If you’ve ever re-watched Disney’s The Little Mermaid as an adult, you’ve probably had that feeling that the movie’s villain, Ursula The Sea Witch, reminds you of someone. As it turns out, that’s not a coincidence. Ursula is inspired, in both appearance and demeanor, by drag legend and John Waters muse Divine.


This revelation begs the question, how does a character based on a poo-eating, ultra-profane cult movie star wind up in a Disney movie? The missing link, according to a new article in Hazlitt, was Howard Ashman. Ashman was the playwright and lyricist responsible for Little Shop Of Horrors. He also came up in the same Baltimore-D.C. gay scene as Divine. After the failure of Smile, his post-Little Shop broadway debut, Ashman and his writing partner decided to take a job with Disney.

Depressed and dejected, he and Menken accepted an offer from Disney executives Jeffrey Katzenberg and Michael Eisner to move across the country and write the lyrics for an animated feature. The studio was reeling from its own expensive bomb. With a budget of $45 million in 1985, The Black Cauldron was one of the most ambitious animated films that had ever been made. It earned only $23 million at the box office. Bringing Ashman and Menken to work on an adaptation of The Little Mermaid felt like the studio’s last chance at a blockbuster. Ashman saw that animated films could be like musicals—with songs furthering the plot rather than just adding color. In working on the film he drew on his Children’s Theater training and his West Village attitude.


Ashman wound up working as a producer on the project, as well as writing both music and dialogue.

During the early stages of the film, animators tried several versions of Ursula, until finally Ashman saw one that inspired him.

Early on, The Little Mermaid’s directors and animators created several iterations of Ursula. One was a manta ray inspired by Joan Collins. Another was a “beautiful but deadly” scorpion fish, recalled director John Musker. None worked, until an animator named Rob Minkoff drew a vampy overweight matron who everyone agreed looked a lot like Divine. She had the eye makeup, the jewelry, the body type, and the glamour. But instead of tentacles, Minkoff gave her a shark tail and a pink Mohawk. The sketches were almost there. Musker, Disney executive Jeffrey Katzenburg, and Ashman could all feel it. “She looks like a Miami Beach matron,” Ashman had cackled when he first saw the drawings. He told Musker and Minkoff he could imagine the sea witch “playing Mah Jong by the pool.”


Sadly, Divine, real name Glenn Milstead, didn’t actually get to bring Ursula to life. He died shortly after the release of Hairspray in 1988. That said, everyone who knew him said he would have loved the character.

But, had he known about Ursula, “he would have wanted to play the part himself,” said Jeffrey Schwarz, the documentarian who chronicled Milstead’s life. John Waters agreed. What filthy anti-hero wouldn’t relish such a plum role? “When I was young, all I wanted to be was a Disney villain,” Waters told me. “My idol was the stepmother in Cinderella.” Ursula is a plum role because as Glenn Milstead, Howard Ashman, John Waters, and generations of queers and drag queens know, being ostracized, fat, and sick can bring its own strength and power. Jeffrey Schwarz doesn’t think it’s strange that Divine, a delightfully filthy drag legend, inspired a children’s movie. He thinks, rather, The Little Mermaid is a pretty queer film. “You have these people that named their little girls Ariel because of this romantic view of that girl, and people who look at this movie and say, ‘this is totally subversive,’” Ashman Gillespie said.