In his review of the 1982 science-fiction classic Star Trek II: The Wrath of Khan, the great film critic Roger Ebert wrote: “Each film is only as good as its villain. Since the heroes and the gimmicks tend to repeat from film to film, only a great villain can transform a good try into a triumph.” Although he was referring to film franchises such as Star Trek or James Bond, he could have just as easily been talking about Disney villains. Many times, the most intriguing character in a Disney cartoon is the antagonist.

Over the years, Walt Disney Studios has been responsible for some of the most memorable, reprehensible, intolerable and dastardly delightful villains in film. It was about time, I thought, to give these baddies their proper due in a ranking of the 25 Best Disney Movie Villains of All Time. But, first, a few ground rules.

First, I decided right off the bat that this list would include only feature films, meaning no villains found primarily in short films or television series count (although two of these villains did receive an honorable mention). Also, after much thought, I am including Pixar films in this ranking, despite the controversy this may cause (or may not).

Ok, enough about the rules, on with the list!

THE 25 BEST DISNEY VILLAINS OF ALL TIME

Honorable Mentions:

Pete (from various Walt Disney cartoons too numerous to mention). Voiced by Walt Disney, Billy Bletcher, John McLeish, Will Ryan, Arthur Burghardt, Jim Cummings; created by Walt Disney and Ub Iwerks.

This big bully of a cat, created by Walt Disney and Ub Iwerks, has been pestering Mickey Mouse and friends for over eighty years. Pete has a booming voice, bombastic presence and a demanding attitude. He is also one of the most consistently entertaining of the Disney villains.

Big Bad Wolf (from the Silly Symphonies short The Three Little Pigs). Voiced by Billy Bletcher; created by Norm “Fergy” Ferguson.

1933’s The Three Little Pigs was an extremely popular cartoon short, in large part thanks to the supremely sinister Big Bad Wolfe, the antagonist of the piece. Voiced by Billy Bletcher, the “small man with the huge voice,” the Big Bad Wolf was a fiendishly clever and diabolical villain, who nevertheless was a joy to watch.

#25 – Judge Claude Frollo (from The Hunchback of Notre Dame). Voiced by Tony Jay; created by Kathy Zielinski and Dominique Monféry.

Brilliantly voiced by actor Tony Jay (who was given this role based on his performance as the shady asylum superintendent Monsieur D’Arque in Beauty and the Beast), Judge Claude Frollo seems like your standard power-mad Disney villain. That is, until the beautiful and dark song “Hellfire” where he sings of his lust for the gorgeous gypsy Esmeralda, and decides he will kill her if he cannot have her.

Remember, this was in the middle of a family film with singing gargoyles. It’s this moment, which ranks as one of the best Disney villain songs ever, that helps place Judge Claude Frollo on this list.

#24 – Governor Ratcliffe (from Pocahontas). Voiced by David Ogden Stiers; created by Duncan Marjoribanks.

Believe it or not, but some people were shocked that a film featuring a singing tree and a giggling raccoon was historically inaccurate. The real John Ratcliffe helped establish Jamestown, and became its second president; he also believed in the importance of trade and peace with the native people of Virginia. The Disney character? Eh, not so much.

Governor Ratcliffe, the character, is a power-hungry, vain megalomaniac with little interest in anything other than gold. Ratcliffe, voiced to perfection by Stiers (who also played the stuffy clock Cogsworth in Beauty and the Beast), gets a showstopping musical number, “Mine! Mine! Mine!”

#23 – Queen of Hearts (from Alice in Wonderland). Voiced by Verna Felton; created by Frank Thomas and Eric Larson.

“Off with her head!!!” Few Disney villains are as quick to anger as the Queen of Hearts. She is a sadistic ruler when provoked, which seems to be quite often. She is also one of the most memorable characters from this classic 1951 film.

Voiced by the brilliant Verna Felton, The Queen of Hearts is a volcanic cocktail of pure rage. Although the role is relatively small, this heartless Queen remains one of the quintessential Disney villains.

