Don Bluth Wiki
Carface Carruthers
Background information
Feature films All Dogs Go To Heaven
All Dogs Go To Heaven 2
An All Dogs Christmas Carol
Television programs All Dogs Go to Heaven: The Series
Video games All Dogs Go To Heaven (Video Game)
Park attractions
Portrayed by
Portrayed by
Voice Vic Tayback (1st film)
Ernest Borgnine (2nd and 3rd films, TV series)
Performance model
Honors and awards
Character information
Full name
Other names Boss, Mr. Carface, Carface
Personality Initially: Evil, greedy, desperate, business-like, demanding, bossy, hot-tempered, malicious, shifty, dishonest, goofy (first film and series)
Later: Kind, reliable, smart, bashful (sequels)
Appearance Obese American Pit Bull Terrier/Bulldog mix, grey fur and darker grey snout. light gray belly, dark blue mark around his right eye and dark blue ears, red-purple shirt, black waistcoat, green bow tie.
Occupation Casino Owner, Con Man, Thief
Alignment Bad/Neutral, later good
Goal To kill Charlie and retrieve Anne-Marie (failed)
To retrieve Gabriel's horn (failed)
To help his new friends in any way he can
Home New Orleans, Louisiana (formerly)
San Francisco, California
Allies Charlie B. Barkin, Itchy Itchiford, Sasha La Fleur, Red (formerly), Belladonna (formerly)
Minions Killer, his thugs
Enemies Charlie B. Barkin (formerly), Itchy Itchiford (formerly), Sasha La Fleur (formerly) Red, Belladonna
Likes Money, business, rat-racing, ordering Killer around, lacking manners (formerly)
Dislikes Losing money, Charlie (formerly), losing Anne-Marie, failing, Christmas (formerly), flaring his temper, being a big bully, Killer annoying him, Red frightening him, his boss being impatient with him, Belladonna hollering at him
Powers and abilities
Weapons Ray gun, his fists, his teeth
Fate Gets presumably eaten by King Gator, then later gets chased away by Annabelle in Heaven (first film)
Gets dragged to hell by Red (second film)
Changes his ways and became good (third film)
Quote "Morons. I'm surrounded by morons."
"I do not want to share 50% of the business with my partner. Charlie
"To Charlie. With love."
"Goodbye Charlie"
"Charlie's alive and I know he's got the girl. Killer, this is strike two. You're out."
"Shut up."

Carface Carruthers is a major character who has multiple roles throughout the franchise; he is the main antagonist of All Dogs Go To Heaven, the secondary antagonist of All Dogs Go To Heaven 2, the anti-hero of All Dogs Go to Heaven: The Series, and the main protagonist of An All Dogs Christmas Carol. He was voiced by the late Vic Tayback in the first film and the late Ernest Borgnine in the rest of the franchise.


Carface was originally a hot-headed, smooth-talking, stingy, business-like criminal, although his character gets flanderized throughout the franchise.

In the first film, he was much more sleazy, grim, and just downright heartless, described by Charlie as a "dirty rat". On the other hand, Carface's most notable trait is his stinginess, which all of his wrong doings are apparently motivated on throughout his appearances. An example of when he ran the casino, his stinginess was so blatant, that all of his casino goers would receive little to no winnings even after winning bets, even going far as to murder his own business partner Charlie to keep all the success for himself, and will even eradicate his own thugs if they failed to carry out his orders (such as when he tried to kill his sidekick Killer when he failed to find Anne-Marie after Charlie takes her). 

In the second film and TV series, his villain status became the victim of villain decay after becoming the lackey of Red (the hell cat), then Belladonna (the hellhound) later on. He became less wicked, less brainy, and more amateurish, and fearful, fitting the role of a comic relief. Although he still remained deceitful, and especially sneaky, an example of when he evidently fooled everybody in heaven (including Annabelle) into thinking he has reformed, even being rewarded with a Merit badge. He was still stingy, such as how he wanted to use Gabriel's horn for pulling off heists one time, calling it his "ticket to fame and fortune", and exclaiming to Red "When we get that horn, we can open any safe or bank vault in the world". Carface is also known to be quite a heavy smoker, as he is almost never seen without a cigar in his mouth in most of his appearances.

