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Popcorn and Inspiration

‘The Prince and the Pauper’: Flynn Does Swashbuckling

BY Tiffany Brannan TIMENovember 9, 2026

The most famous writings of Mark Twain, the pen name of great American writer Samuel L. Clemens, evokes tales from Clemens’s life on a Mississippi riverboat and the adventures of Tom Sawyer and Huckleberry Finn.

However, one of Clemens’s stories crossed the pond in grand fashion. This work of historical fiction could easily be mistaken for a work of a British author—his 1881 novel “The Prince and the Pauper.”

This story has been adapted to cinema several times and has been frequently parodied. It’s a story of a royal and a commoner who look so much alike that it causes a series of mistaken identities. Its first full-length screen adaptation in 1937 by Warner Bros. remains one of the best.

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Book cover of the first edition of “The Prince and the Pauper,” 1881, by Mark Twain. (Public Domain)

Son of Henry VIII

This story takes place near the end of the reign of King Henry VIII. The titular prince is his lone son and heir, who would become King Edward VI. As the film begins, we see that a simple pauper boy was born in the poverty-stricken section of London on the same day that the long-awaited prince came into the world.

Eight years later, the two boys enjoy very different lives. Prince Edward is spoiled and pampered in the palace, spending his days learning ancient languages and playing with his half-sisters, Mary and Elizabeth; young Tom is a beggar in Offal Court, living in fear of his abusive alcoholic father.

One day, Tom strays near the palace and is caught by the guards. When the young prince sees how the lad is being mistreated, he remonstrates the guards and takes the pauper to his room.

The boys play together and exchange clothes afterward noticing how similar they look. When Edward, now dressed in Tom’s ragged clothes, goes outside for a moment, the guards seize him, believing him to be the impudent beggar boy and casts him out, despite his protestations that he’s the prince.

Meanwhile, Tom has equal difficulty convincing everyone at the palace, from his tutors to the king himself, that he’s a commoner, not Edward. Everyone believes that he’s suffering from a bout of insanity, which is especially concerning because the king’s days are obviously short.

While the new Prince Tom struggles to adapt to life at court, beggar Edward is fighting for his life on the rough streets of London, as his father and fellow paupers mock him for his claims of being royalty.

When the mocking turns violent, Edward only escapes through the help of a friendly soldier, Miles Hendon. Although Miles also doesn’t believe that the disheveled boy is the heir to the throne, he plays along with Edward and gains the boy’s friendship and trust by treating him with respect.

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The pauper as the prince (Bobby Mauch), in “The Prince and the Pauper.” (Warner Bros.)

Meanwhile, news spreads that King Henry has died. With Tom and Edward still in each other’s places, it looks as though a pauper will be crowned king of England. Can these mistaken identities be remedied before the coronation?

Swashbuckler

This is a classic swashbuckling adventure as only Warner Bros. could make. Although it stars Errol Flynn in the role of Miles Hendon, he doesn’t enter the story until 52 minutes in. Nevertheless, once he joins the cast, he adds his usual wry sense of humor and fencing skills.

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Miles Hendon (Errol Flynn), in “The Prince and the Pauper.” (Warner Bros.)

This film really belongs to the boys who play the lookalikes, the Mauch twins. Billy and Bobby Mauch had made a few films up to this point, but this was their first starring vehicle and the main film the adorable duo made that really capitalized on their likeness.

Billy, who played Tom, has generally been recognized as the superior actor and the better-looking of the two. They are slightly less identical than some twins, since Bobby’s chin is noticeably larger.

The rest of the cast is comprised of Warner Bros.’s usual suspects. Claude Rains, the ever-versatile character actor, is almost unrecognizable here as the despicably enterprising Earl of Hertford, who’ll stop at nothing to gain control of the throne. Meanwhile, Alan Hale has a small part as Captain of the Guard in his first of 14 film pairings with his frequent costar and friend Errol Flynn.

This Screen Adaptation

MGM purchased the rights to this book were first purchased in 1935, with plans for it to be a vehicle for Freddie Bartholomew as both title characters. This project never developed, so Warner Bros. acquired the rights the next year.

