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Come on, Ash, just give us the girl. We're just gonna end up killing you somewhere down the line, so why not choose to live a bit longer? How 'bout it? Be a good sport.
~ Flagg trying to get Ash to hand him a young girl.

Flagg is a major antagonist in the fourth season of Pastamonsters. He is a sadistic, strict but loyal captain of the eponymous Minions of Zalgo, serving as one of Zalgo's highest ranking henchmen. Flagg is a merciless military captain and brute who derives pleasure from inflicting pain on the weak and oppressing people into Zalgo's servitude. He possesses the abilities of super strength and durability, as well as possessing telekinetic battle armor.

He is almost never seen without his confidant and lieutenant, Stukka.



His origin is unknown, but it was likely Flagg was a member of an alien race that was enslaved by Zalgo. Despite this, Flagg always seemed to be a merciless warrior, this is supported by the fact that he is very loyal to Zalgo and enjoys inflicting pain on others and killing people.

Events of Pastamonsters

Flagg first appears in "The New Girl", where he, Stukka, and a fleet of Zalgo's minions assist X and Shadowlurker in hunting down Jeff the Killer and Ash Graven. When Jeff attacked and kicked Stukka away, Flagg tries to punch him, but the killer caught his massive fist and casually commented on how cool his armor was. A fight then broke out with Jeff and Flagg chasing each other while Flagg fired blasts at Jeff with plasma blasts from his gauntlet, only for Jeff to penetrate his armor using his knife, rendering Flagg's blasts useless. Eventually, Jeff was able to subdue Flagg by pinning him under a pile of rubble. When Stukka attempted to assist his ally, Jeff pinned him under more rubble as well. Jeff begins mocking the two, but Flagg pulled a small stun gun from his belt and shot Jeff out of the building, at which point Stukka mocked him for not doing that sooner, to which Flagg merely said "I hate you".

Flagg reappears as the main antagonist of Ash's story in "The Tales of the Under Realm". In the story, Flagg and his minions decimated a village, slaughtering everyone present and attempted to murder a little girl after killing her family. They track the little girl down and find her with Ash Graven. Flagg orders Ash to surrender the girl and he'll let her leave peacefully, but Ash is determined to make sure no more people suffer from Zalgo's tyranny and threatens to kill Flagg and his men if they don't leave. Flagg and his minions laugh at the thought of a girl beating them. Flagg declares that Ash is no threat, and calls Zalgo on his mobile phone to make a report, but Ash destroys the phone with a dark energy blast.

Ash then attacked Flagg's minions, easily killing most of them. Somewhat delighted with this turn of events, Flagg begins to fight Ash, first by ripping the ground apart from below him and making armor out of the rocks. Ash quickly discovers that Flagg can rebuild the armor easily by grabbing more rocks to replace any part Ash breaks off. Flagg manages to land a hit on Ash, sending her flying back. As Ash attempts to get back in the fight, she suffers a PTSD-like hallucination, this time seeing the rocks around her as the children that Zalgo's minions killed, begging for her to save them from Flagg. Ash pleads for their understanding, which to Flagg looks like she is talking to no one, causing Flagg to think Ash has gone "beaucoup cuckoo". Coming back to reality after Flagg punches her in the face, Ash eventually destroys the rock armor, but Flagg reveals that his suit is his true power. He proves this by pressing a button on his wrist, which summons drones that attempt to kill Ash, before sending rocks at Ash as an offensive move.

While Ash barely dodges Flagg's attacks, Flagg pulls out a futuristic grenade, demonstrating its ability to vibrate at a frequency powerful enough to send Ash flying back. As Flagg fights Ash to a standstill, he gloats over his victory and says he'll take "good care" of the little girl, but Ash throws one of his grenades back at him, sending Flagg flying into a wall, damaging his suit and leaving him unable to fight. Flagg begs for Ash to spare him as she prepares to finish him off, but Stukka manages to buy Flagg time to make a getaway before teleporting away himself.