In the third film, Carface's puppyhood is revealed explaining why and how he became sinister, and especially why he dislikes Christmas. But with help from Charlie and his friends with a Christmas epiphany, he finally turns his life around and changes for the better by the end of the film.



All Dogs Go To Heaven

Sometime before the events of the film, Carface and Charlie went into business together and turned an abandoned barge into a casino for dogs. As the business went up over time, Carface became consumed by his stinginess and self-interest slowly that he began to secretly plot against his partner so he could keep all the success and earnings for himself. He and his henchman Killer somehow managed to get Charlie thrown into the city pound, but with the assistance of his sidekick Itchy, they tunnel beneath the pound and scarcely makes it out alive.

When Killer informs his boss that Charlie came back to the casino, Carface plans his death by throwing a "business solo" celebration for Charlie, getting him drunk and having him slaughtered by running him over with a car off the docks. He’s revealed to have an orphan named Anne-Marie, who speaks to animals, in his Casino's basement, which is the secret to his success while Charlie is away. When Charlie returns from Heaven, he kidnaps the orphan, Carface flies into an unsafe rage, demanding the girl is found. Carface tortures Killer by being bitten by pirahnas.

Later on, while Charlie and Anne-Marie were walking back home from the market, Carface assaults Charlie with a ray gun, but it didn’t slaughter him. As Charlie and Anne-Marie were making a run for it, the ray gun went out of control, infuriating Carface.

Later, Carface kidnaps Anne-Marie and puts her in a cage, Charlie manages to rescue the girl. Unbeknownst to Charlie, Carface and his minions were waiting for him, and have him tied to an anchor in an attempt to drown him. However, he is saved by King Gator, angering Carface. Carface was knocked into the water, waiting to be presumably devoured by King Gator.

After his demise, Carface is in Heaven, trying to get his revenge on King Gator for devouring him. But as Annabelle warns him that he can never come back if he winds his watch, which he does anyway, and Annabelle chases him away.

All Dogs Go To Heaven 2

In this film, Carface is the secondary antagonist. He’s recruited by Red and teams up with him to crucify Charlie.

All Dogs Go to Heaven: The Series

Carface is a thief more than a villain. He is the most common adversary in the series along with Killer who returns in the series as well.

An All Dogs Christmas Carol

Carface, along with Killer, appears crashing a Christmas party at The Flea Bite Club in the first place, collecting debt from everyone by using a mysterious hypnotic dog whistle, hypnotizing everybody into handing over the presents and other things, even stealing money from a puppy named Timmy who's in desperate need for an operation to fix his injured leg. When Charlie and Itchy meddle to get back the presents, they learn that Carface is assisting Belladonna (Annabelle's satanic cousin) who is planning to use a massive version of the hypnotic dog whistle to hypnotize every dog in the city into stealing the Christmas presents, causing them to be thrown out of their houses and abandoned. After being chased out of the shop, Charlie and Itchy seek the assistance of Annabelle who gives them a miracle dog tag to use somehow to stop Belladonna. So Charlie plans to get Carface on their side by scaring the "dickens" out of him, using ideas based on the classic tale A Christmas Carol

