Beppi is a boss in Cuphead that is fought in the Carnival Kerfuffle level of Inkwell Isle Two.


Beppi is a tall clown with a red and blue clown suit with a blue and a red diamond drawn on each side, as well as a collar that has blue and red triangles on the sides with the top and bottom of the collar being white. He also seems to have a red and white face as well as a small black top hat. He also has yellow eyes with black pupils, red and blue eyebrows, a long red nose, and short eyelashes.

His second form resembles his first form, but portrays him as made out of balloons. His head is a giant balloon.

His third form, which is faced during his fourth phase (His first form is used in phase 3 as well, except with a horse instead of a car.), transforms him into a carousel.


True to his nature a clown, Beppi is a fun-loving and joke-cracking character, as shown by his habit of making puns whenever the brothers lose to him and constantly smiling and laughing throughout his battle. He is shown to use many carnival tools at his disposal, from bumper cars and balloon animals to carousel horses and roller coasters, which solidifies his fun-loving nature.

Beppi also appears to have a dramatic side, as seen when he throws a fit upon his defeat in the third phase.

In his fourth phase, Beppi is shown to be psychotic and overconfident as evident by the maniacal laughter and the fact that he is constantly smiling.



Before the battle, Beppi stares at Cuphead and Mugman excitedly before jumping into his bumper car, chuckling while doing so.

Phase 1

During his first phase, Beppi attacks by driving his bumper car toward the players, which prompt them to dash over him. His bumper cart will inch along the level, either towards or away from the center of the level, for an average of 3 seconds, before charging at full speed while he has a sinister grin and his bumper car has an angry expression. There are 2 instances that occur with 4 charges between them, in which the delay before the dash is exactly 1.5 seconds. In Expert mode, Beppi has more random patterns before charging. It can be inching a lot further on the track or having just very few bumps before charging.

Above Beppi is a moving row of cardboard ducks with bulls-eye on them that can damage the players if they accidentally bump into them. Occasionally, there will be a duck holding a light bulb, which will drop the bulb when a player is below to create a fire and hurt them. If this duck is shot, it will drop the bulb on the ground prematurely. In order to neutralize them, players simply have to shoot the duck, which will make them spin around so the hitbox is disabled. One of the ducks will be parryable. In Simple mode, there will be no ducks carrying light bulbs and there will be two parryable ducks.

After taking enough hits, Beppi will crash on the side of the screen and fall off of his bumper car.

Phase 2

After Beppi falls off the ground from the previous fight, he reappears on a makeshift platform with gas tanks by his sides that will inflate him with gas whilst his head becomes a balloon.

His primary attack in this phase is sending out dog-head-shaped balloons with tiny pointy teeth which spawn from the tubes on both sides,three outlets on the left and three on the right. These are spawned to attack the players and home to where the players are. They can be popped by shooting at them. Occasionally, pink colored ones will appear for the players to parry. In Simple mode, they spawn at a lower rate. In Expert mode, there are two different modes of balloons spawning, either two can spawn simultaneously, after a while four spawns together or always spawning three at the same time forever, rather than one after the other, only one mode will be chosen for that specific fight. However, the rate of production is lowered.

During this phase and onward, a roller coaster car will be passing by the battle every now and then, and it acts as an obstacle for the player(s). The roller coaster car will travel through the entire lower portion of the screen, which prompts players to jump onto it. The roller coaster car's head and rear have damaging spikes, it also has an additional obstacle by having two cars containing passengers, which players have to jump over as they are damaging too. The roller coaster car can be seen in the background as it goes up the track. The nose of the roller coaster car is colored pink and can be parried. In Simple mode, the roller coaster never appears. In Expert mode, there are three cars of passengers to jump over.

After Beppi has taken enough hits, he is defeated. During the transition cutscene, his eyes become X's, his head flies off into the sky, and his makeshift platform sinks. Then battle moves on to the next phase.

Phase 3

After Phase 2, Beppi returns in his normal form riding a horse, which is modeled after a horse from a carousel.

Beppi has two primary attacks depending on what color the horse is:

  • Yellow: The yellow colored horse shoots out a row of yellow colored horseshoe magnets, which reappear later above the player(s) to drop on them. The horseshoes can be avoided by taking advantage of the opening of the row. But if the players are jumping over the roller coaster car while the horse is attacking, they may accidentally get damaged.
  • Green: The green colored horse shoots out several horseshoe magnets in 2 groups of 2 that travel in a wave motion to damage the player. One of the horseshoes may be pink and is able to be parried. In Simple mode, it shoots in 3 groups of 1. In Expert mode, it shoots in 2 groups of 3.

The roller coaster speed is now the speed of the player's walking. Since the roller coaster doesn't appear in Simple mode, Beppi can lower his horse closer to the ground, so low that the yellow horse initial shot can only be dodged by crouching down.

