Es war einmal... Die Prinzessin auf der Erbse

I have to agree with many other viewers... many things have been "Disney"fied. However, I want to point out that O'Hare needs a little more credit here. His character is somewhat weak, so his "sloppy diction" (which, all rabid Broadway fans knows he is known for) actually seems to endear him to the part.

Burnett shines especially, and Deschanel is charming. All in all, it's good fun to watch, but don't get your hopes up too high. This is obviously a kid-friendly, super colorful, bit of fun. No off-color humor here, so for those of us with a more wicked sense of humor, we'll have to wait a little longer!

Don't know what "innocent" version of ONCE UPON A MATTRESS you saw in your youth, but this version is even more sanitized than the Broadway show or either of the 2 TV versions.

Your problem with "Pre-marital sex": Larken and Harry in the B'way show and 1972 TV version were not married. In the 1964 TV version, they were secretly married to appease the censors.

"Emphasis on the wedding night sex": the "Man To Man Talk" song between the King and Dauntless also was in the B'way show, and the 1972 TV version.

"Latent homosexuality": Not a part of the B'way show nor the TV versions, but, hey, what planet are you living on? "Will and Grace" airs in the so-called "family hour" on NBC. And Gay people have always been a part of the entertainment industry. Carol Burnett, on her classic TV variety show, often brought on guest stars who were suspected by the general public to be "known-homosexuals." (I can recall my rather naive mother telling me more than 35 years ago that Rock Hudson was gay.) Carol brought stars like Rock, Jim Nabors, Roddy McDowall, Nancy Walker, and many others onto her show. Carol was and is, in many ways, and honorary "friend of Dorothy." And don't let's talk about Bob Mackie. . .perhaps the greatest costumer designer ever!!!

I'm surprised you didn't mention the quasi-incestuous relationship between Agravain and Dauntless, something glossed over in this PC/2005 conservative version. In the original play and 1964 and 1972 TV version the Queen--after manhandling and promising Dauntless that she knows best--actually says (in an aside to the audience) "Oh, God, if I were only 20 years younger." (MY ASIDE: I once saw a production of BRIGADOON at a Christian High School where the 2nd act nightclub scene was changed to a COFFEE SHOP!!! My, how the times have regressed from enlightenment to close-mindedness.

BTW--I did like this version, but the earlier versions were better.

In the vein of the classic, 1997 version of "Rodgers and Hammerstein's Cinderella", Disney released another delightful piece of eye candy, "Once Upon a Mattress", the musical twist on "The Princess and the Pea". "Once Upon a Mattress" is actually quite risqué for a Disney film. Oh, it's hardly HBO-worthy stuff, but not many ABC family movies lightheartedly deal with premarital sex, latent homosexuality, and the most shocking Oedipal relationship since Angela Lansbury and Laurence Harvey in "The Manchurian Candidate".

Hypersensitive/conservative parents better beware. For everyone else, it'd be a shame to miss the incomparable Carol Burnett (who originated the role of "Princess Fred" in the 1959 production of "OUaM") as the domineering Queen Aggravain, mother of meek Prince Dauntless (Denis O'Hare). When Prince Dauntless falls hard for robust, vivacious tomboy Princess Winnifred(Tracey Ullman), or "Fred" as she likes to be called, Queen Aggravain determines to sabotage the relationship by giving Fred a test she's convinced she'll fail. It's up to the mute King Sextimus (Tom Smothers), and dewy-eyed, pure hearted lovers Sir Harry (Matthew Morrison) and Lady Larken (Zooey Deschanael) to stop Queen Aggravain.

The costumes nearly steal the show, rich with explosive colors and sumptuous designs (Burnett's jewel-drenched costumes are designed by none other than Bob Mackie). Ullman gets wears yummy gowns of red and gold velvet, and Deschanael looks every bit the fair maiden in delicate, candy-colored silk dresses and rosy cheeks. The songs are also catchy and hummable, ranging from bombastic to ironic. I was surprised at what an incredible belter and game dancer Ullman was! In the show stopping number "Shy", she slides down poles and gets tossed about, Eleanor Powell-style, without missing a beat. Burnett shows that, even in her '70s, she's still a performer to be reckoned with, delivering the rather disturbing number "That Baby of Mine" with the hip-swiveling conviction of a burlesque dancer. All the couples have just the right amount of chemistry and a hell of a good time is had by all. Join the fun and don't be shy!

Reqarding "Once on a Mattress" Maybe its because I am 64, yet still have a romantic heart, but I found nothing out of line in having the principal characters played by people in their 40s. Contextually, this was appropriate. And I thoroughly enjoyed Tracy Ulman as "Fred".

Tracy Ulman's performance in "I am shy" reminded me of the bold delivery of Ethel Merman.

Tom Smothers was perfect for the part of Sextemus, and Carol Burnett is her usual terrific self.

The young couple not only were well fit for their roles, but they also sang beautifully together.

I was pleased to learn that this is being made available on DVD. I see it as a keeper.

While watching ONCE UPON A MATTRESS and seeing Carol Burnett as Queen Aggravain, I immediately realized that she must have played Princess Winnifred in the original version of the show in the '60s. This became all too clear when I saw that Tracey Ullman's daffy princess was lacking a certain spark that Burnett would have given to the part--plus she was a little too mature for the role to begin with.

Denis O'Hare seemed another case of miscasting as Prince Dauntless, a role could easily have been played by Matthew Morrison, who instead was saddled with a boring secondary role.

But despite these misgivings, there's much to like about this rowdy version of the tale, vibrant with colorful sets and costumes (particularly Burnett's jeweled outfits) and some witty lines that are tossed about by a capable cast.

But there's always the feeling that something isn't right--and not being able to compare this version with the original I can't say what it is but I see from other reviews that much of the original material was altered or deleted entirely. Perhaps this is why there's a feeling that it could have been so much better.

Summing up: For Carol Burnett fans, it's a delicious chance to watch her play broad comedy with such finesse. She never misses an opportunity to ham it up but keeps it from being too over-the-top to be enjoyable. And while the choreography could have been more inventive, Tracey Ullman gives all of her energy to some of the dance routines with some very funny results.

Unfortunately, Tom Smothers is wasted in the role of the mute King Sextimus. But all in all, it's a fun version of a fractured fairy-tale, based on "The Princess and the Pea."