The deaf mute Girl in the pretty white dress.
The main character of the game. The player can give her instructions on what to do but she also has a will of her own. She is a mysterious character. We don't know much about her. Only that she is in need of the players help and care. She is about 8 years old. She is deaf and mute. She has been seperated from her guardian Sheherazade and wants to go back to her. But the palace is not without its attractions for a young girl. So her mood is a combination of sadness and glee, in part influenced by the behaviour of the player.

The Player.
The person playing the game is not of this world. But neither is the girl. They have this in common. The player is an invisible eye that can go anywhere a human can. The girl can apparently see him or her, as she often looks at him or her or responds to his or her instructions. But he or she too remains mysterious, both observer and instigator.

Scheherazade.
The guardian of the Girl, her mother, who takes a walk with her through the park and plays with her. Her throw of a ball and the girl not catching it, causes the tragedy of their separation. In the minds of the Player and the Girl, Sheherazade is standing somewhere outside of the palace wall, her heart pierced as by a sword with grief for her lost child (hence the choice of Pergolesi's Stabat Mater for part of the soundtrack).

Talia, The Princess.
She was cursed by an angry fairy to die in her teenage years. But a good fairy converted this curse to 100 years sleep. During this time, an impenetrable forest would protect the princess and her court. Eight princes have, however, succeeded in finding a way through the thorns. This caused a dispruption of the spell by which the princess and her court did not wake up after 100 years. So now she has been lying there, untouched by time, sleeping through a spell of disrupted magic, for half a millenium. She will not wake up but her appearance will change as the game progresses. Returning the Automaton Objects, will make her appear more and more like the attractive young woman she was before. She looks oddly similar to Sheherazade and the little girl.

Seven Fairies plus one
Sleeping in hiding throughout the Palace, 7 Good Fairies made sure that the Palace would awaken from the spell as splendid as when it started. The eighth Fairy was so upset about not being invited to the birth feast that she cursed the Princess to die at a young age. while one Wicked Fairy finds a way to enter to Palace through the very means that was supposed to protect it. She becomes a parasite in the Forest that surrounds the Palace and enters it in the form of Wicked Branches that destroy the building and threaten it's inhabitants.

The Wicked Branches
The excessive growth of the Thorny Forest that once protected the Palace is a living creature onto itself, possessed by the Wicked Fairy. It keeps growing and continues to destroy the palace as the game progresses. When the Girl comes near these branches, they start blooming. When she walks away, the petals turn into branches that try to grab her. This is one way in which the plant grows. With the Pruning Spell, the Girl will be able to cut away parts of these branches.
A dedicated system is being developed to generate, animate and render the Wicked Branches.

The King & Queen
The King has an affair with the nanny of his daughter and leads a life more or less seperated from his wife. The Queen is the leader of a mysterious cult that brings infants as sacrfices to an Ogress that lives in one of the palace's towers. We meet the Queen, asleep, trapped in a construction set up by one of the 8 princes (her son, Talia's brother).

Sun & Moon
The children Talia gave birth to during her sleep. They have developed a life on their own within the sleeping palace. They are very shy and hide from any visitors. But traces of their lives can be found throughout the palace. They are the only waking humans in the Palace apart from the Girl and the Player.

The 8 Princes
There were 8 who tried and failed to wake the palace from sleep. Some were noble, others vain, but each altogether unsuitable of Talia's love and one by one they fail to end the spell. Though they have died long ago, we find traces of these unworthy intruders in the palace here and there. The player and the little girl search for the missing Automaton Objects the princes have stolen from the Mausoleum. The Poet was the first to enter the palace illegally. He dedicates his life in the palace to writing poetry for the princess but he ends up hanging himself in the throne room. Talia's brother also succeeded in coming into the palace. He wants to save his sister and sets up a trap to kill his mother whom he blames for what has gone wrong. He dies amidst the graves of his unborn brothers and sisters in the crypt of the chapel. The Tailor makes a wedding dress for the princess woven from the hairs of sleeping palace residents. He dies when he trips in the torture room where his favourite hair combing client fell asleep. The Hunter ended up in the palace in pursuit of his falcon. The falcon is still alive when the game starts but the hunter has died of alcohol abuse. The Actor sets up a performance telling the life of the sleeping princess in which he plays the leading part. He gets addicted to smoking the flowers of the Wicked Branches and dies on stage during a rehearsal. The Traveler is an adventurer and rummages through the palace in search of rare items. He dies after he falls from some stairs into a pile of sheets. The Engineer wants to save the princess thorugh the wonders of modern science. He sets up many machines and constructions in his attempts and did many experiments. One of those experiments goes wrong and he falls to his death sideways against the wall of the clock tower. The Priest is an exorcist who wants to cast out the evil demons that hold the palace in their grip. But in his madness, he starts idolizing the sleeping princess. He dies in the beginning of the game, at the foot of the mausoleum, in front of the eyes of the player and the deaf mute girl.

Noble men and women, party guests, tradesmen, servants and slaves
Miscellaneous sleeping characters. They come from many cultures having journeyed to the palace in preparation of the birthday party that was going to take place for Talia. The party never occured and they fell asleep. Some sleep restlessly and we can see their dreams. Some are instrumental to finding out where the lost Spell Objects lie. Some, simply sleep. Often in scenes referring to the fairy tales.