After taking enough hits, Beppi, along with his horse, are defeated. They disappear and then reappear in the middle of the screen with Beppi falling off again. In Simple mode, Beppi simply stays on his horse, and the battle ends.

Phase 4

After he falls off from the previous phase, Beppi will reappear as a chair swing, laughing maniacally, which spawns platforms from the roof. His primary form of attack is him opening his mouth and three or four green clown-like penguins roll out. Each of these creatures will conjure up a baseball and shoot at where the players are. They can either be killed, or be destroyed the next time the roller coaster drives across the screen. In Expert mode, the penguins shoot at a faster rate.

Combined with the roller coaster car, which is way faster and has more cars occupied by the passengers, it can be quite a hassle for players to avoid both the roller coaster car and penguins at the same time while they have to focus on shooting at Beppi's body.

After he has taken enough shots, Beppi is defeated, his defeat animation showing him broken apart and revealing that his mouth was the entire inside of the main pillar.


Beppi is a homage to Fleischer's iconic character Koko the Clown and 1930s animation. His name originated from old horror and clown films from the 1930s. Visual exploration for the character mostly stemmed from the bizarre 1924 thriller He Who Gets Slapped.


  • Although Beppi is a male, he strangely has eyelashes, a feature commonly used by female characters in cartoons. This could be hinting that he wears mascara or eyeliner.
  • The balloon dogs Beppi uses in his 2nd phase is a reference to another dog based enemy from Dynamite Düx.
  • Beppi The Clown may have been inspired by Koko the Clown of the Betty Boop cartoons, and possibly Koko's cameo in the 1988 film Who Framed Roger Rabbit where Koko appears in his black and white form when coming in to work at Maroon Cartoons and again in color form near the end. Koko was the only animated clown at the time during the 1930s that would have inspired Beppi.
  • Beppi's name is a reference to Tito Beppi, a clown portrayed by Lon Chaney in the 1928 film Laugh, Clown, Laugh.
  • Beppi's actions when he jumps into his car and tries to ram the player is similar to the actions done by Sweet Tooth from the Twisted Metal series.
  • In an early build made for Conan O'Brien's Clueless Gamer, he was one of the playable bosses. Oddly, the fourth phase of the boss appeared as the second phase, and the cars seemed to go little slower than normal in this build of the game.
  • His third phase's death quote is a pun on Charley horse, a muscle spasm that occurs commonly in legs. It might also refer to one of Shari Lewis' characters in terms of name.
  • When riding his horse during phase 3 on the left side of the screen, Beppi's colors will be on the opposite sides of his body. For example, his grey-white face paint is now on the left side of his face.​ On his third phase death screen, however, the colors are back to normal.
    • The opposite applies to his first phase, where his colors are correct during the fight but swapped in the death screen.
  • Oddly, Charlie Horse makes sounds similar to that of a donkey rather than a "neigh".
  • In Beppi's phase 1 death screen he is seen having a blue stripe on his hat, however, in battle, he has none. This seems to be an animation error.
  • The horse Beppi is riding bears a slight resemblance to Horace Horsecollar, a character from the Mickey Mouse cartoons.
  • At the end of his third phase, before he falls off his horse and transforms into his final form, Beppi's cries sound very high pitched, along with his scream and laugh, but disturbingly enough, he makes the sound of a little girl laughing or crying as he is sobbing.
  • Beppi's crying may be a reference to that of Fransowors (dubbed as Fatso in America), one of the bosses from the 1992 arcade game Undercover Cops.
  • The Balloon Dogs that are summoned have a brownish yellow color with black ears much like Mickey's pet dog Pluto from the Mickey Mouse cartoons.
  • The background for Beppi's fight resembles Pleasure Island from Disney's Pinocchio.
    • The fight on the roller coaster may also refer to the Popeye cartoon King of the Mardi Gras.
  • During the first three phases of his fight, Beppi's face is colored half red and half white. In his fourth phase, however, his face is colored half red and half blue.
  • No matter what way he faces during the first three phases, Beppi's red face paint will always be in front.
  • Beppi's opening animation in his fourth phase could be a reference to the 1988 comedy-fantasy film Beetlejuice.
  • In the unused code, the swings from Beppi's final phase will be able to drop players down. When players step on the swing, it will be in red hue as a warning for 0.5 seconds and will be completely black to drop the player as the platform collision completely disappear for 0.7 seconds. It later returns to normal and can repeat the process again.
    • The falling swings may be a reference to donut block from the Super Mario franchise, they act in a similar way when stepped on they turn red and starts falling, and the platform shape is similar to the donut block as well.
  • Beppi is the only boss in Cuphead with an asymmetrical design. This is due to his color scheme.