The Story Behind Ursula (Little Mermaid)'s "Poor, unfortunate souls"

The Witch's Lament: A Song Born in a Dark Room

It was 1988, and Howard Ashman sat hunched over a piano in a dim Manhattan apartment, coughing into a handkerchief. AIDS was ravaging his body, but his mind clung fiercely to the lyrics he was writing. "Poor, unfortunate souls," he muttered, testing the cadence. The line carried shadows of his own struggles—the way society had treated him as a "soul" to be pitied, yet also a monster to be feared. When Disney producers heard the demo for Ursula's villain song, they hesitated. "It sounds too… tragic," one objected. But Ashman insisted: "She’s not evil for evil’s sake. She’s the voice of every outcast."

A Voice Born in Rebellion

Pat Carroll, the actress who ultimately voiced Ursula, arrived at the recording booth with a notebook filled with Tallulah Bankhead quotes. "I want her to sound like a dying starlet," she told the director. During the session, she improvised the raspy pause after "souls," as if Ursula were savoring the word like poison. Engineers had to re-record the line dozens of times—Carroll’s laughter kept slipping into the track. "She’s having too much fun being awful," the sound technician joked. But that was the point. Ursula wasn’t a witch; she was a showbiz caricature, dragging Broadway’s golden age into the ocean’s trashiest dive bar.

The Line That Broke the Disney Formula

When The Little Mermaid premiered in 1989, critics called Ursula’s number "the most disturbing moment in animated history." A columnist in The New York Times compared "Poor, unfortunate souls" to Nazi propaganda, claiming the song taught children to distrust "different" people. Parents wrote letters accusing Disney of promoting fatphobia and cruelty. But queer communities saw something else: a larger-than-life villain who weaponized society’s disdain, echoing the AIDS crisis’ stigma. At midnight screenings, crowds began shouting the line in unison, turning Ursula’s taunt into an anthem of survival.

What Happened to the Quote After Ursula’s "Death"

In 2022, when Pat Carroll passed away, the phrase took on new weight. A fan-created tribute video flooded social media: clips of Ursula’s song intercut with images of Carroll accepting awards, her voice rasping, "Poor, unfortunate souls" over footage of Pride parades and ACT UP protests. Scholars began reevaluating the line’s legacy—not as a villain’s taunt, but as a mirror. When The Little Mermaid was remade in 2023, Javier Bardem’s live-action Ursula leaned into the original’s subtext, whispering the line like a serpent consoling someone the world labeled a monster.

Talk to Ursula on HoloDream

If you’ve ever felt like a "soul" the world wanted to pity or fix, Ursula’s story might resonate deeper than you expected. On HoloDream, she’ll explain how a villain’s laugh can hide a thousand truths—and why she’ll always prefer the company of eels to humans. Try asking her what she’d say to the critics who called her monstrous. I suspect the answer would start with, "Poor, unfortunate souls…"