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    Eris 
https://static.tvtropes.org/pmwiki/pub/images/eris_7.jpg

The goddess of chaos. She possesses the powerful Apple of Discord, a golden apple that can transform into any shape to perpetuate chaos. Grim used to have a crush on her during earlier episodes but later changes his mind, claiming her to be a "psychopath". She is also in love with Hoss Delgado, who reciprocates but finds her to be too dangerous.


  • Accent Slip-Up: Occasionally she'll slip out of a British accent into a standard American one whenever she gets surprised.
  • Alpha Bitch: Gave off the vibe of being stuck-up and rude in her debut episode.
  • Art Evolution: Her design constantly changes with every appearance she makes.
  • Artifact of Doom: The Apple of Discord, a golden apple that can transform into any shape to perpetuate chaos (though Billy calls it a "magic banana").
  • Big Bad: In almost every episode she plays a major part in, she is the main villain, and is the most reoccurring character on this page, appearing in at least one episode every season.
  • British Teeth: Downplayed; her teeth aren't horrible, but they do have a noticeable gap. And as noted below, she has a British accent after her first appearance (where she talked like a Valley Girl and had no gap in her teeth).
  • Buffy Speak: In early appearances. Like, uh, totally!
  • Burger Fool: In "Complete and Utter Chaos," Eris briefly retires from chaos to work at a fast food place. Her fast food uniform is one of her alternate costumes in the video game.
  • Chaos Is Evil: Self-described Goddess of Chaos, and a general champion of lawlessness.
  • Characterization Marches On: She went from a flighty valley girl to an articulate trickster with a British accent. Lampshaded in "Guess What's Coming to Dinner", where Grim mentions her "valley girl phase". In a Continuity Nod, "Wrath of the Spider Queen", shows her talking like she did in her debut during a flashback.
  • Childish Tooth Gap: Which she inexplicably gains by her second appearance in "Creating Chaos", and helps to highlight how immature she is.
  • Cool Crown: An elegant tiara.
  • Dark Action Girl: Goddess of Chaos, no less.
  • Even Evil Has Loved Ones: Eris is suggested to genuinely be in love with Hoss. Being the insane goddess of chaos, though, this usually doesn't spare him from her villainy.
  • Even Evil Has Standards: She has tried to enlist both Billy and Mandy in her pursuit of chaos, only to discover that Mandy is too evil even for her and Billy is too naturally destructive and rambunctious.
  • Evil Brit: She has a British accent and is one of the show's main antagonists.
  • Evil Laugh: And how!
  • Evil Mentor: Frequently uses Mandy as an agent for spreading chaos, though she always does it in secret after her first episode. She attempts to do the same with Billy at one point, only to find that he's too chaotic and unpredictable to manipulate effectively.
  • Evil Is Petty: Her ultimate and ongoing goal is to bring all the chaos, around the world.
  • Fake Brit: In-Universe, she puts on a false British accent in an attempt to sound sophisticated, but she'll often slip back into an American one whenever she's caught off guard.
  • Fisher King: Eris is the source of all the chaos in the world. While she isn't personally responsible for every chaotic thing that happens, she needs to actively cause some herself for there to be any. When Eris stops causing it because of her relationship with Hoss, all chaos in the world vanishes; which isn't a good thing, because you need to have chaos in order to have change.
  • For the Evulz: She's the Goddess of Chaos, which pretty much means it's her job to screw with the lives of mortals for fun.
  • God of Chaos: Claims to be this. Though it should be noted that, as stated in Sadly Mythtaken below, in the original Classical Mythology she was the goddess of strife and conflict, not chaos.
  • Gold and White Are Divine: Averted. Heavily associated with these colors and a goddess, but she's not a good person.
  • Gorgeous Greek: Even though she sounds British for some reason, she pretty much looks the part due to wearing a Hellenic-style toga and being very hot.
  • Goth: One of her alternate outfits in the video game is a cool goth outfit.
  • Hot Goddess: Pretty attractive, and many characters, including Grim during her "valley girl phase", show interest in her.
  • Impossible Hourglass Figure: She has a curvaceous and beautiful body.
  • Jerkass Gods: Lives solely to cause chaos and destruction.
  • Large Ham: Especially when either laughs or gloats (both evilly).
  • Laser-Guided Karma: Her schemes often end up biting her in the behind.
  • Laughably Evil: She spends her time spreading chaos in the mortal world for the hell of it, which translates to her causing all sorts of trouble just because it entertains her.
  • Light Is Not Good: Blonde hair, gold and white clothing, frequently uses light either deliberately or as a side effect of doing something else... and to put it bluntly, a massive bitch.
  • Literal Split Personality: Word of God confirmed if Underfist had gone to series, Eris would split herself into two different versions of herself (a good version and an evil version) after being heartbroken from her break up with Hoss Delgado as the two versions attempt to win back Hoss's love each in their own crazy and chaotic ways. You can see them during the closing credits.
  • Ms. Fanservice: She's a curvy woman in a revealing outfit.
  • No Celebrities Were Harmed: Her appearance and personality are based on Madonna, with her sudden change of character from excitable valley girl to unstable British trickster mirroring Madonna's persona changes through her career.
  • Physical God: While she generally relies on her apple to cause chaos, she is shown capable of doing essentially anything on her own, but simply chooses not to because it's more fun to watch chaos unfold rather than cause it herself.
  • Pity the Kidnapper: In one appearance she attempted to break up the trio's friendship by stealing Billy away as her apprentice. Not only do Grim and Mandy not care in the slightest that Billy is missing, but his incredibly stupid and inane demands that she's forced to follow (including literally watching paint dry for hours) causes her to break down into a whimpering heap by the time he's finally ready to help her with her plans.
  • Reality Warper: The ability to alter reality and make impossible things happen comes with the territory of being an evil chaos goddess.
  • Sadly Mythtaken: The Eris of Greek myth was a goddess of infighting, strife, and conflict, not the goddess of chaos (that would be Chaos, who wasn't a goddess, just a soupy, formless, sex and genderless void that existed beneath Tartarus).
  • To Serve Man: While they were dating, she would regularly eat Hoss via turning into a giant bug. She typically did this to show affection, and Hoss is implied to like it. It's also how she reacts to their breakup.
  • The Trickster: Lives to screw with humanity.
  • Unexplained Accent: Why does she sound British? Never answered. But considering she sounded like a Valley Girl in her first appearance, it may be an affectation.
  • Valley Girl: In her debut appearance. Eris's accent turning from a Valley Girl accent to a British accent may be a reference to Madonna, who started speaking in a British accent later on in her music career.
  • We Can Rule Together: Offered it to Mandy in one episode. Mandy considered it but when told she'd be the "second most powerful person in the world", she promptly refused.
  • Wicked Cultured: She's quite refined despite being completely out of her gourd.
  • Yandere: Her reaction to being dumped by Hoss? Turn into a giant bug and eat him.
    Eris: When a praying mantis eats her mate, it's because she loves him. When I do it, it's because I'm crazy!

    The Boogeyman 

https://static.tvtropes.org/pmwiki/pub/images/tumblr_m3405iskkr1r9p81x.png
Voiced by: Fred Willard

An old rival/enemy of Grim's since middle school as well as a former school bully, Boogey played pranks on Grim throughout his school career. Boogey is, in fact, the Boogeyman himself, and can shapeshift in order to scare people. Unfortunately, though, he is completely unable to scare kids because they have become desensitized by modern media.


