Main characters
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Drew Blanc
A put upon cartoonist who works designing characters for the Fluffy Fluffy Bun Bun Show. He hates such sickeningly sweet characters and reaches an artist block after reminiscing about when he first got into the business during an all-nighter. He wakes up to Fluffy 's show, and is pulled into the cartoon world.
Played by: Christopher Lloyd
- Badass Normal: As the only human in a world of toons, it's fairly self-explanatory.
- Bag of Holding: Given one by Bricabrac to hold all his inventory. Apparently he keeps it inside of an inner pocket of his coat.
- Deadpan Snarker: When someone earns his annoyance (such as Snout) expect him to make some good snide comments.
- Forgetful Jones: Drew has trouble remembering his appointments. It's mentioned in the intro that he has missed 3 dentist appointments in the past, and he also forgets that he was supposed to meet with his boss until the secretary calls to tell Drew he's 10 minutes late.
- Nice Guy: While his main goal is to just get home, he doesn't really hesitate to help people who need it. He even cheers up Fluffy (whom he sort of hates) when he really had no obligation to. This works against him when he gets to the Malevolands, whose inhabitants only respond to insulting and rude behavior.
- No-Sell: In contrast with Flux, the Cutifier has no effect on him. This also could mean that the Malevolator probably has no effect on him as well.
- Pay Evil unto Evil: After much abuse from Nefarious and Ms. Fortune, he shows a mean streak when given the opportunity: trashing Count's study and destroying his (priceless) heirlooms and giving some humiliating commands to the hypnotized Ms. Fortune.
- Red Is Heroic: He's the protagonist, and he wears a red coat throughout the game.
- Red Oni, Blue Oni: The Blue Oni to Flux's Red Oni. Drew is more laid back.
- Trapped in TV Land: He's an ordinary guy in the real world who gets teleported into the toon world.
- Unwitting Pawn: King Hugh has Drew and Flux find the missing parts for the Cutifier under the impression that they're going to use it to save Cutopia. King Hugh, actually Fluffy in disguise, wants to Cutify everything and take over the world.
Flux Wildly
A purple, green glasses-wearing Cartoon Creature who Drew made when he started as a cartoonist. Wild and Wisecracking Flux generally acts as Drew's sidekick and helps him reach smaller spaces.
Voiced by: Dan Castellaneta.
- Cartoon Creature: Kind of like a blob with a humanoid shape and glasses for eyes. According to the manual, his lack of recognizable species is why Drew had such a hard time trying to pitch his show.
- Casanova Wannabe: He tries to put the moves on Ms. Fit, but backs off when she says she karates chops guys who pretend to be into books just so they could date her.
- Deadpan Snarker: Much more of a smart ass than his creator, which helps when talking to Malevolanders, who speak tough. He can become a bit much though even over there.
- Expressive Mask: His glasses move like real eyes.
- Heroic Comedic Sociopath: Though he's one of the main heroes, he's constantly rude and insensitive, and he has no issue with causing harm to other toons, especially the ones who annoy him. (Although, it's Drew who does most of the action, while Flux mostly just comments on it.) It's all Played for Laughs, though.
- Jerk with a Heart of Gold: Even though he can be rude and obnoxious at times, he shows himself to be a dedicated friend to Drew and even shows concern when Elmer is not around when the Barn is malevolated (with the strong implication he was turned into glue).
- Politically Incorrect Hero: Flux has quite a mouth on him, which often includes insulting someone's implied orientation or mental disability. Drew berates him for the latter.
- Red Oni, Blue Oni: The Red Oni to Drew's Blue Oni. Flux has much more of an attitude.
- Shoo Out the Clowns: The humor in Disc Two diminishes, due to him not being present when Drew is captured as a prisoner by Nefarious.
- Snarky Non-Human Sidekick: He serves as this to his creator and is usually cracking a smart remark.
- Unwitting Pawn: King Hugh has Flux and Drew find the missing parts for the Cutifier under the impression that they're going to use it to save Cutopia. King Hugh, actually Fluffy in disguise, wants to Cutify everything and take over the world.
Main villains
Count Nefarious
The main villain of the game. He plans on using a flying machine called the Malevolator to turn Cutopia into a land of evil over which he rules.
Voiced by: Tim Curry.
- Ambiguously Human: He looks almost human, but has a pale, corpse-like face with long, stringy hair, pupilless red eyes, no visible ears, and a blue tongue and inner mouth. The rest of his body is covered by clothing. May be justified because he's a toon, and therefore can look like anything.
- Aristocrats Are Evil: He's Count Nefarious. Because just being named "Nefarious" apparently wasn't enough.
- Bad Boss: He's shown frequently verbally berating and physically abusing his minions. His cruelest treatment is towards his jester, Spike, who he had his brains fried by Ms. Fortune for his amusement.
- Big Bad Ensemble: He is the main villain for most of the game, but it is revealed near the end of Disk 1 that Fluffy shares Nefarious's goal of taking over the world, and she is working independently to do it herself.
- Card-Carrying Villain: He often basks in how evil he is and even at one time comments how he can be just a terrible prick as he reveals he applied a mutagen that will transform Drew into a toon.
- Creepy Shadowed Undereyes: Has black patches around his eyes.
- Egomaniac Hunter: It is heavily implied with the mounted donkey head in his study.
- Evil Brit: He's unapologetically evil and sports a strong British accent.
- Evil Has a Bad Sense of Humor: He has a tendency to make terribly, obvious puns, while thinking they're funny.
