“Hello, I’m Shelley Duvall. Welcome to Faerie Tale Theatre.”

– Every Introduction to Faerie Tale Theatre

Once upon a time – the early 80’s to be exact – Shelley Duvall and Robin Williams starred in a movie based on the adventures of classic cartoon character Popeye the Sailor. Sad to say, Gendy Tartakovsky wasn’t involved (though if he did, you’d bet he knock it out of the park. Seriously, what the hell’s wrong with you, Sony?)

It was during filming that Duvall came upon the idea of recreating classic fairy tales with stars of the era. This would neither be the first nor the last time this sort of thing would be done (Shirley Temple did something similar in the sixties and I grew up with an animated series from HBO called “Happily Ever After” that put multicultural spins on their stories) but this is the one that holds plenty of nostalgia for children of the 80’s and 90’s. I still have vivid, fond memories of watching episodes on the Disney Channel or on VHS tapes from my local library and video store. Frankly I’m surprised it’s taken the Nostalgia Critic this long to even reference it, let alone talk about it (a single joke from one of the top 5 episodes made it on his “10 Jokes We Heard as Kids But Didn’t Get Until Adults”).

Last summer, I decided to finally spend some hard-earned cash on the complete series (which came with a nifty book that has all the original stories along with some fun facts about each episode). Seeing it again, however, I have to ask myself, does it hold up? Are these timeless retellings with the right amount of talent and heart thrown in, or are they absolute cheesefests with outdated effects and plots?

The answer – Yes. To both.

This show is pure 80’s – shot on video, putting its budget on star power over effects or sets and at times unsure if it’s meant for adults or children or both (and if you’re going to play a drinking game while watching, don’t take a shot for every time they use an obvious green screen, trust me on this).

In a way, that’s what gives it some of its nostalgic charm, and I’ve learned (at least according to my tastes in movies, television, etc.) that a little nostalgia can go a long way. Beyond that, however, it surprisingly still works. While the sets are obviously sets, they’re very well-made. When there’s a budget, they work hard to make it look good, often drawing direct inspiration from famous artists and paintings for each episode (The covers used for the VHS boxes mirrored this. If you want to see them, I highly recommend you check them out here.)

Also, the casting is (for the most part) perfect. Have you ever wanted to see Malcolm McDowell as a hungry Wolf in the story of Little Red Riding Hood? You’ve got it. Or how about Paul Reubens playing up Pinocchio as Pee-Wee Herman? Christopher Reeve as Prince Charming? Joan Collins and Vanessa Redgrave as Wicked Witches? Shelley Duvall as Rapunzel…

Well, I did say mostly perfect...

Well, I did say the casting was mostly perfect…

You’d be surprised how many familiar faces pop up in this show, both in front of the camera and behind it. In addition to well-known actors, they sometimes got some good directors for certain episodes as well, like Tim Burton, Nicholas Meyer and FRANCIS “I DIRECTED THE GODFATHER” FORD COPPOLA. Shelley Duvall may never be able to fool us into believing she’s a princess, but I will say her ability to pull together so much star power is something to be admired.

I understand that this show isn’t for everyone. I’m pretty sure if you picked an episode at random and watched it someone who has no idea that this exists, the reaction you’ll most you’ll most likely get is “What the hell?” or “Is that X as X??” But if you go in with an open mind, you’ll find Faerie Tale Theatre to be a lot of fun, and a good take on traditional fairy tales that isn’t done by Disney.

And that’s why I’ve decided to count down my top 10 personal favorite episodes of Shelley Duvall’s Faerie Tale Theatre.

But first, a few honorable mentions –

The Nightingale – A vain and sheltered emperor (Mick Jagger) hears of a Nightingale whose song is so beautiful it moves those who hear it to tears. When he tries to keep it all to himself, he doesn’t expect to learn a lesson in compassion and forgiveness. Also stars Barbara Hershey and Bud Cort, with Mako playing two roles. Shelley Duvall narrates and voices the Nightingale.


Puss in Boots –
Puss (Ben Vereen) is one smart cat who plans for his impoverished master (Gregory Hines) to cross paths with a princess. This episode is actually somewhat prophetic – it’s the only episode of the show to have an all-ethnic cast (in this case, African-American), something that Happily Ever After would later utilize for the entire series. Also, this wouldn’t be the only time Ben Vereen would play a feline for children’s television. Anyone here grow up with Zoobilee Zoo by any chance?


The Dancing Princesses –
A king’s six daughters have been mysteriously wearing out their dancing shoes despite their overprotective father (Roy Dotrice) locking them in their room every night. A poor but clever soldier (Peter Weller) decides to find out what they’re up to so he may win one of their hands in marriage. The princesses have plenty of personality (Leslie Ann Warren being the standout), and it has a good message about finding the one – instead of a perfect, unattainable dream prince, the right person is someone who is a prince among men.


