List of The Grim Adventures of Billy & Mandy characters

The American animated television series The Grim Reaper Adventures of Billy & Mandy features a cast of fictional characters created by Maxwell Atoms. The series, which originally aired on Cartoon Network from June 13, 2003 to October 12, 2008, follows two children, a dimwitted boy named Billy (voiced by Richard Steven Horvitz) and a remorseless girl named Mandy (voiced by Grey DeLisle). After winning a limbo game to save Billy's pet hamster, the two gain the Grim Reaper (voiced by Greg Eagles) as their best friend for eternity, and come across a variety of supernatural or otherworldly characters and locations throughout the series. Billy, Mandy, and Grim are the main protagonists of the series. Irwin is secondary character or also a main character in the show. Other characters are recurring or supporting characters.

Billy, Mandy, and Grim, the main characters of the series.

Main characters

Billy

Billy
First appearance	"Meet the Reaper"
Last appearance	"Underfist: Halloween Bash"
Voiced by	Richard Steven Horvitz
In-universe information
Full name	Billy
Gender	Male
Occupation	Student at Endsville Elementary School
Relatives	Gladys (mother), Harold (father), Aunt Sis (paternal aunt), Nergal (paternal uncle via marriage), Nergal Jr. (first cousin), Jeffery the spider ("Son"), Lesie Uglio (Perhaps long lost twin Sister).
Nationality	American

William "Billy" is an 10-year-old boy who has an extremely low IQ of -5, a sign of intellectual disability, having been outperformed by a shovel and two candy bracelets on an IQ test. He has a big, pink nose and beady, black eyes inherited from his father, Harold, red hair inherited from his mother, Gladys. His main affiliations are Grim and Mandy. Mandy is Billy's best friend, though she treats him more like a servant than a friend. It has been hinted several times that Billy may have underlying feelings for Mandy that even he (in his stupidity) may not fully realize. Billy is far kinder to Grim than Mandy is, and while he almost always goes against the Saton's advice and uses him as a plaything, he appears to genuinely like him and often tells Grim that he's his "best friend".

Due to Billy's foolish desires, which he orders Grim to bring about, he is often the cause of Grim and Mandy's mishaps. Although generally good-natured, he has occasional fits of stubbornness, sexism, violence, and rage, which shows insanity that even Mandy seems to fear. It is suggested that while Billy is the most innocent character of the three, he ends up causing the most problems due to his irrational and often impulsive choice of actions. Billy has a wide curiosity which gets him into situations he often can't get himself out of without Grim and Mandy coming to his rescue. Billy is terrified of clowns to the point of having recurring nightmares about them, although eventually, due to an encounter with his "inner frat boy", his fear is transformed into a psychotic loathing and hatred for them. He is also scared of spiders, which is quite unfortunate because a huge Spider named Jeff believes that Billy is his "father". His greatest fears were combined by Horror's Hand into a monstrous clown-spider-mailman hybrid in the Big Boogey Adventure movie.

In Underfist, the origin of his fear of spiders is shown through in a flashback. A yellow marshmallow bunny named Bun-Bun used to sneak into Billy's room when he was a baby and tormented him with real spiders. This is explained by Bun-Bun during the flashback so as to torment Jeffery about his problems with his dad.

Billy's family is Harold (his father), Gladys (his mother), Nergal (his uncle), Aunt Sis (his aunt), Nergal Jr. (his cousin), and his grandmother, who lives in the Netherworld (for reasons unknown). He is also very good friends with Lana and, occasionally, with Jollien, however her best friends are Mandy and Billy. During the end credits of Billy & Mandy Save Christmas, Billy mentions that his family celebrates Hanukkah ("that way we gets more presents"), and apparently they also celebrate Christmas, too.

Tom Kenny was asked for the role of Billy, but he declined.

Mandy

Mandy
First appearance	"Meet the Reaper"
Last appearance	"Underfist: Halloween Bash"
Voiced by	Grey DeLisle
In-universe information
Gender	Female
Occupation	Student at Endsville Elementary
Relatives	Phil (father), Claire (mother), Jeff the spider ("son")
Nationality	American

Amanda “Mandy” is an 10-year-old hard-working girl with a sinister, manipulative nature. She lives with her father, Phil and mother, Claire. Mandy is thorough emotionlessness; however, has sometimes been touched in a few scenarios, such as at one point when Billy was thought to be dead and Mandy's reaction appeared quite nervous and partially mournful. She also possesses a strong lust for power as revealed in an episode providing insight to the future of the town of Endsville, in which Mandy has enslaved all of its citizens and evolved herself into a large, anthropomorphic being resembling a giant caterpillar (a reference to the Dune series), and Grim's abilities have helped her gain access to satisfaction of her desires. Oddly, though, she keeps Billy as her companion and makes clones of him whenever he is killed accidentally due to his stupidity. Mandy has been known to domineer everybody around her without fear, and the few things that she likes include junk food, dark chocolate, television and all things dark and melancholy. She also does not appear to have a visible nose, which has been pointed out a few times throughout the series.

