Paper Mario: The Thousand-Year Door/Characters

Everything About Fiction You Never Wanted to Know.


Characters from Paper Mario: The Thousand-Year Door include:

Mario's Partners


Goombella

"Never, ever give up! That's the most important thing I've learned from you, Mario."

Like in the first game, Mario's first partner is an intellectual Goomba who provides information about the world (and enemies). This time around, it's a college-aged gal named Goombella. Although she sounds like a bit of a Valley Girl, she's sharp as a tack.


  • Aborted Declaration of Love: She seems ready to do this in the closing words of her mail to Mario in the epilogue, but chooses to keep it to herself.
  • Action Girl: Even without Mario's help, she's always up for adventure!
  • Adventurer Archaeology Student: She may as well be a gender-flipped Indiana Jones... as a Goomba.
  • Badass Normal: She doesn't have the elemental magic of Vivian and Flurrie, the ability to summon giant shells like Koops, or even the ability to blow up like Bobbery. But you really don't want to mess with this cute lil' college student, unless you want to get Headbonked for your trouble.
  • Blush Sticker: Her rosy cheeks are yet another thing that makes her cuter than the average Goomba.
  • Breaking the Fourth Wall: She does this for some character descriptions, sometimes apologizing for doing so.
  • Contrasting Sequel Character: To Goombario from the first game. They're Goombas and the first partners to join Mario's quest, and their abilities revolve around headbonking their enemies and providing helpful exposition. Goombario, however, is a little kid while Goombella's a college student, and a proper academic while he's simply bright and observant.
  • Cute Little Fangs: All Goombas have fangs, but unlike others of her species, she only has one, and it's smaller than usual. Thus, cute and little.
  • Cute Monster Girl: If you thought it was impossible for a Goomba to be attractive, Goombella's here to prove you wrong!
  • Deadpan Snarker: To set herself apart from Goombario.
  • Disc One Nuke: Just like Goombario, she's your very first partner and easily one of the best. Upgrading her once will give you access to Multibonk, which combined with strength boosting items and abilities will let her deal a hilarious amount of damage to any enemy that isn't protected from jump attacks. There aren't many enemies that are protected from jump attacks, and those that are can easily be dealt with by Mario or your other partners.
  • Distaff Counterpart/Expy: She's like Goombario, possessing his Tattle ability... BUT PINK!
    • However, she's a tad more support-oriented than offense-oriented, since Rally Wink lets her empower Mario, while Goombario's Charge empowered himself.
  • Dude Magnet: Many Goombas and Dupree, a Doogan, flirt with her over the course of your adventure.
  • Enemy Scan: Her Tattle ability, like Goombario. All scans are recorded in her Tattle Log.
  • Epilogue Letter: Writes an email to Mario about what everyone's up to.
  • Goomba Stomp: Ironically, this is her standard attack.
  • Great Big Book of Everything: She has a book called the Tattle Log that has information on everything you can possibly encounter.
    • Except one. She finds an entry with a picture that matches, but it's a little short on info...
  • Green-Eyed Monster: Shows this in her Tattle of Para Goombas, claiming she's jealous of Goombas that can fly.
  • Hair of Gold: She's both blonde and friendly in equal measure.
  • Ladyella: It's all in the name.
  • Nice Girl: Very sweet and friendly, though she isn't above sassing people who annoy her.
  • The Smart Guy: She's the resident brainiac, and puts her smarts to use by identifying enemy stats and weaknesses, as well as telling you about the places you're in and the people you're talking to.
  • Stupid Sexy Flanders: She admits that even she finds Vivian to be super cute, to the point that it leaves her a bit flustered.
  • Use Your Head: She actually has a helmet, unlike Goombario.
  • Valley Girl: Subverted. She is like this in speech patterns, but not in mentality.

Koops

"Listen Mario! Traveling with you has taught me bravery... I will fight to the end!"

Mario's second partner is a Koopa once again, this time wearing a hoodie. Koops, however, is a diffident and awkward fellow who's unsure on his feet. He joins Mario in order to help save his father, but stays around so that he can become stronger for his girlfriend, Koopie Koo.


  • Adorably Precocious Koopa: Has shades of this in the beginning, with his father missing, and most of Petalburg considering him to be a crybaby of sorts. Koopie Koo even lampshades this if you speak to her in a certain portion of the game.
  • Adorkable: A shy, awkward, koopa with confidence issues, who often fumbles on his words in front of Ms. Mowz? He definitely qualifies.
  • Armor-Piercing Attack: His Shell Slam attack completely nullifies enemy defenses.
  • Barrier Warrior: His Shell Shield ability is an odd example of this, due to the shield itself being a completely visible koopa shell. Despite this however, in terms of offensive capabilities, he's still on par with the other party members.
  • Charged Attack: His field ability allows him to hold his shell in place before launching it forward. It won't hit enemies harder, though: it's a puzzle-solving tool used for hitting certain time-based switches.
  • Contrasting Sequel Character: To Kooper, the Koopa Troopa partner from the first game. He's shy and awkward while Kooper is bold and adventurous, and while both attack by targeting ground-based enemies with herd-hitting attacks, Kooper's abilities are more offense-oriented while Koops focuses more on protecting his teammates and piercing the defenses of his foes.
  • Cowardly Lion: He starts out as a coward, but will gladly take on a multitude of enemies and everything else to come.
  • Crippling Overspecialization: He has great single-hit damage, but is useless against flying enemies (unless there's a way to knock them down to earth), since all of his attacks are ground-based.
  • Dance Battler: Not exactly fighting, but his hidden stylish moves consist of breakdance spins and handstands.
  • Expy: He's similar to Kooper; sharing mostly the same skills, but has a vastly different personality.
  • The Fifties: Speech patterns including Gee Whiz and Golly? Check. The only thing he's missing is the mentality of a fifties kid/teen.
  • Grew a Spine: Throughout the game, he tries to be more self-assertive.
  • In the Hood: Wears a hoodie, though he's never seen wearing it with the hood up.
  • Missing Mom: While his dad went AWOL while challenging Hooktail and is eventually rescued, there's no telling what happened to his mom.
  • Only Sane Man: When Frankly reveals that you'll need to travel to the moon via cannon, he's the only party member who acknowledges just how dangerous it is.
  • Pointless Band-Aid: The one on his bill. It doesn't really have any sort of purpose aside from helping him stand out from other Koopas a bit more.
  • Punny Name: Koopa + Oops = the perfect name for a shy, awkward Koopa Troopa.
  • Shrinking Violet: He's first introduced as this, but eventually becomes a...
  • Socially Awkward Hero/Determinator: Manages to be both at the same time.
  • Speech Impediment: Has a mild stutter at first, but gradually fades as the game progresses. He still frequently uses "um" when speaking however.
  • Stone Wall/Glass Cannon: A surprising mix of both. Unlike the other party members he has one extra defense point by default; but has the lowest HP out of them. In addition to this, he's still certainly capable of dealing out damage.
  • Turtle Power: Easily the most powerful Koopa Troopa in the game, and the team's resident defensive powerhouse.
  • Weaksauce Weakness: Stomp and earthquake attacks knock him on his back like any other Koopa, eliminating his defense and rendering him unable to battle for a while.
  • When All You Have Is A Koopa Shell: All of his abilities involve his shell in some form, and all but one involves plowing it into enemies.
  • Your Cheating Heart: It never amounts to anything, really, but he's quite jealous of Mario getting all of Ms. Mowz's attention whenever they cross paths.

