Monday, June 26, 2017





Much like Jafar, Ursula was a villain who I loved for how crazy and over the top evil she was, to the point where my Brother Jesse and I would quote her as kids and makes jokes about her. But as much as we loved how fun of a villain she is, she also scared me so much as a kid for her twisted personality, and ugly and demented looks that I was not only afraid to watch a few certain scenes of the movie, but during my trips to Disney I would refuse to go on any Disney attractions that was "Little Mermaid" related since I know that I would be seeing her. This was obviously before the ride "Ariel's Undersea Adventure", when the only attraction that was related to the film was the show "Voyage of the Little Mermaid" that would have a giant Ursula puppet on stage. But the funny thing about it is, I thought the Submarine ride "20,000 Leagues Under the Sea" was based on the film when I was a kid, because it had the title "Under the Sea" like the famous song from the movie, and it involved Mermaids, when in reality the ride had nothing to do with the film, which I still regret to this day for not riding it. And the irony of it is that the ride is now replaced with a “Little Mermaid" ride that has a huge animatronic of Ursula that would have scared me greatly as a kid. So what exactly do I love and fear about Ursula?

Well the first two scenes with Ursula definitely give us a big clue of what a wild and shady villain that she is. When she first enters the film, we see her sitting in the darkness of a giant shell that's used as a throne and (possibly) bed, watching a bubble above her cauldron of Ariel and Flounder swimming back home, and taunting them with such an eerie voice about hurrying home to King Triton's celebration (Oooohhhh BAAAHHHHH, one of the most priceless lines from Ursula). We then cut inside the shell of live shrimp cowering and trying to get away from Ursula's hand as she devours one of them and sits there reminiscing about the feasts that she used to have when she lived in King Triton's palace. We still don't see her fully yet, we're just focused on her hands holding the poor piece shrimp and see her lips talking and eating it up close, making her one of the very few Disney villains to eat something alive. Afterwards we cut to seeing Ursula coming into the light exposing how fat and ugly she is, talking about (in a not so sympathetic fashion for how comical it is) how her banishment caused her to be this way, and is "PRACTICALLY starving" because of it, despite being so huge and somehow gaining weight as opposed to losing it.

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And when she finally comes out of her shell, instead of being an overweight ugly mermaid, she has tentacles as opposed to fins, which is an awesome twist and design to make her stand out as an absolute baddie! I can't say that I've ever seen a half human and half fish character that was part Squid (according to her voice actress, since she has six tentacles instead of eight) that’s connected to a large and old hideous woman that looks like a drag Queen. And yeah her design is based on a drag queen, a drag queen that goes by the name Divine.

I mean look at Divine's picture and tell me that you don't see the similarities to Ursula.

Kind of scary isn't it?

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Now finally seeing her in full, she comes up with the idea that the King’s daughter Ariel “maybe the key to Triton's undoing" as her introduction fades out with her tentacles popping up behind her and curling around to make the scene look darker, where the only thing we see from her before the scene completely fades out and the grim music stops are her evil eyes, taking us back to practically the same image that we saw when she was in the shadows. I get Goosebumps just thinking about how eerie she is in that scene. In her second scene upon discovering that Ariel is in love with a Prince and wants to be with him and the human world, she giggles in disbelief for how easy her plan is going to be to overthrow Triton, especially when knowing that Triton despises all humans.

She then gloats about Ariel being “a charming addition" to her "little garden", where we soon look at this nightmare imagery while Ursula laughs, wondering what these horrifying creatures are.

Oh the chills that I get from this reveal!

Assisting Ursula with her evil schemes are her two eels Flotsam (yellow right eye) and Jetsam (yellow left eye). Now the majority of villainous henchmen from Disney are usually idiotic, played for comedy, clumsy, and barley succeeds with at least one of their important tasks. And while these two have like one or two funny moments, like how one hits their head when Ursula shouts out their name, or how they mimics Ariel being with her Prince for example; on the whole, they're actually one of the few darkest and efficient henchmen to work for any of Disney's main villains! Their designs are just hideous as their master; how they slither like snakes when they swim around is creepy; and their voices are provided by the voice of Gozer in "Ghostbusters" and one of the fates in "Hercules" Paddi Edwards, who gives them an evil old hag like voice that echoes and sounds as snake-like as Jafar's voice. On top of how wicked looking they are, they for the majority of the film get the job done! They use each of their magic white eyes to spy on Ariel as what they see transports back to Ursula's Lair, where she can watch it on a bubble above her cauldron. Can sneak-up on Ariel when she least expects it. Are fast enough to catch and silence their prey with their tails, and even preventing Ariel from kissing the Prince. And above all, they’re just as persuasive as Ursula is, by using Ariel's desires to lure her to see the Sea Witch to help Ursula carry out her deed. But when Ariel refuses since she knows who she is, instead of forcing her to Ursula's lair, they just knock the face of the statue of Eric that King Triton destroyed as they swim away so that she would be tempted to go with them once she gazes at the likeness of her man. Now how often do you see Disney henchmen as smart and cunning as these two are, it's very rare!

