When you talk about villains in modern fantasy, everyone jumps to the heavy hitters. Darth Vader. Voldemort. Maybe even Cersei Lannister. But if you were tuned into ABC during the early 2010s, you know there was a different kind of terror lurking in the Enchanted Forest. Once Upon a Time Barbara Hershey basically redefined what it meant to be a "Disney Villain" by stripping away the cartoonish cackle and replacing it with something far more unsettling: cold, calculated maternal ambition.
She played Cora Mills. The Queen of Hearts.
Honestly, Hershey didn't just play the role; she inhabited it with a sort of terrifying grace that made you forget she was once the hippie-chic icon of the 70s. She walked onto the set of Once Upon a Time and immediately raised the stakes for everyone else. It wasn't just about magic or fireballs. It was about the psychological warfare between a mother and a daughter.
The Miller’s Daughter and the Price of Gold
To understand why this performance worked, you have to look at the backstory the showrunners, Edward Kitsis and Adam Horowitz, crafted for her. Cora wasn't born a monster. She was the miller’s daughter. She was the girl who was tripped by a royal and told she’d never be anything.
Barbara Hershey played those flashback scenes with a desperate, clawing hunger. When she strikes her deal with Rumplestiltskin—played by the equally brilliant Robert Carlyle—the chemistry is electric. It's not romantic in the traditional sense. It's a transaction of souls.
Hershey has this way of using her eyes to convey a total lack of empathy. It’s a specific acting choice. She decided that for Cora to be the ultimate social climber, she had to literally remove her own heart. Most actors would play that as a metaphor. Hershey played it as a physical reality. When she doesn't have that organ in her chest, her movements become stiffer, more precise. She’s a shark in a corset.
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The brilliance of Once Upon a Time Barbara Hershey lies in the nuance of her cruelty. She truly believed she was doing the right thing for her daughter, Regina. In her twisted mind, love was a weakness that kept you in the dirt. Power was the only thing that could protect you. It’s a tragic, Shakespearean motivation wrapped in a primetime fairy tale.
Why Hershey’s Casting Changed the Show’s DNA
Before Hershey showed up, the show was mostly about the mystery of the curse and the Emma/Regina rivalry. But Cora’s arrival in Season 2 shifted the gravity of the entire series. Suddenly, we saw why Regina (Lana Parrilla) was the way she was.
You can't talk about Hershey without talking about the "Millers" family dynamic. The scenes between Hershey and Parrilla are some of the most intense in the show's seven-season run. They didn't feel like a fantasy show; they felt like a high-stakes stage play.
- Physicality: Hershey used a slow, deliberate gait. She never rushed. Why would she? She was the most powerful person in the room.
- The Voice: She has this low, melodic tone that makes even a death threat sound like a lullaby. It's incredibly disarming.
- The Look: Those high collars and the dramatic Queen of Hearts makeup could have looked ridiculous on a lesser actor. On Hershey, they looked like armor.
She brought a film-level prestige to the production. Remember, this is an actress who won Best Actress at Cannes twice in a row. She doesn't just show up for a paycheck. She looked at the lore of Once Upon a Time and found the Greek tragedy buried underneath the glitter.
The Heartless Logic of Cora Mills
Most people get Cora wrong by thinking she was just "evil." That's too simple.
Cora was a pragmatist. She saw a world that was cruel to poor women and decided she would never be poor again. When she tells Regina, "This is me being a mother," after ruining Regina's life and killing her true love, Daniel, she actually means it.
That is the terrifying part of Hershey's performance. She makes you see the logic. You don't agree with it, but you see the internal consistency. She isn't chaotic. She is a system.
It’s also worth noting how Hershey handled the aging process of the character. We see her in multiple timelines. Even when she’s playing the "older" version of the character, she retains that sharp, youthful spark of ambition. It’s a masterclass in character continuity.
A Legacy of High-Stakes Villainy
When we look back at the 2010s TV landscape, Once Upon a Time often gets lumped in with "guilty pleasure" TV. But Once Upon a Time Barbara Hershey is a reminder that the show had real teeth.
She wasn't just a guest star; she was a looming shadow. Even after Cora died (the first time), her influence stayed. The "Cora Method" of parenting defined Regina’s entire arc toward redemption. You can't understand the hero Regina becomes without understanding the monster Barbara Hershey created.
The show tried other villains. They had Peter Pan, the Wicked Witch, even King Arthur. Some were great. Some were... less so. But none of them had the poise of Hershey. She didn't need CGI to be scary. She just needed to look at you and tilt her head slightly to the left.
If you're a fan of the show, or even just a fan of great acting, re-watching the Season 2 arc is a trip. You see how she manipulates Captain Hook. You see how she plays the long game with Mary Margaret. It’s a clinic in how to play a villain that the audience secretly wants to see win, just because she’s so much more competent than the heroes.
What You Can Learn from Cora's Arc
If we strip away the magic mirrors and the purple smoke, what is the actual takeaway from Hershey's time on the show? It’s a study in the cycle of trauma.
Cora was traumatized by poverty and classism. She passed that trauma to Regina through "ambition." Regina passed it to Henry through "protection." It’s a ripple effect. Hershey played the source of that ripple.
- Understand the "Why": A villain is only as good as their motivation. Cora's motivation—providing a "better life" for her daughter—is something every parent understands. It's just taken to a psychotic extreme.
- Subtlety Wins: In a show with dragons and magic, the most memorable moments are often the quiet conversations between Cora and Rumple in the dark.
- The Importance of Wardrobe: The way Hershey wore those costumes informed her posture. It's a great lesson in how external elements can build an internal character.
Actually, if you’re looking to dive back into the series, start with the episode "The Miller's Daughter" (Season 2, Episode 16). It is arguably the best episode of the entire series. It’s the definitive Once Upon a Time Barbara Hershey showcase. You see the rise and the spiritual fall of Cora Mills in 42 minutes. It’s heartbreaking, frustrating, and incredibly well-acted.
The way she says "I'm sorry" at the very end—when her heart is finally put back in—is one of the few times the show truly earned a moment of pure pathos. She didn't ask for forgiveness. She just realized, for one second, what she had missed out on for fifty years.
Next Steps for the Curious Fan
If you want to truly appreciate what Barbara Hershey brought to the table, don't just stop at the show. Compare her performance here to her work in The Entity or Black Swan. You’ll see a common thread: she is the queen of playing women who are pushed to the absolute edge of their sanity.
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To get the full experience of her Once arc, here is how you should approach a re-watch:
- Watch Season 1, Episode 18 ("The Stable Boy"): This is Regina’s origin, but it’s where Cora first shows her true colors. Pay attention to how Hershey controls the space in the outdoor scenes.
- Binge the first half of Season 2: Watch how she uses Hook as a pawn. It’s fascinating to see her interact with a "modern" villain and completely outclass him.
- Analyze the "Heart" Scenes: Look at the visual cues every time a heart is taken or given. Hershey acts differently when Cora is "heartless" versus when she’s "whole." It’s subtle, but it’s there.
Barbara Hershey didn't just play a fairy tale character. She gave us a terrifyingly human look at what happens when you decide that power is more important than feeling. It’s a performance that holds up remarkably well, even a decade later. Go back and watch—you'll see something new in her expressions every single time.