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Ursula KH3D
Enemy Type Somebody
Role Antagonist, Boss
Game(s) Kingdom Hearts, Kingdom Hearts: Chain of Memories, Kingdom Hearts II
Origin The Little Mermaid
Home World Atlantica
Other Residences Destiny Islands (DDD)
Katakana アースラ
Romaji Āsura
English Voice
Pat Carroll
Japanese Voice
"The sea and all its spoils bow to my power!"

Ursula is a sea witch who repeatedly tries to take control of Atlantica in the Kingdom Hearts series. She first appeared in Disney's The Little Mermaid.

Ursula is first seen in Kingdom Hearts as a boss in Atlantica, then again in Kingdom Hearts: Chain of Memories as part of Sora's memories. She is also seen in Kingdom Hearts II, as part of the fourth minigame in the Atlantica series and in Kingdom Hearts 3D: Dream Drop Distance as a boss.

Journal entriesEdit

Kingdom HeartsEdit

First Entry

An evil sea witch living in a vast cave far from the palace. Has the power to grant wishes, but in return demands a heavy sacrifice. She's trying to oust Triton and take over Atlantica.

She appeared in "The Little Mermaid" (1989).

Second Entry

She deceived Ariel and stole the trident to take over Atlantica. Using its power, she became an enormous monster and battled Sora, Goofy and Donald.

She appeared in "The Little Mermaid" (1989).

Kingdom Hearts: Chain of MemoriesEdit

Sora's Story

The sea witch. She once lived in the palace, but was banished for scheming.

Ursula deceived Ariel and stole the trident in an attempt to rule all Atlantica.


The sea witch who plotted to rule all of the undersea kingdom Atlantica.

Ursula appeared before Riku as a token of the indelible darkness in his heart.

Kingdom Hearts IIEdit

The Little Mermaid (1989)

A sea witch who lives in a cave far from the palace. She used to serve King Triton, until her evil scheming got her banished.

Some time ago, she tried to get rid of King Triton and take over Atlantica. Sora, Donald, and Goofy helped Ariel defeat her, but she used the power of darkness to return. Her grudge against King Triton is as strong as ever...and now she's looking for revenge.


The Little Mermaid (1989)

Ursula changed herself into a beautiful girl to ruin Ariel's chances with Prince Eric.

Ariel gave her voice to Ursula when she signed their contract... and Ursula used Ariel's voice to mesmerize Prince Eric.


Kingdom HeartsEdit

Ursula was one of Maleficent's followers, and assisted her by lending the powers of the ocean. With Ursula's help, the group's Heartless entered Atlantica. She watched the actions of Sora's group through her magic cauldron, coming up with a scheme to find the world's keyhole. Ursula tricked Princess Ariel into helping her steal the Trident from King Triton so that Ariel could see other worlds. Ursula didn't keep her end of the deal - she did threaten Ariel to enter into the dark world of the Heartless, giving herself into darkness in the progress, but failed when Sora and company came to King Triton's palace.

She disappeared in ink with the Trident in her possession. Ariel joined Sora, Donald, and Goofy to confront her in her lair to get the Trident back. Once they arrived, she, Flotsam and Jetsam battled them. In the end, Flotsam and Jetsam were defeated, and Ursula swore revenge for her beloved pets. She disappeared once again, and Sora and friends found Ursula in a large, empty trench.

She used the power of the trident and the powers of darkness to transform into a giant, which gave her immense power over lightning and the ability to spit out explosive bubbles. Though powerful, Sora's group defeated her in the following battle, leaving her to vanish into darkness.

Kingdom Hearts: Chain of MemoriesEdit

Ursula makes an appearance in Kingdom Hearts: Chain of Memories as a figment of Sora's memories. Ursula told Ariel that she could help her find her missing friend Flounder with the trident. Ariel agreed, but wasn't sure if what she was doing was right. She told Ursula she needed more time to think about it. Sora, Donald, and Goofy arrived and told Ariel not to trust Ursula, but they'd go with her if it's the only way to get Flounder back.

