Characters / Mario & Luigi

aka: Mario And Luigi Dream Team

Super Mario Bros. Main Character Index
Main characters: The Mario Brothers | Allies (The Princesses) | The Koopa Kingdom (Bowser — Bowser Jr. — The Koopalings — Other High-Ranking Subordinates — Bosses) | Assorted Nasties
RPG characters: Super Mario RPG | Paper Mario (64 — The Thousand-Year Door — Super — Sticker Star — Color Splash — The Origami King) | Mario & Luigi (Minion Quest: The Search for Bowser)
Spinoff series: Yoshi's Island | Luigi's Mansion | Mario Golf | Mario Tennis | Super Mario Maker | Donkey Kong series (Kongs) | Wario series (Wario and Waluigi)
Crossovers: Punch-Out!! | Super Smash Bros. | Mario and Sonic at the Olympic Games | Skylanders | Mario + Rabbids Kingdom Battle | Mario + Rabbids Sparks of Hope
Other media: The Great Mission to Save Princess Peach! | Super Mario Bros. (DiC) | Super Mario Bros. (1993) | The Super Mario Bros. Movie

Characters from the Mario & Luigi series. Entries on the eponymous duo can be found here and allies from other games can be found here. Bowser's entry is here, while Kamek and the rest of Bowser's minions aside from the Elite Trio can be found here. Birdo is found here.

For simplicity's sake, entries for Recurring Characters are listed under the games in which they first appeared.

All spoilers are unmarked. Read at your own risk.

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Recurring

Heroes

The Mario Bros.

Mario: Let's-a go!
Luigi: Okie dokie!

The heroes of the games, the Mario Bros. are a pair of heroic plumbers whose adventures have saved the day multiple times and earned them the respect of countless people... or at least earned one of them the respect of countless people.

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• Adventure Duo: This sub-series is one of the most notable portrayal of the Bros. with this dynamic. Mario is more levelheaded and serious, while Luigi is the quirky, cowardly sidekick who's often the butt of the jokes, and collaboration between the two of them is vital in both combat and exploration.
• After Boss Recovery: In the first two games, the Bros. will always be healed after every boss they fight and, if one fell, he's revived as well.
• As Long as It Sounds Foreign: They speak in Italian-sounding gibberish.
• Balloon Belly: The Bros. use it to their advantage in Bowser's Inside Story as part of their "Snack Basket" special, using a giant Luigi to make a quake that damages all enemies, as well as to inflate Mario with air or water for travel purposes.
• Bash Brothers: Quite literally, as the Bros. rely heavily on each other's support during battle.
• Colour-Coded for Your Convenience: Anything interactive that's red is usually going to be used by Mario, and anything green by Luigi.
• Fragile Speedster: In Bowser's Inside Story, both of them are this compared to Bowser, as they have a lot of top speed compared to him, but less defense and attack.
• Good Is Not Soft: Cackletta, the Shroobs, and Fawful all meet their ends by the hands of the Mario Bros.
• Goomba Stomp: The bros' first attacks are always jumps. There's also always some sort of Bros. Attack that involves powered up jumps.
• HP to One: At the beginning of the battle against Cackletta's spirit in the first game, the brothers are reduced to 1 HP.
• Human Hammer-Throw: The first game's Swing Bros. attack has Mario swing Luigi around and throw him towards an enemy.
• Hurt Foot Hop: Jumping on a spiky enemy will cause Mario or Luigi to hurt himself and hop while holding his injured foot.
• Informed Equipment: You never see any of the special gear or badges on Mario and Luigi's actual sprites.
• Italians Talk with Hands: Mario and Luigi's talking animation has them gesticulating with their hands.
• Lightning/Fire Juxtaposition: In Superstar Saga, Mario and Luigi obtain fire and lightning abilities respectively, the Firebran and Thunderhand.
• Locked Out of the Loop: A downplayed version in Superstar Saga. No one thought, or at least had time, to tell the Bros. that Princess Peach never lost her voice in the first place, since Prince Peasley saw Cackletta's plot coming and warned ahead. It wasn't out of any malice, since Peach did try to let them in on the plan, but circumstances wouldn't allow it, and either way, The Bros. would have been fighting Cackletta regardless.
• Meteor-Summoning Attack: They use two as special attacks in Bowser's Inside Story:
  • Mighty Meteor summons a meteor that the Bros. hammer back and forth, slamming into enemies and eventually dropping an item.
  • Falling Star drops a huge star on the target, accompanied by smaller stars that were thrown at it.
• My Future Self and Me: They spend much of the second game fighting alongside their past selves.
• Say My Name:
  • In general, each of the Bros. will scream the other's name if he gets knocked unconscious during a battle. The scream is especially intense in Bowser's Inside Story.
  • In the first game, if the Bros. are separate, looking at the gear or status of the character you're not playing as will have your current character say their name. Luigi also screams Mario's name when he comes down with the bean fever.
• Sibling Team: While they've always been a team, this is the series where they work the most directly alongside each other.
• Supporting Protagonist: Despite retaining their fully playable status in Bowser's Inside Story, they arguably take a step back as the main heroes of the game, with Bowser being the central character and the one in the spotlight for most of the story.
• Victory Pose: The brothers strike these at the end of battles. Mario's tend to come across as cool, while Luigi's tend to be awkward, or like he's trying too hard to be cool like Mario. Leveling up comes with an extended victory pose.
• Weak, but Skilled: Compared to Bowser, they have a lot of combo attacks where they make small, but multiple strikes to take a lot of damage. They tend to have some where they make a lot of damage precisely at the end of the games, however.
• What the Hell, Hero?: In the first game, hammering Mario or Luigi or setting fire to/electrocuting Luigi or Mario before they have learnt the appropriate moves will cause the unlucky bro to yell at him.

