“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. 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 11 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. 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 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, 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.

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