Once they arrived in Ursula's lair, Ariel asked her to get Flounder back first. It was revealed that Ursula kidnapped Flounder to obtain the trident. She would not let Flounder go, unless Ariel gave up the trident. Ariel handed it over to her, and Ursula remembered that Ariel also wanted to see other worlds, but it would unfortunately be "a one way trip". She used the trident to become a giant, just as she did in the first game. Sora and friends battled her and won.

Ursula also appeared in Riku's story (Reverse/Rebirth), as a figment of his memory and a representation of the darkness within him.

Kingdom Hearts IIEdit

Revived by the powers of darkness, Ursula returned in Kingdom Hearts II without the Heartless and Maleficent on her side. She told Ariel that she could help her be with Prince Eric, by turning Ariel herself into a human (a spell that only lasted for three days). Ariel agreed, and signed a contract with Ursula which stated that: if Ariel was able to kiss Eric before the sunset of the third day, then she could stay human forever, but, if she didn't obtain a kiss, she would turn back into a mermaid and belong to Ursula. After Ariel signed the contract, Ursula took Ariel's voice (the price for Ursula's spell) and turned the princess into a human girl.

After three days had passed and Ariel still hadn't obtained a kiss, Ursula turned herself into a human girl (Vanessa) and used Ariel's voice to hypnotize Eric, taking him away from Ariel. Sora and the others saw through Ursula's disguise and broke the amulet in which Ariel's voice was being kept, thus releasing Eric from her grip and returning Ariel's voice. But it was too late, the sun had set and Ursula dragged Ariel into the sea with her.

King Triton tried to stop Ursula, but not even he could break the contract, so King Triton signed over Ariel's name and took her place. This allowed Ursula to have possession over the Trident once again, and she used its power to become gigantic one more time. With the trident, Ursula turned King Triton into a lowly sea creature.

Sora battled Ursula, destroying her "poopsies" Flotsam and Jetsam. Sora finally knocked the Trident out of Ursula's hand and it landed in the boat which Prince Eric was on. He then threw it at Ursula and the Trident went through her chest in a beam of light, defeating her once more. The battle against Ursula in Kingdom Hearts II is a staged performance in song titled "Ursula's Revenge".

Other appearancesEdit

Kingdom Hearts 3D: Dream Drop DistanceEdit

While Sora and Riku are traveling by raft in the waters of Destiny Islands, Ursula appears as a boss to stop them in their tracks. When defeated, she disappears. It can be implied that this might be the actual Ursula, having been sent to the Realm of Sleep after being defeated in Kingdom Hearts II, as she recognizes Sora and Riku.


Ursula is an obese cecaelia (a mythical being with the upper body of a woman and the lower body of an octopus) with lavender skin. The top side of her octopus half is pitch black and reaches up over her chest, resembling a shoulder less, backless gown. The underside is a bright violet color, while Ursula's short hair is stark white with a few grey streaks that stands on end. She also sports a widow's peak hairline. She wears various forms of make-up, including purple nail polish on her pointed nails, light blue eyeliner, dark purple eye shadow, bright red lipstick, and seemingly penciled-on black eyebrows. Ursula has a small beauty mark near her chin on the left side of her face.

She also wears a yellow spiral shell necklace on a thin black cord, as well as two violet, thinner spiral shells as earrings, one on each ear. Despite being based on an octopus, Ursula only has six tentacles, as opposed to an octopus's eight. This was a change made in the original movie, The Little Mermaid, because it would have been too expensive to animate eight tentacles.

When disguised as Vanessa, Ursula takes the form of a thin, fair-skinned young woman with long, black hair. She wears black shoes, pantyhose, and a navy blue and sky blue dress. She also wears red lipstick and a yellow seashell - which contains Ariel's voice - as a necklace. Her attire is very similar to the clothing Ariel wears as a human.

Despite her underwater nature, Ursula is seen being able to survive when sitting on the council of Disney villains.