The Princess Who Had Never Laughed –
Directed by Sofia Coppola, this is the tale of a princess who gets fed up with the morose, serious life her father imposes upon her and locks herself in her room until he finds someone who can make her laugh. In the end, the village fool (Howie Mandel) is able to make her laugh not by telling jokes or doing something ridiculous, but by simply telling the truth. The ending is clever, I like the progression of the king and princess’ relationship, and it features a young Maurice LaMarche as one of the princes vying for her hand (and if you seriously don’t know who Maurice LaMarche is, drop what you’re doing and go watch Pinky and the Brain. No, seriously. This blog can wait. GO, for your own health!)


Rip Van Winkle –
The classic Washington Irving story of a man out of time thanks to a bad case of narcolepsy. This would have made the list had it not been for the fact that this is more of a folktale than a fairy tale. In fact, after making Faerie Tale Theater, Shelley Duvall did a short-lived spinoff series using American folk stories, and this would feel more appropriate there. In any case, Harry Dean Stanton plays the part of the lovable but lazy titular character, and while some of the set and costume decisions are a bit odd, looking more like they would belong in a stage play than a television show,  there’s an unearthly timeless feel about the whole episode that’s pure magic (also in case you’re wondering, THIS is the episode directed by Coppola, and the costume designer here would end up working with him again on Bram Stoker’s Dracula).

And now without further adieu, the countdown:

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10. Pinocchio

I already may have spoiled why this one made the list when naming people who have been on the show at random, but I might as well say it again – Pee-Wee Herman as Pinocchio. How can you not enjoy that? I’d like to point out that this was actually filmed a few years before Pee-Wee’s Playhouse, so this was sort of our first introduction to America’s favorite manchild. We also have Carl Reiner as Gepetto, Lainie Kazan as the saucy Blue Fairy Sofia, James Coburn as a menacing Gypsy, and serving as narrator, Father Guido Sarducci himself, Don Novello.

Unfortunately, this episode doesn’t get much higher on the list due to most of the story being heavily repetitive – Gepetto tells Pinocchio to do something. Pinocchio doesn’t do it or does something wrong. His nose grows. Sofia appears and changes him back to normal when he promises he won’t do it again. Pinocchio goes back home. Rinse and repeat until Gepetto gets swallowed by a whale. Yes, this version is more heavily based on the original Carlo Collodi novel than the Disney film was, so there’s a few kinks in the story. On the plus side, we get Jim Belushi turning into a donkey!

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9. Snow White and the Seven Dwarfs

This is one of the earliest ones I remember watching, mostly for the Wicked Queen and her various disguises (since this is a more faithful adaptation, we see more than one attempt on Snow White’s life this time rather than just the poisoned apple). Vanessa Redgrave’s Queen is delightfully camp and full of herself, and I mean full of herself. When she talks about how beautiful she is in front of the mirror with her full face, long, luscious locks of her hair and ruby red lips, she’s practically having an orgasm.

Also Vincent Price plays the Magic Mirror (as well as narrates), and he makes the best faces when she goes on these tangents. Now that I look at it, the Mirror announcing that Snow White is fairer than her doesn’t seem so much him stating the truth than him doing it just to spite her. Other than that, Elizabeth McGovern as the lovable Snow White is nice, showing an ounce more personality than her Disney counterpoint, and her relationship with the dwarves (who are all played by real little people) is very sweet. Add a troubadour prince in search of inspiration and love, and you’ve got a fun retelling of the classic story.

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8. The Boy Who Left Home to Find Out About the Shivers

If the picture hasn’t clued you in, this is one of the darker stories in the Faerie Tale canon, most notably taking inspiration from the Hammer horror films, especially in the casting. Not only does Vincent Price return as narrator, but we also have Frank Zappa as a hunchback servant and CHRISTOPHER LEE as our main villain.

If that doesn’t garner your interest I don’t know what will.

The story is simple enough – a young man named Martin who isn’t afraid of anything grows up in a very superstitious and fearful town where he is considered an outcast for not even knowing what the shivers are. He comes across a challenge set by the king; whoever can stay in his haunted castle for three nights and survive the deadly curses set by a wicked magician can marry the princess and be next in line for the throne. Martin decides to go for it – not for the title and wealth but for the hope that he may learn to shiver yet. Peter MacNichol plays Martin, and he gives in an earnest naivete that you rarely see from him, but it works considering the character. The setting is pure spooky Gothic, Christopher Lee is amazing as always, and it’s a fun watch for every Halloween. Just don’t show it to young kids, they might find it a little too scary for their tastes.