In "Abducted", Flagg and a band of nameless minions kidnap Jeff while Shadowlurker and Slenderman were having "peace talks". Later in the episode, Flagg checks on Stukka, who is monitoring Jeff in the dungeon. Flagg says that Jeff may not recover, and Zalgo will not be happy. Stukka humors Flagg and says that the mighty Jeff the Killer may not be so mighty after all. Flagg and Stukka both state that they hope Jeff lives so that they can watch Zalgo torture Jeff to death, admitting that it would keep them entertained for a while. Stukka leaves to take a break, leaving Flagg to look over Jeff. Flagg enters the cell to try and wake Jeff up by poking him, but when Flagg turns around to leave Jeff suddenly strangles Flagg, revealing himself to still be alive. Jeff whispers "Back from the dead, motherfucker" in Flagg's ear as Flagg gets choked out. Jeff then grabs a grenade launcher from Flagg's belt and prepares for a grand escape.

In "The Other Side", Stukka sends a Shapeshifter into Proxy Mansion in order to trick Ticci Toby into turning off Proxy Mansion's security systems. The Shapeshifter easily deceives Toby into doing so, and also discovers that Slenderman, Ms. Pencil Neck, and Jeff are out of the mansion on a mission, which the Shapeshifter relays back to Flagg via a communicator. Shortly after, Flagg, Stukka, and their squad arrive at Proxy Mansion and loudly demand that the Proxies hand over the Unwanted House Guest. When he gets no response, Flagg sits back as his men bombard the mansion with grenades, missiles, and various laser guns, destroying a large portion of the complex and causing the Proxies, the Unwanted House Guest, and Ash to duck for cover in the panic room upstairs. After damaging the mansion, Flagg and his men enter the home to hunt down the Unwanted House Guest. Although Flagg made it clear that he only wants the House Guest, the Unwanted House Guest tells the Proxies and Ash that he is lying and wants to kill them all. Despite being outnumbered and outgunned, the Proxies are determined to defend their home and devise a plan to get to the mansion's hidden weapons room located in the basement.

The Proxies and Ash desperately fight through Flagg's minions as they try to get to the basement. The team barely make it to the basement, with Flagg and his fleet still on their trail. Outside, Flagg gives the Proxies one last chance to hand over the Unwanted House Guest, although it is clear that Flagg and his men intend on massacring the group even if they surrender the House Guest. Just then, the Unwanted House Guest yells "Time to face the music!" and the team kick the basement door down, revealing that they are all suited head to toe in military-grade, explosive ordinance disposal body armor and holding miniguns (Ash and Clockwork holding flamethrowers). An explosive fight ensues between Team Proxy and Flagg's team. Due to the Proxies knowledge of their home and their weaponry, Flagg's team begins to become overwhelmed, and Stukka fearfully flees against Flagg's orders, angering him. Flagg decides to destroy the team himself and chases them throughout the mansion and onto the rooftop of the home. Unfortunately, the team begins to run out of ammo and weapons as anything in their arsenal is completely useless against Flagg's advanced armor. Before Flagg can kill them, Ticci Toby stupidly reveals that the Proxies have most of the Multiverse Crystals in Slenderman's vault. Before Flagg can run off to take them, BEN and Hoodie appear from behind with massive bazookas and blast Flagg into the atmosphere resulting in a massive explosion in the sky.

In "The Resistance", it's revealed that Flagg survived, but his armor is destroyed, causing him to discard it and revealing him to be a very small alien the whole time. Upon awakening in a ruined city, he happily proclaims himself to be alive but found out his armor was broken and he was unable to contact Zalgo to tell him about the Proxies having most of the Multiverse Crystals in Proxy Mansion. Flagg claimed it was no big deal, deciding to walk his way to Zalgo's lair. On his adventure, he found a touring spaceship which he decided to use to reach Zalgo, but is delayed by a sailor because the rules were no small people could board the ship. However, Flagg managed to get on the ship after many failed tries by having another guy with a head small enough to fit Flagg to be "his body".

While relaxing on a beach chair, Flagg rudely asked a female alien for a drink, thinking she was a waitress. Offended, the alien called Flagg a "Shrek-looking motherfucker" and stomped on his head. Recovering, Flagg then found a telephone booth while onboard the ship and went to call Zalgo. Zalgo does answer, and as Flagg told him about the Multiverse Crystals, Zalgo can't hear him because of all of the incessant chatter going on the ship carrying crowds of tourists. Frustrated, Flagg lashed out at the dog passengers talking and told them to shut up already, and before he can finally tell Zalgo, one of the dogs grabbed Flagg (Zalgo hanged up the call afterward) and threw him into the airlock, where Flagg was sent into space.

