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{{short description|1959 American musical comedy}}
{{About|the 1959 musical|the ''Glee'' episode |Once Upon a Mattress (Glee){{!}}Once Upon a Mattress (''Glee'')|the film based off the musical|Once Upon a Mattress (film){{!}}''Once Upon a Mattress'' (film)}}
{{Use American English|date=December 2022}}
{{Use mdy dates|date=December 2022}}
{{Infobox Musical
| name = Once Upon a Mattress
| image = OnceUponAMattress.jpg
| caption = Original cast recording
| music = [[Mary Rodgers]]
| lyrics = [[Marshall Barer]]
| book = Jay Thompson<br />[[Marshall Barer]]<br />Dean Fuller<br />[[Amy Sherman-Palladino]] (2024 production)
| basis = Fairy tale ''[[The Princess and the Pea]]''
| productions = 1958 Camp Tamiment, PA<br />1959 [[Off-Broadway]]<br />1959 [[Broadway theatre|Broadway]]<br />1960 US Tour<br />1960 [[West End theatre|West End]]<br />1964 U.S. Television<br />1972 U.S. Television<br />1996 [[Broadway theatre|Broadway]] [[Revival (theatre)|revival]]<br />2005 [[Once Upon a Mattress (2005 Film)|U.S. Television]]<br>2024 Encores!<br /> 2024 [[Broadway theatre|Broadway]] [[Revival (theatre)|revival]]<br/>2024 Los Angeles
<!-- Please do not include production-specific (acting, directing, etc.) awards -->| awards = 
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}}

'''''Once Upon a Mattress''''' is a [[musical theater|musical]] [[comedy]] with music by [[Mary Rodgers]], lyrics by [[Marshall Barer]], and book by Jay Thompson, Dean Fuller, and Marshall Barer. It opened [[off-Broadway]] in May 1959, and then moved to [[Broadway theatre|Broadway]]. The play was written as a humorous adaptation of the 1835 [[Hans Christian Andersen]] [[fairy tale]] "[[The Princess and the Pea]]".

''Once Upon a Mattress'' was written as a shorter play at the [[Tamiment]] adult summer camp resort. The play was later expanded for the Broadway stage. Initial reviews of the play were mixed, but critics and actors alike were surprised by the show's enduring popularity. ''Once Upon a Mattress'' is a popular choice produced by high school and university music and drama programs.

==Production history==

=== Broadway (1959-1960) ===
The original production opened on May 11, 1959, at the [[off-Broadway]] [[Phoenix Theatre (New York)|Phoenix Theatre]]<ref name="Musical Heaven">{{cite web|url=http://www.musicalheaven.com/Detailed/224.html|title=Once Upon A Mattress|last=Whittemore |first=Tim|publisher=Musical Heaven|access-date=April 22, 2009}}</ref> (later a multi-plex cinema on the [[Lower East Side]]), transferred later that year to [[Broadway theatre|Broadway]] at the Alvin Theatre (the modern [[Neil Simon Theatre]]) and then to several other Broadway theaters, finally playing at the [[St. James Theatre]], for a total run of 470 performances.<ref>{{cite web |url=http://www.ibdb.com/production.php?id=2799 |title=Once Upon a Mattress |author=IBDB |access-date=December 5, 2011}}</ref> The musical was directed by [[George Abbott]] and choreographed by [[Joe Layton]]. ''Once Upon a Mattress'' marked the Broadway debut of comedian [[Carol Burnett]], who originated the role of Princess Winnifred. Also featured were [[Joseph Bova]], [[Allen Case]], [[Jack Gilford]] and [[Matt Mattox]]. [[Jane White]] played the role of Queen Aggravain. Jack Gilford played King Sextimus The Silent and was later replaced by [[Will Lee]], Gilford's standby, before the show's Broadway move. The musical received a [[Tony Award]] nomination for [[Tony Award for Best Musical|Best Musical]] as well as a [[Tony Award for Best Leading Actress in a Musical|Best Leading Actress]] nomination for Carol Burnett. When Burnett left the show on June 25, 1960, veteran television actress [[Ann B. Davis]] took over the leading role beginning June 27.<ref>{{Cite web |title=Daily News 15 Jun 1960, page 79 |url=https://www.newspapers.com/image/393152666/ |access-date=2024-02-20 |website=Newspapers.com |language=en}}</ref><ref>{{Cite web |title=Once Upon a Mattress – Broadway Musical – Original {{!}} IBDB |url=https://www.ibdb.com/broadway-production/once-upon-a-mattress-2799 |access-date=2024-02-20 |website=www.ibdb.com}}</ref><ref>{{Cite web |title=Newsday (Suffolk Edition) 24 Jun 1960, page 78 |url=https://www.newspapers.com/image/714378277/ |access-date=2024-02-20 |website=Newspapers.com |language=en}}</ref> A few days later the show announced it was closing July 2; Davis played eight performances as Winnifred.<ref>{{Cite web |title=Daily News 01 Jul 1960, page 111 |url=https://www.newspapers.com/image/456679196/ |access-date=2024-02-20 |website=Newspapers.com |language=en}}</ref>