- On a crueler note, he also thinks it's amusing to Mind Rape his jester into insanity.
- Evil Is Hammy: It's a given for a villain voiced by Tim Curry.
- Evil Laugh: As a classic Card-Carrying Villain, he sports a hammy laugh when he's enacting his evil plans or gloating over his captives.
- Evil Overlord: He is the ruler of the Malevolands, who seeks to take over Cutopia and use his machine to malevolate any victim he comes across. He then expands his goal to try to take over the real world as well.
- Evil vs. Evil: Near the end of the game (the completed first half of the story,) Nefarious starts competing with Fluffy Fluffy Bun Bun to transform the entire world using their respective ray guns so they can rule the world themselves.
- Faux Affably Evil: While most of the time he won't hide how terrible he can be, he can show faux concern when it's used to mock his victims or trying to manipulate someone.
- Flourish Cape in Front of Face: He lifts up his cape dramatically when he calls himself "bane of Cutopians."
- Kick the Dog: Although most of his actions can be chalked up to cartoon villainy, his treatment of Spike is very noticeably cruel due to him just doing it for his own amusement rather than furthering his goals.
- Knight of Cerebus: Despite making a couple of terrible jokes, he's never played for laughs and is treated as a serious threat.
- Laughing at Your Own Jokes: He makes some lame puns while taunting Drew in the dungeon, and chuckles at them.
- A Man of Wealth and Taste: His study contains rare and priceless artifacts, which Drew wrecks in his quest to get some sunglasses.
- Mad Scientist: He is shown to display many scientific skills like inventing the Malevolator and making a mutagen that can turn a real life person into a toon.
- Names to Run Away from Really Fast: With a name like "Nefarious", there's no way he's going to do anything to help our heroes.
- Necromancer: He's a Mad Scientist version of this trope due to the fact he managed to bring back his minions from the dead, but not fully to their original forms.
- Non-Standard Character Design: He is drawn more realistically in comparison with the other characters in the game, which makes him looking even more unsettling and creepy.
- Obvious Villain, Secret Villain: The Obvious Villain to Fluffy's secret villain. He's an Obviously Evil Card-Carrying Villain who is assumed to be the sole Big Bad for much of the game, until the Secret Villain reveals themself.
- Obviously Evil: To a point one could say he's a parody of this type of villain. This is in contrast with Fluffy Fluffy Bun Bun, who looks cute on the outside but is just as despicable as the count.
- Ominous Opera Cape: He wears a long, black and red cape.
- Omnidisciplinary Scientist: He has a knack for inventing tons of mechanical devices (which includes the Malevolator), being able to resurrect his minions from the dead with a procedure that's never fully explained or shown (which would be dabbling in necromancy), and has shown to be able to bio-engineer a mutagen that can turn a human into a toon.
- Orcus on His Throne: Zigzagged. While he will delegate certain duties to his minions (like finding Drew and Flux), he is shown personally flying the Malevolator himself and and later in the final sections of the game going after Flux in the Cutifier with his flying throne.
- Red Eyes, Take Warning: He has solid red eyes surrounded by black. Just part of his Obviously Evil appearance.
- Royals Who Actually Do Something: A villainous example. As the ruler of the Malevolands, he is shown piloting the Malevolator to corrupt Cuetopia into his desired image and using his hover chair to go after Flux in the Cutifier. He also displays many scientific skills like inventing the aforementioned Malevolator and a mutagen that can turn a human into a toon.
- Smug Snake: Although he does consider precautions when dealing with Drew, he always falls short due to underestimating how capable Drew is at thwarting his plans.
- Surrounded by Idiots: He's very vocal about how incompetent his main minions can be, especially if Feedback, Goggles, and Lugnut managed to capture Flux and Drew and they escape. He also doesn't mince words about Snout's lack of intelligence, who due to his stupidity thinks they are compliments.
- Take Over the World: His main goal is take over the Toon world. It's later revealed he plans on conquering the real world as well.
- Vile Villain, Saccharine Show: In a game with such a comically light hearted tone, the obvious Big Bad Nefarious is a melomaniac bent on conquering all the land and causing a Sugar Apocalypse on the super cutesy, Cutopia.
Ms. Fortune
A cat with various Psychic Powers, most notably hypnosis and precognition, who serves Count Nefarious.
Voiced by: Tress MacNeille
- Cat Folk: She's an anthropomorphic cat.
- Cats Are Magic: She's a catwoman with Psychic Powers, which includes hypnosis and future predictions.
- Cats Are Mean: She's a cat, and one of the main villains of the game.
- The Dragon: Drew must best her before he can access the Malevolator's hangar, which is the final room in the game.
- Excessive Evil Eyeshadow: She's an evil Femme Fatale with turquoise eyeshadow on her eyelids, and pink eyeshadow above her eyes.
- Femme Fatale: She's an attractive henchwoman who flirts with Drew, although she really intends to hypnotize him so he can be taken back to his cell.
- Fortune Teller: Predicting the future is one of her many powers, although her predictions are not 100% guaranteed to happen.
- Furry Reminder: In the game, she demonstrates cat-like traits like purring when mockingly flirting with Drew and yowling when she bumps her head into her crystal ball.
- Hot Gypsy Woman: She is the furry equivalent of one with many attributes like being a fortune teller, wearing golden jewelry, lowcut blouse, and being barefoot.
- Hypno Fool: After her hypnosis powers are reflected at her, on top of helping Drew open the door to the Malevolator's hangar, she is ordered to feel itchy, only talk to Drew's friends in kind words, and only address Count Nefarious using rude words. The game ends before we can see the consequences of this.
