Ursula the Sea Witch

PATHFINDER 2E BUILD GUIDE
A terrifying witch who makes unbreakable deals with poor unfortunate souls as she seeks to rule the sea.

Who Is Ursula the Sea Witch?

Who Are Ursula the Sea Witch?

Almost everything we need to know about the Ursula, the Sea Witch from Disney's The Little Mermaid, comes from her song "Poor Unfortunate Souls". It's a banger of a Disney tune, sung with a harsh brass by Pat Carroll.

If you aren't familar with the song, Ursula is convincing Ariel (the titular little mermaid) to make a deal. Ariel gets to be human (so she can be with her prince) and Ursula gets... Ariel's voice.

Is it a good deal? The consequences of breaking it are dire, as we see from the garden of souls who couldn't pay their price.

So who is Ursula anyway? She tells us herself: In the past, she's been a nasty. But she fortunately knows a little magic (a talent she always has possessed) and she uses it (please don't laugh) on behalf of the miserable, the lonely and depressed.

Not bad, right?

Well she also shapechanges in to a quasi-Ariel, stolen voice and all, to make sure that the deal can't work out. Not such a good business partner, but great witch.

The Little Mermaid came out when I was 2, and we watched it a lot, like all Disney movies of that golden era. Unlike lots of those other DIsney movies, though, it holds up. The songs are bops. The animation is still great – there are even a few camera moves that have no business being as involved as they are. And, to cap it all off, Ursula is still the best Disney villain of all time.

But how can we play her in Pathfinder?

Keys to the Character

Floatsam and Jetsom

Right In The Eels

Flotsam and Jetsam, Ursula's eels, are equal parts pets and power conduits. In other words, they are familiars.

an unbreakable contract

Lawyer Up

Even King Triton himself – and his powerful trident – couldn't break the contract Ariel made with Ursula. These deals are binding, unerring, unbreakable and magic.

ursula's tentacle

Eight Is Enough

Unlike the rest of her merfolk peers, Ursula has a cephalopod-like lower half of tentacles, rather than mermaid fins. It is an iconic difference, something that is as cool as it is spooky.

Ursula as Vanessa

A Real Baddie ;)

When the going gets tough, the tough polymorph themselves into a hottie to steal a prince away. "Vanessa" is as evil as her name, and irresistible to princes.

Building Ursula the Sea Witch

In a party, Ursula fills Enchanter and Controller roles, debuffing enemies with powerful hexes and spells. Any foes that find themselves going up against Ursula will soon find themselves weakened – or useless – ready to be taken down by her allies.

The Pact Patron is the perfect starting point to build toward this role. It is the ultimate Ursula flavor, making deals with poor unfortunate souls that end up being detrimental. With this patron, Ursula can force deals unto her foes, ensuring they don't attack (with big penalties if they do).

Alongside her pact-flavored hexes, Ursula's spells provide a multitude of ways of shaping a battle by affecting her enemy's ability to do almost anything. From stealing voices to slowing to dazzling to stunning... if there's a status effect in Pathfinder, Ursula the Sea Witch can force it onto a foe.

Outside of battle, Ursula uses her legendary diplomacy to help the party by striking deals that the team always comes out on top on. Plus, her Cauldron alchemy can provide some extra items in a pinch.

Build OVERVIEW

STATS
Defense
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Power
·
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Speed
·
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Utility
·
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PROS
CONS

Ancestry

Thalassic Azarketi

Maybe this gets changed when the new Merfolk ancestries drop in 2024, but for now the Azarketi represents the most thematic aquatic ancestry available.

And it gets pretty close.


Level

Feat

Notes

1

Perfect Dive

Zelda has been kidnapped one too many times to let it happen again, with a bonus to restricting status conditions.

5

Aquatic Conversationalist

It's hard to make deals underwater if you can't talk down there.

9

Water Dancer

Ursula uses those eight tentacles to glide seamlessly through the water.

13

Aquatic Adaptation

Help allies become adapted to water environments. They just better hope there isn't a price...

17

Drag Down

Humans beware, not every citizen of the deep is singing songs about you.

Background

Magical Misfit

In Ursula's own words, her magic is "a talent that I always have posessed." The official reason she was banished from the kingdom may be for her ambitious schemes for the throne, but we all know it's really because her magic is spooky.

Class

Witch: Pacts Patron

They weren't kidding when they called her, well, a witch.

There are plenty of Witch feats that feel like they were designed with the Sea Witch herself in mind, and many more that fit the character with just a little bit of flavor tweaking.

