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Characters / Paint the Town Red

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This page details the Enemies and Bosses found in Paint the Town Red. Unmarked spoilers for "Beneath" ahead.

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Your basic foes in the scenarios: angry dudes who just want to bash in some skulls, preferably yours. They come in biker, disco-goer, prisoner, prison guard, pirate, and cowboy flavors.

  • All Bikers Are Hells Angels: The bikers you fight in the Bar scenario certainly invoke this imagery.
  • Dance Battler: In a metaphorical sense; the guys in the disco are dancing before you show up to ruin their fun.
  • Elite Mooks: The Biker Boss's bodyguards, the bouncers in the disco, and the saber-wielding pirate captains have more health than the typical Brawler and come equipped with some pretty dangerous weapons. They can still be knocked over and disarmed with a charged-up kick, though.
  • Escalating Brawl: The moment you throw the first punch everyone will start brawling with each other.
  • Full-Frontal Assault: On the prison and saloon scenarios; when the fight comes calling there's no time to put on pants.
  • Gang Up on the Human: After a while, the remaining Brawlers will drop their spats and come after you instead.
  • Improbable Weapon User: Once the fight breaks out, they'll grab whatever happens to be around to start beating on each other with them.
  • The Goomba: They're your standard opponents and generally go down without much trouble one-on-one. That said, don't let yourself get swarmed by them.
  • Heavily Armored Mook: Some of the prison guards have riot helmets that make them immune to blows to the head.
  • Made of Iron: These guys can tank some horrific wounds no worse for wear.
  • Made of Plasticine: Even taking a T-bone steak to the face can leave gruesome injuries on these guys.
  • Shield-Bearing Mook: A few prison guards have riot shields. You can break their guard with a few good kicks, or just break the shield outright with melee strikes.
  • Heroic Build: Some of the prisoners by weight rack are noticeably more "V-shaped" than the typical Brawler.
  • Super Drowning Skills: The pirates in Pirate's Cove will die instantly if they get knocked into the water (as will you). Kinda justified since a giant shark eats them when they fall in.
  • Turns Red: When their health gets low, they'll start running after you and attack more frequently. The angry teeth-bared expression will tip you off.
  • Would Hit a Girl: Update 0.10 added female Brawlers. You know they're not going to spared from the carnage.


A trio of chefs who don't take kindly to your attempts to destroy their bar.

  • Chef of Iron
  • Knife Nut: They all wield knives and cleavers, and have no qualms about using them on you.
  • Kung Fu-Proof Mook: Most Brawlers drop their weapons when you kick them over; not these guys.


A prizefighter who's not afraid of showing you the old one-two if you pick a fight with him.

     Biker Boss 

Presumably the boss of the bikers in the bar.

  • Machete Mayhem: In both appearances he wields a machete.
  • Lightning Bruiser: He'll always run after you and that machete hurts, especially if he lunges at you. He also has significantly more health than a typical Mook.
  • Unexplained Recovery: He somehow reappears alive and well (and very angry with you) in the prison level, despite it taking place after the bar level chronologically and the fact you likely smashed him to barely-identifiable pieces.


A pimp who hangs out at the corner of the dance floor.

     Katana Boss 

A Yakuza-like crime boss who presumably owns the disco.

  • Damage-Sponge Boss: He has an insane amount of health.
  • Katanas Are Just Better: He wields a katana, the best weapon in the base game.
  • Made of Iron: You can carve him up until he's mostly skeletonized, and he'll still keep trying to kill you.
  • Mighty Glacier: He never moves faster than a Slow Walk, and his swings are slow and heavily telegraphed. However, his katana will slice you to pieces in two hits, and he has a truly staggering health bar.
  • Yakuza: Presumably, though the disco level seems to takes place in a Western country.

     Large Prisoner 

A giant man held in solitary confinement at the prison level.

  • Because You Were Nice to Me: If you throw an apple or orange into his cell and then open the solitary confinement cells, he'll join the brawl on your side.
  • King Mook: He doesn't have a set appearance, so he'll typically resemble a generic prisoner blown up about 1.5x.
  • Lightning Bruiser: He's huge and fast, and his punches have both a lot of reach and can demolish your health bar in short order.
  • Palette Swap: A giant cowboy with the same stats and moveset appears in the saloon scenario as the Muscular Cowboy.
  • Punched Across the Room: His punches will either send enemies flying across the room or explode them into tiny pieces.