Madame Flurrie

"Here we go, darling! Time to shine!"

Mario's third partner, a wind spirit of a kind not seen before or since in the series (though she might actually be a modified Puff). She's a former star who decided to quit early for the sake of her health. She lives peacefully in the Boggly Woods until joining Mario to help the Punis. She can blow things away with her powerful wind-breath.


  • Abhorrent Admirer: To Mario, though only when she joins the party. He freaks out when she gives him a "thank you" kiss for finding her necklace, but aside from that, they get along just fine, and she doesn't get that touchy-feely with him ever again.
  • Awesome but Impractical: Her Gust ability is a quick way to defeat enemies, but doing so this way does not gain the party any XP.
  • Barbie Doll Anatomy
  • The Big Gal: Of the Stone Wall variety.
  • Big Beautiful Woman: Big lips, big boobs, big belly... Flurrie's pretty big in general, yet she's still quite the beauty.
  • Blow You Away: Gale Force, her signature move. She blows a powerful gust of wind that can move stun and blow away enemies on the field, and remove them from battle entirely while giving you Star Points for your trouble. It also removes the random fog that can mess with your accuracy, making it even more useful than it already is.
  • Cuteness Proximity: She's prone to fawning over anything cute and small.
  • Difficult but Awesome: Kind of. She isn't super hard to use, but the clunky reaction commands for her attacks and misconceptions regarding her Gale Force ability make her less immediately appealing to use compared to other partners. But if you're willing to experiment, you'll find that she's an incredibly effective tank and far better at killing enemies than you'd expect.
  • Expy: Averted, which is worth mentioning because almost all of your other party members are expies of the first game's partners. Her personality is unique and her abilities are only slightly similar to Lakilester's, although her field ability is unique.
    • Played straight with her hair to another Mario character. It's Ludwig von Koopa's 'do.
  • Gag Lips: She has very large and luscious lips. Of course, this means that they're perfect for planting health-sapping kisses on her enemies.
  • Gainaxing/Jiggle Physics: Of all the characters in the game to have it... though some may not mind.
    • Her breasts have their own sound effect as well.
  • Large Ham: Comes with being a former actress!
  • Life Drain/Kiss of Death: Her Lip Lock ability.
  • Ms. Fanservice: For those who are into Big Beautiful Women, anyway.
  • Nice Girl: Skewed Priorities aside, she's a huge sweetheart and has a soft spot for the Punis in particular.
  • Skewed Priorities: When her necklace goes missing, she freaks out and won't step outside until Mario and friends find it for her. You know, despite the X-Nauts' occupation of the Great Boggly Tree.
  • Smooch of Victory: She tries to give one to Mario. He's... not very receptive.
  • Stone Wall: When used properly, she can be a very good tank. She's got a big HP count, Lip Lock helps keep that HP topped off, and Dodgy Fog makes it hard to hit her.
  • Stout Strength: She's definitely gained weight since retiring from the public eye, but she's still a powerful fighter.
  • Super Breath: Again, Gale Force.
  • White Dwarf Starlet: Apparently, she used to, erm, have less stage presence. Nevertheless, she remains popular, and even returns to the stage at the end.

Yoshi

"Lemme at 'em! Yeah! Bring it! You ready for a beating?"

Mario first meets this baby Yoshi in the Glitz Pit, where he hatches from a strange egg. "Yoshi" isn't his real name, though—his name is whatever the player decides to name him! He can carry Mario across gaps, functionally equivalent to Parakarry's ability, and Mario moves much more quickly while riding him.


  • Badass Adorable: For someone fresh out of the egg, he can hold his own in a fight.
  • Boisterous Bruiser: He rivals Scrappy-Doo when it comes to being eager to jump into the fray and kick bad guy butt.
  • Cute Bruiser: Friggin' adorable even by Yoshi standards, but being hatched in the Glitz Pit seems to have rubbed off on him. He even becomes a solo fighter after the events of the game.
  • Cherry Tapping: His attacks do 1 point of damage several times over.
    • Except for his Gulp attack, which does the opposite by ignoring armor.
  • Delinquent Hair: Depending on the color he hatches as, he can sport different styles of mohawks. The exception is white, which gives him blonde hair curled up in a fancy way.
  • Easter Egg: The official art always shows a green Yoshi baby, but he comes in eight different colors in-game! However, getting a specific color requires getting from the point where you save him from the hotdog vendor to when you run away from the Iron Clefts in a certain amount of time (or waiting a long time for the timer to reset).
  • Egg McGuffin: How Mario first meets him.
  • Expy: In terms of field abilities, he's an expy of Parakarry, being able to carry Mario across gaps. Outside of that, he completely averts this.
  • Hello, Insert Name Here: The only character in the series to be so! Justified in that he had no name prior to meeting Mario.
  • Hot-Blooded: Oh yeah. But what else would you expect from a kid who was born in a wrestling arena?
  • Huge Rider, Tiny Mount: He's barely half the size of Mario, but he lets the guy ride him anyway...
  • Kid Hero: Technically more of a Baby Hero, but his attitude and behavior is that of a very, very powerful 5 year old.
  • Pint-Sized Powerhouse: He hands two "invincible" Iron Clefts their asses when he's fresh out of the egg, and will go on to stop a demon queen from taking over the world before he's even a year old. This kid is tough.
  • Powerup Mount: Comes with the territory when you're a Yoshi.
  • Sword of Plot Advancement: The last minor league Glitz Pit fight is a Hopeless Boss Fight before you get him.
  • Passing the Torch: In the epilogue, he calls himself "The Great Gonzales Jr.". ...as his ring name.

Vivian

"Mario! I'm fighting by your side from now on! I've made my choice… and I'm not turning back!"

This shadowy witch first shows up as a mini-boss in the "care" of her older sisters. However, she eventually decides that she's had enough of Beldam's abuse and becomes Mario's ally because he showed her kindness. She can pull him into the shadows to hide, and attack with fire.