What I find to be fascinating about Ursula's character is that we know very little about her back-story. We know that she was banished by Triton. We understand that Sebastian and Ariel know that she's no good. But we never know exactly why she was banished, and why she was feared to begin with. We can only guess that her witchcraft may have something to do with it, and that Triton may have feared that she might use it against him to gain power, given the evidence of what she can do, and what her motivation is. As a matter of fact, there were some deleted scenes that go into detail of why she was banished. In the extended version of the film's opening song "Fathoms Below", the sailors explain that Ursula was Triton's sister, which makes it clear why she would live in the palace in the first place, and making her revenge seem more personal. And in the extended version of Ursula's song "Poor Unfortunate Souls" before she starts singing, Ursula mentions to Ariel that she was banished by her Father because of her spells, causing Ariel to deny that fact since she was told that she was trying to overthrow him, which causes Ursula to lie like a politician by telling Ariel that those claims were completely blown out of proportion. These scenes do give us more depth to the character's back-story and motivations, but from what we got I'd say less is more. We still get an understanding of why she would be banish based on what she does, and how the others feel about her, so I say that keeping it a mystery makes her character a lot more interesting than directly telling us all these details.

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The woman voicing her is Pat Carroll who has made countless television appearances before taking up a role that would mark her career, and make her realize that her life-long ambition was voicing this nasty old sea witch. It's been reported that she modeled her voice on Shakespearean actor Maurice Evans, stage and screen actress Tallulah Bankhead (who I know her best as Black Widow during the Second Season of the 60s Batman), and even a bit from the film's songwriter Howard Ashman (when she asked him to perform the song "Poor Unfortunate Souls" for her to get an get idea of how she should perform it). Like many of the great Disney villains, Carroll is one of the many actresses to be having a blast playing up the sadistic, vengeful, sassy, and flamboyant nature of the character, that's fun to listen too, and yet very unsettling as well. And her best scene in the movie of exploiting all of it is without a doubt her musical number "Poor Unfortunate Souls".

After discovering that Ursula's lair is located inside an undersea stegosaurus skeleton (instead of say a Castle, or sunken ship) as Ariel thinks that she's being attacked by the polyps in her garden, she hears Ursula's voice echo from her shell telling her to come in, to mocking about Ariel's her upbringings from lurking on doorways, breaking the tension from the dramatic music and terrifying imagery that we saw when Ariel was entering her lair. Ursula tells Ariel that she knows why she's here, and doesn't blame her for falling in love with the handsome "prince fellow" who's "quite a catch", as she applies make-up on herself to look beautiful, and yet still remain hideous. She proposes the idea to make Ariel human so that she can be with him, which has Ariel question if she can do that. This leads to her smiling evilly, to suddenly acting nice and humble again claiming to Ariel that she lives to "help unfortunate merfolk; poor souls with no one else to turn to.”; thus beginning her song as we hear the first few notes.

The first half of the song reveals what Ursula has done for merpeople by granting them their desires after changing her ways. But if they can't pay her price after she grants them their wishes, they turn into a hideous polyp for her garden. There are so many things that I admire about this first half of her song. I love how the first half starts out as smooth as a waltz as she dances around to the rhythm of the song with her Eels whirling around her, when the tables suddenly turn when we get to the final verse of the song. But for me, the madness that we're about to get during the song begins when she puts a hanging pink sea plant over her face to make herself look like a saint, to out of nowhere using it to dance suggestively like a flapper, revealing that she's more of a sinner that gets her polyps spooked (and I don't blame them). The imagery for the first half is also cool since we see her demonstrate of what she can do by showing images of the merpeople that she helped through her cauldron. And the most amusing part about this portion of her song is that Ursula is more than likely only telling part of the truth, as in, she's helped merfolk, and has turned them into polyps for not paying the price. But what she doesn't address is that she intentionally screwed them all over with a loop hole on the contract, or had Flotsam and Jetsam sabotage their chances of going scout free after fulfilling their side of the bargain, where it seems more than likely that all of those (pathetic) "Poor Unfortunate Souls" that came to her for help are all part of her garden, as opposed to a large amount of them. Originally there was going to be a scene with a geeky Merman named Harold that was tricked by Ursula when she doesn't tell him that the fresh sea illy that he was supposed to pay her in exchange for muscle to impress the girls is out of season, but got cut for time, which I'm happy that they cut it because it gives away too much of Ursula villainous elements before Ariel makes the deal with her. But the character of Harold is definitely not pulled from the film all together.  You can find him as a polyp with glasses and a mustache (though he didn't facial hair on the storyboards) when Ursula does her little dance in front of them.