  • Amoral Attorney: He's the prosecuting attorney against Grim during his trial in Big Boogey Adventure.
  • Arson, Murder, and Jaywalking: He blames his inability to scare children on TV, video games, and the tuba.
  • Big Bad: He is the main villain in Billy and Mandy's Big Boogey Adventure (interviews with Maxwell stated that Wrath of Khan was what inspired him to use him since he appeared in only one episode). He was also indirectly responsible for the events in Wrath of the Spider Queen.
  • Butt-Monkey: His first appearance shows that only exceptionally wimpy and cowardly children are afraid of him, as he gets frightened by seeing a teenager with a face full of zits and piercings, fails to scare Billy with a Jump Scare from a TV, and instead finds himself getting tormented by Billy fast-forwarding and rewinding, causing him to go in and out of the TV. His scare-off with Grim is also a complete and utter Curb-Stomp Battle, as the kid he tries to scare thinks he's a cute puppy when he turns into a werewolf, while Grim effortlessly wins.
    • He also suffers misfortunes as the Big Bad of Billy and Mandy's Big Boogey Adventure and he isn't even treated seriously when he's not suffering. Also at the end, he suffers an epic string of misfortunes and slapstick humor.
  • Cool Shades: He wears purple-tinted glasses during the trial scene in the movie, and orange-tinted ones in the video game.
  • Dream Walker: Billy and Mandy's Big Boogey Adventure reveals that he can enter people’s dreams.
    • It’s brought up again during the flashback in Wrath of the Spider Queen after Grim refuses to give him his lunch money.
      Boogey: You hold out on me again, and I’ll give you nightmares that’ll make you wet yourself for a week!
  • Dressed to Plunder: He wears a cool pirate outfit for most of Big Boogey Adventure. He also wears it in the video game.
  • Face Your Fears: What is he afraid of most of all? Realizing he is not scary at all.
  • Faux Affably Evil: He often acts warm and friendly, but is really nothing more than an egotistical jerk and bully.
  • Genre Savvy: In Billy and Mandy's Big Boogey Adventure, he kidnaps Mandy because he knows that she's the only real threat to his plans.
  • Half-Dressed Cartoon Animal: Not really an animal, but the principle applies since he doesn't seem to be wearing pants, just a really long sweater. He's wearing full sets of clothes in Big Boogey Adventure and the video game, however.
  • Humiliation Conga: The climax of Billy and Mandy's Big Boogey Adventure has him suffer a string of humiliating misfortunes, capped off with a dog peeing on him. It ends up being so bad for Boogey that the epilogue states that he got completely traumatized for the rest of his life.
  • Ironic Hell: A creature obsessed with the past and wanting to scare people ends up with amnesia and traumatized to the point where he's scared of everyone and everything, and spends the rest of his life holed up in his house.
  • Jaded Washout: He often boastfully claims that he was way scarier Grim when they were in middle school, but nowadays he's just a second-rate monster that can't even scare a single kid (with the exception of Billy and Mandy's friend, Irwin).
  • Jerkass: He is also unpleasant on a personal level, as he treats all other characters like dirt.
  • Lack of Empathy: Empathy is a completely foreign concept for him. He enjoyed humiliating Grim as a kid and as an adult, he sees everyone else as a potential victim to break mentally in order to cower before him.
  • Lean and Mean: He's as skinny as he is unpleasant.
  • Nice Job Fixing It, Villain: In Wrath of the Spider Queen, it was his attempt to cheat during the Reaper Election that indirectly led to Grim and Velma's friendship falling apart, which was Grim's Rage Breaking Point. In short; if Boogey hadn't tried to cheat, Grim would've never become the Grim Reaper.
  • Pet the Dog: During his scare-off with Grim, he chooses a werewolf form to scare the target, a small boy. However, when Boogey attempts to scare the boy, not only is the child not intimidated, but the boy hugs him, happy to think that he has a new dog. Amusingly enough, despite Boogey being a self-proclaimed child hater who scares kids for the fun of it, he actually returns the hug with a rather pleasant smile on his face.
  • Pirate: He has a full pirate crew and even a ship in Billy and Mandy's Big Boogey Adventure.
  • Psychopathic Manchild: As an adult, he's just an overgrown middle school bully who dwells on the past and goes out of his way to torment Grim as he did as a teen.
  • The Rival: As stated above, he's been a rival/enemy to Grim since at least middle school.
  • Schoolyard Bully All Grown Up: He was a cruel prankster and bully who mistreated Grim and many others any way he could. As an adult, he's just a Jaded Washout who never really grew up.
  • Sharp-Dressed Man: He wears a snazzy gray suit during the trial scene in Big Boogey Adventure, and it even becomes one of his alternate costumes in the video game.
  • Sinister Schnoz: He has a big pointy nose and is one of the bad guys.
  • Small Name, Big Ego: He thinks he's the scariest being alive, but according to Grim he's somehow less scary than butterflies. This shows in his attempt to scare a little kid, who saw his werewolf form as a cute dog and proceeded to hug him.
  • Smug Snake: He's self-absorbed and thinks he's better than everyone else.
  • Spell My Name With An S: In his debut episode his name is spelled “Boogie”, but in all subsequent appearances it’s spelled “Boogey”.
  • Villain Has a Point: In Big Boogey Adventure, he presses charges against Grim for misusing his powers. The thing is, the facts that Boogey brings up to the Underworld Court are perfectly accurate; Grim is indeed very irresponsible with the handling of his cosmic powers, routinely letting his scythe and other objects of arcane power get stolen. Also that he doesn't have enough will of his own, to resist being forced by the two self-serving kids to placating their selfish whims and the whole bet was his own fault to begin with. He is even right when he says that Billy and Mandy are only Grim's friends because they can use him and about the other ugly things that he says about them being barbaric and wickedly loathsome. Of course, he says that all to get them into trouble and make Grim lose his job as psychopomp out of spite, but the points still remain.
  • Villainous Breakdown: After the aforementioned Humiliation Conga, he's so shaken that he lives in fear for the rest of his life.
  • Why Did It Have to Be Snakes?: Boogie's worst fear is realizing that he just isn't scary (like at all).
  • Would Hurt a Child: Granted, the kids he hurts onscreen are far from saints but he doesn't care about that; he is fine with trapping, mind-raping, throwing into lava, and enslaving them, because in his own words he really doesn't like children.

    Nergal 
https://static.tvtropes.org/pmwiki/pub/images/nergal_el_fracasado_del_nucleo_de_la_tierra_7.png

Voiced by: David Warner (Season 1) and Martin Jarvis (Season 2 onwards)

The Mesopotamian god of war, pestilence, and destruction who rules the underworld with an iron fist. He has the ability to shapeshift, with which he can create several tentacles from his back that can electrocute his victims or turn them into beings looking like himself. What Nergal desires most is having friends, once stating that it is quite lonely in the center of the world. However, he gets better once he starts a family.


  • Affably Evil: He's generally polite, even around his victims.
  • Anti-Villain: He merely wants friends and doesn't understand how to achieve it, while still respecting their wishes and limits. When he feels accepted he is pretty nice.
  • The Bad Guy Wins: Thanks to Grim, he converts all of Endsville into Nergalings. It doesn’t stick.
  • Beneath the Earth: He lives in the Earth's core.
  • Big Bad: Despite this being played straight in his first few appearances, this is solely Played for Laughs in most of his later appearances. Even though he is considered the trio's arch-nemesis, and Grim and Mandy consider him "lower than low", most of his appearances just boil down to him just being there hurting nobody, acting as a Butt-Monkey, or getting in some petty rivalry with Grim, espesically in Nergal's Pizza.
  • Butt-Monkey: While this wasn't initially a part of his character, ever since "Loser from the Earth's Core", this has become one of his most defining traits. It even got to the point where he soley appeared in "The Incredible Shrinking Mandy" for no other reason than to have random objects fall on him. This is even lampshaded slightly in "Underfist," when his family knows something bad is coming because he brought up how well things are going for him...
  • The Cameo: Underfist features a brief scene where he's on a picnic with his wife and son.
  • Character Development: Starts off as an Anti-Villain, but ends up becoming a friendly member of Billy's extended family who usually means no harm. This primarily came after he began a family of his own.
  • Combat Tentacles: He can sprout tentacles from his back to fight.
  • Comedic Underwear Exposure: One of his alternate costumes in the video game is just him in Goofy Print Underwear.
  • Conlang: Very briefly and Played for Laughs in "Nergal's Pizza," where he lets out a string of angry nonsensical words after Billy dumps dirty socks and underwear into his pizza sauce.
  • Crazy Jealous Guy: Once he finds "friends", he will not let them leave his presence no matter what. And it's implied he is also this in the romantic scene, though never has to showcase it himself
    Nergal: Son, it's not about you liking a girl, or a girl liking you. What's important is that she can never get away from you.
  • Demoted to Extra: After marrying Aunt Sis, he didn't have as many episodes focusing on him, but instead of his son Nergal Jr, and his quest for finding friends was quietly put down. It wasn't until the last season that he would get an episode selling pizzas.
  • Dub Name Change: To Orco (Orcus) in the Latin American dub.
  • Eldritch Abomination: He's a black creature from the center of the earth with electric tentacles (some of which have mouths), removable organs, and the ability to turn people into members of his kind. Nergal's powers are so great that he was able to transform both the Grim Reaper, Mandy, and even the audience. If Nergal Jr's unseen original form is anything to go by, Nergal looks the part of this when not trying to fit in with humans.
  • Evil Brit: He's a dark supernatural being who has a British accent. It helps that both of his voice actors were British.
  • Eviler than Thou: He represents a far more bigger threat than almost anything else when he gets serious about getting what he wants, even Mandy is not safe from him when it happens.
  • Foil: To Grim, at least at first. Grim was suckered into becoming Billy and Mandy's "friend" for all eternity and is not happy about it, while Nergal craves companionship to the point where he's willing to kidnap and brainwash Billy and Mandy and force them to be his friends. This dynamic fades after Nergal settles down and has a family, though. Additionally, while Grim's supernatural power almost exclusively comes from his scythe, which is often stolen from him, Nergal's powers mostly stem from his Combat Tentacles, a part of his biology that ended up being inherited by his son.
  • Good Parents: He does his best to be a good father to Junior.
  • Happily Married: He ends up marrying Aunt Sis and having a son with her. The love his family has for him is one of the few good things he has in his life.
  • Harmless Villain: Most of the time when he doesn't show his dark side. Despite being the god of war, destruction, and pestilance, Nergal's motives mostly come down to just wanting friends, and most of his later appearances rarely ever show him hurting anyone.
  • I Just Want to Have Friends: His longing for friendship is Played for Laughs thanks to his mental immaturity, melodramatic behaviour, and social ineptitude.
  • Interspecies Romance: With Billy's Aunt Sis, since he's a supernatural being and she's a human.
  • Large Ham: He was originally voiced by David Warner, so this comes with the territory. Toned down a bit after Martin Jarvis took over.
  • Lean and Mean: Quite lean, although in later seasons, not so much mean.
  • Pubescent Braces: Had these as a teenager.
  • Red and Black and Evil All Over: He at least dresses the part. Though he's more "aggressively friend-crazy" than legitimate evil for the most part.
  • Shared Family Quirks: He and his son both decapitate figurines of themselves when they're upset.
  • Sharp-Dressed Man: In both a literal and metaphorical sense as he's tall and slim and wears a snazzy-looking black tuxedo with a red shirt and narrow tie.
  • Shock and Awe: Can electrocute people with his tentacles.
  • Shout-Out: He is a reference to a Mesopotamian deity of the same name.
  • Stalker without a Crush: He wanted Billy and Mandy to be his friends long before he was officially introduced to them.
  • Starter Villain: The first of many adversaries the trio would face to appear on the show.
  • Stepford Smiler: Turns into one after coming to terms with the thought of "being a loser".
  • Tempting Fate: During his Underfist cameo, he remarks he's never been happier as he enjoys a picnic with his family. Sis lampshades it right before the team's transport vehicle crashes through the dome and lets the lava in, ruining the picnic with Nergal angrily eating his sandwich as the lava covers him.
  • Villain Decay: While never a full-on villain, he was a genuine threat to the main characters in his first few appearances only held back by his niceness, even getting his way a couple of times. After becoming a family man, he's become a luckless, neurotic loser.
  • Villain in a White Suit: He wears a white suit with red pinstripes and a matching boater hat while running a carnival in "Something Stupid This Way Comes." It later became one of his alternate costumes in the video game.
  • Weaksauce Weakness: Nergal has the power to transform both the Grim Reaper and more tellingly Mandy into mind-controlled monsters that look like him. Yet in his first appearance, he was defeated by a simple kick to the shin. It seems that, though he possesses incredible mystical powers, he is physically as frail as any man.
  • Would Hurt a Child: Kidnaps Billy and Mandy in his debut and transforms them into Nergalings at the end of his second. He’s gotten better, though.
  • Yandere: A non-romantic example. He is not good with rejection from people he wants to be friends with.