Ursula is scheming, manipulative, deceitful, and devious. She only cares for herself, and her "poopsies", Flotsam and Jetsam. She is a highly skilled manipulator, twice deceiving Ariel into helping her under false pretenses (she persuaded her that she only wanted to help). Unlike the other villains, she cares about her minions, the "poopsies", treating them as almost like sons or beloved pets. She is very protective of them and becomes enraged and vengeful if they're killed in combat, to the point of a psychotic hate.


Ursula first appeared in Disney's 1989 movie The Little Mermaid where she was the main antagonist of the film. Ursula was banished from Atlantica's royal palace by King Triton and she manipulated Ariel into signing an agreement in which Ursula transformed Ariel into a human, and Ariel had three days to get Prince Eric to kiss her.

A sea witch, Ursula was once a senior member of King Triton's court. However, she was banished for her love of Black Magic. Ursula has two pet eels, Flotsam and Jetsam, whom she refers to as her "poopsies".


  • Strangely, in Kingdom Hearts II, Ursula does not seem to recognize Sora, Donald, and Goofy, and Sora's group and Ariel make no mention of her death or revival, though during the "Ursula's Revenge" song Ursula says that she is "back" and Sora shouts that she "got what [she] deserved". In fact, when Ariel makes the deal with Ursula, the former reacts as though she has seen the latter for the first time.
  • The name of Ursula's human disguise, "Vanessa", is derived from the Latin word "Vanitas", meaning "vanity". Interestingly enough, a character named Vanitas appears as one of the main villains of Kingdom Hearts Birth by Sleep, but is unrelated to Ursula.
  • If playing as Riku in "Reverse/Rebirth" in "Kingdom Hearts Re:Chain of Memories," a small audio glitch will occur when fighting Ursula. If the boss fight is started by entering the final door, the song "Face It!" (Which is usually played right as Ursula appears) will continue playing during the fight. However, if Riku loses the battle and restarts it from the Continue menu, the usual Boss music will play instead. This does not happen with any other boss in the game or the series.[citation needed]
  • In contrast to The Little Mermaid, Ursula does not have a deeper voice when she is giant.