#22 – Prince John (from Robin Hood). Voiced by Peter Ustinov; created by Ollie Johnston.

Although there are several truly dangerous and deadly Disney villains, sometimes the best villains are more comic in nature. Case in point: Prince John, the anthropomorphic, thumb-sucking chief antagonist in 1973’s Robin Hood. Peter Ustinov, who voiced Prince John (and his brother, King Richard) must have had a field day playing Prince John, the rage-filled Mama’s boy.

The scrawny lion looks positively goofy (or is that Goofy?) in his crown and robe, as they were meant for his much bigger brother, and not this unjust usurper. Prince John, for all of his fury and diabolical schemes, remains one of Disney’s funniest villains.

#21 – Yzma (from The Emperor’s New Groove). Voiced by Eartha Kitt; created by Mark Dindal.

Speaking of the funniest Disney villains, who could forget Yzma, the spurned ex-advisor with a penchant for potions? Yzma (along with her dense right-hand man Kronk) helps give this underrated film its frantic, frenetic energy. The legendary Eartha Kitt was the perfect choice for Yzma; it is truly one of the most distinctive Disney villains of the last fifteen years.

Kitt’s vocal performance gives Yzma a sly, subversive edge. She makes what could have been a Disney cliche: the wicked witch, and crafts a classic Disney character. Kronk’s pretty funny too.

#20 – Oogie Boogie, (from The Nightmare Before Christmas). Voiced by Ken Page, created by Tim Burton.

It’s quite a trick, making a truly vile and repulsive character in a film full of skeletons, demons, witches and other monsters, but Oogie Boogie, the main villain in The Nightmare Before Christmas is just that. A grinning vision of terror and pure evil, Oogie Boogie is unlike any other Disney evildoer.

Voiced by actor/cabaret-singer Ken Page, Oogie Boogie brings a real sense of danger to the film. I mean, c’mon, he kidnaps Santa Claus! He’s got to be a bad guy if he does that, right?

#19 – Charles F. Muntz (from Up). Voiced by Christopher Plummer: animated by Peter Sohn.

I spent a little bit of time trying to find the picture that conveyed the duality of famed explorer Charles Muntz’s character; the way a once heroic figure can turn, over decades of frustration, into a paranoid and dangerous character. The above photo of the main antagonist from Up, his face half hidden in shadow, does the trick. Muntz, the boyhood hero of our protagonist, Carl, has transformed in a cold and heartless person.

Of course, Up is a comedy, but like all great comedies, there is a bit of darkness and reality nipping at its edges. As performed by the Oscar-winning, legendary Christopher Plummer, Charles Muntz quickly became one of Pixar’s most chilling villains.

#18 – Syndrome (from The Incredibles). Voiced by Jason Lee; designed by Tony Fucile and Teddy Newton .

Syndrome, like Charles Muntz, is the rare Pixar antagonist who is truly deadly and dangerous. As the psychopathic super villain who craves revenge against his arch-nemesis, Mr. Incredible, Syndrome is a powerful and ingenious foe. Jason Lee finds the right note between threatening world terrorist and petulant, spoiled child in his vocal performance.

The character design for Syndrome is perfect; his cold, dead eyes and his hateful grin (like Mr. Incredible, Syndrome’s design was based partially on director Brad Bird). Syndrome is a villain for the ages.

#17 – Shere Khan (from The Jungle Book). Voiced by George Sanders; created by Milt Kahl.

One of the most subtle jokes in The Jungle Book is the casting of George Sanders, an actor known for playing suave, sophisticated characters as Shere Khan, a ferocious tiger. It’s really a great move, though, as Khan’s seemingly mannered, dignified speaking voice masks his hatred and fury. Sanders’ voice is the perfect contrast to the Khan’s malevolent nature.

The fantastic Milt Kahl’s design of Khan mixes the proud, dignified, oh-so British qualities of the face with a ruthless, predatory quality. I love Khan’s chin, for example, because it looks like the chin of a well-dressed and well-groomed gentleman, not the jungle’s most deadly beast.