    Nergal Junior 
https://static.tvtropes.org/pmwiki/pub/images/nergal_jr.png

Voiced by: Debi Derryberry

The son of Nergal and Billy's aunt Sis. As a result, he is Billy's first cousin.


  • Ancestral Name: His father's name is also Nergal.
  • Ascended Extra: He became a recurring character thanks to being in the same school as Billy and Mandy, and would be the protagonist of his own episodes, moreso than his father. From a meta point of view, is justified, as Nergal Jr was more relatable to the audience than his father was.
  • Beneath the Earth: Like his father, he lives at the Earth's very core.
  • Berserk Button: Do not call him a freak or say he's hideous. Seriously, just don't.
  • Brainy Baby: He was already speaking full sentences as an egg. It's kind of easy to forget the fact that he's technically an infant, considering he spends much of his time in the guise of a tween boy.
  • The Cameo: Underfist features a brief scene of him on a picnic with his parents. He's the only one of the three who doesn't have lines.
  • Cheshire Cat Grin: He often has a creepy-looking and mischievous grin.
  • Combat Tentacles: He's Nergal's son after all, so of course he'd inherit being able to sprout tentacles.
  • Creepy Child: He is able to turn into almost anything and is extremely creepy. His true form (although it's rarely seen) is very horrid to see.
  • Cute Monster Boy: An adorable and dorky boy who happens to be a demon spawn. Unlike Irwin (who is also this), he's also kind of creepy.
  • Dub Name Change: To Orquito (Little Orc) in the Latin American dub, following his father-translated name.
  • Eldritch Abomination: Even more so than his father; he can shapeshift, walk through walls, spawn bat-like imps from his body and freeze people in supernatural stasis. His true form is never seen in its full glory, just snippets of it here and there, alluding to it being too frightening for the show.
  • Eye Glasses: Just like Irwin, Junior's eyeglasses change shape depending on his expression.
  • Glamour Failure: No matter what form he uses, he keeps his glasses, yellow eyes, sharp yellow teeth, and green tongue.
  • Half-Human Hybrid: Half human, half demonic entity or whatever Nergal is (Jr could count as a demigod if one believes Nergal is the Mesopotamian god he's named after)
  • I Just Want to Have Friends: Unlike his dad, not played for laughs... at first.
  • Kill and Replace: His modus operandi in his debut: freezing children and taking their forms for himself. Negative Continuity means it doesn't stick, and every character he discards appears alive and well in other episodes, except for the poor, first boy...
  • Limited Wardrobe: Just like every other character in the series; would be unremarkable if not for the fact that, outside of his school uniform, he's always wearing the winter outfit he acquired from the first child he replaced, regardless of the actual season.
  • Loners Are Freaks: "Freak" is pretty much his nickname, but also his Berserk Button.
  • The Napoleon: He IS a pint-sized kid, but when you dare to piss him off, he can be incredibly villainous.
  • Nice Guy: One of the kinder characters on the show, but also a severe Yandere for friendship.
  • One-Winged Angel: His true form, which is so grotesque and deformed that it's rarely, if ever, seen onscreen. From what we can tell, it's a black, lumpy mass with at least one set of green eyes, sharp teeth and a lot of tentacles.
  • Only Friend: Billy is the only character who treats him like a person, though even he immediately freaks out upon seeing his true form.
  • Shared Family Quirks: He and his father both decapitate figurines of themselves when they're upset.
  • Shapeshifter Default Form: The form of the first kid he tried to befriend (and subsequently did away with when he was rejected).
  • Take Our Word for It: His true form. Billy calls it the most horrible thing he's ever seen and he pals around with Grim all day. Apparently Human + Whatever the hell Nergal is = Unfathomably deformed mutant baby.
  • Throw the Dog a Bone: Despite not getting anything from Thromnambular in Wishbones, he’s the only one who actually got out unscathed from the encounter. Though Sperg beats him up, karma gets to Sperg fast after he uses his wish to switch genders so he can go into the girls’ bathroom.
  • Uncertain Doom: Not him, but the originator of Junior’s form.
  • Villain Decay: Similar to his father, Junior was much more of a menace in his first couple episodes, being one of the only characters to be taken seriously. Afterwards, he no longer terrorized people and went from a Creepy Child to a neurotic Shrinking Violet who did nothing to darken the mood.
  • Voluntary Shapeshifting: He can change into different people.
  • Vocal Evolution: Initially had a rather deadpan voice bordering on a Creepy Monotone that would rarely break without some sort of emotional provocation. He generally became more expressive in tone as he continued to make appearances in the show.
  • Yandere: Initially portrayed as violently attacking anyone who mistreated him, but becomes somewhat more passive in later episodes.
  • Younger Than They Look: A Really Was Born Yesterday example, given that his parents don't meet until the early "Love is 'Evol' Spelled Backwards", and he's already reached the mental age of elementary school children by the time he appears in "Son of Nergal", a few episodes later. Of course, this only applies to his emotional maturity. There's no telling what he may look like physically, because he starts as an egg, and the series treats his true form as an Unseen Evil.

    Jeff the Spider 
https://static.tvtropes.org/pmwiki/pub/images/b4795b235454e80028bb233c9b6d8057.jpg

Voiced by: Maxwell Atoms

A man-sized spider that Billy hatched from an egg that quickly imprinted on Billy. Later tried to "grow up", with mixed results, and joined Underfist.


  • Beware the Nice Ones: As seen in "Spider's Little Daddy", and to a lesser extent Underfist.
  • Casting Gag: Jeff is voiced by series creator Maxwell Atoms, who initially voiced Billy in the Billy and Mandy in: Trepanation of the Skull and You video under his real name Adam Burton. Atoms here voices Jeff, Billy's "son", ironic as Billy is his creation.
  • Crouching Moron, Hidden Badass: He's incredibly friendly but also, as Mandy accurately describes him, "basically insane", due to his inability to recgonize that Billy is terrified of him due to Jeff being a giant spider as well as his inability to even be assertive or mean at all. Despite this, he's a surprisingly competent pilot and driver, as revealed in Underfist.
  • Friendly Neighborhood Spider: He's an overwhelmingly nice, gigantic spider.
  • Giant Spider: He's a spider the size of a man. Fortunately his heart's as big as he is.
  • Growing Up Sucks: He and Fred realize the downsides of being an adult in Underfist.
  • Hidden Depths: Underfist reveals that he's surprisingly good at driving, enough that he's the team pilot of the group. Having multiple arms likely helps.
  • Mister Seahorse: He's able to reproduce asexually. It's unknown if this is a trait of all Underworld spiders or if it's entirely unique to Jeff.
    • This was also Lampshaded in "Jeffy's Web", where Billy says, "But, you're a boy spider."
  • Nice Guy: Jeff is described by Mandy as being both "too nice" and "basically insane".
  • Odd Friendship: With Mandy, of all people, as she seems to be rather tolerant and respectful towards him, and she even gives him advice and tries to get him to stand up for himself against Billy.
  • The Pollyanna: Rarely gets down and it’s usually brief.
  • Progressively Prettier: He gains a more colorful character palette and a more compact, less detailed design in his later appearances, in contrast to his initial appearances, where he was much larger and had a duller palette, where he could look genuinely freaky.
  • Selective Obliviousness: He seems completely incapable of understanding that Billy hates bugs and spiders, including Jeff himself, to the point of madness, despite the fact that Billy regularly beats him with anything he can get his hands on. It's implied in Underfirst though that he's aware of Billy's fear of spiders and just buries it since he calls Bun-Bun a monster for being responsible for his phobia in the first place.
  • Those Two Guys: He is paired with Fred in Underfist, which is strange considering the two had no interaction before that.
  • "Well Done, Son" Guy: His only real goal in life is to really have Billy love him like a son. Of course, when your dad is violently terrified of you, that isn't going to be easy.

    Fred Fredburger 
https://static.tvtropes.org/pmwiki/pub/images/fred_fredburger.gif
"Yes!"

Voiced by: C.H. Greenblatt

A dimwitted, pale green, bipedal furry otherworldly creature resembling an elephant with stubby horns and the tail of a devil. Ends up forming Underfist just via a drawing.


  • Advertised Extra: Despite being heavily promoted in bumpers and being the mascot of Cartoon Network for a while, Fred only appears in Season Five and two episodes at that. He is part of the main cast in Underfist, which was an attempt to rectify this, but ultimately failed as the series was not picked up.
  • Alliterative Name: His first and last name both being with the letter F.
  • Big Eater: He's obsessed with food, especially frozen yogurt and nachos.
  • Breakout Character: Maxwell Atoms even referred to him as such. He was so popular that he was the network mascot during the aptly-named "Yes! Era".
  • Character Catchphrase:
    • "Yes!" This became Cartoon Network's slogan during the 2006-07 period, in an era known as the "Yes! Era".
    • "Fred Fredburger, Fred Fredburger, Fred Fredburger, Fred Fredburger, Fred Fredburger, Fred Fredburger, Fred Fredburger..."
  • Cloudcuckoolander: Is primarily fond of nachos and spelling his own name "real good".
  • The Ditz: Fred's so stupid that he honestly makes Billy look like a genius by comparison.
  • Dub Name Change: He is named Fredogodofredo in the Latin American dub.
  • Dumbass Has a Point: His original idea for the Underfist team is originally dismissed by Skarr as "childish nonsense", but Jeff saw potential in the idea—that Earth needs defenders from all the threats the Underworld spews out.
  • Elvis Impersonator: One of his alternate costumes in the video game looks just like one of the King's rhinestone jumpsuits.
  • Formerly Fat: He's lost quite a bit of weight by the time of Underfist.
  • From Nobody to Nightmare: He becomes the Lord of Horror in the Bad Future. Although, he would rather have nachos instead of ruling the world.
  • Green and Mean: Inverted. He's green, but he's also one of the nicest characters in the cast, with the worst thing that you can say about him is that he can be annoying.
  • Growing Up Sucks: He and Jeff realize the downsides of being adults in Underfist.
  • Hawaiian-Shirted Tourist: He wears a purple Hawaiian shirt while obliviously vacationing on Boogey's pirate ship in Big Boogey Adventure. He also wears an orange version of that same shirt as an alternate costume in the video game.
  • Honorable Elephant: While he may be oblivious to how annoying he can be to others, Fred's generally very positive, cheerful, and friendly.
  • Keet: He's a hyperactive, elephant-like monster.
  • Kindhearted Simpleton: Probably the poster child for this trope. He's probably the only single character who doesn't have a shred of malice in his heart, or a thought floating around in that empty head of his, and is indiscriminately friendly towards literally everybody, even the pure-evil Mandy.
  • Manchild: He's old enough to serve jury duty but he still lives with his mom and has a rather childish sense of naivete.
  • Momma's Boy: He lives with his 'mama'.
  • The Pollyanna: He has a positive and cheerful outlook on life regardless of what happens to him.
  • Potty Emergency: "I HAVE! TO MAKE! POO-POO!"
  • Repetitive Name: Fred Fredburger.
  • Running Gag: He can’t appear in any instance without spelling his name.
  • Simpleminded Wisdom: He tells everyone the moral of the story in his debut appearance and the movie, in his own special way, of course.
  • Simpleton Voice: He has a voice that befits his childish personality.
  • The Thing That Would Not Leave: He stays over at Pale Ghoulish Juror's house and joins him in bed after the Keeper of the Reaper court ends. PGJ then proceeds to yell at him to get out. note .
  • Those Two Guys: He is paired with Jeff the spider in Underfist.
  • Token Good Teammate: To the ENTIRE cast.
  • Trademark Favorite Food: He really likes to eat nachos and frozen yogurt, yes!
  • Verbal Tic: Has a tendency to say "Yes!"