- Hypnotic Eyes: Hypnotizing people by staring into their eyes (complete with spiral-shaped irises) is one of her many powers.
- Laser-Guided Karma: She screwed up Spike's mind for her master's entertainment and used her hypnotism to force Drew to blab to her and Nefarious about the location of the Cutifier. So it's very poetic she herself is hypnotized when her powers are reflected back on her and she is forced to obey every one of Drew's commands to help him thwart Nefarious.
- Magical Barefooter: She's an andromorphic cat with various Psychic Powers that never wears any footwear.
- "Miss X" Pun: Ms. Fortune is a cat with Psychic Powers (a Fortune Teller), who is also evil (meeting her is a misfortune).
- Sexy Cat Person: She's an attractive catwoman, who is even shown to be a bit of a tease when Drew enters her lair.
- The Smurfette Principle: She's the only female minion of Nefarious.
- Token Competent Minion: She's the only one of Nefarious' minions who has any form of competency and is only thwarted because of Drew's use of the stolen reversing glasses.
- Women Are Wiser: She is the only female minion of Count Nefarious and is more competent and smart than any of his male team members.
- Yellow Eyes of Sneakiness: She's Count Nefarious' cunning right-hand woman, and she has yellow eyes. Justified because she's a cat.
Feedback, Goggles, and Lugnut
A trio of henchmen who serve Count Nefarious. They suffer from various disabilities, and use cybernetic enhancements to compensate for them.
- Artificial Limbs: They have to use special gadgets to enable them to speak, see and hear, due to imperfections in their resurrection.
- Big, Thin, Short Trio: Lugnut is big and wide, Goggles is thin and tall, and Feedback is small and short.
- Evil Cripple: Feedback is mute, Goggles is blind, and Lugnut is deaf. They have implants that correct these issues.
- Failed a Spot Check: When entering a building to look for Drew and Flux, they always just look around the main area of the building for a few seconds before giving up. Every place they look in always has a closet, changing room, or something similar for Drew to hide in, and the trio doesn't even bother checking it.
- Goldfish Poop Gang: They are very incompetent at their job. When they capture Drew, he always escaped easily, and when they're tasked with guarding the armory, they decide to play cards while blasting loud music.
- Our Zombies Are Different: While it's not fully elaborated on, they're implied to be the toon versions of zombies. They look like half-finished character templates, and Nefarious mentions that he had to put a lot of work into "reanimating" them. Seedy even specifically calls them zombies.
- Vile Villain, Laughable Lackey: While their boss is a surprisingly creepy and unsettling villain for such a lighthearted and comedic game, they on the other hand are bumbling nitwits that fail at whatever task is given to them and have a lot of jokes made at their own expense.
Cutopia
Barman
A half Irish/half Scottish clover shaped cheese bodied bartender and tavern owner.
Voiced by: Rob Paulsen
- Anthropomorphic Food: He's a walking, green, and clover shaped piece of cheese. This is deconstructed a bit, since a mouse that frequents his bar tries to take chunks out of him.
- Cartoon Cheese: He's shaped like a green, clover version of one.
- No Name Given: Like the Footman, he doesn't have a proper name.
- Scotireland: Parodied. He's shaped like a shamrock, wearing a tam o'shanter and a kilt, whose accent alternates between Irish and Scottish every other line.
Bricabrac
The royal engineer. He's very forgetful.
Voiced by: Corey Burton.
- Absent-Minded Professor: He misplaces his glasses... in his POCKET... all the time. Amazing how this guy is able to concoct a sophisticated piece of machinery like the Cutifier.
- Amazing Technicolor Wildlife: A dark blue dodo.
- Big Fun: He's very rotund due to being a dodo bird, and he's also jovial and friendly.
- Blind Without 'Em: At the start of the game, he's lost his glasses. They're in his own pockets, and yet he still wonders who put them there.
- Blue Is Heroic: His feathers are dark blue, and he's a genuinely friendly guy despite his absent-mindedness.
- Doofy Dodo: Zigzagged. He's an Absent-Minded Professor, so he's a great scientist but very forgetful, and he resembles a dodo bird.
- Einstein Hair: He's an Absent-Minded Professor with a big, messy hairdo.
- Fat Comic Relief: He's a hefty dodo bird, and a very silly and comical character. However, none of the snarky comments that Drew and Flux make about him are related to his weight, but rather his forgetfulness and occasional incompetence.
- Genius Ditz: Despite his great forgetfulness, he's still able to create various complicated devices.
- Kindhearted Simpleton: Zig-zagged on the "Simpleton" part. As an Absent-Minded Professor, he is brilliant at inventing and constructing various devices, but ditzy and incompetent in almost every other way. However, like most residents of Cutopia, Bricabrac is very warm-hearted. He gets along with Drew and Flux instantly, even though he has only just met them.
- No Celebrities Were Harmed: His frizzy hair, high-pitched voice, and lisp bring to mind Ed Wynn.
- Obliviously Evil: Although it's less clear for Bricabrac than it is for Chipper and Sparky, it's implied that Bricabrac is also unaware that he's working for an evil megalomaniac. In the cutscene where King Hugh is revealed as Fluffy in disguise, Fluffy says that Bricabrac is currently building an "ultimate creative device" that will let Fluffy make her own creations of some sort. Unlike with Fluffy, there is absolutely no Foreshadowing that Bricabrac could be a Bitch in Sheep's Clothing, so the implication is he is an Unwitting Pawn just like Flux and Drew.