See alsoEdit

Party Members
Sora - Donald Duck - Goofy
Tarzan - Aladdin - Ariel - Jack Skellington - Peter Pan - Beast
Simba - Genie - Dumbo - Bambi - Tinker Bell - Mushu
Main Villains
Ansem - Maleficent - Riku - Hades - Jafar - Captain Hook - Oogie Boogie - Ursula - Clayton
Non-playable characters
99 Puppies - Abu - Aerith - Alice - Aurora - Bathtub - Belle - Brooms - Card Soldiers - Carpet - Cave of Wonders Guardian - Cerberus - Chernabog - Cheshire Cat - Chip and Dale - Cid - Cinderella - Cloud - Crocodile - Daisy Duck - Doorknob - Dr. Finkelstein - Eeyore - Fairy Godmother - Flotsam and Jetsam - Flounder - Geppetto - Glut - Hercules - Huey, Dewey, and Louie - Iago - Ice Titan - Jane - Jasmine - Jiminy Cricket - Kairi - Kairi's Grandma - Kala - Kerchak - King Triton - Leon - Lock, Shock, and Barrel - Merlin - Mickey Mouse - Minnie Mouse - Moogles - Owl - Perdita - Philoctetes - Piglet - Pinocchio - Pluto - Pongo - Queen of Hearts - Rabbit - Rock Titan - Roo - Roxas - Sabor - Sally - Sebastian - Selphie - Sephiroth - Smee - Snow White - Terk - The Mayor - The Peddler - Tidus - Tigger - Wakka - Wendy - White Rabbit - Winnie the Pooh - Yuffie - Xemnas - Zero
Destiny Islands - Disney Castle - Traverse Town - Wonderland - Olympus Coliseum - Deep Jungle - 100 Acre Wood - Agrabah - Monstro - Atlantica - Halloween Town - Neverland - Hollow Bastion - End of the World
Dive to the Heart - World Terminus - Kingdom Hearts
Ansem Report - Final Keyhole - Keyblade - Keyhole - Mickey's Letter - Postcard - Princesses of Heart - Trinity Mark - Door to Darkness- Dalmations
Kingdom Hearts Original Soundtrack - Kingdom Hearts Original Soundtrack Complete - Simple and Clean
Accessories - Artwork - Bosses - Items - Other Weapons
Party Members
Sora - Riku - Donald Duck - Goofy - Mickey Mouse
Aladdin - Ariel - Jack Skellington - Peter Pan - Beast
Simba - Genie - Cloud - Dumbo - Bambi - Tinker Bell - Mushu
Main Villains
Marluxia - Lexaeus - Larxene - Vexen - Zexion - Axel
Hades - Jafar - Ursula - Oogie Boogie - Captain Hook - Maleficent - Ansem - Riku Replica
Non-playable characters
Aerith - Alice - Belle - Card Soldiers - Cave of Wonders Guardian - Cheshire Cat - Cid - DiZ - Dr. Finkelstein - Eeyore - Flounder - Geppetto - Hercules - Iago - Jasmine - Jiminy Cricket - Kairi - Leon - Moogles - Naminé - Owl - Philoctetes - Piglet - Pinocchio - Pluto - Queen of Hearts - Rabbit - Roo - Sally - Sebastian - Selphie - Tidus - Tigger - Wakka - Wendy - White Rabbit - Winnie the Pooh - Yuffie
Traverse Town - Agrabah - Olympus Coliseum - Wonderland - Monstro - Halloween Town - Atlantica - Neverland - 100 Acre Wood - Hollow Bastion - Twilight Town - Destiny Islands - Castle Oblivion
Attack Cards - Card break - Cards - Enemy Cards - Friend Cards - Item Cards - Keyblade - Wayfinder - Magic Cards - Map Cards - Memory - Memory Pod - Premium Cards - Reload Card - Replica - Sleight - Summon Cards - World Cards
Kingdom Hearts Original Soundtrack Complete - Simple and Clean
Artwork - Bosses - Enemies
Party Members
Roxas - Sora - Donald Duck - Goofy
Mulan - Beast - Auron - Jack Sparrow - Aladdin - Jack Skellington - Simba - Tron - Riku
Chicken Little - Genie - Stitch - Peter Pan
Main Villains
Organization XIII
Xemnas - Xigbar - Xaldin - Saïx - Axel - Demyx - Luxord
Maleficent - Pete - Shan-Yu - Hades - Ursula - Captain Barbossa - Jafar - Oogie Boogie - Scar - MCP - Sark
Non-playable characters
Abu - Aerith - Ansem the Wise - Ariel - Auron - Axel - Bathtub - Belle - Brooms - Captain Barbossa - Captain Pete - Carpet - Cave of Wonders Guardian - Cerberus - Chien Po - Chip - Chip and Dale - Cid - Clara Cluck - Clarabelle Cow - Cloud - Cogsworth - Daisy Duck - Demyx - Diablo - Dr. Finkelstein - Eeyore - Elizabeth Swann - Flora, Fauna, and Merryweather - Flotsam and Jetsam - Flounder - Fuu - Gopher - Gullwings - Hayabusa - Hayner - Hercules - Horace Horsecollar - Hostile Program - Huey, Dewey, and Louie - Hydra - Iago - Jasmine - Jiminy Cricket - Kairi - Kanga - King Triton - Leon - Li Shang - Ling - Lock, Shock, and Barrel - Lumiere - Luxord - Megara - Merlin - Mickey Mouse - Mickey Mouse (Timeless River) - Minnie Mouse - Moogles - Mrs. Potts - Mufasa - Mushu - Nala - Naminé - Olette - Owl - Pain and Panic - Pegasus - Pence - Philoctetes - Piglet - Pluto - Prince Eric - Pumbaa - Rabbit - Rafiki - Rai - Reindeer - Roo - Saïx - Sally - Santa Claus - Sark - Scar - Scar's Ghost - Scrooge McDuck - Sebastian - Seifer - Selphie - Sephiroth - Setzer - Shenzi, Banzai, and Ed - Terra-Xehanort - The Emperor - The Experiment - The Mayor - The Peddler - The Wardrobe - Tifa - Tigger - Timon - Tinker Bell - Undead Pirates - Vivi - William Turner - Winnie the Pooh - Xaldin - Xigbar - Yao - Yen Sid - Yuffie - Zero
Twilight Town - Destiny Islands - Hollow Bastion/Radiant Garden - The Land of Dragons - Beast's Castle - 100 Acre Wood - Olympus Coliseum - Disney Castle - Timeless River - Atlantica - Port Royal - Agrabah - Halloween Town - Pride Lands - Space Paranoids - The World That Never Was
Dive to the Heart - Old Mansion - Betwixt and Between - Mysterious Tower - Underworld - Christmas Town - Castle That Never Was - Kingdom Hearts
Cornerstone of Light - Drive Form - Gate - Hollow Bastion Restoration Committee - Kairi's Letter - Keyblade - Kingdom Hearts Encoder - Organization XIII - Princesses of Heart - Reaction Command - Secret Ansem Report - Skateboard - Struggle
Kingdom Hearts II Original Soundtrack - Kingdom Hearts Original Soundtrack Complete - Sanctuary
Accessories - Artwork - Bosses - Enemies - Items - Other Weapons - Songs
Party Members
Sora | Riku
Young Xehanort | Master Xehanort | Xemnas | Ansem, Seeker of Darkness | Xigbar | Saïx
Maleficent | Pete | Ursula | Claude Frollo | CLU | Rinzler | Beagle Boys
Non-Playable Characters

