Characters / Ace Lightning

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    Teenage Protagonists 

Mark Hollander

The main protagonist. Mark is a 13-year old British kid who moves to Conestoga Hills with his parents. His life is turned upside down when a bolt of lightning strikes his house and the characters from his favourite video game come to life. He is enlisted by Ace to be his sidekick, a decision that causes a lot of problems for Mark.
  • Apocalyptic Log: Mark talks to his friend Pete via a webcam usually in every episode.
  • Audience Surrogate: Usually the primary p.o.v. in the series, but goes beyond being a mere representative for viewers.
  • Badass Normal: At first he hides during early battles but then confronts Random Virus repeatedly, fights Zip and Snip, Pigface, and Fred separately using makeshift weapons, and is even willing to fight Lord Fear.
  • Beleaguered Assistant: Mark is very reluctant to be Ace's sidekick at first, worrying about the danger and consequences, which show themselves through Season 1. He mellows out over time, but still has a cautious attitude to it. Played straight in early episodes where Mark has to bring some reality to Ace's programmed understandings of his own life.
  • Big Damn Heroes: Pulls this if the other Lightning Knights at in trouble. His greatest traits are his courage and loyalty to his friends.
  • Big "NO!": In the final episode where Mark thinks Ace as been mortally wounded by Lord Fear, but it is revealed to be Lady Illusion in disguise.
  • Consummate Liar: Becomes this to protect his friends from harm. While Samantha eventually comes to the conclusion it is one reason why she likes him, Heather is not so forgiving.
  • Disguised in Drag: Played with hilarious results in the ninth episode. Mark dresses up as a teenage American girl compete with an exaggerated Valley Girl accent to keep an eye on Samantha. Wayne falls in love with his female counterpart. Hilarity Ensues.
  • Easily Forgiven: A subverted, non-evil version. Mark is easily forgiven over and over by Samantha for his habit of running off and making excuses. Heather, not so much.
  • Enemy Mine: Reluctantly agrees to aid Lord Fear in destroying Kilobyte.
  • Expy: Word of God said Mark was inspired by Peter Parker.
  • I Just Want to Be Normal: Though technically he is, it's just the life going on around him which isn't normal in any way whatsoever.
  • Kid Sidekick: The Robin to Ace's Batman (though Ace isn't really like Batman).
  • The Lancer: To Ace, though he is still the show's lead protagonist.
  • Lightning Gun / Shock and Awe: Gets his own wrist cannon in the second series which fans have affectionally called "The Super Glove of Doom". It does have a strong resemblance to the Power Glove.
  • Narrator: He never directly addresses the audience, but rather shares video messages with Pete describing his experiences with Ace and co.
  • Ordinary High-School Student: Before becoming a superhero's sidekick, though he tries to maintain this trope throughout.
  • Refusal of the Call: Mark repeatedly refuses to become a superhero, at one point quitting the superhero business all together after Sparx openly insults his abilities as one.
  • Reluctant Warrior: Mark keeps saying throughout the series that he is not a hero or a Lightning Knight. He eventually accepts his role.
  • Sadistic Choice: Mark nearly has one in Episode 26 when he's given the tedious decision whether or not to delete the game from his computer, which would delete all the character too. He doesn't go through with it, of course.
  • Supporting Protagonist: He is technically this to Ace, but is the main protagonist of the series.
  • 10-Minute Retirement: Mark quits the superhero business for half an episode.
  • Wake Up, Go to School, Save the World: That's pretty must the jist of this show - with video game characters. Mark even appears lampshades this: "First save the world, then be home in time for dinner."

Chuck Mugel

Mark's Fat Best Friend. A jovial, excitable nerd, Chuck is bright and upbeat, and a big fan of the Ace Lightning video game. He is smarter than he looks, becoming Ace's secondary sidekick in the second season and the Lightning Knights' Techno Wizard.
  • Adorkable: Nerdy, smart, chummy, bullied, wears glasses, likes video games and nerd-associated stuff, easily flattered and excited, but very humble at heart.
  • Cloud Cuckoolander: His Totally Radical personality and exciteable nature emphasize this.
    • In Episode 4, he is exposed to one of Lady Illusion's bombs, making him delirious, and starts singing "My Lord Kumbaya".
  • Demonic Possession: Chuck is possessed by Rotgut in Episode 36. Chuck doesn't seem harmed by it, other than Rotgut has taken over his body, not that he does much harm with it.
  • Disappeared Dad: Chuck's father is never mentioned nor seen.
  • Embarrassing Nickname: Wayne calls him "Upchuck" for his vomiting habit. Chuck calls his superpowered foot "Thunderfoot" for a short time.
  • Fat Best Friend: A mixture of all three types.
  • Full Name Ultimatum: Jessica calls Chuck by his full name when angry - "Charles Nelson Mugel".
  • Genre Savvy: His knowledge and experience with the game make him well prepared for the characters, even if he freaks out when finally meeting them.
  • Nerd Glasses: Gains them in Season 2.
  • New and Improved: Chuck pretty much describes himself as this in the first episode of Season 2.
  • No Social Skills: Subverted. Chuck is just waiting to have someone to socialise with, and befriending Mark allows him to hang out with the likes of Samantha, Brett, and Heather.
  • Not Quite Dead: Chuck is almost killed by a rampaging Ace, but recovers.
  • Plucky Comic Relief: Pretty much the funniest character in the show. His habit of being sick is often used as a Running Gag, and his tendency to overreact to events.
  • Proud to Be a Geek: He is often bullied for his weight and nerdy status, but it barely bothers him. He reminds Wayne that some of the greatest minds in history were laughed at but did great things.
  • Rebel Leader: A non-standard example. Chuck rallies the students to rise up against Mr. Cheseborough's Big Brother-esque routine in Episode 25 after, particularly after he finds out the food budget has been cut in the school cafeteria.
  • Secret Keeper: Keeps Mark's secret after discovering Ace's existence in the second season. He briefly found out early in the first, but due to being hit infected by Lady Illusion's gas he forgets about it.
  • Sidekick: To Mark, and then Ace.
  • The Smart Guy: The tech expert for the heroes.
  • Superpowers For A Day: Chuck gains superhuman strength after being struck by a deflected lightning bolt.
  • The Smart Guy: Despite being bullied, Chuck is quite intelligent, building is own robot with help from Mr. Cheseborough and spends time at a computer camp.
  • Techno Wizard: Chuck is a gifted child, able to construct his own robot to win a tri-county science competition. His knowledge of computers, and the video game, make him the perfect recruit for the Lightning Knights.
  • Theme Tune Cameo: Chuck whistles the theme song in Episode 37.
  • Vomit Chain Reaction: Chuck has a nasty habit of being sick. In the first episode he comments how he threw up on a bus and it caused pandemonium. This trope really comes into play in Episode 4 where Chuck hurls after finding a pea in his tappioca pudding, causing other people in the room to throw up and flee the cafeteria.

Samantha Thompson

Mark's first girlfriend, Samantha is a popular girl in school and spends the entire series as the lead female character, but is oblivious to Mark's second life. She has an on-and-off relationship with Mark and eventually moves away to a boarding school in Season 2.
  • Betty and Veronica: Samantha is Betty to Kat's Veronica.
  • The Cheerleader: For one episode.
  • Determinator: Samantha is determined to find out what Mark is keeping a secret, but eventually gives up, not out of exasperation, but because that is just a part of why she loves Mark.
  • Girl Next Door: Literally.
  • Girl of My Dreams: Mark's love interest until the second season.
  • Demoted to Extra: She goes to a boarding school in the second season.
  • Distressed Damsel: On a couple of occasions.
  • Passing the Torch: Samantha gives Kat some tips to date Mark.
  • Put on a Bus: Shadia Simmons, who plays Samantha, had conflicting schedules and became a supporting character. Samantha moved to a boarding school and ended up dating a guy named Jeremy.
  • Rollerblade Good: Samantha has rollerskates but she never uses them.
  • Unresolved Sexual Tension: After she and Mark part ways, Samantha shows a look of regret, perhaps having not given up completely on him.
  • Weirdness Censor: Samantha is oblivious to the strange goings on around her and their obvious link to Mark, merely pondering on them at some points as being odd.

