Ursula Was Nearly a Spiny Lionfish
The iconic octopus-inspired sea witch, with her booming voice and theatrical flair, is one of Disney's greatest villains. But Ursula wasn't always conceived as a cecaelia (part human, part octopus). Early concept art explored some terrifying alternatives.
One vision imagined her as a skeletal, spiny lionfish or scorpion fish, while another depicted her as a manta ray. The creative team, including directors Ron Clements and John Musker, eventually landed on the octopus design after seeing a nature documentary. They felt the many tentacles perfectly captured her manipulative and grasping personality. Her number of tentacles was even reduced from eight to six to make the animation process more manageable and cost-effective.
The Sea Witch Was King Triton’s Sister
One of the most significant story points left on the cutting room floor was Ursula’s family connection to the royal family. In early drafts, lyricist and producer Howard Ashman envisioned a more dramatic, soap-opera-style backstory where Ursula was King Triton's sister, making her Ariel’s aunt. This concept was ultimately dropped from the final film, though a hint of it remains when Ursula mentions she once lived in the palace. This familial tie would have added a layer of Shakespearean tragedy to their conflict, framing her quest for the throne as a bitter family feud rather than just a power grab. The idea was later used in the Broadway musical and other tie-in media.
Ariel Wasn't Supposed to Be a Redhead
It’s hard to imagine Ariel without her signature fiery red hair, a color that perfectly matches her rebellious and passionate spirit. However, the princess was originally designed to be a blonde. This was partly to align more closely with traditional depictions of mermaids and some of Hans Christian Andersen's original illustrations. Animators ultimately decided to make her a redhead for two key reasons: it created a beautiful visual contrast against the blue and green hues of the ocean, and it helped differentiate her from another famous blonde mermaid in pop culture at the time, Daryl Hannah’s character in the 1984 film Splash.
Sebastian Was a Stuffy British Lobster Named Clarence
Ariel's crustacean guardian, Sebastian, is famous for his Jamaican accent and calypso tunes. But the character was initially written as a stuffy, uptight English lobster named Clarence. The game-changing idea came from Howard Ashman, who suggested making him a Jamaican crab to infuse the film with a more vibrant musical style. This single change gave birth to the Oscar-winning song "Under the Sea" and the romantic ballad "Kiss the Girl," transforming the film’s entire soundtrack and giving it the Caribbean flavor that became so iconic. Though he is called a crab throughout the film, his body shape has led to a long-running fan debate about whether he more closely resembles a lobster.
Ursula's Inspiration Was a Famous Drag Queen
Ursula’s larger-than-life personality, theatrical makeup, and campy demeanor were directly inspired by the iconic American drag queen Divine. Howard Ashman, who grew up in Baltimore where Divine was a local counter-culture celebrity, pushed for this direction. Animator Rob Minkoff drew a version of the villainess as a "vampy, overweight diva" that captured Divine's energy, and the idea stuck. The final animation, handled by Ruben A. Aquino, blended this influence with the octopus concept to create the unforgettable character voiced by Pat Carroll, who was encouraged to channel Divine's signature low growl in her performance.
The Ending Was Originally Much Darker
While the finished film has a famously happy ending, it almost followed its source material much more closely. In Hans Christian Andersen’s 1837 fairy tale, if the prince marries someone else, the mermaid is doomed to dissolve into sea foam. She is given a chance to save herself by killing him but refuses, and as a reward for her selflessness, she becomes an ethereal "spirit of the air" for 300 years to earn a soul. An alternate animated ending, which was ultimately scrapped, also featured a more active Ariel in the final battle, where she, not Eric, confronts Ursula. However, a studio executive reportedly wanted a more action-packed finale, asking the team to make it more like the film Die Hard, leading to the epic ship-steering climax we see today.













