Enchanted Forest Character
Biographical Information


  • Singing Entertainer (formerly)
  • Aquarium Worker (formerly)
Physical Description


Hair color


Eye color


Current Allies
Current allies:
Current Enemies
Portrayed By
First appearance

"Heroes and Villains"

Latest appearance

"Poor Unfortunate Soul"

IconMoveProtect IconOUAT IconCharacter IconFemale IconEF IconLWM IconStorybrooke IconRoyalty IconMagic IconS4
This article focuses on the Sea Witch. For the Goddess of the Sea, see Ursula (Deity).
You named me Ursula after the Sea Goddess of Old. Legends say she was strong and powerful- well, that's exactly what I want to be.
      —Ursula to Poseidon

Princess Ursula, also known as the Sea Witch, is a character on ABC's Once Upon a Time. She débuts in the eleventh episode of the fourth season. She is portrayed by guest stars Merrin Dungey and Tiffany Boone.

Ursula is based on the Sea Witch and the titular character from the fairytale, "The Little Mermaid"; and the character of the same name from the Disney film, The Little Mermaid; she is also partly based on Ariel from the same film.


Before First Curse

Born to King Poseidon and his unnamed wife, Ursula is named after a sea goddess of the same name. As a child, she is taught to sing from her mother, who used to sing at Glowerhaven. After her mother is killed by a pirate, Poseidon holds a grudge against humans, and he makes his daughter lure sailors at sea to their doom with her singing voice. Ursula complies, nearly killing the crew aboard the Jolly Roger, but she lets them go at the last moment. While Poseidon is disappointed in her actions, she argues that her singing is the only memento of her mother, and doesn't wish to use her gift to harm others. At her insistence that not all humans are bad, he orders her to obey his wishes as long as she lives in his kingdom. She rebels, stealing a magic bracelet from his vault, which gives her human legs. With plans of going to Glowerhaven, she begins singing at a pub to earn gold for the trip. After Ursula captivates an audience with her voice, Hook, captain of the Jolly Roger, befriends her and offers to take her to Glowerhaven. However, she later learns from Hook that her father asked him to trap her singing voice within an enchanted shell in exchange for squid ink, which he desires for vengeance against an evil man. Instead, Ursula steals the ink from Poseidon's vault for him just as her father arrives to take the procured item away. Angered that his only hope of revenge has been crushed, Hook removes Ursula's singing voice so Poseidon can never use his daughter to sink another ship again. Shattered at this betrayal, Ursula decides she no longer wants to be a mermaid and uses her father's trident to transform her tail into tentacles. ("Poor Unfortunate Soul")

Years later, Ursula receives a mysterious invitation to the Forbidden Fortress and leaves the sea to make the journey. Once there, she swiftly disposes of a guard in the hallway and strolls in as Maleficent tells her to halt. Ursula responds by lunging her tentacles, which Maleficent blocks with her staff, as the sea witch's appendages grab onto it, and both hold their own as they push each other back. Ursula states she was invited, although Maleficent claims she did send after her. In the midst of their bickering, they stop upon hearing the approaching barks of two hounds. The dogs' master, Cruella De Vil, then walks in and uses her power of persuasion to calm her pets. Last to arrive, Rumplestiltskin reveals he sent the invitations. Desiring help from all three women to retrieve a curse, he promises it will give them as well as himself the happy endings they otherwise would not get as villains. After agreeing, they travel with him to the Bald Mountain, where each women uses their powers to defeat an obstacle. After Cruella and Maleficent take out the first two obstacles, Ursula grabs the curse orb with her tentacles, which triggers the Chernabog into attacking. Admitting that he used them, Rumplestiltskin advises the women about the Chernabog, which detects the heart with the greatest evil and devours it. He then leaves, with the curse orb, while the trio face the winged demon. While the Chernabog goes after Maleficent, Ursula and Cruella climb up to a crack in the ceiling. Before the beast swoops down at Maleficent, Ursula hoists her to safety. ("Darkness on the Edge of Town")

