The Mistress
The Mistress
"I am the Mistress, head of Ultraprison. The BEST prison known to man."
Vital statistics
Gender Female
Occupation Head of Ultraprison
First Appearance Ladies' Night
Voiced By Sally Donovan

The Mistress (voiced by Sally Donovan) is the head of Ultraprison. She is one of the major antagonists of the series.



The Mistress has short black hair, and wears a pink cloche hat with a flower on it. She is never seen without her pink spectacles.

Her usual outfit consists of a bright yellow top with flared shoulders, a green tie, pink suspenders and shorts, a belt with a pink triangle, and a pair of tall pink boots with yellow tops. She carries a riding crop as a counterpart to Warden's cane.

Depending on the artistic depiction, Mistress' top will sometimes instead have short sleeves that extend past the shoulders (as with her design on the DVD, see "Trivia").

Mistress' hair can also vary in length, as shown in both Ladies' Night and Stingstress when it suddenly becomes longer when she's in fancy clothing or in bed. After becoming more about peace and love, she keeps her hair long and her outfit changes to a white dress.

Personality and InterestsEdit

Mistress is shown at first to be bossy, no-nonsense, and harsh, in contrast to the Warden's childish and hyper personality. She claims that she doesn't bother to dream, and that there's no time for it. She thinks of herself as the best, and aims to prove her dominance.

While attempting to appear composed and colder on the surface, the Mistress can display some more intense emotions when she is angered or laughing maniacally. In her repressed sexual side brought out by the Spanish fly, she is flirty and manages to overpower the Warden.

Her insecure side is revealed in season 3, after she briefly becomes the girlfriend of Lord Stingray and it's revealed that she desires a strong man. With the help of Alice, she realizes that she doesn't need anyone else or anything more than her Ultraprison. She was then shown to be peaceful and take on a more "hippie"-style persona, expressing her gratitude towards Alice through song.

Character HistoryEdit

The Mistress' past is a mystery. All that is known is that she considers her Ultraprison to be the "best prison known to man".

After one of the ships for Ultraprison crash-landed at Superjail, she became involved in a bet with The Warden after an argument about their inmates. While she was sure she'd win it, the Twins' manipulation of the inmate ball resulted in her losing and returning to her prison in disgrace, as she vowed to make "changes" to it.

When she discovered the Warden was absent from Superjail at the end of the second season, she took it over and was revealed to have converted it into a co-ed Ultrajail. Her rule however, proved to be temporary in the end, and she departed once more (after having her needs sexually fulfilled by Alice).


The WardenEdit

Main article: The Warden

She finds the Warden to be a man-child and obnoxious, and aims to prove herself as superior. Although she couldn't stand him, the effect of the Spanish flies caused her to get overcome with lust and force him to have sex with her. After the effect wore off, she became shocked and disgusted at what she had done.

When the Warden was later stranded on vacation, he attempted to ask her for help but she instead laughed him off and hung up. She was then revealed to have taken over Superjail in his absence.

Jared and Charise attempted to have the Warden sleep with Mistress, but the Mistress became repulsed when she saw that Warden was more interested in making animal balloons with their condoms than with having sex with her.

The Warden considers her his main archenemy, although he notes that they rarely get to see each other.


Main article: Alice

After Jared and Charise's plan failed, Alice decided that she'd have sex with Mistress instead. The experience caused Mistress to realize that she didn't really need a man, and was instrumental in her relinquishing Superjail back to Warden.


Main article: Charise

She appears to use Charise in a similar way that the Warden does with Jared, ordering her around and forcing her to perform various tasks. In Vacation, she is depicted swinging her riding crop at Charise for talking on the videophone without permission.


Main article: Bruce

Bruce and Mistress are not shown to interact very much, though he serves as her guard and does what he can to keep the inmates in line.


Main article: Nova

Nova is Mistress' guard robot, and will perform whatever tasks that are ordered of her.

Lord StingrayEdit

Main article: Lord Stingray

After Mistress took over Superjail, Lord Stingray managed to convince her that he was a sea captain and she fell in love with him, out of her desire for a man with power. However, he soon proved to be controlling, dismissive, and a nuisance to her.

This relationship ended when Mistress relinquished control of Superjail back to the Warden.

Quotes by CreatorsEdit


  • An alternate, earlier version of the Mistress' design can be seen on the back of the season 1 DVD. She lacks her tie and belt, and has short sleeves to her top instead of the flared shoulders.

Image GalleryEdit