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Ursula is a fictional character who appears in Walt Disney Pictures' animated film The Little Mermaid (1989). Voiced by actress Pat Carroll, Ursula is a villainous Cecaelian sea witch who offers a mermaid princess named Ariel a temporary opportunity to become human so that she may earn the love of Prince Eric within three days. However, Ursula is, in fact, determined to sabotage Ariel's chances so that she can ultimately usurp King Triton's position as ruler of the oceans. Created by directors and screenwriters Ron Clements and John Musker, Ursula is based on the sea witch character who appears in the 1837 fairy tale "The Little Mermaid" by Hans Christian Andersen. However, her minor role was greatly expanded into a much more prominent villain for the film. Disney had struggled to cast Ursula for a year, during which the role was well sought after by several coveted television actresses at the time. Clements and Musker disagreed with lyricist Howard Ashman about who should voice the character. While the directors had written the role with Bea Arthur in mind, Ashman intended to offer it to soap opera star Joan Collins; both actresses rejected the part. When Ashman cast his second choice, Broadway actress Elaine Stritch, as Ursula, both stage veterans disagreed about the manner in which Ursula's song "Poor Unfortunate Souls" would be performed, and Pat Carroll was finally hired to replace Stritch after Ashman fired her. Deepening her own voice for the role, Carroll based her performance on a combination of Shakespearean actresses and car salespeople. Animated by Ruben A. Aquino, Ursula's original design was inspired by several different sea creatures, including manta rays and scorpion fish, before Clements finally decided to base the character on an octopus; her number of tentacles was reduced from eight to six for financial reasons. Ursula's appearance was also inspired by American actor and drag queen Divine. When The Little Mermaid was first released in 1989, Ursula was immediately embraced as one of Disney's best villains, and continues to be ranked highly among the studio's greatest by the media. Praised for being humorous and frightening, the character has garnered positive reviews from film critics, some of whom dubbed her Disney's strongest villain in decades. Meanwhile, Carroll's performance has garnered similar acclaim to the point that the role has eclipsed her previous body of work, ultimately becoming virtually synonymous with the character. Development Conception and writing At the behest of Disney executives Michael Eisner and Jeffrey Katzenberg, director and screenwriter Ron Clements was among several film-makers instructed to research new story ideas that could potentially be adapted into the studio's next major animated film release. Clements first discovered Hans Christian Andersen's classic fairy tale "The Little Mermaid" at a local bookstore, and began deliberating why Disney had never attempted to adapt the story before. Clements eventually learned that Walt Disney himself had actually attempted to adapt the fairy tale into a feature-length animated film as early as the 1930s, but the project was ultimately shelved due in part to its sad ending. Clements suggested "The Little Mermaid" to Katzenberg, who finally green-lit it after having first rejected it. Hardly present in Andersen's original story, the sea witch is not a prominent character and lacks a proper name. Among Clements' ideas to alter the story, the film-maker decided to "make the witch more of a villain", describing Ursula as "a fun character to develop" into such. In Andersen's tale, the sea witch is not a villainess as much as she is "a disreputable mermaid." JR Thorpe of Bustle agreed that, in Andersen's story, "The sea witch isn't the enemy". Instead, "human ... nature is." While the original sea witch is willing to help the little mermaid despite the fact that she openly disagrees with her motives, Ursula is only interested in helping Ariel in the hopes of ultimately overthrowing her father. Emma James of Teen Ink observed that in addition to giving the character the name "Ursula", the studio "changed her role as a catalyst in the tale, and morphed her actions into those of an antagonist." Unlike the sea witch, Ursula deliberately intervenes in an attempt to keep the mermaid from success. Lyricist, producer and writer Howard Ashman had originally envisioned Ursula's relationship with King Triton as a soap opera, and thus drew inspiration from soap opera actress Joan Collins. Ursula was originally conceived as Triton's sister, which would have naturally made the character Ariel's aunt, but the idea was ultimately abandoned. However, their blood relationship is still vaguely alluded to when the character mentions a time during which she actually lived in Triton's palace. Clements and Musker had originally intended for Ursula to remain her original size at the end of the film. However, Katzenberg had just recently seen the film Die Hard (1988), which inspired him to request a "bigger" ending for The Little Mermaid, and thus he instructed the writers to have Ursula grow much larger in size during her climactic fight with Ariel and Eric. Voice and music Pat Carroll was the voice actress of Ursula from 1989 to her death in 2022, with her final role as Ursula being posthumous in Disney Dreamlight Valley. Carroll was not the filmmakers' first choice for the role; Clements, Musker and Ashman had long debated who should voice the villainess, the casting of whom was long and tedious, spanning an entire year. In his book Makin' Toons: Inside the Most Popular Animated TV Shows and Movies, author Allan Neuwirth documented that the filmmakers searched "for just the right performer who could put across the deep-voiced, world-weary, deadpan villainess they had in mind–but never quite snaring their catch". While Ashman was interested in actress Joan Collins because he was a fan of her performance as Alexis Colby in the soap opera Dynasty, Clements and Musker favored actress Bea Arthur, for whom they had actually written the role, describing Ursula as "having a Bea Arthur-type basso voice" in early drafts of their screenplay. Clements and Musker fully expected Arthur to accept the role because she had already been working for Disney's Touchstone Television on the sitcom The Golden Girls. However, Arthur's agent resented the directors-writers for insinuating that her client voice a witch, refusing to even present the script to the actress. With Arthur eliminated, Clements and Musker were forced to audition several other popular television actresses of the decade, including Nancy Marchand, Charlotte Rae and Roseanne Barr, the last of whom had originally auditioned for the supporting role of chambermaid Carlotta. Amused by her nasal voice, Howard invited the comedian to read for Ursula, but concluded that her approach was ultimately not suitable for the character. Jazz singer Nancy Wilson also audi.... Discover the Shelly Bell Michaela Link popular books. Find the top 100 most popular Shelly Bell Michaela Link books.