Once Upon a Mattress

Once Upon a Mattress

Year: 1964

Runtime: 90 mins

Language: English

Directors: Joe Layton, Dave Geisel

ComedyRomanceMusic

A televised adaptation of the 1959 Broadway hit features original stars Carol Burnett, Nancy Walker, John McGiver and Robin Chandler in a black‑and‑white live audience. Mary Rodgers’ music and Marshall Barer’s lyrics retell the Princess and the Pea, adding Bill Hayes, Shani Wallis and Elliott Gould (his screen debut). The 90‑minute cut trims songs and downplays Sir Harry and Lady Larkin’s secret marriage.

Warning: spoilers below!

Haven’t seen Once Upon a Mattress yet? This summary contains major spoilers. Bookmark the page, watch the movie, and come back for the full breakdown. If you're ready, scroll on and relive the story!

Timeline – Once Upon a Mattress (1964)

Trace every key event in Once Upon a Mattress (1964) with our detailed, chronological timeline. Perfect for unpacking nonlinear stories, spotting hidden connections, and understanding how each scene builds toward the film’s climax. Whether you're revisiting or decoding for the first time, this timeline gives you the full picture.

1

Introduction at Walt Disney World

The scene opens in the present day at the Magic Kingdom, where a young girl asks Disney Princesses about Princess Winnifred. Carol Burnett begins to tell the story, setting the stage for the fairy tale to come. This framing introduces the story to the young girl and the audience as a nostalgic, magical tale.

Present day Walt Disney World
2

The kingdom's marriage rule

A chorus describes a kingdom where no one can marry until Prince Dauntless does. Queen Aggravain imposes high standards for his bride, insisting only a 'genuine' princess is worthy. The Queen's strict rules create obstacles for royal matchmaking, and set the stage for the story's conflict.

3

Prince Dauntless suspects sabotage

Prince Dauntless suspects that his mother is sabotaging his marriage prospects after the latest princess fails her test. Queen Aggravain denies these accusations, intensifying the tension between them. The prince's desire to marry is thwarted by his mother’s controlling behavior.

4

Lady Larken discovers her pregnancy

Lady Larken learns she is pregnant and confesses to Sir Harry that they need to find a bride for Dauntless. Their plan is to marry themselves without Lady Larken being banished from the kingdom. This motivates their quest for a suitable princess and adds to the story's romantic subplot.

5

Princess Winnifred arrives

Harry brings back Winnifred, a princess from the northern swamps, who arrives at the castle after swimming the moat. Despite Her disheveled appearance, Dauntless immediately falls in love with her, contrasting her with typical princess standards. Her unconventional arrival sparks the beginning of their romance.

Castle
6

Queen Aggravain's disapproval

Queen Aggravain is disgusted by Winnifred, but Dauntless persuades her to give Winnifred a chance. The court prepares to test her suitability as a princess by subjecting her to a sensitivity test involving a pea under multiple mattresses. Tensions rise as the Queen's disapproval looms.

Castle
7

The sensitivity test and the Queen’s plan

A test is set up where Winnifred must feel a pea hidden under twenty mattresses to prove her princesshood. Meanwhile, Queen Aggravain secretly plans to exhaust Winnifred with a tiring dance at the upcoming ball, intending to make her fail the test. The court's manipulations aim to thwart Winnifred’s acceptance.

Evening (ball preparations) Castle
8

The ball and Winnifred’s resilience

At the ball, Winnifred survives a vigorous dance and even suggests performing it a second time, showcasing her energy. Dauntless expresses his love for her openly, and the crowd witnesses their connection. This moment signifies Winnifred's acceptance despite the Queen’s schemes.

Castle Ballroom
9

Plot to make Winnifred fail

Queen Aggravain and the Wizard secretly place the pea under the mattresses with plans to make Winnifred fail. Lady Larken discovers their scheme and warns the others. The plan revolves around exhausting Winnifred so she will falsely be deemed unsuitable.

Night Castle
10

Winnifred's attempt to sleep and the test

Winnifred is given opium and a lullaby to help her sleep, but feels discomfort from a hidden lump under the mattress. She tries to find the cause but is ultimately exhausted, leading to doubts about her success in the test. Despite her pain, she worries about failing or passing.

Night Castle Tower
11

The test results and Dauntless’ declaration

The next morning, Winnifred counts sheep and claims she never truly closed her eyes, passing the test. Dauntless declares his love for her publicly. Queen Aggravain attempts to object, but Dauntless asserts his right to marry Winnifred, ending her manipulations.

Morning Castle
12

The curse is broken

The Jester reveals that the curse was actually about Queen Aggravain, and it is broken when King Sextimus regains his power of speech. He begins to rule again, and Lady Larken and Sir Harry announce their upcoming marriage, bringing peace to the kingdom. The story moves towards a happily ever after.

Castle
13

Happily ever after

Prince Dauntless and Winnifred are married and sleep peacefully, with the Queen’s schemes thwarted. The kingdom is now free from interference, and love triumphs. The resolution emphasizes the themes of acceptance and true love overcoming obstacles.

Castle

Last Updated: August 19, 2025 at 05:13

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Unlock the Full Story of Once Upon a Mattress

Don't stop at just watching — explore Once Upon a Mattress in full detail. From the complete plot summary and scene-by-scene timeline to character breakdowns, thematic analysis, and a deep dive into the ending — every page helps you truly understand what Once Upon a Mattress is all about. Plus, discover what's next after the movie.

Once Upon a Mattress Summary

Read a complete plot summary of Once Upon a Mattress, including all key story points, character arcs, and turning points. This in-depth recap is ideal for understanding the narrative structure or reviewing what happened in the movie.

Once Upon a Mattress Summary

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Characters, Settings & Themes in Once Upon a Mattress

Once Upon a Mattress Spoiler-Free Summary

Get a quick, spoiler-free overview of Once Upon a Mattress that covers the main plot points and key details without revealing any major twists or spoilers. Perfect for those who want to know what to expect before diving in.

Once Upon a Mattress Spoiler-Free Summary

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