Kat Adams

Introduced in the second season to replace Samantha, Kat Adams becomes Mark's third girlfriend. A spunky, outgoing but opinionated girl she shows great skills in basketball and becomes co-editor of the high school newspaper, making it her goal to discover the secrets of the Carnival of Doom.
  • The Ace: Shown to be skilled in basketball and athletics, winning victory for the school basketball team.
  • Action Girlfriend: She is more outgoing than Samantha, playing basketball and rides a quadbike at one point.
  • Basketball: She is shown to be an amazing player.
  • Betty and Veronica: The Veronica to Samantha's Betty.
  • Defrosting Ice Queen: Becomes more nicer and approachable as the episodes go by.
  • Distressed Damsel: Twice. Once when Kat's quadbike malfunctions thanks to Dirty Rat, and secondly when she is captured by the villains in the finale, but only because she keeps snooping around the carnival.
  • Determinator: Even more determined than Samantha to find out what's going on with Mark and the Carnival, even guessing it is connected to Ace Lightning before confirming it. Doubles as her Fatal F;aw.
  • Girl of My Dreams: To Mark after Samantha leaves.
  • Intrepid Reporter: Wants to be this, not letting anything stop her from getting a good story, though this comes to be her undoing.
  • New Transfer Student: Moves from a big city to Conestoga Hills and is not very thrilled about it, planning to run away but Mark's presence convinces her to stick around.
  • School Newspaper News Hound: It leads her into a lot of trouble.
  • Secret Keeper: Learns of the game character in the series finale.
  • Tomboy and Girly Girl: When Kat and Samantha meet each other.
  • Tsundere: Starts as an icy, blunt girl, but reveals a more sweeter, kinder personality over time, though her more sharper qualities remain.
  • Will They or Won't They?: Mark and Kat. They do.
  • You Gotta Have Blue Hair: Kat is a natural blonde, but parts of her hair are blue.

    The Lightning Knights 
The heroes of the show, the Lightning Knights are interdimensional superheroes who guard the Sixth Dimension from evil. Their authority spreads to other worlds when Ace Lightning chases Lord Fear to Earth. While only five members are introduced in the series, the show's creator revealed that there were more Lightning Knights, some of which are stronger than Ace and Random Virus combined.

Ace Lightning
The titular character and secondary protagonist. The player character of Mark's video game, Ace Lightning is a Lightning Knight who follows Lord Fear and his gang to the real world to defeat them and restore the broken Amulet of Zoar. However, his time on Earth alters his original programming, discovering new emotions and experiences, including falling in love with Lady Illusion.
  • The Ace: As his name implies, Ace is regarded as the foremost of the Lightning Knights.
  • Artificial Human: A subverted trope, since he originates from a video game and is made of data. Discovers the truth in the finale.
  • Authority Equals Asskicking: His duty as a superhero and Lightning Knight aren't really needed to show he can put up a fight.
  • Bad Ass: Able to take on just about everyone of Lord Fear's minions at once, as long as he is at full power.
  • Big Damn Heroes: Usually pulls this off once an episode.
  • Brainwashed and Crazy: In Episode 13, Ace is turned into a zombie by Googler's sock puppets.
  • Brought Down to Normal: In Episode 7, Ace's superpowers are removed by Zip and Snip, and he has to walk around disguised as a masked police officer.
  • Catch Phrase: The code of the Lightning Knights: "Do right and fear not."
  • Characterization Marches On: Ace starts off as a wisecracking and heroic superhero, but over time he becomes more human during his experiences in the real world.
    • In Season 2, Ace's original, already faultering programming is destroyed when Lady Illusion gives him real human emotions, making him undergoe a variety of changes.
  • Chaste Hero: Ace admits he has never flirted before. And he is a 32-year old. However, this can be justified since he is a video game character and his programming likely didn't involve romance.
  • Chest Insignia: A lightning bolt.
  • Dating Catwoman: Ace dates Lady Illusion, although it is in secret for most of the first season.
  • Deadpan Snarker: Often gives quips when fighting the villains.
  • Does Not Know His Own Strength: Former Trope Namer. Ace's superhuman strength causes him to unintentionally trash Mark's house throughout the first season.
  • Dumb Blonde: Subverted. Ash has his moments of stupidity, not understanding the lifestyles of Earth or Mark's social life.
  • Fish out of Water: Ace is bamboozled by Earth, often fiddling with technology in Mark's house and destroying it. He also develops a hatred for garden gnomes, although this stems from an encounter with living gnomes in the Sixth Dimension seen in the video game. Ace again fits this trope when he experiences his new emotions in the second season.
  • Flight: Ace can propel himself to fly at the speed of electricity.
  • Glass Cannon: Becomes this when he is low on power.
  • The Hero: Shared with Mark, though he is this trope in the video game.
  • Heroic BSOD: Ace literally has one when he is frozen in place when a virus interrupts a data transfer. Lady Illusion snaps him out of it with their First Kiss.
  • Heroic Vow: The code of the Lightning Knights - "Do right and fear not."
  • Interdimensional Cop: Operates in the Sixth Dimension, but is implied to have authority elsewhere too.
  • I Can Still Fight: Not as stubborn as Sparx, but will try to keep up the fight until it is time to retreat.
  • Knight In Shining Armour: Subverted. Never dons the traditional armour, but is chivalrous, heroic, and always trying to save the day.
  • Lightning Gun: Ace has two "wrist cannons" which can fire his electrical attacks from.
  • The Nicknamer: Often refers to Mark as "Kid", Chuck as "Upchuck", and nicknames the villains teasingly.
  • Paper-Thin Disguise: Happens several times. He dresses as a hooded janitor to save Mark; dresses as a masked police officer when Googler steals his powers; and as a motorcyclist wearing a helmet during his stakeout with Mark to keep an eye on Samantha.
  • Playing with Fire: Subverted. In the second season, Ace gains an ability called "Ring of Flame" which projects small rings of fire.
  • The Power of Friendship: At first he views Mark as his sidekick, claiming Lightning Knights aren't friends but superheroes. Though he comes to learn friendship is an important thing in life.
    Ace: A friend is someone who looks out for you. Someone who will be there for you when you're in trouble. Someone who cares.
  • Running Gag: Ace often breaks objects in Mark's house, usually out of curiosity although some cases he thinks he has done wrong and breaks them. Mark's parents never learn how the objects break and blame "shoddy American construction." Such victims of Ace's curiosity include a blender, Mark's backdoor, the handle of a fridge, Mark's bedroom window, and a running machine owned by Mark's mother Fiona. Ace also destroys several garden gnomes, and a hand dryer in the school. Ace lampshades this in the finale of the first season when he successfuly evades breaking Mark's window again.
  • Shock and Awe: Ace uses lightning in all of his battles and can even turn it into multiple forms - including spears, a lasso, an energy ball, and can create a wall of electricity which envelopes Ace and causes him to disappear.
  • Super Strength: Able to lift up Anvil with two hands, raise a car with one, and crush Mr. Cheseborough's car by falling from the sky.
  • Superheroes Wear Capes: Averted. Ace comments he would hang up his cape if he had one, and a place to hang it.
  • Welcome to the Real World: Ace has a hard time getting used to Earth, breaking things, and finds human relationships bizarre.
  • What the Hell, Hero?: Ace goes a bit crazy when he first gains his emotions - he shouts at Mark, attacks Random Virus after he came to help him, and even accidentally shoots Chuck with a lightning bolt although he survives. This snaps him back into sanity.