=== US National Tour (1960) ===
In August 1960, soon after the closing of the Broadway run, rehearsals were called for a seven-month US tour which would move from city to city by train, truck and bus. Jack Sydow stepped from his role as King into the position of Director. [[Dody Goodman]] played Winnifred at first, then [[Imogene Coca]] picked up the role. [[Carol Arthur]] understudied them both, and played the Nightingale of Samarkand.<ref>[http://www.domdeluise.com/carol.html DomDeluise.com ''Carol Arthur'']</ref> [[Fritzi Burr]] played the Queen and [[Buster Keaton]] played the King. Keaton's wife Eleanor was placed in the chorus. Keaton warmed up to the cast of younger actors, freely dispensing grandfatherly advice and chocolates.<ref>{{cite book |title=Buster Keaton: Cut to the Chase |last=Meade |first=Marion |year=1997 |publisher=Da Capo |isbn=0-306-80802-1 |page=284 }}</ref>

=== West End (1960) ===
A London production of the musical opened at the [[Adelphi Theatre]] on September 20, 1960, where it ran for 24 performances. The cast included [[Jane Connell]] as Winnifred, [[Robin Hunter]] as Dauntless, [[Milo O'Shea]] as the King, [[Bill Kerr]] as the Wizard, [[Bill Hayes (actor) |Bill Hayes]] as the Minstrel, and [[Max Wall]] as the Jester.<ref>{{Cite web |title=Unsung Heroines |url=http://www.musical-theatre.net/html/unsungheroines/patricialambert.html |archive-url=https://web.archive.org/web/20080615014919/http://www.musical-theatre.net/html/unsungheroines/patricialambert.html |archive-date=June 15, 2008 |access-date=May 29, 2024}}</ref> [[EMI Records]] took the cast into the recording studio and recorded a London Cast album. This was issued as a [[His Master's Voice (British record label)|His Master's Voice]] LP. The album was included on a CD titled ''Once Upon a Mattress'' issued by Sepia Records in 2010.<ref>{{cite web|title=Sepia Records|url=http://www.sepiarecords.com/sepia1159.html|website=Sepia Records|access-date=August 18, 2015|archive-url=https://web.archive.org/web/20150924100442/http://www.sepiarecords.com/sepia1159.html|archive-date=September 24, 2015|url-status=dead}}</ref>

=== Subsequent revivals ===
A Broadway revival opened on December 19, 1996, at the [[Broadhurst Theatre]] and closed on May 31, 1997, after 35 previews and 188 regular performances. It starred [[Sarah Jessica Parker]] as Princess Winnifred, Mary Lou Rosa as Queen Aggravain, [[David Aaron Baker]] as Dauntless, [[Lewis Cleale]] as Sir Harry, [[Heath Lamberts]] as the King, Lawrence Clayton as the Minstrel, [[David Hibbard (stage actor)|David Hibbard]] as the Jester, [[Tom Alan Robbins]] as Master Merton and [[Jane Krakowski]] as Lady Larken.<ref name="mattress96">[http://www.playbill.com/production/once-upon-a-mattress-broadhurst-theatre-vault-0000002002# ''Once Upon a Mattress''] Playbill (vault), accessed December 4, 2019</ref> The production was nominated for the 1997 [[Tony Award for Best Revival of a Musical]].<ref name=mattress96/>

The musical opened Off-Broadway, produced by the Transport Group, at the Abrons Arts Center on December 13, 2015, for a limited run which ended on January 3, 2016. Directed by Jack Cummings III, the cast featured [[Jackie Hoffman]] as Princess Winnifred, [[John Epperson]] as Queen Aggravain, Jessica Fontana as Lady Larken, David Greenspan as The King, and Hunter Ryan Herdlicka as The Minstrel.<ref>Clement, Olivia. [http://www.playbill.com/news/article/once-upon-a-mattress-revival-starring-jackie-hoffman-opens-tonight-375198# "'Once Upon a Mattress' Revival, Starring Jackie Hoffman, Opens Tonight"] Playbill, December 13, 2015</ref>

From January 24 until February 4, 2024, a concert production was staged as part of the [[New York City Center]] [[Encores!]] series. The production had a book adaptation by [[Amy Sherman-Palladino]] and direction by Lear deBessonet. Among the cast were [[Sutton Foster]] as Princess Winnifred, [[Michael Urie]] as Dauntless, Nikki Renée Daniels as Lady Larken, [[Cheyenne Jackson]] as Sir Harry, [[Harriet Sansom Harris]] as the Queen, [[David Patrick Kelly]] as the King, [[Francis Jue]] as the Wizard, and [[J. Harrison Ghee]] as the Jester. This production cut the role of the Minstrel as well as the song "The Minstrel, the Jester, and I", and made the Jester non-binary using they/them pronouns, with an implied romance between the Jester and the Wizard.<ref>{{cite web|url=https://www.nycitycenter.org/pdps/2023-2024/once-upon-a-mattress/|title=Once Upon a Mattress - Encores!|author=New York City Center|work=New York City Center|accessdate=January 26, 2024}}</ref>