  • Aborted Declaration of Love: Appears to be ready to make a love confession to Mario in the ending, but stops herself.
  • Action Girl: Once she's had enough of Beldam's abuse, she proves herself to be one hell of a fighter.
  • Adaptational Sexuality: In the translations where she's a girl instead of a guy, meaning that her crush on Mario makes her straight instead of gay.
  • Ambiguous Situation: Somehow, she didn't know about Beldam's plan to resurrect the Shadow Queen, and doesn't even recognize her to begin with. She does, however, note that the Palace of Shadow somehow looks familiar to her anyway. Whether she was active during her reign and subjected to some sort of amnesia, was incredibly young when the Legendary Heroes defeated the Queen (and thus would be too young to remember her), or was born well after her defeat yet has some sort of ancestral memory of the place is anyone's guess.
  • Anti-Villain: Type IV at first. Before her Heel Face Turn, she doesn't really do anything evil aside from following Beldam's orders in hopes of winning her approval (and even then, she seems a bit sad about having to hurt Mario).
  • Badass Gay: Not in the western release, but in the original Japanese version where she's a femboy with a big crush on Mario, and one of his most powerful partners.
  • Barbie Doll Anatomy
  • Because You Were Nice to Me: Why she joins Mario in the end.
  • Being Evil Sucks: She was clearly already starting to realize this at the start of the game; her oldest sister treats her like garbage, and always dumps the blame for her own mistakes on Vivian. Then, as fate would have it, she meets Mario, and because he couldn't tell her his name due to Doopliss' spell, the two form a brief partnership, and for the first time in her life, someone's finally treating her decently. When she finally realizes who he is, she has to choose between staying with someone who was treating her nicely or going back to a rotten sister who treats her like dirt. What other choice could she make?
  • Big Beautiful Woman: While not monstrously obese the way Marilyn is, she's still got quite the potbelly. Regardless, many people find her attractive both in and out of universe.
  • Blush Sticker: Just look at those adorably rosy cheeks!
  • Breakout Character: Arguably the most popular Partner in this game, being a Cute Monster Girl (cuter than Peach, according to many fans) with powers that border on broken.
  • Cute Witch: She is absolutely adorable.
  • Dark Action Girl: Subverted. She ends up joining Mario's team, and isn't cut out to being evil—plus, she can't stand being picked on by Beldam.
  • The Dark Chick: When on the side of the villains.
  • Expy: She's an expy of Bow in terms of her shadow-evasion field ability and being more of an antagonistic character who doesn't technically join the party until the end of the chapter, though her fire abilities are unique to her.
  • Grew a Spine: Full of self-doubt and complete lack of confidence at first, joining the good guys seems almost like therapy.
  • Heel Face Turn: While she was hardly evil before, she was still part of the Big Bad's army before joining Mario and friends. Now instead of being passively evil, she's an active force for good.
  • The Hecate Sisters: She's the Maiden of the Shadow Sirens.
  • Living Shadow: Just like her sisters.
  • Mistreatment-Induced Betrayal: The last straw is finding out that the grenade Beldam tasked her with finding is broken. Since she knows that Beldam will blame it on her and punish her horribly for "breaking" it, she decides that she's had enough of her abuse and joins Mario.
  • Nice Girl: Thankfully, none of Beldam's meanness rubbed off on her, and she's incredibly friendly after coming out of her shell.
  • Nice Hat: A witch's hat with pink and white stripes.
  • Not Helping Your Case: Unfortunately, being with Mario when he confronts Doopliss the second time doesn't help convince his friends that they're on the wrong side here.
  • Peek-a-Bangs: Her eyes are hidden by her pink ringlets.
  • Playing with Fire: Some of her attacks can ignite your enemies.
  • Redemption Promotion: She's already stronger than she was when she first fought you upon joining the party, and becomes a true powerhouse once you've invested Shrine Sprites into leveling her up. The only element of Redemption Demotion is her not having Fiery Jinx until you upgrade her (and when she uses it, it's much stronger), but seeing as how it's her first level up ability, it's a moot point.
  • She's A Friend: Mario has to explain this to the party even after they realize that Doopliss has tricked them. Her being with Mario is seen as evidence against him being the real one.
  • She's a Man In Japan: Vivian's a male in the original Japanese text, where her Catch Card describes her as an otoko no ko, a Japanese-language term that can interchangeably refer to a feminine-presenting man or a crossdressing man. She was made female in the American localization.
    • The Italian version suggests she's a trans, the description stating, "She used to be a man, but now she's a woman and proud of it."
  • Shipper on Deck: Ships Mario/Peach in the ending.
  • Ship Tease: Doopliss taunts Mario, suggesting that he's having a "fight with (his) girlfriend," when she becomes hesitant to fight alongside him after learning his identity.
  • The Dog Bites Back: If the player has her as Mario's partner when facing the Shadow Sirens again.

Vivian: I'm with Mario all the way! Today, Sis, I am going to punish YOU, do you hear me?

Admiral Bobbery

"I suggest you try a bit harder against the likes of us, hm?"

A Bob-Omb sailor with an explosive personality and a killer mustache. He used to sail the high seas freely, until his wife died while he was away. Like Bombette, he can explode at will. However, he has some additional abilities, including defense and time-release bombs.


  • Action Bomb: Being a Bob-Omb, he's a living bomb that blows himself up to attack. Outside of combat, he can demolish certain walls or objects.
  • The Alcoholic: A G-rated example since not a lot of attention is drawn to it, but he's said to be a regular at Podley's Place, where he goes to drown his sorrows when he isn't wasting away at home.
  • Badass Grandpa: He must be well into his late sixties or something.
  • Badass Mustache: Just look at it!
  • Character Development: He goes from a bitter, miserable old grouch to a much nicer person after reading the letter Scarlette wrote for him.
  • Cool Old Guy: Once he learns to love the sea again, he mellows out and becomes the team's cool grandfather figure.
  • Distaff Counterpart/Expy: Of Bombette, but has some different abilities.
  • Father Neptune: He was a sailor before his wife's death, and looks the part: he still wears his tattered old sailor's hat, his bushy mustache is the equivalent to a Seadog Beard, and instead of a wind-up key, he has a ship's wheel sticking out of his back.
  • For Massive Damage: His Bomb-ombast is his most powerful attack, and also your most damaging multi-target move not counting Supernova.
  • Grumpy Old Man: When you meet him. He gets better.
  • The Hermit: When you meet him, he's a total recluse shut inside his house (aside from off-screen visits to Podley's Place) who refuses to talk to you, and will shoo you away if you try to speak to him.
  • Last Request: When he believes he's dying after being attacked by Cortez's minions on Keelhaul Key, he asks Mario to fetch him a bottle of Chuckola Cola so he can have one last drink before he joins Scarlette in the afterlife. When you give it to him however, it turns out he isn't dying: he's just sleepy.
  • My Greatest Failure: Scarlette's death is this. While her falling ill wasn't his fault and there was nothing he could have done to save her, he genuinely believed that she would still be alive if he hadn't been at sea while she got sick. Thanks to grief and misplaced guilt, he refused to ever sail again, and would have likely died lonely and sad if Mario never gave him her letter.
  • Nice Hat: It may be worn down thanks to years of wear and tear, but his sailor hat still looks really cool.
  • Oh My Gods: "By Blabberton's Beard!"
  • Retired Badass: Well, you sorta bring him out of it.
  • Stock British Phrases: He uses quite a few of them, mostly "old boy".