A young, fiery Lightning Knight summoned by Mark partway through the first season. Impulsive, arrogant, and itching for some action, Sparx's ego is only matched by her loyalty to Ace. A skilled gymnast, swordswoman, and flies on a hovercraft called the Lightning Flash.

Random Virus

A 35-year old Lightning Knight and an old friend of Ace. He became a cyborg in an undisclosed accident, but his mind was scrambled, creating a Split Personality that causes him to change alignments. Because of this, he hides away in Conestoga Hills' junkyard, and is often sought by Ace and Lord Fear for recruitment.
  • Affably Evil: Happens on and off. Random's evil side is a psycho, but he won't attack Mark when realises he is afraid of him, but is not a coward. Though in later episodes, he attacks Mark regardless of what he thinks.
  • Artificial Limbs: Random lost much of his body in an offscreen accident, resulting in the loss of his legs and his right arm. He now has caterpillar tracks and a large claw instead.
  • The Atoner: His good side.
  • Ax-Crazy: His evil side is hellbent on crushing weakness.
  • Bad Ass: The most powerful character after Kilobyte.
  • The Berserker: Becomes this if his evil side is really riled up, and it takes Ace Lightning and Lord Fear to beat him down.
  • Big Damn Heroes: Random repeatedly pulls this off in the series, though on the last occasion, an emotionally unstable Ace blindly electrocutes him, causing Random to storm away in anger. Though he comes back to save the day two episodes later.
  • Byronic Hero: Has some traits, volatile in his emotions, stays by himself for the safety of others, etc.
  • Chained to a Rock: Lord Fear chains Random up when he tries to join the villains, unsure if he can be trusted let alone controlled.
  • Corrupt Cop: Only when his evil side is in control.
  • Crush. Kill. Destroy!: His evil side when at his most psychotic.
  • Curb-Stomp Battle: When he enters the fight, the battle will end quickly. Kicked Lord Fear's ass in seconds on multiple locations. Also the only character to take out Kilobyte alone and win.
  • Cyborg: An unspecificed incident let to his mismatched cybernetic appearance.
  • Dark and Troubled Past: Physically and mentally injured, leaving him as a cyborg with a split personaltiy. Talk about internal conflicts.
  • Down in the Dumps: Random hangs around in a junkyard and is quite depressed, so it suits him.
  • The Dreaded: At first for Mark, terrifying him with his power and appearance. But Mark eventually overcomes his fears and goes to Random for help several times. Lord Fear comes to see him as this.
  • Evil Cannot Comprehend Good: His evil side views all things good, heroic, and peaceful to be weaknesses, though he understands when people display courage.
  • Even Evil Has Loved Ones: Ace still treats him as a friend even when he is trying to kill him.
  • Fallen Hero: Ace often reminds him of this, causing Random to join in the fight as a hero.
  • Frankenstein's Monster: Looks like someone thought it would be a good idea to turn him into a cyborg using scrapmetal from a junkyard.
  • Heel–Face Revolving Door: Switched sides a lot, often due to his personalities or manipulation by the villains.
    • Acts as something of a Power Limiter in the first season where he can easily flatten any other game character, and hence is courted by both sides but neither are able to hold onto him thanks to his unstable personality. Less noticeable in the last thirteen episodes where the other Lightning Knights get stronger attacks and the Evils get a new leader specifically created to dominate everyone else to come out of the game.
    • He chooses the side of good in the finale when Kilobyte poses the question of which side to take.
  • Hope Bringer: Surprisingly, Random becomes this multiple times for Ace, Sparx, and Mark when the chips are down.
  • Implacable Man: The most powerful character til Kilobyte comes along. He is immune to most attacks, can take on both Ace and Lord Fear at once, and it can only take redirected blasts or more than one energy attack to bring him down.
  • Jekyll & Hyde: Rather than a physical transformation, but a mental, emotional one.
  • Kick the Dog: Doesn't do this often, but takes pleasure in insulting Ace when he turns into a coward.
  • Knight in Sour Armor: His good side is depressed and worried he will harm others, while his evil side is a psycho.
  • Lightning Gun: Random has a wrist cannon but only uses it in the game, and shoots fireballs from it.
  • One-Man Army: Virtually unstoppable unless disabled by numerous attacks. Has been able to defeat Anvil, Dirty Rat, Lord Fear, and Ace all in quick succession, before the latter two teamed up to take him down.
  • Pet the Dog: To Mark in their first encounter when he comes to rescue Chuck's stolen robot despite being terrified.
    Random: He is afraid, but he is not a coward.
  • Punch Clock Villain / Punch Clock Hero: Depending on which side is in control, both can be either eager to join the heroes/villains, or remain neutral.
  • Red Eyes, Take Warning: His right eye turns red when he's in Crush. Kill. Destroy! mode.
  • Roaring Rampage of Revenge: When his evil mode is in control.
  • Screw This, I'm Outta Here!: In the second season, Random willingly comes to Ace's assistance fighting Lord Fear, unaware Ace has just suffered from Lady Illusion's Emotion Bomb. The emotionally confused Ace zaps Random with a lightning bolt and claims he didn't ask for his help. The enraged Random leaves, vowing never to help Ace again. Though this vows disappears when he sees Ace falling apart and they become allies again.
  • Shadow Archetype: His evil side is this to Ace, doing what he thinks is "right" by wiping out all good in existence.
  • Split Personality: The unseen accident that cost Random dearly scrambled his programming, leaving him with a good side and an evil side that way switch without a moment's notice. His good side wishes to aid the other Lightning Knights but is cautious of doing something he will regret forever, while his evil side is a violent psychopath who wants to wipe out all things good.
  • Technopath: Able to control machinery, though we don't see much of this power.
  • True Companions: His good side values Ace and Sparx as this, coming to their aid in the first season's finale.
  • Two-Faced: He doesn't mean to be.
  • Villainous Breakdown: His evil side is slowly doing this during the second season.
  • Weaksauce Weakness: Random can deflect most energy attacks but can be taken down a reflected energy attack, or if being blasted by more than one character. Also easily taken out by Kilobyte's energy-draining tentacles.
  • Well-Intentioned Extremist: His evil side views himself as this, believing all good and nice things are weak, and must be destroyed. It could be viewed as twisted sense of his duty as a Lightning Knight.
  • Wolverine Claws: Subverted. Now in the traditional style, but more of a large two-pronged claw resembling a car crusher.

     The Carnival of Doom 
The bad guys of the series, also known as the Evil Gang but often called the Carnival of Doom. The villains are a group of freakshow-esque characters who live an Amusement Park of Doom. Lord Fear, the Big Bad of the series, leads the carnival with the plan to conquer the world using the Amulet of Zoar's powers. The villains can constantly return after being defeated (i.e. spawning), morphing into locations around the carnival to rest and recover until their next appearance. The carnival is later taken over by Kilobyte.