In May 2024, it was announced that the production would transfer to Broadway in summer 2024. The show began previews on July 31 at the [[Hudson Theatre]] with an opening night on August 12.<ref name="The Broadway League s719">{{cite web | author=The Broadway League | title=Once Upon a Mattress – Broadway Musical – Original | website=IBDB | url=https://www.ibdb.com/broadway-production/once-upon-a-mattress-539805 | access-date=May 20, 2024}}<br />{{cite web | title=Once Upon a Mattress (Broadway, Hudson Theatre, 2024) | website=Playbill | date=August 13, 2024 | url=https://playbill.com/production/once-upon-a-mattress-broadway-hudson-theatre-2024 | access-date=August 13, 2024}}</ref> Foster and Urie reprised their respective roles of Winnifred and Dauntless<ref>{{Cite web|url=https://www.instagram.com/reel/C7jfQB5O4Vr/?utm_source=ig_web_copy_link&igsh=MzRlODBiNWFlZA==|title=[Confirmation of Urie casting]|author=mattressmusical|work=Instagram|date=May 29, 2024|accessdate=May 29, 2024}}</ref> and Daniels and Kelly reprised their respective roles of Lady Larken and the King. New to the cast were [[Brooks Ashmanskas]] as the Wizard, [[Daniel Breaker]] as the Jester, [[Will Chase]] as Sir Harry, and [[Ana Gasteyer]] as Queen Aggravain.<ref>{{cite web|url=https://playbill.com/article/ana-gasteyer-will-rule-over-broadways-once-upon-a-mattress|title=Ana Gasteyer Will Rule Over ''Once Upon a Mattress''|first=Logan|last=Culwell-Block|work=Playbill|date=July 8, 2024|accessdate=July 8, 2024}}</ref> The show ran through November 30 and then transferred to the [[Ahmanson Theatre]] in Los Angeles for a four-week engagement lasting from December 10, 2024 to January 5, 2025.<ref>Evans, Greg. [https://deadline.com/2024/05/once-upon-a-mattress-sutton-foster-broadway-1235920482/ 'Once Upon A Mattress' Starring Sutton Foster Sets Broadway Run, L.A. Engagement To Follow], ''Deadline Hollywood'', May 17, 2024</ref><ref>Culwell-Block, Logan. [https://playbill.com/article/once-upon-a-mattress-finishes-broadway-run-november-30-los-angeles-is-next ''Once Upon a Mattress'' Finishes Broadway Run November 30; Los Angeles Is Next], ''Playbill'', November 30, 2024</ref> On Broadway, the production received mostly positive reviews with ''[[The New York Times]]'' giving the production a Critic's Pick and praising both Foster and Urie in their roles while others including ''[[Variety (magazine)|Variety]]'' noted that Foster was overall awkward in the role.<ref>{{Cite web |title=Once Upon a Mattress |url=https://didtheylikeit.com/shows/once-upon-a-mattress-2/ |access-date=2024-08-15 |website=Did They Like It? |language=en}}</ref><ref>{{Cite news |last=Vincentelli |first=Elisabeth |date=2024-08-13 |title=Sutton Foster and Michael Urie Reunite in the Zany 'Once Upon a Mattress' |url=https://www.nytimes.com/2024/08/12/theater/once-upon-a-mattress-review.html |access-date=2024-08-15 |work=The New York Times |language=en-US |issn=0362-4331}}</ref><ref>{{Cite web |last=D'Addario |first=Daniel |date=2024-08-13 |title='Once Upon a Mattress' Review: Sutton Foster Is an Awkward Fit in a Musical That's Not Quite Broadway Royalty |url=https://variety.com/2024/legit/reviews/once-upon-a-mattress-review-sutton-foster-broadway-1236104236/ |access-date=2024-08-15 |website=Variety |language=en-US}}</ref> A cast recording of the musical was released on March 28, 2025.<ref>Culwell-Block, Logan. [https://playbill.com/article/sutton-foster-led-broadway-once-upon-a-mattress-to-record-cast-album Sutton Foster-Led Broadway ''Once Upon a Mattress'' to Record Cast Album], ''Playbill'', January 10, 2025</ref>

==Television adaptations==
===1964===
The first television adaptation was aired on June 3, 1964, on [[CBS]]. The production was [[videotape]]d in [[Black-and-white|black and white]] in front of a live audience and featured Burnett, Bova, Gilford, and White from the original Broadway cast, as well as new principals [[Bill Hayes (actor)|Bill Hayes]] as the Minstrel, [[Shani Wallis]] as Lady Larken and [[Elliott Gould]] (in his first appearance on any screen) as the Jester. Due to the reduced running time of 90 minutes, several songs and scenes were either cut or shortened.<ref name="Mandelbaum">{{cite web|url=http://www.broadway.com/DVDs-Many-Moons-Ago/broadway_news/523324|title=Insider: DVDs: Many Moons Ago|last=Mandelbaum|first=Ken|date=January 6, 2006|publisher=Broadway.com|access-date=April 22, 2009}}</ref> The character of Sir Harry was written out, and the Minstrel was rewritten to be Lady Larken's love interest, with the conflict concerning them being downplayed to a secret marriage.