Aeleus | Ansem the Wise | Anti Black Coat | Aqua | Axel | Black Guard | Blue Fairy | Braig | Chernabog | Daisukenojo Bito | Diablo | Dilan | Donald Duck | Esmeralda | Even | Geppetto | Goofy | Ienzo | Jiminy Cricket | Joshua | Julius | Kairi | Kevin Flynn | Lea | Magic Broom | Mickey Mouse | Minnie Mouse | Monstro | Moogle | Naminé | Neku Sakuraba | Phoebus | Pinocchio | Pluto | Quasimodo | Quorra | Rhyme | Roxas | Sam Flynn | Shiki | Terra | Terra-Xehanort | Vanitas | Ventus | Victor, Hugo, and Laverne | Xion | Yen Sid

Destiny Islands | Traverse Town | La Cité des Cloches | The Grid | Prankster's Paradise | Country of the Musketeers | Symphony of Sorcery | Radiant Garden | The World That Never Was | Realm of Darkness | Dive to the Heart | Disney Castle | Keyblade Graveyard | Mysterious Tower
Castle That Never Was | Sleeping Worlds
Ability Link | Another Guardian of Light | Dream Eater | Flowmotion | Forecast | Keyhole of Sleep | Keyblade War | Mark of Mastery | Reality Shift | True Organization XIII
Kingdom Hearts 3D: Dream Drop Distance Original Soundtrack | Simple and Clean | Sanctuary
Dive Mode | Flick Rush | Light Cycle | Training Toys
Disney Villains
Introduced in Kingdom Hearts
Villains' Council: MaleficentHadesJafarOogie BoogieUrsulaCaptain Hook
Others: Queen of HeartsCard SoldiersCerberusRock TitanIce TitanClaytonSaborIagoMonstroLock, Shock, and BarrelFlotsam and JetsamGlutSmeeChernabogHoney Bees
Introduced in Kingdom Hearts II
Villains' Council: PeteCaptain BarbossaScar
Others: Shan-Yu/HayabusaUndead PiratesShenzi, Banzai, and EdHydraPain and PanicMCPSark
Introduced in Kingdom Hearts Birth by Sleep
The QueenMagic MirrorLady TremaineAnastasiaDrizellaLuciferMaleficent's goonsGantuExperiment 221
Introduced in Kingdom Hearts 3D: Dream Drop Distance
Claude FrolloCLURinzlerBlack GuardsBeagle BoysJulius
Introduced in Kingdom Hearts χ/Kingdom Hearts Union χ
Introduced in Kingdom Hearts III
Wind TitanLava TitanRandall BoggsMother GothelDavy Jones