Throughout the series, Mandy rarely smiles, and her facial expression remains perpetually disgruntled. Mandy smiling is shown to be the end of the world; in the episode "My Fair Mandy", after entering a local beauty contest against the queen bee of her classroom, it was revealed that all of reality would be humorously, psychedelically distorted, resulting in the series swapping premises with that of The Powerpuff Girls, another Cartoon Network animated series. Despite this, Mandy is seen to crack an evil sneer at the end of a few episodes, such as when she becomes the only person left on Earth, and after winning the contest which gave her a servant in Grim. Mandy mostly never smiles, because Maxwell Atoms' parents used to call him "the Little Russian Boy who Never Smiles", which only encouraged him to smile even less. Despite this, Mandy has only smiled in a few episodes: "Meet the Reaper", "Opposite Day", "Look Alive!", "A Dumb Wish", "Something Stupid This Way Comes", "Tickle Me Mandy" (via title card), "Dream A Little Dream", "Crushed", "Mandy the Merciless", "Five-O-Clock Shadows" (though it was only her shadow self), "My Peeps", "Test of Time", "Scythe for Sale", (almost), "Billy & Mandy Begins", "My Fair Mandy", "Billy & Mandy Save Christmas", "Heartburn", and the TV movie Billy & Mandy's Big Boogey Adventure, where she (even barely) does crack a smile.

Mandy also despises Billy's best friend Irwin, who is strongly infatuated with her, and it was revealed in the Big Boogey Adventure that one of her worst nightmares would be to grow into an obese, kind woman marrying a handsome version of Irwin. Her other deepest fear was shown in the episode Heartburn where she feared losing her true heart after hearing Irwin's sad story about how he was originally born to be a really bad boy, but then experienced a change of heart after his father showed him how to love and respect other people. This caused her to seriously doubt if she could withstand a change of heart and at the thought of just losing it, caused her to scream really loudly out loud. She is also scared of an extremely angry Billy and will run from him when need be. Billy says that she never smiles in her life.

Grim Reaper

Grim Reaper
First appearance	Meet the Reaper
Last appearance	Underfist: Halloween Bash
Voiced by	Greg Eagles
In-universe information
Nickname	Grim, Grimey, Grimuel, Mr. Grim, Mr. Reaper, Bonehead, Loser, Bag of Bones, G-Man, Grimmy (when younger)
Species	Skeleton, psychopomp
Gender	Male
Title	Master of Life and Death
Occupation	The Reaper of Souls
Relatives	Miriam (mother), Earl (father), Kali (maternal great aunt), Granny Grim (maternal grandmother)
Nationality	Jamaican

The personification of death: a skeleton wearing a black, hooded cloak and armed with a scythe, who serves as a psychopomp between the realms of the living and the deceased. Grim was born around 137,000 years ago at the time of the Stone Age and speaks with a Jamaican accent. The continuity of how Grim got his reaper status and tremendously strong and powerful supernatural powers comes up quite a few times and it is unknown which way he really got his supernatural powers (for example, in The Wrath of the Spider Queen movie, he was elected to his position as the Grim Reaper back while he was in middle school; however, in A Grim Prophecy, it is shown that he was the Grim Reaper since his childhood with his parents forcing him to be the Reaper, which is further contradicted in a later episode where he is seen stumbling over his scythe to become the Grim Reaper). His long scythe is the source of nearly all his supernatural abilities, and possesses many magical capabilities and qualities; although he is still capable of using some incredibly powerful magic spells without it, these instances are quite rare.

By losing a limbo contest to Billy and Mandy after they cheated, Grim is fated to be their "best friend" forever. Unfortunately for the Reaper, the contract legally binds him to them, such that (as revealed in the episode "Hurter Monkey") if he were to ever breaks his friendship with them pre-maturely, he would be forced to spend eternity in Underworld Jail (much to his terror, as he doesn't know what kind of inmates lurk there) as a result of violating his contract. Despite this however, he has often tried various ways to get out of this servitude (in the Big Boogey Adventure, Boogey notes this as "invalidating a legal and binding contract"). Though Billy is friendly towards him, Mandy treats him dominantly, and this angers and irritates him to the point where he constantly fantasizes about killing both of them. However, there have been instances that show that he does indeed care for them. He is often forced to do their chores and create supernatural fun for them. Grim is slowly adapting to modern life and is usually seen in his free time watching television (mainly horror movies or soap operas). His adaptation to daily life also leads him to neglect his duties as a Master of the Underworld and, eventually, not even care about who uses his enormously powerful scythe, seeing as how it is constantly stolen. He also has a bottomless trunk, where all types of dark magical and mystical objects are found; Billy usually abuses them, creating extensive damage, chaos, ruin, death, and destruction.