===1972===
[[File:Carol Burnett Once Upon a Mattress 1972.JPG|thumb|180px|Carol Burnett and Ken Berry in the 1972 television production.]]

The second television adaptation was broadcast on December 12, 1972, on [[CBS]]. This production, videotaped in color, included original Broadway cast members Burnett, Gilford and White, and also featured [[Bernadette Peters]] as Lady Larken, [[Ken Berry]] as Prince Dauntless, [[Ron Husmann]] as Sir Harry, [[Wally Cox]] as The Jester, and [[Lyle Waggoner]] as Sir Studley. It was directed by [[Ron Field]] and [[Dave Powers (director)|Dave Powers]].<ref name="Once Upon a Mattress 1972">{{cite web|url=https://www.tcm.com/tcmdb/title/471636/once-upon-a-mattress#credits|title=Once Upon a Mattress 1972|work=[[Turner Classic Movies]]|publisher=[[Turner Broadcasting System]] ([[Time Warner]])|location=[[Atlanta]]|access-date=October 29, 2016}}</ref> Again, several songs were eliminated and characters were combined or altered.  Since the parts of the Minstrel and the Wizard were cut from this adaptation, a new prologue was written with Burnett singing "Many Moons Ago" as a bedtime story.<ref name=Mandelbaum />  In 2016, the special was included as a bonus feature on the DVD ''[[Carol + 2]]: The Original Queens of Comedy''.<ref>[https://www.amazon.com/Carol-Original-Queens-Comedy-DVD/dp/B01DPLS7HS/ amazon - Carol+2 DVD]</ref>

===2005===
{{Main|Once Upon a Mattress (film)}}

The third television version, which aired on December 18, 2005, on [[American Broadcasting Company|ABC]] in the United States as part of ''[[Walt Disney anthology television series|The Wonderful World of Disney]]'' and was released on DVD two days later, starred [[Carol Burnett]] as Queen Aggravain, [[Denis O'Hare]] as Prince Dauntless, [[Tom Smothers]] as King Sextimus, [[Tracey Ullman]] as Princess Winnifred, [[Zooey Deschanel]] as Lady Larken, and [[Matthew Morrison]] as Sir Harry.<ref name="Once Upon a Mattress">{{cite web|url=https://www.tcm.com/tcmdb/title/641793/once-upon-a-mattress#credits|title=Once Upon a Mattress|work=[[Turner Classic Movies]]|publisher=[[Turner Broadcasting System]] ([[Time Warner]]|location=[[Atlanta]]|access-date=October 6, 2016}}</ref> It was directed by [[Kathleen Marshall]] and [[executive Producer|executive produced]] by Burnett and Martin Tudor.<ref name="Once Upon a Mattress"/> A prologue, cut from the DVD release, features a girl looking for Winifred, her favorite princess, at [[Disneyland]], and meets a woman (Burnett) who tells her "the real story." The Minstrel was cut from this version, except "Normandy," which was changed to a love duet between Larken and Sir Harry. A new song, "That Baby of Mine", was written for Burnett.

==Plot==
===Act I===
A fictional [[medieval kingdom]] in 15th-century Europe is ruled by the devious Queen Aggravain and the mute King Sextimus the Silent. King Sextimus suffers from a curse cast by a [[witch]] that can only be reversed "when the mouse devours the hawk." The Minstrel sings of the Princess and the Pea ("Many Moons Ago"), but reveals the story to be fake, though he knows the true tale because he was there when it happened. The princess in the story is not the first princess tested to see if she is worthy of marrying Prince Dauntless the Drab—she is the thirteenth princess. The day the Minstrel arrives at court, the Queen, alongside her confidant, the Wizard, is testing Princess #12 with an unfair quiz. To the Queen's delight, the princess misses the last question: "What was the middle name of the daughter-in-law of the best friend of the blacksmith who forged the sword that killed [[Saint George and the Dragon|the Beast]]?" and is given a rubber chicken by Sir Studley. The populace of the castle complains about an unjust law levied by Queen Aggravain: "Throughout the land no one may wed, 'till Dauntless shares his wedding bed."  However, every petitioning princess is sent away after failing unfair tests devised by the Queen. It seems that no one is good enough to marry Prince Dauntless ("An Opening for a Princess").

The crisis escalates when the leading knight of the realm, Sir Harry, discovers that his girlfriend, Lady Larken, is [[pregnant]]. Though Lady Larken says that she will run away so he will never have to face embarrassment and the loss of his station, Sir Harry decides that he will set out to find a princess himself ("In a Little While"). He petitions the Queen who immediately says no, but when Dauntless manages to speak up and beg, she gives in.

