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Count Down is a character from Timon & Pumbaa who appears as the main antagonist of the episode "The Spy's the Limit."

Count Down is the enemy of a secret agent. During Timon and Pumbaa's vacation at Monte Carlo, the spy pretends to be unconscious so that the duo can become spies themselves to distract Count Down while he sabotages his diabolical plan.

Background

Physical Description

Look, Timon, that guy wears the same emblem those ninjas were wearing.
―Pumbaa showing Timon Count Down's emblems, hinting to his friend that he might be the ninjas' leader

Count Down is shown to be a tall, slender man with white hair and eyebrows, white eyes with no pupils, and pale skin.

He wears a white shirt covered by a crimson red suit, grayish-black pants with a blue belt around his waist and white gloves. Count Down is also shown to wear a blue metal. As Pumbaa points out to Timon, he wears several yellow emblems with red stripes, which resemble a target: one being on one of his gloves, one on the black collar of his suit, one on his metal, one on his tooth, and one on his left sleeve. The emblems Count Down is wearing are the same ones worn by his ninjas.

Count Down also tends to walk with a yellow cane.

Personality

Timon: "Alright, Count Down, you got me. What’s your plan?"
Count Down: "Oh, my plan? Oh I have no time to tell you about this big red button which will fire my giant ray gun. You see I’m far too busy to explain that my giant ray gun is aimed directly at the sun and I will not spend my precious second to tell you that once the sun is destroyed, everyone in the world will have to buy my electric heaters! It’s almost a shame you won’t be around to buy one!" (laughs evilly)
—Count Down explains his diabolical plan to Timon

Count Down is shown to be a quite evil and serious villain. After beating Timon at a game of Go Fish, he prepares his diabolical plan to conquer the world. His plan is to destroy the sun so that everyone will buy his electric heaters. He is also shown to have a romantic feeling for Pumbaa in his female costume (with his codename being P.U.). However, when Timon asks his friend to set him free, Count Down decides to trap Pumbaa as well and kill the duo with various guns.

Role in the series

Timon & Pumbaa

"The Spy's the Limit"

When Timon and Pumbaa arrive at Monte Carlo, they enter the casino, only to get thrown out by the owner. After Timon and Pumbaa get thrown out of the casino, a secret agent appears and fights off some ninjas. After the spy defeats the ninjas, Pumbaa makes him turn his head to realize that he forgot his brief case, which causes him to run into a wall, fall down the stairs, and lie down unconsciously.

It is now up to Timon and Pumbaa to become secret agents and finish the spy’s routines, which are to beat someone at Go Fish and stop the bad guy from doing his diabolical plan.

Count Down introduction

Count Down introducing himself to Timon and Pumbaa while they are about to play Go Fish

When Timon and Pumbaa re-enter the casino, this time with the owner letting them in as he is convinced that they are spies, they meet Count Down and play Go Fish with him. Count Down, however, wins the game and leaves to prepare for his plan. Timon and Pumbaa try to follow the man with their spy car, but are unable to control the vehicle. The car sends them flying in the air and landing on Count Down’s car, which goes to his secret lair.

Timon and Pumbaa disguise themselves as ninjas in order to not get caught, but Count Down can recognize Timon and he has the duo fight the ninjas. When Pumbaa defeats the ninjas by making them fall into a hole, the warthog falls as well, leaving Timon to stop Count Down on his own. When Timon tries to open his briefcase while confronting the villain, he accidentally pushes a button that destroys the briefcase and makes him get trapped.

Count Down's plan

Count Down explains his diabolical plan

Count Down explains his diabolical plan to Timon, which is to destroy the sun so that everyone would buy his electric heaters. Pumbaa then shows up in his female disguise, convincing Count Down that he would love to have some of his heat. But when Timon tries to get Pumbaa to free him, Count Down traps the warthog and he’s about to shoot the two friends. Pumbaa tells Timon that he was right when he told him that getting involved in the spy business was a bad idea, making Timon admit his mistake.

