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Count Down is a large clock-like being and a high-ranking member of the Smithy Gang.
Mario and his allies Mallow, Geno, Bowser, and Toadstool first encounter Count Down while navigating their way through Smithy's Factory during Super Mario RPG: Legend of the Seven Stars. Count Down is one of Smithy's commanders and attacks the Mario gang with his allies, the Ding-A-Lings.
If Count Down is defeated first before any of the Ding-A-Lings, Count Down's hands will spin for the rest of the battle, which results in no Coins being awarded after the battle.
During battle, it seems Count Down is nothing more than a puppet used by the Ding-A-Lings, as Count Down attacks in a continuous cycle, with the attack depending on what numbers the hands on his clock face are on. The order is shown below; however, when a Ding-A-Ling chants "Time is marching on!" Count Down skips to the next hour.
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