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Bill
Sheriff William "Bill" Pardy
Played By: Nathan Fillion
- Expy: Of Paul Linke's character Sheriff Bruce Smith of Motel Hell, due to their roles as brown-haired and seemingly meek and mild-mannered sheriffs who both happened to be protagonists of horror comedy B-movies and are both a naive Idiot Hero in a way. Also, of Jack Burton from Big Trouble in Little China in that his plans mostly fail and it is up to other characters to cause damage to the killer slugs.
- Oh, Crap!: When he finds an infected deer eating human corpses in the police station."Fuck me."
- Unlucky Childhood Friend: To Starla.
Starla
Starla Grant
Played By: Elizabeth Banks
- Action Girl: Starla is able to hold her own against the alien-zombie hordes just as well as rest of the sheriff's department.
- Badass Teacher: She teaches at Earl Basset Community School and can kick serious alien-zombie ass.
- Beware the Nice Ones: A charming, kind-hearted, well-mannered, and loving wife and woman in general, but don't let that fool you. If you're an alien-zombie trying to eat/infect her friends or any other person, Starla will throw that aside to take you out.(Starla decapitates an alien-zombie who was chasing the gang down with a shovel) MacReady: Bitch is hardcore!
- Break the Cutie: From her beloved husband's body and personality warp and deteriorate and not being able to help, to watching Brenda explode... poor Starla's been through a lot.
- Gold Digger: Strongly averted. Despite Starla's initial life of destitution and her childhood dream of becoming a big Hollywood star, she truly loves her husband for who he is and strives to be the best wife possible for him.
- Hot Teacher: In her introductory scene, her students are shown leering at her body. One of them even draws her nude in a notebook.
- Male Gaze: As stated above, most of the male students in her class gawk at Starla's body and a few scenes in the movie have the camera focus on her backside.
- Meaningful Name: The name "Starla" is an amalgamation of "Star" and "Carla". Later on in the movie, we learn that Starla had huge dreams of becoming a famous movie star (get it?) and planned to run away but not before asking Bill to come with her to be her bodyguard, hence the "star" portion of her name. Whereas in German the name "Carla" means "free woman" or "warrior". both which Starla reluctantly becomes.
- Ms Fan Service: From her colorful sweaters and skirts to her white night gown to her brown leather jacket and jeans, Starla is always seen in clothes that hug her shapely figure.
- Rags to Riches: One of the crossing guards and Bill tells an officer that Starla was raised in a poverty-stricken town with a mother who walked out on her and a drunkard for a father. Now, Starla lives in a large country house and is happily married to a good man.
Jack
Mayor Jackson "Jack" McReady
Played By: Gregg Henry
- Berserk Button: Has a good number of them, but his already-thin patience finally breaks when the Mr. Pibb runs out.McReady: "Where is the Mr. Pibb? I told your secretary to pack Mr. Pibb. It's the only Coke I like. Goddamn Brenda exploding like a water balloon, worms driving my friends around like they're goddamn skin-cars, people are spitting acid at me, turning you into cottage cheese, and now there's no fucking goddamn Mr. Pibb!"
- Large Ham: Gregg Henry is enjoying himself immensely. Jack is a very exuberant, melodramatic fellow. Well, he is a politician.
- Mayor Pain: Averted. While he’s loud, abrasive, and extremely profane, he harasses Bill to get him to solve the case rather than cover it up.
- Mercy Kill: He begs Pardy to end his misery when a tumor forms on his neck, thus he shoots his brains out.
- Noble Bigot: He uses casually offensive and politically incorrect language, but he doesn't treat a 'lesbo' any differently.
- Sir Swears-a-Lot: All of his scenes contain a lot of swearing.
- Trademark Favorite Food: The man really likes his Mr. Pibb. And when he realizes they didn't bring any with them, he flies off the handle. This is after Brenda dies and people start getting infected with the worms, by the way.
