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Billy, Goat, and Gruff are minor characters in the Disney/Pixar Toy Story franchise, and supporting characters in Toy Story 4. They are three porcelain sheep joined together and sometimes mistakenly believed to be a single sheep with three heads. The sheep are always wandering off and enjoy causing mischief and when they do, they can only be stopped by their shepherdess, Bo Peep.



The sheep are loyal, curious, playful, and mischievous.


Toy Story

In the first film when Andy has set a stage portraying Mr. Potato Head as One-Eyed Bart, he threatens to have the sheep run over if Bo Peep doesn't keep quiet as he 'robs' the bank. Later when Woody gathers the toys for a staff meeting, Bo Peep pulls Woody over and thanks him for saving her sheep then asks if he'd like her to get someone else to watch them that night, (meaning she wants the two of them to go on a date). Later in the film, Bo is stroking their heads when Hamm tells the toys that he sees Woody next door. In the end, the sheep are seen above Woody and Bo Peep with a branch of mistletoe.

Toy Story 2

The sheep are first seen returning with Bo from searching Molly's room for Woody's hat. Bo goes to calm Woody down and is about to kiss him but is interrupted by her sheep who are playing tug-of-war on a video game controller with Rex, prompting her to whistle to attract their attention.

Toy Story 3

Like Bo Peep and the other toys in Andy's room, the sheep were given away. Unlike their shepherdess, however, they didn't appear in any home footage at the beginning of the film. Their disappearance along with Bo, as well as their time spent away from Woody and the gang is explained in the short, "Lamp Life".

Toy Story 4

In Toy Story 4, the sheep return with Bo Peep and play a major role in the progression of the film. As shown in a sneak peek, their names are revealed (from left to right) as Billy, Goat, and Gruff, in addition to all being female. Woody is surprised to learn their names, expressing how Bo Peep never told him, but she counters that Woody never asked. When Bo tries to persuade Woody to come with her when she and her sheep are being given away, the sheep make room for Woody in the box (which shows that even they want him to join them), but Woody decides to stay with Andy.

Along with Bo Peep they left the antiques store they were sold to to live a life of adventure. They now have several stickers on them due to having suffered a couple of cracks and scratches. The sheep help Bo collect random objects to use for repairs in case they or any of the lost toys they are helping get damaged. When Woody is reunited with Bo at the playground, the sheep are thrilled to see him. They tackle Woody to the ground and begin licking his face in joy, until he reveals he cannot remember their names and thinks they are boys. They are not impressed at first but all is forgiven almost instantly. The sheep then bring Bo a safety pin which she adds to her collection and then a bottle cap which she rejects. As Bo is whispering things to Giggle McDimples, the sheep bring Woody other objects that they find, such as a straw and a red band-aid. When Woody mentions Molly the sheep get excited until he tells them that Molly isn't here which saddens them. He strokes their heads as he tells Giggle about when Bo belonged to Molly. The sheep take part in the drama with The Bensons in retrieving Forky from Gabby Gabby. When Woody is grabbed and carried off by one of them, Bo and her sheep give chase. The sheep bite down on Benson's back end and Bo uses her staff to knock something over that falls on top him and frees Woody. The sheep remain clinging to Benson's back end until Bo and Woody come back for them and Bo tells them to let go. But then more intense drama breaks out, during which time the sheep end up with another injury. In the end, as Woody is about to head home, the sheep nudge him, for they are sad that he is leaving. He tells the sheep to take care of Bo, but eventually Woody changes his mind about going back. It can be assumed that the sheep were overjoyed when they found that Woody had decided to stay with them and Bo.



  • Billy, Goat, and Gruff went unnamed until Toy Story 4, where they not only received individual names, but were also revealed to be female.
    • Their names are a reference to The Three Billy Goats Gruff, a Norwegian fairy tale about three male goats who must outsmart a troll in order to cross a bridge.
  • In the fourth movie, they have gone through a design change and have shorter noses and appear slicker.
  • In Disney Magic Kingdoms, Bo Peep mentions during a quest that they can't stand the smell of cheese.

v - e - d
Films: Toy Story (video/soundtrack/The Legacy Collection) • Toy Story 2 (video/soundtrack) • Toy Story 3 (video/soundtrack) • Toy Story 4 (video/soundtrack) • The Adventure BeginsBuzz Lightyear: Mission LogsToy Story of Terror! (soundtrack) • Toy Story That Time ForgotForky Asks a QuestionLamp LifePixar Popcorn (To Fitness and BeyondFluffy Stuff with Ducky & Bunny: LoveFluffy Stuff with Ducky & Bunny: Three Heads) • Lightyear (video/soundtrack)

Television: Buzz Lightyear of Star CommandToy Story TreatsToy Story Toons (Hawaiian VacationSmall FryPartysaurus Rex)
Video Games: Toy Story: The Video GameToy Story 2: The Video GameToy Story 3: The Video GameToy Story: Animated StoryBookToy Story: Activity CenterToy Story 2: Activity CenterToy Story RacerToy Story Mania!Toy Story: Smash It!Toy Story Drop!Kinect Rush: A Disney/Pixar AdventureDisney InfinityDisney Crossy RoadLEGO The IncrediblesKingdom Hearts IIIDisney Emoji BlitzDisney Heroes: Battle ModeDisney Getaway Blast
Books: The Art of Toy Story 3The Toy Story Films: An Animated JourneyThe Art of Toy Story 4The Art of Lightyear
Cancelled projects: Circle 7 Screenplay

