The Princess and the Pea is a 2002 American animated musical fantasy film produced by Walt Disney Feature

The Princess & The Pea
Directed by Kirk Jones
Produced by Don Hahn
Screenplay by

Wolfgang Reitherman

Linda Woolverton

Story by Roger Allers

Brenda Chapman

Chris Sanders

Burny Mattinson

Based on Princess & The Pea by Hans Christian Anderson
Narrated by David Ogden Stiers

Hilary Swank

Paddy Considine

Cybill Shepherd

Bill Murray

Bill Nighy

Jim Broadbent

Shelley Long

James Gandolfini

Mickey Rourke

Bill Moseley

Music by Alan Menken
Editing by John Carnochan
Studio Walt Disney Pictures
Distributed by Buena Vista Pictures Distribution
Release date(s)
  • ? September 16th, 2002
Running time 87 minutes
Country United States
Language English
Budget $26 million
Box office $424,967,619

Animation and distributed by Walt Disney Pictures. The 41st film in the Walt Disney Feature Animation and the fourth film of the Disney Renaissance, Princess & The Pea is based off the Hans Christian Anderson literary fairytale The Princess and the Pea.

It features the voice talents of Hilary Swank, Paddy Considine, Cybill Shepherd, Bill Nighy, Bill Murray, Jim Broadbent and Shelley Long.

The film tells the story of a beautiful, headstrong orphaned maiden Annabelle who possesses a beautiful voice and and comes to be with an awful stepfamily of farmers (courtesy of an evil queen who through magic foresees that she will be the one to marry her prince stepson and steal the kingdom away from her.)

She however leaves her terrible stepfamily and the night of a terrible rainstorm ends up at the kingdom of the evil queen and falls madly in love with the Prince of the castle whilest his evil queen stepmother plans to eliminate the girl who will become a princess and steal the kingdom away from her.

Directed by Kirk Jones and written by Wolfgang Reitherman.

The Princess & The Pea was released on September 16th, 2002 theatrically and met positive reviews.

It secured an Academy Award for Best Original Song: Tearing Away My Heart.


Prince Markus loses his beloved father King Nathaniel to a terrible poisoning and is left with his manipulative, cruel and vindictive Queen stepmother Eden who secretly was the one to poison his father and wishes to eliminate him too in order to inherit the kingdom all to herself.

Dabbling in black magic the evil queen Eden foresees that a beautiful maiden named Annabelle will come along and capture the Prince's heart and bring about the end of her ruthless rule.

She sends out a quartet of the castle's knights to kill the maiden but they fail to and instead claim the lives of her parents and her older sister.

Annabelle is saved ultimatley saved by a brave knight ironically named Courage, a castle maid named Compassion and a kingdom advisor named Care who as punishment for disobeying the evil Eden are turned into three woodland creatures and ordered to be executed by the knights of the kingdom.

The three escape and find their way to the girl Annabelle who they watch over as she grows and offer her company as she grows up in the care of a horrible farmer family who work her as a slave.

As she reaches the age of 19 a town riot lands her in deep trouble with her foster family who she escapes from in the middle of a severe rainstorm.

She is guided by her three bestfriends who try to stop her from the direction she is heading in which leads to the kingdom of Queen Eden and her stepson Prince Markus.

She is let into the castle by Prince Markus and immediatley sparks the concern and fury of Queen Eden who by the means of her dark magic and two bat minions attempts to exterminate the maiden Annabelle.

Courage, Compassion and Care help her evade the evil Queen's clutches and warn of her plan though find themselves at a hilter as Annabelle refuses to escape the kingdom as she has fallen madly in love with Prince Markus at the same time he fallen for her.

Ultimatley the Queen Eden poisons Annabelle the same way she poisoned King Nathaniel by means of a single pea and she is left in a deep sleep which will lead her to drift off to death unless the Queen is destroyed and true love's kiss is planted upon the fair maiden Annabelle.

The Prince along with Courage, Care and Compassion destroy the Queen and lock up her bat minions before Markus plants true love's kiss upon Annabelle which saves her and turns Courage, Compassion and Care back to the humans they once were.

The Prince and Annabelle are wed and the kingdom is reverted back to the beautiful castle it once was.