Carecrow
A scarecrow who takes care of crows instead of scaring them off.
Voiced by: Jeff Bennett.
- All Gays Love Theater: Implied, since he offers to sing act 2 of West Side Story in exchange for some new clothes.
- Ambiguously Gay: Checks off pretty much every gay stereotype, from his voice to his love for fashion and theater, and his voice is an impresonation of Paul Lynde, but he's never explicitly mentioned to be gay.
- Non-Ironic Clown: The costume with everything he wants turns out to be the harlequin suit. Subverted in that, almost immediately after he gets it, he gets Malevolated, turning him evil against his will.
- Scary Scarecrow: Averted, he is a genuinely friendly and harmless scarecrow. However, this is later played straight when he is turned into a monstrous scarecrow against his will by the Malevolater.
Chipper and Sparky
King Hugh's palace guards, a pair of armadillos. They have a special happy dance that they will perform for anyone who wants to watch... and also Flux and Drew.
Both voiced by: Tress MacNeille.
- Ambiguous Gender: It's hard to tell what gender they are. They have androgynous names and designs, and both are voiced by a woman using two different voices that sound like either a woman or a young boy.
- Beware the Silly Ones: For most of their screentime, Chipper and Sparky are treated like incompetent fools who are overly happy and easy to make fun of. But when King Hugh gives them orders to seize Flux and Drew, they respond quickly and effectively.
- Captain Obvious: When asked what they know about King Hugh, Chipper and Sparky respond that he's the king, and his name is Hugh. That's all they know.
- Failed a Spot Check: Sparky carries the key to King Hugh's bedroom. Sparky will drop the key whenever they start dancing, and they won't notice they dropped it until after they stop dancing. They also don't notice if Drew walks right up in front of them to pick up the key during their dance, and they have no reaction after the dance.
- Kindhearted Simpleton: They are blindly devoted to King Hugh despite knowing almost nothing about him, and they don't pick up on Flux and Drew's snarking towards them. However, they are still very friendly and well-meaning.
- Obliviously Evil: Chipper and Sparky don't realize that they are not working for King Hugh, but the evil Fluffy Fluffy Bun Bun in disguise. When Drew tries to tell them this, King Hugh dismisses the idea as ridiculous, and Chipper and Sparky listen to Hugh.
- The Pollyanna: They're always sunny and upbeat, and they love to make people happy.
- Visual Pun: Drew points out that their helmets and spears make them armydillos.
Dough And Mee
Frog brothers who own a bakery. Their brother, Ray, was kidnapped by Nefarious and as a result their bread production was stopped.
Voiced respectively by: Jim Cummings and Rob Paulsen.
- Frog Men: They are anthropamorphic frogs, who bake bread.
- Sweet Baker: They are bakers and friendly to the duo.
- Punny Name: Their names and brother's is a pun on Do-Re-Mi.
Fingers
An octopus who runs the arcade. He's an immigrant from Zanydu and hates Cutopia's cuteness, but puts up with it because the residents are easy to con.
Voiced by: Dom De Luise.
- Accessory-Wearing Cartoon Animal: He's an octopus who wears nothing but a tiny hat.
- Amazing Technicolor Wildlife: A bluish-teal octopus.
- Con Man: He moved from Zanydu to Cutopia, because the Cutopians were easier to con than back home.
- The Cynic: He is constantly downbeat and pessimistic, despite making some funny quips. He considers the cheerful, happy-go-lucky residents of Cutopia to be beneath him.
- Deadpan Snarker: It's what outs him as a resident of Zandyu.
- Fiery Redhead: His head is bald, but he has orange eyebrows, and he can be very hammy and emotional at times.
- Funny Octopus: An octopus with a hilarious, snarky attitude.
- Hilariously Abusive Childhood: Which may well be a factor, along with being a Zanian, as to why he's such a stinker now.Fingers: Like my ol' Pop used to say to me, "Fingers, you stupid good-for-nothing little creep, always use the right tool for the job, and BY THE WAY, YOU SMELL LIKE CRAP!" [fondly] Wise guy, my pop.
- Large Ham: Although he's usually a Deadpan Snarker, he can still sometimes have emotional outbursts, like when Drew beats him at Wac-Man. Being played by a comedic actor like Dom De Luise helps.
- Token Minority: In multiple ways:
- As an octopus, he is the only speaking character in the game to be an invertebrate.
- He is the only Zanian living in Cutopia.
- He's also the only character in the game who is confirmed to be an immigrant. Everyone else (except Drew, who was unwillingly transported to the toon world from the real world) lives in their place of origin, as far as we know.
Fluffy Fluffy Bun Bun (SPOILERS)
A rabbit who's absolutely overflowing with joy... most of the time. She's also the star of Drew's current show.
Voiced by: Tress MacNeille.
- Accessory-Wearing Cartoon Animal: She wears a bow on her head and nothing else.
- Annoying Laugh: She has a very grating laugh. Just one of the many reasons Flux hates her.
- Beware the Cute Ones: Her cuteness is just an act. She's actually a villain bent on world domination.
- Big Bad Ensemble: She is working independently of Nefarious to take over the world before he does.
- Bitch in Sheep's Clothing: At first she seems to be just an innocent (albeit annoyingly cute) critter, but the reveal of her masquerading as King Hue and her plans for the Cutifier shows that she's just as evil as Nefarious.
- Bunnies for Cuteness: She's very good at acting cutesy.
- Cute Is Evil: She's a cutesy bunny, who has ambitions of being a tyrannical conqueror.