The Minstrel tells the audience that in the original story, the princess arrived at the castle on a stormy night ("Many Moons Ago - Reprise"), but in the true story, it was not night at all—and the princess only ''looked'' as though she went through a storm. Princess Winnifred the Woebegone, a brash and unrefined princess from the [[Marsh |Marshlands]], was so eager to arrive that she swam the castle moat. She immediately charms Dauntless, Studley, and the knights and most of the kingdom ("Shy"). However, she also earns the utter loathing of the evil Queen, who vows to stop her.

The King discovers Larken's pregnancy and pantomimes this to his confidants, the Minstrel and the Jester. He tells them not to say a word, but they both are more worried about the King letting it slip, because even though he is mute, he can still communicate ("The Minstrel, the Jester, and I"). Later, the Queen, assisted by the Wizard, designs a test for Winnifred based on something they are sure she doesn’t have at all—sensitivity. They will place a tiny pea beneath twenty thick downy mattresses. If Winnifred is unable to sleep due to the pea, then she will be sensitive enough to marry Dauntless ("Sensitivity").

Meanwhile, Winnifred tells Dauntless and the ladies in waiting about her home in the swamp ("The Swamps of Home") and meets the King, and they immediately like each other. Then, after spilling a purple vase filled with fresh new baby's breath, Winnifred is caught cleaning the mess by Lady Larken who mistakes her for a [[maid|chambermaid]]. Soon Harry gets mad at Larken for her mistake and they get in a fight. Larken vows that she will run far far away where she will never see him again.
 
The King, the Minstrel and the Jester catch Larken trying to run away, and they try to stop her but in the end decide to help her escape to Normandy ("Normandy"). Later that night, the Queen throws a ball so Winnifred can dance the most exhausting dance in the world: "The Spanish Panic".  The Queen hopes that Winnifred will tire herself, but the plan fails. Winnifred is the last one standing as everyone collapses from exhaustion at the dance's climax. She asks Dauntless to try to give her a clue as to what the test might be, but he's not sure. He brings out a huge barbell that one of the princesses was asked to lift, but even he cannot lift it. Winnifred does easily and Dauntless admits that he loves her. Winnifred mentions that her nickname is Fred and Dauntless sings of his love for her as she practices numerous tasks she might have to do for the test, including singing, dancing, wrestling, acting, playing the Minstrel's [[lute]], pantomiming and drinking herself unconscious ("Song of Love").

===Act II===
Later that night, the Queen leads the knights and ladies as they carry the twenty mattresses to Fred's room ("Quiet"), and she catches the Minstrel, the Jester, the King, and Larken (disguised in Dauntless' clothes) running away. The Minstrel tries to protect Larken by saying he was escaping with Larken against her will. The Queen declares that the Minstrel will be banished by daybreak. Fred and Dauntless study for the test, and Fred convinces Larken to fix things with Harry. Larken leaves to find Harry, Dauntless bids Fred goodnight, and now she is left alone. While studying a fairy tale, she complains about how other fairy tale princesses had it easy and how she wants to live happily ever after ("Happily Ever After").  King Sextimus has a man to man talk  with Dauntless about the birds and the bees completely in pantomime ("Man to Man Talk"). The Jester and Minstrel trick the Wizard into telling them of the test and the Jester reminisces about his father's dancing days ("Very Soft Shoes").

Sir Harry and Lady Larken run into each other and they confess that their love is stronger than ever ("Yesterday I Loved You"). When Fred is finally ready for bed, the Queen tries to make her even more sleepy by attempting to hypnotize her with a hypnotic mirror, burning poppy and mandragora incense, forcing her to drink a sleeping draught, and finally bringing in the Nightingale of Samarkand to sing her to sleep ("Nightingale Lullaby"), but Winnifred is kept wide awake. It seems that there is some "lump" under the mattresses that is keeping her from relaxing. She starts counting sheep.

The next morning, Dauntless dresses in his finest to see Winnifred pass the test, but the Queen tells him to his great disappointment that the test has already happened and what it was. She says that since Winnifred has not yet emerged from her room, she must still be sleeping and therefore has failed. Dauntless is heartbroken until Winnifred drowsily stumbles into the throne room while still counting sheep; she hasn't slept a wink. Everyone is ecstatic that Winnifred has passed but the Queen insists that Dauntless should not throw himself away on Winnifred.  Dauntless has had enough of his mother's attempts to control his life and finally yells, "I told you to ''shut up''!".  The curse on King Sextimus is lifted (the "mouse", Dauntless, has metaphorically devoured the "hawk", Queen Aggravain). Aggravain discovers that she cannot talk and the King can, so Dauntless and Winnifred are free to be married. The King forces the Queen to hop, skip, and jump around the room to everyone's amusement, and with this, she is forced to step down.

Finally the real reason why Winnifred passed the test is revealed: after learning about the test, the King, Minstrel, and Jester stuffed the mattresses full of weapons, jousting equipment, and other sharp items.  All the items are removed by the Jester in the finale ("Finale"). After the items are removed, Winnifred still has trouble sleeping until Dauntless takes the pea out from under the mattresses; she then falls asleep almost immediately, proving that she was indeed a true princess. Everyone, in classic fairy-tale tradition, lives happily ever after.

