The second television adaptation of Once Upon a Mattress was broadcast on December 12, 1972, on CBS. This production, videotaped in color, included original Broadway cast members Burnett, Gilford and White, and also featured Bernadette Peters as Lady Larken, Ken Berry as Prince Dauntless, Ron Husmann as Harry, and Wally Cox as The Jester. It was directed by Ron Field and Dave Powers. Again, several songs were eliminated and characters were combined or altered. Since the parts of the Minstrel and the Wizard were cut from this adaptation, a new prologue was written with Burnett singing "Many Moons Ago" as a bedtime story.
Unfortunately the movie Once Upon a Mattress is not yet available on HBO Max.
| Writing | Marshall Barer | Writer |
| Writing | Dean Fuller | Writer |
| Writing | Jay Thompson | Writer |
| Directing | Dave Powers | Director |
| Directing | Ron Field | Director |
| Production | Bob Davis | Production Supervisor |
| Sound | Peter Matz | Music Director |
| Writing | Marshall Barer | Lyricist |
| Art | Bill Harp | Set Decoration |
| Costume & Make-Up | Bob Mackie | Costume Design |
| Costume & Make-Up | Roselle Friedland | Wig Designer |
| Editing | Bob Priest | Editor |
| Costume & Make-Up | Al Schultz | Makeup Artist |
| Directing | Roger Beatty | Assistant Director |
| Crew | Ron Field | Choreographer |
| Sound | Nat Farber | Music Coordinator |
| Production | Joe Hamilton | Producer |
| Production | Robert Wright | Associate Producer |
| Sound | Mary Rodgers | Songs |
| Art | Paul Barnes | Art Direction |
