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“That’s…IMPOSSIBLE! Nobody could feel a PEA beneath TWENTY MATTRESSES!!” “The Queen is almost as clever as the Fool.”
– Prince Richard and the Fool discovering the Queen’s implausible test and earning their snarky reviewer cred simultaneously

If you’ve ever been in community theater or took it up while in school, chances are you’ve been in either of the following productions at least once: Bye Bye Birdie, or Once Upon A Mattress. They’re frothy, light and fun shows that remain popular because they’re so easy to put on. Oddly enough, that was the main criticism Hans Christian Andersen received after penning the fairy tale Mattress is based on, The Princess and The Pea (my, it’s been a while since we’ve covered one of his narratives, hasn’t it?) Critics disliked the story’s laid-back tone and lack of morals and ripped into it like an old-school film auteur when asked about superhero movies. Despite the chilly reception, time was kind to The Princess and The Pea; when Andersen passed away, it was considered one of his most beloved stories.

As ol’ Hans tended to create his own fables as opposed to gathering them for posterity like the Brothers Grimm, I expected this to be a wholly original tale. Remarkably, there’s some precedence set by folktales spanning throughout Europe and Asia focusing on sensitivity as a mark of femininity. Sweden’s The Princess Who Lay On Seven Peas has the princess prove her pedigree by sleeping on, well, seven peas; she’s already aware of the test, though, thanks to being warned by her cat. An Italian story has a prince search for the most sensitive woman to make his bride, ending with him marrying a lady whose foot is injured by a falling flower petal. India’s variation, The Three Delicate Wives of Virtue-Banner, features a king solving a riddle about which of the maharajah’s wives is the most fragile. The earliest known story, however, is the medieval Islamic tale al-Nadirah. Though it’s likely all the previous stories originate from this one, the ending is less than happy. Princess al-Nadirah falls in love at first sight with the Persian king Shaupur I, betrays her father to him, and marries him – all while he’s in the middle of besieging her city, making this the first instance of Stockholm Syndrome before the term was even coined. She has trouble sleeping once they start sharing a bed, though. The culprit is a myrtle leaf found under the mattress. When Shapur asks how Nadirah can be so alarmingly delicate, she says it stems from how well her dad treated her. Shapur, appalled by how she could throw such a caring father under the bus, calls her out on her ingratitude and executes her. Well, there’s your morals for ya, backstab your family to bed a usurper and you get what you deserve.

Returning to the topic at hand, why has The Princess and The Pea grown into such a well-known fairy tale? What is it about it that makes it ripe for retelling? Some researchers believe it’s one of Andersen’s biting critiques of the upper-class; that the infamous mattress test pokes fun at the ridiculous measures taken by the nobility to prove their bloodlines pure. Others view it as another self-insert where Andersen expresses his longing to be part of the elite, and the extreme sensitivity he felt trying to fit in. As for me personally, the ridiculous and mirthful nature of the story is a nice break from some of Andersen’s more infamously dour tales. It’s endlessly optimistic, with the time-honored messages of not letting appearances deceive you and what’s on the inside that counts standing fully at the forefront – and it so easily lends itself to the romantic comedy genre. Today’s entry is the prime example of that. It boasts a lead in need of a partner who turns his worldview around, a love interest who’s more than what she seems, a comic relief best friend, a domineering mother figure and false-flag fiancées who provide obstacles, misunderstandings galore…the only thing that’s missing is a director’s credit for Garry Marshall.

This episode has what might be my favorite framing device in in the entire series. A couple visiting a museum comes across a pea on display. When they ask a security guard about its significance, the guard – who is very insistent on them not touching the glass – relates how it got there. Where the museum now stands there once was a castle belonging to King Fredrico, Queen Veronica, and their son Prince Richard. Veronica rules the roost rather than dotty “Freddykins”, though. While she cares for him and their son in her own out of touch elitist style (“We love you, we’ve had a nanny tell you that since the day you were born,” she assures Richard), she doesn’t let a little thing like affection stop her from running things her way. She’s a stickler for propriety, status, and following the Official Royal Handbook to the letter. All that unfortunately feeds into her habit of treating the staff like objects, as demonstrated when she runs a servant ragged delivering notes to a neighboring Queen regarding a minor disagreement over parsley (Veronica is on Team Parsley, which is how you know she’s the antagonist).