Ms. Mowz

"Who is this handsome piece of cheese?"

This thief has a tendency to keep popping up wherever Mario is. She hunts down rare badges and other treasures. But is it possible to win her over to your side...? (Yes, it is.) Her nose can literally sniff out treasure, and in battle, she can steal items, which becomes an excellent source of income.


  • Action Girl: As a thief/treasure hunter, she's quite proactive even before joining Mario, and being able to steal items and pierce through enemy defenses with her attacks doesn't hurt either.
  • Anti-Hero: Being a thief, she isn't quite the clean-cut hero that Mario and the rest of his partners are. Still, she's more than happy to help you
  • Armor-Piercing Slap: Quite literally. One of her attacks is a slap that bypasses defense.
  • Breaking the Fourth Wall: When you recruit her, she explains her abilities to you instead of the narrator that usually does.
  • Classy Mouse Burglar: Considering how polite and well-spoken she is, she's probably the classiest criminal to ever live in Rogueport.
  • Dating Catwoman: In the first few dungeons, she shows up as a rival treasure hunter who is indeed competing with Mario for certain treasures. Nonetheless, she openly flirts with him.
  • Expy: In terms of combat and field abilities, she's somewhat like a Nerfed Watt. She has attacks that are somewhat similar to Watt's from the first game: Out of battle, she reveals secrets, and in it, she can bypass defense. However, since Watt's defense-piercing abilities were a total Game Breaker, her damage is cut, making her the physically weakest party member with a maximum of 4 damage done by her base attack.
  • Intimate Healing: Her final skill is a kiss that restores HP to Mario.
  • Lady in Red: Granted, the only clothing she wears are red shoes and a mask/shades, but she still fits the bill.
  • Loveable Rogue
  • The Nose Knows: She can sniff out treasure.
  • Paper-Thin Disguise:[1] The mouse running the badge shop may be lacking the most obvious parts of the costume, but her color and tail are a giveaway.
  • Recurring Traveler: In the first few dungeons, anyway. She stops appearing when she becomes an...
  • Rodent of Unusual Size: Far cuter than most examples.
  • Video Game Stealing: She can steal items (and badges!) off enemies. She apparently does this by, um, "distracting" them while she rifles through their pockets.

Baddies

Grodus

"Once you fools are gone, no one will stand in my way! Grodus will rule the world!"

Leader of the shadowy X-Naut group, Grodus already has one Crystal Star in his possession and plans to gather the rest, preferably by gaining the magical map. To this end, he employs armies of X-nauts and the Shadow Sirens.


  • Ambiguous Robots: Judging by the cybernetics visible through his head, he's either a robot or a cyborg. The fact that he can survive having his head cut off and his body obliterated doesn't make it any easier to tell if he's an organic creature or not.
  • Armor-Piercing Attack: His attacks will ignore any and all defensive buffs you and your party members have.
  • Asshole Victim: You're very unlikely to feel bad when the Shadow Queen (seemingly) kills him.
  • Bad Boss: He's all too happy to hurl verbal abuse at his minions. And in Lord Crump's case, he's willing to leave him to die as bait so he can distract Mario from stopping his evil plan.
  • Big Bad: The main villain of the game, leader of the X-Nauts, and plans on world conquest.
  • Cold-Blooded Torture: When he reveals that he's taken Peach as a hostage, he takes sadistic joy out of repeatedly frying Mario and his partners with bolts of lightning.
  • Disc One Final Boss: He's the third-to-last boss, but it becomes obvious that he won't be your final opponent well before that.
  • Evil Is Not a Toy: He learns this the hard way at the end of the game.
  • Evil Laugh: "Gack ack ack ack!"
  • Evil Sorcerer: Also probably counts as a Technopath.
  • Fat Bastard: Maybe? His design makes it hard to tell if he's super fat, broadly built, or simply wearing robes that make him look huge, but he's certainly bulky-looking and deeply unpleasant.
  • I Have Your Wife: Tries to force Mario to stop attacking him by threatening Peach, but Bowser falls on him.
  • In Their Own Image: Yep. Provides the page quote, as a matter of fact.
  • It's All About Me: Grodus cares about exactly one person: Grodus. Everyone else is a useful tool at best or an annoying idiot at worst.
  • Jerkass: Grodus is a dick. He acts nasty to everyone, minions included, and isn't a single bit nicer to the murderous demon he just resurrected.
  • Kick the Dog: Gets a few moments.
    • Deleting and nearly-killing TEC. While it makes sense for an evil overlord to execute a defector in his ranks, he very clearly gets a kick out of doing so, and cruelly forces Peach to watch just to be a dick.
    • When defeated by Mario and co., he threatens to kill Peach if they make a move to save her, and takes advantage of their helplessness by trying to torture them to death with lightning spells. Good thing Bowser shows up to accidentally save the day.
  • Knight of Cerebus: Not to the extent of the Shadow Queen, but he's still a much nastier and darker character than Bowser was in the previous game. Aside from his darkly humorous decapitation and life as a disembodied head glimpsed at during the credits, there is nothing even remotely funny about this guy.
  • Magic From Technology: He's a robot, or at the very least a cyborg, but he's one of the strongest mages in the game.
  • Not Quite Dead: Just a living head after the Shadow Queen deals with him.
  • Off with His Head: The Shadow Queen obliterates his body with her magic, leaving only a broken-down head that she immediately gets rid of.
  • Oh Crap: When he realizes that the Shadow Queen is not bound to serve the one who revives her.
  • Shock and Awe: His attacks are primarily lightning-based.
    • Psycho Electro: Naturally, he's also an insane would-be world conqueror.
  • Smug Snake: Grodus is awfully arrogant for a villain who spends most of the game on the back foot, constantly missing out on grabbing Crystal Stars while the few Lord Crump is able to find are almost immediately lost to Mario and friends (compare that to Bowser in the previous game, who already won before the prologue, forcing you to spend the rest of the game taking the kidnapped Star Spirits back from him and chasing his minions out of places that they've conquered). He also assumes that he'll be 100% in control of the demon queen he seeks to unleash. That assumption is quickly proven to be very, very wrong.
  • The Sociopath: Violent, pointlessly cruel, doesn't care about others, and very prone to not thinking things through.
  • Surrounded by Idiots: He's all-too-aware that his minions are a bunch of total space cadets and hates it, constantly giving them an earful for their failures and treating them like they're outright mentally handicapped. One gets the impression that he'd gladly feed them all to the Nibbles in his office's aquarium if he could afford it.
  • Take Over the World: His main goal.
  • Too Dumb to Live: Suuuuure, Grodus. Try bossing that scary demon queen around. There's no way that's gonna backfire on you. Not at all!
  • Unwitting Pawn: To Beldam, who's manipulating him into resurrecting her true master.

