He controlled the Kleers using magic, and, used to at least, perform a show in the circus every Saturday afternoon. It is there where he grew in size before he fought Sam.
The Count is a rather easy boss. He will charge at you most of the time, breaking any debris in his way. If he doesn't, he'll then shoot fireballs at you. The fireballs will follow the direction the player is going, so, if you're going left, the fireball will be shot a little bit farther to the left from where you are, so, strafing to the other direction will help evade this.
When the Count is low on health, he will go to the middle diamond to regenerate (regenerates 200 health every second). He is invulnerable while regenerating. To defeat him, attack all the skeleton hands until they are open and the crystals are exposed. After that, just grab the hammer that spawns under the diamond.
- The XM-214-A Minigun is your best friend here, since it can open the pillars the fastest out of all weapons.
- Shoot at him to low health so he'll go and regenerate, and then go open the pillars.
- The SBC Cannon deals a nasty amount of damage to him.
- Apparently, his full name is M. G. Kleerofski, as George B. Gnaar said in the cutscene before fighting him.
- The first time he tried to expand his size, he ended up summoning a pot of flowers. The second time he tried, he summoned three live rabbits.