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"It doesn't matter who's on the throne...I govern."
Otto von Bismarck

For the Trope Namer Fairy Tale, see here. For the film about the Shrek character, see here.

Sometimes a Poisonous Friend's chief weapons are plans. Sometimes there's a Man Behind The Magnificent Bastard. In those cases, the result is a Puss in Boots.

The Puss in Boots is a master of these tactics who could easily overthrow his or her boss, but who remains fiercely loyal to said boss, for diverse reasons. This counts double if the master of the Puss in Boots is a Badass or a Strategist in his own right. In this case, the Puss in Boots is an Infinity Plus One Tactician.

If the boss is an idiot or otherwise incompetent, this overlaps with Hypercompetent Sidekick. See also Battle Butler, Sidekick Ex Machina and Guardian Entity.

Examples of Puss in Boots include:

Anime and Manga

  • In Legend of Galactic Heroes, Kircheis, and later, Hilda serve as Reinhart's Puss in Boots: both have Reinhart's trust, and both save his life Hilda manage to Out Gambit Yang, who just managed to Out Gambit Reinhart: Demonstrating that she is the smartest Chessmaster in a series full of them, way to go, Fraulein
    • Then, Yang is a subversion of this trope: He never wanted to be more than the Puss in boots of the Alliance, but its inept and corrupted politicians, fearing his popularity, and unable to see the man's selflessness, never believed he was content with his role and kept triying to constrain him, causing their own doom
  • Askeladd to Canute in Vinland Saga.
  • Fullmetal Alchemist features Maes Hughes filling this role to Roy Mustang's Badass Strategist. Roy Mustang even lampshades this in the aftermath of Hughes's funeral.
    • The only character who could be said to supersede Hughes in that department would be Riza Hawkeye, Mustang's adjutant/bodyguard/secretary/oldest friend/second-in-command. Literally her entire life is dedicated to protecting Mustang and helping him reach his goals; her loyalty is so far beyond question that Mustang has appointed her to shoot him in the back if he ever strays from the righteous path.
  • In Yu Yu Hakusho, Kurama is much more cunning and ruthless than the other members of the Tantei (even Hiei balks at the idea of facing off against him), but remains fiercely loyal to the team.
  • Bleach featured Gin who was absolutely loyal to Rangiku. He spent a hundred years earning the trust of Aizen just to get revenge for one of Aizen's flunkies hurting her.
  • One interpretation of Yui Ikari is that she was one of these, since a flashback at the end of the series hints that she knew far more about what was going to happen than she let on.
  • General Blue of Dragon Ball is shown to be this to the Red Ribbon Army and Commander Red. Blue possessed superhuman endurance, superhuman strength, possibly superhuman speed, and Psychic Powers. Because of this, he could easily take over the Red Ribbon Army and dispose of Commander Red and Staff Officer Black if he so desired. Instead he follows their orders to the letter.[1]

Comic Books

  • Batman to Superman in the Justice League. Superman's still stronger, faster, tougher, more intelligent, more durable, just as determined and a better leader but Batman is capable of taking down pretty much anybody on Earth, if need be.


  • Torture Garden featured a variation on the Puss in Boots theme. The twist? The cat was a demon that needed to be fed human heads to make his master rich.
  • Alas, Puss in Boots from the second and third Shrek movies is not, in fact, a Puss in Boots.
    • He is an intellectual badass and excellent fencer who remains fiercely loyal to Shrek, he just doesn't use any of his skills to set Shrek up in any position of power, probably because Shrek isn't interested in ruling anyway.