- Does Not Like Spam: She absolutely HATES cotton candy, to the point that merely being given some completely ruins her day.
- The Dog Was the Mastermind: She initially seems like just another happy-go-lucky resident of Cutopia. Turns out, she's one of the main villains.
- Evil All Along: It's revealed at the end of Disk 1 that she is impersonating King Hugh, and she wants to take over both the toon world and the real world. This changes the game from having a Big Bad in Count Nefarious to a Big Bad Ensemble between Nefarious and Fluffy.
- Evil vs. Evil: She is competing with Nefarious to take over the world first.
- Face of an Angel, Mind of a Demon: She looks like a stereotypically cute kid's show protagonist, but underneath that pink façade is a power hungry maniac, who wants to recreate the world in her image.
- The Fake Cutie: Her earlier cutesy persona was just an act to hide that she's secretly an usurper, who has plans to conquer the world like Nefarious and force people to be cutified against their will.
- A God Am I: She has inspirations to become a god in her plans of terror.
- Hair-Raising Hare: She's a fluffy bunny hiding a villainous plot to rule the world.
- Innocent Blue Eyes: Invoked and subverted. She has light blue eyes and puts on a cutesy facade, but she's actually a psychotic Bitch in Sheep's Clothing.
- Leitmotif: "Dance of the Sugar Plum Fairy" plays when you speak to her. She is one of the very few characters, if not the only one, to have a unique song play when you speak to them, as opposed to the music that already plays in the current room.
- Master Actor: Fluffy does a damn good job impersonating King Hugh. While we don't actually see the real King Hugh to learn what he's really like, her performance as a concerned and benevolent king is very believable, despite the fact that she drops a bit of foreshadowing to her true nature. This probably comes from her being a cartoon star for 10 years.
- Mood-Swinger: She switches from cheery to depressed to enraged several times mid-conversation.
- Obvious Villain, Secret Villain: The Secret Villain to Nefarious's Obvious Villain. She is a Bitch in Sheep's Clothing who keeps up a cutesy appearance until she is revealed as a villain at the end of Disk 1.
- Smurfing: Fluffy uses "bunny" in place of "body" for words like "somebody" and "everybody." This fits her image as a cutesy and lovable bunny.
- The Sociopath: Fluffy puts on an obnoxiously cheery and cutesy image to hide the fact that she's actually a cruel manipulator who wants to take over the world and be treated like a god. She has no remorse for kidnapping King Hugh, ordering her guards to capture Drew and Flux, or blasting Flux with her Cutifier.
- Stealth Insult: Fluffy makes a few jabs at Flux which are veiled by her positive, sugary personality. This is an early sign that she's not quite what she seems.Fluffy: Everybunny is good-looking in their own, special way! Even you! (laugh)
- Surrounded by Idiots: She gets frustrated with the the armadillo guards' lack of competence, especially when one of them is playing patty cake with the Cutified Flux.
- Trademark Favorite Food: She loves popcorn.
- Villain with Good Publicity: She is a sociopathic villain bent on taking over the world, but she is also popular and beloved as the star of an In-Universe cartoon that has been running for 10 years.
- Walking Spoiler: She's cute, she's fluffy, she's adorable... and there's not much else you can say about her without revealing her true role in the game.
Footman
A giant foot with limbs and additional heads on his toes. Loyal servant of King Hugh.
Voiced by: Corey Burton.
- The Comically Serious: His prissy, uptight attitude makes him the butt of many jokes thanks to Drew and Flux.
- Surrounded by Idiots: He frequently makes remarks about Drew and Flux's apparent lack of intelligence, particularly Drew's Captain Obvious statements.
- Visual Pun: He's a living foot who works as a footman.
King Hugh
The benevolent ruler of Cutopia. Asks for Drew's assistance in helping fight back against the Malevolands.
Voiced by: David Ogden Stiers.
- Distressed Dude: Turns out the King Hugh you met at the start wasn't the real deal. The actual Hugh was locked in a dungeon somewhere before the start of the game.
- The Good King: He is seen as this by his subjects, who speak higly of him (except Fingers who finds his happiness obnoxious).
- "Have a Nice Day" Smile: His head is a yellow smiley face.
- Impersonation-Exclusive Character: King Hugh is kidnapped and locked away by Fluffy Fluffy Bun Bun before the events of the game. Fluffy dresses up as King Hugh and somehow replicates his voice to fool all of Hugh's subjects, along with the protagonist, Drew.
- It's All About Me: Despite his seemingly nice behavior, he's also a bit egotistical. He has dozens of trophies, including one he gave himself for being the "Best King of Cutopia." It's unclear if the real Hugh is actually that egotistical, or if this is all the work of Fluffy disguised as Hugh.
- Soft-Spoken Sadist: King Hugh has a very soft, gentle voice. This trope comes into play at the end of Disk 1, when Fluffy, disguised as Hugh, reveals her plan to Cutify the entire world. Hugh's soft voice becomes really chilling as he drops the "happy" act and gets frustrated by Drew refusing to cooperate.
Marge and Polly
A cow and sheep. Marge produces all the butter in Cutopia. Polly's role is not clear. Later on, they get hit by the Malevolator and become "Mistress" Marge and "Punisher" Polly.
Voiced respectively by: Tress MacNeille and April Winchell.
- Animal Species Accent: Polly talks in a bleating accent, even after she's turned into a dominatrix.
