If America is the land of opportunity, nowhere is this more true than in the world of community theater. There’s probably nowhere else in the world where software developers, college math teachers, office workers, Air Force officers, and children’s book illustrators are offered so many opportunities to take to the stage and enjoy the delights of performing live theater—without having to quit their day jobs.


For an example, check out The Aerospace Players’ revival of perennial community theater favorite Once Upon A Mattress, now providing nearly forty Southern Californians with their moments in the spotlight in a production sure to entertain friends and family members alike.

Mattress shares key elements with its sister show, Rodgers & Hammerstein’s Cinderella. Both debuted in the late 1950s, both are based on classic fairy tales (Mattress comes from The Princess And The Pea), both are about royal offspring, and both feature a Rodgers score, though in the case of Once Upon A Mattress, the Rodgers in question is the legendary Broadway composer Richard Rodgers’ daughter Mary—who wrote a supremely catchy bunch of tunes you’re guaranteed to leave the theater humming.

Mattress features an absolutely hilarious book by Jay Thompson, Dean Fuller, and Marshall Barer. Add to that Barer’s clever lyrics, a scene-stealing leading character originated by Carol Burnett on Broadway, and a supporting cast of fairy tale archetypes tweaked just enough to make them memorable, and you’ve got a family musical which even adults can love.

In “Many Moons Ago,” the Minstrel (Stephen Cathers) recounts the tale we’ve heard time and time again. (“‘I will test her thus,’ the old queen said, ‘I’ll put twenty downy mattresses upon her bed. And beneath those twenty mattresses I’ll place one tiny pea. If that pea disturbs her slumber, then a true princess is she.’”) Once Upon A Mattress then proceeds to tell us “the real story.”

Mattress’s medieval kingdom is ruled by a Queen (Jennifer Pawlikowski) who won’t shut up and a lecherous King (Ken MacFarlane) who is mute. Courtiers of marriageable age are getting antsy because not a one is allowed to walk down the aisle until cute and cuddly Prince Dauntless (Joe Essner) finds a bride, and candidate number twelve has just struck out. (In “Who Wants To Be A Millionaire” fashion, she lost on the final question “What’s the middle name of the daughter-in-law of the best friend of the blacksmith who forged the sword that killed the dragon killed by St. George?”, ending up with only a rubber chicken as a consolation prize before being thrown into the moat.)

Particularly peeved are a pregnant Lady Larkin (Erin Callaway) and her bun-in-the-oven’s dad, Prince Harry (Brian Grundy). “Why should we both suffer because you had a moment of weakness,” wonders Harry in a way not likely to win friends amongst medieval women’s-libbers.

Fortunately, though, when all seems doomed, who should climb out of the moat but the brash and brassy Princess Winnifred The Woebegone (Kristin Towers-Rowles), who informs the populace in a voice matching Merman’s in volume that “I’m actually terribly timid andhoooribly shy!” (She’s obviously not.)

Will Winnifred (aka Fred) fail Queen Aggravain’s test of “Sensitivity” by falling fast asleep atop twenty mattresses and a single tiny pea? Will Winnifred and Dauntless live happily ever after or will the Princess end up back in the moat she climbed out of? Will Lady Larkin give birth to a royal bastard?

Anyone not familiar with the answers to these questions must have fallen asleep too quickly at bedtime. Fortunately, in Once Upon A Mattress, the fun is in the getting there, particularly for cast members, who are clearly having a fairytale ball bringing these characters to life.

Michael-Anthony Nozzi’s direction is often clever indeed, adding to the abovementioned characters and supporting players—which also include a Jester (dance captain Drew Fitzsimmons) and a Wizard (Kevin Wheaton)—a number of fairytale and fairytale-adjacent figures not in the Broadway original: the Three Fairies from Disney’s Sleeping Beauty, a Notre Dame-style Hunchback, Disney Cinderella’s two ugly stepsisters, Nanny McPhee, and (in a tip of the hat to the original Winnifred) a Charwoman out of the Carol Burnett show.

