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Shut up, there's more in marriage than love. There's a ring, there's the cake, then the flowers, and then the gifts, million of gifts! NOW, MARRY ME!"
~ Phyllis revealing why she wants to marry Ratso.

Phyllis is the main antagonist of the 2006 movie, The Ugly Duckling and Me! She is portrayed by Anna Olson. She is the ex-girlfriend of the protagonist, Ratso. 


Phyllis is Ratso's ex-girlfriend. He had run away from her just before their marriage, leaving her furious at the altar, the reason being that Ratso knew that she never truly loved him. This led Phyllis to believe her only alternative was to force Ratso to marry her instead. Ratso agreed, but at the last second, he realised something was off and ran away again. This made Phyllis even angrier. Believing himself to be done with the she-rat, Ratso thought nothing more of her... until she hunts him down again later in the movie. 

Phyllis follows Ratso to the carnival, where she tries to shoot a knockout dart at him, but when the protagonists are attacked, Ratso's cousin, Ernie, stops Phyllis, chasing her away. Of course, she didn't give that up easily. She kidnaps Ugly as bait for Ratso and brings him to the barnyard, where she also captures a chicken. Ratso comes to save Ugly and is caught by Phyllis's family. 

To save Ugly, Ratso finally agrees to marry her. Ugly thinks that Phyllis is just a lonely rat and is feeling compassionate for her until Ratso tells him that she actually forced him to marry her and that she never loved him. Ugly confusedly asks why she wants to marry him if she doesn't love him. 

She finally reveals her plan to both of them, just before Ugly calls Ratso 'Dad' right in front of her. She is shocked by this news and doesn't speak for a moment, letting Ratso continue. He says he doesn't know who Ugly's mother was. Phyllis is enraged by this and attacks Ratso. Ugly defends Ratso by slamming her into the wedding cake. She falls into it and is laughed at by the two of them and the hostage chicken.

She reappears in the end credits, trying to find a new mate. 


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