That night, Carface decides to get some shut-eye before midnight when Charlie takes over his TV disguised as Jacob Charlie (parody of Jacob Marley), warning him that three ghosts will visit him at the sound of a bell, when the clock tower rang, Charlie pulls him in the TV where he meets Itchy disguised as the Ghost of Christmas Past, Carface is not buying any of it until Itchy shows him a vision of his puppyhood. It shows a female dog with several of her litters, one of them being Carface, he expresses depression over his mother's absence, longing to see her again, but then Itchy shows Carface another vision of when he got adopted by this very neglectful kid, while Carface explains (in song), the vision shows how the boy would constantly treat him like he did not exist and evidently allowing him to wreak havoc around the house. But what depressed Carface the most was that the boy just wasn't there for him whenever it came to him getting into trouble with the boy's parents. And when it came down to him being kicked out for his reckless behavior, this no less fazed the boy with no remorse or sadness over Carface's fate at last. So it was that Carface decided to never trust another soul again and grows up into becoming a "hood" afterwards. He furiously begins beating Itchy after being reminded why he disliked Christmas, to begin with, but suddenly finds himself back in his bed. Thinking it was all a dream he brushes it off and tries to go to sleep.

Later on, Carface (still uneasy by that "ghostly experience") plays music to chillax, but Sasha takes over the radio and drags him in after playing another bell. She presents herself as the Ghost of Christmas Present and shows Carface a vision of Killer who's testing out a blow torch to gift to his boss, she explains that despite the abuse he gives to his sidekick, Killer loves pleasing his boss simply because "it makes him feel good". Carface also learns that unlike himself, Killer has a Christmas spirit as he sings about how the holiday makes him feel (along with Belladonna who separately sings her own version of how Christmas makes her feel), indicating that he is not such a bad guy after all. Sasha shows him a vision of how Timmy lives his life with his poor family, and how blessed he actually is to have such a loving, understanding family, proven when the mother of Timmy's master, Martha, forgives him for breaking a Christmas plate afterwards. However, Sasha points out that the "few coins" Carface stole from him were meant for his operation, meaning that without proper care, Timmy may not live to see another Christmas. When Carface wakes up to find it was another dream, he bellicosely tries not to pay more attention to them, declaring that he'll still carry out his plans, but then Charlie sucks him into another dream as the Ghost of Christmas future (using a parody of the mask), and teaches Carface in a gospel-style song that all of his wrong-doings will not only cost the life of Timmy, but his own just as well if he doesn't "clean up his act".


Charlie B. Barkin


Carface and Charlie used to be business partners and friends, but his stinginess got the best of him to the point of turning on Charlie at long last, but not directly at first since they were comrades, he tried every devious way to dispense with Charlie without him suspecting Carface as he stated to Killer "friends must be handled in a friendly and business-like way". But as Charlie kept resurfacing, Carface became more and more desperate to dispose of Charlie no matter how he did it. Initially, he sees Charlie as very simple to manipulate as it has been proven many times in other appearances, despite Charlie himself knowing Carface cannot be trusted.

Itchy Itchiford

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Carface is like a hooligan to Itchy. Since Itchy fears him the most, He often times enjoys pushing him around, especially intimidating him, such as in the first film where he cornered Itchy at the bar of their new casino, waved a claw at him in a menacing way, and had his thugs rough him up nearly to death, and in the second film where he frightens Itchy with a mask while he was spooked by the surroundings of Red's shop. The only time Carface shows kindness to Itchy is when he becomes reformed at the end of the Christmas special by giving Itchy as well as Sasha a present after returning the rest of the gifts he stole back to the puppies at long last.

Sasha La Fleur

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Despite treating her no better than the others, Carface is seen to have a slight soft spot for Sasha, like in the TV series episode "The Doggone Truth", despite his mistreatment to her earlier after taking over The Flea Bite , Sasha is the first person he turns to for romantic advice after being duped by Charlie and Itchy disguised as female dogs. It's also hinted that he might even have an attraction to Sasha, proven in the episode "Mission Im-Paws-Ible" where she gets Carface’s attention by seducing him while Charlie and Itchy try to steal back Itchy's stolen collar, and lastly at the end of the third film where Sasha kisses Carface's cheek after being given by him a present when he finally reforms and returns all the puppies' gifts he stole earlier.