Group tropes:

  • Amusement Park of Doom: Operate from the Carnival of Doom, a rundown, creepy funfair which doubles as the centre of all evil in the universe. The real world version doubles as a Crappy Carnival.
  • Carnival of Killers: A literal case where the deadliest villains in the universe operate from a funfair.
  • Five-Bad Band: Lord Fear and Kilobyte both share the role of Big Bad and Evil Genius.
  • Quirky Miniboss Squad: The minions serve as this for Lord Fear.
  • Reviving Enemy: When defeated, each villain will have a Disney Death and respawn later on from an object within the carnival. Lady Illusion and Fred are the only ones who are never actually seen being destroyed by the Lightning Knights or merging with a carnival attraction; it's unknown what would happen if they were.

Lord Fear

Ace's arch nemesis and the game's antagonist. A 352-year old lich, Lord Fear was crippled by Ace long ago, which was enough of a reason for him to plot to take over the universe. Can extend his limbs and uses his minion Staff Head as a walking stick / weapon. Rules the Carnival of Doom and hangs out in the haunted house playing the pipe organ.
  • All Part of the Show: Lord Fear tries to gain the final piece of the Amulet during the school's performance of The Phantom of the Opera, but sees the audience applauding him and he joyfully sits down and plays a pipe organ. Mark decides to include him as the Phantom since Chuck (who played the Phantom and wore a Lord Fear-styled) threw up and is offstage.
  • Bad Ass: Able to take on all the heroes despite being a crippled undead old man.
  • Bad Boss: He will abuse and insult his minions when they fail him, usually Dirty Rat or Duff.
  • Badass Biker: Lord Fear becomes even more awesome when he gets the Doom Wagon, a rocket-powered motorcycle-hovercraft with a chainsaw on the front.
  • Badass Boast: "I too have learnt a valuable lesson - if this friendship gives Lightning and his lackey strength, it can also be used against them. I will have my vengeance for how he crippled me in battle, and then, I'll unleash all the terrors of the Sixth Dimension on this worthless world!"
  • Badass Grandpa: He's 352-years old and can still kick ass.
  • Big Bad: For the first season until Kilobyte comes calling, forcing him to become The Dragon.
  • Butt Monkey: Becomes this in the second season thanks to Kilobtye taking over. He eventually teams up with Ace to get revenge.
  • Card-Carrying Villain: Lord Fear enjoys the life of a supervillain, scaring children and defeating his enemies. It's good to be bad.
  • Cool Bike: The Doom Wagon. Concept art showed the vehicle was going to be more bike then hovercraft with two skeletal carousel horses pulling it like a chariot with big monster truck back wheels and a pipe organ/coffin theme.
  • Cool Old Guy: Three centuries old, can play the pipe organ, wants to take over the world.
  • Dem Bones: He is a lich after all, though this doesn't stop him from doing things a normal skeleton could do.
  • Demoted to Dragon: Kilobyte demotes him to this after taking over.
    • Dragon with an Agenda: It is obvious he intends on defeating Kilobyte sooner or later, not that it bothers him much. He eventually teams up with Ace to defeat Kilobyte.
  • Enemy Mine: Teams up with Ace twice in the series. The first is briefly to take out a psychotic Random, and again in the series finale to destroy Kilobyte.
  • Evil Laugh: Very good at it.
  • Extendable Arms: Lord Fear can extend his arms and neck like a boa constrictor. Utilises them usually to just yell at his minions from a far off distance or scare Wayne and his friends.
  • Final Boss: Programmed to be in the video game. Defeating him leads to victory of the Lightning Knights.
  • Freudian Excuse: His crippling by Ace is all the excuse he needs to take over the world.
  • Handicapped Badass: While his limp makes it difficult for him to walk, Lord Fear makes up for it with his intelligent, skills, and weaponry.
  • Haunted House: Lives in the ghost train at the carnival.
  • Kick the Dog: Often gloats when Ace is down for the count and may attack him again for an extra cackle.
  • Large Ham: "Say goodbye Ace Lightning, you superhero scum!"
  • Lean and Mean: A skinny sinister skeleton.
  • Limp and Livid: Lord Fear limps thanks to Ace, using Staff Head as support.
  • The Nicknamer: Lord Fear often gives his allies and enemies nicknames. These include "Totem of Terror" for Staff Head, "Muscle-Bound Minion" for Anvil, and "Grinning Ghoul" for Googler.
  • Ominous Pipe Organ: He is a master of the pipe organ and never actually had a lesson.
  • Our Liches Are Different: A standard version though it is not explained how or why he is a skeleton.
  • Repulsive Ringmaster: As the leader of the Carnival of Doom, Fear qualifies.
  • Revenge Before Reason: Lord Fear's primary motive is vengeance against Ace after he crippled him. This extends to Lady Illusion after she betrays him for Ace.
  • Skeletons in the Coat Closet: Aside from being a skeleton himself, he wears skulls on his belt and coat.
  • Take Over the World: Rather destroy the world then leave to conquer other dimensions.
  • Triang Relations: With Lady Illusion, who loves Ace, whom he hates.
  • The Undead: Of the lich variety.
  • We Will Meet Again: Promises this to Ace in the twenty-sixth episode.

Staff Head

Lord Fear's talking staff who acts as his weapon and confidante. Resembling a winged frog-like gargoyle, he speaks with a Cockney accent, and has a pompous, rude attitude.
  • Bat out of Hell: Has bat wings.
  • Blackmail: Staff Head learns Lady Illusion's relationship with Ace, he blackmails her to aid Lord Fear or he will spill the beans to His Lordship.
  • Day in the Limelight: Spends one episode in the company of Duff, Dirty Rat and Pigface while out hunting Mark in the wilderness.
  • Deadpan Snarker: Has his moments.
  • The Dragon: To Lord Fear.
  • Frickin Laserbeams: Fires magic energy blasts from his crystal ball.
  • Jerk Ass: He pretty much treats every other character aside from Lord Fear like dirt. He seems to particularly hate Lady Illusion and Duff.
  • Loyal Animal Companion: The only villain truly loyal to Lord Fear.
  • Magic Staff: The tip is shaped like a bone.
  • Wings Do Nothing: Can't actually fly.