#16 – Hades (from Hercules). Voiced by James Woods; animated by Nik Ranieri.

I mentioned earlier how sometimes a villain’s voice can work in wonderful contrast to the character design. Case in point: James Woods’ hilarious, heavily improvised performance as Hades, God of the Underworld. Imagining Hades as a cross between a Greek God and a used car salesman, Woods creates a delightfully evil villain.

Animator Nik Ranieri studied Woods’ films while animating Hades, in order to get the trademark Woods sneer. As you can judge from the picture, Ranieri got it down cold. James Woods is a big fan of this character, and in fact, he has played Hades in several cartoon shows and video games. Clearly, he’s having just as a great time playing Hades as we are watching him.

#15 – Stromboli (from Pinocchio). Voiced by Charles Judels; created by Vladimir Tytla.

The threat of violence hangs in the air, thick as fog, whenever Stromboli is on screen. The large, intimidating man, prone to mood swings and sudden bursts of anger, remains the most memorable of Pinocchio‘s many antagonists (he is voiced by the same actor who portrayed the cruel Coachman). There’s a moment where he playfully grabs an ax, swinging it gingerly; warning Pinocchio of the fate that might await him.

Maybe it’s the fact that Stromboli does not have super-powers or possess magic like some other Disney villains of the time period, but is rather a real man, that makes this character so terrifying, all these years later.

#14 – Chernobog (from Fantasia). Created by Vladimir Tytla.

Based upon the Black God of Slavic mythology, Chernobog remains one of the most terrifying villains to be featured in any Disney film. Referred to by Walt Disney as “Satan himself,” Chernobog is evil in its purest form. During the “Night on Bald Mountain” segment of the classic film Fantasia, Chernobog unleashes demonic spirits into the darkness.

Vladimir Tytla specialized in large, imposing characters, but none were larger or more imposing than Chernobog. When I was in grade school, I had a friend who watched all of the Nightmare on Elm Street films without so much as blinking an eye, but was haunted by Chernobog.

#13 – Lady Tremaine (from Cinderella). Voiced by Eleanor Audley; created by Frank Thomas and Harvey Toombs.

Many of Disney’s earlier feature films had villains who were based more in the fantastic or supernatural realm, however, the wicked stepmother in Cinderella is flesh-and-bone, yet she remains one of the most chillingly cruel villains in the Disney canon.

A big reason for this is the vocal performance by Eleanor Audley, her cold, heartless portrayal remains frighteningly realistic. The animators built the character around that voice.

#12 – Gaston (from Beauty and the Beast). Voiced by Richard White; created by Andreas Deja, Joe Haidar, Ron Husband, David Burgess, Alexander Kuperschmidt and Tim Allen.

It’s appropriate that the villain in a movie about a beast with a heart of gold should be a handsome, hateful man. This unkind and brutal narcissist believes himself to be the hero of his story, that he deserves Belle as his wife, and that the mysterious Beast who lurks in the remote castle is a monster. Of course, that’s not exactly the situation, but nobody would accuse Gaston of having a firm grasp on reality.

Gaston is largely a comic figure in the first act of Beauty and the Beast, but as he is consistently denied by Belle, his frustration grows, as does his cruelty. The genius of the character is how Gaston’s movie star good looks hide the sadistic and monstrous truth of his character.

#11 – Kaa (from The Jungle Book). Voiced by Sterling Holloway; created by Frank Thomas and Milt Kahl.

Character actor Sterling Holloway was like the Mel Blanc of Disney cartoons; the guy did it all. In addition to voicing the sneaky, slithering snake Kaa, he also brought to life Winnie the Pooh, the Cheshire Cat, Mr. Stork from Dumbo, the adult Flower in Bambi and Amos the Mouse in the classic short Ben and Me, to name a few. Holloway’s distinctive voice, bubbly with good cheer and innocent mischief, was the perfect choice for the sweetly sinister python Kaa.