== Characters ==
 
* '''Princess Winnifred the Woebegone''' - Also known by her nickname, Fred, she’s the thirteenth princess tested by the Queen. She comes from the Marshland and is brought to the castle by Sir Harry. She is slightly childlike and much less refined than the rest of the castle's residents. Her kingdom, Icolmkill, was far out of where Dauntless’ kingdom had searched for princesses before, but Sir Harry was noble enough to travel far and wide to find the perfect princess.
* '''Prince Dauntless the Drab''' - The son of Queen Aggravain and King Sextimus and next in line to the throne. He is also slightly childlike and easily falls in love with Winnifred just as he has with the many princesses that have come before. He is babied by his mother until he learns to stand up to her in the musical’s finale.
* '''Queen Aggravain''' - The villain of the musical, wife of King Sextimus, and mother of Prince Dauntless, who makes every princess suing for Dauntless’ hand take the extremely hard tests she creates. She is talkative, arrogant, full of herself, and is in constant disagreement with the King despite his not being able to talk. 
* '''King Sextimus the Silent''' - The (cursed) husband of Queen Aggravain, father of Prince Dauntless, and very good friend of the Jester and Minstrel. He cannot speak and communicates via pantomime before he speaks at the end and allows for Dauntless and Winnifred to be married. 
* '''The Minstrel''' - The narrator of the musical, who helps the King and the Jester many times, and are all very good friends. He is also very clever in his way of getting things, but is kind and smart with the way he does it. 
* '''The Jester''' - A complicated character of sorts, who is meant to be funny but is instead more sad or annoying than humorous. The Jester is great friends with the King and the Minstrel, and translates for the King frequently. 
* '''Lady Larken''' - A very kind and refined noblewoman who wishes to be married to Sir Harry and carries his child. She believed at first that Princess Winnifred was a chambermaid, and still voiced that she did afterwards. She attempts to escape the kingdom after breaking up with Sir Harry for a night, but returns to him and they fall in love again. 
* '''Sir Harry''' - The noble knight of the kingdom, who is in love with Lady Larken. He is the one who searches for Princess Winnifred, after passing the mountains and the badlands. His true reason for bringing a princess to the kingdom was so that he and Lady Larken could be married, as well as all the rest of the kingdom. 
* '''The Wizard''' - Also known as Cardamon, he’s a very quiet person, who usually keeps to himself, although he is basically the Queen's minion, and puts her tests for the princesses in action. He does like the Jester and Minstrel, and they bond over his past with the Jester's father.
* '''Ensemble''' - The men and women of the kingdom, who wish to be married to each other throughout the play. They also highly encourage Prince Dauntless to get married because they cannot be married until he marries a true princess.

== Musical numbers ==
{{Col-begin}}
{{col-2}}
;Act I
*"Overture" - Orchestra
*"Many Moons Ago" - Minstrel (Jester - 2024 revival)
*"An Opening For a Princess" - Prince Dauntless, Lady Larken, Ensemble
*"In a Little While" - Sir Harry, Lady Larken
*"In a Little While (reprise)" - Sir Harry, Lady Larken
*"On a Stormy Night" - Minstrel
*"Shy" - Princess Winnifred, Knights and Ladies
*"The Minstrel, the Jester, and I" - Minstrel, Jester
*"Sensitivity" - Queen Aggravain, Wizard
*"The Swamps of Home" - Princess Winnifred, Prince Dauntless, Ladies-in-Waiting
*"Normandy" - Minstrel, Jester, Larken
*"Spanish Panic" - Orchestra, Ensemble
*"Song of Love" - Prince Dauntless, Princess Winnifred, Ensemble
{{col-break}}
;Act II
*"Entr'acte" - Orchestra
*"Quiet" - Queen Aggravain, Ensemble
*"Goodnight, Sweet Princess" - Prince Dauntless (1996 revival only)
*"Happily Ever After" - Princess Winnifred
*"Man to Man Talk" - Prince Dauntless and King Sextimus
*"Very Soft Shoes" - Jester 
*"Yesterday I Loved You" - Sir Harry, Lady Larken
*"Nightingale Lullaby" - Nightingale of Samarkand
*"Finale" - Prince Dauntless, Princess Winnifred, Queen Aggravain, King Sextimus, Ensemble
{{col-end}}