His love-and-hate relationship with Billy and Mandy seems to vary from each other. He seems to be more annoyed with Billy than Mandy, due to his idiocy and stupidity. Although Billy abuses Grim's magical and supernatural powers as much as Mandy, Billy treats Grim with much more fairness, generosity, and kindness, resulting in Grim actually caring and liking Billy. In Mandy's case, although they both share the same cold-hearted cynical and misanthropic view of humanity and apathy for the welfare of Billy and other characters, Grim tends to dislike her more than Billy due to her abusive, cruel and disrespectful actions towards him. Like most other characters, Grim greatly is afraid of Mandy, but is able to openly rebel against her when she becomes too obnoxious and abusive.

Grim owns the giant three-headed dog Cerberus but has no control over it whatsoever and is terrified of it. Mandy seems to be the only person capable of taming and commanding it effectively. He is immune to the effects of Horror's Hand as he already lives his greatest fear everyday living with Billy and Mandy, but he stated he turned it off upon obtaining it, so there may be something he fears more.

While it is shown that Grim does care for his scythe, he often makes the mistake of letting Billy (and in rare instances Mandy and Irwin) use it, or loses it in other ways. In Billy and Mandy's Jacked-Up Halloween, Grim let Billy use his scythe as an accessory for his costume, only to have it stolen by Jack-o-Lantern, who as it turns out is an old enemy of Grim's. Another element to the show is how characters from Grim's past often show up and often take revenge on him for what he had done to them.

Irwin

Irwin
First appearance	"Get Out of My Head!"
Last appearance	"Underfist: Halloween Bash"
Voiced by	Vanessa Marshall
In-universe information
Gender	Male
Occupation	Student at Endsville Elementary
Relatives	Dick (father), Judy (mother), Dracula (paternal grandfather), Tanya (paternal grandmother), Melvin (elder brother), PoppinLockin (Maternal Grandfather)
Nationality	American

Irwin is a pudgy, nerdy boy and a close friend of Billy's. He says the word "yo" regularly. Unlike Mandy and Billy, who show no signs of fear for the frightening, supernatural and magical beings and settings around them when using Grim's magic to venture into the underworld (Mandy because of her fearless, sinister and smart personality and Billy because of his ignorance), Irwin has displayed more signs of cowardice in such situations and seems to be more easily terrified than his friends when he accompanies them on such trips (such as in Big Boogey Adventure and Keeper of the Reaper). In one episode, it was revealed that Irwin's mother is a mummy (as is his maternal grandfather) and that his paternal grandfather is the bloodthirsty Dracula, who is married to Irwin's saucy paternal grandmother Tanya.

Because of being related to such peculiar monsters, Irwin has been shown to possess superpowers which he displayed basically just in a single episode. In Underfist, when using his newly discovered powers Bun-Bun and Mindy remark in a very impressed way that Irwin's supernatural abilities and dark powers are truly amazing. Irwin is famous for his deep romantic infatuation with Mandy, in spite of her extraordinary hatred of him. His deepest fear is shown in Big Boogey Adventure: telling jokes to wild bears.

In rare instances Irwin is shown to have an evil, darker and power hungry side to his personality. In the episode called Halls of Time, it is mentioned by Irwin that he has an older brother named Melvin who picks on him so much that when they get a hold of Melvin's hourglass, Irwin destroys it while laughing in an evil manner. In another episode after Irwin's mummy grandpa shows up to commission a pyramid for his grandson, Irwin first agrees to it because of impressing Mandy, but later gives in to it after developing a very strong taste for power. He then shows his more sinister side when enslaving all of the people of Endsville and zombifying them. In another episode, Irwin uses Grim's scythe to make Mandy into his love-slave and he even mentions that he knows that is wrong, but he quickly disregards this fact. He then really enjoys his power over Mandy's mind and when Grim and Billy try to take back the scythe, Irwin doesn't give up without a good fight. This very rare darker side of his personality was finally explained in the series' last episode called Heartburn. In it, Mandy discovers everyone's true heart through the use of Grim's special camera, but is greatly shocked when she discovers that one side of Irwin's heart looks like hers in a very creepy way. Irwin explains that he was born evil, but had a change of heart when his father showed him the meaning of respect, friendship, and love.

Recurring characters

Harold

Voiced by Richard Steven Horvitz

Harold is Billy's father and Gladys's husband. He is an overweight man with a large, bulbous nose and a lofty black pompadour, which houses his brain. Harold resembles his son in appearance and personality, sometimes displaying even more stupidity than Billy himself. Harold's employment is unknown and varies from episode to episode (he reveals in the Big Boogey Adventure that he gets fired all the time, for even the smallest of dumb acts). Despite his low IQ, Harold was accepted in Harvard and was a former Navy Seal. Harold is also known to be afraid of Santa Claus. Harold was much more intelligent in the Grim & Evil era, but has grown in stupidity in recent seasons.

