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Once Upon a Mattress

Cover top OBC

A Musical (Comedy) in 2 Acts, a Prologue and 17 Scenes.

Book by Jay Thompson, Marshall Barer and Dean Fuller. (Based on the story The Princess and the Pea by Hans Christian Andersen.) Music by Mary Rodgers. Lyrics by Marshall Barer.

Opened 25 November 1959 at the Alvin Theatre, moved 24 February 1960 to the Winter Garden, moved 25 April 1960 to the Cort Theatre, moved 9 May 1960 to the St. James Theatre and closed 2 July 1960 after 244 performances. Total: 460 perfs.

Originally produced Off-Broadway 11 May, 1959 - 15 November 1959 - Phoenix Theatre (216 perfs.)

Adelphi Theatre, London - 20 September, 1960 (24 perfs)


Once Upon A Mattress is based on the famous fairy tale, The Princess and the Pea. Because of her noble birth, the Princess is unable to sleep on a bed of many mattresses when a tiny pea is placed underneath the bottom mattress.

The kingdom is an unhappy one. King Sextimus has been struck dumb by a witch's curse and is condemned not to speak again until "the mouse devours the hawk!" Queen Agravia has assumed power and she talks enough for the whole Royal household. She has decreed that no one in the Kingdom may wed until Prince Dauntless is married to a true princess of Royal blood. So far the Queen has tested the eligibility of eleven applicants and each has failed the almost impossible tests the Queen has devised.

The Knights and Ladies of the Court are most distressed by the situation but the most concerned are Lady Larken and her handsome lover, Sir Harry. Lady Larken has informed Sir Harry that he is to be a father so the situation is quite desperate. Sir Harry, determined to find a true princess, sets off for, until now, unexplored parts and returns with Princess Winnifred. She arrives dripping wet have swum the moat and proceeds to act as unlike a princess as one could possibly imagine. Prince Dauntless is very impressed by the new princess and is soon obviously in love with her - to the consternation of the angry Queen, who decides to give her an impossible test. She consults the Wizard and together they decide on the the sensitivity test - a pea is placed beneath twenty mattresses and the Queen decrees that if Princess Winnifred cannot sleep she will prove her royal birth. However, to ensure that she does sleep, she proceeds to do everything to make her tired out. A ball is held where the dancing is fast and furious and Winnifred is encouraged to drink heavily. She is also given a sleeping draught and a singing bird is provided to sing her to sleep.

However, the Queen fails, for Winnifred cannot sleep and spends the night counting sheep. The Queen is furious and orders Princess Winnifred to leave, but Prince Dauntless defies her and puts an end to the curse upon the King for, as the Jester proclaims, "the mouse has devoured the hawk!"

At the final curtain, we discover that the Princess was unable to sleep because the Jest has placed under the top mattress his lute, a helmet, a large spiked ball, some livestock and some old armour. Of course, all ends happily and the Queen is punished.

Original Broadway Cast

(in order of appearance)

  • Minstrel: HARRY SNOW.
  • Prince: Gene Kelton.
  • Princess: Chris Kamer.
  • Queen: Dorothy Frank.
  • Wizard: Robert Weil.
  • Princess Number Twelve: Mary Stanton.
  • Lady Rowena: Patti Karr.
  • Lady Merrill: Cheryl Kilgren.
  • Prince Dauntless: JOE BOVA.
  • The Queen: JANE WHITE.
  • Lady Lucille: Dorothy Aull.
  • Lady Larken: ANNE JONES.
  • Sir Studley: Tom Mixon.
  • The King: WILL LEE.
  • Jester: JERRY NEWBY.
  • Sir Harry: DAN RESIN.
  • Princess Winnifred: CAROL BURNETT.
  • Sir Harold: David Neuman.
  • Lady Beatrice: Dorothy Frank.
  • Sir Luce: Stuart Hodes.
  • Lady Mabelle: Marjorie Pragon.
  • Nightingale of Samarkand: Gina Viglione.
  • Lady Dorothy: Dorothy D'Honau.
  • Sir Nicholas: Peter Holmes.
  • Sir Joseph: Joseph Carow.
  • Lord Howard: Gene Kelton.
  • Lady Jerane: Jerane Michel.
  • Lord Casper: Casper Roos.
  • Sir Steven: Jack Schwartz.
  • Sir Paul: Paul Richards.

Musical Numbers

  1. Prologue
  2. Many Moons Ago - Minstrel, Court
  3. An Opening for a Princess - Prince Dauntless, Lady Larken, Knights and Ladies
  4. In a Little While - Lady Larken, Sir Harry
  5. In a Little While (reprise) - Lady Larken, Sir Harry
  6. Shy - Princess Winnifred, Sir Studley, Knights and Ladies
  7. The Minstrel, the Jester and I - The King, Minstrel, Jester
  8. Sensitivity - The Queen, Wizard
  9. (The) Swamps of Home - Princess Winnifred, Prince Dauntless, Ladies
  10. Normandy - Minstrel, Jester, The King, Lady Larken
  11. Spanish Panic - Minstrel, Lady Jerane, Lady Beatrice, The Queen, Princess Winnifred, Prince Dauntless, Knights and Ladies
  12. Song of Love - Prince Dauntless, Princess Winnifred, Knights and Ladies
  13. Quiet - Jester, Knights and Ladies
  14. Happily Ever After - Princess Winnifred
  15. Man to Man Talk - The King, Prince Dauntless
  16. Very Soft Shoes - Jester, Knights and Ladies
  17. Yesterday I Loved You - Sir Harry, Lady Larken
  18. Lullaby - Nightingale of Samarkand
  19. Finale - Entire Court

Scenes and Settings

The action takes place in a small kingdom in mediaeval times.

Act 1

Act 2

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