Grant
Grantham "Grant" Grant
Played By: Michael Rooker
- Crazy Jealous Guy: Kept under control when he was still human, becomes truly "crazy" when he becomes The Long One. It has been suggested that this transformation is a metaphor for the transition from a jealous and controlling husband to a truly abusive one.
- Everyone Has Standards: Stays faithful to his marriage despite being drunk and frustrated at how much of a Sexless Marriage it's been lately. He's also visibly disturbed when Brenda tells him that she would have been "game" if he'd paid any attention to her back when he was courting Starla...back when she was ten years old or so.
- Jerk with a Heart of Gold: He's a gruff man, but with some pleasantry to people and a deep sense of affection for his wife.
- Patient Zero: He's the first who gets inflected by the alien parasite and carries on its invasion plan.
- Repetitive Name: His nickname makes his full name one of these.
- Too Dumb to Live: He decides to poke some weird looking creature that lets out a threatening clicking noise. Justified, as he was drunk at the moment and not in the right state of mind.
Kylie
Kylie Strutemyer
Played By: Tania Saulnier
- Action Survivor: She's not much of a fighter compared to Starla, but she is resourceful and quick on her feet
- Big Sister Instinct: Even with slugs approaching fast, she lingers to break down a locked door in a failed effort to help her sisters.
- Break the Cutie: While it's not delved into as much as Starla's heartbreak, Kylie really gets put through the wringer
in hindsight. Getting chased and attacked by an unidentified homicidal alien and it flashing apocalyptic visions of the worlds it conquered and the women it tried to impregnate (one of them being your teacher) and watching your family turn into brainless, cannibalistic monsters who chase you down to eat you while pretending to be your loving family is traumatizing for anyone, especially a teenage girl. - Fan Disservice: She's naked in the bathtub when the slugs attack her family, even showing a glimpse of her nipple as she scrambles out to escape the one trying to crawl inside her mouth, but it's played purely for horror.
- Made of Iron: During the final confrontation, Grant throws a couch at her, apparently sandwiching her between that and the wall with violence. And yet, she comes out of it unharmed, only holding her right arm which then works fine.
- Mental Fusion: When she inadvertently bites down on one of Parasite Grant's slugs while it's trying to worm inside her, she's given a glimpse of his past conquests and his plans for Earth.
- Ms. Exposition: Due to the Mental Fusion, she's the one who explains Grant's motivations.
- Nice Girl: Her Establishing Character Moment has her smacking a classmate she sees drawing an offensive, nude picture of Starla.
Wally
Walter "Wally" Whale
Played By: Don Thompson
- Alliterative Name: Walter Whale.
- Fat Best Friend: To Bill.
- Shipper on Deck: He teasingly urges Bill to let Starla know how he feels.
- Vitriolic Best Buds: With Bill. They're great friends, as evidenced by their insulting of each other.
Brenda
Brendadetta "Brenda" Gutierrez
Played By: Brenda James
- Balloon Belly: At first, her stomach grows to an unhealthy, but certainly possible degree. Later on, she is discovered in a barn with her entire body being spherical.
- Body Horror: What Grant does to her is truly horrific.
- Fille Fatale: Brenda is an adult at the time the movie takes place, but hints that she used to be one of these, or at least would have been willing to be if it would have landed her Grant as a husband. Grant is understandably disturbed.
- Horror Hunger: After Grant infects her, turning her into a breeder for the parasites, she becomes endlessly hungry. She only eats raw meat and even dead animals.
- "Pop!" Goes the Human: Explodes violently and messily, unleashing hundreds of parasites.
Shelby
Shelby Cunningham
Played By: Jenna Fischer
- Girl Friday: The somewhat reliable sheriff's station secretary.
- Innocently Insensitive: She calls Bill telling him his mom is complaining about the plumbing (and blaming it on how much he used the toilet when he visited her) right as Bill is sitting next to Starla, trying to flirt.
- Pink Means Feminine: She has a pink sweater.
Margaret
Margaret Hooper
Played By: Jennifer Copping
- Bury Your Gays: She's a lesbian, and dies. To be fair, pretty much everyone but Bill, Starla, and Kylie die and she lasts longer than the other deputies.