Mario

The elder Mario Brother, Mario is famed far and wide for his heroics.

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• Badass in Distress: At one point in Bowser's Inside Story, Mario is kidnapped by Sockops and Luigi must rescue him.
• Clothesline Stealing: After being informed that the princess is in danger in the first game, Mario — who had just gotten out of the shower and was only wearing a towel — runs outside and jumps into the clothesline Luigi was hanging their clothes on, coming out fully dressed and with Luigi tied to his leg.
• Glass Cannon: Mario tends to have higher attack power and speed but suffers from lower health points and defense points, which are Luigi's strong areas. While these differences tone down with grinding and player's choices, they are still subtly present.
• Leeroy Jenkins: Immediately runs into danger the moment he realizes anyone (particularly Peach) is in trouble, much to Luigi's dismay.
• Straight Man: To Luigi. Mario often balances out his brother's more bumbling and cowardly traits and convinces him to join in on adventures.

Luigi

The younger Mario Brother, Luigi suffers from something of an underwhelming reputation — most characters in the first game cannot even be bothered to remember his name, although his standing improves somewhat over the series as he adventures alongside Mario.

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• Accidental Misnaming: Luigi tends to get called "Green Mario," "Green 'Stache" and the like. By the end of Dream Team, Bowser finally remembers his real name after having deemed him a Worthy Opponent this time around. In Paper Jam, even though Bowser calls him "green guy" the first time he says it in the final battle, he actually calls him "Luigi" the second time.
• Butt-Monkey: He gets constantly kicked around, mocked, belittled and insulted, and it's made very clear that nobody actually respects him or thinks highly enough of him to actually remember his name. His status as a Butt-Monkey is considerably lessened in Bowser's Inside Story, however. He still gets the shaft, but not nearly as he does in the preceding titles in the series.
• Cowardly Sidekick: He's cowardly to an absurd degree, tends to respond to threats with terrified cowering, and often has to be forcefully dragged into adventure.
• A Day in the Limelight: He gets a much more prominent role in these games, particularly in Superstar Saga and Dream Team, than he does in most other games in the franchise.
• The Drag-Along: Literally so in Superstar Saga: when Mario gets the news that Bowser is attacking the Mushroom Kingdom again, he immediately rushes out of his shower and jumps into his clothes, while Luigi is hanging them. This results in Mario running to the castle with the rope still attached to his clothes...and Luigi all wrapped in the rope.
• Elemental Punch: In the first game, Advanced Thunder Bros. has Luigi deliver a Thunderhand-charged uppercut.
• Got Volunteered: In Superstar Saga, Luigi never wanted to join Mario on the adventure to begin with, it's only because Bowser mistook him as a volunteer for his army against Cackletta and literally dragged along by him that he had no choice to but to accompany Mario on his adventure.
• Groin Attack: In the first game, when shrunken, Mario can jump whole Luigi high-jumps and strike him in the nuts. You can get coins this way, but Luigi's health will gradually drop.
• My Friends... and Zoidberg: There are many jokes at Luigi's expense about him being the second banana to Mario's act.
• Rump Roast: In the first game, when Mario uses his Firebrand move when he's behind Luigi, he lights a fire under Luigi's buttocks that causes him to run at breakneck speed.
• Stone Wall: Luigi tends to have higher defense and health points at the cost of some attack and speed, which are Mario's strong areas.
• Throw the Dog a Bone: In the first game, Luigi gets some recognition (including actually being called by his name) when the brothers meet some in-universe fans.
• Weak, but Skilled: Luigi makes less damage than Mario, but he has more mustache points, allowing him to make more lucky strikes to put status effect on opponents or deal more damage or one precise hit.

