This past weekend, I had the pleasure of watching Guardians of the Galaxy a couple of times. Going in there, I knew that I was going to love the wonderfully flawed characters. I just didn’t realize how much and who would be getting most of my affection. While I really wanted to include Drax and Groot on this list, they were part of an ensemble. They did, however, inspire me to create a list full of some fantastic, scene-stealing secondary characters. You know those guys. The ones you can’t help but watch during their brief appearances on screen. The ones you’ll occasionally remember more vividly than the protagonists. Before I begin, I just want to give Micah and Mac a huge shout-out for helping me compile this list. It would be nothing without their assistance. Without further ado, let’s get this party started.

11. Admiral Greer in The Hunt for Red October


I always knew I was going to include someone from The Hunt for Red October on this list. It’s one of my most favorite movies, after all. In the original list, this spot had been taken by Captain Vasili Borodin (Sam Neill). The more I thought about it, the more I realized that he was more of a main character. The real scene-stealer was the fantastic Admiral Greer (James Earl Jones). He’s not on screen for very long, but he’s such a powerful presence and has such a fantastic line, “I was never here and this never happened.” I remember, Admiral. I’ll always remember.

10. Baby Herman in Who Framed Roger Rabbit

baby herman

A foul-mouthed adult male stuck in an baby’s body, Baby Herman (Lou Hirsch) was an unexpected delight in Who Framed Roger Rabbit. Really, who could forget the cigar-puffing sexist with an angelic face? Quotable, cute, and so messed up, Baby Herman really was the movie in a nutshell.

9. Frank the Pug in Men in Black


In a movie about aliens, Frank (Tim Blaney) was one of the last things anyone really expected to come across in Men and Black. An alien who looks like an adorable pug, Frank was so well-received by audiences that he got an upgrade and a suit in the film’s sequel. All I remember was just how amusing it was to watch Agent K (Tommy Lee Jones) shaking down Frank for information. Yeah. Those were the days.

8. Captain Koons in Pulp Fiction

Captain Koons

I don’t really see the need to explain why Captain Koons (Christopher Walken) was chosen for this list. His memorable monologue in Pulp Fiction still hops around my memory and the memories of my friends. I’m certain that we all looked at our watches a little differently after seeing this movie. Who would blame us?

7. Carpet in Aladdin


Most everyone on this list got to where they are due to memorable lines, but what about the characters who don’t speak? Carpet, from Disney’s Aladdin, didn’t need to say anything to make itself understood. Carpet was just a sassy magic carpet who was as willful as any other character on that screen. When Carpet was attacked at the end of the movie, I think everyone let out a protest. Thankfully, everything ended happily, even for our favorite rug.

6. Rool and Franjean, the Brownies in Willow


We’ve already established my love of Willow in a recent review. It seemed only natural to include the Brownies I neglected to mention. Rool (Kevin Pollak) and Franjean (Rick Overton) were tasked with assisting Willow on his quest. They drank, they fought, they got lost, they nearly got killed, but they were always hilarious.

5. Ruby Rhod in The Fifth Element

Ruby Rhod

Of all of the characters one could adore in The Fifth Element, Ruby Rhod (Chris Tucker) was one of the most surprising. A lascivious space radio personality with a huge ego and hilarious timing, Ruby is just completely unforgettable.

4. Peter in Death at a Funeral


Before he was Tyrion, Peter Dinklage had many roles. His most memorable, in my mind, was Peter, the funeral crasher in Death at a Funeral who had some surprising news for the protagonists. It was a role that he played so well that they had to cast him again when they attempted to remake the movie back in 2010. The less said about the remake, the better. I never saw it, but I’m sure that Peter was still one of the best things about it.

3. Dug in Up


When I introduced a friend of mine to Up, I remember reassuring him that it was going to be a happier film than its first fifteen minutes would suggest. He was not disappointed. Afterward, I remember always thinking of that friend of mine as Dug (Bob Peterson), the dog with a translator who only wanted love and approval. And squirrels. There are just so many reasons why Dug steals scenes and hearts, I just wish I had the words to – squirrel!

2. Bill Nighy in Shaun of the Dead, Hot Fuzz, Hitchhiker’s Guide to the Galaxy, Wrath of the Titans

With Marlin Freeman and Steve Koogan in Hot Fuzz.

Whereas everyone here is listed by character name, Bill Nighy gets his own entry. An actor with incredible range, it seems that a chunk of his career has been spent stealing scenes as a secondary character in films. He’s easily one of the best things in Wrath of the Titans and is Micah’s favorite thing about The Hitchhiker’s Guide to the Galaxy. He’s also fantastic in Shaun of the Dead, Hot Fuzz, About Time, and, well, anything he’s in.

1. Agent Coulson in the Marvel Cinematic Universe


No list of scene-stealing movie characters would be complete without the original Agent of S.H.I.E.L.D. himself, Agent Phillip Coulson (Clark  Gregg). After his first appearance in Iron Man, Coulson became a fan favorite and has appeared in all of the Marvel Cinematic Universe films until (SPOILERS) his death in Marvel’s The Avengers. Death could not stop Phil Coulson, though, and he was resurrected and given his own TV show in “Agents of S.H.I.E.LD.” (END OF SPOILERS) With a touch of altruistic everyman and amazing efficiency all wrapped up with deadpan humor, Agent Coulson is an inspiration to us all.

*Special Note:

It occurred to me after I finished compiling this list that it was filled with nothing but male characters (and a carpet). Therefore, I’m going to see what I can do about doing a list of scene-stealing ladies in the future. I’m open to suggestions. Just remember: I only list things from properties I’ve seen.