Lady Illusion

A shapeshifting villainess, Lady Illusion is Lord Fear's partner in love and crime. However, shortly after arriving on Earth, she strikes out on her own only to form a forbidden romance with Ace. Caught in the Heel–Face Revolving Door for most of the series.
  • Action Girl: Despite being Lord Fear's lackey in the second season, Lady Illusion is more than capable of taking care of herself. Doubles as a Dark Action Girl, more than willing to blow away children without a second thought.
  • Ax-Crazy: Becomes super violent whenever around Sparx.
  • Bad Ass: Described by Mark as the most powerful villain after Lord Fear.
  • Big Creepy-Crawlies: Giant spiders aid Lady Illusion in the video games.
  • Cat Fight: She has numerous fights with Sparx. Their first one is awesome.
  • Cloudcuckoolander: Not actually this, but when she disguised herself as Mr. Cheseborough, she portrayed him as this. She wasn't that far off from the truth.
  • Dark Action Girl: You'd better believe it. This bomb-throwing, shapeshifting badass will beat you before even knowing its her.
  • The Dark Chick: Can be manipulative and ruthless when necessary.
  • Dating Catwoman: At the beginning of the series, she is in a relationship with Lord Fear (he calls her "Snookums"). But six episodes in, she has grown fed up of Earth and wants out, so she steals Lord Fear's Amulet piece to find Ace's and escape to another dimension. However, when she finally meets up with him, the two find a connection feeling like Fish out of Water, eventually falling in love. The two have an affair throughout the series.
  • Emotion Bomb: Upgraded by Kilobyte to give Ace unstable human emotions, which she comes to regret.
  • Evil Is Sexy: Quite the looker and has a plummeting neckline.
  • Expy: Of Mystique. Ironically, Lady Illusion's actress would go on to voice Mystique in Wolverine and the X-Men.
  • Green-Skinned Space Babe: Make that a green skinned interdimensional babe.
  • Hall of Mirrors: Lady Illusion appears as a boss in a hall of mirrors in the Gameboy Advance game.
  • Haunted House: Lady Illusion owns a freaky funhouse in the PC and PS2 games.
  • Heroic Sacrifice: Lady Illusion disguises herself as Ace and is mortally wounded by Lord Fear.
  • High-Heel–Face Turn: Her feelings towards Ace eventually lead her to do this at the end of the first season. However, a misunderstanding in the second season sends her back to Lord Fear's side and beginning a take a spin in the Heel–Face Revolving Door.
  • In a Single Bound: Lady Illusion can leap from the ground to the top of the carnival's ferris wheel in one leap.
  • Mad Bomber: Subverted. Lady Illusion often uses bombs to attack enemies but isn't crazy about bombing everyone.
  • Master of Illusion: Pretty good at deceiving others using her shapeshifting powers.
  • The Mistress: Implied to have a romantic relationship with Lord Fear. Even though he is a skeleton. Lord Fear claims they are "programmed to be together".
  • The Rival: To Sparx for some reason.
  • Screw This, I'm Outta Here!: Her original reason for ditching Lord Fear, but she returns to his side at the end of the episode. Albeit, with mixed feelings towards Ace.
  • Shapeshifting: Able to transform into humans and animals. Uses this to great effect, destroying Mark's relationship with Samantha, and then tricking him into giving her the Lightning Knights' Amulet pieces to kick of the endgame.
  • The Stoic: Remains quiet and almost emotionless for the first few episodes.
  • Undying Loyalty: To Lord Fear, at first. By the end, she is this to Ace.
  • Villain Teleportation: Performs this by spinning and vanishing in a flash of light.
  • Violently Protective Girlfriend: Lady Illusion is quite the rough-and-tough lover to Ace, willing to blow Mark, Chuck, and Sparx to smithereens to have Ace to herself. As soon as Sparx arrives in the show, Lady Illusion vows to destroy her. Staff Head asks if it is out of jealousy, but she instead claims it is for revenge, implying the two women know each other. Can go into Yandere-like traits at times.
  • Wall Crawl: Able to stick to walls and scale them.
  • Would Hurt a Child: More than willing to blow Mark and Chuck to kingdom come.
  • You Gotta Have Blue Hair: Lady Illusion doesn't have a unique hair colour - she has a spider for hair.


The Big Bad of Season 2. The Cyber Stalker, created by the Master Programmer to fulfil Lord Fear's role, Kilobyte wishes to destroy Ace as slowly and painfully as possible. Armed with Combat Tentacles that can absorb energy and upgrade other characters. Flies around on a giant mutant wasp named Fred.
  • Author Avatar: An in-universe example, Kilobyte is the avatar for Rick Hummel, the Master Programmer and villain of the series.
  • Ax-Crazy: After being freed from the Master Programmer's control, becoming far more ruthless and unstable.
  • Bad Ass: The most powerful character in the show, Kilobyte is able to take on and beat just about everyone, even Random Virus.
  • Bad Boss: Subverted. Kilobyte is like Lord Fear, abusing and punishing his minions when they fail, but tries to find value in all of them - even Rotgut. Though he does torture Dirty Rat even more than Fear, punching him every episode and forcing him to dig up Mark's garden to find a buried Amulet piece.
  • Bald of Evil: Bald and covered in tattoos.
  • Big Bad: For the second season, usurping Lord Fear to control the Carnival and defeat Ace.
  • Big Creepy-Crawlies: Fred, a giant mutated wasp Kilobyte uses to get around. Doubles as a his Companion Cube.
  • The Chessmaster: Kilobyte manipulates the other characters, stealing the Amulet pieces from under Mark's nose and knows more about the game then anyone else. He breaks free from Rick's control and furthers his own agenda, eliminating or capturing the heroes, and plots to send humanity to the Sixth Dimension so the villains can rule the world without interference.
  • Combat Tentacles: Has four slimy green octopus tentacles that can be used to ensnare enemies or pin them down.
  • The Computer Is a Cheating Bastard: He was specifically created to be unbeatable to the other game characters and can give other villains new/better powers.
  • Cowardly Sidekick: Dirty Rat.
  • Drunk on the Dark Side: Nuts about power.
  • Evil Overlord: Overthrows Lord Fear to become this. Then intends on ruling the world as this.
  • Face Framed in Shadow: Kilobyte's appearance is hidden in shadows throughout his debut episode as he observes Ace and Lord Fear.
  • Faux Affably Evil: Acts calm, focused, and at times complimentary towards his minions, but is ruthless, heartless, and only cares about crushing Ace and gaining power.
  • Fluffy the Terrible: Fred. Lampshaded through dialogue:
    Kilobyte: I named him...Fred.
    Duff: You're gonna call that thing Fred?
    Kilobyte:' What's wrong with Fred? I like it!
  • Frankenstein's Monster: Minus the sympathetic elements. It is his giant wasp Fred who more fits the role. Fred started off as an normal wasp that stung Kilobyte, absorbing his power and mutates into a giant, Kilobyte considering him a kindred spirit.
  • Faux Affably Evil: Can act calm and relatively polite, but is completely ruthless and unfeeling.
  • Greater Scope Villain: Twice as powerful as Lord Fear, Kilobyte was personally created by the Master Programmer to fulfil his ambitions and thus has knowledge of the game and information received through his creator's intel.
  • Half-Human Hybrid: Half man, half octopus.
  • The Hunter: Possesses the mind of a hunter, viewing Ace as his prey. His goal is to see Ace self-destruct slowly and painfully and then finish him off himself. He is always looking for a character's weakness, though he also encourages their strengths as well.
  • Join or Die: Offers Random Virus this to escape oblivion, but Random would rather go down as a hero.
  • Kick the Dog: Does this to Lord Fear at every chance, disappointed by his Villain Decay.
  • Knight of Cerebus: The second season has a more serious tone than the first, and Kilobyte has very little moments of humour.
  • Multi-Armed and Dangerous: If octopus tentacles count.
  • Pet the Dog: Kilobyte shows genuine affection to Fred whenever they have a scene together.
    • Always displays a surprisingly gentle, respectful demeanour around Lady Illusion. She is the only character he upgrades personally (though it is part of his plan to destroy Ace), rescues her during a battle with Sparx, and gives her a chance to explain her actions during her Heel–Face Revolving Door antics to gain another Amulet piece. He thanks her with a grose caressing of her facial cheek with his tentacle.
    • Gives Lord Fear the Doom Wagon as a reward for proving himself worthy as an ally.
    • Even manages to find talent for Rotgut by scaring the humans to lure out Ace.
  • Power at a Price: Kilobyte upgrades Lady Illusion to give Ace unstable emotions, briefly causing her to turn into a bitter and cruel individual. This doesn't last long.
  • Running Gag: Kilobyte punches Dirty Rat in each episode when the rodent bothers him.
  • The Stoic: Acts very calm, focused, and quiet. Even if there is a minor loss, Kilobyte remains calm. The more serious defeats is when he displays Tranquil Fury.
    • Not So Stoic: After being freed from Rick's control, he becomes a bit more emotional and angry.
  • Tattooed Crook: He sports several tattoos on his head including two of fish skeletons on the back.
  • Teach Him Anger: Kilobyte upgrades Lady Illusion with a new power that will infect Ace with human emotions, leaving him an emotional, out of control wreck.
  • To Create a Playground for Evil: Kilobyte's ultimate goal at the end of the series.
  • Trapped in Another World: Trapped in the game by Ace, Mark, and Lord Fear's Power Trio, though he plans to get out.
  • Villain World: Kilobyte plots to trap humanity in the video game world and bring all of the Sixth Dimension's villains to replace them.
  • Villainous Breakdown: He is completely gobsmacked when Lord Fear reveals he has sided with Ace to defeat him.
  • Weaksauce Weakness: Despite being almost invulnerable, having immense strength and the ability to either upgrade characters or suck out their energy, Kilobyte is fended off by flashlights a few times. It is never explained why. Game logic, I guess.

