'Once Upon a Mattress' When: 7 tonight on ABC. Starring: Carol Burnett, Tracey Ullman.

Fractured fairy tales are a dependable comic vehicle, spinning a famous story this way or that. Among musical comedies, one of the most elaborate is "Once Upon a Mattress," a modest success in New York in 1959-60 (first off-Broadway, then on), and a staple of dinner theaters and high schools ever since.

The original "Mattress" launched the career of one of America's sketch comedy queens, Carol Burnett, who went on to reprise her role as the endearingly klutzy Princess Winnifred in two TV versions, 1964 and 1972. The show has also attracted other stars: In 1997, there was a brief Broadway revival starring Sarah Jessica Parker.

But "Mattress" is so associated with Burnett that another revival featuring her was perhaps inevitable. After 45 years, the musical's villain, the overbearing Queen Aggravain, fits her just fine. With Tracey Ullman as the princess, the result appears tonight at 7 on ABC, adding its pretty frivolity to the holidays.

This "Mattress" has a touch of redemptive comedy in its two love stories, Winnifred-Prince Dauntless and Lady Larkin-Sir Harry. But as comedy, it is decidedly decorous, lacking the manic energy and improvisational invention of Burnett's great TV sketch work. She shows only flashes of cockeyed goofiness, her queen seeming less a comic force than a toned down Cruella de Ville, bosomy, statuesque and draped by personal costumer Bob Mackie in an entire Indies worth of sequins.

The other supporting comic role, the mute King Sextimus, makes no attempt at comedy at all. Tom Smothers plays him as sweet and bland, with the character's Harpo Marx-like skirt-chasing and comic subversion completely gone. Edward Hibbert's Wizard also seems under wraps, without the glint-in-the-eye deviltry of a Harvey Korman.

That leaves it up to Ullman to provide the freshest oomph. Her Winnifred (for whom the "swamps of home" are clearly British) is a lively, knowing, self-aware intrusion in a castle which the queen has repressed into conformity. Ullman can dance, too. But Winnifred has to work very hard to strike sparks in the story, just as Ullman does in the movie.

Gradually, Denis O'Hare's Dauntless comes to life. Similarly, Zooey Deschanel, a delectable little blonde who seems to have dropped in from a more modern century, successfully puts some gumption into Matthew Morrison's equally pretty Sir Harry.

Making her movie directing debut is Broadway veteran and Pittsburgh native Kathleen Marshall, who also choreographs. She and her director of photography, Robert McLachlan, favor a sometimes static, stage-like camera frame, especially for the songs and dances.

But there are hints of a livelier tongue-in-cheek style, as when Larkin playfully pushes Harry and he's suddenly swinging, or when the two lie down together on a bed of privet and the camera swoops about to show them standing instead. There are some funny juxtapositions, too, as when a Larkin-Harry kiss cuts to an open-mouthed Dauntless being spoon-fed by his mother.

More of this witty camera intrusion would have been welcome, as would more throwaway comic details, like Dauntless's large bowl of cocoa, Larkin's knitting little things and the tiny baby crown in the queen's box of memories.

Visually, this "Mattress" seems hung up between costume drama and cartoon, between "Camelot" and "Shrek." It would have benefited from a push in either direction.

Those familiar with the original Mary Rodgers-Marshall Louis Barer score may miss the "Very Soft Shoe" number, along with the role of the Minstrel. He still gets mentioned in the press release, so he must have been filmed and then cut, to get the show down to under 88 minutes without commercials. Michael Boatman's Jester is also trimmed way down, part of a general sidelining of the King and his comic cronies.

There's a new song for the queen, "That Baby of Mine." And the original book has been lightly punched up by Janet Brownell.

"Mattress" was never one of the great musical comedies, and this version doesn't make any fresh claims for it. Any tendency to escape into comic mayhem has been reined in. The result is a pretty family entertainment, lit by Ullman's energy and just small flashes of the Burnett we love.