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    9 Disney Characters Who Were Actually Based On Famous People

    Alyssa Milano didn't even know that Ariel from The Little Mermaid was modeled after her until a year after the movie was released.

    1. Tom Cruise was the inspiration for Aladdin's appearance after animators decided to abandon their original idea of having him be small and "less heroic-looking."

    Disney, Buena Vista Distribution

    According to the documentary Diamond in the Rough: The Making of Aladdin, the animators originally designed Aladdin as a smaller, less heroic-looking character because they wanted "to give him something to really fight against." However, Jeffrey Katzenberg, the chairman of Walt Disney Studios at the time, said he just didn't believe Jasmine would fall for a character like him, saying, "I found the character of Jasmine kinda blows him away. I don't understand why she goes with him. I understand why he goes with her — that's easy. She's wonderful."

    The studio thought they needed to improve Aladdin's appearance to make the story more believable and his relationship with Jasmine more deserved. Ultimately, Katzenberg said something along the lines of, "Guys, you've got Julia Roberts and Michael J. Fox. They don't fit together. You need Tom Cruise and Julia Roberts. They fit together. You need more Tom Cruise."

    Here's a side-by-side comparison of the evolution of Aladdin's appearance after adopting some of Tom Cruise's physical features:

    Side-by-sides of Aladdin's evolution
    Disney /

    2. When creating The Little Mermaid, animators based Ariel's appearance on a young Alyssa Milano...and she didn't even know until a year after the movie was released.

    Disney, ABC

    In an interview, Milano revealed that she didn't even know Disney modeled Ariel after her until they asked her to be part of a behind-the-scenes special for The Little Mermaid after the movie was already out of theaters.

    She went into detail about how cool (and sort of weird) the experience was, saying, "Apparently Disney drew Ariel's face from pictures of me. Um, yes. That's really cool and lovely. Uh, this is something that I didn't know while it was going on, and then I would say about a year after the film came out, they asked me to do sort of a making-of, behind-the-scenes special on it, and they told me then, which I thought was really cool."

    3. A lot of Tiana's physical features and character in The Princess and the Frog were based on Anika Noni Rose, who voiced and sang for her in the movie.

    Disney, Disney /

    According to Mark Henn, one of Disney's supervising animators, some of Tiana's looks were based on Jaimie Milner, an intern in the post production department (they even took pictures of her to help get the hair just right, for reference). But when it came time to actually develop more prominent features and the likeness of the character, the animators looked directly at Anika Noni Rose. For example, they gave Tiana dimples and even made her left-handed because Rose has dimples and is left-handed.

    4. The vultures in The Jungle Book were inspired by the Beatles. They also almost voiced the characters in the original movie in 1967 and in the remake in 2016.

    Disney, Bettmann / Bettmann Archive / Getty

    The Beatles were originally set to voice the characters of the vultures and to sing a song in The Jungle Book (1967), but rumor has it that John Lennon vetoed the offer, saying Disney would be better off hiring Elvis Presley instead.

    Director Jon Favreau tried to make this finally happen with his live-action remake in 2016, but it just didn't work out, saying, "I did talk about trying to get Paul [McCartney] and Ringo [Starr] into the film, because they wanted the Beatles for the original, but I couldn’t get them. We came to the idea too late. Maybe if there’s a sequel…”

    5. Jessica Rabbit was inspired by a mixture of several Old Hollywood actors, but mostly Rita Hayworth.

    Disney / Touchstone Pictures, Silver Screen Collection / Silver Screen / Getty Images

    Richard Williams, the animation director on Who Framed Roger Rabbit, revealed that they were tasked with creating "the ultimate male fantasy" in Jessica Rabbit. As a result, he took inspiration from some iconic leading ladies of Old Hollywood, saying, ''I tried to make her like Rita Hayworth," whom the press referred to as "The Love Goddess" in the 1940s.

    Williams also revealed that they "took [Jessica Rabbit's] hair from Veronica Lake, and [Robert] Zemeckis (the film's director) kept saying, 'What about the look Lauren Bacall had?'" They basically grabbed inspiration from several Old Hollywood actors.

    6. Animators really struggled when trying to come up with the perfect look for Ursula in The Little Mermaid, and they didn't feel satisfied until someone drew a character who was inspired by drag queen Divine.

    Disney, Bellaphon Records

    There were a few different iterations of Ursula when the Disney animators got started on the character, and "one was a manta ray that was inspired by Joan Collins." According to director John Musker, nothing seemed to work until Rob Minkoff, one of the film's animators, drew "a vampy, overweight matron who everyone agreed looked a lot like Divine."

