Eleanor Audley: Disney Villain

Her smooth, elegant voice gave life to two of Disney’s most memorable villains: Lady Tremaine from Cinderella and Maleficent from Sleeping Beauty. Today’s Disney Voice is Eleanor Audley.


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Eleanor Audley was born in 1905 as Eleanor Zellman, and became an actress of stage and radio before transitioning to television and voice acting.

As she struck it big, she changed her last name to Audley, and gained legendary status when she became the voice actress and live action reference model for the villainesses of Cinderella and Sleeping Beauty.

Eleanor Audley’s first foray into Walt Disney’s Animated Studios came in 1950’s Cinderella, where she voices Lady Tremaine, Cinderella’s wicked stepmother. She is matronly, dour, with fierce calm and rigidity, and her voice sends shivers up your spine.

Eleanor was the voice actress and live action model for Lady Tremaine, and animators Ollie Johnston and Frank Thomas recalled in a book they wrote on Disney Villains that animating Lady Tremaine to Eleanor’s recordings was “a difficult assignment but a thrilling one, working to that voice track with so much innuendo mixed in with the fierce power.”

For a character whose movements are measured and sure—there’s never quick action from Lady Tremaine—this posed a challenge to her animators, and Eleanor provided some reference for how Thomas could design the character.

Andreas Deja, a storied Disney animator—modern audiences recognize his design work with characters like King Triton and Vanessa (The Little Mermaid), Gaston (Beauty and the Beast), Jafar (Aladdin), Scar (The Lion King), Hercules (Hercules), and Mama Odie (The Princess and the Frog)—used to keep a blog, and he wrote a post once about meeting Eleanor in the ‘80s.

Of Cinderella, she said that the live action work was harder than the voice recording, as Hamilton Luske, the film’s director, kept “sending me up and down those stairs on the set, up and down!”

When it came time to start working on Sleeping Beauty, which was eventually released in 1959, Eleanor was personally approached by Walt Disney and asked to voice Maleficent. She first turned it down, as she had tuberculosis and didn’t think she’d have the strength for the job, but eventually took it once she started feeling better.

As with Cinderella, Eleanor was both voice actress and live action reference model for the evil fairy who puts a curse on Princess Aurora.

Marc Davis animated Maleficent and recalled that she was one of the harder characters for him to design, as she was all about minimal movements and speeches.

Eleanor would say that she “tried to do a lot of contrasting to be both sweet and nasty at the same time” when it came to Maleficent. Mary Costa, who voiced Princess Aurora, would reminisce that she loved watching Eleanor do her voice recordings “because she wasn't that tall but when she was using that voice in front of a microphone it was like 9 feet tall.”

In the ‘80s, Eleanor would tell Andreas Deja that after Sleeping Beauty was finished, she was invited to a private screening at the studio and ended up watching the film all alone. She relayed that she was very proud of the performance she put on screen.

I have to say, of the older Disney movies (I’m only including Snow White and the Seven Dwarfs, Cinderella and Sleeping Beauty in this), you can’t beat Maleficent as a villainess. There’s elegance and glamour there, despite the evilness. Her voice is silk, it’s mesmerizing.

Years later, Eleanor would voice one last Disney character: Madame Leota, the fortune teller in the crystal ball on the Haunted Mansion ride at Disneyland.

Both Lady Tremaine and Maleficent have had second lives in live action remakes of Cinderella and Sleeping Beauty. In 2014’s Maleficent, Angelina Jolie’s evil fairy is the main character—and undergoes a redemptive story—and in 2015’s Cinderella, Cate Blanchett adds her glamour to Lady Tremaine’s character.

During the press tour for Maleficent, Angelina Jolie remarked about Eleanor Audley that she “had such an extraordinary voice. And something about Maleficent just seemed so powerful and elegant. And she just seemed to enjoy being evil.”

Eleanor died on November 25, 1991, at the age of 86 from respiratory failure.

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