Gladys

Voiced by Jennifer Hale

Gladys
In-universe information
Gender	Female
Occupation	Housewife
Nationality	American

Gladys is Billy's mother and Harold's wife. She is a loving, tolerant, and patient, yet mentally unstable woman. This is brought on by having to deal with her family, and Grim as an eternal guest. Gladys has reddish-orange hair and is usually seen wearing a floor-length lavender dress, and red shoes. She considers Grim a constant threat to her son's safety. In multiple instances, Gladys is seen attacking Grim to protect her son. She has a severe facial tic, which usually appears when Billy is misbehaving, when her authority is challenged, or whenever Grim is present, and has also developed nervous breakdowns. Despite so, Gladys cares deeply for Billy and Harold, although when Harold gets fired for doing something so stupid or whenever Billy is really disobeying her or acting up, she does have large outbursts of rage. She wants Billy to grow up to be a chiropractor, even though she knows that is very unlikely to happen. She is prone to small fits of insanity and obsessive-compulsive episodes. Because of all of the stress caused by Billy, Harold, Grim and, to a lesser extent, Mandy, Gladys is the only character in the series to demonstrate having more control over herself when Mandy uses her own strong willpower. It is possible that she has passed on her mental instability to her son Billy who has shown similar outbursts of rage and insanity.

Richard "Dick"

Voiced by Phil LaMarr

Dick is Irwin's father. He is a middle-aged Dhampir (half-human and half-vampire), but he is never referred to as a vampire. Dick ends a lot of his sentences with the word "dude". He is married to a mummy named Judy, who is Irwin's mother and due to her being a mummy makes Irwin half-mummy, one quarter human and one quarter vampire. Irwin's father insists that their unusual pairing leaves "a lot of questions that don't need to be answered." Dick is also known for having a 1970s taste in style and sometimes gives Irwin really bad dating and attracting girls advice, although he does so out of good intentions. Once in a while he is seen scolding Irwin when he thinks Irwin did something disrespectful or rude, but is more often seen doing something nice with Irwin like going to a baseball game or on a picnic.

Grandmama

Voiced by Phil LaMarr

Grand-mama (her real name being Tanya) is Dick's mother and Irwin's paternal grandmother. She usually ends sentences with "baby", as Irwin does with "yo" and his father with "dude", which seems to be suggesting a family trait. She is also Dracula's wife. Despite her angry demeanor, she seems to care for Irwin, but will sometimes embarrass him. She doesn't like to be challenged or insulted, and has a hatred of hip hop music. She seems to have grown up in The Dozens, as she has a mastery of "yo mama" jokes. In Dracula Must Die, it is revealed that when she was young, Tanya was a very lovely young woman who could really kick-butt with karate and that she married Dracula because he was a great dancer despite him being a blood-sucking vampire.

Mindy

Voiced by Rachael MacFarlane

Mindy is the queen bee of the school attended by all of the child characters featured in the program (and is always shown in her school clothes regardless of being outside of school). Mindy shares a rivalry with Mandy, whom she looks down upon and considers to be unattractive and inferior in comparison with her. Being very self-important, Mindy snubs her peers and possesses a powerful competitive edge. This could perhaps be credited with her combined strong desire to top those who she perceives as inferior and her love of winning. This is seen in one episode, where a possible main reason for wanting to win a local child beauty pageant appeared to be her desire to prove herself lovelier than Mandy who was a fellow contestant in the pageant. Mindy seems to be pampered by her unseen father, the benefactor who she credits with giving her expensive, high-quality presents and material gifts. Her mother is her only parent to make an appearance in the series. Albeit she seems to support her overindulged and snobby daughter, Mindy was seen tearfully lamenting in one episode that her mother did not love her, but her reasons for feeling this way are unknown.

Sperg

Voiced by Greg Eagles

Sperg is the local bully, who picks on Billy, Irwin, Pud'n, and other kids to no end. He is a husky boy whose preferred method of terrorizing other kids is by administering his lethal wedgies. Despite his physical strength, he is frightened of Mandy because of her toughness and cynical attitude. On his shoulder, he has a heart tattoo that says "Mom" and in "Ecto Cooler" is shown to become furious when Billy reads a poem about Sperg's mother being so ugly that it can cause peoples faces to melt. Ironically, Sperg's mother is shown to actually be a highly attractive woman with dark hair and a more realistic face than other characters, however Principal Goodvibes' face does in fact melt when he sees her, though it is implied that this is due to her attractiveness. She is shown to be quite sensitive about her appearance as she is driven to tears by the cruel words in Billy's poem, which further enrages Sperg, showing that he really loves his mother. Like his mother, Sperg tends to be very emotionally sensitive, though he tends to keep this side of him under wraps, to maintain his image as a bully. He has dreams of moving to New York City and having a career on Broadway when he grows up.

