Ludmilla

Ludmilla is best described as vain, ambitious, manipulative, selfish, deceitful, devious, and short-tempered. She is completely full of herself and believes a beautiful woman deserves the throne instead of the young Prince Ivan. She also sees Bartok as nothing but a nuisance. Ludmilla is extremely sly as she was able to kidnap Ivan and frame Baba Yaga for it, then send Bartok on a fool's errand to "rescue" Ivan, just to get the bat out of the picture. She also has no patience when her henchman Vol misunderstands her orders and locks him up along with the heroes for his failure. All in all, Ludmilla's supreme vanity proves to be her undoing when she drinks the magic potion believing she's as beautiful as a flower, only to instead transform into a dragon, which eventually leads to her downfall.

Ludmilla is a very slender woman with blonde hair, blue eyes, red lips, and pale skin. She wears a black and gold corset with pink ribbons, a purple skirt with a yellow ribbon shaped like a tie, and black slippers.

When Ludmilla drinks Baba Yaga's potion, her body gradually takes on a grotesquely fat reptilian form. Her transformation begins with a tail, then cartoonishly large hands, wide reptilian bosom/hips, and ending with her head and face. When her transformation is complete, she ends up as an enormous, morbidly obese, purple dragon with three yellow and green horns crowning her head, warts and dark scales on her back, a gigantic stomach, huge thighs and a giant fat tail, but no wings.

From the beginning, Ludmilla seems to be a woman of means and also seems to be a little shy, hesitant and mysterious. She planned the kidnapping of the young Russian monarch, named Ivan and seemed to use Bartok's help to dispose of this singular bat, putting the witch by the name of "Baba Yaga" as the main enemy and the kidnapper of Ivan.

Bartok goes to Baba Yaga's house in the Forest of Iron. As he does three tasks for Baba Yaga, the mystical witch makes a potion for Bartok. Once the potion is finished, she shows to Bartok the place where Ivan is and that she did not kidnap him - in fact, he never even left the castle. The magic potion was made to help out Bartok. Its mystical powers apparently make the drinker be what he is inside on the outside ten times.

Bartok goes to the Castle of Ivan (now Ludmilla's) and claims that Ivan was never kidnapped. He tells her "He is in the TOWER!". Ludmilla is surprised and confident, so she goes with Bartok to the tower, where Ivan was being held. Ludmilla snaps at her minion Vol, stating that she told him to "get Ivan out of the way". Vol retorts that he did just that, by locking the prince in the tower. Exasperated by her henchman's cluelessness, Ludmilla furiously screams to Vol that she meant kill the prince. She then places Vol along with Bartok and Ivan (again) in the prison. With nothing else in her way, Ludmilla snatches the potion from Bartok and drinks it as she leaves.

She believes that (be what she will be on the inside on the outside ten times) she is more than a beautiful woman, thinking that inside she is as "lovely as a flower". However, while she sings "The Real Ludmilla", she was instead gradually becoming a giant, fat and hideous purple dragon as she gets bigger and fatter while she loses all of her clothing. As she attempts to speak to her people, they flee in terror at the sight of her dragon form. Ludmilla accidentally breathes fire and she finally sees herself as a dragon from her reflection on the polished floor. Ludmilla's personality maintains in her new form, but whenever she has bouts of high emotional moments or intense physical stimuli, for example from sex, her draconic instincts act up and she briefly loses her human mind and speech and acts like a feral dragon until she's brought back by appealing to her actual self.

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