Starlow

"HELLO YELLO!"

A little yellow ball of a creature who is sent to assist Princess Peach and the Mario Bros. as a representative of the Star Sprites, the beings who watch over the Mushroom Kingdom. In Dream Team, she is also sent to represent the Star Sprites on Pi'illo Island, though how exactly is never specified. Whenever Mario heads into the Dream World, she stays behind to do things to Luigi like pull his mustache and tickle his nose in order to alter things in the dream. While she is openly annoyed by Luigi's cowardice, she gradually warms up to him as she sees more examples of his heroism.

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• 11th-Hour Ranger: In Minion Quest, she joins Captain Goomba's squad after the penultimate mission.
• Adaptational Early Appearance: She debuts in Bowser's Inside Story, but the remake of Superstar Saga shows that she was apparently in the Beanbean Kingdom at the same time Mario and Luigi were, relaxing in Gwarhar Lagoon and making a few minor appearances in Minion Quest during Captain Goomba's visit to said area.
• Armless Biped: And handless and legless too. She's basically a floating ball with feet and a star.
• Black Bead Eyes: What her eyes normally are, with eyelashes to indicate her gender.
• Blank White Eyes: When shocked by something.
• Borrowed Catchphrase: Uses Stuffwell's "BACK TO ADVENTURE!" phrase at one point in Paper Jam.
• Breakout Character: Since her debut, she has gone on to appear in all subsequent Mario & Luigi games in some capacity.
• Butt-Monkey: She doesn't have it quite as bad as Luigi and Bowser, but she goes through quite a lot of torment during the games she's in, being frequently grabbed, swallowed whole, spit back out, and generally just tossed around, all in a comedic way.
• The Cameo: She appears in the Minion Quest scenario, first as Hermie's captive, then as a contestant in Wendy's pageant.
• Character Catchphrase: "HELLO YELLO!"
• The Chew Toy: Her being the most prominent female character in the games since her introduction (Princess Peach is usually kidnapped, and thus absent most of the time) does nothing to stop her from sharing Luigi's and Bowser's role as a comedic punching bag.
• Comically Missing the Point: When one Pi'illo makes mention of her being nude, she angrily replies, "Open your eyes! I have SHOES!"
• Exposition Fairy: To the Mario Bros. and Bowser.
• Guile Hero: It was only through her lying to Bowser that the latter would even bother doing some heroic things in Bowser's Inside Story, let alone that Bowser was inadvertently helping his nemeses out. At one point Bowser actually had to ask for her help so he can remember the combination to his safe, and Starlow refuses to comply until Bowser, very reluctantly, asks her again by saying the magic word, "Please".
• Hair-Trigger Temper: She gets angry rather easily. Then again, she does go through quite a bit of abuse over the course of the games.
• Hidden Depths: Knows powerful magic involving the use of Pure Energy. Hinted at within several games and outright proven in Mario & Luigi: Paper Jam when she decides to use her abilities offensively and used "Supernova Sparkle" onto Ludwig and Larry (and accidentally the Mario Bros.) in an Offscreen Moment of Awesome.
• Innocent Fanservice Girl: Not that her body leaves much to the imagination, but Starlow is always naked, and she doesn't seem to think anything strange of it. Calling her a nudist seems to also be a bit of a Berserk Button for her.
  Starlow: HEY NOW! Who's nude?! Open your eyes! I have SHOES!
• Interspecies Friendship: Is good friends with Peach, Mario and Luigi.
• Jerk with a Heart of Gold: This element of her personality is most apparent in her dealings with Luigi. In Dream Team, she initially expresses frustration with his Heavy Sleeper habits (partly out of jealousy that he can sleep so easily, and partly because him falling asleep on Dreambert led to Peach getting kidnapped in the first place). However, she shows concern for him later on when he is forced to sleep on the frigid summit of Mount Pajamaja, lighting the nearby furnace to keep him warm and demonstrating that she does ultimately care for his well-being.