The remains of UHDF personnel sent Beneath before you, now reanimated and determined to add you to their ranks.
  • Combat Tentacles: Some zombies have these long purple tentacles they can use to strike you at range.
  • The Goomba: They'll be your most commonly encountered enemy in Beneath, and they can usually be killed in one or two hits with almost any weapon. They can be dangerous in large groups, though.
  • Undead Mooks: Well, they're the reanimated remains of UHDF Mooks, so they count.

Human cultists that have forsaken humanity in favor of the Elder Gods.
  • Apocalypse Cult: It's not clear what exactly they're trying to accomplish, but if it involves the Elder Gods it's nothing good for humanity.
  • Knife Nut: Many of them spawn with knives and cleavers.
  • Palette Swap: Fundamentally, they're just reskinned Brawlers.
  • Token Human: The only non-reanimated human enemies in the Beneath.

     Floating Head 
Floating severed demon heads that'll charge at you if they spot you.


     Crystal Crab 
Four-legged crab-like creatures with crystals growing out of their backs.

Emaciated old men who hobble around on their magic staffs.
  • Barrier Warrior: They can cast a shield to protect Giant Mages, the Beast, or the Necromancer.
  • Frickin' Laser Beams: They can chase you around with a continuous laser beam from their staff.
  • Squishy Wizard: Fragile as they may be, the laser beam the Minions shoot can rapidly drain your health if you don't avoid it.

     Crystal Entity 
Crystal spirits that inhabit the Crystal Caverns.
  • Charged Attack: Their only attack is to build up an electrical charge in their hands and then charge at their enemies.
  • Rock Monster: They're made of crystal, though oddly enough they bleed when they die.

Three-headed dragons that live in the Crystal Caverns.
  • Breath Weapon: They can breathe a great big flame at their enemies.
  • Decapitation Required: You need to cut all three of its heads off to kill it.
  • Healing Factor: They regenerate all damage done to them, up to and including regenerating its heads.

     Bore Worm 
Worm-like burrowing creatures that inhabit the Crystal Caverns.
  • Dig Attack: Its first response to seeing you is to burrow into the ground and then popping up to bite you in the butt.
  • Worm Sign: You'll see rubble bounce around where they currently are.


     Giant Mage 
Tall, big-headed creatures with powerful magic capabilities.
  • Barrier Warrior: If any Minions are around, they'll cast an impenetrable shield around the Giant Mage.
  • Enemy Summoner: Capable of ripping open space to summon more enemies.
  • Magic Missile Storm: They can send out a bunch of homing magic missiles after you.
  • Mook Commander: Apparently one for the Minions and the Interceptors, since any of those nearby will attempt to protect the Giant Mage from your attacks.
  • Superpowered Mooks: A marginal example in that they're capable of using Shockwave against you.

Dinosaur-like warriors who inhabit the Ruins.
  • Glass Cannon: They move surprisingly quick and hit quite hard. Thankfully, a single sword swing to the neck will typically kill them.
  • Shield-Bearing Mook: Though interestingly, they don't use the shield for themselves. They use them to protect Giant Mages and The Beast instead.

Spider creatures that infest the Ruins.

A rock monster that pretends to be a statue, sneaking up on you when your back is turned.
  • Can't Move While Being Watched: When they're first aggroed to you, they'll approach you while your back is turned for a sneak attack. If you attack them, though, they'll drop all pretense of stealth.
  • Living Statue: When you first encounter them, they'll be striking a pose.
  • Rock Monster: They collapse into rocks when killed.
  • Smash Mook: Attacks with punches and overhead smashes.
  • Stone Wall: They're super slow and their attacks are easy to avoid, but they can take one hell of a beating.

A dog-sized, horned dinosaur creature that appears on the Islands.



  • Harmless Enemy: If they spot you, they'll turn tail and run away.
  • Money Spider: If you kill one you'll get a nice big money and shard bonus.

An entity that will show up to hunt you down if you spend too much getting through a level.
  • Advancing Boss of Doom: Once it shows up, all you can do is run the hell away.
  • The Dreaded: Wanna know why the UHDF is sending you down to brave the horrors of the Beneath all alone? Because the more people they sent down, the sooner the Pursuers showed up to kill everyone.
  • Grim Reaper: Looks like one.
  • Guardian Entity: It's implied that the Pursuers were created by the Elder Gods to keep humans out of the Beneath.
  • Invincible Boogeymen: They cannot be damaged nor will they ever break chase.note 
    • At least until Blood and Fire, where you can kill them with the ancient weapons laying around there.
  • Touch of Death: Anything it touches (excluding Shard Lords) dies instantly. That includes you.