Lord Crump

"I've got some ammo to spare! How's THAT for boom–bassa–boom?!?"

A high-ranking agent of the X-Nauts, Lord Crump is a rather weird fellow who is your first fight in the game. He eventually develops a grudge against Mario for his repeated defeats.


  • Acrofatic: He's fairly agile in spite of his bulk, seeing as how his main attack has him do a flying leap that transitions into a body slam.
  • Cloudcuckoolander: Most of the X-Nauts are kind of weird, but Crump takes the cake.
  • The Dragon: Sir Grodus's right hand man.
  • Evil Laugh: Buh! Buh! Buh! Buh! Buh huh huh huh!
  • Expy: Could easily be one of Dr. Eggman because:
    • He wears round goggles like Eggman (but then again so do all of the other X-Nauts).
    • The red collar of his outfit makes it look like he has a large red moustache.
    • He fights in a Humongous Mecha with a spherical cockpit.
    • He's also one of Darth Vader... If Vader was an incompetent fool, mind you. After all this is Lord Crump, second in commander to Grodus (who's basically the Emperor).
    • His role in Chapter 5 is actually similar to two villains from past Mario RPG's. Like Yaridovich, he disguises himself as a friendly NPC who reveals his deception before forcing Mario to give up his star-shaped plot MacGuffin, only for a strangely honorable, dangerous pirate captain to help Mario turn the tables against him. But the way he fights by coming at you with an entire army of eccentric minions forming different battle formations to back him up also brings General Guy to mind.
  • Fat Bastard: While Grodus' bulk is fairly ambiguous, Lord Crump's very clearly on the obese side of things. And hilarious goofball he may be, he's still a dangerous man who is willing to kill tons of people in order to get what he wants.
  • Fat Idiot: Much to Grodus' annoyance.
  • Flunky Boss: At the end of Chapter 5, where he fights you alongside an entire army of X-Nauts.
  • Genius Bruiser: Downplayed, but as comically idiotic as he is, he's at least smart enough to create dangerous war machines and utilize military strategies against his enemies. Overlaps a lot with Genius Ditz.
  • Goldfish Poop Gang: He and his X-Naut minions are constant thorns in Mario's side, showing up every now and then to cause trouble for him, only to get tossed aside like the comedic annoyances they are.
  • Humongous Mecha: Magnus Von Grapple.
  • Laughably Evil: Definitely a lot goofier than Grodus, though still not someone to be trifled with.
  • Number Two for Brains: Sort of. He is a bigger Cloudcuckoolander than the mooks, which is saying something.
  • Oh Crap: Or in his case, "Oh crud..." when Bowser accidentally detonates Beldam's Superbombomb.
  • Paper-Thin Disguise: In the 5th chapter, on the island, his disguise as an ordinary sailor is... not great. He even addresses the audience directly and tells them that, sure, they know who he is, but they can't tell Mario about it.
  • Recurring Boss: Twice on foot (Prologue and Chapter 5), and twice in Magnus Von Grapple (Chapters 2 and 7).
  • Stout Strength: While he prefers to fight you in his killer robots, he'll gladly fight you on foot if there's no other option.
  • Warmup Boss: He's first fought during the prologue, though unlike most examples, he returns as a Recurring Boss.

Beldam

"We would've won if you two lumps had pulled your weight! Both of you, prepare for a world–class punishment session when we get home!"

The bossy eldest sister of the Shadow Sirens. She has a tendency to make errors and blame her sisters—generally Vivian—for them. She seems to be in Grodus's employ.


  • An Ice Person/Evil Is Deathly Cold: Fights with ice magic, while her sisters use fire and lightning respectively.
  • The Chessmaster: Has really been using Grodus all along.
  • Dark Action Girl: She's an active field agent working to further the ambitions of Grodus and the Shadow Queen.
  • Dragon with an Agenda: She is actually The Dragon to the Shadow Queen.
  • Dragon-in-Chief: She manipulated the Big Bad in order to resurrect the Bigger Bad. While Sir Grodus is the main villain, the fact that he was outsmarted by this woman is saying something.
  • The Evil Genius: Among Grodus' inner circle, since she comes up with plans to stop Mario and was the one behind Peach's abduction before the start of the game. She isn't that smart, however.
  • Heel Face Turn: In the ending, she apparently stops her evil scheming and becomes nicer to Vivian.
  • Gag Nose: Her hooked nose is huge, and manages to be longer than and nearly as big as her face.
  • Hate Sink: Oh yeah. She feels like she was created to be as unlikable as possible, and almost never fails to do or say something that will make you want to punch her lights out every time she's on screen.
  • Hypocrite: She objects to Vivian calling the group "The Shadow Beauties" because she considers her poor sister to be "PLUG UGLY!". That's rich, coming from the mean-looking little old lady with a massive Gag Nose.
  • Jerkass: First to Vivian, then to Doopliss. Even Marilyn gets treated poorly on occasion.
  • Living Shadow: Just like the rest of her sisters.
  • The Woman Behind The Man: Sort of. For most of the game, she appears to work for Grodus, and it seems that he doesn't think that much more of her skills than he does of Crump's. In the end, she turns out to be The Dragon to the Sealed Evil in a Can that Grodus is trying to revive, and had fed him information in order to help free her mistress from confinement.
  • Manipulative Bitch: She manages to get Grodus to give her exactly what she wants, and very briefly comes out on top. Emphasis on "briefly", since Mario and friends kill the Shadow Queen for good shortly after her resurrection.
  • Narcissist: Not only is she incredibly vain, self-absorbed, and horribly cruel to the people around her, but her dynamic with Vivian and Marilyn comes off as less of an abusive relationship between sisters and more like that of a narcissistic mother and her daughters: Vivian is the scapegoat that she hates and goes out of her way to bully, while Marilyn is the golden child who can usually do no wrong (but is in no way completely safe from her abuse).
  • Never My Fault: Loses things and blames Vivian for it, despite explicitly saying that she can't be trusted with it.
  • Nice Job Fixing It, Villain Despite blaming Vivian for everything, it seems mostly her fault that the villains' plan failed. In the beginning of the story, she is looking for a pure maiden to open the chest that contains the Magical Map with the location of the Crystal Stars. Naturally, this means Peach, but while this works, Beldam isn't able to capture Peach right there (Beldam tricks her into opening the chest in a public area) and by the time the X-Nauts do so, Peach has mailed the map to Mario, inviting him on a "treasure hunt". Had Beldam not done that Mario might not have even been an issue at all.
  • Shoot the Medic First: While her aggressively unlikable personality is already bound to make you want to beat her down first, its her role in battle that will make knocking her out a priority. While she can't heal her sisters and Doopliss, she can boost their strength and let them attack twice per turn while inflicting Mario and co. with all kinds of annoying debuffs and status conditions, making her the most dangerous of the three.
  • Smug Snake: Has a very high opinion of herself, and always thinks that she's the smartest gal in the room. Of course, that makes it more satisfying when you beat her senseless.
  • The Sociopath: A crass, cruel harridan who only cares about herself and treats everyone around her like trash. She's got a massive ego, can be manipulative when she wants (even though she's prone to overestimating her own competence), and is easily provoked to violence and anger when people so much as slightly annoy her. While she's said to be a lot nicer in the epilogue, it can easily be read as her knowing that Vivian can easily kick her ass if she steps out of line again, and is smart enough to stay on her good side.
  • Squishy Wizard: The weakest statistics-wise of the Shadow Sirens, but specializes in status buffs and debuffs.
  • Wicked Witch: Definitely this, compared to Vivian the Cute Witch, and Marilyn the in-betweener.