Disney Parks
Toy Story LandToy Story HotelAlien Swirling SaucersBuzz Lightyear's Space Ranger SpinCarnival CorralThe Magic of Disney AnimationGarden of the Twelve FriendsGames of Pixar PierIt's a Small WorldJessie's Critter CarouselPLAY!Pixar Pal-A-RoundRC RacerSlinky Dog DashSlinky Dog Zigzag SpinToy Soldier Parachute DropToy Story Midway Mania!Woody's Round-UpWoody's Roundup Village

Entertainment: "A Whole New World" A Magical Disney Songbook 2Disney's Showtime SpectacularFantasmic!Horseshoe RoundupMickey and the Wondrous BookMickey presents: “Happy Anniversary Disneyland Paris”Mickey's Magical Music WorldOnce Upon a MousePixar Playtime PalsThe Golden MickeysToy Story: The Musical
Restaurants: Alien Pizza PlanetToy Box CafeToy Story Pizza Planet ArcadeWoody’s Lunch BoxPoultry PalaceRoundup Rodeo BBQ Restaurant
Shops: Al's Toy BarnAndy's EngineAndy's Toy BoxBuzz's Star CommandLittle Green Men Store CommandSlinky Dog's Gift TrolleyToy Story Playland Boutique
Parades: Block Party BashDisney's Dreams On Parade: Moving OnDisney's Party ExpressDisney Adventure Friends CavalcadeDisney Cinema ParadeDisney Magic on ParadeDisney on ParadeDisney Stars on ParadeDreams.... And Shine Brighter!Flights of Fantasy ParadeHappiness is Here ParadeJubilation!Mickey's New Year's Eve ParadeMove It! Shake It! Dance and Play It! Street PartyMickey's Rainy Day ExpressMickey's Storybook ExpressPaint The Night ParadePixar Play ParadeTokyo Disneyland Electrical Parade: DreamLights
Fireworks: Celebrate the MagicCelebrate! Tokyo DisneylandDisney EnchantmentHappily Ever AfterILLUMINATE! A Nighttime CelebrationThe Magic, the Memories and YouMomentousTogether Forever: A Pixar Nighttime SpectacularWorld of Color
Spring: Disney's Easter WonderlandDisney's Spring Promenade
Summer: Mickey's WaterWorksPixar Water Play Street Party!Stitch and Friends Summer Surprise
Halloween: The Nightmare Experiment
Christmas: A Totally Tomorrowland ChristmasDisney Christmas StoriesDisney Dreams! of ChristmasDisney Gifts of ChristmasDisney's White Holiday ParadeLa Parade de Noël DisneyMickey's Most Merriest Celebration

Toys: WoodyBuzz LightyearBo PeepBilly, Goat, and GruffSargeGreen Army MenBarrel of MonkeysHamm LennyLittle Green MenMr. Potato HeadRCRexMr. MikeSee 'n SaySlinky DogBabyfaceMutant ToysZurg BotsMrs. Potato HeadWheezyBullseyeJessieStinky PeteTour Guide BarbieBarbieUtility Belt BuzzEmperor ZurgRock 'Em Sock 'Em RobotsChatter TelephoneChunkBig BabyMonkeyJack-in-the-BoxLotsoTwitchKenBookwormSparksStretchMr. PricklepantsButtercupPeas-in-a-PodTotoroTrixieChucklesDollyFun Meal Buzz LightyearFun Meal Emperor ZurgDiscarded Fun Meal ToysCombat CarlPocketeerPEZ CatOld TimerTransitronAngel KittyThe ClericReptillus MaximusRay-GonGoliathonDino-HoundsBattlesaursForkyDucky and BunnyGabby GabbyThe BensonsDuke CaboomGiggle McDimplesMelephant BrooksChairol BurnettBitey WhiteCarl ReinerocerosTinnyKaren BeverlyRib Tickles

Humans: Andy DavisMolly DavisMrs. DavisSid PhillipsHannah PhillipsAl McWhigginGeriEmilyBonnie AndersonMr. AndersonMrs. AndersonDaisyRonald TompkinsMasonHarmonyMargaret the Store OwnerCarolMiss WendyAxel the CarnieRosieRejeanBilly
Animals: ScudBusterMr. JonesDragon the Cat
Lightyear: Alisha HawthorneIzzy HawthorneSoxMo MorrisonDarby SteelZyclopsCommander Burnside
Deleted characters: ShakesSeñorita CactusBizz Leapyear, Buzztron, and Blip Laserfist

Andy's HouseSid's HouseDinocoPizza PlanetAl's Toy BarnAl's PenthouseTri-County International AirportWild WestSunnyside DaycareButterfly RoomCaterpillar RoomKen's Dream HouseVending MachineBonnie's HouseDaisy's HouseTri-County SanitationTri-County LandfillIncineratorPoultry PalaceSleep WellSecond Chance AntiquesThe CarnivalStar Command
A113Pixar BallPizza Planet TruckEggman MoversThe ClawThe Davis's Family VanFar East Airlines Jet
Films: You've Got a Friend in MeStrange ThingsI Will Go Sailing No MoreWoody's RoundupWhen She Loved MeWe Belong TogetherDream WeaverLe FreakBattlesaurs Theme SongThe Ballad of the Lonesome CowboyI Can't Let You Throw Yourself AwayLivin' ThingGravity

Deleted: The FoolPlastic SpacemanMy Unexpected Friend

See Also
Black Friday reelToy Story (Original Treatment)Toy Story 2 (original storyline)Toy Story 3 (Circle 7 Screenplay)The Science Behind PixarPixar in a Box