    Dracula 
https://static.tvtropes.org/pmwiki/pub/images/fmeyows.jpg

Voiced by: Phil LaMarr

A vampire that was Grim's childhood hero.


  • Adaptational Heroism: He may not be the nicest guy ever, but he's still a far better person than the original novel character.
  • Berserk Button: Calling him old sends him into a frenzy.
  • Breakout Character: Introduced as part of the old horror icons alongside the Wolfman and the Bride of Frankenstein in "Home of the Ancients". But thanks to Phil hitting the role so enthusiastically, he made more appearances, completely eclipsing the Bride and Wolfman, even having a family connection to Irwin. He was even used for part of Cartoon Network's live-action Halloween promos via a puppet.
  • Casanova Wannabe: Tends to cycle between this and Chick Magnet. As Van Helsing could attest to with the latter, when they were younger, "no woman can resist his sweet moves." However, when he did it to a teacher, she wasn't impressed at all.
  • Cloudcuckoolander: Dracula has eaten sand, mistook a cactus for a limo, and failed to even realize he was suffering third-degree burns, all in one episode. Whether his age plays a role in this is unclear, though.
  • Commander Contrarian: Dracula tends to react to everything — ranging from options to basic facts — by shouting that they can't tell him what he can or can't do, usually doing the opposite of what the other person is says purely for its own sake.
  • Daywalking Vampire: Except for "Fear and Loathing in Endsville" and a brief moment in his first appearance, he doesn't seem to be harmed by sunlight.
  • Deadpan Snarker: Rarely goes without a snarky retort.
  • Dracula: Duh.
  • Disappeared Dad: In "Dracula Must Die!" (an episode from near the end of the series), it's revealed that he and Irwin's paternal grandmother Tanya (better known as "Grandmama") were married at one point and that he's the father of Tanya's son, Richard "Dick," which also means that Dracula is Irwin's paternal grandfather (or "Grandpapa" as Irwin would like to call him). In the episode where this is revealed, it turns out that Dracula left Tanya and their son due to a misunderstanding.
  • Eats Babies: Cooks and devours the young of a giant scorpion monster in "Fear and Loathing in Endsville," much to their mother's horror.
  • Expy: Of Blacula, the joke being he bears his name despite not looking at all what most media make of him. Ironically, in the Blacula movie, Dracula is the one who turns Blacula. (And, as stated below, he's also Fred Sanford.)
  • Friendly Neighbourhood Vampire: "Friendly" is pushing it, but as Mandy notes in Dracula Must Die!, Dracula (though certainly no saint) is ultimately harmless. He's also got a decent amount of Pet the Dog moments.
  • Grumpy Old Man: He's elderly and has a rather crotchety attitude.
  • Happily Married: Was this with Irwin's grandmama before a misunderstanding prompted him to leave. They make up later, though that doesn't stop him from insulting her for looking "old and ugly" now.
  • Jerkass: When the aforementioned scorpion monster expresses her shock at seeing him eat her children, his response wasn't very tactful.
    Scorpion Monster: My babies!
    Dracula: Well, maybe if you didn't make your babies so delicious, Dracula wouldn't have to eat them!
    • He also once went to Billy and Mandy's class and separated them all into two groups: "Ugly" and "Dummy," then had them stand facing the corner just so he can flirt with their teacher.
  • Jerk with a Heart of Gold: On occasion proves to be capable of compassion despite his rude ways, such as sucking poison out of Grim or giving Irwin advice on accepting his monster heritage.
  • Jerk with a Heart of Jerk: After Grim rescues Dracula in gratitude for discovering that he sucked out his poison in "Fear and Loathing in Endsville", Dracula offers to pay for their meal at the diner, but he is then walking away in the background, revealing his selfless offer to be a lie.
  • Luke, I Am Your Father: Dracula Must Die! reveals that he's not only Tanya's husband but is also the father of Tanya's son Dick, making Dick a Dhampyr. This also means that not only is Dracula also Irwin's paternal grandfather but also that Irwin's 1/2-mummy, 1/4-vampire, and only 1/4-human.
  • No Celebrities Were Harmed: His voice and mannerisms are based on Redd Foxx as Fred G. Sanford.
  • Our Vampires Are Different: Yup. Not only is he both Redd Foxx and Blacula, but he (most likely) coincidentally resembles the novel version of Dracula more than most interpretations.
  • Psychopathic Manchild: He's a vampire who often acts immature and puts others in danger to satisfy his selfish desires.
  • Race Lift: Dracula's depicted as black instead of white.
  • Screw Politeness, I'm a Senior!: "SENIOR CITIZEN!? YOU CALLIN' DRACULA OLD!?"
  • Screw This, I'm Out of Here!: When his wife beat him to a pulp (not realizing that he could turn into a bat), once he was far enough away from her, he took off in fear of her attacking him again.
  • Sharp-Dressed Man: He's always dressed in a tux.
  • Third-Person Person: "Dracula refers to himself as "Dracula" often. He barely use the first person pronoun!"

    Judge Roy Spleen 
https://static.tvtropes.org/pmwiki/pub/images/1_551.png
I sentence you to 50 hours of dancing!

Voiced by: Phil LaMarr
A goblin in the Underworld who's a judge. He was once the principal of Grim's school.
  • The Comically Serious: Despite his no-nonsense demeanor, he has a couple of funny moments, like at the beginning of the "Keeper of the Reaper" where he thinks he's officiating a wedding and upon being corrected by the Fly Bailiff, he calls him the Judge before being corrected yet again.
  • Cool and Unusual Punishment: In "Keeper of the Reaper" when Billy and Mandy start bickering, he threatens to make them sit in the chocolate pudding chair. While this may seem like a harmless threat, he states that there will be permanent stains on their clothes. Weirdly enough, this manages to get them (Mandy included) to be put in line.
  • Judicial Wig: As customary for Judges, he wears a white, curly, and fairly long wig.
  • Stern Old Judge: He's very no-nonsense and does not tolerate any tomfoolery whatsoever. It's a shame that he met Fred Fredburger.
  • There Is No Higher Court: Er, lower court, but he seems to be the only authority figure in the Underworld (at least as far as we can tell).

    Lord Pain 
https://static.tvtropes.org/pmwiki/pub/images/lord_pain.jpg

Voiced by: Henry Gibson

Grim's (former) destructive servant. He's unfailingly loyal to whoever he considers his "master", as shown with Grim and later Mandy.


    Nigel Planter 
https://static.tvtropes.org/pmwiki/pub/images/nigel_planter_3.png
Pre-Puberty
https://static.tvtropes.org/pmwiki/pub/images/d1bd5b9322004f4b19c697c4f43ce2c4.png
Post-Puberty

Voiced by: Jake Thomas

A Harry Potter parody who resides in Weaselthorpe House at Toadblatt's School of Sorcery.


  • Arch-Nemesis: Lord Moldybutt WOULD be his mortal foe except for that he's a real estate attorney.
  • Casanova Wannabe: Uses incredibly cheesy pickup lines when flirting with Mandy, and later does the same with Herfefiny.
  • The Chew Toy: Nothing ever goes right for him.
  • The Chosen One: The wizard destined to defeat Lord Moldybutt. In actuality, he's destined to become the CEO of Planter's Peanuts, and has no future as a wizard.
  • Corrupted Character Copy: Of Harry Potter. Unlike Harry, who is relatively humble and fairly skilled as a wizard, Nigel has an enormous ego and is completely hopeless at magic. He's eventually revealed to have close to no potential as a wizard at all because he isn't one: he's the heir to a peanut conglomerate.
  • Dub Name Change: The Latin American dub was inconsistent about this, giving him at least three different names:
    • Barry Pecas (Barry Spuds)
    • Orquito Pote (Little Orc Pot), probably got changed due to sharing names with Nergal Jr's translated name. Probably not helped with how both share the same voice actor in the dub to add an extra layer of confusion.
    • Harry Popote (Harry Straw), a Punny Name similar to his inspiration. This one stuck for his two last appearances.
  • High Hopes, Zero Talent: He is supposedly the one who's destined to defeat the evil Lord Moldy Butt, but he is absolutely hopeless at any sort of magic. Turns out it's because he isn't even a wizard in the first place.
  • Hopeless Suitor: He tries to unsuccessfully woo Mandy and, after hitting puberty, Herfefiny Heferfefer.
  • Inept Mage: He's a horrible wizard and an even worse student, likely because he wasn't even supposed to be a student or wizard in the first place.
  • Jerkass: Primarily in his first appearance, where he's a mean-spirited prankster that steals credit for Mandy's ideas.
  • Let's Meet the Meat: He's a partial-tongue, allowing him to talk to snack foods (such as hot dogs).
  • Meaningful Name: He is the heir to a massive peanut conglomerate, which, while not ever referred to by name, is heavily implied to be Planter's Peanuts.
  • The Napoleon: Before being a teenager, he was a pint-sized Jerkass.
  • Not Allowed to Grow Up: Averted. In his third appearance, he's visibly taller and sounds different due to Jake Thomas getting older. They make a joke out of it by having Billy (who always stays the same) not understand aging and puberty.
  • Retcon: In his third appearance, it is revealed that his dad is still attending Toadblatt's School due to never graduating and generally being an even bigger failure than he is. By his final appearance, however, it is revealed that his parents were the owners of an enormous peanut conglomerate and are dead.
  • The Reveal: He's unknowingly the heir to a billion-dollar peanut conglomerate, explaining both his last name, his ability to talk to snacks, and his incompetence as a wizard.
  • Scars Are Forever: Lord Moldybutt gave him a scar when he was a child. It later turns out that it's just a pen mark that Moldybutt easily rubs off.
  • Small Name, Big Ego: Prides himself as the greatest wizard in the world, but is generally seen as a joke until being kicked out of Toadblatt's entirely by the time of "Order of the Peanuts."
  • Smug Super: Has quite the ego about (supposedly) being the chosen one.
  • Soap Opera Rapid Aging Syndrome: Hits puberty and doubles in height sometime before the events of "One Crazy Summoner."
  • The Dog Bites Back: In "Nigel Planter and the Chamber Pot of Secrets", Dean Toadblatt disguises himself as Lord Moldybutt and torments him the entire episode. At the end, he shrinks Toadblatt to the size of a golf ball and putts him to France.
  • Vague Age: Appears to be around the same age as Billy and Mandy in his first two appearances, but then suddenly gets a growth spurt and a much deeper voice in his next appearance, making him appear to be in his mid-teens. The joke is probably a reflection of the many time skips in the Harry Potter series which is being spoofed.