  • The Fairy Tale Puss In Boots is Older Than Steam.
  • Similarly, Mercedes Lackey's novel Reserved For The Cat is based off of the fairy tale.
  • The Puss In Boots-inspired Maurice of the Discworld novel The Amazing Maurice And His Educated Rodents combines this with Jerk with a Heart of Gold.
  • Capt. Dudley Smith from James Ellroy's L.A. Quartet, and, of course, the motion picture L.A. Confidential, is both a Magnificent Bastard and a Puss in Boots. He may not be the Chief of Police but he is both clever and manipulative, making the Los Angeles Police Department serve his ends.
  • Before the prequels revealed the utter depth and breadth of Palpatine's Evil Plan, Grand Admiral Thrawn was often seen this way by fans. Thrawn was loyal to the Emperor, and seemed to be a much better plotter.
    • With the complete story of Palpatine's rise on the table, it was more like they were equals, but in different areas- Palpatine was the master of political and personal manipulations, while Thrawn was the master of military strategy.
  • In Isaac Asimov's Foundation novels, Bel Riose apparently exemplifies this trait so thoroughly that his emperor, Cleon II, is later remembered merely as "Riose's Emperor." Much like the character's real-life inspiration, Belisarius, this results in his recall. Unlike Belisarius, however, Riose is executed for treason.
  • Rana Sanga is this to Damadora in Belisarius Series. Aide is this to Belisarius. Irene is not only Kungas' Puss in Boots she is his wife.
  • In the Harry Potter series, Snape is this for Dumbledore - and he'd be the Hypercompetent Sidekick, if not for the fact that Dumbledore is the most ridiculously powerful and cunning wizard alive. Of course, Dumbledore manipulates Snape rather shamelessly, and Snape has his own reasons for working for him, but they nonetheless seem to be friends.


  • Noah Bennet, from Heroes, after the reveal that his Magnificent Bastardry is to protect his daughter, Claire.
  • This is arguably the role Spock plays in Star Trek: The Original Series. While Kirk is shown to be a competent leader, Spock is physically stronger, more technically knowledgeable, and has telepathic abilities.
    • Fits even better in the Mirror Universe. Mirror Spock could easily take over Mirror Kirk's role as captain, but is content to stay as first officer as it means he's a lesser target for assassination.
    • Fits better still with the 2009 reboot, as Kirk has yet to develop his legendary leadership abilities (or for that matter much basic competence) while Spock is easily the most competent officer all around aboard the Enterprise.
  • Sir Humphrey Appleby from Yes Minister occasionally serves this function for Jim Hacker (when he isn't secretly undermining him).
  • Barney from How I Met Your Mother, though his schemes mainly involve getting Ted laid.
    • Mainly Ted getting laid?

Video Games

  • In every Suikoden game, the tactician is the Puss in Boots of the Tenkai Star. In all games except the third, the hero leads the field operations while the Strategist devises the plans. In Suikoden V, if the player gives the good answers in some discussions, the Tactician will even claim that she is impressed by the intelligence and insight of the hero, which puts more emphasis on the fact that the Prince is not merely a figurehead.
  • In Final Fantasy XII, Cid is the Puss in Boots of Vayne, while Venat is the Puss in Boots of Cid. On the other side, we have an aversion in Vossler, who wants to be Ashe's Puss in Boots, but end up betraying her and loses his life for it and a subversion in Larsa, who does not serve Ashe, but helps her regain her throne because he feels that an independent Dalmasca serves the interests of Archadia.
  • In Final Fantasy VI, Kefka reveals himself to be this to Emperor Gestahl. Or so it would seem.
  • In Dragon Age: Origins, if you want Alistair on the throne you pretty much have to play this. Against his resistance every step of the way. Or, if you're a Human Noble, you may just take it yourself.
  • In the Sam and Max games, Max is perfectly content to let Sam be in charge of their duo, despite Max gradually gaining more and more power, both political and supernatural.
  • Fallout: New Vegas has Yes Man, an A.I who is programmed to follow the orders of anyone who gives him orders and has masterminded a plan involving the usurping of Mr. House and taking over Vegas in his place, free from the influences of the NCR or Caesar's Legion. While he starts off as Benny's henchman, he can be found by the Courier, at which point he'll gladly shift alliances once Benny's out of the picture for good. At no point in the game does Yes Man actively conspires against the player and will even force himself to accept counter-productive actions that he personally thinks is detrimental to his overall plans. Even in the ending when he states that he found an upgrade that allows him to be more "assertive", it's only meant to make sure that he can monitor Vegas by himself without someone else stumbling upon him and pulling the same thing on you.
  • Mega Man X: The main protagonists of the franchise are this. X and Zero are more than capable of taking down some of the most ungodly-powerful foes on earth alone, and because of it are very well established in the chain of command. However, they still answer and take orders from the Maverick Hunters' supreme commander, Signas, who is said to be as good in combat as his predecessor, Sigma.
  • Fenrich from Disgaea 4: A Promise Unforgotten is an unrepentant, scheming Manipulative Bastard - it's just that all his plots and ambitions are not for himself but for his lord Valvatorez, to whom he is impossibly loyal to.