Suddenly, one of Count Down’s ninjas reveals to be the secret agent from earlier and he stops Count Down from destroying the sun and shooting Timon and Pumbaa. After Count Down gets defeated, the spy tells Timon and Pumbaa that he was pretending to be unconscious so that they can distract his enemy while he sabotages his HQ. Pumbaa then realizes that Timon was right about getting involved in the spy business after all, even though the meerkat didn’t know what he was doing. But then, Timon accidentally pushes a button that destroys the Earth, making Pumbaa tell his friend that it would hurt to know what he is doing.

Gallery

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Media
Films: The Lion KingThe Lion King II: Simba's PrideThe Lion King 1½The Lion Guard: Return of the RoarVideoThe Lion King (2019 film)

Television: Timon and PumbaaTimon and Pumbaa's Wild About SafetyThe Lion Guard
Soundtracks: SoundtrackRhythm of the Pride LandsThe Legacy CollectionThe Lion King CollectionReturn to Pride Rock: Songs Inspired by Disney's The Lion King II: Simba's PrideBest of the Lion KingThe Lion King 1½: Songs from Timon and Pumbaa's Hilarious AdventureOriginal Broadway Cast RecordingThe Lion Guard
Video Games: The Lion KingTimon and Pumbaa's Jungle GamesThe Lion King: Simba's Mighty AdventureKingdom Hearts IIAnimated Storybook: The Lion KingDisney UniverseDisney INFINITY: 2.0 EditionAdventures in Typing with Timon and PumbaaActivity CenterThe Lion King 2: Simba's Pride: Active PlayThe Lion King 2: Simba's Pride GameBrackThe Lion King 1½Disney Crossy Road
Books: Classic StorybookDisney's Wonderful World of ReadingGolden Sight 'n' Sound BookLittle Golden BookMarvel ComicsThe Art of the Lion KingSimba and the Lost WaterfallMorning at Pride RockSimba and Nala Help BomoThe Bright StarSimba and the Big FloodSimba the Fortune TellerThe Pal PatrolSimba's Hide and SeekFar from the Pride LandsSimba's Daring RescuePumbaa Runs Away from HomeNo Worries: A New Story About SimbaHow Simba Met Timon and PumbaaWay to Go, Simba!The Lion King 1½

Disney Parks
Rafiki's Planet WatchDisney's Art of Animation ResortDisney's Explorers LodgeCircle of Life: An Environmental FableDisney Animation BuildingIt's a Small WorldMickey's PhilharMagicRhythm of the JungleSorcerers of the Magic KingdomStitch and Friends Summer SurpriseThe Enchanted Tiki Room (Under New Management)The Lion Guard Adventure

Entertainment: AnimagiqueAnimazment - The MusicalDisney's BelieveDisney's Dreams: An Enchanted ClassicDisney's WishesDisney Classics: The Music & The MagicFantasmic!Feel the MagicFestival of the Lion KingIt's Party Time... with Mickey and FriendsMickey's Gift of DreamsMickey and the MagicianThe Golden MickeysThe Legend of the Lion KingVillains Tonight!
Restaurants: Restaurant Hakuna Matata
Parade: Disney's Magical Moments ParadeDisney Cinema ParadeDisney Magic on ParadeDisney Stars on ParadeFlights of Fantasy ParadeJubilation!Mickey's Soundsational ParadeThe Lion King CelebrationThe Wonderful World of Disney ParadeWalt Disney's Parade of Dreams
Firework: Celebrate the MagicDisney Dreams!Disneyland ForeverHappily Ever AfterIgnite the Dream: A Nighttime Spectacular of Magic and LightTree of Life AwakensWorld of Color
Halloween: Happy Hallowishes

Characters
The Lion King: SimbaNalaMufasaScarRafikiTimonPumbaaZazuShenzi, Banzai and EdSarabiSarafinaThe PridelandersHyena ClanWildebeestsCape BuffaloGopher