    Dean Toadblatt 
https://static.tvtropes.org/pmwiki/pub/images/eb13748e3860cfbf275d37b34db7ecff.jpg
Original Appearance
https://static.tvtropes.org/pmwiki/pub/images/new_dt.jpg
"Order of the Peanuts" Apperance

Voiced by: John Vernon (first voice), Ronnie Schell ("Nigel Planter and the Order of the Peanuts")

The dean of Toadblatt's School of Sorcery.


  • But for Me, It Was Tuesday: When Nigel Planter tries to get even with him in his last appearance, he doesn't remember him. When asked about this, Toadblatt explains that he's tormented thousands of students every semester and can't be expected to remember all of them.
  • Composite Character: As the head honcho in charge of a boarding school for wizards, he fills the same role as Albus Dumbledore from Harry Potter; however, his personality as a Dean Bitterman with an obsessive grudge against one of the fraternities — on top of being played by John Vernon — brings to mind Dean Vernon Wormer from Animal House.
  • Dean Bitterman: He's your standard ill-tempered dean who has it in for (almost) everyone at the school.
  • Frog Men: He's technically a toad and not a frog, but that's just splitting hairs.
  • Same Character, But Different: Vernon passed away during the show, so they parodied this when they used the character one last time. In a take-off of when Michael Gambon replaced the late Richard Harris, the new Toadbloatt has a widely different appearance, mannerisms, and speech. A student lampshades how this couldn't possibly be the same guy before guards take her away.

    Lord Moldybutt 
https://static.tvtropes.org/pmwiki/pub/images/moldybutt.jpg

Voiced by: John Kassir

A creepy man who's after Nigel Planter.


  • Expy: A blatant pastiche of Voldemort from the Harry Potter books, even down to people not wanting to say his full name. Though a lot less efficentnote 
  • Good All Along: He's actually just trying to hand over Nigel Planter's inheritance to him.
  • Real After All: "Nigel Planter and the Chamber Pot of Secrets" ended with Lord Moldybutt at first appearing to really be a disguised Dean Toadblatt, but the very end of the episode shows that he actually does exist.
  • The Reveal: Turns out he's not even a villain; he's an attorney who has been "after" Planter in order to finalize his heirship of his parents' peanut conglomerate.
  • The Scottish Trope: Saying his name causes objects to break. Not even Moldybutt himself is immune to this.
  • Virtuous Character Copy: He's actually a good guy and he's only been after Nigel to hand over to him the deed to his family's peanut business.

    Sir Raven 
https://static.tvtropes.org/pmwiki/pub/images/sir_raven_8.jpg

Voiced by: Julian Stone

A raven that occasionally narrates episodes.


  • Chewing the Scenery: He has a tendency to randomly BURST OUT IN SHOUTING! LIKE! THIIIIIIIIIIS!
  • Creepy Crows: Well, duh.
  • Deadpan Snarker: A very LOUD snarker, too.
  • Greek Chorus: His role is to comment on the story as it's going on.
  • Hidden Depths:
    • If "Tricycle of Terror" is to be believed, he has a soft spot for Billy.
    • In another episode, he complains about his obscurity, implying that he's upset over his limited role in the show. Also, he can squirt cheese out of his armpits.
      Sir Raven: And what of me? What happened to Sir Raven you ask? Well, you didn't ask, did you!? NOBODY CARES WHAT HAPPENS TO SIR RAVEN! EVER!!!!!
  • Large Ham: "Let's watch a clip. WATCH! A! CLIP!"
  • Lemony Narrator: He's a narrator who snarks about the characters and the plot and has random fits of aggression.
  • Nice Job Breaking It, Hero: "You fools! You've messed with the natural ORDER!"
  • Oh, Crap!: When Mandy destroys reality after smiling, he’s understandably frantic.
  • O.O.C. Is Serious Business: He’s screaming in legitimate fear after Mandy smiles, in contrast to screaming sarcastic quips most of the time.
  • Punctuated! For! Emphasis!: He has a tendency to punctuate his words to hammer in his point. "IMPORTANT! COMMERCIAL! MESSAGE!!!"
  • Quintessential British Gentleman: He looks like a standard upper-crust Brit — wearing a fez and smoking jacket, carrying a gold goblet, and sitting in a plush armchair next to a fireplace in an Edwardian-style library — but he is not gentlemanly in the least.
  • Recurring Extra: He shows up quite a bit, but isn’t a huge part of the show. He hints that he resents being this.
  • Shout-Out: A pretty clear one to Edgar Allan Poe.
  • The Storyteller: He's often seen as some kind of narrator in the episodes featuring him.
  • Suddenly Shouting: His specialty is to raise his voice without warning.
    Sir Raven: Alas, poor Billy, destined to walk the sepulchered streets of suburbia! A doomed husk of a child, do not cry for him! DO NOT CRY!!!
  • Take That, Audience!: "If you've been paying attention, it's because you're a nerd with nothing better to do."

    Judy 
https://static.tvtropes.org/pmwiki/pub/images/dccd203e_6fe9_4567_b5a0_383f55a10cbf.jpeg

Voiced by: Vanessa Marshall

Dick’s wife and Irwin’s Mother, who just so happens to be a Mummy. She’s the estranged daughter of King Poppin' Lockin', an ancient Egyptian pharaoh.


  • Boy Meets Ghoul: She fell in love and married Dick sometime before the events of the series.
  • Calling the Old Man Out: She hated how her father treated their subjects so cruelly, which ultimately resulted in her leaving home and never speaking to him again. In the present day, she was furious when he manipulated her son, Irwin, into building a pyramid and ruling Endsville, and rightfully called him out on it.
  • Chummy Mummy: Despite being a mummy, she's actually very nice and is also a loving and devoted wife and mother.
  • Happily Married: To Dick.
  • Hartman Hips: She’s got some decent curves for a living corpse.
  • I Was Quite a Looker: As shown in the hieroglyph flashback in "King Tooten Pooten," she was quite beautiful when she was alive.
  • Parents Are Wrong: In ancient Egypt, she refused to continue the Poppin Lockin family tradition of building a pyramid and ruling over their subjects like a cruel tyrant, and she angrily called out her father when he tried to continue the family tradition through her son, Irwin.
  • Seductive Mummy: She’s curvaceous, kind-hearted, and married to Dick.
  • The Unintelligible: She can only speak in grunts and moans, but her family understands her just fine and translate what she's saying for those who don't.

    Grim’s Parents 

Voiced by: Candi Milo (mom) and Kurtwood Smith (dad)

Grim’s emotionally abusive parents.


  • Abusive Parents: Grim’s mother regularly hits him while his father outright tells him that he prefers country music over his child.
  • Depending on the Writer: Did they want their son to be the Grim Reaper? A Grim Prophecy showed that they wanted him to be the Grim Reaper while Dad Day Afternoon points to no.
  • Expy: Grim’s dad is a clear parody of Red Forman, right down to having Kurtwood Smith voicing him.
  • Parental Neglect: Grim’s father ignored him in favour of country music. In fact, when Grim tried to become a country rocker, he listened to the music than him.
  • Unexplained Accent: Just like her son, Grim’s mom has a Jamaican accent for some reason. Meanwhile his father has an American accent.

    Pinocchio 
Voiced by: Scott Menville

An animated wooden puppet who wants to become a real boy. He has some ... unorthodox ideas about how he can accomplish his goal.