In "The Truth", it is revealed that Flagg somehow took control of a spacepod, and was flying through space while jamming out to Earth tunes. He finally arrived at a Zalgo-controlled planet, where he found a portal to the Pit and calls for his master, who refused to talk to him at first but after Flagg promised that it was good news, Zalgo reluctantly gave in. Flagg proudly informed the Master of Darkness that the Proxies have nearly all the Multiverse Crystals in the mansion, which Zalgo can take if he and his minions desired. Suspecting it's too good to be true, Zalgo starts crushing Flagg to force him to bet his life that he is right, which Flagg eventually does. Zalgo excitedly went to a magical screen which he uses to spy on the Proxies, only to realize the Proxies and the Unwanted House Guest have put a Zalgo-proof shield around Proxy Mansion, meaning neither Zalgo nor his minions can ever get in. This causes Zalgo to turn back at Flagg, and before Flagg could explain himself, Zalgo vaporized Flagg with heat vision, killing him.

In "Legends of the Multiverse Part 8", Flagg is revealed to have somehow survived (as well as repair his armor) and participated in the Battle of the Multiverse on Zalgo's side. During the battle, Flagg and Stukka teamed up to take down Eyeless Jack, even coming close to killing Jack, but Flagg's killing blow was prevented when Jeff arrived and kicked Flagg to the ground, and then cut Stukka's legs off with the Sword of Splendorman, causing the demons to fall next to each other. Before the two could stand again, they were brutally crushed to death when Enderman, piloting the massive robot "Demon-Slayer", accidentally stomped on him, pressing down on the two and killing them once and for all.


Flagg is an aggressive, strict, commanding and remorseless captain who demands that his men follow his orders in a merciless manner. In his spare time, Flagg finds enjoyment in massacring villages, enslaving and oppressing weaker beings, and forcing people into Zalgo's army by threatening to have them and their loved ones killed. Even disregarding the fact that he is a murderous tyrant, Flagg is just a very unpleasant individual and expects everyone around him to be subservient to him, as shown with his behavior around the tourist group.

Flagg is also very sadistic, as he shows no remorse for killing his victims (some of which were children), and said that he would enjoy watching Zalgo torture Jeff to death once Jeff recovered from his injuries. In "Tales of the Under Realm", Flagg even admits that he massacred a village simply because he and his men were bored and needed something to do. Furthermore, he is not above lying and does not tolerate failure or being mocked as shown through his interactions with his men and Jeff. Also, Flagg is not above cowering for his life when faced with death, as shown when he begged Ash not to kill him by weakly claiming that he was just following Zalgo's orders, even though he obviously destroyed the village for fun rather than merely following Zalgo's orders, which he even said to Ash prior to the fight.

Flagg is also remarkably arrogant, as he usually underestimates his enemies and tends to exaggerate his overall importance to Zalgo's army. He constantly boasts about being Zalgo's top henchman, even though "The Resistance" shows that he's not even in Zalgo's top #10 best henchmen. His 'headliner' status makes him even more arrogant, which is shown when whilst relaxing on a sun chair, he orders what he assumed was a waitress to get him a drink, much to her anger.

Flagg is shown to be misogynistic, as he laughs raucously when Ash Graven challenged him, mocking that a "girl" could beat him in a fight. Flagg is also incredibly xenophobic against many races, as he insults a group of dog-like aliens by calling them slurs such as "Rover", "barking" and saying "go get somebody their slippers". He also remarks on humans and Serepentians with disdain, especially when he says "we have found the meatbag human and the Serepentian scum".

While very arrogant and vile in nature, Flagg does maintain some sense of morals and loyalty. He is extremely straightforward, empathetic, and loyal to Zalgo, as he always wants to please him, making him one of the few minions of Zalgo who truly reveres his master. Along with this, Flagg is shown to be genuine friends with Stukka, with the two often joking around each other when not on jobs.


Flagg appears to be a giant, green, hulking alien wearing robotic armor. He has dark lime-colored skin, yellow eyes, misshapen teeth, and the insides of his mouth are purple. He also wears futuristic, purple armor with blue and dark blue accents. Although the armor makes him look like a giant, it is revealed that Flagg is actually a really small alien with stubby legs and arms and an oversized head.