Phil

Voiced by Dee Bradley Baker

Phil is Mandy's father. Like Claire, he is very afraid of Mandy and she seems to have a mental control over him. He and Claire are the only known relatives that Mandy has. He wears a white shirt, dark-yellow glasses and grey pants. Not much else is known about him because he does not appear in the series often. In Keeper Of The Reaper, he did state in court that when Mandy was born, wolves came and tried to take her as their own, but he sometimes wonders if they were right to stop them.

Claire

Voiced by Vanessa Marshall

Claire is Mandy's mother. She, like her husband, is also terrified of her daughter and does not appear that much in the series. She wears a red-striped sweater and gray pants. In a few early episodes however, Claire is seen giving orders to Mandy whenever the house gets dirty and in Keeper Of The Reaper is seen trying to love Mandy after she was born and admits that she and her husband love Mandy very much.

General Skarr

Voiced by Armin Shimerman

General Skarr first appeared in the show Evil Con Carne, where he was Hector Con Carne's paramilitary commander. He is usually a cold-hearted, hateful, and harsh man, with big interests in power and world domination. He speaks in a British accent, and is blind in his left eye and has a scar beneath it, giving Billy the assumption that he is a pirate. Retired from villainy, due to Evil Con Carne being bought out by a big entertainment corporation (who didn't want any competition for their attempts at world domination), he moves into Billy and Mandy's neighborhood and is constantly struggling with the temptation to return to his evil ways. He attempts to distract himself and channel his hunger for power, usually by gardening. Whilst he is no longer a member of Evil Con Carne, Skarr has many weapons and mementos from his past which he stores in his private study. Among these are his military outfit and a large picture of himself with Hector and Ghastly. In one episode Hector and Ghastly reteam with Skarr who agrees to help them, but goes crazy when they destroy his garden and show no respect for it. In Underfist: Halloween Bash, which takes place a year later after the series ended, he has grown facial hair. General Skarr's appearance is based on that of SS Obersturmbannführer Otto Skorzeny.

Pud'n

Voiced by Jane Carr

A weak and easily frightened classmate of Billy, Mandy, and Irwin, Pud'n is often the victim and/or sometimes the instigator of some traumatic event. He is a red-headed, freckled boy with buck teeth and a hoodie. Supposedly, he has no parents, but was raised by wolves. However, he lives in a house and is a next-door neighbor and a good friend of Billy. Pud'n loves dolls, bunnies and flowers. At times, Pud'n can also be a terrifying force and show his dark side. Pud'n shows a fear of toilets and became even more scared when discovered skeleton's bones in one. He has also been known to have an allergy to pies, which causes his face to swell up. In one episode, it is revealed that Pud'n thinks that General Skarr has the prettiest lawn on the whole block, but later reveals a powerful hatred for Skarr himself due to an earlier event in the episode involving Grim causing trouble and turning Pud'n's bunny friends into big, huge scary-looking monsters. He later takes his anger out on Skarr because he believed that Skarr was the one who did it.

Eleanor Butterbean

Voiced by Renee Raudman

Ms. Eleanor Butterbean is Billy and Mandy's uncaring teacher. She often takes naps in class on her desk and detests her job as a teacher. While she is mean to everyone, in a few episodes, she is slightly more sensitive, as one time she changes Billy's F to an A, causing the universe to turn inside out, causing her to act like this alter ego of hers. In the episode where the bus broke down in the desert, despite the extreme heat, she had them dig while she sat in the shade of an umbrella and drank lemonade.

Principal Goodvibes

Voiced by Chris Cox

Principal Goodvibes is the Paul Lynde-esqe principal of Billy and Mandy's school. His name was legally changed to Goodvibes, and he makes sure that his students feel good to the point of absurdity. It is later revealed in one episode that he sleeps in his car (though in another, he was shown to live in an apartment). He also bears a rather uncanny resemblance to politician Ron Paul, in both appearance and speech, who may have also influenced the character. He appears to be on good terms with Mandy, being one of the few authority figures that she does not directly disrespect.

In Billy & Mandy: Wrath of the Spider Queen, at the end of the movie, he was captured by the spider army. It's unknown what happened to him after this.

Hoss Delgado

Voiced by Diedrich Bader

Hoss is a 33-year-old spectral exterminator; a hunter of paranormal creatures. He possesses one real hand and a mechanical one, the latter of which can seemingly produce any tool he desires, most commonly a metal fist or a chainsaw-launching crossbow. He is the take-no-prisoner figure from the show, though in most episodes he acts in a clumsy and/or goofy manner. For a while he dated Eris, and their relationship was very dysfunctional. Hoss is known to make incredibly odd and usually completely irrelevant metaphors, often when talking to someone who is either cowardly or stupid. Similarly, he uses exclamatory phrases which are different, but recognizable from their original form. In his first appearances he distrusts Grim, but this dissipates as the series progresses. He resembles Kurt Russell's character Snake Plissken from Escape from New York and his chainsaw hand is inspired by Ash Williams from the Evil Dead series. His name is a parody of Jose Delgado, also known as Gangbuster in the DC Comics continuity. He is madly head-over-heels in love with Eris.