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7. Sleeping Beauty

Sleeping Beauty isn’t the most fascinating fairy tale due to its surface similarity to a previous story on this countdown, and its rather…morally questionable origins, but this is one adaptation that makes it palatable and one of my favorites. As I’ve mentioned before Christopher Reeve plays the Prince here, and you cannot getting anyone more charming and heroic than the original Superman himself. Bernadette Peters plays the titular cursed princess with a heart of gold and a set of pipes to boot (you don’t need any excuse to hear her sing and this episode takes advantage of that).

Interestingly, they also both play negative counterparts to their more noble leads that attempt to woo the other – Bernadette Peters’ other princess is a cunning vixen and Reeve’s prince charmless is cowardly, selfish and foppish (he exercises some great comic chops here that I didn’t know he had).

Carol Kane and Beverly D’Angelo make for some entertaining good and evil fairies respectively, and the Russian-inspired production design is beautifully done. They even include the music from the famous Tchaikovsky ballet at certain points (which makes Bernadette Peter’s Cole Porter song anachronistic, and they cheat by using a bit from The Nutcracker once, but who cares, it’s still lovely). Also, that final battle between the Prince and the evil fairy will be one of the weirdest things you’ll see on any given day. Just take my word for it.

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6. The Three Little Pigs

The premise of this episode is one that shouldn’t work because it involves nearly all the lead actors prancing around in pig costumes, and yet, it does, not because they poke fun of the fact that they look ridiculous but because they’re so devoted to the roles. Stephen Furst, Fred Willard and Billy Crystal give the eponymous pigs a lot of character and push the boundaries of humor you can get away with for kids. Billy Crystal, believe it or not, brings the most innocence to the episode, and him as a clarinet-playing artist pig in a colorful cartoon smock is, well, adorable. I could frigging hug him he’s so cute. In the end, his selfless attitude and devotion to his brothers ends up saving the day and gets him the girl, as well as teaching an important lesson about working together.

And if that’s not enough to convince you this is a good episode, then I have five words for you: Jeff Goldblum as the Big Bad Wolf.

If you didn’t think he was at his Goldblum-iest in Jurassic Park or Independence Day, then imagine him in a pimped-out wolf costume chomping on a stogie casually threatening to blow down your house. That alone makes this worth watching.

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5. The Pied Piper of Hamelin

Though all the fairy tales adapted were faithful to the original source, most of them had straightforward happy endings. This one, however, is one of the few that does not, and I give it a lot of credit for sticking with it.

Based on Robert Browning’s famous poem of rats, political corruption and child abduction via flute, the entire episode is spoken in rhyme (barring a prologue and epilogue where Browning himself, played by Eric Idle, introduces the story as a way of getting a young boy to go to sleep). That’s something incredibly hard to pull off but they do extremely well considering its fifty minute runtime (and yet we have four full-length adaptations of Dr. Seuss books – with yet another on the way – that can’t go two minutes without making pop-culture references instead of rhymes ).

In addition to narrating, Eric Idle plays the Piper himself. If you’re expecting this to be a silly Python-esque romp because of his casting, however, you’d be sorely mistaken. He plays it completely straight, and, believe it or not, does a phenomenal job. The mystery, the charm, the anger, the flashes of kindness, he’s got it all. He’s a Piper you don’t want to mess with. I’ve heard David Bowie was originally first in line to play him, and while there’s no doubt he would have been great, Idle is excellent in the role. That and James Horner’s eerie score makes this a chilling but bittersweet cautionary tale of what happens when promises are broken.

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4. The Princess and the Pea

I’ll be honest, I’m not that big on romantic comedies, and I’m the gender that most rom-coms pander towards. It takes a lot for me to get invested when the plot when it comes down to “Will they or won’t they?”, which is why it amazes me when someone gets it right. Remarkably, this episode gets it right.

A spoiled prince named Richard wakes up one morning to find that something’s missing from his otherwise perfect life and comes to the conclusion that he needs a bride. While his overbearing mother starts interviewing candidates to find who’s worthy, a rather quirky woman claiming to be a princess named Elisa (Liza Minnelli) seeks shelter from a storm and turns Richard’s life upside-down. With the help of Richard’s only friend, the palace Fool, it looks like they might be able to live happily ever after…until Richard’s mother decides to give her a test of royalty.

If this were shot on anything but video, this episode would look amazing. If I may draw on my art school background momentarily, the color scheme of the sets and costume design is very reminiscent of Beardsley with its curves and heavy emphasis on black and white with flashes of color in between. Elisa and Richard’s love story is believable and genuinely heartwarming, the poor abused Fool is plenty of fun, and it’s worthy of a spot on this countdown.

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3. The Tale of the Frog Prince

The one that started it all and set the standard for every episode to follow. Robin Williams lends his manic talents to the titular frog, charming everyone (audience included) but Terri Garr’s spoiled princess.  What else can I say? It’s two of my favorite comic actors together doing what they do best, and they play off each other spectacularly. Also, it’s directed by Eric Idle, who lends a certain cheeky charm to this retelling (there’s a lot more adult humor in this one than I remember, but it doesn’t hurt it a bit). I like how they directly draw inspiration from Arthur Rackham’s fantasy illustrations for the productions design as well, giving it the look of a perfect fairy tale. It’s a good episode to kick the series off.