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Earl of Hertford (Claude Raines, L) and the pauper (Bobby Mauch), in “The Prince and Pauper.” (Warner Bros.)

It was planned to coincide with the coronation of King Edward VIII, which would have been a very timely and appropriate connection, as the film deals with the coronation of Edward VI.

But production didn’t progress quickly enough for that to be realized and it wasn’t released until 1937. As luck would have it, the singular circumstances of Edward VIII’s abdication to marry Wallis Simpson led to the coronation’s happening one year later.

Very luckily for Warner Bros, the coronation of his younger brother, George VI, ended up taking place within days of the film’s release. This movie was Warner Bros.’s biggest financial success of the year.

This adaptation remained truer to the book than many movies from classic stories made around this time. Naturally, some supporting characters and side plots were minimized or eliminated.

One difference that has been erroneously noted is the age of the boys. Reflecting historical fact, Edward is only 9 years old when he assumes the throne in the book. The Mauch twins were 15 years old during filming, which is almost impossible to believe with how youthful they look. The film does nothing to indicate that the boys are supposed to be older than 9.

The boys’ meeting was altered a bit in the film. In the book, Tom observes Edward playing in his garden through the fence, and his curiosity draws him close enough to attract the guards’ attention. At that point, Edward observes his ill treatment and brings the lad in.

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The prince as pauper (Billy Mauch, L) and Miles Hendon (Errol Flynn), in “The Prince and the Pauper.” (Warner Bros.)

Then, it’s his intention to go outside and scold the guards for their rough treatment of Tom that gets him thrown out of the palace, since he forgets he’s wearing Tom’s clothes at the time.

In the movie, Tom seeks shelter from the rain by hiding beneath a bench outside the palace. The guards find him asleep there and are treating him roughly when Edward comes out and saves him from their clutches, eager for a new playmate. After the boys have switched clothes while playing, Edward is sneaking out to get his dog to play with them when the guards catch him.

The biggest change the screenplay made was changing the Earl of Hertford from the prince’s fair-minded uncle into a scheming villain. In the book, there is no evil palace advisor; the main antagonists are Tom’s father John Canty, and Hugh Hendon, Miles’s brother, who both are smaller characters in the film.

Claude Rains’s Hertford is a loathsome, sniveling man who uses every trick, including blackmail, bribery, threats, and even murder, to get himself closer to the throne. While Hertford of the book has suspicions about the prince’s identity, Hertford of the film discovers the switch and uses this knowledge to control Tom. The idea of making Hertford or a similar character the villain has been copied in many subsequent adaptations.

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Poster for “Prince and the Pauper” showing Mark Twain as author of the book. (Public Domain)

Excellent Adaptation

This is an excellent adaptation of this beloved book, as well as a fine film in its own right. Warner Bros. provides all the necessary grandeur and historical style with costumes and sets.

Viewers will feel that they’ve traveled to Tudor England, from the opulence of the palace to the squalor of Offal Court. The actor playing Henry VIII (Montagu Love) does an excellent job of embodying the king in appearance as well as presence. Unlike many other film depictions of this oft-parodied monarch, this role isn’t a caricature.

For its superb acting, the delightful Erich Korngold score, and a fascinating glimpse into a remarkable chapter of history, “The Prince and the Pauper” is a wonderful family film for book lovers and history buffs alike.

What arts and culture topics would you like us to cover? Please email ideas or feedback to features@epochtimes.nyc.

Tiffany Brannan is a 25-year-old opera singer, Hollywood historian, vintage fashion enthusiast, and journalist. Her classic film journey started in 2016 when she and her sister started the Pure Entertainment Preservation Society to reform the arts by reinstating the Motion Picture Production Code. Tiffany launched Cinballera Entertainment in June 2023 to produce original performances which combine opera, ballet, and old films in historic SoCal venues. She's written for The Epoch Times since 2019 and is currently the host of two shows on Gan Jing World, American Legends and Reel Thoughts on Cinema.
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