of years I’ve been writing fractured fairy tales, so when Fritzi at Movies Silently announced the Fairy Tale blogathon, of course I had to have fairy tales of the fractured variety as my subject!

(Shameless plug: you can read two of my fractured fairy tales in the anthology Fairly Twisted Tales for a Horribly Ever After.)

What is a fractured fairy tale? The term is usually meant as a retelling of a classic fairy tale that is modified in some fashion to make us laugh, though the meaning can be expanded to original stories that resemble a fairy tale (i.e. The Princess Bride) or fairy tales retold as an entirely different genre, or mashed-up with other genres.

The Broadway musical Once Upon a Mattress is a fractured retelling of the classic fairy tale The Princess & The Pea by Hans Christian Andersen. The original show was written by Jay Thompson, Dean Fuller, and Marshall Barer, with music by Mary Rodgers (yes, she was the daughter of famed composer Richard Rodgers) and lyrics by Barer.

Carole Burnett starred in the original production as Princess Winnifred. In the 2005 television adaptation, she plays the show’s villainess, Queen Aggravain. Tracy Ullman takes the Winnifred role, with Denis O’Hare as Prince Dauntless.

Queen Aggravain and her husband King Sextimus the Silent (Tommy Smothers) rule a fictional kingdom. The King is under a curse and can never speak until “the mouse devours the hawk.” Their son Prince Dauntless the Drab has not been permitted to marry because his mother devises difficult tests for his prospective brides (to prove they are truly of the royal blood). Every princess so far has failed her tests.


This not only impacts Dauntless, but all the young people of the realm, as none can marry by law until Dauntless is married. The story focuses on one couple specifically: Sir Harry (Mathew Morrison) and Lady Larken (Zoey Deschanel). The two are particularly anxious to marry as Lady Larken is expecting a baby. Harry vows to seek out a princess who will pass Queen Aggravain’s test.


He finds Princess Winnifred the Woebeggon from the swamplands. Winnifred is so eager to meet her prospective groom she swims the castle’s moat. She immediately captivates Dauntless with her brash personality. The Queen and her minion The Wizard devise a plan to scuttle any chance Dauntless and Winnifred can marry. They proclaim she must be tested on her “sensitivity.” If she is not able to sleep in a bed with a tiny pea at the bottom of many mattresses, she passes the test.

They try to tire her out by commanding everyone dance The Spanish Panic. Winnifred out-dances everyone and is the only one who remains standing. When she finally goes to bed, she can’t get comfortable and fails to fall asleep the entire night. When Queen Aggravain still tries to stop the marriage, her son finally stands up to her, breaking the curse on his father. It is revealed that Dauntless’ father had the bed planted with weapons to make it impossible to sleep on. After they are removed Winnifred still has trouble sleeping in the bed, until Dauntless finally removes the tiny pea.


This version of the show is charming in many ways, though some may complain that Burnett–who won much acclaim when she played Winnifred–isn’t quite right to play Queen Aggravain. I love her here, though–she was definitely channeling her “Nora Desmond” persona from The Carol Burnett show, which seems oddly appropriate.

Both Ullman and O’Hare are ridiculously long in the tooth for their roles, but that kind of seems to be the point. My personal favorite musical number is “Man to Man Talk” when the silent King tries to teach his son about the birds and the bees, which is all the more hilarious because of O’Hare’s age.


(Aside: Tommy Smothers gives a very touching performance as King Sextimus, which he does for most of the show without using words. In my opinion, this shows he should have had a much more extensive acting career.)


In the end, though, Ullman and O’Hare are so cute together their ages don’t really matter.

Like most great fractured fairy tales, Once Upon a Mattress subverts some familiar fairy tale tropes. The prince is hardly a dragon-slaying, damsel-in-distress-saving hero. (Sir Harry sort of takes that role instead. In fact, he and Lady Larken are more familiar as fairy tale characters, in spite of their “oops” pregnancy storyline.) Fred is not a dainty sweet thing, but a loud-mouthed tomboy. (The musical number “Shy” makes that quite clear to the audience, even if her moat-swimming doesn’t.) And, yet, of course, she still turns out to be dainty since she’s still discomfited by the pea.


The show doesn’t hesitate to embrace the incestuous subtext of the original fairy tale. Mama just doesn’t want any other woman to touch her baby boy. Somehow they manage to keep it from falling into the “creepy” category.

If I have one complaint, it’s that I’m not too crazy about Queen Aggravain’s punishment. It’s a little too “putting a woman in her proper place” for my taste. Yes, she’s a horrible person, but still. Though it’s not that strange, considering the show originated in 1959.

Aside from that one issue, the show still feels remarkably fresh after all these years. Not surprisingly, to this day it remains a popular choice for school and community theater productions.

Please check out Part 2 of my contribution to this blogathon: Fractured Fairy Tales from The Rocky and Bullwinkle Show.

10 thoughts on “Fairy Tale Blogathon: Once Upon a Mattress (2005)

  1. Thanks so much for joining in! I was also charmed by Once Upon a Mattress (and I am a tough audience when it comes to musicals). You’re right that the ages of the leads enhances the story and makes the jokes that much zanier. All in all, a good time to be had. (The ending was the one sour note for me as well.)

    1. I’m normally not a huge fan of musicals, but I the ones I love, I really, really love. This show is so much light hearted fun.

      Thanks for hosting the blogathon! Loving all the articles!

  2. The Princess and the Pea has always been one of my favourite fairy tales (the far-fetched nature of the story gets me every time!) but I had no idea this re-worked version existed – in a musical format, no less! Looking forward to watching it (and will have to give your fiction a read too – impressed by your productivity!)

    1. I’m sure you will enjoy Once Upon a Mattress–it’s such a fun show.

      Well, thank you! Today I was upset I didn’t hit my word count, so I appreciate your faith in me. 🙂

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