Fill the moat to overflowing and raise the goblet high! Third Wall Productions is giving a ball— wait…no…no that’s not right. They’re building a wall— around the swamp? No…wait a minute…which fairytale-ever-after is this one? (*double checks the program*) Aah! Yes! Once Upon a Mattress! The original swamp-princess and a silly good time with campy good characters, up-tempo music, and a living pea! Directed by Kristen Cooley, with Musical Direction by Will Zellhofer, and Choreography by Hope Standish-Pallanck, this whimsical romp of nonsense and laughter is the perfect barrier between spooky season and the all-consuming Christmas holiday that’s chasing down the calendar’s barrel.

With a most ambitious set, Scenic Sensationalists Patrick Rudai and Marc Graff put together the illusion of a castle. Turret-towers out in the house that cleverly mask the orchestra (and what a masking it is! For the first time since Third Wall Productions has moved into Chestnut Grove, the sound balance was practically perfect but we’ll get to that in a moment!) and a similar stone-structure with openings to allude to the moat and drawbridge beyond is ran across the mid-upstage line from edge to edge creating a nice scenic background against which all of these royal characters get to parade around.

Sound Designer Charles Hirsch deserves most exquisite praise as the microphones were really well balanced; their volumes were set above the orchestra (which was masked and padded and still a bit loud but the microphones managed to be louder!) and glitches and hiccups with them were exceedingly rare. Will Zellhofer, the show’s musical director and conductor (also on piano), along with orchestral conductor Merrell Weiss,  brought forth rich, well-paced orchestrations to back the live performers every step of their fairytale journey. There were one or two scene changes in the first act where darkness prevailed for a moment or two and there was no vamping from the pit to cover this, but this was corrected in the second act where there were a few more scenic shifts to be noted. Zellhofer and Weiss and their orchestra (featuring Sharon Aldouby, Eric Allard, Ann Marie Cordial, Rachel Daudelin, Jonathan Gorin, Carrie Price on strings, Jamie Kim, Merrell Weiss on woodwinds, Muskee Books, Larry Engel, Wes Freeman, Stephen Kaltreider, Harry Swartz on brass, Lynn Graham on keys, Ruth Valdi on bass, James Leitch on guitar, and Winfield Clasing on percussion) are an integral part of the enjoyment of this show, particularly for the “Overture” and “Entre’act.”

Amy Rudai and Caitlin Johnston, the costume queens of the show, have done a brilliant job of capturing that childlike fantasy feel when it comes to the show’s sartorial selection. All of the ‘Medieval-Renaissance’ garb— particularly for the princesses— is displayed in richly saturated colors. There’s a lot shades of green that give all of the eager-young-maidens of the kingdom an extra special sparkle. And I’d be remiss if I didn’t mention the blood-red balloon dress that takes up half the stage on Queen Aggravain. It’s a truly striking dress and the fact that it’s such a tremendous garment (assisted no doubt by miles of petticoat, hoop, taffeta, crinoline, and possibly a battle-ax or two) only adds to the humor that the Queen character is a domineering bully who sucks up all the oxygen in the room! There’s a lovely flowy dress in the sweetest shade of sky-cornflower blue featured on Lady Larkin; very tasteful, very demure. And of course Princess Winnifred has quite the series of fantastical dresses as well. Shout-out to whoever is on the Props Team (combination of the director and the costume department perhaps as no such credit is given in the program) but between all the rubber chickens, the ‘special potion’ that The Wizard gets to brew, and of course— Ribby-The-Show-Frog (who potentially makes his way home with an audience member each night!)— there’s a bunch of chuckle-worthy props worth praising in this production.

Hope Standish-Pallanck’s choreography is simple. Given the strictures of the stage (it’s not Rockefeller Center after all) Standish-Pallanck uses a lot of basic movements that keeps the more ‘dance-focused’ numbers like “Spanish Panic” from looking too jumbled and crowded. Though the tempo of this particular number could use a tiny bump in the ‘faster’ direction, the side-step, shuffle-twirl repetition is easy on the eyes and easily accessible to everyone tackling the dance. There’s a lot of enthusiastic movement that populates the act one finale number, “Song of Love” as well. Overall the choreography fits the flavor of fun that the show is portraying.