The song comes to a halt when Ursula drags Ariel to her cauldron to propose her deal to her, by making her a human for three days and must get a true love's kiss from the Prince to make her become human permanently (of course), or else she'll be turned back into a mermaid and be placed in her garden forever and ever. And as payment, she has to exchange her voice for legs. Just like the first few verses of "Poor Unfortunate Souls", we get some nice and colorful imagery of Ursula proposing her to deal to her through her cauldron, as well as one of Ursula's creepy moments when she tells Ariel that she will belong to her after the images on the cauldron disappears, where we immediately cut to Ursula poking her face in front of the screen with such an unpleasant grin and tone of voice. Also when we see her lips revealing that she wants Ariel's voice is just as equally frightening. But despite coming off as someone who you know that you shouldn't do any kind of business with, she does come across as persuasive. She makes the deal sound easy, plays on to Ariel's dream of meeting her man, and makes the idea of trading her voice to be not such a bad thing which is true since 93 percent of communication is non-verbal. Her sassy, friendly, and comical personality even plays a big role of making you feel less intimidated by her. Truthfully, some of her funniest lines come from this whole scene such as "Life's full tough choices IDN'T IT?", "You got it sweetcakes. No more talking, singing, ZIP-PAH", and my personal favorite "And don't underestimate the importance of BODY LANGUAGE, HA"! The delivery and expressions drawn to the character are just simply hysterical.

Ursula begins the final verse of the song that now sounds more chaotic unlike before. She begins to throw a few potions out of her cabinet (a few being trapped sea creatures) as she sings to Ariel at such a fast pace (that's more than likely for kids to overlook what she's talking about) of how men prefer women to be silent and not talkative that is undoubtedly sexist, but considering that it's coming out of a villain that's trying to persuade Ariel to give up her voice, it's fitting. Things get even crazier when she violently throws her potions in the cauldron causing it to explode and smoke, and singing loudly than she's ever sung before, telling Ariel to make her choice which leads to a funny and yet disturbing image of Eric appearing over the cauldron that looks charming until he yells in Ursula's voice, that's soon replaced with Ursula's face leaning towards Ariel's. It is then time for Ariel to make her choice of signing a bright gold contract that appears before her eyes just as the song is ending which causes a lot of tension. You see the wheels in Ariel's head turning wondering if she should or not, her friends are nervous if she's going to trade her life away for a new one, and we get closer and closer to Ursula's face as she's singing the final lyrics of the song. The music and Carroll's singing helps support the tension by making it feel like that Ariel's time of signing it is growing short, and that she may not get this chance again if she doesn't give in now, causing her to close her eyes to sign it, that has the contract floating to Ursula's hands and disappearing in her grip, bringing a sinister smile that says "YES, SHE'S MINE"!

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But the chaos doesn't stop there, that was just a mere sample of Ursula's insanity before she starts casting her spells! When Ursula starts chanting, her voice sounds very devil-like for how crazy and unworldly it is. And unlike her previous scenes where she just has a sinister grin, in this sequence she not only smiles bigger than before, but looks demonic for when her eyes start swirling and how the green glow in her cauldron reflects on her, which I love the use of colors for the scenes when we see her casting her spells as she laughs manically to make he  appear more insane than when we see her just swimming around scheming. For me though, the most haunting image regarding this sequence is how she has smoke in the form of old and ugly hands (that resembles the hands that the Evil Queen in "Snow White" has for when she changed into an old hag) that penetrates down Ariel's throat as she sings under Ursula's command and steals her voice right in front of her. Just hearing Ariel's beautiful singing voice being set to such surreal nightmare imagery with Ursula shouting for her to keep singing like a scarier version of "The Phantom of the Opera" musical never fails to send chills, especially the face that she makes when she sees Ariel's voice (that's still singing) enter her shell locket that exposes more of her lust for power. And once she is paid, she laughs wildly, puts Ariel inside a bubble, her hair becomes messy, the scene is now infested with the colors yellow and orange, the music is back to being loud and tense, and Ariel nearly drowns now that she is human (as god would only know what would have happened if her friends weren't there to bring her up to the surface). This whole musical number used to haunt me so much as a kid for its scary imagery and how chaotic it gets, and yet I would still sit there being stunned by it all as if I was hypnotized by Ursula's evil instead running out of the room. Even when I heard the song in the living room of my Uncle's house after my cousin sang "Part of Your World", I had the same reaction just by listening to it. It's still scary to watch and listen too now, but not as much as it did when I was a kid. In fact, when I would hit 4th Grade, when my girl friends and I had indoor recess, we would play the song, and sing and mimic the scene on one of my Disney CDS. So it became a song that I had feared, to loving it fully, and it is definitely one of the best Disney Villain songs and sequences of all time!