Dirty Rat

A winged rat dressed as a clown, Dirty Rat acts as Lord Fear's spy. He has enhanced senses, and is a scheming, cowardly character. Has a friendship with Duff Kent, and morphs into a gargoyle.
  • Affably Evil: Dirty Rat can be a decent guy when he's not being a coward or a jerk. He has a chummy frienship with Duff, enjoys teleshopping and Earth's culture, and would like to make money. Also finds Sparx good company.
  • Butt Monkey / The Chew Toy: Usually the target for Lord Fear's anger if Duff isn't within firing range. Often humiliated on an episodic basis by Lord Fear, Kilobyte, or one of the heroes. He eventually snaps at the end of the first season when he gains a piece of the Amulet, briefly leading an uprising against Lord Fear until his boss produces Ace's piece of the Amulet leading to Rat's return to his side.
  • Dirty Coward: Always the first to duck and cover when the Lightning Knights show up. If they are down for the count, he'll join the others for gloating and the victory party.
  • The Dragon: To Kilobyte, though he shares this role to Lord Fear with Staff Head.
  • Jerk Ass With A Heart Of Gold: A self-serving, snivelling, dirty coward but he can be a decent guy, complimenting Sparx for her confidence and encouragement.
  • Mysterious Watcher: Can be found spying on the Lightning Knights or mortals form a distance.
  • The Nose Knows: He has enhanced senses of smell and hearing, allowing to identify mortals from superheroes.
  • Rodents of Unusual Size: A very large flying rat about the size of a small dog.
  • Screw This, I'm Outta Here!: Flees with the carnival with Lord Fear in the show's finale.
  • Small Annoying Creature: Bugs Kilobyte to no end that he punches him every episode.
  • The Smart Guy: Possibly the brainiest villain in the group after Lord Fear, Lady Illusion, Staff Head, and Kilobyte.
  • The Spymaster: Serves as Lord Fear's spy.
  • The Starscream: Turns briefly against Lord Fear when he gains a piece of the Amulet, grows tired of his abuse, and is inspired to take a stand by Sparx.
  • Talking Animal: A talking winged rat in a clown costume.
  • Villainous Friendship: With Duff and Pigface, but also gets on well on and off with Rotgut and Lord Fear.
  • You Dirty Rat: The textbook example, very sneaky, sinister, mean, and cowardly.


A rhinoceros who serves as the Dumb Muscle of the group. Dresses in medieval wear and has an anvil for a hand. Not too smart, speaks in third person, and wants to smash Ace. Afraid of the dark.
  • Anvil on Head: Anvil has an actual anvil on his arm and has used it to bash a few people around, and has actually dropped it on Random Virus' head once.
  • The Brute: Big, dumb, short-tempered rhinoceros mook who is Lord Fear's muscle.
  • Dumb Muscle: Dumb as a brick, talks in Hulk Speak, too stupid to know anything but trying to smash Ace.
  • Foe-Tossing Charge: Tries to pull this on Ace but runs headfirst into a dumpster, which Ace then chucks him in.
  • Medieval Moron: He's from the Dark Ages and not too bright.
  • Rhino Rampage: He is a rhino, is easily angered, and participates in a lot of fights. It is only once that he actually charges, and runs straight into a dumpster. Ouch.
  • Smash Mook: A little smarter than the usual standard. A little.
  • Super Strength: Capable of trashing trash cans, smashing gates, and going toe-to-toe with Ace. Has more of a challenge with Random Virus.
  • Warmup Boss: The physically most tough of the badguys until Kilobyte comes along.
    • In the video game, Anvil counts as the Final Boss with Lord Fear, Lady Illusion and Pigface.
  • Why Did It Have To Be Darkness: Freaks out if alone in the dark.
  • The Worf Effect: Comes back in the second season claiming to be stronger, only to suffer the Worf Effect when Kilobyte arrives, pinning Anvil down and draining his power.


A disgusting pig minion who can devour anything. Not very smart and doubles as the second Dumb Muscle.
  • Acrofatic: Surprisingly agile for his weight and size.
  • Affably Evil: Essentially a kid who just wants to eat candy.
  • Berserk Button: Don't insult his weight or interrupt him when he is eating.
  • Big Eater: Pigface raids the carnival's trashcans when hungry. Could count as an Evil Counterpart to Chuck.
  • The Brute: Shared with Anvil. The two are best buddies.
  • Butt Monkey: After Dirty Rat and maybe Rotgut, he is usually the most poorly treated, and easily defeated, of the badguys.
  • Covered in Gunge: Gains a new ability to spray power-draining snot from his nose. Hilariously disgusting.
  • Dumb Muscle: More childlike then straight out dumb like Anvil, but still not very bright. Driven by his stomach than his brain.
  • Extreme Omnivore: Can devour anything including inorganic items like metal golf clubs and glass beakers.
  • Hulk Speak: As per his status as the Dumb Muscle, though it is also because he is childlike.
  • I'm a Humanitarian: Implied to eat people.
  • Jabba Table Manners: Pigface will fart, belch and pick his nose in public, although he seems sensitive to Lady Illusion's remarks about his habits. Lord Fear finds them useful - but not when Pigface farts right in his face.
  • Lightning Bruiser: Surprisingly, despite his weight.
  • Pig Man: An anthropomorphic boar with zero table manners.
  • They Killed Kenny: Pigface is always the first villain to be defeated in battle.
  • Took a Level in Badass: In the second season he gets a new snot blast attack that actually makes him somewhat dangerous to the Lightning Knights.
  • Villainous Friendship: With Dirty Rat, Duff, and Anvil.
  • Villainous Glutton: Minus the evil genius traits.