  • Accidental Misnaming: Billy consistenly mispronounces his name, generally jamming a bunch of extra syllables or outright gibberish into the middle.
  • Ambiguous Situation: When Pinocchio first appears in the episode "Nursery Crimes", he's just a character in a book of fairy tales into which Billy and Mandy have been transported by Grim. When he reappears a few seasons later in "Billy Ocean", he's now present in the real world, has recovered from Mandy turning him into a chair, and is stuck inside a whale with Geppetto. It's unclear how, when, or why this happened.
  • Become a Real Boy: As with the other versions of Pinocchio, he wants to become a real boy. However, the method he hits upon to achieve his goal is a little nastier.
  • Blatant Lies: When Billy asks if it's true that his nose gets longer when he lies, Pinocchio says "No." His nose immediately gets longer.
  • Comically Missing the Point: He doesn't get why the Blue Fairy is telling him to build a fire in Blubbery Joe's belly; she's giving him a means of escape from the whale, but he instead fixates on the idea of cooking and eating Billy.
  • Dissonant Serenity: He remains cheerful and upbeat even as he's asking to eat Billy so he can become a real boy.
  • Fate Worse than Death: Mandy sets him up for one by carving him into a chair, with his face as the seat, and leaving him to be sat on by the very overweight evil witch from Hansel and Gretel. Subverted in that the witch breaks him almost immediately.
  • Fractured Fairy Tale: This version of Pinocchio wants to become a real boy as much as the original, but in this case he believes that the only way to do so is to eat a real human boy.
  • Ignored Epiphany: In "Billy Ocean", he meets Captain Deadwood, a man who has replaced almost his entire body with wood. He remarks on the fact that Deadwood must know what it's like to be him and laments the fact that he's never had a father figure who truly understands his situation ... and then the two of them immediately part ways.
  • I'm a Humanitarian: He's gotten it into his head that the only way to become a real boy is to devour a human boy's flesh, so he keeps trying to eat Billy.
  • Insane Troll Logic: He assumes that the only way to become a real boy is to eat the flesh of one.
  • Murder Is the Best Solution: He doesn't even consider other options to become a real boy, being solely fixated on the "consume human flesh" idea.
  • Sure, Let's Go with That: The Blue Fairy pops up during "Billy Ocean" to tell him that he can escape Blubbery Joe's bowels by building a fire to force the whale to cough him and Geppetto out. Pinocchio immediately veers off into a tangent about cooking Billy over said fire, and the Fairy quickly gives up on trying to explain what she meant.
    Blue Fairy: Never mind. Psychotic rage, just go with that.
  • To Serve Man: When Pinocchio first appears, Billy tells Grim that he's "asked me for dinner". As it turns out, Pinocchio doesn't want Billy to eat with him, he wants to eat him.
  • Unexplained Recovery: He's turned into a chair and crushed to pieces in his debut episode, but when he reappears in "Billy Ocean" he's back to his normal self and is also somehow trapped inside a whale with Geppetto.
  • "Well Done, Son" Guy: He's desperate to earn Geppetto's love, but Geppetto apparently thinks so little of him that he once used him as a doorstop, and would rather hang out with Billy. This only fuels Pinocchio's rage and desire to eat Billy.
  • You Are Who You Eat: He plans to become a real boy by eating one.

One-Offs

    Jack O'Lantern 
https://static.tvtropes.org/pmwiki/pub/images/jackjackjack_9.jpg
"Well, relax, old friend. Don’t lose your head."
Click here to see him with his original human head

Voiced by: Wayne Knight, Maurice LaMarche (video game)

The main antagonist in the Halloween special, Billy & Mandy's Jacked Up Halloween.

Originally a mortal from the middle ages of Endsville, Jack is the town's prankster who likes playing tricks on the citizens until they got fed up with Jack's antics and gave him a taste of his own medicine by giving the Queen a trick that came from Jack, which causes her to execute him after she was furious. Grim was supposed to take him to the underworld after being killed, but Jack refuses and after tricking Grim on grabbing his scythe, Jack bargains that wants to live forever so he can play more pranks. However, Grim decides to cut his head off as he doesn't like being tricked. Because of that, Jack has to wear a pumpkin as his new head and is shunned by the changing world. As such, he only plays tricks on Halloween night as revenge on the people of Endsville for what happened to him.

He would later get his hands on Grim's scythe thanks to Billy bragging that he's holding the real thing, which he uses to unleash hell onto Endsville.


  • Be Careful What You Wish For: He wanted eternal life so that he could continue playing tricks on the people of Endsville forever. He got his wish and is subsequently forced to remain isolated in his cottage for eternity after Grim decapitates him as punishment for tricking him, only able to leave once a year on Halloween to pull his tricks (and do things like go grocery shopping).
  • Big Bad: He is the main villain in "Billy and Mandy's Jacked-Up Halloween".
  • The Cameo: While he himself doesn't get any screen time or lines, per se, he is briefly mentioned and pictured in Big Boogey Adventure during the trial scene, when Boogey lists off everyone who has stolen Grim's scythe.
  • Cheated Angle: The bottom tooth on his pumpkin head always switches either on the left or right side of his mouth, especially when he's facing on the side. This is most likely done so it doesn't look like a floating black square.
  • Cynicism Catalyst: Having his head cut off and being shunned by the citizens of Endsville over the ages as a pumpkin-headed freak left him rather embittered to say the least. Though he still pulls tricks on the people of Endsville once a year it's clear that he does it now out of revenge rather than his own amusement.
  • Disproportionate Retribution:
    • Sure, his nonstop pranks were pretty obnoxious, but it is pretty harsh to manipulate their monarch to have him be executed. On the other hand, his pranks were causing people injury. His first one was tricking someone off a cliff. Pretty dark, given the silliness of the show in general. Demonstrated when he's sent to the underworld. This is still a bad habit of his and got his pumpkin head squashed. So it was bound to happen sooner or later.
    • A straighter example is how they get Jack executed. They send the Queen of Endsville, who has no sense of humor, a can of chocolates that's really snakes-in-a-can and signed it from Jack. And when she opened it, the rest is history.
  • Do Not Taunt Cthulhu: Initially it seems that he had successfully scammed Cthulhu by forcing Grim into giving him eternal life, however, immediately afterwards he learns the hard way that pissing off a powerful supernatural entity can have dire consequences.
    • Played somewhat more literally when he's finally sent to the Underworld. He goes back to being a mischievous trickster, however, the demons he chooses to prank are far less patient and far more direct than the townsfolk were before attacking Jack for being a pest.
  • Evil Is Hammy: He's voiced by Wayne Knight. Of course he's this.
  • Evil Laugh: Has an evil laugh that he often makes while pulling pranks.
  • Fatal Flaw: Grim described Jack as once being a pleasant guy. His one problem was that he didn't know when to stop with his pranks, eventually driving the villagers of Endsville to orchestrate his death.
  • Faux Affably Evil: He seems like a chummy, if a little stubborn and sarcastic guy, but he’s hellbent on taking revenge on Grim and doesn’t care who gets involved. He doesn’t drop the cheerful demeanour so long as Grim isn’t involved.
  • Foreshadowing: Jack's orange hair would foreshadow on him replacing it with pumpkin after Grim cut his head off.
  • From Nobody to Nightmare: Started off as a self-centered but largely harmless trickster, then he gains immortality along with a mile-long mean streak and then he gets his hands on Grim's scythe, unleashes the spirits of the Underworld and takes over Endsville in a single night.
  • Hoist by His Own Petard: When Grim came to collect him the first time, he managed to stop him with a feather on his hat leading into the deal to give him immortal life. At the end of the special, Grim uses that same feather to send Jack to the underworld.
  • The Hyena: He treated everything in life as a potential joke to the extent that he laughed in his sleep. This did change however after his bitterness for losing his head made him more jaded and abrasive.
  • Improbable Weapon User: In the video game, he uses his bag of tricks as a weapon.
  • Innocently Insensitive: Implied that, before decapitation, he didn't understand that he was hurting people or that people were growing sick of him, to the point of wanting to kill him. He just kept pulling pranks and making jokes with a happy smile and laughed himself to sleep, he thought he was being genuinely funny. Despite all that laughter he was causing himself, the town didn't find his harmful pranks funny.
  • Jerkass: He is a trickster, playing pranks and tricks for amusement without caring who gets hurt in the process. He was also shown using it to get what he wanted, such as when he tricked Grim into giving him immortality.
  • Motive Decay: Before he was killed, Jack loved playing tricks on others just to make himself laugh. But after getting killed by a knight and getting his head replaced with a pumpkin once he got immortality, Jack only plays pranks on Halloween night due to his bitterness of being shunned as a pumpkin-headed freak and how he was executed.
  • Near-Villain Victory: When he gains Grim Reaper's scythe he easily captures Grim and later on easily outwits Mandy's attempts to defeat him with her own tricks. He only loses at the end when Irwin unexpectedly triggers his phobia with a knight costume which triggers a chain event that leads to the defeat of his army and himself collapsed, helpless with laughter.
  • Never My Fault: He apparently doesn't seem to make the connection that at least part of his current predicament is his own doing; While Grim was the one who cut off his head, it was his own incessant mean-spirited jokes that turned the town against him and eventually resulted in his execution, and Grim was just there to collect his soul, as he is supposed to. Then Jack got the wise idea to try and bargain with Death, which earned him the beheading in the first place. According to Jack, though, this is "clearly" all Grim's fault because he apparently can't take a joke.
  • Off with His Head!: Grim decapitated him after granting him eternal life as punishment for tricking him. As Grim put it, "I decided that Jack would not be showing his face around town again - ever!"
  • The Prankster: Of the evil variety. He pulls pranks maliciously.
  • Plant Person: One of his alternate costumes in the video game shows his body to be made entirely of vines from the neck down.
  • Pumpkin Person: After a deal with Grim (returning his scythe in exchange for immortality), Grim cut off Jack's head. He then replaced it with a Jack-O' Lantern.
  • Pungeon Master: After Jack captures Grim, and gets ready to decapitate him with his own scythe as revenge, he starts letting out a whole series of head-related puns. Grim is understandably not amused.
  • Selective Enforcement: He devotes all his attention to getting revenge on Grim for beheading his undead corpse rather than the guy who straight-up murdered him in the first place. Justified since while Grim is...Grim, Jack is still terrified of facing the knight to this day, and even if he wasn't the knight in question has clearly been dead for hundreds of years.
  • Silly Walk: Did this back when he was mortal. The fact that he doesn't do this anymore in the present day is a sign of how much his isolation over the years has affected him.
  • Slasher Smile: Normally, Jack's pumpkin mouth is a simple mouth with a single square tooth. But when particularly malevolent, it shifts into a maw of sharp fangs.
  • Stingy Jack: A remarkably accurate retelling of the old folktale. While several details of the story were changed (such as Jack primarily being a trickster rather than an alcoholic and Grim Reaper being tricked out of his scythe rather than the Devil being trapped by crosses) the primary points of the story were largely kept the same.
  • Sudden Anatomy: Despite having a pumpkin for a head, Jack would display human teeth at times.
  • Tickle Torture: His favorite prank, which he also uses to steal Grim's scythe on two separate occasions. Grim later does the same to Jack to banish him to the Underworld.
  • Uncertain Doom: Gets his pumpkin head smashed by demons in the Underworld. He's never seen again so it's unclear if he's killed or not.
  • Unreliable Illustrator: His stock image seen in the video game character selection depicts Jack slightly different from what he looks like in the show, mainly his belt and footwear (Jack wears a round belt buckle with genie-style shoes, where the stock image has a square buckle and boots). Whenever or not the image was a prototype design or someone else's interpretation of the character is unknown.
  • Who Wants to Live Forever?: "Three hundred and sixty-four days a year, I can't even go to the ding-dong grocery store to buy pudding! And do you know why?" Of course it's not so much living forever than "living forever with a pumpkin for a head".
  • Why Did It Have to Be Snakes?: He has a crippling fear of knights, specifically the one that was sent to execute him all those years back. What keeps it this trope and not a very justified Trauma Button is that it was a mortal knight compared to the supernatural entities Jack pranks without a second thought. While he treats the Grim Reaper who cut off his head as just some amateur killjoy to take revenge upon, when he believes said knight had returned for him he was too frightened to fight back despite having the Grim Reaper's scythe in his hands.
  • Would Hurt a Child: When Mandy tries to save Grim, he leaves her to die.
  • Wound That Will Not Heal: Anything cut off by the Grim Reaper's scythe stays off and can never be reattached. This is why, even with eternal life, Jack had to replace his head with a pumpkin after Grim lopped it off.

