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Recognize that arched brow? Eleanor Audley not only provided the voice for Maleficent, she also served as a live action reference for Marc Davis to use in animating the character.

The awesome Eleanor Audley, the voice of Maleficent AND Lady Tremaine, doing the live action modeling for the production team, that the Disney Company used to require.

Eleanor Audley-In the animated film industry she was best known as the voices and live action models of the evil stepmother Lady Tremaine in the Disney animated film Cinderella and the wicked fairy Maleficent in Disney's Sleeping Beauty. For both films the animator created the characters' facial features to resemble Audley. She also provided the voice of Madame Leota in the Haunted Mansion attractions in Disneyland and Disney World.

Disney Villains, Ladies, & Leading Men!! Original Models & Voices

In the animated film industry she was best known as the voices and Live action models of the evil stepmother Lady Tremaine in the Disney animated film Cinderella and the wicked fairy Maleficent in Disney's Sleeping Beauty .

One of Disney's most prolific live-action reference models was Helene Stanley, who  played Princess Aurora in 'Sleeping Beauty'

The real-life models that helped to inspire some of Walt Disney's best-loved and most iconic characters

Eleanor Audley voiced Maleficent in "Sleeping Beauty", the evil step mother in " Cinderella", and played Oliver's mother on "Green Acres".

While Fowler provided some of the live-action references, all of Maleficent’s mannerisms and expressions are based on actress Eleanor Audley, who not only also provided some of the live-action modeling as well, but also voiced the character. | Rare Behind-The-Scenes Photos Of The Live-Action Inspiration For Disney's "Sleeping Beauty"

While Fowler provided some of the live-action references, all of Maleficent's mannerisms and expressions are based on actress Eleanor Audley, who not only also provided some of the live-action modeling as well, but also voiced the character.

While Fowler provided some of the live-action references, all of Maleficent’s mannerisms and expressions are based on actress Eleanor Audley, who not only also provided some of the live-action modeling as well, but also voiced the character.

10 Great Disney Villians  their voice actors. (From the 10 Disney Princess Films) - Lucille La Verne as Queen Grimhilde, Eleanor Audley as Lady Tremaine  Maleficent, Pat Carroll as Ursula, Richard White as Gaston, Jonathan Freeman as Jafar, David Ogden Stiers as Governor Ratcliffe, Miguel Ferrer as Shan Yu, Keith David as Doctor Facilier, Donna Murphy as Mother Gothel.

10 Great Disney Villians & their voice actors. (From the 10 Disney Princess Films) - Lucille La Verne as Queen Grimhilde, Eleanor Audley as Lady Tremaine & Maleficent, Pat Carroll as Ursula, Richard White as Gast

eleanor audley - the actress who voiced maleficent for disney’s sleeping beauty, also provided live action references for the animators.

BEST DISNEY VILLANESS EVER! Eleanor Audley, the actress who voiced Maleficent for Disney’s Sleeping Beauty, provided live action references for the animators as well.

Be honest....come on...do I look fat in this?  Halloween at Disney 2011!

From the Moment Maleficent stepped outside of her dungeon where she was keeping King Stefan locked in chains to make him her “slave” she was.

Eleanor Audley as Maleficent

Eleonore Audley acted out her scenes in costume, which inspired the final design for her Maleficent character

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