It’s a shame to even have to mention the lighting as it caused more problems than it did illuminations, but when the performers end up looking a little like zombie ghosts during “Yesterday I Loved You” because of the blue-cool effect in use, or the misfiring gobo (which could have been avoided entirely had the lights in use remained static) that disrupted nearly every scene, it bears mentioning. To his credit, Lighting Designer Jim Shomo did create some fun ‘atmosphere’ by lighting the background scrim in colors that matched whatever was happening on stage at the time, but ultimately the light-work for the show was the show’s only major problem.

Director Kristen Cooley addresses the campy nature of the somewhat dated script and just goes hog wild with it. You get barrels of laughs with all of the unique choices thrown into her interpretation— including the cheeky, hammy, over-the-top dynamic between Sir Harry and Lady Larking, the nod to ‘The Impressive Clergyman’ with The Wizard, and she’s even created the Pea to be a character, played by a young actress in a green suit and face paint. It was like watching the finale of The Muppet Family Christmas, where Kermit gifts Miss Piggy a mink, only the fur-turns out to be a living mink named Maureen who goes on to become Piggy’s best friend… only this adorable little Pea (Amelia Berkebile) goes on to be like a cuddly stuffed pet living up on the bed with Princess Winnifred as the rest of the cast sing their way through the song “Finale.” I swear there might have even been a nod to a local resident in there right at the tail-end of Dauntless and Fred’s study-session before they’re interrupted by Larkin, but that could just be a clever mis-hearing on the audience’s part. Cooley runs a fabulously fun ship, keeping the action moving, the campy humor rolling, and the little nods of pop-cultural homage popping aplenty.

The ensemble— many of whom are named ladies and knights— (includes Alex Graff, Anastasia Graff, Krystyna Graff, Sarah Hartsock, Sylvia Kowalski, James Loomis, Jeanette Pallanck, Nick Ruth, Brittany Smith, Hope Standish-Pallanck, Jenna Weiner, Gage Wright,)— delivers a great deal of energy all throughout the production. The ladies in particular perform back-up to Princess Winnifred during “Shy” in a not-dissimilar fashion to the intentional caterwauling of the ‘little old lady’ choir from “Til Him” in The Producers. This becomes so funny as Winnifred tries to keep her cool with these gals providing ‘un-asked-for’ backup blends and you almost see the actress crack, which sends the audience into stitches. Other notable standouts in the ensemble include Sarah Hartsock as The Nightengale, who is beautifully voiced for that nonsense lullaby, but what makes you take notice is her exchange with Winnifred over whether or not she should shut up. And you won’t be able to take your eyes off of Lady Constance, who should absolutely be re-dubbed Lady Snickers Bar. Her whole schtick with the candy bar when the queen calls for ‘the label’ is to die for and you’ll laugh yourself to tears over her antics.

Neil Beller, in the role of The Wizard, might be the only character aside from King Sextiums, who doesn’t really get to do much singing. Yes, he does support the Queen during “Sensitivity” but where Beller shines in this production is with his outrageous vocal affectation and particular breed of pronunciation. It’s very, very reminiscent of The Princess Bride. And it’s hilarious. You also get the facially animated Kristen Demers in the role of Minstrel. And while she sings “Many Moons Ago” with a hearty and almost booming ‘tenor-bari’ sound, which is lovely and engaging in its own right, its her silly antics once she’s in-scene with Jester (Ann Pallanck) and King Sextimus (Mike Zellhofer) that truly hooks you on her performance. As Zellhofer’s character is silent, relying solely on gestures, which are interpreted by Pallanck’s Jester character, he gives both of these women a run for their money in the ‘animated facial expressions & body language’ department. This trio, particularly whenever it’s “Quick! Somebody’s coming! Hide!”, gets up to some uproarious silliness, posing on the double-wide throne as the ‘speak no evil, see no evil, hear no evil’ statues. You’ll also get to see Pallanck showcase her song-n-dance routine during “Very Soft Shoes” where the Jester gets put in proper taps to a ‘soft-shoe’ routine; it’s quite cute and very cheeky!