Eris

Voiced by Rachael MacFarlane

Eris, based on the Greek deity of the same name, here is portrayed as a curvaceous and beautiful, but vindictive, blonde woman with a gap in her teeth. She delights in causing all kinds of chaos, and does a multitude of destructive things. She possesses the powerful Apple of Discord, a golden apple which can transform into any shape to perpetuate chaos (though Billy calls it a "magic banana").[1] Her accent and behavior are prone to sudden shifts, from a stereotypical valley girl to a refined British woman, parodying Madonna's change in image over the years. It is revealed in "Wrath of the Spider Queen" that Eris attended the same school as Grim, Velma, Nergal, Lord Pain, and Boogey. 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.

After her rupture with Hoss, the scrapped characters Nice Eris & Naughty Eris were created. They were set to appear in the unmade Underfist: The Series.

Jeff the Spider

Voiced by Maxwell Atoms

Jeff is a giant spider who thinks Billy is his father. When Billy opens Grim's magical trunk one day, he finds an egg, which he incubates himself and raises. When it hatches, Jeff appears and believes Billy is his father. Unfailingly friendly, caring and kind, Jeff wants more than anything to gain Billy's fatherly love despite Billy's arachnophobia-based fear and hatred for him. Billy frequently beats him with blunt objects. Jeff blames himself for Billy's hatred toward him and constantly tries to win his fatherly love and affection. With Mandy's help, he finally manages to scare Billy into loving him. In the episode called Spider-Mandy the sickness that Billy contracts from Jeff turns Mandy into huge spider-like creature and when Jeff sees her like this, he thinks that she's his mommy. The toxins that Jeff's fangs produce help to turn Mandy back into her old-self. At one point, Jeff rejects Billy when he refuses to love his "son", but it just turns out the spider was possessed by a cow-spider demon. Jeff was engaged to Grim's ex-best friend Velma Green the Spider Queen in Billy and Mandy: Wrath of the Spider Queen.

Nergal

Voiced by David Warner and later Martin Jarvis

Loosely based on the Mesopotamian deity of the same name. He is a black-skinned supernatural being with green eyes and wears a business suit. With the ability to shapeshift 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. He is generally considered something of a loser and he often becomes histrionic over his failings. In his first appearances, Nergal was one of the main enemies of Billy, Mandy, and Grim, but now as a member of Billy's family because he married Billy's Aunt Sis, he is a friend of them and Billy's uncle, by marriage.

Aunt Sis

Voiced by Grey DeLisle

Aunt Sis is Harold's sister, Gladys' sister-in-law, Billy's paternal aunt, Nergal's wife, and Nergal Jr.'s human mother. She is a sullen-looking woman with glasses, a large nose, and a hairstyle similar to Gladys. She was a spinster who had experienced four-and-a-half-minutes of love in her "pathetic, lonely life" before finally finding her match in the equally-lonely demon Nergal.

Nergal Jr.

Voiced by Debi Derryberry

Nergal Junior is the son of Nergal and Billy's aunt Sis. He is also Billy's first cousin. He looks more like his father than his mother. Like his father, he has the power to shapeshift and most of the time he appears in the form of a kid who rejected his offer of friendship when he first came to the surface. When he takes another shape, he keeps his lime eyes, glasses, green tongue, and sharp, light green teeth. It is revealed in the episode "Son of Nergal" that his true form resembled a hideous black octopus-like creature, which is rather blobbish in shape. Like his father, he is lonely and can't find friends, and because of his desperation, he developed evil tendencies and terrorizes everyone who stands in his way, except for Billy and Mandy. An example of this is the fact that he froze people with supernatural powers, trapping them into ice, captures Sperg and made him his "pet" and sticking his teacher to the ceiling. However, he does form a close friendship with Billy, Mandy, and Irwin later in the series, and even showed a little affection towards Mandy and asking her to the school dance.

Boogey Man

Voiced by Fred Willard

An old arch-enemy of Grim's since junior high school, and a former school bully, Boogey played pranks on Grim throughout his school career (one such prank involved publicly humiliating Grim in front of the whole class by giving him a nuclear wedgie from off-stage whilst Grim was reciting a scene from Hamlet; Grim never lived that incident down since everyone called him "Wedgie Shakespeare" afterwards). Boogey is, in fact, the Boogeyman himself, and can shapeshift in order to scare people. Boogey is Grim's rival in scaring people, but usually fails in doing so. Being constantly frustrated by his inability to scare modern-day children (he blames cartoons, video games and for some reason, the tuba), Boogey visits Grim in the episode Bully Boogie. Mandy suggests a challenge of a scaring contest, which Boogey promptly loses, and is banished to the Pit of Terror/Nightmare Realm. Ironically, it is the same dimension to which he sent Billy, one filled with spiny plants and a creature similar to the plants.