 Hugo: Werewolf, what about you? I assume you're the man behind this conspiracy.

Fenrich: My scheming is only made valid by my master's presence. I cannot claim credit for it.


Western Animation

  • Gargoyles: Even Xanatos himself has one. Towards the end of the series, it is revealed that his assistant Owen Burnett is actually the powerful fairy Puck. Oddly enough, he remains a loyal servant and even friend all the way. His official explaination is that "Xanatos is many things, but never boring."
  • Transformers: In the 80s "post Movie 2005 era cartoon" Cyclonus was easily this to Galvatron. Galvatron at least could lead by example as he had the unrestrained gung ho and toughness needed in a fighter. And he certainly wasn't afraid of rushing headfirst into the thick of battle with no regard for his own safety. Cyclonus, however, was more intelligent, careful, calmer, saner, less violent, and wasn't prone to beating his subordinates around. Cyclonus also knew how to plan strategically and act in purely diplomatic situations. In most of the situations where the Autobots and Decepticons were required to join forces and work together, the involved Decepticons were under the command of Cyclonus. Possibly, Cyclonus insisted on preserving Galvatron's leadership due to their connection with Unicron. After all, they are his creations and when Unicron decides that Cyclonus is fit to replace Galvatron, he will let Cyclonus know.
  • Transformers Prime gives us Soundwave, who was essentially The Dragon to Megatron (until Dreadwing showed up). Soundwave not only keeps an eye on everything, he's also feared by almost everyone (with Airachnid learning exactly why you shouldn't pick a fight with him), to the point where Starscream kept trying to tiptoe around him/gain his approval whilst attempting to usurp Megatron. Also, according to one of the background novels, Soundwave almost bested Megatron in gladitorial combat. Megatron.

Real Life

  • Reinhard Heydrich, the head of the infamous Wannsee Conference planning the Holocaust, was the right hand of Reichsfuehrer-SS Heinrich Himmler who would've been barely able to survive inner-Nazi rivalry without his loyal Reinhard.
  • This is often Truth in Television in monarchies, when the king sits on his throne and the Chancellor, Steward, Prime Minister, or other top servant of the Crown actually runs things, as seen in the quote above.
  • This is arguably a good summary of how the government of the United Kingdom is run. While the reigning monarch is technically the head of state and the church in name, the elected ministers are the ones who have all the power.
  • William I of Imperial Germany had this relationship with both Bismarck and Von Moltke. They were more competent then he, being Consummate Professional's at the crafts of scheming and slaying respectively. However William was reasonably competent himself, sensible enough to use their talents effectively and a skillful enough leader to keep them working together instead of at cross-purposes.
  • Zhuge Liang, strategist extraordinaire for the kingdom of Shu. With his incredible knowledge of both military and political strategy, he could EASILY have become ruler of Shu and unified all of China. However, he was loyal to Liu Bei even beyond his master's death.
  • Flavius Belisarius was a Byzantine general whose immense skill left the Empress Theodora in constant fear that he would stage a coup, resulting in Emperor Justinian frequently recalling him right in the middle of a campaign.
  • Luddendorf to General Hindenberg in World War I.
  1. Of course, had he lived long enough to learn about Commander Red planning to use the Dragonballs to make himself taller, he probably wouldn't mind partaking in a big The Dog Bites Back moment.