If you’re looking for a barking, biting, permanent case of resting…witch…face, Beth Dixon has got you covered with her portrayal of Queen Aggravain. Dixon’s antics are par for the course when it comes to rolling into the over-the-top, campy-ham nature of the characters in this show and her facial expressions, bombastic and bellowing vocal disruptions, and overall raging and vain demeanor are hilarious in the role. Her melodramatic reactions— particularly when rejecting Winnifred outright— are spectacular. The whole scene where she backs her into the apron-frame of the stage and all but melts her to the floor with barked word and glaring dagger-gaze is brilliant. And she gets to songs to showcase her vocals as well— “Sensitivity” and “Quiet”, both of which leave the audience certain of one thing, this diva-villain has got to go!

One might think that in a show about a Princess and a Prince that the ooey-gooey ingenue-y pair would be the leading royal couple. That’s not quite the case for Once Upon a Mattress. The lovely Lady Larkin (Andi Rudai) and the hapless Sir Harry (Jeff Baker) are almost playing their campy relationship to the level of “The Song That Goes Like This” a la Spamalot and it’s both darling and ridiculous. Rudai showcases her more than capable vocal pipes for the ingenue-style lovey-dovey songs— both “In a Little While” and “Yesterday I Loved You” as does Baker, singing opposite of her in both of these numbers. And the pair spin themselves dizzy in the latter of those two tunes, giddy-stupid on punch-drunk love. They make quite the pair and are the perfect addition to this silly, super-fun story.

Dauntless (Joshua Torrence), ahem— sorry— Prince Dauntless is certainly a unique specimen when it comes to princely figures. Torrence has a charming and winsome voice that is perfectly suited for the bits which are featured in “An Opening for a Princess.” But where you get to hear Torrence really shine is with the solo numbers “Man to Man Talk” (yes, technically it’s a ‘duet’ but as the King is silent…) and during “Song of Love.” Torrence’s interactions with Winnifred are divine. From the moment the character meets her, it’s instantaneous head-over-heels-smitten-kitten-chaos-of-love exuding from Torrence from head to foot. And the physicality with which Torrence engages the character is sublime; particularly when Winnifred is tossing her beloved Prince all around— literally throttling-flinging Dauntless here and there and everywhere, especially during “Song of Love.”

There’s a whole song called “An Opening for a Princess” in this show. The position has been filled. Wholeheartedly. Outstandingly. Stupendously. By the incomparable Jessica Preactor who has a belt for miles, personality for days, and just every ounce of pluck, panache, pizzazz, and every other p-word one can think of to describe the sheer perfection she is in this role. It’s not just the confidence and the belting her face off so that folks way down the lane at The Prigel Dairy can hear her (and believe me, you open those church doors and mic or no, I’ll bet they can because she has got a powerhouse belt that could bust through the walls at Jericho) it’s the whole package. She’s got the moves, the whimsy, the wonder, (did I mention the powerhouse vocals with perfect range, pitch, and tempo?) and all of the caricature-verses-character components in balance for this role. Her physical antics on the mattress in the last ten minutes of the production are so hilarious you won’t be able to sit still for laughing. As if you don’t get enough of Preactor’s incredible sound all throughout the first act of the show with her bust-out-in-your-face-arrival tune of “Shy” and her bring-them-to-their-knees rendering of “The Swamps of Home” she’s bringing the sauce, the meal, the stove-top flame and all that jazz to her extraordinary solo performance of “Happily Ever After” in the second act. It’s a damn good thing she’s the only one on that stage in that number because she’s taking up every ounce of oxygen, every molecule of stage energy, and blasting it out tenfold to the audience with song, sensational movement and her ability to sell that number like it’s Liza Minelli’s final cabaret on Broadway. Preactor is selling this character the way it’s written with her own classy, sensational spin and she is the hands-down must-see— okay, her, Princess Snickers Bar, and The Pea— of this show.

Once Upon A Mattress is a perfectly charming production, fully engaging, and great for audiences of all ages. A little tongue-in-cheek, a little silly, a little campy, and filled with a good time. Do not miss your shot at happily ever after by missing your chance to see this show. Two weekends only playing live in Phoenix, MD at Chestnut Grove Presbyterian with Third Wall Productions.

Running Time: 2 hours and 35 minutes with one intermission

Once Upon A Mattress plays through November 10^th 2024 at Third Wall Productions, in residence at Chestnut Grove Presbyterian Church— 3701 Sweet Air Road in Phoenix, MD. Tickets are available by at the door or in advance online.