Spy Guy comes with a wide range of disguises (including a Raisin wig, Ditz' hat, and a complete Balthazar costume). He imitates other toys' voices fluently. When Penny and Simon decide to return Spy Guy to the store - they did not expect him to be a bear - he tries to switch places with Balthazar in order to stay in the playroom. The puppet of Spy Guy was used in other episodes as a younger version of Balthazar, in flashback sequences.