Forming an alliance with Cruella and Maleficent, Ursula decides to stop the heroes who defeated them in the past and find a way for villains to win for once. Seeking a magic gauntlet in Rumplestiltskin's possession, the trio kidnap Belle and bring her to Demon's Bluff. As ransom, they force Belle to convey a message, via a hologram spell, asking Rumplestiltskin to bring the gauntlet in exchange for her life. Upon arrival, Rumplestiltskin magically strangulates Maleficent until Ursula counters by tightening her tentacles around Belle. Rumplestiltskin threatens to incinerate Maleficent if they hurt Belle, but then Cruella steps out to further pressure him to honor their deal. Since he does not, Cruella orders Ursula to crush Belle's heart. As Belle is almost suffocated to death, only then, he gives up the gauntlet and releases Maleficent from his grip. With the terms satisfied, the trio reveal their main motivation for having the gauntlet is to know their enemies' weaknesses. Maleficent transports herself and her allies away, but Rumplestiltskin later seeks them out to retrieve the gauntlet. Although Maleficent stubbornly insists they had a deal, the Dark One contends asking a ransom from him is a death wish and a fool's errand as he swiftly steals back the gauntlet. Cruella then suggests he join them to change the game so they, the villains, can win. Rumplestiltskin declares he always wins and doesn't need to team up with them to do it. ("Heroes and Villains")

At some point, the curse ends up in the Queen's hands, and she trades it to Maleficent for the sleeping curse to use on Snow White. When this curse is broken by Prince Charming, the Queen steals the curse she previously gave to Maleficent. Fearing that the Queen will cast the curse and doom them all, Ursula goes with Cruella and Maleficent to gain Snow White and Prince Charming's help. The trio want the royal couple to ask the Tree of Wisdom how to defeat the curse, and only they can since the being will only answer questions from two of the most valiant of heroes. The pair eventually agree to make the journey with the trio, but at a bridge crossing, the guards refuse them passage due to deeming Ursula and her two companions untrustworthy. Impatient, Maleficent morphs into a dragon, killing the soldiers with fire breath, as the bridge is left unguarded. After camping out at night, the villains realize too late that Snow White and Prince Charming left earlier without them. Tracking them down, they arrive just after the pair are denied an answer from the tree. On closer inspection of Snow White's overall physique, Maleficent recognizes the early signs of pregnancy. She suggests that although their child is a product of true love, it also means he or she has potential to become evil, which is why the tree denied them. Departing, the three women decide to find another way to stop the curse. ("Unforgiven")

After Second Curse

In an unknown matter, Ursula ends up in the Land Without Magic and gets a job in New York City feeding aquarium fish. Mr. Gold, surviving outside of Storybrooke for six weeks since Belle forced him to leave, arrives at the aquarium to meet Ursula. Taking in his appearance, she sneers at how little he resembles a man who always wins, which is what he once described himself as. Mr. Gold coolly explains his situation is temporary, and he delves into the fact villains never win also applies to himself, but also to someone who can change it called "The Author". This doesn't impress her very much as she thinks such a person sounds pretentious, though Mr. Gold offers to take her to him. Ursula finds it strange he is coming to her for help, and she wonders exactly who they are up against. Unsurprisingly, he states that the heroes are in their way. He then suggests she pack her things for the journey as they still have two more stops to make. ("Heroes and Villains")

For some unknown days, Ursula allows Mr. Gold to stay in her apartment. They later set out for Great Neck, Long Island to pick up Cruella De Vil, and with assurance from Mr. Gold about their cause, she drives them to a road near Storybrooke. Upon learning the town is invisible and cannot be entered, both Ursula and Cruella bitterly accost him, but Mr. Gold contends that they cannot get into Storybrooke without his help. In Mr. Gold's plan, Cruella and Ursula use his phone to call Regina. Claiming to have met Mr. Gold in New York City and learning about Storybrooke from him, they desire to enter town and prove they've changed from their old ways. During the conversation, the pair hear the Chernabog's roar in the background and advise Regina on the beast's attributes. After the Chernabog is defeated thanks to their knowledge, Regina tosses a scroll over the town line, which Cruella opens to unveil Storybrooke. That night, in the final part of the plan, the villainous twosome return to the town line and help Mr. Gold cross into Storybrooke with the scroll. As they walk down the street, he instructs them to continue playing nice with the residents. When Ursula complains they are doing all the work, Mr. Gold reveals having managed to get the Chernabog released from the hat since he was the "Oxford professor" that Belle consulted for the spell to free those trapped in it. That night, Cruella and Ursula meet with David and Mary Margaret, who swear the two into never revealing their past dealings in the Enchanted Forest. Ominously, Mary Margaret promises to tear out their hearts herself if they don't comply. ("Darkness on the Edge of Town")