- Vasquez Always Dies: She's not that feminine compared to Starla, (and is a lesbian). The trope is played straight and Margaret dies.
Trevor
Trevor Carpenter
Played By: Haig Sutherland
- Clueless Deputy: He picks up potential evidence and suggests carrying a toy squid door to door to show people rather than try to make a sketch of Grant's new appearance.
Toruner
Tourner
Played By: Tom Heaton
- STD Immunity: Averted, he comments that Grant' mutation makes him look like "something that fell off my dick in the war."
Charlie
Charlie
Played By: Ben Cotton
- Did You Just Flip Off Cthulhu?: He races up at a mutated Grant, holds him at gunpoint and demands he tell them where the girl he took is.
- Half the Man He Used to Be: Grant bisects him from head to crotch.
The Long One
AKA: Parasite Grant
Played By: Michael Rooker, Don Thompson
- Aliens Are Bastards: Wants to assimilate the entire universe into his being, killing all other life in the process.
- Badass Boast: Gets in a good one when he explains his Omnicidal Maniac motive to Starla at the climax:Long One: "I'll keep growing till I'm everywhere, till I'm all that is!"
- Bad People Abuse Animals: Before moving on to humans, the alien kidnaps and kills the town's pet dogs, cats, farm animals, and some wild ones.
- Bald of Evil: After infecting the bald Grant Grant.
- Big Bad: The alien menace that seeks to infect everyone in the town.
- Body Horror: He does his best to keep his host Grant together, but his own biology is against him and soon he distorts into a revolting tentacular creature.
- Came from the Sky: It crashes down to Earth inside a small meteorite.
- Catchphrase: The Long One tends to greet people with, "Hey there, killer", which seems inherited from Grant.
- Combat Tentacles: As an Eldritch Abomination with many tentacles and appendages, these are his main weapons for a direct fight. He can whip a person splitting them in two, has two tentacles that end into stings which he uses to turn people into slug incubators, and in his final form the tentacles prove to be strong enough to lift a sofa and throw it against the opponent.
- Crazy Jealous Guy: Grant was prone to jealousy, and as The Long One inherited his memories, this trait manifests tenfold.
- Even Evil Has Loved Ones: Despite being a Omnicidal Maniac, he slowly starts to care about Starla and even fell in love with her and resists the urge to infect her like he did with the others. When she is about to shoot the gas tank that is brought over to him by Bill, he doesn't snarl at her or even try to attack her, instead just looking at her with a sad look on his face as she does it.
- Hive Mind: He directly controls every living thing he's infected.
- I'm a Humanitarian: The Long One eats meat, any and all meat.
- Inflating Body Gag: Downplayed. Pardy avoids being turned into a slug incubator by ramming the other tentacled sting to a propane tank and turning it on, sending bulges of gas into The Long One and making him roar as a sack of his body painfully fills with propane.
- More Teeth than the Osmond Family: His mouth on the more mutated right side of his face is distorted into something of a monstrous smile with a myriad of Scary Teeth.
- Non-Malicious Monster: It's implied that it has never encountered anything with the emotional range and mind of humanity, and, while horrifying, is simply fulfilling it's species natural instincts, only coming across as an Omnicidal Maniac because it now has enough sentience to describe and know what said instincts are.
- Omnicidal Maniac: He jumps from planet to planet, infecting and devouring entire ecosystems. It's what he intends to do on Earth.
- Orifice Invasion: How he infects others.
- Parasites Are Evil: When it merges with Grant Grant's mind at the beginning of the story, the resulting monster not only murders pets across the town for their meat, violently impregnates Brenda, and infests just about everyone in town with the brain slugs, but also demonstrates the very worst of Grant's attitude problems: jealousy, controlling tendencies, and a vicious temper.
- Planetary Parasite: He takes over a planet, infects everyone until they change into a super-organism, then launches seeds at a planet to repeat the cycle.
- Tentacled Terror: Very much so. It has a great many tentacles which it can even use to bifurcate people.