Well, well, well! Look who it is! Ash Graven of Serepentis. We didn't expect to see you here! Then again, where would you be since your planet went kaboom? (he and his minions laugh, Flagg points to the destroyed village) Do you like what I've done with the place? Sorry if we offended you, me and my men were bored and we needed something to do. Right boys? (he and his men cheer) Unfortunately for you, me and the boys have a "no survivors or witnesses" thing going on, but I'll be happy to let you go if you hand over that girl.
~ Flagg to Ash Graven.

Flagg: So, let me get this straight. You, a little girl, think you can stop this whole militia?
Ash Graven: Yep.
Flagg: ...HAHAHAHAHAAAAAAA!!!! (Flagg's minions laugh with him) SHE THINKS- SHE THINKS SHE CAN STOP- PFFFHAHAHAHAAA!!! Comedy gold!
Flagg Minion #1: (is far away in the back) What are they laughing about?
Flagg Minion #2: I dunno... Dogs?
Flagg Minion #1: I love dogs! Is it lunch already?
Flagg: (on his knee from laughter) WOO!! OH! OH MY GOODNESS!!! Whew! (Ash looks at Flagg with a bored look) ...HAHAHAHAHAAA!!!! (beats his fist on the ground with laughter) Whew. (stands back up) Anyway, a little thing like you can't stop this whole army. We're gonna rip you apart in a bunch of pieces, and then we're gonna take that little girl and rip her apart into even more pieces!
Ash Graven: I'm waiting.
Flagg: (starts scowling) Alright, you just stand there for a while I make with the phone and call Zalgo. (Flagg takes a smartphone from his wrist and dials a number)
Zalgo: (on the other line) WHAT?!
Flagg: Zalgo, my dude! How's it hangin', boss? Guess what I f- (Ash destroys Flagg's phone with an energy blast)
~ Flagg and his army before fighting Ash.

Guess you aren't as delicate as you seem, eh? Well then, let's dance.
~ Flagg to Ash Graven after she killed his entire army.

That Serepentian has gone beaucoup-cuckoo.
~ Flagg while watching Ash hallucinate.

You know at first I wasn't crazy about the Princess Bubblegum haircut, but I am grooving on the gear.
~ Flagg casually talking to Ash mid-fight.

There might be a slight ringing in your ears, but I'll have you dead before it gets too painful.
~ Flagg before attacking Ash with a sonic grenade.

Dig that beautiful sound, babe!
~ Flagg to Ash.

Awww, girl, don't cry yet. I told you, I'm Zalgo's favorite. No one fights like I do. NO ONE!
~ Flagg after attacking Ash with a sonic grenade.

Well, it's been fun, girl, but I've got to move on. And don't worry, I'll take good care of the kid!
~ Flagg to Ash Graven.

Hold up! Hold up! Hold up! Okay, okay, okay, I give up! I give up! Come on, Ash! Please don't hurt me! I was just following orders! You can't do this to me! This job is my life! It means everything to me! You don't know what I've done to get here! The lies I've told! The lives I've RUINED! ...This isn't helping me.
~ Flagg as Ash Graven prepares to kill him.

Now, don't get too friendly with each other; Zalgo is gonna make you fight each other for the right to be in his army. Some of you will probably die. Some of you will probably be forced to kill the ones you love. But, if you pass the tests, you get treated real good; free drinks from Zalgo's fire pits.
~ Flagg talking to rookie demons.

Flagg: Zalgo sounded pissed.
Stukka: It's all good. I've been reading into this and I've already sent one of his shapeshifty guys to the mansion.
Flagg: Since when have you been reading about this?
Stukka: What?
Flagg: You said you were "reading" into this. I didn't know you could read.
Stukka: (offended) I read.
Flagg: Porn doesn't count.
Stukka: Screw you, man.
~ Flagg and Stukka bantering to each other.

Flagg: Last chance, Proxies. Surrender the House Guest or we'll have to come in and show you a good time!
Stukka: And by a "good time", he means we're gonna murder you!
Flagg: Did you really have to explain that?!
~ Flagg and Stukka.

