American Cinematographer - February 2005 - 69

As Once

Upon A
begins,
a manipulative
queen (Carol
Mattress

Burnett)
dominates her

family and the
court, which
includes

(opposite page)
king (Tom

the

Smothers) and
jester
(Michael
Boatman). To
emphasize the

the

queen's
"smothering"
nature,

cinematographer
Rob McLachlan

kept Burnett in
foreground of
group shots and

the

often filmed her
from

picture to a John Woo sci-fi pilot to a
low-budget comedy. And to be
honest, there was that little, nagging
doubt that I could shoot

I'd

done

a

musical

-

Luckily, by the
time they got a budget and cast
approved for Once Upon A Mattress,
never

I'd had

a

one.

breather, time to realize that

after

shifting creative gears five times
months, why not do it
again? Lucky me, especially in a busi¬
ness that so often
pigeonholes us as a
"horror guy," an "indie gal," a "TV
cinematographer" and so on.
in the last 18

Once

Upon A Mattress is
adapted from the Broadway musical
by Mary Rogers that helped make
Carol Burnett
It's

AMRcocLBabnuCehrlfrdtt.sy

fragamrnabeds

Phot s

a

star in

Deschanel would

terrific, it would be all my fault! (To

and John

Marc's great

play Lady Larkin;
Wayne's grandson, Matt
Morrison, got the part of Sir Harry.
Michael Boatman would play the
jester, who is in cahoots with the king
and Sir Harry to get Prince
Dauntless married off

so

everyone

else in the

kingdom can marry, too.
Tony Award-winning choreo¬
grapher Kathleen Marshall was set to
direct. As producer Marc Platt put it
to

me

when I

brilliant
actors,

and

a

was

score, a

hired,

we

had

a

great story, superior

first-rate singers and dancers,

talented-albeit-first-time direc¬

tor, so

if the finished product wasn't

every

credit, he didn't do what
other executive has done,

which is

to

look like

a

remind

me not

to

horror film. Who

make it

wants to

a

some

opportunities for
moodier lighting.
Below:

McLachlan
discusses

gritty, bleach-bypass musical,
anyway?)
The thing was, although
everyone had a pretty clear idea
about what they didn't want this
picture to look like - which was
basically some aspect of just about
every musical ever made - finding
that elusive look and visual style was
the first challenge we confronted.
Fortunately, producer John Kousakis
see

slightly low
angles. This
page, left: The
dungeon offered

a

setup with

Tracey Ullmann,
who portrays
Princess Fred.

the late 1950s.

delightful take on the children's
story The Princess and the Pea. CBS
a

mounted it in front of a live audience
in the 1960s, and

again in the
originally played
Princess Fred, but in our adaptation
she would play the selfish queen who
just won't let go of her son. The bril¬
liant Tracey Ullman was slated to
play the princess, Dennis O'Hare
would play the oppressed prince,
once

1970s.

Burnett

and Tom Smothers would portray
the kindly, mute king. Edward

Hibberd
unctuous

cast as the queen's
toady, the wizard; Zooey

was

American

Cinematographer 65
American Cinematographer - February 2005

Table of Contents for the Digital Edition of American Cinematographer - February 2005