The Lion King II: Simba's Pride: KiaraKovuZiraVitaniNukaOutsidersCrocodiles
The Lion King 1½: MaUncle MaxIron JoeMeerkat Colony
Timon and Pumbaa: The Native ChiefThe Three NativesMontyBaampuNobiFredPantherQuintThe WoodpeckerBruceStinkyRalph and EddieTedsSavage LionBartholomewThe TarsierToucan DanVulture PoliceNedRabbitUncle BoarisUncle ErnieBoss BeaverBoy BeaverLester the WhaleThe TigressJackalThe CobraSpeedy the SnailSmolder the BearLittle JimmyIrwinEl ToroCount DownMr. PigWolverineJumbo Jumbo the ElephantCheetato and CheetataMartin PardonRita BookChef ClaudeCaptain BloodbeardCisco PigCisco Pig's GangDr. CaliostroTorgoThe Meerkat AngelPumbaa Jr.NefuDr. HappyLeslie LambeauMr. ButtonsSharlaHermanLaraMelClaudiusBahukaTutan PharaohGenieMadame CredenzaDuke MeerkatTatianaMother EagleBaby EarlKing LeopoldPrincess ClaudiaSigmund and LloydHeinrich and SchnitzelMad Dog McGraw, Billy the Goat, and Three-fingered JackelopeDr. ExceterSal MandersJungle InspectorPimon and Tumbaa
The Lion Guard: KionBungaFuliBeshteOnoTiifuZuriJanjaCheeziChunguJanja's ClanMzingoMzingo's ParliamentMwogaMakuuMakuu's FloatPuaBasiBasi's PodUshariJasiriMadoaTunu and WemaThurstonMbeyaMbuniMa TemboAminifuReireiGoigoiDogoDogo's BrothersKijanaReirei's PackTwigaJuhudiShingoMuhanga and MuhangusTamaaNala's FatherSwalaMuhimuHamuAjabuMakuchaMjombaOgpoaHayaBadiliMapiganoMtotoGumbaKambuniKwatoShaukuNneTanoVuruga VurugaYoung RhinoLionessMajinuni and HafifuKing SokweJasiri's ClanHadithiBupuBobokaChuraKifaruMwenziUrohoMwiziKulindaMpishiMakiniKiburiKiburi's Float
Printed Media: UruAhadiKopaPimbiBomaKulaZuzuJokaLulu
Deleted: DikuBaashoIggyHerr RhinoKwashiBhatiMheetuBanagiDaabiDwalaNaandaBintiLemutaTimon's FatherBuzzTesma