On the night of the second day, Ursula discovers that Ariel will be kissing the Prince by sunset, and decides "to take matters into her own tentacles” by turning herself human. During this scene and the scene that follows, we hardly ever see Ursula in her human disguise. We see her slowly transform into one as she's laughing, but we don't get a good glance at it for how dim the lightning is. And even if you can, we still don't see her change fully yet, since she still looks a little like herself, only she is skinny and a lot less old and frail. The way we dissolve into the next scene is both a cool and clever foreshadow for what we are about to see. The only clear image we get for Ursula's transformation is her glowing shell locket that dissolves in the same spot where the moon is over Eric's Castle. We get a nice little moment with Eric deciding to be with Ariel, and is about to go to her until he hears Ariel's singing voice. Eric takes a look to see if it's really the dream-girl who saved him, but can't get a good look at her, and neither do we since the darkness and fog consumes the scene, which again we only see the shell locket glowing as she slowly walks the beach singing as if she were a ghost. This scene is just as chilling as when Ursula captured Ariel's voice as it sang, only it's a little more atmospheric as opposed to being colorful and having things jumping out at you, which is what makes it so spooky. But the moment that got me just as scared and yet stunned as a kid like Ursula's musical number is when we see Eric being hypnotized by the mist coming out of the shell, making him appear to be a lifeless zombie with glowing yellow eyes when the scene begins to darken. You know...after watching this movie again, there's a lot more scary scenes that frightened me as a kid than I remember.

Ariel wakes up the next morning and discovers that Eric is marrying a girl who he thinks is his dream-girl, not knowing that it's Ursula in disguise or that he is under her spell, where we finally get a full glimpse at her...AND MAN DID URSULA OUT DID HERSELF! I mean WOW, she actually made herself look hot along with having Ariel’s enchanting voice! Not to mention that the shell locket helps add to her beauty. I really don't see the need to hypnotize Eric because with looks and a voice like that, as well as the help of "BODY LANGUAGE", she can probably persuade him to do anything! I mean after all that's one of Ursula's best skills. But as gorgeous as she looks, she still looks sinister with her evil smiling, and how she kicks Eric's poor dog Max when he knows that it's the Sea Witch in disguise (hey dogs can spot Terminators, why not Sea Witches). The most amusing part of Ursula's human form is that we get to hear Ariel's voice actress Jodi Benson ham it up as a villain just as much as Pat Carroll does. Her best moment is when she sings in her dressing about how her plan is working, as she throws a pin at a carved wooden face of a woman on top of her mirror, steps on a bottle while prancing around, and looks in the mirror laughing as the mirror reveals who she truly is underneath her beauty. Whenever I hear Ariel's voice come out of that form, I still believe that I'm listening to Ursula underneath that disguise for how perfectly Benson's acting mirrors Carroll's. She doesn't say much, but she owns every single moment when she does. And if you haven't noticed, the times when she doesn't talk is when she's with Eric, mainly cause she using her power of hypnosis to make Eric say what she's thinking as she's standing there looking pretty.


Much like how Disney would make one of their later Disney villains Gaston go from good-looking to looking monstrous as he would get more and more evil, Ursula in her hot disguise would slowly lose her hotness during the wedding scene. At first she looks nice in her wedding dress, but as soon as the Sea Creatures sabotage the wedding, that's when she loses all of her good looks and charm. They ruin her dress and mess up her hair; attack her to the point where she would start yelling and screaming like she would in her real form; and gains her normal voice back after Max and the goofy seagle Scuttle break her locket causing Ariel's voice to be restored back to her. When Eric snaps out of his trance and realizes that it was Ariel that he was looking for all along, an angry Ursula tries to stop him, and the two almost kiss until the sunsets turning Ariel back into a mermaid that makes Ursula smile wickedly (that looks just as wicked as her normal form) as she taunts Ariel for being "too late", changes back. and crawls after Ariel like some kind of monster, before bidding Eric a sassy farewell with Ariel in her grasp.

