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Your voice can soothe even the most haunted soul.
Hook to Ursula

"Poor Unfortunate Soul" is the fifteenth episode of Season Four of ABC's Once Upon a Time. It was written by Andrew Chambliss & Dana Horgan, and directed by Steve Pearlman. It is the eighty-first episode of the series overall, and premiered on March 22, 2015.


Hook leverages his complicated history with Ursula to find out what she knows about Gold’s endgame. Gold and the Queens of Darkness torture August for information about the Author as Emma, Mary Margaret and David race to find them. Regina grows concerned for Robin Hood’s safety while she struggles to maintain her cover with the villains. In a Fairy Tale Land flashback, when a restless young Ursula enlists Hook’s help to run away from home, she soon learns it isn’t wise to trust a pirate.[2]


This section is a detailed recap of this episode. There are major spoilers. Click to expand.

Deleted Scenes

"A Cow Named Nan"




Guest Starring


Production Notes

  • The title card features Ursula.
  • The title of this episode was announced by Adam Horowitz via his Twitter account on December 24, 2014.[3]
  • The episode is named after a song from the Disney film The Little Mermaid. The song is sung by Ursula to Ariel.
  • The opening scene with the Jolly Roger, was filmed over eight hours on a sound stage with lots of theatrical smoke. The crew members were wearing masks so they wouldn't have to breathe in smoke all day.[4]
  • The scenes with Ursula and Poseidon at the cliffs, were filmed in hot tubs built with fake rocks.[5]
  • Ursula's singing voice was neither Tiffany Boone's voice[6] nor Merrin Dungey's voice.[7]
  • For the scene where Regina is speaking through Mary Margaret, Lana Parrilla did a reading of the lines, so Ginnifer Goodwin could practice to it.[4]
  • The cabin scenes took three days to shoot. Eion Bailey had rope burns on his hands by the end of the shooting, from being tied up all the time.[4]
  • Regina's dream about Robin Hood was not originally in the script. It was added later, because the network wanted to make sure that the viewers knew that Robin would come back at some point.[4]
  • For the scene where Mr. Gold interrogates August by holding him close to the fire, the flames in the fireplace were actually real. Test were performed to make sure that it was safe for the actors.[4]
  • For the part where Ariel slaps Hook, director Steve Pearlman didn't want to do the slap, but Colin O'Donoghue and JoAnna Garcia Swisher insisted that he kept it.[8]

Event Chronology

Episode Connections


  • Ursula's backstory is largely based on Ariel's backstory from the Disney film, The Little Mermaid: Ariel's Beginning.
    • Both are mermaids.
    • Both love singing/music due to their mothers' influence.
    • Both have lost their mothers during a pirate attack.
    • Both have fathers who have a problem with singing/music because it reminds them of their wives' death. Ultimately, their fathers both realize they were wrong and decide to accept singing/music in their lives.
    • Both decide to go against their fathers' orders because they love singing/music.
  • Ursula vocalizes the reprise of "Part of Your World" and sings "Fathoms Below" during the episode. Both are from the Disney film The Little Mermaid.

Fairytales and Folklore

Popular Culture

  • The aria "Soave sia il vento" (meaning "may the winds the gentle") from Mozart's opera "Così fan tutte" is playing on Ursula's radio as she's enjoying a quiet moment outside Mr. Gold's cabin in the morning.

Props Notes

Set Dressing

Costume Notes

  • Poseidon's costume was originally different, and included a big purple feathery boa around his neck. However, it didn't look quite right, and they ended up with a more metallic version of the original costume.[4]
  • Emma is wearing[13] an Aran Short-Sleeved Sweater from Ralph Lauren[14] (no longer available).

Filming Locations

International Titles



Start a Discussion Discussions about Poor Unfortunate Soul

  • Thoughts Of Poor Unfortunate Soul.

    165 messages
    • Agreed.  Sooo looking forward to the snowing, baby steeling, emma gone dark stuff. It's about time they realised that people are peo...
    • DZAV21 wrote: MBrody wrote: DZAV21 wrote: That awkward moment you realize that Rumple is the only true villain... Killian & Regina just l...
  • Could Ursula be in danger because of her betraying to villains?

    4 messages
    • It seems to me he only needed really needed all three of them to get into Storybrooke; once he was in he just needed someone to do his dirty w...
    • They'd first need to go to the Enchanted Forest, which wouldn't be easy and would be quite a detour from their plan.