Although Kaa only has a few scenes, he remains one of the most entertaining elements of this film, one of Disney’s finest cartoons. Though the entire character design of Kaa, by Frank Thomas and Milt Kahl, is fabulous; like Mowgli, we’re always drawn into those big, hypnotic eyes.

#10 – Lots-O’-Huggin’ Bear (From Toy Story 3). Voiced by Ned Beatty; designed by Paul Aichele, Tom Gately and Jessica Sances.

If you’re like me, and you think that Toy Story 3 is basically an animated prison movie (and I mean that as a compliment of the highest order), then Lots-O’-Huggin’ Bear must be one of the most ruthless prison wardens in all of cinema. He’s also, believe it or not, the best villain to ever appear in a Pixar movie. A big, cuddly teddy bear with a cane, a big smile and a Southern drawl, Lotso is also the brutal dictator of Sunnyside Daycare Center.

Director Lee Unkrich struck gold when the cuddly bear of an actor Ned Beatty was cast as Lotso. His voice is as sweet as sugar, but can also be as deadly as arsenic. They needed an actor who could find that line, between cute and cruel. Unlike the other villains in the Toy Story series, Lotso is not redeemed. He remains rotten to his core.

#9 – Jafar (from Aladdin). Voiced by Jonathan Freeman; created by Andreas Deja, Nik Ranieri, Ken Duncan, Ron Husband and Lou Dellarosa.

Students of classic cinema have probably already noticed the similarities between Disney’s Aladdin and the classic 1940 version of The Thief of Bagdad, starring Sabu. For instance, the villain in that film was named “Jaffar,” and played by legendary actor Conrad Veidt. Disney not only borrowed the name, but also designed the character to look more than a little similar to Veidt. Elegantly tall, with twisty facial hair, piercing eyes and a bad-ass turban, Jafar is the Grand Vizier to the Sultan, his most trusted advisor.

Like most trusted advisors in Disney movies, he’s power-hungry and more than a little evil. Jonathan Freeman gives Jafar his silky smooth, diabolical voice (who can forget that laugh), and currently is playing Jafar in the Aladdin musical on Broadway!

#8 – Mad Madam Mim (from The Sword in the Stone). Voiced by Martha Wentworth; created by Milt Kahl and Frank Thomas.

Compiling this list, it occurs to me just how many of the classic Disney villains are a mixture of funny and frightening, comic and callous. Madam Mim, the chief antagonist in the criminally underrated Sword in the Stone, is a great example of that Disney combination of harsh and hilarious.

Mad Madam Mim is convinced that she is the world’s greatest wizard, and challenges her arch-nemesis Merlin to a duel to prove it. What follows is one of the most magical (pun intended) sequences from the golden age of Disney. Mim, in all of her mad glory, is a treat: a Disney villain full of humor and heartlessness.

#7 – Scar (from The Lion King). Voiced by Jeremy Irons, Jim Cummings (uncredited); designed by Andreas Deja.

Much like the sophisticated George Sanders played the ruthless Shere Khan in The Jungle Book, the Oscar-winning British actor Jeremy Iron bared his fangs to play the wicked, cold-blooded Uncle Scar in The Lion King. Since the story is loosely based on Hamlet, that would put Scar in the Claudius role, a part that Irons plays with relish.

Scar, like many of the great Disney baddies, is power-hungry, and hatches a diabolical scheme to become King of the Lions. He also gets to sing one of the great Disney villain ballads: “Be Prepared.” All of this adds up to one of Disney’s most sinister scoundrels.

#6 – The Queen (from Snow White and the Seven Dwarfs). Voiced by Lucille La Verne; created by Art Babbitt, Joe Grant, Bob Stokes and Walt Disney.

There she is. The first Disney villain from a feature film, the Queen is rightfully regarded as one of the all time greats. Fueled by vanity and jealousy, the Queen’s demands the blood of her step-daughter, Snow White. Cold, calculating and corrupt, the Queen was not only a great movie villain, but an archetype for many future Disney baddies.