    Divine, aka Harris Glenn Milstead, died in 1988 of an enlarged heart, but those who knew him best said “he would have wanted to play the part [of Ursula] himself." One of his close friends, John Waters, agreed, saying, "What filthy anti-hero wouldn’t relish such a plum role?" Pat Carroll ultimately provided the speaking voice for Ursula.

    And to get Ursula's movements just right, animator Kathy Zielinski rewatched 1950's Sunset Boulevard and studied Gloria Swanson's over-the-top and exaggerated movements as Norma Desmond.

    Disney /, Paramount Pictures

    In a 1989 TV special for The Little Mermaid, Zielinski went into detail about her process for animating Ursula, saying, "I studied the way she would move and the way she would react to William Holden. That really helped out a lot. It would inspire me when I tried to put some life into that character."

    7. Snow White was modeled after the looks of Hedy Lamarr...and so was Catwoman.

    Disney, De Carvalho Collection / Getty Images

    Hedy Lamarr was an incredibly famous actor in the Old Hollywood days, and her looks actually inspired two iconic characters in pop culture history: Snow White and Catwoman. Lamarr was also a brilliant inventor who helped develop a radio guidance system for Allied torpedoes in the beginning of World War II. That technology basically led to the inventions of Bluetooth, GPS, and Wi-Fi (if you want to learn more about her, I definitely suggest watching Bombshell: The Hedy Lamarr Story).

    Lamarr also served as some of the inspiration for Catwoman, according to co-creator Bob Kane. This sort of came full circle because Anne Hathaway revealed that in the 2012 film The Dark Knight Rises, she also drew inspiration from Lamarr to portray Selina Kyle/Catwoman: "I know this sounds odd, but [Lamarr's] breathing is extraordinary. She takes these long, deep, languid breaths and exhales slowly. There’s a shot of her in Ecstasy exhaling a cigarette, and I took probably five breaths during her one exhale. So I started working on my breathing a lot."

    8. Most of the looks and movements of Dr. Facilier from The Princess and the Frog were based on Michael Jackson and Usher.

    Side-by-sides of Dr. Facilier, Michael Jackson, and Usher
    Disney / Ebony Jet / BBC One

    In a panel, animator Bruce W. Smith revealed that he took elements from his favorite actors to create Dr. Facilier, saying, "I like the elasticity of Jim Carrey. I love the great acting of Jack Lemmon. I tried to bounce a lot of what they brought to the screen to this character."

    But when it came to actually animating the character, Smith was mostly inspired by Michael Jackson and Usher: "As I began drawing him out, I realized he had to be very thin, and I had to be able to move him across the screen. I thought about guys like Michael Jackson and Usher and the types of moves they'd have as they would sort of scurry across the screen."

    Smith also said that Dr. Facilier was basically a love child of his two favorite Disney villains: Captain Hook and Cruella de Vil. He sort of meshed them together to help draw inspiration for the character and his appearance.

    Bruce W. Smith animating Dr. Facilier at his art desk
    Disney /

    Smith thought about some of his favorite Disney villains to help create Dr. Facilier: "In the catalog of Disney characters, one of my favorite characters is Captain Hook. Captain Hook is very funny while he's being scary, which I thought was important for this character. He has to be very funny."

    But Smith also wanted there to be some sort of elegance in Dr. Facilier. That's when he came up with the idea to also grab inspiration from Cruella de Vil: "She has this sort of great — she's tall, she's lean, she's evil. And I just thought, okay, what if I just sort of mix the two? Putting those two characters together I thought would be a great place to start for creating Dr. Facilier."

    9. And the Genie from Aladdin was literally created for Robin Williams. They even animated Williams as the character to help convince him to accept the role.

    Disney, Harpo Studios / OWN

    Directors Ron Clements and John Musker wanted so badly for Robin Williams to play the Genie that they literally wrote the role with him in mind. They even animated lines from one of his old comedy albums as if the Genie was performing them as a way to convince Williams to accept the role.

    Eric Goldberg, the supervising animator for Genie, said that the character totally embodied Robin Williams. In fact, Williams took the script and made it his own, often going off-book: "We didn't expect him to come back with all the celebrity impressions the first time we recorded him, so we re-adapted. We incorporated Robin's riffs into the fabric of the film."

    After Robin Williams' death in 2014, Goldberg tearfully reminisced about his relationship with Williams on the film, saying, "He was a real-life Genie, and, boy, did he grant our wishes."