dangerous, fast-moving bouncing ball. Googler wears two talking sock puppets named Zip and Snip (voiced by the series' character designer Matt Ficner), who are able to fly, can chew through any surface, absorb powers, and zombify Ace in one episode. Googler materializes from the carnival's puppet show theatre. Rotgut (Robert Tinkler): An undead but stereotypical cowboy introduced in the second season, Rotgut is a fairly useless and clumsy villain. His body parts often fall off, forcing Rotgut to crawl around after them. He speaks with a Southern accent, and has a sensitive nature, preferring to be called the "walking dead" rather than a zombie. He materializes from the carnival's miniature golf course. Rotgut develops a one-sided friendship with Chuck, and stalks him so he can turn him into a zombie. Rotgut shows an ability to possess people, hijacking Chuck's body, forcing Mark to babysit him until he is removed. He becomes friends with Dirty Rat and Duff. Duff Kent (Philip Williams): The owner of the Kent Bros. Carnival, Duff becomes a slave of Lord Fear after they invade the funfair. He tolerates Lord Fear's presence, often grovelling in front of him for his own safety, and only wants to run his business normally. He forms a close friendship with Dirty Rat, bonding over their misery in life and desire to make money. Duff drives an ice cream truck called the "Dairy Wagon", which the villains use for transport. Duff rebels against Lord Fear in the season one finale, aiding in the fight against him, but ends up working with him again in the second season, though on a more even level. He refers to the game characters as cartoons. Giant George Wayne: A large cowboy-like golem who appears in the series' tie-in video game and the second season. In the series, Sparx encounters him when trapped in the game but defeats him with help from Chuck. In the PC and PlayStation 2 version of the game, he acts as part of a boss battle with Dirty Rat. Supporting characters Pete Burgess (Devon Anderson): Mark's best friend who lives in England. They communicate through webcam messages at the start of most episodes, and he is the first person who learns about Ace Lightning after Mark and Duff. Pete often gives advice to Mark regarding his social life and superhero work. He visits Mark in the first season, but is captured by