Carface killer.jpg

Killer is Carface's henchman, and is often maltreated by Carface and is never given any gratitude, just abuse. And is often accused for things that go wrong, like in the first film when Charlie steals Anne-Marie from him, Carface decides to have Killer slaughtered when he failed to find her, to which Killer tried to save his own life by saying he has a ray gun they can use to shoot Charlie. Also when Charlie stole Anne Marie from him, Carface had a temper tantrum and began throwing things at Killer. But in the Christmas special, it is shown by Sasha that despite the abuse, Killer actually likes doing things for his boss because "it makes him feel good", to which Carface is very shocked by. But even after being reformed, Carface is shown to still somewhat mistreat Killer, making him play the reindeer when he returns with the puppies' presents.


Carface anne marie.png

It's unknown how and when Carface found Anne-Marie, and how long he's known her, but she is revealed to be the secret to Carface's successful business with her ability to talk to animals. But Carface didn't actually care about Anne-Marie at first, only seeing her as his money maker, he would keep her locked away in his basement and deny her access outside at all times (probably out of fear of losing her, like when he had a temper tantrum after finding out from Killer that she's gone), an example of when Anne-Marie asked him if she could go outside, to which Carface tricks her into talking to a race rat first in exchange, only to go back on his word shortly after. But Carface wasn't just downright uncaring to her, as he would get his thugs to feed and tend to her often, trying to keep her alive and fairly comfortable to have her raise his business.


In addition to working for two hellish demons (Red, then Belladonna), Carface has little courtesy for Annabelle despite that she is the archangel dog of heaven, such as at the end of the first film, when he dismisses Annabelle's warning about winding his "life clock" after being killed by King Gator. Like Charlie, Carface tends to underestimate her and has successfully manipulated her before. An example is shown in the second film when Carface fooled her and everyone else in heaven into thinking he "reformed".


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Because of Red, Carface's villain boss status has apparently deterorated, and became his amateurish, fearfulness and clueless lackey (much like Killer was as Carface's lackey). When he stays with Red, Carface is just a little punk, kissing up and grubbing before him as pointed out by David after being kidnapped and used for a ransom. When he avoids Red, he acts as the smooth talking, tough guy he was before, like at the near end of the second film where after Red's defeat, Carface tried to downplay his involvement afterwards, even teasing Red of what he thought he wanted from Carface for his collar, which earns him a trip down to hell along with his master.  But he also appears to be somewhat brainier than Red such as when Red got Gabriel's Horn, he was so overexcited about fulfilling his goal he almost paid no attention to anything else and when Carface saw that Charlie and David were fleeing Red just said "Let them" and Red's behavior was almost similar to an actor who auditioned for a part and got the part (or something similar).


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Carface is not shown to be as fearful of Belladonna as he was of Red despite her being from hell too but is no less faithful (yet awkward) to her.


Timmy is basically the entire reason why Carface changed for the better.


In the first film, Carface was voiced by Vic Tayback, and spoke with a deep gruff voice like a typical mafia or crime boss. He was also constantly seen smoking and his cigar always had smoke coming out of it. But sometimes he took it out of his mouth. Carface proved to be Tayback's final role after he died the next year in 1990 from a heart attack. After Tayback's demise, Carface's voice was taken over by Ernest Borgnine. When Borgnine took over Carface's voice was now softer and less menacing. His cigar often stayed in his mouth but he never smoked it.



  • Carface might not be a dog, but there was some hints at being this demonic face when he revealed a plan to kill Charlie with a gun.
  • He and Itchy are the only characters in the whole franchise to wear clothing. Belladonna and Red wear clothing as well but they don't appear in the first film. Of course, Annabelle also wears a robe in the second film and, occasionally, in the TV series, but she often doesn't wear anything except a necklace and anything to tie her hair.
  • Carface shares His last name from Bill Carruthers, who was one of the two creators of the Game Show, Press Your Luck.
  • Carface is similar to Randall from Monsters Inc:
    • Both are against the protagonist (Sulley and Charlie) to get a young girl (Boo and Anne-Marie) 
    • Both have a foolish wingman (Fungus and Killer)
    • Both get punished in the end by the protagonist.