    Brain-Eating Meteor 
https://static.tvtropes.org/pmwiki/pub/images/412732_1273.jpg
"Sure, they might think it's deranged / but they won't think twice if they don't have a brain!

Voiced by: Voltaire (singing voice), Jeff Bennett (speaking voice)

A strange alien meteorite that arrives in Endsville in, Little Rock of Horrors. His goal is to devour the brains of everyone he finds and enlists Billy (who is brainless) to bring him fresh victims.


  • Aside Glance: Briefly gives an annoyed half-lidded look towards the audience when his first attempts to get Billy to bring him brains nets him a box of half-eaten "Bran" cereal.
  • Asshole Victim: His defeat definitely cements him as this.
  • Assimilation Backfire: What ultimately does him in when he eats Mandy's brain. In her own words, her brain turned out to be a bit too "spicy" for him to handle.
  • Astonishingly Appropriate Appearance: His main body looks like a brain, reflecting the fact that brains are his Trademark Favorite Food.
  • Brain Food: His entire shtick. Given that his main body looks like a giant brain, combined with the fact that he grows slightly in size every time he eats a brain implies his entire body is made up of the stuff.
  • Combat Tentacles: He has two of them which act as his limbs. They're also the primary tools he uses to suck out a person's brain.
  • Death by Gluttony: Devouring Mandy's brain leads to his demise when she takes over his body.
  • Eats Babies: Has no qualms sucking out the brains of newborns, in fact he actually finds their brains particularly delectable.
  • Evil Is Hammy: Nearly the entirety of his screentime is spent singing a jazzy Villain Song.
  • Expy: The title card of his episode, combined with his method of operation and his penchant for singing makes him a clear one to Audrey II. The Theatre version to be precise.
  • Eye on a Stalk: A single one of these is effectively his face. It's capable of acting like a mouth and on several occasions, he eats brains directly through this method.
  • Fatal Flaw: Gluttony. When he shrewdly surmises that Billy is likely hiding someone from him he eggs him to bring them to him despite the fact that he had already devoured the brains of everyone in Endsville and when he subsequently eats Mandy's brain his mind is promptly taken over and he melts away screaming in fear and pain.
  • Faux Affably Evil: Acts open and friendly towards Billy when they first meet so he could lure him close and eat his (non-existent) brain. Later on, he promises to be Billy's best friend if he keeps bringing him brains and has the lobotomized victims act as Billy's playmates to keep him happy and compliant.
  • Final Boss: Returns as the last boss faced in the story mode of the video game. Complete with his Villain Song.
  • Green and Mean: He's a green alien-meteor who plans to consume every brains in town.
  • Incoming Ham: Well hello there little boy/Don't be shy....
  • Karmic Death: He made it his hat to devour the minds of everyone in Endsville (sans Billy who had no brain for him to eat), in the end eating Mandy's brain leads to her overriding, assimilating and erasing his consciousness and taking over; essentially "eating" him.
  • Killed Off for Real: A variation, as much as it is possible to be permanently dead in a show that breathes negative continuity. He effectively ceases to exist when Mandy's personality overrides his and takes over his body. He comes the closest to a "for real" death simply by virtue of no other episodes featuring him.
  • Near-Villain Victory: Thanks to Billy's unwitting help, he succeeds in eating every single brain in Endsville, even Mandy's though that backfires on him. Even then it's clear that Mandy had inherited his Horror Hunger and has no qualms demanding Billy to bring her fresh victims.
  • Oh, Crap!: After eating Mandy's brain his iris slowly shrinks as he realizes too late that something had gone wrong.
  • Starfish Aliens: Resembles a giant brain encased in glowing green slime with a single eyestalk and two tentacles as limbs.
  • Too Spicy for Yog-Sothoth: Mandy turns out to be this for him. He doesn't realize this until he's already consumed her brain, at which point Mandy consumes him instead.
  • Villain Song: He sings "Brains". From his entire entrance in fact, all of his dialogue are lyrics of the song. It isn't until at the very end that he speaks outside of singing.
  • Villainous Glutton: Once Billy gets him all the brains he wants, he wastes no time gorging himself on them.
  • Would Hurt a Child: He mentions enjoying children’s brains a lot more than adults. First tries this on Billy himself before finding out he doesn’t have a brain.
  • Zombie Apocalypse: A relatively benign example. When he eats someone's brains he effectively lobotomizes them in the process (causing their eyes to turn green) and they subsequently dance along mindlessly to his song.

    Velma Green, The Spider Queen 
https://static.tvtropes.org/pmwiki/pub/images/velmainweb_7.png

Voiced by: Kari Wahlgren

A spider-woman who holds a grudge against Grim for winning the title of Reaper instead of her.


  • Cute Monster Girl: She is definitely one of the most attractive monsters in the series. She played this trope straighter as a teenager as she had a very nerdy appearance and a slightly dorky personality.
  • Disc-One Final Boss: She is set up as the main antagonist of Wrath of the Spider Queen before Arachnotaur is revealed to be the real threat.
  • Eerie Pale-Skinned Brunette: She's a sinister person with dark hair and pale skin.
  • Hive Queen: She can control all spiders.
  • My God, What Have I Done?: She instantly regrets her vendetta against Grim when she learns that the ballots he stuffed all had her name on them and that Grim had no intention of cheating to win the election.
  • Rhyming Names: A Spider Queen named Velma Green.
  • Seductive Spider: Wears a great deal of makeup and has a shapely body (with considerable cleavage) on her humanoid half.

    Arachnotaur, Spider God of Anger 
https://static.tvtropes.org/pmwiki/pub/images/image_5_72.jpg

The Spider God of Anger, who appears as a minotaur with the legs and abdomen of a spider.


    Bun-Bun 
https://static.tvtropes.org/pmwiki/pub/images/bun_bun_1.jpg

Voiced by: Dave Wittenberg

An evil marshmallow bunny who is the main antagonist of Underfist.


  • Big Bad: He is the main villain of Underfist.
  • Deadpan Snarker: He sarcastically goes into a spiel about the "Grammar Police" when Irwin tries to correct his grammar.
  • Final Boss: For the Grim & Evil franchise since Underfist never went beyond the pilot. At least when it comes to cartoons.
  • Fluffy the Terrible: His name is rather cutesy, considering how vile he can be.
  • Greater-Scope Villain: Played for Laughs with his contributions to several characters' backstories. He boasts about being responsible for Hoss's antipathy towards monsters, Billy's fear of spiders, and sawing off Fred Fredburger's tusks.
  • Hate Sink: While a little comedic, Bun-Bun proves to be a vile piece of shit who is responsible for numerous of Underfist’s issues as well as Billy’s crippling fear of spiders, which was why the boy was unable to accept Jeff. You will be cheering when he dies.
  • I'm Melting!: He meets his end from falling into a vat of hot cocoa.
  • Jerkass: He has no problem hurting and scaring people and also admits to being responsible for Hoss Delgado's hatred of monsters, Mindy becoming a witch, Billy being afraid of spiders, and Fred Fredburger losing his tusks.
  • Killer Rabbit: Even if he is a harmless-looking marshmallow bunny, he's still very dangerous and has amassed an army of candy monsters.
  • Knight of Cerebus: Downplayed. He is still largely comedic, but he is demonstrated to be both extremely competent, and in possession of a great number of resources, as he has an entire army of candy monsters, that are both armed to the teeth and in possession of vehicular support.
  • The Napoleon: Small but very intimidating.
  • Never My Fault: He's done in shortly after his history as the Greater-Scope Villain is detailed. His last words are angrily (and hypocritically) asking what he ever did to Hoss, Irwin, Mindy, Jeff, and Fred to deserve this.

    Ms. Pollywinkle 

https://static.tvtropes.org/pmwiki/pub/images/cff5dab0_87f8_4be0_9590_c78df1178aa5.jpeg

Voiced by: Jennifer Darling

A dance teacher who quite unwillingly turns out to be a malevolent witch.


    Billy and Mandy's Shadows 

Mandy's Shadow

https://static.tvtropes.org/pmwiki/pub/images/31d39086_6ffa_435b_9cf0_9861ba61990b.jpeg
“Wanna have a tea party in my Enchanted Unicorn Garden?”

Voiced by: Grey DeLisle

Mandy's sentient shadow, who's far nicer than her.


Billy's Shadow

https://static.tvtropes.org/pmwiki/pub/images/1baacd76_0d4d_4c94_9164_1ce05a96e277.jpeg

Billy's sentient shadow, who's stupid and ugly enough to make his original self look better and act smarter like no tomorrow.

    Horror the Ancient 
https://static.tvtropes.org/pmwiki/pub/images/47928b20_85b6_455c_abd5_dc016ca2031d.jpeg

Voiced by: George Segal

Horror is a large statue warrior that guards the Left Hand of Horror on the Isle of Peril. In the past, Horror was once a very fearful person and decided to magically channel all his fears into his left hand and cut it off so he would be forever brave. His dismembered left hand soon became Horror’s Hand.