- Anthropomorphic Shift: When turned into "Punisher" Polly, she is given a more humanized appearance by given breasts and prominent hips. Compared to her normal design where she was a bipde female sheep.
- Bondage Is Bad: The Malevolator turns them into "Mistress" Marge and "Punisher" Polly, who kill Elmer to make glue.
- Constantly Lactating Cow: Marge is an anthropomorphic cow who laments her butter-making Churnatron being out of order due to a missing part. Once you find that part and it gets reattached, Marge will attach the machine's suction caps to her udders every few seconds to produce butter.
- Does This Remind You of Anything?: Marge's moans while she's milking herself are a bit too suggestive.
- Too Kinky to Torture: "Mistress" Marge has grown numb to all forms of punishment except for Tickle Torture.
- Sweet Sheep: Prior to getting turned into a dominatrix, Polly is a sweet but mostly quite sheep.
Ms. Fit
A buxom, valley-girl bookworm who owns the Costumeorama store.
Voiced by: April Winchell.
- Berserk Button: Anyone who pretends to be interested in books just to date her. She even tells Drew and Flux (who tries to hit on her) that it pisses her off so much that she even will use her karate skills on them.
- Bookworm: She is a very big reader, who loves reading complicated books.
- Dumb Blonde: Inverted. She's actually very well-read and is seen reading her book when she doesn't have any customers.
- Like Is, Like, a Comma: Like, she says the word "like" several times in each sentence, which adds to her Valley Girl image.
- "Miss X" Pun: Ms. Fit. She could be considered a misfit in Cutopia in that she's both kind and intelligent, while most toons residing in Cutopia are either one or the other. She's also very fit, since she's noted as buxom and in great shape.
- Ms. Fanservice: She's a shapely, blonde valley-girl type who sports some trendy glasses.
- Smart People Wear Glasses: She's an avid book reader, while wearing some trendy specs.
- Token Human: One of the few human toons seen around.
- Valley Girl: She looks and acts like a stereotypical one, but subverts the dumb part by being an avid reader.
- Victoria's Secret Compartment: She takes the voucher for a free rental after it's signed with the seal from the music box and places it in her cleavage.
Ray
Dough and Mee's brother, who was kidnapped by Nefarious' henchmen and imprisoned in his castle. He is later freed by Drew when he opens the crate that he was in.
Voiced by: Frank Welker.
- Distressed Dude: He's kidnapped and held prisoner by Count Nefarious, until Drew frees him.
- Frog Men: He's an anthromorphic frog like his brothers.
- Sweet Baker: He's a baker like his other two brothers.
- Small Role, Big Impact: Even though he's not in the game that much, he still does a number of things that help Drew: give him a crystal to power the Malevolator, tell him about the device to take him back home, and his crate is used by Drew to get closer to obtaining dynamite which he uses to explode the alligator guards.
- Punny Name: He completes the punny Theme Naming he and his brothers have going on.
Zanydu
Jim
A bulldog who runs Jim's Gym.
Voiced by: Jeff Bennett.
- The Ahnold: He's a bodybuilder with an Austrian accent.
- Amazing Technicolor Wildlife: A light blue bulldog.
- Bully Bulldog: A Jerk Jock bulldog who holds himself in high regard for his physical strength.
- Jerk Jock: His great physical strength lets him get away with being rude to Drew and Flux.
- Pintsized Powerhouse: Despite being quite short, he's not lacking in the physical department.
- Punny Name: His name is Jim. He runs a gym.
Toilet Sentry
A security guard who prevents anyone from using the outhouse outside of authorized Fish Flushing Hours.
Voiced by: Jeff Bennett.
- Comically Serious: He's reading you entire paragraphs of Zanydu criminal codex, which basically say he must beat you if you try to break the rules, with slang expressions for actual sanctions.
- The Determinator: He will never leave his post until the clock signals the end of his shift. The clock has been broken for years.
- NPC Roadblock: He prevents Flux and Drew from entering the outhouse until the Zandyu Clock is fixed and he can leave his post to go home.
- The Guards Must Be Crazy: Subverted. He actually is so dedicated to his job that he doesn't fall for the usual tricks used to fool security like him, which makes him a hassle to our main duo until they finally fix the clock and he leaves his post.
- Token Human: One of the few human toons.
Woof and Warp
A dog and cat who run the Wacme shop, which sells a selection of hilarious but dangerous items.
Woof voiced by: Jeff Bennett.
- Amazing Technicolor Wildlife: Woof is a purple dog. Warp's orange fur is not unnatural for a cat, though his orange-and-white coloration is closer to that of a red fox than a tabby cat. Their colors are two potential answers in the phone quiz.
- Amusing Injuries: Their entire purpose used to be to inflict horrific yet inexplicably temporary injuries on each other. Now they also sell tools to help other people do the same.
- Animal Jingoism: They're a cat and dog, and their entire purpose used to be to mutilate each other in increasingly painful (but temporary) ways. They've put their rivalries aside to open a shop, although they still harm each other to test and demonstrate their products.
- Fat and Skinny: Woof is thin as a rail, and Warp is round and fat.
- Punny Name: "Warp and woof [or weft]" are the vertical and horizontal threads that make up woven fabric. You could say these two are close-knit.
- The Unintelligible: Warp laughs a lot but never speaks.
The Malevolands
B.B. Wolf
A wolf who prevents you from accessing the Malevolands until you bring him wine.
Voiced by: Jim Cummings.
- Badass Boast: When B.B. tries to cook Drew and Flux, Flux warns B.B. that King Hugh will punish B.B. for his actions. B.B. laughs off the threat and reminds Flux that they're not in Hugh's territory anymore.B.B. Wolf: Out here, I AM KING. And you are dinner!