The Boogey Man is prominently featured as the main villain in the television movie Billy & Mandy's Big Boogey Adventure where he testified against Grim in front of the Underworld Court. After getting his old nemesis fired from his position as reaper, he volunteers to take Grim and his accomplices out for a sail with his pirate crew in order to dispose of the former reaper. Boogey also revealed his plan to claim a very powerful artifact known as Horror's Hand, under the belief that its powers will make children fear him again. In the end, he discovers that he is not scary at all and after a series of painful humiliations (and a few too many hits on the head) becomes afraid of everything himself. Now living in fear, Boogey has not been seen ever since. However, he recovers his memory in the videogame, but later, he loses his memory again. It's unknown to what happened with him after this.

The Boogey Man later appears in the flashbacks of Billy & Mandy: Wrath of the Spider Queen. He attempts to cheat in the Grim Reaper election by stuffing the ballot box, but Grim catches him and tries to undo what he's done. Velma then finds Grim with the ballot box, assumes that he is trying to cheat and runs away in tears. Angry at Boogey for destroying his and Velma's friendship, Grim grabs the scythe and attacks him in a horrifying display. This prompts everyone else in the school that hadn't already voted to support Grim, meaning that Boogey was inadvertently responsible for him becoming the Grim Reaper.

Judge Roy Spleen

Voiced by Phil LaMarr

Judge Roy Spleen is the judge of the Underworld Court. He and the whole Underworld Court first appeared briefly in the episode "Home of the Ancients", but had a greater role in the episode "Keeper of the Reaper". He is also seen in Billy & Mandy: Wrath of the Spider Queen as Grim's school teacher and officiated Jeff's wedding in the same film. He hates Fred Fredburger, who pestered him constantly during "Keeper of the Reaper". He also was the court judge in Billy & Mandy's Big Boogey Adventure. He, in "Keeper", paternally allowed both Billy and Mandy have Grim on the condition that Billy doesn't leave his house for one week. His name is a pun on legendary Old West Judge Roy Bean

Bun Bun

Voiced by David Wittenberg

Bun Bun is a marshmallow rabbit and the main antagonist of the Halloween special Underfist: Halloween Bash.

Supporting characters

Nigel Planter

Voiced by Jake Thomas

A spoof of Harry Potter, Nigel Planter is a boy with glasses and an "L"-shaped scar on his forehead (it was later revealed to be nothing more than a pen mark). He's a young whiny wizard from Weaselthorpe House at Toadblatt's School of Sorcery. He is often overconfident and holds a deluded self-image, often taking credit for things he did not do (like Mandy's sabotage of rival house Gunderstank's efforts of winning the house championship). Later in the series, it is implied that he holds mild romantic affections for Mandy. In the episode Order of the Peanuts, it was stated that Nigel was the last heir to the Planters Peanuts Company, giving an explanation to his terrible track record as a wizard.

Dean Toadblatt

Voiced by John Vernon and Ronnie Schell (for Order of the Peanuts)

Dean Toadblatt is the headmaster of Toadblatt's School of Sorcery, and a spoof of Albus Dumbledore (and Severus Snape). Toadblatt is a large, humanoid toad wearing a purple wizard's robe. He hates Nigel Planter with a passion, and goes to various lengths to remove him from his school. After John Vernon's passing, Toadblatt's voice and entire character design was entirely changed for the next cartoon. Only one character noticed the change, and was dragged away to an unknown end. This was a parody of the fact that two actors portrayed Albus Dumbledore in the Harry Potter films (when Richard Harris died, the role went to Michael Gambon).

Lord Moldybutt

Voiced by John Kassir

A spoof of Harry Potter villain Lord Voldemort. He is first mentioned in "The Chamber Pot of Secrets", and is believed to be out to kill Nigel. At the end of the episode it is revealed that it was Toadblatt in disguise who wanted to get rid of Nigel. Later, in "The Order of the Peanuts", the real Lord Moldybutt reveals that he is not out to kill Nigel, but he is a real estate attorney, and wishes to sign over the Planter's peanut farm left to Nigel from his dead parents. He gave Nigel an L-shaped pen mark (which Nigel thought to be a scar) when he was young, referring to Harry Potter's lightning scar. Saying Lord Moldybutt's name causes things to break, even if said by Moldybutt himself. In consequence, people call him "he-who-should-never-ever-be-named". However, many characters, especially Billy, carelessly say his name with disastrous consequences.