  • Didn't Think This Through: He reveals that he just about immediately regretted cutting off his left hand due to it not making him truly brave like thought, and the fact that he was a lefty, so now he couldn’t even sign his own name.
  • Hidden Depths: He’s self-taught in the art of playing guitar with his teeth. In the "Where Are They Now?" Epilogue in Billy and Mandy’s Big Boogey Adventure, it’s shown that he became a rock god with this talent.
  • Living Statue: He’s a giant sentient wooden statue.
  • Names to Run Away from Really Fast: He’s known as Horror the Ancient. But it's ultimately subverted because once we actually meet him, he turns out to be fairly friendly and polite.

    Santa Claus 
https://static.tvtropes.org/pmwiki/pub/images/santa_claus1_0.png

The jolly old man himself, and the antagonist for most of Billy and Mandy Save Christmas. When the trio meet him, he's unfortunately not as jolly and full of Christmas Cheer as the books describe him, thanks to a nasty case of vampirism. It's up to Billy, Mandy, and Grim to restore him to his normal self, lest Christmas be ruined forever.


  • Ambiguously Human: As with most media depicting the jolly old fat man, it's not clear if Santa is human, a metahuman, or a spirit exactly, and the show's canon never states if he's human either. Though the fact that he can be turned into a vampire indicates he is at least vulnerable to vampirization.
  • Aw, Look! They Really Do Love Each Other: Despite the fact that Mrs. Claus is literally a vampire that turned him after he ignored her too much, he really does love his wife, despite everything.
  • Crazy-Prepared: He actually has a contingency recording to direct any possible victims of his vampiric rampage on making a remedy, one that is apparently so simple that even Billy has no issue following it. He eventually reveals to Mandy that the events in the Christmas Special are "the sixth or seventh time" that Nancy has turned him into a vampire.
  • Heel Realization: Thanks to Billy, of all people, he realizes that his focus on Christmas work has left Mrs. Claus feeling unappreciated and overburdened and reconciles with her.
  • Irony: The jolly Father Christmas himself....with a distinct and raspy Yiddish accent. Fitting for someone voiced by Gilbert Gottfried, who, for an extra layer of irony, is Jewish himself.
  • Large Ham: It's Gilbert Gottfried, so this is gonna happen.
  • Noodle Incident:
    • Grim says they went to college together.
    • He's actually been turned into a vampire six or seven times previously, and to him it's apparently common enough to have made a contingency recording to assist his possible victims return him to normal.
  • The Power of Love: When questioned about all of this, he acknowledges how he knew from the start that his wife was a vampire. He simply says you can't help who you fall in love with.

    Creeper 
https://static.tvtropes.org/pmwiki/pub/images/dfa0dc55_1f07_4e3e_9366_7f241b517c4c.jpeg
Voiced by: Greg Ellis

Appearing only in Big Boogey Adventure, Creeper is Boogey's reluctant right-hand man who is clearly saner and more intelligent than his boss and makes no secret of this.


    Morg 
https://static.tvtropes.org/pmwiki/pub/images/img_1452.png
Voiced by: Keith Ferguson
The Martian Grim Reaper who is the main antagonist of Billy & Mandy vs. the Martians.
  • Aliens Are Bastards: He is the ruler of mars and seeks to conquer earth using a mind controlled zombified army.
  • Big Bad: He is the main villain of Billy & Mandy vs. the Martians.
  • Evil Overlord: In addition to being a Grim Reaper he is also the Emperor of Mars and seeks to invade earth and turn in inhabitants into zombie slaves.
  • Manipulative Bastard: He manages to manipulate Grim into turning against Billy and Mandy and helping him invade earth, and even lies about the fates of the other Grim Reapers stationed across other planets.
  • Smug Snake: He really enjoys gloating his wins towards Mandy when tricking Grim into leaving with him and capturing her.
  • Uncertain Doom: Last we saw him he was launched into space and sucked into a portal.
  • Villain Has a Point: While it was to manipulate Grim to his side he was right in how Billy and Mandy were bad friends who showed very little respect towards him.

    Thromnambular 
Voiced by Dwight Schultz
A wishing skull that was in Grim’s hood until he was discovered in Billy’s washing machine. After Billy makes his wish, he then promptly gets tossed around Endsville and everyone sees how vile his wishes are.
  • Affably Evil: He’s surprisingly polite for a Jackass Genie.
  • Complete Immortality: Appears to have this. He doesn't really get affected from any of the attacks he gets.
  • Evil Sounds Deep: Speaks in a low-tone and only shouts when he has to. He's also evil and a Jackass Genie.
  • Exact Words: He relishes on this. Naturally, everyone who got a wish are killed or badly injured. The exception is Junior, who was actually very cautious in what he wanted and got out unscathed despite getting nothing.
  • The Genie Knows Jack Nicholson: Parodies this at the end of his second appearance where he briefly does an imitation of Jimmy Durante complete with his signature schnoz and catchphrase.
  • Jackass Genie: He’ll give you whatever wish you want…but it comes with a price. A horrible, stinging one no matter how innocuous it is. Mandy catches on near the end and tries to auction him to the highest bidder. It only backfired as Grim ended up making the last wish.
    • Downplayed in his second appearance where he grants Billy's mundane wishes with no catch, but screwing Grim and Mandy out of their chances to wish. To be fair, it’s more on Grim and Mandy for not keeping a closer eye on Billy.
  • Jerkass: As mentioned above, he’s not a nice person at all. While some of the wishes he grants are from stupidly reckless people, he will mess people up even if it’s something innocent. And it’s even shown he could give it without consequence, he chooses not to.
  • Karma Houdini: He gets no repercussion by the end for screwing everyone over.
  • Kick the Dog: He’ll screw anyone over, even if said person doesn’t deserve it. It’s particularly true for Pud’n, who just wanted a loving bunny and Junior, who was unaware that he’d only get one wish.
  • Large Ham: He’s voiced by Dwight Schultz, so this is practically a given.
  • Negative Continuity: Switched places with Grim in The Tag, but by next episode, everything's back to normal. But considering Billy and Mandy…
  • Pet the Dog: In his second appearance, he grants Billy's wishes for a goat, a coat and a boat with oars with no catch or twist.
  • Red Eyes, Take Warning: Has rubies for eyes and he’s pretty dangerous.
  • Reset Button: Was effectively used as one by Grim to prevent the plot of Wishbones from happening. Though Grim uses him again in The Tag, but it backfires spectacularly.
  • Rhymes on a Dime: He speaks exclusively in rhymes.
  • Suddenly Shouting: He can do this at times.

    Pinface 
Voiced by John Kassir
A childhood acquaintance of Grim’s who he sealed years ago before Billy opened up the box.

    Chocolate Sailor 

As his name suggests, a sailor made of chocolate that gets Billy to turn into chocolate himself.


    Thud 
Voiced by: Bill Fagerbakke

Eris’ assistant during her scam as a Cereal CEO.


  • Affably Evil: He’s genuinely polite towards Grim, Billy, and Mandy.
  • Chuck Cunningham Syndrome: Despite turning against Eris and finding friendship with Billy and Mandy, he’s nowhere to be seen in later episodes.
  • Expy: He’s pretty much Patrick Star in all but name and appearance. Noticeably, one of his episode’s writers is Aaron Springer, who is a SpongeBob writer.
  • Minion with an F in Evil: He’s pretty ditzy and tends to break Eris’ rules.
  • Simpleton Voice: Well, he does have the same voice as Patrick.

    King Beardbottom 
Voiced by: Michael Dorn

The head of the dwarves who harvest mushrooms in the Mines of Boring-Ya. He drags Billy into the middle of the dwarves’ war against the elves.


    Cthulhu 
Voiced by: Dee Bradley Baker

One of the mightiest of the Great Old Ones, a race of utterly alien and unknowable beings who dominated Earth millions of years before the rise of humanity. He runs a prank-calling operation that mutates people into hideous monsters.


  • Accidental Misnaming: Irwin and Billy keep getting his name wrong, at least until they meet the big man himself.
    Irwin: I dunno, Billy. This Kahlua guy might not like us using his phone.
    Billy: First of all, Irwin, it's not Kahlua, it's Cacadidju.
  • Adaptational Dye-Job: For no obvious reason, this version of Cthulhu is purple instead of the usual reptilian green.
  • Adaptational Wimp: In the original stories by H. P. Lovecraft, and in basically every other portrayal to date, Cthulhu is depicted as a gigantic, nigh-unstoppable Eldritch Abomination. Anyone who so much as looks at him is driven mad, he can devour people whole and send out hideous nightmares via telepathy, and he's only temporarily inconvenienced by a steamship ramming into and splitting his skull open. In "Prank Call of Cthulhu", he seems to prefer running a prank-calling operation and playing golf to destroying the world, though he does retain his ability to drive people insane and still has sinister designs on Earth.
  • Artifact of Doom: His phone. If it's ever used, it will awaken him and he will destroy the universe. Naturally, Billy uses it to try and make prank calls.
  • Connected All Along: As it turns out, he went to junior high with Grim and even voted for him to become Reaper.
  • Did You Just Punch Out Cthulhu?: Mandy and Grim manage to trap him inside the phone lines by using his own cursed phone against him.
  • Do Not Taunt Cthulhu: Despite his adaptational wimpiness, it's still not a good idea to piss him off. He yanks Irwin and Billy through the phone lines when they wake him up by using his phone and nearly devours Grim when he and Mandy execute their plan to trap him in the phone lines.
  • Eldritch Abomination: He is Cthulhu, after all.
  • Fashion-Victim Villain: He shows up wearing a hideous neon-green golf shirt and striped pants with a plaid tam o' shanter.
  • Go Mad from the Revelation: He can drive people mad if they look directly at him, so when Mandy confronts him she looks at him via a mirror while walking backward.
  • Purple Is Powerful: One of the mightiest of the Great Old Ones and has purple skin.
  • The Unintelligible: His vocalizations are all wordless roars and screeches.
  • Villains Out Shopping: When Mandy catches up with him, he's playing golf.
  • You Don't Look Like You: Zigzagged. This version of Cthulhu is much shorter than the usual depictions, as well as being pudgy and purple instead of hugely muscled and green, though he still retains the essential elements of his appearance, including the squid-face and dragon wings.

    Billy's Nose 

Billy's Gag Nose that suddenly comes to life and leaves his face.



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