==Cast==
{| class="wikitable" width="110%"
|-
! rowspan="2" width="15%" scope"col" | Character
! Off-Broadway
! Broadway 
! U.S. National Tour<ref>{{Cite web |title=Credits for Once Upon a Mattress (First National Tour, 1960) {{!}} Ovrtur |url=https://ovrtur.com/production/2897016/credits |access-date=2024-05-22 |website=ovrtur.com}}</ref>
! West End
! U.S. Television Special
! U.S. Television Special
! Broadway Revival
! U.S. Television Special
! Transport Group
! Encores!
! Broadway Revival
! Ahmanson Theatre
|-
! colspan="2" |<small>1959</small>
! colspan="2" |<small>1960</small>
!<small>1964</small>
!<small>1972</small>
!<small>1996</small>
!<small>2005</small>
!<small>2015</small>
! colspan="3" |<small>2024</small>
|-
! scope="row"| Princess Winnifred
| align="center" colspan="2"| [[Carol Burnett]]
| align="center" | [[Dody Goodman]] 
| align="center" | [[Jane Connell]]
| align="center" colspan="2"| [[Carol Burnett]]
| align="center" | [[Sarah Jessica Parker]]
| align="center" | [[Tracey Ullman]]
| align="center" | [[Jackie Hoffman]]
| colspan="3" align="center" | [[Sutton Foster]]
|-
! scope="row"| Prince Dauntless
| align="center" colspan="2"| [[Joseph Bova]]
| align="center" | Jack Sydow
| align="center" | [[Robin Hunter]]
| align="center" | [[Joseph Bova]]
| align="center" | [[Ken Berry]]
| align="center" | [[David Aaron Baker]]
| align="center" | [[Denis O'Hare]]
| align="center" | Jason SweetTooth Williams
| colspan="3" align="center" | [[Michael Urie]]
|-
! scope="row" | Queen Aggravain
| align="center" colspan="2"| [[Jane White]]
| align="center"| [[Fritzi Burr]]
| align="center"| [[Thelma Ruby]]
| align="center" colspan="2"| [[Jane White]]
| align="center" | Mary Lou Rosato
| align="center" | [[Carol Burnett]]
| align="center" | [[Lypsinka]]
| align="center" | [[Harriet Sansom Harris]]
| colspan="3" align="center" | [[Ana Gasteyer]]
|-
! scope="row"| Lady Larken
| align="center" colspan="2" | Anne Jones
| align="center" | [[Carol Arthur]]
| align="center" | Patricia Lambert
| align="center" | [[Shani Wallis]]
| align="center" | [[Bernadette Peters]]
| align="center" | [[Jane Krakowski]]
| align="center" | [[Zooey Deschanel]]
| align="center" | Jessica Fontana
| colspan="2" align="center" | Nikki Renée Daniels
| align="center" | Oyoyo Joi
|-
! scope="row"| Sir Harry
| align="center" colspan="2" | [[Allen Case]]
| align="center" | Chet Sommers
| align="center" | Bill Newman
| {{n/a}}
| align="center" | [[Ron Husmann]]
| align="center" | [[Lewis Cleale]]
| align="center" | [[Matthew Morrison]]
| align="center" | Zak Resnick
| align="center" | [[Cheyenne Jackson]]
| align="center" | [[Will Chase]]
| align="center" | Ben Davis
|-
! scope="row"| King Sextimus
| align="center" | [[Jack Gilford]]
| align="center" | [[Will Lee]]
| align="center" | [[Buster Keaton]]
| align="center" | [[Milo O'Shea]]
| align="center" colspan="2"| [[Jack Gilford]]
| align="center" |[[Heath Lamberts]]
| align="center" | [[Tom Smothers]]
| align="center" | [[David Greenspan]]
| colspan="3" align="center" | [[David Patrick Kelly]]
|-
! scope="row"| Jester
| align="center" colspan="2"| [[Matt Mattox]]
| align="center" | [[Harold Lang (dancer)|Harold Lang]]
| align="center" | [[Max Wall]]
| align="center" | [[Elliott Gould]]
| align="center" | [[Wally Cox]]
| align="center" | [[David Hibbard (stage actor)|David Hibbard]]
| align="center" | [[Michael Boatman]]
| align="center" | Cory Linger
| align="center" | [[J. Harrison Ghee]]
| colspan="3" align="center" | [[Daniel Breaker]]
|-
! scope="row"| Minstrel
| align="center" colspan="2"| Harry Snow
| align="center" | [[John Baylis]]
| align="center" colspan="2"| [[Bill Hayes (actor)|Bill Hayes]]
| {{n/a}}
| align="center" | Lawrence Clayton
| {{n/a}}
| align="center" | Hunter Ryan Herdlicka
| {{n/a}}
| {{n/a}}
| {{n/a}}
|-
! scope="row"| Wizard
| align="center" colspan="2"| Robert Weil
| align="center" | [[Willy Switkes]]
| align="center" | [[Bill Kerr]]
| align="center" | [[Jack Fletcher (voice actor)|Jack Fletcher]]
| {{n/a}}
| {{n/a}}
| align="center" | [[Edward Hibbert]]
| align="center" | Jay Rogers
| align="center" | [[Francis Jue]]
| align="center" | [[Brooks Ashmanskas]]
| align="center" | Kevin Del Aguila
|-
|}

=== Notable Broadway cast replacements ===

====1959 production====
* Winnifred – [[Ann B. Davis]], [[Patti Karr]] (u/s)
* Aggravain – Patti Karr (u/s)
* Jester – [[Stuart Hodes]] (u/s)

