Ben and Holly's Little Kingdom The show is set in a Little Kingdom, which is ruled by King and Queen Thistle, who live in the Little Castle. The Little Kingdom has a population of Elves who live in The Great Elf Tree, an oak tree set with windows and laid out like an apartment block. The Elves run a factory under the Great Elf Tree where they make toys and wands in the wand factory and also run the Elf Farm and a windmill. The Kingdom also has a population of Fairy Princesses, who live in the fairy village in houses made out of toadstools. Others that live in the Kingdom are the Dwarves, Mrs. Witch and Mr. Gnome.