A psychotic jester with a grudge against Ace who imprisoned him in another dimension. Summoned by Lord Fear as a new minion. Googler is accompanied by two sock puppets named Zip and Snip who can bite through anything.
  • Ax-Crazy: Completely maniacal and insane, and loving every minute of it.
  • Bouncing Battler: Googler's signature attack style is to roll into a curled spiky ball by leaping into his shell and bouncing about at lightning speed. This is great for surprise attacks or fast-paced strikes.
  • Bullying a Dragon: Beats up Dirty Rat seconds after making his entrance, though they become friends shortly after.
  • Card-Carrying Villain: Takes great fun into being a badguy, seeing everything as a game, and takes pleasure in beating down the Lightning Knights.
  • Circus of Fear: Runs one in the game world.
  • Clothes Make the Superman: His puppets are his trademark and the source of most of his terror.
  • Evil Cannot Comprehend Good: Doesn't know what a friend is.
  • Expy: Of The Joker.
  • For the Evulz: Most of the villain are driven by revenge, loyalty, or stupidity, Googler is in it for fun and mayhem.
  • Hero Killer: His puppets mortally wound Sparx with her own sword, leading to a Disney Death.
  • Hulk Speak: Subverted. Googler speaks in third person at times but is able to form full sentences, being very chatty and always has a pun on hand.
  • Hurricane of Puns: Comes with a zinger for every attack and battle.
  • Laughing Mad: Giggling and laughing all the way.
  • Monster Clown: A colourful but almost reptilian-like jester with zero empathy or sanity.
  • More Teeth than the Osmond Family: Subverted. Zip and Snip have felt teeth that can chew through any surface.
  • Perverse Puppet: Googler's two hand pupppets Zip and Snip who can fly, and chew through any surface despite having jaws made of felt, zap Ace of his powers, or turn someone into a zombie.
  • Psycho for Hire: Summoned and recruited by Lord Fear to join his gang.
  • The Rival: Becomes this to Sparx.
  • Rolling Attack: Part of his unique attack style, rolling into a fast-moving bouncing ball. Imagine being attacked by a killer spiky dodgeball.
  • Sealed Evil in a Can: Ace tossed him into another dimension called White Hot Oblivion before Lord Fear freed him.
  • Spikes of Villainy: Has a number of small spikes on his shell.
  • Vampiric Draining: Googler gains an upgrade in the second season that when he strikes an enemy, they "bleed" binary code until they eventually fade away. Sparx and Ace get the short end of the stick but is healed by Chuck's invincibility code.
  • Verbal Tic: Often makes up words in his vocabulary related to his name (e.g. "Googlerization").
  • Villainous Friendship: With Lord Fear and Dirty Rat.
  • Weaksauce Weakness: Loud high-pitched noises seem to bug him a lot.
  • Would Hurt a Child: His first episode involves him attacking Mark with his sock puppets, knocking him out cold.


An undead cowboy introduced in the second season. Rotgut is Laughably Evil and useless. He is more concerned with keeping his limbs in check than doing evil, and hates it when he is referred to as a zombie and prefers to be called the "Walking Dead". He develops a liking towards Chuck and plots to zombify him, at one point possessing Chuck's body.
  • Affably Evil: A very friendly, nice, cheerful and emotional villain. He sings country tunes, implied to like fried food, seeks friendships, and is always polite and chummy.
  • Berserk Button: Don't call Rotgut a zombie. He prefers to be called the walking dead.
  • Beware the Silly Ones: A big clumsy goofball, Rotgut is able to possess human bodies.
  • Butt Monkey: Often falls apart, beaten up by his own limbs, run over by Duff's ice cream truck, and having pratfalls on a daily basis.
  • Cow Boy: An undead one.
  • Go Out with a Smile: Rotgut almost gets this after Ace unintentionally calls him by his preferred title.
  • Hidden Depths: Rotgut loves cooked ribs.
  • Laughably Evil: Rotgut is pretty hilarious, his limbs fall off and they appear to have it in for their owner and he is often hurting himself.
  • Leitmotif: Rotgut is often accompanied by a short harmonica wild western tune.
  • Minion with an F in Evil: Even more useless than Duff, Rotgut is summoned by Lord Fear but he is not very thrilled with his newest minion. Rotgut occasionally offers some usefulness, but most of the time he is a liability, though Staff Head seems to find his antics amusing.
  • Not-So-Harmless Villain: Rotgut can possess a person's body - Chuck is the unlucky victim.
  • Punch Clock Villain: Not even in it for the evils. Usually only performs evil acts upon orders and even then he screws them up.
  • The Red Baron: "The Walking Dead".
  • The Undead: A relatively harmless, useless zombie.
  • Villainous Friendship: With Dirty Rat and Duff, though he also wants to befriend Chuck and turn him into a zombie.


Kilobyte's giant mutant pet wasp, Fred is used by transport. Originally a normal wasp, Fred stung Kilobyte and took on his powers, becoming a giant wasp. He does not speak aside from screeches.
  • Big Creepy-Crawlies: Fred is a giant wasp.
  • Bug Buzz: Makes a loud buzzing noise with his wings.
  • Cute Mute: Despite being a giant mutant wasp owned by a nutcase, Fred is pretty cute.
  • Fluffy the Terrible: Fred's odd name is questioned by Duff, and later Chuck who comments that he would've called him "Braincrush", only for Mark to scoff at the suggestion.
  • The Voiceless: Doesn't talk. Only makes noises.

     Supporting Characters 

Pete Burgess

Mark's Black Best Friend, Pete appears mostly on webcam-recorded messages since he is in the UK. Pete acts as Mark's Mission Control, often giving him advice on how to deal with his superhero and normal lives.
  • The Ace: Better than Mark at just about everything save being a hero.
  • Black Best Friend: Mark's best friend in England.
  • Current Events Blog: Pete usually appears in the beginning of an episode spekaing to Mark through a webcam, though he appears in the flesh a couple of times.
  • Mission Control: While he doesn't directly play a role in Mark's life as a superhero, he offers him guidance on how to balance the two sides of his life.
  • Special Guest: He appears most of the time on a webcam, but appears physically twice, visiting Mark in Episode 17.

Wayne Fisgus

Wayne often bullies Chuck and wears a baseball cap at all times. He is terrified by Lord Fear, calling him the "Bone Man". His cousin Jessica ends up dating Chuck.
  • A Day in the Limelight: Twice, once in both seasons.
  • Badass Boast: Wayne's father, a friendly but boastful hunter, has a tendency to exaggerate about his experiences in the forest. Turns out he is a bit of a wuss.
  • The Bully: While it seems Wayne enjoys having a reputation as a bad boy, he dislikes being always blamed for trouble in school.
  • Chase Scene: Wayne chases Chuck around a couple of times, and then gets involved in a chase scene involving Mark and Lord Fear.
  • Cowardly Lion: He is terrified of Lord Fear, and yet goes looking for him at the start of the second season after he vanishes. Getting onto the haunted house ride at the carnival, Wayne looks for Lord Fear and Staff Head only for them to pop up behind him and scare him off again. Lord Fear admits he enjoys scaring him.
  • Jerk Jock: He is goalkeeper on the middle school football (soccer) team.
  • Nice Hat: Wayne always wears a baseball cap.
  • The Scapegoat: Reveals he often gets the blame for a lot of trouble at school. While it is at first played to make him sympathetic, it turns out he enjoys being a jerk.
  • Solar-Powered Magnifying Glass: Uses this in traditional fashion to try and fry bugs. He grows impatient so just stomps on them instead.

Heather Hoffs

Samantha's best friend, Heather is a preppy girl who finds Mark attractive and becomes his second girlfriend after Samantha splits up with him. A cheerleader, fashion expert, a gossip girl, and a fan of martial arts films, Heather is a very bossy and strong-willed girl and is less forgiving than Samantha when Mark skips their dates to aid Ace. Becomes a right cow in the second season.
  • The Ace: Strives to be this and is shown to be very good at martial arts and basketball. Finds an unwanted rival in the form of Kat.
  • Alpha Bitch: She becomes a real jerk in the second season, hating Mark and Kat, somewhat hating Samantha and treating Brett like a slave. Thankfully she gets a well deserve comeuppance in the last episode where Pigface sprays her with snot.
  • Break the Haughty: In the finale where she is slimed by Pigface.
  • The Cheerleader: For one episode.
  • Fiery Redhead: Passionate, opinionated, and very haughty. Benched in a basketball match after angrily tossing the ball at the referee.
  • Gossipy Hen: Enjoys a fair bit of gossip. Uses this to her advantage when she become the alpha bitch to make Mark's life miserable.
  • I Know Karate: Heather takes judo lessons and invites Mark along to one session. She breaks his arm in the process.
  • Jerk Ass: Becomes a right jerk after Mark breaks up with her, holding a grudge against him.
  • Official Couple: With Mark for the second half of the first season, then with Brett in the second season.