Cast and Characters

  • Hilary Swank as Annabelle- Beautiful, strong and smart maiden who lost her older sister and parents to a terrible cottage home collapse when she was six years old. She was rendered unconsious in the collapse and saved by Knight Courage, Maid Compassion and Royal Advisor Care who after being made turned into animals as punishment became her guardian angels. She ended up in the care of the terrible McAllister family whom she served as a slave for and was forced to sleep in a closet. After an incident where the farm's crops are set alight Annabelle is blamed and chased after by Farmer Morton McAllister but with the help of watchful animal guardians escapes during a rainstorm to the castle of evil Queen Eden and Prince Markus. Annabelle despite her rough nature and serene beauty also possesses a beautiful singing voice which enchants all those who hear it even her nasty adoptive aunt Marilda McAllister who demands to hear it at her pleasing. The character of Annabelle is modelled after actress Audrey Hepburn. Annabelle has a skinny fairly tall build with beautiful brown eyes and matching brown hair always done up in three curl down locks.
  • Paddy Considine as Prince Markus- Handsome resourceful prince who apart from swordplay likes to provide money and charity to the poor civillians of the Village surrounding his kingdom and has a passion for song which brings him and the beautiful maiden Annabelle even closer together when she comes for shelter at his castle. He is suspicious of his stepmother Eden's activities and shares with close friend Captain Lennox that he believes she is dabbling in black magic and that she may be an actual witch. Prince Markus possesses short light brown hair and a skinny but strong structure belayed by large blue eyes.
  • Cybill Shepherd as Queen Eden- The cruel but beautiful queen with short jet black hair who was the former wife of King Nathaniel until she poisoned a bowl of peas he was to consume and inherited his kingdom. She dabbles in witchcraft and possesses two evil but clumsy bat minions who constantly drive her crazy. She was the one to curse Knight Courage, Maid Compassion and former advisor Care. She has stopped all princesses and other maidens who have attempted to marry her stepson so that they will not uproot her and take over the kingdom. She has made out that they are indeed either thieves, scandals or enemies in order to ward Prince Markus off. She by dark magic foresees that one maiden however named Annabelle will come to marry Markus and end her reign of terror. She had dispatched Knight Courage and the rest of the royal guard to eliminate her but Courage along with Maid Compassion and advisor Care saved the girl and as punishment for defying her order were turnt into three creatures who came to watch over the girl as she came to the age of 19, the age in which she'd stop evil Queen Eden. Queen Eden was defeated as Prince Markus knocked the poisonous gas vial out of her hand and the gas hit her, killed her and left her body to tumble off the kingdom's roof.
  • Bill Nighy as King Nathaniel
  • Bill Murray as Courage/ The Moth
  • Jim Broadbent as Care/ The Porcupine
  • Shelley Long as Compassion/ The Octopus
  • James Gandolfini as Captain Lennox/ Fill in Knight for Courage
  • Mickey Rourke as Brutus/ Fill in Advisor for Care
  • Bill Moseley as Farmer Morton McAllister
  • Cheryl Ladd as Farmer Pertrice MacAllister
  • Debra Jo Rupp as Aunty Marilda McAllister
  • William Katt as Annabelle's Father
  • Pam Dawber as Annabelle's Mother
  • Cassandra Peterson as Annabelle's Sister Alexandra
  • Harry Hamlin as Bat Burton
  • Peter Davison as Bat Bernard
  • Barry Van Dyke as Knight Bombard
  • Timothy Bottoms as Knight Weverlin
  • Robert Joy as Knight Wexley
  • Patricia Wettig as Maid Anna
  • Julia Duffy as Housekeeper Harriet
  • Phyllis Smith as Maid Martina
  • Jennifer Lawrence as Young Annabelle
  • Diego Boneta as Young Markus


  1. Hope Starts- Jennifer Lawrence, William Katt, Pam Dawber, Diego Boneta & Bill Nighy
  2. Do Dreams Come True?- Hilary Swank
  3. Emptiness Inside- Paddy Considine, Cybill Shepherd
  4. Shadows- Cybill Shepherd
  5. The Knight's Ballad- James Gandolfini, Mickey Rourke, Peter Davison, Barry Van Dyke, Timothy Bottoms & Robert Joy
  6. We'll Be Watching- Bill Murray, Shelley Long & Jim Broadbent
  7. Take Care Of Each Other- Hilary Swank, Bill Murray, Shelley Long & Jim Broadbent
  8. Tearing Away My Heart- Hilary Swank
  9. Tearing Away My Heart (Reprise)- Hilary Swank, Paddy Considine, Bill Murray, Shelley Long & Jim Broadbent
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