Alright, you pathetic worms! Don't say we didn't warn you! MEN! Open fire on my mark. Five... Four... Uh... Eleven? No, three! Six? Uh... Oh, just let 'em have it!
~ Flagg ordering his men to attack Proxy Mansion.

Stukka: (sees BEN's hat on the floor and puts it on) Cool. (turns to Flagg) Hey, how do I look?
Flagg: Like an idiot.
Stukka: Oh, I don't know, maybe it'll keep me dry in the rain.
Flagg: Stay focused, you moron! Didn't you hear Zalgo? After we're through getting the House Guest, we're gonna kill the others to remind Slenderman who's boss. Then they're dead, Slenderman finds their bodies, he cries, boo-hoo, Zalgo kills him. End of story.
Stukka Oh! Cool. I love our job.
~ Flagg and Stukka while hunting the Proxies in Proxy Mansion.

I'm gonna gouge your eyeballs out and rip you limb from limb, you miserable WRETCHES!!!
~ Flagg while chasing Team Proxy.

I'm alive! Doo-doo-doo! I'm alive! I'm alive! Oh, right. Those Proxy schmucks broke my phone. I gotta tell Zalgo that they have those crystals. No biggie! Guess I'm jogging my way there!
~ Flagg recovers that his injuries.

(panting) All this walking is hard on my dick.
~ Flagg after jogging miles.

Whoa, what a freak. Looked like a talking penis.
~ Flagg about an alien.

Feast your ears on this. I mean, do you even have ears? Like, can those horn things even hear?
~ Flagg to Zalgo.

Dig this, boss. Slenderman has all the multiverse crystals in his vault, just ripe for the picking. We could assemble an army at their base and take it all for ourselves!
~ Flagg informs Zalgo of the news.

Oh, but, Master I...
~ Flagg seconds before being killed by Zalgo.


  • In Flagg's original death scene, instead of being stepped on by Enderman, Ash was going to kill Flagg by flying down from the sky and landing on his neck so hard that it decapitated him.
  • He has a smartphone that has a speed dial that allows him to contact Zalgo immediately. This allows him to communicate with Zalgo anytime he wishes while Shadowlurker has to use magic to do so.
  • Like most of Zalgo's high-ranking henchmen, he has a pet dragon, who he named Snowball.
    • Snowball's name is slightly ironic, as he is a black dragon, whereas snowballs are usually white.
  • His name is derived from the Stephen King villain, Randall Flagg.
  • Jeff jokingly states that Flagg and Shrek could be the same race due to their similar appearances.
  • He is considered one of Zalgo's strongest minions, as he is one of the only ones to give Ash Graven a difficult fight, the other being the Shadowlurker.
  • There are many inconsistencies regarding Flagg's height. In most instances, he is very tall, with most characters only reaching his shins. But in some cases, such as when he is chasing the Proxies and their allies in "The Other Side", he is so large that he can't even stand upright while inside Proxy Mansion and can crush characters under his hand. It's possible that Flagg's armor can change sizes depending on the situation he's in.
  • In "Tales of the Under Realm", Flagg is given a rather intellectual and sophisticated voice and speaking pattern, yet in all his other appearances, he sounds more oafish and slow-witted, probably to match with his appearance.
  • In the original draft, Flagg was going to be the one who killed Harp Graven. The reason this was changed was most likely to make Ash and Zalgo's relationship more personal.


           Pastamonsters Villains

The Proxies
Minions of Zalgo
The Bleeders
Ku Klux Klan

Slenderman and the Proxies
Slenderman | Mr. X | Jeff the Killer | BEN Drowned | Ms. Pencil Neck | Eyeless Jack | Natalie Clockwork | Ticci Toby
Enderman's gang
Enderman | B.O.B | The Rake
The Pit
The Great Lord | Zalgo | Shadowlurker | X | Flagg | Stukka | Septim
Aton's Forces
The Bleeders
Laughing Jack | Angel Knives | David | The Mole
Ash Graven | The Unwanted House Guest | Grinny Cat | The Stiltwalker | The Strider | Scorpion | Dr. Applecheek | Grinny Cat | The Showman | Officer Gutierrez | Mancala | Fear | The Hag | Evil Jeff | Colonel Blackheart | President Bush | Malitch | Mayor Bigmouth | Laughing Jack Jr. | Frowning Jack | King of Serepentis

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