Richard, meanwhile, is bored senseless with royal routines. His only friend is the palace Fool (though friend may not be the right word since the guy’s technically employed by him). There’s a dynamic to their relationship reminiscent of Blackadder and Baldrick that I really enjoy watching. Maybe it’s the dialogue swinging between sarcastic and servile, maybe it’s the proper British accents juxtaposed against the blunt physical comedy, or maybe it’s just how well the two actors play off each other.

The Fool can’t quite snap Richard out of his funk one day. Richard confesses that he feels he needs something warm and soft and loving, something to hold and ease his loneliness. He needs…a hamster. The Fool gets him to realize what he really wants is a wife. Richard is onboard with the idea, but insists that he must marry a real princess as anything else would make him look bad.

That stormy night, a knock on the palace door interrupts Richard’s solitary game of Go Fish. With no one else around, he’s forced to answer it himself. A pretty yet outspoken woman with a twisted ankle limps in, chattering informally all the while about how she lost her horse and her way from a music festival. Richard can barely get a word in even when she compliments his evening attire.

“I’ve never seen anyone pull off an Ebeneezer Scrooge cosplay like you!”

The mystery woman eventually introduces herself as a princess named Alecia, which Richard doubts. But hey, it’s tough to look royal when you’re soaked in mud, even when you’re played by Liza Minelli. Richard may be rude but he’s not heartless, and he allows Alecia to stay in the castle until she’s recovered. He has her shack up in the Fool’s quarters though, since the Queen doesn’t like uninvited guests (the Fool is forced to sleep in the stables, much to his disappointment).

The following morning Richard tells his mother he wants marry a princess. She’s against it at first, but after much begging and pleading on Richard’s part she agrees to help find him a wife – one that matches her lofty standards, of course. What follows is a montage of Richard and the Queen going through countless applicants that have him seriously reconsidering his desire to get hitched. At last, the Queen narrows it down to two potential partners: Princess Rebecca and Princess Elizabeth. She’ll invite them to stay at the castle individually and decide who would make the perfect bride for her son after.

Richard storms into the Fool’s room in a foul mood, not helped when he notices Alecia has spruced up the joint. After Richard complains about how every princess he met had something wrong with them, Alecia calls him out on holding his ideal spouse to impossible and superficial standards. It devolves into a shouting match when she accuses him of not knowing what he really wants in a wife or in life. Richard declares that princes are never wrong and in turn accuses her of not being a real princess. After all, what kind of princess goes around cleaning rooms?

Alecia witnesses Richard getting to know Bachelorette Number One, Princess Rebecca. Rebecca’s nice but more than a tad birdbrained in both the mental and literal sense. She likes to watch birds eat, as well as count horses and stare at her feet. On the one hand, it’s the perfect way to show how incompatible she and Richard are, and backs up Alecia’s argument that he can’t rely solely on pedigree as a basis for a sound relationship. On the other, and maybe I’m reading too much into this, but Rebecca’s quirky hyperfixations makes her come off as coded neurodivergent, which results in everyone else seeming a bit mean when they patronize or make fun of her.

Alecia, Richard and The Fool discuss the pros and cons of marrying Rebecca as Alecia presides over Richard and the Fool’s fencing match (yeah, Alecia naturally ingratiates herself into their daily activities and the three of them form such a natural friendship, it’s so wholesome you guys). They help Richard come to the conclusion that he’d be miserable married to Rebecca, princess or not. With some quick thinking, Alecia and the Fool send her packing off to the “Royal Royal Stables” way outside the kingdom.