Shard Lords

     The Beast 
A Giant Mage who's traded his magic staff in for a huge sword.
  • BFS: He wields a huge gladius, instead of magic.
  • Close-Range Combatant: Has no ranged capabilities whatsoever. If you have a gun you can attack him with impunity.
  • Facial Horror: He's a Giant Mage with the head of a Floating Head.

     The Centurion 
A shadow warrior styled after a Roman Centurion.

     The Crawler 
A giant orange Crystal Crab with a lethally powerful five-beam laser blast.
  • Beam Spam: It shoots five lasers spread out over a 90 degree angle.
  • Mighty Glacier: Very slow, yet it has a lot of health and a laser blast that could very well one-shot you.

     The Deceiver 
A Teleporter with the ability to create copies of itself in combat.
  • Doppelgänger Spin: It can create copies of itself to confuse you.note 
  • Glass Cannon: Capable of doing serious damage to you with attacks that are both quick and hard to dodge, yet it's tied with The Pyro for the lowest health pool among the Shard Lords.

     The Golem 
An even-more-massive Statue.
  • King Mook: Even more so than the other Shard Lords. He's little more than a larger, more powerful Statue.
  • Mighty Glacier: He's as slow as molasses, yet he has the most health of the Shard Lords and he can hit pretty hard.

     The Pyro 
A taller Minion with a flamethrower instead of a laser.
  • Achilles' Heel: His flamethrower is thoroughly outranged by basically any gun available to you.
  • Fake Ultimate Mook: Sure, he may be a Shard Lord and he may have a flamethrower that can do substantial damage if you let it hit you, but once he goes into cooldown he goes down as easily as almost any regular enemy.
  • Playing with Fire: His staff lets him cast a continuous stream of fire.


     The Necromancer 

  • Achilles' Heel: He's rather weak to bladed weapons. In fact, if you manage to damage his midsection enough it's possible to instantly kill him by bisection.
  • Lightning Bruiser: He may not walk fast, but get in too close and he'll clobber you faster than you can react. This is to say nothing of his huge healthbar, either.
  • Magic Missile Storm: At range, he'll shoot a torrent of homing magic missiles after you.
  • Necromancer: No duh. He'll routinely resurrect the enemies you kill in his arena, including the Minions.
  • Shielded Core Boss: At the start of the battle, he'll be shielded by eight or so Minions around the arena.

     The Aberration 
An island-sized abomination that fights you with its tentacles and a never-ending torrent of enemies.

  • Combat Tentacles: Its primary form of attack is through tentacles that sprout out of the ground. You have to destroy them in order to damage The Aberration.
  • Enemy Summoner: It'll endlessly summon enemies throughout the boss battle.
  • Eldritch Abomination: The most properly alien of the Elder Gods.

     The Trickster 
An Elder God who only reveals himself when you complete a long list of convoluted tasks. You face him in a virtual world of his creation called the Construct.

     The End 
The last and the most powerful of the Elder Gods. He inhabits the realm of Fire and Blood in the deepest depths of the Beneath.
  • Boss Rush: He'll summon the six Shard Lords to aid him, two at a time. You'll need to kill them all in order to make The End vulnerable to your attacks.
  • Clipped-Wing Angel: When you kill all of the Shard Lords, his armor will fall off, revealing a human-sized shadow figure who's now weak to your attacks. That doesn't mean he'll go down easily, however.
  • Damage-Sponge Boss: He has at least twice as much health as the other Elder Gods.
  • Flaming Sword: His BFS, which has a flaming blade.
  • Final Boss: You can only face him after defeating the other three Elder Gods.
  • Mighty Glacier: You can't even damage him for the first half of his boss fight, while in turn he can utterly wreck you in only a few hits. It's a good thing he's in no hurry to chase you down.
  • Mirror Boss: His vulnerable form fights much like a player character does; he's capable of both light and heavy attacks and of kicking.
  • The Pawns Go First: While he'll step in to fight from the get-go, sometimes when he summons Shard Lords he'll sit back down on his throne and watch you battle.
  • Puzzle Boss: A minor one; when the battle starts he'll be totally invincible. It's only when you kill all of the Shard Lords that he'll be made vulnerable.
  • To Hell and Back: His domain is a great sea of lava, and the source of the great beam of red light protruding from the Beneath.


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