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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

This scene is included on Once Upon a Time: The Complete Fourth Season.

"A Cow Named Nan"

While Regina is interrogating August, he tells her about an old story he heard in Phuket, about a cow named Nan. The farmer who owned Nan, whipped her, and when the farmer's wife saw the lashes across Nan's back, her husband's cruelty chilled her soul and she left the farmer. August warns Regina that if she keeps working with Mr. Gold and the witches, by the time she is reunited with Robin Hood, she will no longer be the woman he wants to be with.



Guest Starring


  • Unknown as Ursula’s Singing Voice



Production Notes

Event Chronology

Episode Connections


  • Ursula's backstory is largely based on Ariel's backstory from the Disney film, The Little Mermaid: Ariel's Beginning. They are both mermaids who love singing/music due to their mothers' influence. Both have lost their mothers during a pirate attack and 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. In addition, 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

  • According to a prop photograph by an online auction from 2018, the complete inscription reads "LIVERPOOL · W.M. SOPARLO & SONS LTD."[20] However, excerpt for the "Liverpool" part, the entire text is obscured by Hook's hand.
  • CREW NAMES ON PROPS: "W.M. Soparlo" is a reference to Mark Soparlo, a member of the production staff on the show.

Set Dressing

Costume Notes

  • ABANDONED IDEAS: 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.[9]

Filming Locations

  • 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.[9]
  • The scenes with Ursula and Poseidon at the cliffs, were filmed in hot tubs built with fake rocks.[27]
  • The scenes at the Storybrooke harbor was filmed on a real floating dock in Steveston Village. The crew had to move their cameras according to the tide.[9]

International Titles



  1. Baron, Steve (March 24, 2015). Sunday Final Ratings: 'The Last Man on Earth' & 'Once Upon a Time' Adjusted Up; '60 Minutes' Adjusted Down. TV by the Numbers. “ONCE UPON A TIME (...) 5.79”
  2. 2.0 2.1 LISTINGS: ONCE UPON A TIME. The Futon Critic. “Air Date: Sunday, March 22, 2015. Time Slot: 8:00 PM-9:00 PM EST on ABC. Episode Title: (#415) "Poor Unfortunate Soul".”
  3. File:415Title.png
  4. TwitterLogo.svg @AdamHorowitzLA (Adam Horowitz) on Twitter (December 24, 2014). "Here's a holiday #OnceUponATime #titlespoiler! Happy holidays! Hope to see y'all on March 1!" (screenshot)
  5. File:415JollyRogerAtSea.png
  6. File:606JollyRoger.png
  7. TwitterLogo.svg @Tiffboone (Tiffany Boone) on Twitter (March 22, 2015). "To clarify for all who are wondering, that was not my singing voice. 🙈 sorry to disappoint lol" (screenshot)
  8. TwitterLogo.svg @RealMerrinD (Merrin Dungey) on Twitter (March 22, 2015). "@Tiffboone not mine as well." (screenshot)
  9. 9.0 9.1 9.2 9.3 9.4 9.5 9.6 9.7 9.8 Steve Pearlman on the Blu-ray Audio Commentary for "Poor Unfortunate Soul"
  10. Steve Pearlman and Colin O'Donoghue on the Blu-ray Audio Commentary for "Poor Unfortunate Soul"
  11. Hook: "For almost a century, my every waking moment has been consumed by one thought... making an evil man pay for what he did to the woman I loved."
  12. Triton. Encyclopædia Britannica. Retrieved on November 28, 2021. “Triton, in Greek mythology, a merman, demigod of the sea; he was the son of the sea god, Poseidon, and his wife, Amphitrite.”
  13. POSEIDON FAMILY. Theoi Project. Retrieved on November 28, 2021. “BENTHESIKYME (Benthesicyme) A sea-nymph queen of Aithopia (Ethiopia). She was a daughter of Poseidon and Amphitrite. (...) KYMOPOLEIA (Cymopoleia) A sea-nymph or giantess daughter of Poseidon.”
  14. Colin O'Donoghue on the Blu-ray Audio Commentary for "Poor Unfortunate Soul"
  15. File:415MakeMeRemember.png
  16. File:421YourHappyEnding.png
  17. Once Upon a Time - Regina / Ursula Hero Knife (0338). iCollector. Archived from the original on June 25, 2020. Retrieved on June 25, 2020. “Regina uses this style of knife in the 'Heroes and Villains' storyline. S04E16, S04E21.”
  18. "Captain Hook" Jolly Roger in a bottle from Once Upon a Time Season 4, Episode 16.. iCollector. Archived from the original on February 22, 2019.
  19. File:415Safe.png
  20. "Captain Hook" safe from Jolly Roger from Once Upon a Time Season 4, Episodes 16.. iCollector (2018). Archived from the original on November 29, 2018. (Photograph)
  21. File:415YourMotherWanted.png
  22. "Poseidon" trident from Once Upon a Time Season 4, Episode 16.. iCollector. Archived from the original on Feburary 22, 2019. Retrieved on November 30, 2018.
  23. File:112QueenAboutToLeave.png
  24. File:415ISuppose.png
  25. File:415HaveMuchTime.png
  26. Emma Swan's Aran Short-Sleeved Sweater on Once Upon A Time. Pradux. Retrieved on January 23, 2019.
    Ralph Lauren ARAN SHORT-SLEEVED SWEATER. Pradux. Retrieved on January 23, 2019.
  27. Murphy, Shaunna (March 24, 2015). HERE'S WHAT IT'S LIKE TO PLAY A DISNEY VILLAIN IRL. MTV. “"That ship [the Jolly Roger] they really built, but it's on this whole green screen thing. Then when we were doing the scenes with my father and I, we're in hot tubs that they built with fake rocks, and a puddle of water in the middle of nowhere."”