Rather chintzy retelling of Mark Twain's "The Prince and the Pauper", though one with a good director (Richard Fleischer) and a fine cast behind it. Mark Lester has the dual roles of the Crown Prince of England and his lookalike pauper who exchange places, and he's a decent young actor if a bit colorless. Older children might enjoy the film, though a comic rendering of the material may have been more successful. Fleischer is too literal and reverent to the text, and his pacing is often stilted. Audiences at this point were eager for a little broad satire and, while Oliver Reed and Raquel Welch do grace us with their presence, one waits in vain for someone like Marty Feldman or the Monty Python troupe to invade the territory and give it some juice. *1/2 from ****