One princess down, one to go – and unfortunately she won’t be so easy to get rid of. Princess Elizabeth is a snide, two-faced shrew who doesn’t care about Richard, is only after the throne, and isn’t afraid to say either things right to him. Naturally, she and Queen Veronica get along splendidly. Richard tries to tell his mother how he really feels about his betrothed, but she shuts him down and goes ahead with the wedding preparations. Unless another eligible princess comes forward, it looks like he’ll be stuck with Elizabeth for life.

Richard seeks out Alecia’s company and finds her packing her bags. Her ankle’s healed, and she feels it’s time to hit the road again. Richard realizes in all the time he’s spent with Alecia he hardly knows anything about her. Alecia reveals she didn’t know what she wanted to do with her life, so she ran away from home to find adventure, friends, and maybe an alternate dimension of witches or anthropomorphic frogs if she was lucky. Okay the third one never happened, but she did meet interesting people like Richard. Richard denies the compliment, admitting he’s “just a mixed-up prince”. Anyone else might throw this confession back in his face after his previous assertion to the contrary, but not Alecia. What she has to say I found surprisingly relatable, as I’m sure anyone who’s ever wanted change in their life but felt lost and confused would: “That’s not bad, I’ve found that being mixed-up really shows that you care.”

It’s this scene and this line in particular that cements why these two are such a great couple. Despite their differences in personality, they’re very much alike. They’re two directionless souls hoping to find fulfillment but they each go about in different ways; Alecia takes chances outside her comfort zone while Richard doubles down on his royal expectations, at least at first. They’re mixed up, but they care about their happiness and each other’s. They not only share this longing for companionship but also complement each other well. Alecia pushes Richard to try new things and brings out the sensitive, caring side buried beneath his sarcasm and ego, and he gives her the excitement and mutual affection she’s been looking for. That’s to say nothing of the chemistry their actors share, either. Faerie Tale Theatre features many iconic romances in their stories, but few of them feel like real couples. Richard and Alecia do, and that’s why they are my favorite out of all of them.

Grateful for her words of kindness, Richard talks Alecia into staying one more night. They watch the moon rise from the palace gardens together. Richard is still sulky over his impending marriage to Elizabeth, but Alecia manages to cheer him up a little. He wishes he had a princess to share this lovely night with, which, well…

They’re laying it on a bit thick at this point, but I don’t care. It’s all part of a genuinely sweet scene. Spurred on by Alecia, Richard is finally able to articulate what he truly wants in a wife:

Richard: Why can’t I find a woman who’s…who’s kind and…and gentle, and understanding –
Alecia: And fun, Richard, and fun!
Richard: And fun. Someone who’s…someone who’s…well, just like you.

It’s in that instant Alecia and Richard both realize they’re in love with each other, and combined with the flourish of romantic music and the looks of surprise, dawning comprehension and tenderness, it’s an “awwww” moment if ever there was one.

Richard, suddenly feeling very self-aware, offers Alecia a proper tour of the castle. He entertains her by making up stories about the royals whose portraits adorn the halls. Then they come to the throne room where Alecia stumbles upon a spittoon tucked away. She assumes it’s the King’s at first, but Richard blurts out that it’s actually his mother’s. The reveal that a prim and proper woman like Veronica indulges in such a filthy habit like chewing tobacco is pretty funny, but I like how it shows that for all her pretense at being the model of royalty and grace, she’s still human and imperfect, something that Alecia touched upon earlier with Richard and his princeliness. That, and Liza Minnelli going from quiet reassurance to crying out “The Queen SPITS?! Ugh!” is the cherry on top.

The tour comes to an end as Richard and Alecia realize they’ve stayed up well into morning and have grown closer than ever. They’re about to kiss when Veronica walks in on them. She is outraged at Richard going behind her back, but with some encouragement from Alecia, Richard stands up to her and states that he wants to marry Alecia. The Queen insists on giving Alecia a test to prove that she’s a real princess and not some vagabond wastrel, however. Richard confidently tells her to go ahead, but inwardly panics.

That night Veronica moves Alecia from the Fool’s room to a proper bedroom – but one with a very unusual bed, topped with twenty mattresses and twenty eiderdown quilts. It’s so tall that Alecia has to scale a ladder to reach the top. Veronica rather cruelly strands her up there when the ladder falls over, and Alecia is stuck wondering what kind of screwed-up family she’s marrying into.

