How Drag Queen Icon Divine Inspired The Little Mermaid's Ursula

There's no conspira-sea here, The Little Mermaid's Ursula has a fabulous origin story.

The treacherous sea-witch—played by Melissa McCarthy in Disney's new live-action remake of the 1989 animated classic—is known for her over-the-top persona, dagger-sharp manicure and bold makeup. Think: Exaggerated eyebrows, overdrawn red lips and fanned-out lashes.

It turns out, the villain's trademark look was inspired by none other than drag queen legend Divine (née Harris Glenn Milstead).

"Pink Flamingos was on an endless loop at the Bijou [Theater] at CalArts when I was a student there," director Rob Minkoff, who worked as a character animator on the OG Little Mermaid, recalled to Vogue about the John Waters film. "Divine seemed like such a great, larger than life character."

Ursula was initially going to resemble Joan Collins, however, basing the character on Divine made much more sense. "It just seemed like a funny and quirky idea," Minkoff added, "to take [Ursula] and treat her more like a drag queen."

Plus, producer and songwriter Howard Ashman could relate to Divine and Waters on a more personal level, Vogue noted. Growing up as a gay man from Baltimore, he often ran in the same social circles as both entertainers.

Moreover, Ashman himself took on the role of Ursula, demonstrating her famous "Poor Unfortunate Souls" song at the request of the late Pat Carroll, who voiced the villain in the original movie.

"He put on the cloak immediately, sang the song," the actress recalled in the 2006 documentary Treasures Untold: The Making of The Little Mermaid, "and I watched every move of his. I watched everything, I watched his face, I watched his hands, I ate him up!"

In the same documentary, Waters, who often cast Divine in his films and credited her as his muse, explained the trailblazing nature of Ursula's origins. 

"I thought it was great, it was the ultimate irony," the filmmaker said. "I'm sure that if you went to the Disney executives before they made this movie and said, 'We're going to have a very big character in the movie, it's not some tiny, little ingénue part, and we're going to base it on Divine.'"

Referencing the famed drive on the Walt Disney studio lot, he joked, "On Dopey Lane, that ain't flying!"

So, how does McCarthy's version of the sea witch compare to the animated movie? Well, she's giving credit where credit is due.

"My inner Divine is always with me," she told Yahoo. "I'm a huge John Waters fan. [His films were] on loop for me all through high school and college. And I always knew when I watched the original one, like I didn't have any facts to back it up, but I was like, 'I am convinced that's based on Divine.' She looks like Divine. The bodiness is there."

Although the Bridesmaids star created a fresh version of Ursula, she believes her performance holds true to Divine's essence.

"I think I totally brought that in," she shared. "That humor, that self-deprecation. The homage to what you love and also poking fun at it is what makes drag so entertaining and fantastic. So that certainly played a big part in this for me. I'm a huge fan of drag."

Moreover, McCarthy pulled inspiration from her own experience as a drag performer in the 1990s, in which she used the stage name Miss Y and played at various New York venues.

"I had a gold lamé swing coat on, a huge wig, big eyelashes," she recalled to Rolling Stone in 2014 of her costume. "I talked about being incredibly wealthy and beautiful and living extravagantly."

Another aspect of Ursula that was drawn from the drag queen community? Their beauty techniques. Makeup designer Peter Swords King admitted that he and McCarthy watched videos of drag artists to learn how to remove her eyebrows.

"So, thank you all drag queens out there, because it was down to you," he told Vogue about gluing the eyebrows down to then create a more exaggerated shape. "We have a white version of the purple [glue] stick they use, and I used that on her."

When it came down to the actual makeup application, King took a more imaginative approach, noting, "We weren't too particular about being pristine, which I think is important because it makes it look like she could have done it herself."

Now that you know Ursula's glamorous history, you can swim on over to theaters on May 26 to see the new live-action version of The Little Mermaid.

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