Fred Fredburger

Voiced by C. H. Greenblatt

Fred Fredburger is a dimwitted, pale green, bipedal furry otherworldly creature resembling an elephant with stubby horns and the tail of a devil. He is depicted as being generally idiotic, infantile, and harmless; he dwells on subjects such as his recent defecation, small facts about himself, and spelling his own name aloud. He debuted in the episode "Keeper of the Reaper" presiding on the court case between Billy and Mandy regarding the Grim Reaper's custody due to Billy's upcoming move. He would later appear in a different episode as the winner of a competition, being rewarded with a day spent with Grim that wound up ending poorly (with Fred being cast into the arctic). Aside from this, Fred has been shown to harbor an adoration of frozen yogurt and nachos, and wound up overtaking the future as a powerful overlord.

Fred's name may be a play on the name Fred Freiberger, a producer of several 1960s television programs.

Fredburger's voice actor is C. H. Greenblatt, a friend of Maxwell Atoms and the creator of the Cartoon Network TV show Chowder, as well as the more recent Nickelodeon TV show Harvey Beaks. Also, Chowder made a little cameo in Underfist: Halloween Bash.

Dracula

Voiced by Phil LaMarr

Dracula is a vampire that was Grim's childhood hero who has normal ears and is the biological father of Dick and therefore is Irwin's grandpa. Dracula talks in the third-person. He is a selfish old man that calls Grim "Skeleton-Man" or "Big Dummy". He gets angry at people for wanting to do things for him. He always wants people to see him dance. When he danced for Tanya she instantly fell in love with him, but he ran away from her when she beat him up, thinking he was a bat. Dracula's appearance and mannerisms are patterned after the blaxploitation movies of the early 70's, most notably Blacula while also taking inspiration from Fred G. Sanford of Sanford & Son.

Lord Pain

Voiced by Henry Gibson

Lord Pain is a demonic being who rules over a realm known as The Plane of Eternal Suffering. His head is covered by a spiked helmet, obscuring his eyes; and he wields a large mace and shield. He swears eternal and single-minded loyalty to his chosen master, tattooing their image on his body along with anything else he feels particularly passionate about. He first appears in "House of Pain", declaring himself to be Grim's servant, and attempts to kill the kids to free Grim, but ends up taking Mandy as his new master instead. In "Everything Breaks", he brings Billy with him to the Plane of Eternal Suffering on Mandy's orders to help cure him of his destructive habits. According to Wrath of the Spider Queen, he formerly attended Junior High alongside many of the other characters. Given the Hell-like nature of his realm, Lord Pain is probably based on Satan.

Milkshakes

Voiced by Grey DeLisle

Milkshakes
In-universe information
Gender	Male as Cat
Occupation	N/A
Relatives	Billy (owner)
Nationality	American

A minor character, Milkshakes is Billy's endearing pink pet cat. In spite of his lack of significance in the series, on a couple of occasions he has played a key role; his body has been overtaken supernaturally on two occasions in the past; once by an intellectual tutoring spirit known as a bookworm to help Billy in school and on the other instance by an enraged, vindictive Mandy, whose body had been possessed by a clowning Billy earlier in the episode.

Saliva

Voiced by Jess Harnell and Richard Horvitz

Mandy's pet dog. He drools a lot, thus his name. He appears here and there, as well in the theme song along with Milkshakes and Mr. Snuggles, even though Mandy is disgusted and annoyed with him, she does care about him.

Cerberus

Voiced by Jess Harnell, Greg Eagles and Danny Mann

Grim's pet demon dog from the Underworld, with two heads of a doberman and one of a poodle. He however has no control of him whatsoever, which often terrifies him. But as Billy and Mandy love their pets, Grim loves him.

Mr. Snuggles

Voiced by Richard Horvitz

Billy's elderly pet hamster who is seven years old ("like a gillion in hamster years", Billy claims). He is the exact reason why Grim became Billy and Mandy's friend. He appeared in the pilot, "Meet the Reaper". In one episode of the series, Mr. Snuggles saved Milkshakes, but Milkshakes eats him anyway. Near the end of that same episode, Mr. Snuggles escapes by breaking Milkshakes' teeth, followed immediately by a fourth wall break courtesy of Billy saying, "What? You didn't think we'd let Mr. Snuggles get eaten, did you?" Mr. Snuggles has brown fur and black spots on his back.

Squidhat

Voiced by Weird Al Yankovic

A squid used by Toadblatt to allocate his new students to the school's various houses, in homage to the Sorting Hat from Harry Potter. He also appears to be a singer and guitarist. He makes his first appearance in "Toadblatt's School of Sorcery". After sending the first three students to Gunderstank, he sends Billy and Mandy (who threatens him should he touch her by saying she's "in the mood for calamari") to Weaselthorp.

References

1. Meckler, Michael (2006). Classical Antiquity And the Politics of America: From George Washington to George W. Bush. Baylor University Press. p. 176. ISBN 1-932792-32-5.