| UPON | Broadway's "Once ___ a Mattress" |
| PALLET | Word, derived from that of an artist's board for mixing colours, for a flat wooden blade for shaping clay; a mattress of straw; or, a platform moved with a fork-lift truck (6) |
| TOPPER | A good sort; a stovepipe or silk hat; a mattress cover; or, a joke or remark that caps the one before (6) |
| PEA | Veggie hidden under a mattress in the musical "Once Upon a Mattress" |
| TUFT | Gold tassel formerly adorning the cap or mortarboard of a titled Oxford undergraduate; or, a bunch of threads drawn tightly through upholstery or a mattress (4) |
| INTHEBEDROOM | "___, you'll find a mattress, a dresser and a nightstand" |
| SHEET | A leaf of paper; a mattress cover; or, a pane of glass (5) |
| BEDPOST | Referred to in an idiomatic phrase meaning "between you and me" or "in confidence", a vertical corner support of a frame bracing a mattress (7) |
| SPRINGY | Like a mattress coil or a Slinky |
| BED | "Once Upon a Mattress" prop |
| FUTON | Japanese bedding of a mattress and a quilt (5) |
| BASELESS | Unsupported, like a bed with just a mattress? (8) |
| CRIB | Spot with a mobile and a mattress |
| BEDBOARD | A board under a mattress |
| AIRBED | A bride ordered a mattress (6) |
| FLOCK | How many goats does it take to make a mattress full? Quite a few (5) |
| ANA | Comedian Gasteyer who was on Broadway in 2024's Once Upon a Mattress |
| CAROLBURNETT | "Better Call Saul" actress who originated the role of Princess Winnifred in the 1959 Broadway production of "Once Upon a Mattress": 2 wds. |
| TRACEYULLMAN | "Into the Woods" actress who played Princess Winnifred in the 2005 made-for-TV version of "Once Upon a Mattress": 2 wds. |
| SUTTONFOSTER | "Younger" actress who played Princess Winnifred in the 2024 Broadway revival of "Once Upon a Mattress": 2 wds. |