Marilyn

""GUUUUUUHH!""

One of the shadow sirens. The biggest and quietest of the three, who is unintelligible when she does try to speak.


  • Big Beautiful Woman: Beldam certainly thinks so, considering that she has no problem with Marilyn being referred to as a "Shadow Beauty" by Vivian (though considering that she calls her ugly right afterwards, it's possible that she simply calls Marilyn beautiful so she can put Vivian down). It helps that Marilyn is actually quite cute, even if she isn't outright beautiful.
  • Blush Sticker: Has rosy cheeks just like Vivian.
  • The Brute: She's the designated heavy-hitter among the main villains, boasting high attack power that she can crank up to truly terrifying levels.
  • Dark Action Girl: Moreso than the scheming, spell-slinging Beldam.
  • Dumb Muscle: Downplayed; she's actually smart enough to recognize Mario the first time she sees him, despite her sisters failing the spot check. It's likely that she isn't stupid so much as she is bad at talking to people.
  • Expy: How intentional it was is up for debate, but her face, girth, and haircut all bring Porky Minch to mind.
  • Fat Bastard: Only in the sense that she's The Brute of the Shadow Sirens and has quite the massive gut. Her lack of intelligible dialogue makes it hard to get a read on her, but she does at least seem to be more pleasant than Beldam.
  • Living Shadow: She is a Shadow Siren, after all.
  • Poor Communication Kills: Actually recognizes Mario when they first encounter him, but can't convey this to Beldam until he comes back to get Flurrie's necklace.
  • Punch Clock Villain: Possibly, considering that Goombella suspects she isn't really that bad of a person. As far as we can tell, the only bad things she does are on Beldam's orders, and she's never seen bullying Vivian.
  • The Quiet One: Aside from the occasional cry of "Guh GUUUUUUHH!", she lets Beldam do the talking.
  • Shock and Awe: Notice a pattern here?
  • Stout Strength: Monstrously fat and monstrously strong in equal measure. If she hits you with a charged attack, it's going to hurt.
  • The Unintelligible: She says only two real words in the whole game: "The three...".
  • Wicked Witch: Not as wicked as Beldam, but she still fits the bill.

?????/Doopliss

"Well, all right then, Slick. Fine. Yes. I turned the villagers into pigs. Big deal."

A prankster Duplighost who lives in Creepy Steeple. He cursed the residents of Twilight Town so that whenever its bell tolls, someone becomes a pig! He "becomes" Mario and intends to erase him, but is foiled. He later joins the Shadow Sirens.


  • Anticlimax Boss: After the first fight with him, Mario's partner will comment that he was disappointingly easy to beat. He's slightly harder in the rematch.
  • Baleful Polymorph: The effect of the curse, which often strikes just the wrong (and sometimes, right) person.
  • Bedsheet Ghost: He sports this sort of look, just like every other Duplighost. Beldam even calls him "Freak-in-a-Sheet" because of it.
  • Butt Monkey: In later chapters, he replaces Vivian as the primary target of Beldam's abuse.
  • Cut Lex Luthor a Check: He becomes an actor and costars with Flurrie after the events of the game. Playing Mario, no less!
  • Ditto Fighter: He takes the form of Mario in Chapter 4 and not only uses your techniques, but your partners as well!
  • Guide Dang It: Subverted! Even if you look up his name in a strategy guide it's not going to help, as he's swiped a letter you need on the text-entering screen.
  • For the Evulz: He turned innocent people into pigs simply because he felt like it, and it was funny.
  • I Know Your True Name: The key to victory, since it puts the kibosh on his invincibility and allows Mario to kick his ass and get his identity back.
  • Interface Screw: To ensure that you don't guess his name before the storyline wants you to, a letter is removed from the text-entering screen. It turns out that he's actually removed it himself, and you have to find it in a treasure chest.
  • Jerkass: He ruins the lives of a bunch of Twilighters and Mario for fun, and doesn't give a damn about how they feel about it.
  • King Mook: Sorta. The Duplighosts were late-game Mooks found in the first Paper Mario, but in the sequel, he's the only one.
  • Medium Awareness: He seems to know he's a character in a video game, given the odd way he prevents Mario from knowing his name until the player discovers it.
  • Mirror Boss: The true fight against him is basically a fight against yourself, while your partners are now fighting on his side.
  • Nice Hat: His party hat, which emphasizes his fun-loving nature (though in the sense that evil deeds are his idea of fun).
  • Nigh Invulnerable: If you don't state his true name, you enter a battle where he cannot take any damage. It's not hopeless, as he can't deal any damage either. The only option is to run.
  • Nightmare Retardant: His abilities remain terrifying throughout the chapter, but that doesn't change the fact that the one responsible for the town's curse is a Bedsheet Ghost in a party hat and bowtie who is sitting in an easy chair watching TV when you first meet him. Your partner tends to agree.
  • Not in Front of the Parrot: Arguably his biggest mistake, as Mario is able to fool his pet parrot into revealing his name.
  • The Sixth Ranger: To the Shadow Sirens.
  • Sore Loser: He totally loses it when Mario finally states his name; the tantrum he throws is hilarious and Catharsic.
  • This Cannot Be!: After Mario successfully states his true name. He drops this phrase word-for-word, as well as...

NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! NO! WHY? WHY? WHY? WHY? WHY? WHY? WHY? WHY? WHY? WHY? WHY? WHY? HOW? HOW? HOW? HOW? HOW? HOW? HOW? HOW? HOW? HOW? HOW? HOW? I'm... feeling... faint...

  • They Call Me Mister Tibbs: Oddly, he's okay using his actual name once Mario learns it, taking offense to Beldam calling him the "Freak in a Sheet".
  • Uncanny Valley: Invoked when he transforms into Mario: despite looking like him at a glance, it quickly becomes clear that he doesn't look quite right, sporting a dead-eyed stare and an almost zombie-like slouch. Your partners find him a bit creepy, but not enough to realize something's amiss before having some sense beaten back into them.
  • Voluntary Shapeshifting: Like all Duplighosts, he is able to do this.
  • Who Names Their Kid "Dude"?: He says this when you guess his name wrong.