Episodes
Timon & Pumbaa

Season One: "Boara Boara" • "Saskatchewan Catch" • "Kenya Be My Friend?" • "Good Mousekeeping" • "Brazil Nuts" • "South Sea Sick/The Lion Sleeps Tonight" • "Never Everglades" • "Cooked Goose" • "Yukon Con" • "Doubt of Africa" • "How to Beat the High Costa Rica" • "Swiss Missed" • "Russia Hour" • "You Ghana Join the Club" • "Uganda Be an Elephant" • "To Kilimanjaro Bird" • "Rocky Mountain Lie" • "Amazon Quiver" • "French Fried" • "Big Top Breakfast" • "Madagascar About You" • "Truth or Zaire/Yummy, Yummy, Yummy" • "Mojave Desserted" • "Beauty and the Wildebeest" • "Don't Break the China" • "Can't Take a Yolk" • "Stand by Me" • "The Pain in Spain" • "Frantic Atlantic" • "Unlucky in Lesotho" • "Rafiki's Apprentice" • "Tanzania Zany" • "Guatemala Malarkey" • "Mombasa-In-Law" • "TV Dinner" • "Back Out in the Outback" • "Gabon with the Wind" • "Timon's Time Togo" • "The Law of the Jungle" • "Manhattan Mishap" • "Paraguay Parable" • "Be More Pacific" • "Going Uruguay" • "Let's Serengeti Out of Here" • "Congo on Like This" • "Okay Bayou?" • "Shake Your Djibouti" • "Yosemite Remedy" • "The Sky is Calling" • "Mozam-Beaked" • "Ocean Commotion"
Season Two: "Palm Beached" • "Jamaica Mistake?" • "Oregon Astray" • "New Guinea Pig" • "Isle of Manhood" • "Puttin' on the Brits" • "Klondike Con" • "Isle Find Out" • "Beetle Romania" • "Rumble in the Jungle" • "Wide Awake in Wonderland" • "Zazu's Off-by-One Day" • "Animal Barn" • "Roach Hotel" • "Africa-Dabra!" • "I Don't Bolivia" • "Shopping Mauled" • "Library Brouhaha" • "Catch Me if You Kenya" • "Scent of the South" • "Monster Massachusetts" • "Handle with Caribbean" • "Forbidden Pumbaa" • "Washington Applesauce" • "Alcatraz Mataz" • "Oahu Wahoo" • "I Think I Canada" • "Zazu's Off Day Off" • "Beast of Eden" • "Sense & Senegambia" • "Timon on the Range" • "The Man from J.U.N.G.L.E." • "Maine-Iacs" • "Fiji-Fi-Fo-Fum" • "Rome Alone" • "Amusement Bark" • "Once Upon a Timon" • "Home is Where the Hog Is" • "Beethoven's Whiff" • "Bumble in the Jungle" • "Mind Over Matterhorn"
Season Three: "Whiff" • "To Be Bee or Not to Be Bee" • "Luck Be a Meerkat" • "Just When You Thought You'd Cuisine it All" • "Lemonade Stand Off" • "Big Jungle Game" • "Boo Hoo Bouquet" • "So Sumo Me" • "Now Museum, Now You Don't" • "Visiting Pig-nitaries" • "The Truth About Kats and Hogs" • "Escape from Newark" • "Truth Be Told" • "Circus Jerks" • "Nest Best Thing" • "Super Hog-O" • "Don't Have the Vegas Idea" • "Hot Enough for Ya?" • "Werehog of London" • "Bigfoot, Littlebrain" • "Astro-Nots" • "Robin Hoodwinked" • "Seregenti Western" • "All Pets are Off" • "Two for the Zoo" • "The Swine in the Stone" • "You May Have Already Won Six Million Bakra" • "My Meteor, My Friend" • "Jungle Slickers" • "Don't Wake the Neighbear" • "Recipe for Disaster" • "Going Over-Boar'd" • "Ivy Beleaguered" • "Broadway Bound & Gagged" • "Steel Hog" • "Dealer's Choice Cut" • "Space Ham" • "You Bet Your Tukhus" • "No-Good Samaritan" • "Living in De Nile" • "One Tough Bug" • "Pirates of Pumbzance" • "Miss Perfect" • "Hakuna Matata U." • "Pig-Malion" • "Why No Rhino" • "War Hogs" • "The Big No Sleep" • "Common Scents" • "Mister Twister" • "Don't Be Elfish" • "Lights, Camera, Traction" • "The Running of the Bullies" • "Special Defects" • "Wishy Washy" • "Ice Escapades" • "Guru-Some" • "Jailhouse Shock" • "Nearly Departed" • "Early Bird Watchers" • "The Spy's the Limit" • "Ready, Aim, Fire" • "Timoncchio" • "Ghost Boosters" • "Stay Away from my Honey!" • "Sitting Pretty Awful" • "He's a Bad, Bad, Bad Sport" • "Dapper Duck Burgers" • "It Runs Good" • "Hot Air Buffoons" • "Timon in Love" • "Kahuna Potato" • "Mook Island" • "Cliphangers"