And to add irony to insult, she immediately realizes she has to go pee.

Meanwhile The Fool tracks down the Official Royal Handbook and he and Richard learn what his mother’s test entails: Have the girl in question sleep on twenty mattresses with a single pea hidden beneath them. If she feels said pea, she possesses the sensitive, fragile and delicate nature that only a true princess can have. They immediately realize how preposterous this is (hence the opening quote), and Richard declares his lady love must be warned…which he promptly orders the Fool to do for him. Unfortunately, a series of miscommunications through the door and a nosy guard prevent him from delivering the message to her.

An exhausted Alecia arrives late for breakfast the following morning. She tries to be polite but finally admits that she had the worst night’s sleep ever; she felt like she was sleeping on a boulder, and has the bruises to prove it. Richard is overjoyed that she passed the test, yet Alecia is distraught. She believes he only wants to marry her now that she’s proven she’s royal enough for him. Richard insists he’d marry her even if she failed, and at long last he confesses his love for her – though it’s not enough for Alecia. She has a test for Richard now: if she kisses him and sees stars in the daylight and hears explosions and music all at once, then he’s a real prince. Richard and Alecia kiss, and Alecia does see stars and hears fireworks and whistles! It goes without saying that the two really are meant for each other. They continue to make out, blissfully unaware of the Fool’s offscreen attempt at combining pyrotechnics and musical instruments; one that’s failed in all but timing.

“Lesson learned, explosions in comedy acts are best left to the Muppets.”

And thus, Richard and Alecia lived happily ever after, and the pea was given a place of honor in the museum as a reminder that princessness isn’t just a title, it’s a state of mind.

I have a confession to make: thanks to being forced to sit through many bad 2000s rom-coms through my adolescence, I’m a bit conflicted regarding the genre. At a glance there’s no shortage of lazy and predictable fluff, which is admittedly fine in moderation, but at worst some of these stories also push forward outdated and even dangerous mores. When a rom-com is done right, however, it can be brilliant, and this episode knocks it out of the park. The zippy dialogue and wry sense of humor wouldn’t feel out of place in one of Howard Hawkes’ classic screwball comedies. The opulent scenery and costumes sets this apart from other entries in the anthology (but more on that when I get to discussing the inspiration behind it). And of course, the romance itself is perfect. The Princess and the Pea is one of the least fantastical tales featured in the series – there’s no fairies, witches, giants, et cetera – but its magic comes from an illustrious cast, excellent writing, a beautiful fully-orchestrated score that I can best describe as light baroque-rock, and most importantly, a sincerely charming love story. This episode should not be overlooked in your Faerie Tale Theatre viewing experience.


  • Critics were quick to point out the similarities between this and another popular rom-com at the time, Arthur. There, a childish rich British playboy who has a close bond with his servant faces pressure from his family to marry a snooty heiress despite the fact that he’s in love with an eccentric blue-collar woman (played by Liza Minnelli). Sound familiar?
  • Liza was pregnant during filming, but you’d hardly know it apart from the fact that she’s positively glowing throughout.
  • The same actors who play the guard and couple at the museum also play the Fool, King and Queen.
  • This is the first episode of the series to have its end credits roll over stills from the episode as opposed to a black screen.
  • I applaud the sound design emphasizing the King and Princess Rebecca’s ditziness by putting tweeting birds in the background of their scenes. Even The Fool has a cuckoo clock going off intermittently in his room.
  • The pictures on the wall that Richard shows Alecia are portraits of King Francis I of France and Henry the Eighth’s fourth wife Anne of Cleaves respectively.
  • The idea of the pea being displayed in a museum is taken directly from the final line of the original Andersen fairy tale.
  • In keeping with the black and white color scheme of the episode, several animals sharing that palette are featured throughout, including doves, dalmatians, and bunnies, so points to this episode for throwing in some extra cuteness.
  • The Fool’s accidental role in confirming Alecia’s love for Richard is actually foreshadowed earlier in the episode as a seemingly one-off gag. After Richard convinces her to delay her departure, the Fool stumbles in ash-faced and smoking from testing some fireworks for his act. He announces that explosions aren’t funny, which of course cracks up Alecia and Richard.
  • Princess Elizabeth doesn’t reappear after she reveals her true colors despite being set up as another major antagonist. I like to think she spied on Alecia and Richard while they were sneaking around the castle and ratted them out Queen Veronica in order to destroy the competition, but was ultimately sent away in disgrace after Alecia passed the test.
  • After I announced this review would be a bit late, I hoped to get it done in time for the 100th birthday of Liza Minelli’s mother, the incomparable Judy Garland. The day has come and gone, yet the sentiment and her legacy remains. Happy birthday, Judy. You deserved better in life, but you live on in our hearts.