The Shadow Queen

"You are foolish to oppose me. Yesss... and that foolishness... will have to be punished..."

A being that was sealed away by the Crystal Stars a thousand years ago. Grodus is trying to revive her in order to use her power to take over the world. It doesn't quite go as he planned...


  • The Beast Master: She kept three powerful dragons as pets during the height of her rule, and fed innocent people to them. Hooktail was one such dragon, and has been operating on her own in the 1000 years since her mistress was sealed away. Bonetail, likewise, was left to rot at the bottom of the Pit of 100 Trials, while Gloomtail still remains in the Queen's palace and protects it from any would-be intruders.
  • Bigger Bad: Is the ultimate evil that drives the game's plot, though she isn't an active player until Grodus resurrects her at the very end.
    • While she counts as this for the game as a whole, she's also this to the very first chapter in particular. How? Well, Hooktail is one of three pet dragons that she kept during her reign over a thousand years ago, and she's the only one who isn't sealed away in the present day and thus is free to terrorize and eat as many people as she wants.
  • Dark Action Girl: Well, using a broad definition of "girl" here, but certainly dark.
  • Dark Is Evil: She's a Living Shadow who can absorb people's souls. She fed people to her pet dragons in the distant past. She destroyed the city that came before Rogueport. When she awakens, the sky turns pitch-black. Surely you didn't think she was a nice demon?
  • Demonic Possession: In the first phase of the fight, she does this to Peach.
  • Eldritch Abomination: Has all the hallmarks of one; stupendously powerful, eats souls, can possess people, is a Sealed Evil in a Can, wants to destroy the world, and possibly non-euclidian in nature (one of her attacks has a load of shadowy hands pull Mario into the floor, damage him, and then drop him from the ceiling.)
    • On top of that, as soon as she is introduced, the world is engulfed in darkness.
  • Final Boss: Is fought at the very end of the game.
  • Generic Doomsday Villain: No lore is provided on her background, motivations, or origins, so she simply seems to be evil for evil's sake. However, the lack of information explaining just what she is only serves to make her feel like a truly creepy, alien threat to Mario's light-hearted world.
  • Giant Hands of Doom: Her massive hands can attack separately from the queen herself.
  • God Save Us From the Queen: It's hardly an exaggeration to call her one of the most evil villains in the Mario series. Her rule 1000 years ago was a brutal, bloody one, and she's just as murderous now as she was a millenia ago.
  • Hopeless Boss Fight: Once she gets serious, there's nothing Mario and friends can do to hurt her. At least, until the Crystal Stars get everyone the party has befriended to cheer them on and weaken her with The Power of Friendship.
  • I Am Not a Gun: Something Grodus learns quickly and painfully.
  • Living Shadow: An Eldritch Abomination-flavored one, at that.
  • Kick the Dog: When she's low on health, she'll kill everyone in the audience and literally drain the life out of them so she can stay in the fight.
  • King Mook: She seems to be the literal Queen Mook of the Shadow Sirens' species... possibly. Since she's fought as a spirit, there's no telling what her physical body actually looked like.
  • Purple Is Powerful: A sinister, violet-colored Eldritch Abomination who is one of Mario's most powerful opponents, both in this game and the franchise as a whole.
  • Sealed Evil in a Can: Technically sealed in two cans: her coffin, and the Palace of Shadow that houses it.
  • Sequential Boss: Three phases:
    • First phase, where she takes possession of Peach, she seems a pushover, with a weak AoE attack and a self-buff that is easy to get by with armor-piercing attacks. When reduced to about 70 Health, however, she stops playing around...
    • Second phase, she assumes her true form, where she can consume the souls of the audience to heal herself completely, and is, for three turns, completely invincible. Her AoE attacks become deadlier and can cause Poison or Confusion.
    • Third phase, after a cutscene (where thankfully, Mario and his partner are also healed, courtesy of Peach) the fight continues much like the second, except she is no longer invincible. She also gains a swarm of shadowy hands that function as an independent monster, which must be destroyed before she can be attacked.
  • Shock and Awe/Casting a Shadow: Her main attack is firing bolts of dark lightning.
  • This Cannot Be!: She says this many times during the final battle; clearly she is not used to being disobeyed, let alone hurt by mere mortals.
  • Vile Villain Saccharine Show: Probably the scariest Final Boss in any Mario game; while even Dimentio has some comedic traits, the Shadow Queen has none whatsoever.
  • We Can Rule Together: Not exactly together, but her offer is more like "surrender now and swear to serve me and I'll let you live". Still leads to the Nonstandard Game Over if you accept.
  • Your Soul Is Mine: How she heals herself during the final battle.

Bosses

Hooktail

"Snack time, my little appetizers! But which one of you morsels should I taste first?"

A huge dragon residing in a castle named for her, Hooktail is one of few remaining vestiges of the age in which the Shadow Queen ruled, and continues to guard a Crystal Star until Mario puts an end to her once and for all. As her gender is not mentioned when she is faced, Hooktail is mistakenly assumed by the party to be male. With her queen gone, Hooktail has taken to terrorising the nearby village of Petalburg, the skeletal remains of many former Koopa inhabitants of which may be found in her castle.


  • Big Eater: Is capable of devouring a huge portion of the audience during her fight.
  • Evil Is Burning Hot: Capable of powerful fire breath.
  • I Surrender, Suckers: Pretends to give in to the party when her HP is reduced, but if you agree, she'll attack you.
    • Interface Screw: Whether or not you fall for the ruse, she proceeds to eat the audience members to recover HP.
  • Really 700 Years Old: She's been around since the Shadow Queen's time as one of her pet dragons. This puts her around at least 1000 years old.
  • Samus Is a Girl: What a shocker.
    • The remake Averts this Trope, where many citizens in Petalburg initially refer to Hooktail as "she".
  • To Serve Man: Not only does she want to eat Mario and his partners, she can consume the audience to restore health.
  • Uncleanliness Is Next to Ungodliness: Her foot odor is so bad her stomping attack can nauseate and stun Mario. Koops' father claim this is the reason he was eaten, he had been distracted by the smell.
  • Warmup Boss: The first proper boss in the game.
  • Weaksauce Weakness: Cricket sounds, of all things. Sometime in the past she got very bad food poisoning from eating crickets and since then, the sound of them makes her nauseous. In the remake this is changed to frogs for some reason.
    • Self-Imposed Challenge: Defeating her without this weakness. It can be done, but you'll need to go in well-equipped, as she is quite the hard-hitting Stone Wall normally.

Grubba

"One day, you'll look back on all them small–dreamers 'n LAUGH!"