====1996 production====
* Sextimus - [[Tom Alan Robbins]] (u/s)

====2024 production====
* Winnifred – [[Kara Lindsay]] (s/b)

==Awards and nominations==

===Original Broadway production===
{| class="wikitable" width="95%"
|-
! width="5%"| Year
! width="25%"| Award ceremony
! width="40%"| Category
! width="20%"| Nominee
! width="10%"| Result
|-
| rowspan="3" align="center"| 1960
| rowspan="2"| [[Tony Award]]
| [[Tony Award for Best Musical|Best Musical]]
| Dean Fuller, Jay Thompson, [[Marshall Barer]] and [[Mary Rodgers]]
| {{nom}}
|-
| [[Tony Award for Best Actress in a Musical|Best Performance by a Leading Actress in a Musical]]
| rowspan=2|[[Carol Burnett]]
| {{nom}}
|-
| colspan="2"|[[Theatre World Award]]
| {{won}}
|-
|}

===1996 Broadway revival===
{| class="wikitable" width="95%"
|-
! width="5%"| Year
! width="20%"| Award Ceremony
! width="45%"| Category
! width="20%"| Nominee
! width="10%"| Result
|-
| align="center"| 1997
| [[Tony Award]]
| colspan=2|[[Tony Award for Best Revival of a Musical|Best Revival of a Musical]]
| {{nom}}
|-
|}

=== 2024 Broadway revival ===
{| class="wikitable" width="95%"
|-
! width="5%"| Year
! width="20%"| Award Ceremony
! width="45%"| Category
! width="20%"| Nominee
! width="10%"| Result
|-
| rowspan="6"| 2025
| [[Drama League Award]]s<ref>{{Cite web |last=Culwell-Block |first=Logan |date=April 22, 2025 |title=2025 Drama League Awards Nominations Are Out; Read the Full List |url=https://playbill.com/article/2025-drama-league-awards-nominations-are-out-read-the-full-list |access-date=April 23, 2025 |website=Playbill}}</ref>
| colspan="2"|Outstanding Revival of a Musical
| {{nom}}
|-
| rowspan="2" | [[Outer Critics Circle Awards]]<ref>{{cite web|title=Death Becomes Her Leads 2025 Outer Critics Circle Award Nominations; Read the Full List|first=Logan|last=Culwell-Block|date=April 25, 2025|website=Playbill|url=https://playbill.com/article/death-becomes-her-leads-2025-outer-critics-circle-award-nominations-read-the-full-list|access-date=April 26, 2025}}</ref>
| colspan="2"|Outstanding Revival of a Musical
| {{nom}}
|-
| Outstanding Featured Performer in a Broadway Musical
| [[Michael Urie]]
| {{nom}}
|-
| rowspan="3" | [[Drama Desk Award]]s<ref>{{Cite web |last1=Culwell-Block |first1=Logan |last2=Gans |first2=Andrew |date=30 April 2025 |title=''Boop!'' Leads 2025 Drama Desk Award Nominations With 11 Nods Including Outstanding Musical; Read the Full List Here |url=https://playbill.com/article/boop-leads-2025-drama-desk-award-nominations-with-11-nods-including-outstanding-musical-read-the-full-list-here |access-date=1 May 2025 |website=Playbill}}</ref>
| colspan="2"|[[Drama Desk Award for Outstanding Revival of a Musical|Outstanding Revival of a Musical]]
| {{nom}}
|-
| [[Drama Desk Award for Outstanding Lead Performance in a Musical|Outstanding Lead Performance in a Musical]]
| [[Sutton Foster]]
| {{nom}}
|-
| [[Drama Desk Award for Outstanding Featured Performance in a Musical|Outstanding Featured Performance in a Musical]]
| Michael Urie
| {{won}}
|}

==References==
{{reflist|30em}}

== External links ==
{{Commons category|Once Upon a Mattress}}
* {{ibdb show|id=6761}}
* {{IMDb title|qid=Q129686761|id=tt0424325|title=1964 television adaptation}}
* {{IMDb title|qid=Q129686777|id=tt0374926|title=1972 television adaptation}}
* {{IMDb title|qid=Q104856229|id=tt0426148|title=2005 television adaptation}}
* [https://stageagent.com/shows/musical/1390/once-upon-a-mattress ''Once Upon a Mattress'' plot summary and character descriptions] on StageAgent

{{Mary Rodgers}}
{{The Princess and the Pea}}

[[Category:1959 musicals]]
[[Category:1964 in American television]]
[[Category:1972 in American television]]
[[Category:2005 in American television]]
[[Category:Broadway musicals]]
[[Category:Musicals based on works by Hans Christian Andersen]]
[[Category:American musical television films]]
[[Category:Musical theatre television specials]]
[[Category:Works based on The Princess and the Pea]]
[[Category:Television shows based on works by Hans Christian Andersen]]
[[Category:Musicals set in fictional countries]]
[[Category:Musicals set in castles]]
[[Category:Musicals by Mary Rodgers]]