- Bond Villain Stupidity: He wants to cook Drew and Flux into a stew, so what does he do? He puts them in a cauldron that's heating up very slowly. Even after it's made clear that Drew and Flux are still alive, B.B. just kind of ignores them and keeps chopping carrots for the stew. Without B.B. paying any attention to them, Drew and Flux are able to tip over the cauldron, freeing themselves and unintentionally getting the wolves crushed by the rolling cauldron.
- Captain Ersatz: He seems to be heavily inspired by Tex Avery's Wolfie, perhaps combined with the Big Bad Wolf from The Three Little Bops.
- Dodgy Toupee: When you escape from his pot, his hair falls off in the ensuing chaos. He seems more worried with retrieving it than avoiding getting crushed by the rolling pot.
- A Glass of Chianti: He gets enraged when Drew brings him a bottle of swill when he asked for fine wine.
- Malaproper: Tends to substitute words with other, similar-sounding ones.
- NPC Roadblock: He prevents Drew and Flux from entering the Malevolands until they bring him the wine he wants.
- Savage Wolves: Played with. While he and his wolf family are evil and do want to eat Flux and Drew, they act quite civilized about it.
- Squashed Flat: He's last seen squashed by his own cauldron.
- Wicked Pretentious: He touts himself as a classy type who wears a tuxedo and enjoys fine wine. However, he and his family's attempts to cook and eat Drew and Flux, along with his constant use of Malapropers, show that he's not really much of a gentleman at all.
Buster
A pet piranha of Count Nefarious that is found in a fish tank guarding a treasure chest containing a key to his private study.
- Advertised Extra: Not to the extent of Spike, but he's featured in game advertising like he will be a major character but only shows up near the end of the game and is only important as an obstacle to bypass, then once you thwart him you don't have to encounter him again.
- Attack Animal: He attacks anybody who gets near the chest containing Nefarious' study key.
- Fingore: He tries to bite off Drew's hand whenever he gets close to the treasure chest. The only way to get around him is to manipulate the Climatron to hot so that he can jump out and Drew can get the key before he jumps back into his tank.
- Killer Rabbit: Despite looking like an innocent, cutesy fish, he shows himself to be very aggressive when Drew gets near to the treasure chest.
- Piranha Problem: He's a pet piranha of Count Nefarious used to guard the key to his study.
Gators
Count Nefarious's Mooks, a race of anthropomorphic blue alligators who guard his castle.
- Amazing Technicolor Wildlife: They're all blue alligators.
- Evil Counterpart: They serve as this to Chipper and Sparky being animal bodyguards to their respective land's ruler. However, in contrast with the two, the alligators are for more numerous and a bit more competent than them. They also don't talk, unlike the duo, and only growl.
- Lean and Mean: Most of the alligators are very skinny, which helps them look sinister.
- Never Smile at a Crocodile: They're menacing alligators who serve the main villain.
- Silent Antagonist: They are evil minions who never say a word.
- Yellow Eyes of Sneakiness: They're evil henchmen who all have yellow sclerae. Justified because they're reptiles.
Robot Maker
A robot who wishes to wipe out all organic life.
Voiced by: Jeff Bennett.
- Evil Counterpart: To Bricabrac. Both are brilliant scientists who build all sorts of devices for their kingdoms' rulers. However, while Bricabrac is an Absent-Minded Professor, the Robot Maker is cold and calculating. While Bricabrac greets Drew and Flux warmly and treats them as if they'd always been his friends, the Robot Maker despises them for being organic lifeforms and gloats about his plans to start a robot uprising. While Bricabrac is firmly loyal to King Hugh, the Robot Maker is plotting against Count Nefarious.
- Evil Genius: He makes all sort of inventions for the elite of the Malevolands, especially Count Nefarious. His noted creations are the security doors in the Malevoland Prison cell door, the security system in Nefarious' castle, and devices for Feedback, Goggles, and Lugnut to make up for their disabilities.
- Logic Bomb: He can answer any question, but being told a paradox will destroy him.
- No Celebrities Were Harmed: His voice is an obvious Christopher Walken impression.
- No Name Given: He goes nameless throughout the game.
- Shout-Out: His body is blatantly modeled after a Dalek.
- Smug Snake: He overtly prides himself on his inventions and intelligence to the point that he claims that all his security set ups for Nefarious can't be overstepped or that he can answer any question. However, Drew proved him wrong when he couldn't answer a paradox (and his head exploded from not being able to compherend it) and later when he's in Nefarious' castle and manages to bypass it all through creative trickery (or even before if he gets caught by Nefarious' henchmen and escapes from the jail with Flux). His egotistical view of himself is even lampshaded by Flux.
- The Starscream: He aids Count Nefarious by supplying him with various useful machines, but he plans on exterminating him just like all other organic beings once his plan is ready.
- Take Over the World: He plans to one day stage a robot revolution and take over the world. Flux and Drew poke fun at how cliche his character archetype is.
- Villain Cred: Despite the fact that he plans on exterminating Nefarious along with all other organic life, he does show admiration for how evil he is.
Seedy
The owner of a bowling alley. The only person capable of scoring a strike in "Hare Pin Bowling", thanks to his "special technique". You need a trophy from his alley, but he'll only give it to those who can get a strike.
Voiced by: Jim Cummings.
- Cigar Chomper: He always has a cigar in his mouth, except for when he uses it to crush a fly.