Ursula starts dragging Ariel to her lair taunting her with such joy of what a "poor princess" she is, but reveals to her that she's not after her to not make it feel personal, and is stopped by Triton before she can tell her that she's after her father. After first Ursula greets King Triton with a patronizing tone, and shows him the contract that Ariel signed that can't be destroyed by his powers; the contract then casts a spell on Ariel to turn her into a polyp as Triton watches with horror, but Ursula offers him the option to switch places with Ariel, and Triton loving her daughter so much regrettably signs a new contract with his Triton and becomes a polyp, which makes me feel just as depressed as Ariel and Sebastian are when they see him in such a miserable and helpless state considering that I admire the character for how badass and intimidating, and yet soft and caring he is. Ursula puts on the crown and picks up the Trident with excitement for finally getting the power that she has always envied, but her gloating doesn't last long when Ariel tries to beat her, that pisses off Ursula so much that she doesn't mind killing her, even if it means breaking her own contract, but is stopped for when she hit by a harpoon that Eric throws at her. Fun fact involving her wound by the way. In the film she gets a black scratch that smokes after being stabbed, but in one of the children's books that I read as a kid, I saw a little bit of blood splatter out and being disgusted by it. I just find it interesting that Disney would show a graphic image in one of their books that wasn't even in the movie. Anyway, Ursula gets angry and has her Eels capture Eric, but are stopped by Sebastian and Flounder. However, that doesn't stop Ursula from trying to blast him with the Trident, and nearly does so until Ariel pulls her back and causes her to accidentally kill her Eels resulting with her to pick up their ashes in despair for what she's done, and says my second funniest line from her that my Brother Jesse and I would love to quote "My poor little poopsies".

This results with her making this angry face which I would find myself laughing more than fearing, mainly from the grunt that she makes.

But as priceless as the scene is, it doesn't take long for it to take a grim turn. Ursula absorbs the energy of the Trident with the Ink Clouds that she makes as she growls as we then cuts to Sebastian and Flounder looking at her with horror. And within seconds she turns into this...

Alright now as a kid, despite that I found Ursula's presence to be horrifying, I still sat through them. But the moment when I saw her grow gigantic and possessing the power of the Trident, that's when I had enough and found myself storming out of the room until it was over! Out of the all the cruel things that she's done, and out of all the scary moments that she has, this sequence is by far the most intimidating and threatening she gets! She is no longer just a Sea Witch; she is now practically A GOD of the sea! She makes storms appear; makes the waves become just as gigantic and deadly as she is; can create whirl pools; tries to zap poor Ariel with her Trident; and can crush people from her giant size. Her design is even scarier than she's ever been, just put her deranged looks when she starts casting her spells on Ariel and attach it to a body that's larger than life, and having her speak in a deep godly voice, and you get one of the scariest images that Disney has ever created. Like scarier than Jafar becoming a Genie, or the Queen as an old hag.

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And it gets even worse when we have to witness one of the harshest (if not thee harshest) gruesome demise for a Disney villain. Despite having all that power, she is not immortal and quickly figures that out when she gets impaled by the bow of a sunken ship that's been brought up to the surface because of her, that's driven by Eric! We don't see blood, but looking at how sharp the broken bow is, hearing the sound effect of it impaling right through her, and watching Ursula gasp and die as she rolls her eyes backwards is more than enough for it to still be disturbing.

But she dosen't just get impaled, she also gets brutally electrocuted since the bow (somehow) absorbs lightning like a lightning rod and penetrates into Ursula's skin after she gets stabbed, which exposes her skull as she sinks to the bottom of the ocean and puffs up in smoke, where her ashes fall on the polyps (including King Triton) and restore them back into merpeople that are finally free of Ursula. Originally the climax was going to have Ursula be normal sized where Eric would impale her with the Trident, but what we got was more exciting and disturbing than what we could've gotten being one of the darkest final forms and death for a villain that Disney has ever brought us.

Ursula is the only female villain from the Disney Renaissance, which does make her a special villain. But in my opinion the reason why I find her special is because we wouldn't get an animated female Disney villain as fun, scary, wicked, and crazy as she is until Mother Gothel in "Tangled. Yzma from "The Emperors New Groove" and the Queen from "Enchanted" are fun (she was animated in a few scenes), but they're played more on comedy as opposed to being played out as intimidating and threatening foes. Ursula truly has all of the qualities of an iconic Disney villain, such as a unique and villainous design; a hunger for power; having plenty moments that are played out for scares, but still maintaining a good balance of humor in so many other scenes; loyal henchmen that never fail; having powers; being skilled at manipulating people; altering her appearances; being nearly unstoppable in the climax; and dying in cruel Disney fashion. She is just simply one of Disney's strongest and deserves to be 7th place on my list.


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