Once Upon a Mattress

Movie review by
Tracey Petherick, Common Sense Media
Once Upon a Mattress Movie Poster Image
Disney reboot has fun playing on fairy tale stereotypes.
  • NR
  • 2005
  • 87 minutes

Parents say

age 5+
Based on 3 reviews

Kids say

No reviews yetAdd your rating

Did this review miss something on diversity?

Research shows a connection between kids' healthy self-esteem and positive, diverse representations in books, TV shows, and movies. Want to help us help them? Suggest a diversity update

We think this movie stands out for:

A lot or a little?

The parents' guide to what's in this movie.

Educational Value

Younger viewers may be inspired to read the original fairy tale that the movie is based on.

Positive Messages

Courage is a key theme to the movie, as are perseverance, and teamwork. The importance of standing up for yourself, having confidence, and not allowing others to push you around. Some sexist remarks, but these are used to ridicule traditional fairy tale roles.

Positive Role Models & Representations

Princess Winnifred -- or "Fred" -- is feisty, brave, and self-confident, deliberately avoiding the princess stereotype. The Queen is manipulative and wicked but clearly depicted as a baddie who gets her just desserts. In a nod to age diversity, the princess and prince -- roles that are traditionally given to young actors -- are played by actors in their 40s. One of the characters is mute, communicating in mime -- sensitively handled, although there is one "joke" around deafness.

Violence & Scariness
Sexy Stuff

Sex is implied when a character refers to a romantic picnic that led to them becoming pregnant. A mute father and his (adult) son have a "talk" about the latter's wedding night via mime -- sweetly done but could raise questions about reproduction.


One instance each of "idiot," "bloody," and "shut up." "God” is also used as an exclamation on two occasions.

Drinking, Drugs & Smoking

Characters drink wine, becoming tipsy but soon recovering. Character is given "opium with warm milk" to help them sleep.

What parents need to know

Parents need to know that Once Upon a Mattress is a good-humored fairy tale Disney remake -- and previously a 1950s Broadway musical -- with some cheeky jokes and a "wicked" queen. The movie stars Tracey Ullman as Princess Winnifred and Carol Burnett as Queen Aggravain -- Burnett played Princess Winnifred in the original Broadway version. Some flippant sexist remarks poke fun at the traditional roles of female fairy tale characters. But there are few real stereotypes other than the down-trodden king and the self-satisfied knight. The queen is controlling and condescending, babying her son although he is clearly in his 40s -- but this is played for laughs. There is one joke about deafness, with a character shouting unnecessarily at a mute character. There is very occasional use of mild language, such as "idiot," "bloody," and "shut up," and "God” is used as an exclamation. Lady Larken (Zooey Deschanel) becomes pregnant after a "romantic picnic" and there is a discussion about what is expected on a wedding night -- the conversation is mimed. Overall a strong cast, plenty of humor, and a good heart make this solid family entertainment.

User Reviews

  • Parents say
  • Kids say
Parent of a 6 and 10-year-old Written byVictorgator March 5, 2021

Colorful, fun musical with one “skip” scene

Colorful musical with bright costumes and fun (but mostly forgettable) songs. Carol Burnett is a hoot! Watched with my 6 and 10 year olds.

Parents should know... Continue reading
Adult Written byJasonDadOfThree September 13, 2020

Lighthearted and silly romp

This is a fluffy, lighthearted musical romp — a silly story with goofy jokes and catchy songs. My 11-year-old son thought it was hilarious, laughing aloud at lo... Continue reading

There aren't any reviews yet. Be the first to review this title.

What's the story?

ONCE UPON A MATTRESS is set in a fairy tale kingdom where manipulative Queen Aggravain (Carol Burnett) disapproves of every potential bride for her middle-aged son Prince Dauntless (Denis O'Hare). Unfortunately, the rest of the kingdom are also banned from marrying until the prince weds, which leaves Lady Larken (Zooey Deschanel) in a spot of bother -- she's already pregnant! Her beau, Sir Harry (Matthew Morrison) sets off to find Prince Dauntless the perfect bride, returning with the feisty Princess Winnifred (Tracey Ullman). But will she gain the queen's blessing by proving she is a "real" princess? 

Is it any good?

This made-for-TV Disney reboot of the fairy tale classic The Princess and the Pea is simple, silly but nevertheless entertaining family fare. The scheming queen -- effortlessly played by Burnett (Annie) the original Princess Winnifred in the 1950s Broadway musical -- is kitschy and camp, while the obviously fake scenery and props give the whole movie the feel of an intentionally amateur dramatic performance. O'Hare is endearing as Prince Dauntless, a man-child completely under the thumb of his mother, while Ullman as the incorrigible Princess Winnifred or "Fred" brings a burst of energy to the story.

There are rousing musical numbers, slapstick comedy, and a solid cast, including Elf's Deschanel and Glee's Morrison. So although Once Upon a Mattress lacks the quality of a theatrical release, it just about delivers on entertainment -- feisty, fun, and farcical. Even tweens and teens might find themselves having fun ... in between the occasional eye roll.

Talk to your kids about ...

  • Families can talk about gender roles in Once Upon a Mattress. How does the movie play with gender stereotyping in fairy tales? Do you think the way princesses were traditionally depicted differs to books and movies today? Talk about which princess characters go against the gender stereotype and how.

  • Talk to your kids about how much influence parents should have over their children's choices. Can parental advice and support ever go too far? Think about the benefits and challenges of arranged marriages in real life.

  • If you were a princess -- or prince -- what kind would you be? How would you use your wealth and power?

Movie details

Our editors recommend

For kids who love fairy tales

Character Strengths

Find more movies that help kids build character.

Themes & Topics

Browse titles with similar subject matter.

Common Sense Media's unbiased ratings are created by expert reviewers and aren't influenced by the product's creators or by any of our funders, affiliates, or partners.

See how we rate

Streaming options powered by JustWatch

About these links

Common Sense Media, a nonprofit organization, earns a small affiliate fee from Amazon or iTunes when you use our links to make a purchase. Thank you for your support.

Read more

Our ratings are based on child development best practices. We display the minimum age for which content is developmentally appropriate. The star rating reflects overall quality.

Learn how we rate