- Creepy Crossdresser: His patented move requires him to fire a bowling ball from between his buttocks while wearing a tutu.
- Eyes Always Shut: They add to his shifty appearance.
- Manly Tears: When Drew and Flux get a strike in Hare Pin Bowling, something only Seedy was able to do previously, he starts sobbing. Flux mentions that he "[hates] to see a grown man cry."
- Jerk with a Heart of Gold: Despite his gruff attitude, he doesn't seem quite as malicious as the other Malevolanders. He's downright blissful when showing his "special technique" for bowling. He can't really be considered a Graceful Loser because he sobs uncontrollably when Drew and Flux win his bet, but he at least keeps his promise and gives them the trophy willingly.
- Names to Run Away from Really Fast: "Seedy" means untrustworthy, which fits his tough guy persona nicely.
- Ironically, he's the most honorable and trustworthy Malevolander you encounter.
- Real Men Wear Pink: Despite being a typical tough guy, he wears pink ballet attire from the waist down (a tutu, tights, and ballet shoes.)
- Token Human: He is one of the very few human toons.
Slab The Bouncer
A giant purple monster who prevents people without proper attire from accessing Seedy's.
Voiced by: Tress MacNeille.
- Bad Is Good and Good Is Bad: She refuses to let Drew into Seedy's if he addresses her politely and will only allow him in if he uses crass vernacular.
- Bouncer: A rare female one, who is very competent at keeping anyone who doesn't meet the joint's standards out.
- Eyes Do Not Belong There: Her eyes are located in her armpits.
- Female Monster Surprise: Flux assumes she's male upon first meeting her.
- The Guards Must Be Crazy: Subverted. She is very good at keeping anyone lacking the proper attire out of the club.
- Meaningful Name: She eats and spews slabs of meat.
- NPC Roadblock: She prevents the heroes from coming into Seedy's without the proper dresscode.
Snout
A warthog-like ogre who guards the prison cell in Nefarious's castle. Suffers from several allergies.
Voiced by: Jim Cummings.
- Dumb Muscle: Drew effortlessly tricks him into saying or doing things that help him escape. He's so stupid, he mistakes most comments about his lack of intelligence for compliments.
- Gas Mask Mooks: He will put on a gas mask the second time Drew tries to escape.
- I'll Never Tell You What I'm Telling You!: He boasts that he is the best at keeping secrets, then he tells you all the secrets he's so great at guarding.
- Messy Pig: He's a warthog like ogre, who also spreads his snot everywhere.
- Our Ogres Are Hungrier: He called an ogre, even though he looks more like a Pig Man.
- Pig Man: While he's called an ogre, he has warthog like attributes.
- Plot Allergy: Exploiting his dust allergy is necessary to escape
- Sneeze of Doom: He sneezes hard enough to propel himself backwards into a wall and knock himself unconscious.
Spike the Clown
A deranged clown that serves as Nefarious' court jester and is locked up in a padded dungeon. He loves to torture balloon animals and speaks in non-sequiturs.
Voiced by: Jeff Bennett.
- Advertised Extra: Despite him being on the game's cover art, he's actually featured in one scene and is never seen again. He overall has little importance to the plot.
- Ax-Crazy: He is easily set off and will violently confront anyone who makes a wrong move.
- Being Tortured Makes You Evil: He was mentally messed with by Ms. Fortune for Nefarious' sick amusement, which is why he became what he is today.
- Cloudcuckoolander: Slightly Played for Drama, although there is still a lot of humor that comes out of it. His brain was fried by Ms. Fortune, driving him insane for Nefarious' amusement. Spike speaks mostly in Non Sequiturs, showing how detached he is from reality.
- Large Ham: Like most clowns, he's loud and boisterous.
- Mascot Villain: He seems to have been intended to be the game's mascot, seeing as how is featured on the title screen and in most marketing materials for the game.
- Monster Clown: Scary as heck and will be in your nightmares.
- Non Sequitur: He speaks this way by default.
- Secondary Color Nemesis: He's an evil clown whose clown suit is colored in muted shades of green, purple, and orange.
- Slasher Smile: He sports a big, unnerving one that sends chills down one's spine.
- Tragic Monster: Despite how scary he can be, he's only this way because his boss thought it was amusing to mess around with his brain. Even Drew who is very wary of him feels a bit of pity for him.
Real World
Sam Schmaltz
Drew's highly demanding and narrow-minded boss, who forces him to create a new batch of characters for the Fluffy Fluffy Bun Bun show's tenth anniversary.
Played by: Ben Stein
- Four Eyes, Zero Soul: He wears glasses and is just an unpleasant person to work for.
- Greed: He cares more about milking the Fluffy Fluffy Bun Bun Show, rather than making anything of artistic value.
- Hate Sink: He is a pushy, greedy, small-minded, and obnoxious executive, who cares more about making profit than a genuinely good show. He also puts Drew on a top time crunch, which puts him under great creative stress trying to think of new characters for the show. And when Drew shows him the idea of making Flux into a co-star with Bun Bun, he coldly rejects it and makes him go with his original demands of making more cutsey bunnies.
- Jerkass: A really big one to Drew, who dreads working for him.
- Jerkass Has a Point: Even if he was an ass about it, if you go against your boss' orders then you will be berated for it.
- Mean Boss: He's arrogant, condescending and treats his sole cartoonist (who is responsible for his company's ten years of success) like utter shit. And at the end of the game he brutally shoots down Drew's idea to incorporate Flux into Fluffy's show.