Brett Ramirez

Samantha's first boyfriend, Brett is a skateboarder and soccer player. He maintains strong friendships with Mark and Samantha and has an on-and-off relationship with Samantha. He ends up dating Heather, but he becomes her Butt Monkey of a boyfriend.
  • A Day in the Limelight: Gets a leading role in episode twenty-two when he, Mark, Chuck and Simon go camping.
  • Butt Monkey: He is Heather's butt monkey until the last episode of the show where he says enough is enough and stands up to her.
  • Footy Rules: Soccer is Brett's favourite hobby.
  • Jerk Jock: Thankfully avoided. After splitting up with Samantha, Brett is seen sitting with Wayne. However, he still spends time with Mark and Samantha and supports their relationship.
  • Nice Guy: He becomes Mark's romantic councilor in the second season.
  • Understanding Boyfriend: To Samantha about her relationship with Mark, even when he himself is not her boyfriend.

Mr. Cheseborough

Mark's science teacher, Mr. Cheseborough has little faith in his students and often insults and begrudges them, often taking pleasure in failing them. He encounters the villains early on when they kidnap him in one of their plans, causing him to believe they are aliens. He becomes slowly paranoid and crazy over the series.
  • Agent Scully: Becomes convinced he was abducted.
  • Alien Abduction: From Mr. Cheseborough's point of view.
  • Cloudcuckoolander: His repeated encounters with the "aliens" leave Mr. Cheseborough quite crazy, and in the final episode he pretty much flips out and is declared a public nuisance by the authorities.
  • The Cuckoolander Was Right: Subverted. Mr. Cheseborough's claims of alien abduction is technically true - he was abducted by inhuman creatures from another world.
  • Horrible Judge of Character: Lord Fear and Duff trick Mr. Cheseborough into believing the villains are good aliens and Ace is evil, and to help Lord Fear kill him.
  • Innocent Bystander: Starts off as a grumpy old teacher but is abducted, imprisoned, and left a shifty, paranoid wreck.
  • Jerk Ass: Has zero regard for his students academically or socially, believing they are all destined to fail, and even marks their quizzes incorrectly even if they got answers right.
  • Mad Scientist: Labelled one when captured by the villains.
  • Madness Mantra: "The aliens!"
  • Not My Lucky Day: Mr. Cheseborough has numerous bad days. One in particular results in Ace crashlanding on his beloved car, and his briefcase is run over by the villains' ice cream truck.
  • Room Full of Crazy: Mr. Cheseborough has an alien abduction support meeting in the high school with people just as crazy as he is, but Ace crashes through the window and the group flee out of the school screaming hysterically.
  • Sadist Teacher: Mr. Cheseborough is incredibly nasty towards his students. In Episode 3, he marks student quizzes and deliberately marks a correct answer incorrectly. He becomes temporary head teacher at one point and turns the school into something out 1984.

Duff Kent

The owner of the Kent Bros. Carnival, turned into the Carnival of Doom by the villains, Duff is a middle-aged man who ends up becoming Lord Fear's slave. Very much the Innocent Bystander, Duff dislikes working for the villains but goes along with it for most of the time. He befriends Dirty Rat, Rotgut, Pigface and Googler (sort of), and at times gets on well with Lord Fear. He also drives an ice cream truck as a secondary job, but the villains use it to get around.
  • A Day in the Limelight: In Episode 20, where he spends the whole episode on a psychiatrist's couch explaining what is going on.
  • Amusement Park of Doom: He doesn't want his family carnival to be one.
  • Badass Bystander: In Episode 26, Duff turns against Lord Fear and tries to run him over, though he is back to serving them in the second season.
  • Cartoon Creature: Refers to the video game characters as cartoons.
  • Dirty Coward: In one episode he seeks out Ace's help to try to get rid of Lord Fear, but when they're caught in the act Duff immediately changes his story and says he was luring Ace into a trap for Fear. He knows a hero isn't going to seek him out for revenge over that, but Lord Fear would.
  • Freudian Couch: Duff spends the entirety of Episode 20 on one.
  • Innocent Bystander: Shared with Mr. Cheseborough, not wanting to be involved in the war between the Lightning Knights and villains.
  • Nice Hat: He wears a cap for the first season, and a funky wicker hat in the second.
  • Some of My Best Friends Are X: Subverted. Duff's best friend is a flying talking rat.
  • Villainous Friendship: With Dirty Rat and to an extent with Pigface, Rotgut, and even Lord Fear.

Rick Hummel

Appearing as an ordinary computer store owner, Rick Hummel is a grouchy shopkeeper who bosses Chuck around and spends much of his time in his backroom, his "Fortress of Solitude". Really the Master Programmer, creator of Kilobyte, and programmer of the Ace Lightning game.

Fiona and Simon Hollander

Mark's British parents. Both are oblivious to their son's double life as a superhero, and blame Ace's breakages on shoddy American craftsmanship. Simon is 45 years old, an accountant and tries to adapt to American life, speaking American catchphrases and tries out various gadgets with hilarious outcomes. Fiona is more down-to-earth and likes to remind her family they are still British, and often cooks British food and loves garden gnomes. She is a real estate agent.
  • Adults Are Useless: They are oblivious to their son's life as a superhero, and never directly encounter the video game characters. The closest they came to that was meeting Ace who was dressed as a motorcyclist at the time.
    • Mark actually tells them the truth in the fifth episode but they just assume he is acting his age and being imaginative.
  • Berserk Button: Do NOT mess with Fiona's gnomes or her garden. Simon's berserk button is when someone insults his son.
  • Bob from Accounting: Simon mentions numerous fellow accountants but only himself and Bud Ratburn are shown onscreen.
  • D.I.Y. Disaster: Simon often tries out new gadgets, some of which are broken by Ace beforehand. Simon also tries out a rideable lawnmower which he demolishes Fiona's garden with.
  • I Am Very British: Fiona tries to never forget her British origins. She keeps garden gnomes in the "proper English garden", and cooks British food for Mark's Halloween party.
  • Invisible to Adults: Ace, Lord Fear and co. are never seen by Simon and Fiona - whilst pretty much every other adult character in the show encounters one or more of the video game characters.
  • Lethal Chef: Simon displays his inability to cook, turning sausages into charcoal. Ahsley wisely avoids eating them.
  • Our Gnomes Are Weirder: Fiona loves garden gnomes. Ace not so much. The video game has deadly garden gnomes as enemies, which Ace gains his hatred from and he deliberately destroys multiple garden gnomes.

Ashley Hollander

Mark's little cousin, Ashley is the third human to learn of Ace and co. She promises to keep it a secret and becomes a recurring character. She has a pet hamster named Chika, which Ace finds adorable, and in her first episodes has a thing for cuddly toys. Ashley and Chuck get on like a house on fire, and enjoy horror films.

Jessica Fisgus

Chuck's girlfriend and Wayne's cousin. A nerdy girl who is just a fan of Ace Lightning as much as Chuck is, the two start dating. Jessica wants best out of their relationship, which makes it tricky after Chuck finds out about Ace.
  • Beautiful All Along: In Episode 26, Jessica arrives late for the school prom and removes her hairband and glasses to reveal her true beauty.
  • Blackmail: Jessica pulls this off on Wayne to let her spend time with Chuck, revealing his mum called him "Boogerbox" when he ate the contents of his nose.
  • Lovable Nerd
  • Plucky Girl

Nettie Kutcher

The middle-aged dinner lady at the middle school, Mrs. Kutcher is a bit of a disgruntled employee believing no one appreciates her cooking aside from Chuck. She mostly provides comic relief, but acts motherly towards Chuck and occasionally Mark.