Who... are... you?
~ The Caterpillar

The Caterpillar is a minor character on ABC Once Upon a Time and a supporting antagonist on Once Upon a Time in Wonderland.

He is voiced by Roger Daltrey in Once Upon a Time and Iggy Pop Once Upon a Time in Wonderland.


Before First Curse

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The Caterpillar sees Regina and Jefferson.

In Wonderland, the Evil Queen and a portal-jumper named Jefferson walk out of the mirror door on the other side of the looking glass portal and the Caterpillar notices them. While reclining on a large mushroom, with his many gloves, monocle, fez on, the Caterpillar smokes from a hookah and blows a cloud into their faces while asking who they are. As the two continue down the road, the Caterpillar resumes smoking.

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The Caterpillar is robbed by Alice.

In another time, a young and adventurous girl named Alice travels to Wonderland, determined to find proof for her father the world is real, and kidnaps the White Rabbit. She steals a piece of the Caterpillar's large mushroom and runs off. The Caterpillar, annoyed that she has stolen from him, tells her that the mushroom belongs to him and he demands she give it back, but she has already left.

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The Caterpillar accepts a genie's offer.

One day, he is approached by a genie named Cyrus who makes his way down into Underland where the Caterpillar resides. He makes a wish for himself and Alice to disappear but the Caterpillar states that does not come cheap. Cyrus shows him a compass that can find anything that is lost called Lost and Found, which has power in always pointing in the direction of the thing or person the user desires to find. He accepts the payment and creates an invisible hideout in the Outlands for them.

After First Curse

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The Caterpillar makes a deal with Will.

As the owner of Underland, the Caterpillar receives a visit from the former Knave of Hearts, Will Scarlet, who owes him a great deal of debt. Knave and Alice are looking for an item called the forget me knot, that the Caterpillar has, but he admits a man named Grendel of the Whispering Woods now owns it. Will offers a new deal; he retrieve the Knot for the Caterpillar and his debts are forgotten about. The Caterpillar agrees to this, stating either way whatever Will does is in his favour; if he succeeds and brings back the Knot, then he's in possession of the powerful tool. If the Grendel kills Will, then he also gets what he wants. Will wonders how him taking the Knot for himself favours the Caterpillar, so the Caterpillar explains he'd be further in his debt and then threatens to turn him into a Screaming Head. Much later, Jafar enters into Underland to obtain information from the Caterpillar about Knave.

After the Knave failed to return the forget me knot, the Caterpillar orders his collectors to search Wonderland and find him seeing as a way of being paid. The collectors are unsuccessful due to them being knocked out by the Red Queen's magic who then captures the Knave for her own evil purposes. One of the Caterpillar's collectors is a friend of Will's named Lizard who helps Alice rescue the Knave.

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The Caterpillar tells Jafar of an ancient creature.

Following Jafar's takeover of Wonderland, the Caterpillar walks into the throne room, greeting Jafar as Your Majesty since he is now in his services. Jafar points out that the insect is back, stating he better have some good news. The Caterpillar explains that his men spent the whole night searching but they had no luck, so they'll head out again after they've had some rest. Jafar is furious at the mention of rest, reminding the Caterpillar that the third wish has been made so the genie is back in its bottle. He demands that the insect get more men or raise an army if he needs to, stating he needs the bottle before someone else finds it. The Caterpillar says he's tried to get men, but adds that word has gotten out that working for Jafar shortens one's life expectancy.

Jafar adds that failing him does too, telling the Caterpillar that he has failed him spectacularly. He grabs his serpent staff and its eyes begin to glow red. He raises his arm, about to cast something on the Caterpillar, but the insect stops him desperately, explaining that there may be another way to get what he wants. Jafar asks what it is, so the Caterpillar explains that there's an ancient creature that has been imprisoned for one hundred years and most people are afraid to even speak its name for fear it might return. A curious Jafar asks him to go on, so the insect explains that it is more powerful than any army and once you tell it what you want, nothing can stop it. Jafar leans close to the Caterpillar and asks for a name, so the insect complies and tells him that it's called the Jabberwocky.

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The Caterpillar strikes a deal with Cyrus.

Some time later, Cyrus returns to Underland in search of the Caterpillar. He attempts to gain back the traded magic compass, however, the Caterpillar will only return it in exchange for Alice and the Knave of Hearts since they have unpaid debts. Little does he realize that Alice, who is in a miniature form due to the mushroom's effects, sneaks underneath the canopy and steals the compass while the two negotiate. The deal falls through and Cyrus humors the Caterpillar as he leaves by starting a brawl to cover his and Alice's escape.


           OnceUponATimeTitle Villains

Main Villains
Regina Mills/Evil Queen | Cora Mills | Greg Mendell | Tamara | Peter Pan | Zelena | Ingrid the Snow Queen | Rumplestiltskin | Maleficent | Cruella De Vil | Ursula | Emma Swan | Nimue | Hades | Fiona | Lady Tremaine | Drizella | Jafar | Anastasia

Secondary Villains
Captain Hook | Felix | The Shadow | Flying Monkeys | Isaac Heller | King Arthur | Mr. Hyde | Gideon | Mother Gothel | Jabberwocky

Other Villains
Anita | Blackbeard | Blind Witch | Bo Peep | Caterpillar | Chernabog | Cheshire Cat | Clorinda | David | Duke of Weselton | Gaston | Henry Jekyll | Isla | Jack | Jonathan | King George | Knave of Hearts | Lady Tremaine | Lily Page | Medusa | Monstro | Mr. Smee | Prince Hans | Prince James | Sheriff of Nottingham | Sidney Glass | Snow White | The Darkness | The Walrus & the Carpenter | The Woodcutter | Wraith

Dark Ones | Queens of Darkness | Lost Boys Coven of the Eight

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