The Pact Broker hex cantrip, for starters, sets the tone for Ursula to make brutal deals with enemies, persuading them to refrain from attacking, lest they do so at a great disadvantage. And that disadvantage gets worse as Ursula grows in power, and she unfortunately has to "rake 'em across the coals", leaving enemies with drained 2, doomed 1, and 6d8 persistent damage if they fail to comply with a pact.

Even the Witch class' familiar feature works well, with Flotsam and Jetsam standing in for a typical aquatic familiar. Familiar abilities like Snoop and Witch feats like Familiar's Eyes fit Flotsam and Jetsam perfectly: two sneaky little eels collecting information and watching on behalf of their master.

Finally, we go down the Living Hair line to represent Ursula's tentacles. It isn't a stretch to imagine those eight lengthy appendages standing in for prehensile strands of hair, and it adds a lot of fun flavor to the Sea Witch's action economy, especially at higher levels.

To start, the hair is just a method of striking enemies between spell casts and hexes. However, it does gain the grapple trait at level 12, allowing Ursula to use her tentacles to pull foes under the water. Titan Wrestler and Master in Athletics helps make this work more often.

By the peak of her power, Ursula can deliver hexes as part of an attack, as well as attack with a staggering amount of options, including a hefty sweep.


Level

Feat

Notes

2

Cauldron

We see Ursula float all kinds of grim ingredients toward her cauldron for some extra-potent potables.

4

Basic Lesson: Vengeance

Strike a deal with a foe: if they hurt a target, they hurt themselves.

6

Greater Lesson: Favor

A good dealmaker knows the value of quid pro quo. If Ursula receives help, she helps in return.

8

Living Hair

Flavored as her eight prehensile tentacles, striking out at nearby foes.

10

Major Lesson I: Bargains

Now it's happened once or twice, someone couldn't pay the price...

12

Deadly Hair

Increase the damage die of Ursula's tentacles and allow them to grab on to opponents.

14

Rites of Transfiguration

Be prepared to change the shape of anyone as part of a deal.

16

Familiar's Eyes

Flotsam and Jetsam's eyes go yellow and allow Ursula to see through.

18

Siphon Power

A free extra spell per day, courtesy Ursula's eel friends.

20

Demon's Hair

Now those tentacles are truly dangerous. Reach and hex-touch make them a worthwhile action to take.

Skills & General Feats

Despite being a magic user, Ursula focuses more on her ability to make deals than her occultism, featuring a Legendary diplmacy skill. Beyond that, she is quite adept in deception (for fooling) and athletics (for drowning).

Legendary: Diplomacy

Master: Athletics, Deception, Occultism

Expert: -


Level

Feat

Notes

2

Lie to Me

It's hard to trip up a master dealmaker. They've heard it all before.

3

Automatic Writing

Ursula's pen moves on its own to produce any contract she needs.

4

Titan Wrestler

To take advantage of those tentacle grapples.

6

Charming Liar

I suppose no one would go for her deals if she didn't have some Charisma.

7

Half Truths

The reason Ursula's victims fall for her ploys is that she never *really* lies. She just leaves out some important information.

8

Magical Shorthand

She's a witch, but she can recognize what makes others magic too.

10

Slippery Prey

Wait, did she ink?

11

Battle Medicine

Not an adept healer by any means, but it's helpful to patch up an ally in a pinch. For a favor.

12

Disturbing Knowledge

Shock foes with the reality of what will happen if they break their deal.

14

Shameless Request

If we really think about it, getting Ariel's voice was the fleece of the century.

15

Doublespeak

Ursula's contract language is true, but up to interpretation. Hers.

16

Godless Healing

A sea witch's poultices and balms don't rely on a deity.

18

Evangalize

Stupefy enemies with the story of how Ursula got banished from Triton's kingdom.

19

Legendary Negotiation

Yeah, this one goes without saying.

20

Slippery Secrets

No one is getting into the mind of a Sea Witch.

Attribute Increases

Equipment

Suggested Starting Equipment

Ursula the Sea Witch's Signature Items

Key Spells


Level

Spell

Notes

Cantrip

Chill Touch

An up-close curse of the deep.

Cantrip

Haunting Hymn

Use that stolen voice to decimate the psyche of an enemy.

1

Command

Force an enemy to follow Ursula's instructions.

1

Phantom Pain

A hefty curse from all directions.

1

Seashell of Stolen Sound

I mean... come on.

2

Silence

"What I want from you is: your voice."

3

Mind of Menace

Terrify any enemy foolish enough to come after the mind of a sea witch.

4

Steal Voice

I mean... come on.

4

Suggestion

Those deals are hard to resist.

5

Black Tentacles

Damage and hold every creature around.

6

Baleful Polymorph

Turn a foe into those creepy little kelp-creatures from Ursula's garden of broken deals.

Changelog

Ursula Resources