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Princess Ursula is a supporting antagonist in ABC's Once Upon a Time. She serves as one of the major antagonists of the second half of Season 4.

Ursula was the mermaid daughter of King Poseidon of the sea. After being hurt by her father, she uses his trident to transform herself into a cecaelia. She became known as the Sea Witch and was a member of the Queens of Darkness.

She is portrayed by Merrin Dungey.

Powers and Abilities

  • Sea Magic: As a Sea Witch, Ursula is able to practice Sea Magic at her will with the power given to her by the necklace. So far, she can cast spells and recitations.
    • Aquatic Life Manipulation: As a Sea Witch, Ursula can control marine life, from creatures that dwell in shallow water, to the ones who dwell in the abyss.
    • Water Manipulation: As a Sea Witch, Ursula can create, shape and manipulate water, inorganic compound with liquid, gas, and solid (ice) states, including changing them from one state to other.
    • Weather Manipulation: As a Sea Witch, Ursula can sense, create, shape and manipulate weather, i.e. the meteorological patterns, creating rain, wind, lightning, and temperature changes.
  • Potion Brewing: Ursula can create potions or concoctions with magical properties and it is believed to be Ursula's specialty.
  • Tranafiguration: Ursula can can transform, alter or transmute matter, energy, elements, objects, beings into polyps via contract.



Ursula's father, King Poseidon, hates pirates because one killed his wife and Ursula's mother. He makes Ursula use her singing voice to lure pirates to crash and die on rocks. She does not like doing this, and spares ships when she can. One of the pirates she spares is Captain Hook. After an angry parent talk from Poseidon, Ursula runs away, stealing a magical bracelet that enables her to walk on land. Hook runs into her at her new job as a bar singer. She tells him that she is saving to go on a trip to and island that was her mother's favorite place to sing. Hook says that he will take her there for free. Later that night, Poseidon confronts Hook, telling him that Ursula needs to return to the ocean, and gives him a magic seashell that will take away Ursula's singing voice. He then tells Ursula of the plot, and says he will not take her voice, but then Poseidon appears and yells at Hook. Hook tells Poseidon that he wants him to suffer. Poseidon says that he is a god, and cannot be hurt by a mortal, but Hook meant emotionally, and he takes Ursula's voice, saying that Poseidon should have realized that it was all he had left of his wife. Ursula swims home, devastated. Poseidon tries to give her an "It was for the best" talk, but then when he puts down his trident, Ursula darts forward and grabs it, pointing it at her father. She then uses it to become a cecaelia (half human, half octopus), and to make herself more powerful than her father. Years later, She is then summoned, along with Cruella de Vil, to Maleficent's castle, where Rumplestiltskin convinces them to team up to get the Dark Curse. They comply, but he betrays them and leaves them to die at the claws of the Chernabog. While Maleficent fights the beast, she and Cruella climb out of the cave and she pulls Maleficent out of the cave with her tentacles. They later strike a deal with the Charming's to try to prevent the dark curse, but the Queens are blamed when it backfires. Ursula and Cruella guard the cave Maleficent is in after she lays her egg, but the two witches are knocked out by Snow White. When the Sorcerer's Apprentice is about to drop the egg into the portal, Ursula and Cruella try to save it but fall into the portal with the egg.

Gold then finds Ursula at her job as an aquarium fish feeder in New York, and persuades her to join him in his quest to find the Author and give villains the happy ending they "deserve". After picking up Cruella from her mansion, where they witness her con artist husband arrested and her furs repossessed, they go to Storybrooke in her car. The two witches persuade Emma and Regina to let them into Storybrooke, offering help on defeated the newly returned Chernabog. After luring the Charmings to the cave of the deceased Maleficent, she knocks them out, and Cruella uses their blood to revive Maleficent. Later, Hook arranges a private meeting with Ursula in the forest, where they make a deal, he gives back her singing voice, she gives him information on Gold's plan. He gets her to open a portal to Fairy Tale Land to summon his ship, the Jolly Roger, to Storybrooke, but they see it is shrunk and in a bottle, as Queen Elsa of Arendelle, after hearing of Blackbeard placing Anna and Kristoff in a trunk and tossing it into the sea, banished the pirates and shrunk the ship. With the help of the Knave of Hearts, Will Scarlet, they grow the ship back to its size. On board, Hook retrieves the seashell, but it won't open. Enraged, Ursula knocks out Hook and tosses him into the water. As he is about to drown he is saved by Ariel, who was too close to the ship when Elsa shrunk it and was trapped in the bottle. She then opens another portal to Fairy Tale Land and they bring Poseidon to Ursula. He apologizes, saying he has seen his wrongs, and opens the shell to return Ursula's voice. Happy, she tells Hook of Gold's plan to find the Author, before opening a portal and returning to Fairy Tale Land with Poseidon and Ariel.

She is based on the character of the same name from The Little Mermaid, and also on Ariel herself.





  • In this version, Ursula's story is similar to Ariel, as she also lost her mother because of humans who killed her.


           OnceUponATimeTitle.png 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 | The Darkness

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 Walrus & the Carpenter | The Woodcutter | Wraith

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