Hey, Was That…: Prince Richard is played by Tom Conti; my Friends-loving friends would be aghast if I left out the fact that he was the father of Ross’ false-lead love interest Emily in Season Four. The Fool is Tim Kazurinski, comedian, character actor and writer who got his start on SNL thanks to John Belushi, and played Officer Sweetchuck in the Police Academy movies. Queen Veronica is portrayed by Academy-Award winner Beatrice Straight, whom you might recognize as the head parapsychologist from Poltergeist. King Fredrico is comedic character actor Pat McCormick. Nancy Allen, who played Princess Elizabeth, is no stranger to playing alpha bitches; she got her start as Chris Hargensen in Brian DePalma’s Carrie. Charlie Dell returns in a minor role as a servant. The director, Tony Bill, directed several rom-coms throughout the 80s, and most notably played the head of Warner Bros. Studios in Pee-wee’s Big Adventure. And the music for this episode was composed by the vastly underrated Robert Folk.

Who’s The Artist?: Aubrey Beardsley, a favorite of mine who’s a leading figure in the Art Noveau style. Renowned for his Japanese woodblock-inspired paintings, Beardsley’s works fluctuate between bold use of flat black and white and richly detailed and patterned etchings, all of which perfectly translate into the Regency era-inspired costumes and sets. His occasional pops of color are even utilized to dramatic effect (the red roses, Richard’s embroidered vest, Alecia’s pink nightgown, even Queen Veronica’s red hair!) I commend Production Designer Michael Erler and Costume Designer J. Allen Highfill for their exquisite work.

Better Or Worse Than…?: My fondness for Once Upon a Mattress notwithstanding, this is far and away the best version of this story out there. Adaptations of The Princess and the Pea have to do a lot of work to expand the story in order to keep things more interesting, and not all of them do it well (looking at you, Bevanfield and “Feature Films for Families”). Oh, and the Happily Ever After version which transplants the story to ancient Korea is fine, too (and thematically appropriate if you know anything about court politics from that era. Yeah, I did my research.)

Ranking: Though previous outings like Sleeping Beauty and Tale of the Frog Prince define what this series is, there’s something warm and comforting about The Princess and the Pea that keeps me coming back whenever I need a Faerie Tale Theatre fix. After a slew of mediocre episodes, it’s a breath of fresh air and a great reminder of what this show is capable of. This is a fun reimagining of the tale that takes full advantage of the format and the talents of those involved. It’s often the episode I go to when introducing this series to someone. There’s so much going for it that it’s impossible to not enjoy.

So you know what? For all that and everything else I previously stated, The Princess and The Pea gets the new Number One spot.

Next time on Faerie Tale Theatre Reviews, we’ll be delaying our usual schedule again…no wait, I was lying, just like the main character of the next story, Pinocchio.

Thank you for reading! Faerie Tale Theatre reviews are posted on the 6th each month. Special thanks to my generous patrons Amelia Jones, TylerFG, and Sam Flemming for their support, and I’d also like to welcome the newest member of the Patreon party, Robert Barnette! Thanks for joining us! Patrons can get such fun perks as sneak peeks of reviews, extra votes, movie requests and more!