A sixty year-old Clubba and fight promoter that is secretly sapping strength from his fighters to remain looking young and in shape.


  • Blood Knight: He is heavily implied to have enjoyed fighting in the ring when he was younger. Confirmed when he goes toe-to-toe with Mario and co.
  • Cool Shades
  • Damage Sponge Boss: His One-Winged Angel form has a lot of HP compared to the bosses that come before and after him.
  • Faux Affably Evil: He comes off as incredibly friendly and outgoing, but it's just a cover for his evil narcissistic self.
  • Jerkass Isn't above taunting his first victim's sister regarding her brother's "death".
  • * Immortality Seeker: He is using a device powered by the Gold Crystal Star to drain the strength from the fighters, in order to remain young.
  • Nice Guy: He's incredibly friendly and genial to just about everyone he meets, and takes a special liking to Mario. Of course, this is just a façade for the twisted, self-centered madman underneath the surface.
  • Older Than They Look: Can you believe he's sixty?! Draining the life away from young and energetic fighters can really help a guy age well, it seems
  • The Reveal: A shocking one, too.
  • Southern-Fried Genius: For someone who likely hails from the south, he's definitely a hell of a technical master as Mush, King K, Bandy Andy, the rest of his unnamed victims can attest to.
  • Status Buff: In battle and out, he likes to bulk up his own attributes. He almost does it more often than he actually attacks.
  • Walking Spoiler: There is a LOT more to this guy than meets the eye.

Rawk Hawk

"Feel the horror of a world–class RAAAAAWWWKING!"

A giant, yellow bird and champion of the Glitz Pit, a fighting arena. He's loud, brash, obnoxious, and thinks he's the best fighter around. He uses some dirty tricks during fights, but insists that he'll fight clean once Mario finds the Crystal Star.


  • Combat Pragmatist: Launches himself from the walls of the arena, and even grabs onto the ceiling beam at one point (putting him beyond the reach of most attacks) and shakes it to drop objects down on Mario.
  • Defeat Means Friendship: Well, not so much friendship, but Rawk Hawk garners a begrudging respect for Mario after losing to him.
  • Large Ham
  • Red Herring: Much of chapter 3 suggests he is the Arc Villain; in truth, he is Grubba's Unwitting Pawn.
  • Shout-Out: Obviously a parody of professional wrestlers, but likely a parody of Hulk Hogan and The Rock in particular.
    • In fact, for the Spanish dub, Rawk Hawk is actually called Hawk Hogan.
  • Small Name, Big Ego: In spite of all of his bragging, his boss fight is quite easy. (And he doesn't get any tougher for rematches.) In addition, when he later challenges Bowser to a fight, Bowser curb stomps him. (Literally!)

Cortez

"Hear my voice, spirits! Take their ship and show them the meaning of fear!"

An old pirate that has long since died. All that remains of Cortez is a giant, floating skull wearing a pirate hat, although he can possess a pile of bones to get some form of a body again. Upon defeat, Cortez befriends the heroes and provides travel to a deserted island.


  • Badass Spaniard
  • Defeat Means Friendship: He becomes fast friends with Mario upon defeating him when he finds out Mario wasn't after his gold.
  • Ghost Pirate: Or skeleton pirate.
  • Multi-Armed and Dangerous
  • Sequential Boss: Has a relatively small HP pool, but has three different phases and it refills for each one:
    • First Phase: He has four attacks here, but can strike twice in a turn with one of them. Mario can strike at his head or the bone pile underneath.
    • Second Phase: He only has one attack per turn, doing so with a headbutt or charging and then throwing multiple bones. His skull can only be attacked with Jumps, but after he has attacked twice, the gem in his chest is exposed and can be attacked.
    • Third Phase: In this phase, his four weapons become seperate monsters and eventually regenerate if destroyed. (Although Flurry's Gust can eliminate them permanently.) Halfway through this phase, he consumes half the audience to restore his HP.
  • Your Soul Is Mine: His surprise healing method if you don't finish him off quickly enough. Poor audience.
    • Actually, that's unavoidable. However, he only uses it in his third phase.

The Smorg

Strange creatures inhabiting an abandoned train station. When Mario chases them off to throw a switch, the creatures stow away on the train he is riding and take all of the passengers hostage, growing into a multi-tentacled monster. The Smorg flee the train when defeated.


Other Characters

Punio

A member of a race called Punis. A headstrong little guy that is apparently intended to lead the tribe one day. He doubts himself and, when the X-Nauts invade his home, he enlists Mario's help to get rid of them.


  • Big Brother Instinct: He is very concerned about his little sister Petuni's safety when the Great Tree gets taken over.
  • Unlikely Hero: A lot of conversations imply that the other Punis generally don't think the world of him, or at least think he's a little dimwitted.

Jolene

A Toad woman and secretary of Grubba in the Glitz Pit. Mysteries surround her, and it's apparent that there's more to her than meets the eye. It's eventually revealed that Jolene's little brother, a former Glitz Pit champ, vanished, and Jolene got the secretary's job to get answers. The two are happily reunited after Grubba's defeat.


  • Cool Big Sis
  • Paper-Thin Disguise: Even Goombella does not recognize her when she and Mario meet her in the juice bar, simply because she isn't wearing her glasses at the time.
  • Mysterious Backer
  • Reverse Mole
  • Sugar and Ice Personality: Is all business while on the job, but shows a warmer side around her younger brother and in her email response to Mario after he finishes her Trouble Center request. It's also implied that she's the woman at the juice bar when she's off the clock.

Flavio

A flamboyant, eccentric, rich adventurer that lives in Rogueport for reasons unknown. He claims to be a fearless sailor, but in reality, is a complete coward that makes Mario do all the dangerous things.


  • Dirty Coward: Yes, he's a complete coward, but in the end, he still risks his neck to save his crew by going to reason with Cortez.
  • Small Name, Big Ego: He insists that he's responsible for everything good that's happened in chapter 5 and also seems to assume that everybody in the group loves him.

Pennington

"Rudimentary, my dear Luigi!"

A penguin that resides in a town for the rich. He runs a museum, but secretly pines to be a detective, which he isn't really that good at.


  • Expy: Of the various penguins that were involved in the murder mystery in the first game.
  • Thoroughly Mistaken Identity: He spends the entire game believing that he is talking to Luigi, and there's no telling him otherwise.
    • He does overhear somebody referring to Mario as Mario at the end of the game, at which point he seems to realize his mistake.

TEC-XX

"Princess Peach, teach me this feeling you call... "love.""

The world's best computer, designed to be absolutely perfect, which runs the X-Naut Fortress. After Princess Peach was kidnapped and placed in her holding cell, TEC observes her and begins to fall in love with her. TEC tries to understand this feeling, and in exchange TEC allows her to contact Mario. Sir Grodus finds out about this soon enough, however...