Later in the picture, the Queen transforms into a hideous crone, with large eyes that still haunt children to this day. Have an apple, my dear…

#5 – Professor Padraic Ratigan (from The Great Mouse Detective). Voiced by Vincent Price; created by Glen Keane, Matthew O’Callaghan and Phil Nibbelink.

As far as outright evil Disney villains go, few are more violent, diabolical or outright insane than Professor Ratigan. Voiced by Hollywood legend Vincent Price, Ratigan is an evil genius who wants nothing less than absolute power (he thinks of himself as “the world’s greatest criminal mind”). Price stated in interviews that Ratigan was his favorite role, and that’s saying something considering Price’s long and respected acting career.

Master animator Glen Keane, who would go on to animate the Beast himself, gives Ratigan a hulking, intimidating form, and real animal fury to his movements. Like his human counterpart Professor James Moriarty, Ratigan is a deadly madman who also happens to be smarter than almost anybody else.

#4 – Ursula (from The Little Mermaid). Voiced by Pat Carroll; designed by Ruben Aquino, Kathy Zielinski, Dave Cutler, Nik Ranieri, Rob Minkoff and Chris Wahl.

Looking like a drag queen with tentacles (the design was based upon Divine, the star of Pink Flamingos), Ursula the Sea Witch stole scenes from The Little Mermaid, just as she stole Ariel’s voice: with complete and utter amusement. Ursula continues the proud tradition of power-mad Disney villains who were fired by royal families and then turned against them. If only they had gotten a decent severance package, maybe they would’ve been a little nicer.

Like James Woods as Hades or Jeremy Irons as Scar, there is real joy in Pat Carroll’s performance. Few Disney villains have as much fun as she does; and audiences still have fun watching her spin her wicked web.

# 3 – Maleficent (from Sleeping Beauty). Voiced by Eleanor Audley; created by Marc Davis.

The greatest of the many wonderful Disney witches, Maleficent was voiced by Disney regular Eleanor Audley, who also portrayed Lady Tremaine (number thirteen on this list). With her pet raven perched on her shoulder, Maleficent was a tall, imposing figure of menace and magic. The moral of the film could simply be: always invite the local evil witch to your child’s christening.

Few Disney villains dominated audience’s memories of the film the way Maleficent did. Her cold, icy character was the dark heart of the movie. So iconic was Maleficent that, many decades later, Disney made a live-action version of Maleficent’s story, starring Angelina Jolie in the title role. Still, the original is the best.

# 2 – Captain James Hook (from Peter Pan). Voiced by Hans Conried; created by Frank Thomas and Wolfgang Reitherman.

A fastidiously dressed gentleman pirate, with a murderous obsession with Peter Pan, Captain Hook is near the pinnacle of Disney villains. On a personal level, I have always had a soft spot for Captain Hook as I played the role in a grade school production of Peter Pan. Though nobody, Dustin Hoffman or myself included, could hold a candle to Hans Conried’s definitive version of Hook.

Hook’s impeccable wardrobe and haughty demeanor mask his true self: a maniacal and frantic pirate. Captain Hook has long captivated audiences, and he is by far the most interesting character in the picture. As Ebert might have put it, Hook proves the villain often makes the movie.

#1 – Cruella de Vil (from One Hundred and One Dalmatians). Voiced by Betty Lou Gerson; created by Marc Davis.

Probably the best description of the greatest Disney villain, Cruella de Vl, comes from Miss de Vil herself, Betty Lou Gerson:

“Cruella is a very interesting character. She’s the only villainess who doesn’t use magic; she’s a dirty, mean dame but everyone can relate to her. She’s real.”

Cruella de Vil best exemplifies the reasons why audiences love Disney villains. She’s frightening, engaging, funny and fascinating. She is singe-minded in her obsession. She represents real danger, but there is humor in her character.

Cruella de Vil is the gold standard of Disney villains.