A number of performances stand out, particularly those of velvet-voiced Cathers, pantomime whiz MacFarlane, Lancelot-like Grundy, and blonde charmer Callaway. Essner is a hoot as the Prince, Fitzsimmons a terrifically soft-shoeing Jester, and Wheaton a suitably mysterious Wizard. Pawlikowski’s Queen has a number of divalicious moments, but this is a case where even bigger and broader would make the role the true scene-stealer it has the potential to be.

Still, all of the above must bow in the presence of Towers-Rowles, who follows Best-Of-Show performances in Kiss Me Kate and Sunday In The Park With George with a Princess Winnifred which pays tribute to the Burnett original, all the while making the part very much her own. “Fred” offers Towers-Rowles the chance to show off tiptop slapstick skills, charisma that belies her petite stature, and one heck of a Broadway belt.

The cast is completed by José Acain, Nancy Arnold, Shari Bennett, Crystal Boyer, Susane Button, Mark Bruce-Casares, Conna Condon, Lisa Golden, Kathleen Hart, dance captain Laura Hecht, Michael Heidner, Jacob Helfgott, Brittany Hooper, Mary Kay, Arthur “Bud” Krause, Amparo Lomas, Tony McQuilkin, Ida Miller-Krause, Bib Minnichelli, Joey Minnichelli, Flora Morin, Katie Neagle, Ryan Raleigh, Cynthia Reyes, Jason Stout, Lisa Stout, Tim Wade, Rachel Claire Willenbring, and Robin Wohlman, all of whom perform with high energy and dedication.

As choreographer, Nozzi has astutely designed moves which fit an ensemble with few trained dancers, e.g. the jitterbug fingers in “Opening For A Princess.” Particularly inventive is “Spanish Panic,” which the Queen hopes will make Winnifred dance until she drops, a production number to which Nozzi has added salutes to Saturday Night Fever, Michael Jackson’s “Thriller,” Madonna’s “Vogue,” and even a bit of Beyoncé. The show’s liveliest production number, “Song Of Love,” gives Towers-Rowles the evening’s biggest weightlifting, drinking, wrestling, and playing the lute as courtiers and cheerleaders sing, “I’m in love with a girl named Fred. She wrestles like a Greek. You will clap your hands in wonder at her fabulous technique. With an F and an R and an E and a D and a F-R-E-D Fred YEAH!”

With a running time of nearly three hours, this Once Upon A Mattress could definitely benefit from snappier pacing. As is, it runs twenty or so minutes longer than the 1996 Sarah Jessica Parker Broadway revival, far too long for a musical as frothy as this one. Scene/scenery changes drag, despite some clever mini-skits added to keep the audience entertained while set pieces get moved behind a curtain—again and again—throughout the production. Perhaps because of the slow pace, several numbers, including “The Swamps Of Home” and “Very Soft Shoes,” end up making a long show feel even longer, despite the talents of their performers.

Singers are music directed by (Bob) Minnichelli and accompanied by a twenty-four piece orchestra under the baton of Joseph Derthick. The uncredited sound design needs to up the volume of vocal performances to insure that they are heard loud and clear over musical instruments.

By far the finest design elements are Maria Cohen’s imaginative, colorful fairytale costumes and Arlene Cohen’s equally fanciful hats. Kudos go too to Miller-Krause’s properties design and to an uncredited lighting design. Nozzi’s set design is a strong one considering the size of the stage to be filled and a budget which must have been considerably less than a professional production’s.

While Once Upon A Mattress does not reach the heights of a CLO revival or National Tour, it offers many entertaining moments, a stellar lead performance, a good number of laughs, and one of the most tuneful scores of the 1950s. Audience members are sure to be cheering friends and family through the end of the production’s limited two weekend run.

James Armstrong Theatre, 3330 Civic Center Drive, Torrance.

–Steven Stanley
July 23, 2011
Photos: Kris Maine

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