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2. Cinderella

This particular episode of Faerie Tale Theatre I remember watching the most when I was young. While I can’t say there’s one definitive version of Cinderella as there are so many, I can count this as one of my favorite retellings.

The costumes and the music are gorgeous, Matthew Broderick is a decent Prince (which makes it all the funnier that one of the stepsisters is Grace from Ferris Bueller’s Day Off), though the scene-stealers are the Fairy Godmother (Jean Stapleton) and the Evil Stepmother, played by the principal from Grease. This Fairy Godmother is one cool old lady you want to hang out with, and she’s not above providing some karmic retribution to Cinderella’s abusive stepfamily (though she does push away the obvious question of why she only chose this moment to help Cindy out), and the Stepmother is so prim and proper, believing that there’s a place for everything and everything in it’s place – including putting Cinderella on the bottom of the family totem pole because she’s everything her nasty daughters aren’t.

This is also one of the few times where Cinderella herself (Jennifer Beals), feels like an actual character in the plot. She’s a little more proactive, and she openly question why her stepfamily treats her like garbage; she even goes on a rather heartbreaking rant after running from the ball about how thanks to her Fairy Godmother’s “generosity” she’s fallen in love with someone she can never be with. There’s also a few changes added to the story that while not fixing all of its problems, does give it a significant edge over most versions – there’s more than one ball held that she sneaks off to, which gives her and the prince more time to let their romance bloom, and like I mentioned before, the Stepmother does have a genuine reason to put down Cinderella (it’s similar to Cate Blanchett’s Stepmother in that regard, albeit played up more comically here). In short, this is one Cinderella story you shouldn’t miss.

And the Number One episode is –

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1. Aladdin and his Wonderful Lamp

Maybe some of you have already noticed, but when it comes to the definitive versions of fairy tales, I tend to look towards the Disney ones – not because I grew up with them but because nine times out of ten they make the story work for today’s audiences. They take out some of the more questionable content or morals, give depth and likability to somewhat cardboard characters, and patch up most of the plotholes (and usually throw in some amazing songs for good measure). If I had to pick a version of a classic fairy tale that remained almost completely faithful to its source while still managing to do most of the above and wasn’t from Disney, however, I’d go with this version of Aladdin.

In most other takes, Aladdin comes off a selfish lying putz who got lucky by finding the lamp, but Robert Carradine makes him likable and innocent. The scene where he tries to convince his mother to let him keep the genie after he surprises her with him reminds me very much of a kid asking a parent to keep a stray pet. I’m not too keen on how he uses one of his wishes to technically kidnap the princess so he could meet her, but the love they form feels genuine. In the end, Aladdin does have to save the day by telling the truth and being clever without the use of magic (mostly), which is a nice departure from just wishing everything back to normal without having learned a thing like in the original story.

Much like with Cinderella, though, the two characters that stand out the most are its magical wish-granting character and its villain, namely the Genie, played by James Earl Jones, and the evil Moroccan Magician played by Leonard Nimmoy.

In case you haven’t gotten that, allow me to repeat – Darth Vader and Mr. Spock share the spotlight in this episode. Why hasn’t the universe exploded yet from the sheer amount of awesomeness?!

Leonard is excellent as is expected, raising his otherwise nameless character to Jafar-levels of wickedness. James is having a ton of fun as well, and I wouldn’t be surprised if the Disney team weren’t inspired by him in some capacity – he’s big, he’s blue, he has a rather warped sense of humor, and he steals everyone’s attention whenever he’s onscreen.

Of course, one of the real stars of this episode is its director. Maybe you know him, he goes by the name Tim Burton, and you only need to look at the treasure cave, the sultan’s playthings and other such things in the production design to recognize his signature strange touch. He even works in some of his sense of humor: when Aladdin is trapped in the cave and he sits to mope, he finds a skeleton sitting across from him in the same position. Later, when he’s asked to present the Sultan with a magnificent entertaining gift in order to win his daughter’s hand, he comes up with the idea of a box you can look into and see and hear all sorts of things – and the Genie creates the world’s first television!

I admit I was tempted to give the number one spot to Cinderella, but I think that’s what put Aladdin over the edge for me. Long after I got older and forgot about the series, the images from this episode still stayed in my mind. You could even say this was my first introduction to Tim Burton, predating The Nightmare Before Christmas by a couple of years. This episode has great visuals, a fun cast, and is an enjoyable retelling of the Arabian Nights tale, and that’s what makes it worthy of the Number One spot.


Images courtesy of faerietaletheatre.wordpress.com.

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