Ordering drinks at the diner, Ursula and Cruella receive a cold reception from Granny, who deliberately delays their orders. When Regina walks in with her son, Henry, the women casually cajole the former Queen about having once ripped out hearts from an entire region. Upset, Regina sends Henry out, and after he is gone, she warns the ladies from ever mentioning her past again in front of her son. Taking their leave, Ursula and Cruella depart as Hook and Emma arrive. Knowingly, the sea witch drops Hook's name and continues walking, which piques Emma's curiosity about how he knows Ursula. At the pawnshop, the women distract Belle as Ursula steals a wooden box to mislead David into believing they will use it to revive Maleficent. When David does a patrol search of their car, he steals the totem inside the box. After he and Mary Margaret venture unto Maleficent's cavern to destroy her ashes, Ursula knocks them out. Cruella then sacrifices some of the couple's blood to the ashes and resurrects Maleficent, who promises to make David and Mary Margaret suffer for as long as possible for what she did to her. The female trio later stand in a hilltop overlooking the town as Maleficent teleports the totem to her, connecting it with a bottom half to make a baby rattle, and shakes it as a pained look crosses her face. ("Unforgiven")

As the villains have a get-together at the diner, Regina enters and persuades Maleficent that she wants to join their inner circle. Still skeptical, the ladies test their newest addition, in which Cruella drives her car onto railroad tracks while a train approaches. With everyone still seated in the vehicle, Regina must prove she is not heroic by not using magic to save them. Waiting until the train almost crashes into the car, only then, she teleports them out of harm's way. While the women think she's gone soft, Regina then suggests they stir up trouble elsewhere, and the foursome spend the night drinking and damaging public property. The next morning, Ursula, Cruella and Maleficent report to a cabin in the woods, where they tell Mr. Gold about Regina. He considers her a possible asset for their scheme since she's just as desperate as them to find the author, which convinces the women to trust her. That night, Maleficent meets up with Regina alone, instructing her to kidnap Pinocchio, who they need to interrogate about the author. The plan goes smoothly, and they bring the boy to the cabin, where Regina is shocked to see Mr. Gold has returned. When Ursula and Cruella arrive, Mr. Gold reveals Pinocchio is no use to them, but the man he used to be remembers everything. Using his dagger, he reverts the boy into August, who they'll torture for information about the author. ("Enter the Dragon")

Under questioning, August lies about having information about the author in his old trailer, and as Mr. Gold goes to check, Ursula and the others keep watch on their captive. Seeing Hook outside, Ursula heads out to confront him, where he agrees to give back her singing voice so she can tell him about Mr. Gold's plans. Since the shell that trapped her voice is in the Enchanted Forest aboard the Jolly Roger, she uses a piece of the ship's rigging to open a portal and cross realms to bring the vehicle to Storybrooke's harbor. She succeeds, however, the ship arrives shrunken and encased in a bottle. From Will, it is restored to normal size with a magic essence. Below ship deck, Hook gives Ursula the shell containing her singing voice, but she is unable to reabsorb it. Disappointed, she considers her happy ending is still impossible without the Author's help, causing her to void her deal with Hook, who pulls a gun on her. She easily knocks him out and throws him into the water before returning to the cabin. There, she assaults Mary Margaret, who arrived with Emma and David to rescue August. As Ursula refuses to relent, Hook returns with her father, Poseidon, who can restore her voice since he originally enchanted the shell. Poseidon apologizes to Ursula for using her singing voice for bad deeds and he expresses regret over not cherishing her gift to honor her mother's memory. After regaining her voice, Ursula fully reconciles with her father and decides to go home with him. Before leaving, she tells Hook about Mr. Gold's scheme to dethrone Emma as savior and make her evil. As Ursula explains, Emma gave everyone their happy endings in this world, and once she is not the savior anymore, only then the author can give the villains what they want. ("Poor Unfortunate Soul")


Character Notes

  • The name "Ursula" is of Latin origin that means "little bear".[1]
  • Ursula's New York apartment is filled with ocean-themed decorations, including a squid-shaped wall hook, fish wall decor, a picture of a fish, a coral-shaped porcelain ornament and a coffee cup with printed fish motif. The wall tapestry resembles seaweed. ("Darkness on the Edge of Town")

Production Notes

  • The casting call name for her younger self is "Miranda".[2]
  • Her younger self is described as "a 19- to 22-year-old princess", "warmhearted and passionate", who "wants nothing more than to bring peace and beauty into the world". The description also says "yet beneath her gentle exterior, she is headstrong and full of grit – so if you cross her, you may find her more terrifying than even the most powerful kings". It also mentions "she has a lovely singing voice".[2]


Note: "Archive" denotes archive footage.