ONCE UPON A MATTRESS (2005)

ONCE UPON A MATTRESS. Wonderful World of Disney. (2005 ABC telefilm.) Director: Kathleen Marshall. Teleplay: Janet Brownell; based on the Broadway musical. 

This is a delightful version of the Broadway musical starring Carol Burnett, who this time relinquishes the role of the princess to an excellent Tracy Ullman and essays the role of Queen Aggravain. Burnett falls back on some of her typical shtick at times, but otherwise is magnificent. The story, of course, is based on The Princess and the Pea. Aggravain is pathologically determined to prevent her son from marrying (it would undermine her power, for one thing) so she dreams up impossible tests for the female candidates to pass – or rather, fail. The latest hopeful is Princess Winnifred the Woebegone (Ullman) who eventually discovers that she is to prove her “sensitivity” as she sleeps by feeling a pea that has been placed beneath twenty mattresses. Complaints that the leads are too old miss the point that this situation has been going on for years and years and the prince is approaching middle-age, which makes the song during which his father the King explains the facts of life to him even funnier! (Besides, the prince is called Dauntless the Drab, not Harry the Hunk! In any case, it's the secondary love story of Lady Larkin and Harry that features a young, more traditionally attractive couple.) 

The cast of Once Upon a Mattress

Ullman may lack that certain endearing “homeliness” of Burnett and Sarah Jessica Parker, but she manages to make a very effective and amusing Winnifred. Denis O'Hare is splendid as the dorky but appealing prince, and Edward Hibbert as funny as ever as the Wizard. Zooey Deschanel and Matthew Morrison make a convincing Larkin and Harry. As the mostly mute King Tommy Smothers has little to say but he gets his character across admirably nevertheless. The songs – lyrics by Marshall Louis Barer and music by Mary Rodgers – are tuneful and pleasant and occasionally memorable. Rodgers' melodies are easy on the ears, and sometimes better, although none have that magical specialness of her famous father, Richard Rodgers', work. That said, "Happily Ever After" is a swell, jazzy number; "Shy" is a lot of fun; "In a Little While" is sweet; and "Sensitivity" is a riot. On the other hand, I could do without "I'm in Love with a Girl Named Fred." All of the songs are well-sung and well-orchestrated, with no attempt to turn them into generic pop tunes as often occurs. TV versions of Gypsy and South Pacific may not have been very good, but Once Upon a Mattress is a very happy surprise. Oddly, the DVD for this program was released only two days after it premiered on television. 

NOTE: Burnett played Winifred in two earlier versions of Mattress in 1964 and 1972. Once Upon a Mattress is now on Broadway (direct from a production at City Center's "Encores") with Sutton Foster in the lead role. I had completely forgotten about this version until I came across my review -- reposted here -- on an old website!

Verdict: If you can't get to Broadway ... ***1/2.