The Lion Guard
Season One: "Never Judge a Hyena by its Spots" • "The Rise of Makuu" • ""Bunga the Wise" • "Can't Wait to be Queen" • "Eye of the Beholder" • "The Kupatana Celebration" • "Fuli's New Family" • "The Search for Utamu" • "Follow That Hippo!" • "Call of the Drongo" • "Paintings and Predictions" • "The Mbali Fields Migration" • "Bunga and the King" • "The Imaginary Okapi" • "Too Many Termites" • "The Trouble With Galagos" • "Janja's New Crew" • "Baboons!" • "Beware the Zimwi" • "Lions of the Outlands" • "Never Roar Again" • "The Lost Gorillas" • "The Trail to Udugu" • "Ono's Idol" • "Beshte and the Hippo Lanes" • "Ono the Tickbird"
Season Two: "Babysitter Bunga" • "The Savannah Summit" • "The Traveling Baboon Show" • "Ono and the Egg" • "The Rise of Scar" • "Let Sleeping Crocs Lie" • "Swept Away" • "Rafiki's New Neighbors" • "Rescue in the Outlands"

Locations
The Lion King Trilogy: AfricaThe Zuberi RiverMount KilimanjaroPride RockThe Pride LandsThe DesertThe Water HoleThe Elephant GraveyardThe GorgeJungleThe Great RiverRafiki's Ancient TreeThe Outlands

Timon and Pumbaa: Zazu's TreeMadame Credenza's PlaceSavage RockBoss Beaver's Log Land

Songs
The Lion King: Circle of LifeThe Morning ReportI Just Can't Wait to Be KingBe PreparedHakuna MatataCan You Feel the Love TonightHawaiian War Chant

Instrumental Scores: This LandHyenas...To Die ForUnder the StarsKing of Pride RockDidn't Your Mother Tell You Not to Play with Your FoodWe are All ConnectedHyenas in the Pride LandsElephant GraveyardI Was Just Trying to Be BraveStampedeMufasa DiesIf You Ever Come Back We'll Kill YouBowling for BuzzardsWe Gotta Bone to Pick With YouKings of the PastNala, is It Really You?Remember Who You AreThis is My HomeThe Rightful King
Rhthym of the Pride Lands: KubeLea HalalelaIt's TimeLalaBusaNoyana
The Lion King II: Simba's Pride: He Lives in YouWe Are OneMy LullabyUpendiOne of UsLove Will Find a Way
The Lion King 1½: Digga TunnahThat's All I NeedSunrise, SunsetGrazing in the Grass
Musical: Lioness HuntRafiki MournsOne by OneGrasslands ChantChow DownThe Madness of King ScarShadowlandEndless Night
Timon and Pumbaa: Alone TogetherStand by MeYummy, Yummy, YummyThe Lion Sleeps Tonight
The Lion Guard: Call of the GuardA Beautiful Day (Ni Siku Nzuri)Zuka ZamaTonight We StrikeKion's LamentIt is TimeHere Comes the Lion GuardWe're the Same (Sisi Ni Sawa)Don't Make a StinkBunga the WiseDuties of the KingOutta the WayJackal StyleOur Kupatana CommunityMy Own WayUtamuAll Hail The VulturesYour Hero InsideBird of a Thousand VoicesPanic and RunTrail to HopeLife in the Pride LandsWe'll Make You a MealFind Your RoarChungu's LamentBaboonsBeware of the ZimwiLions Over AllStand Up, Stand OutKuishi Ni KuchekaRunning with the KingHadithi the HeroMakin' Hippo LanesTickbirds and RhinosTeke Ruka TelezaEveryone is WelcomeThe Traveling Baboon ShowA Real MealThe Path of HonorBring Back a LegendI Have A Plan
Deleted: To Be KingWarthog RhapsodyThe Lion of the MoonOld Fearless BuzzThe Madness of King Scar

See Also
King of the JungleMusicalList of Species seen in The Lion King FranchiseRoar of the EldersThe Disney AfternoonFind Out WhyHouse of MouseOne by One