• Little Miss Snarker: She's rather sassy with various characters, especially Luigi and Bowser.
• Meaningful Name: Starlow is a portmanteau of "star" and "yellow". Her Japanese name is literally "Yellow Star".
• Mission Control: In Dream Team, she doesn't join any excursions into the dream world and stays behind to watch over Luigi instead. Anything she does to Luigi in the real world helps out Mario and Dreamy Luigi in various ways.
• Never Say "Die": "YOU GOT A KO WISH?!"
• Pure Energy: With Peach, she is able to use an ability called "Wish Power" which, in Bowser's Inside Story, helps weaken Bowser in the tutorial fight and in Dream Team, stops Bowser from obliterating the Mario Bros. with the Dream Stone. She also uses an attack called "Supernova Sparkle" in Paper Jam when the team get blocked by Ludwig and Larry on their way to Bowser's Castle. It shouldn't be used in enclosed spaces though, considering how the bros. come out of the Warp Pipe rather dazed.
• Support Party Member: She generally keeps away from direct combat though she will assist Mario and Luigi by having them grab onto her, so she can fly them out of the way of dangerous wide-ranged attacks that seemingly can't be evaded like Bowser's flame breath or Dark Star's giant laser attack. She also turns into a cross-hair to help Mario and Luigi aim when using the Falling Star Special Attack.
• Tertiary Sexual Characteristics: She is only visually distinguishable as female thanks to the long eyelash marks on her beady eyes. However, these eyelashes aren't visible on her in-game sprite and dialogue references to her as female are surprisingly few in number. During Dream Team, you can see the eyelashes when she's Luigi-sitting.
• Took a Level in Kindness: In Bowser's Inside Story, she is really quite blunt, almost to the point of rudeness, and insulting towards Luigi, questioning his abilities as a hero. In Dream Team, she has warmed up considerably towards him even though she still gets frustrated with him at times and in Paper Jam, Starlow is very much amiable towards Luigi even giving him a pep talk at one point. Downplayed, because this does not stop her from taking jabs at him through the game like she usually does.
• Tsundere: A platonic type B to Luigi. She's often extremely critical of Luigi for his cowardice and respect demanding, with her words being incredibly harsh when taking to him in particular, but she does ultimately care for him, best exemplified by her being the one to control Luigi's dreamscape in Dream Team without any qualms after the first instance.
• Two Aliases, One Character: She adopts the name "Chippy" for her dealings with Bowser in Bowser's Inside Story. Played with since the player always knows they're the same person, only Bowser doesn't.
• Voice for the Voiceless: Acts as this for Mario & Luigi and has, at this point, adopted herself as their official guide.
• Waddling Head: Well, the "waddling" part is absent, considering that she spends the whole time flying around, but she still fits the "round object with feet" part of the trope.

NPCs

Toadbert

"By boogity!"

A spectacled Toad who accompanied Princess Peach and Toadiko in Professor Gadd's time machine. He escapes the Shroobs but loses his memory. He is later found inside Yoob's gut on Yoshi's Island, where he shows the Mario Bros. a sketch of his he was able to draw before his amnesia. He reappears in Bowser's Inside Story as one of the Toads who got inhaled by Bowser.

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• Amnesia Danger: His amnesia keeps him from telling the Mario Bros. of the important info about the sketch that has him so spooked. He gets Shroobified right after regaining his memories, only able to tell the Bros. to clean off the image but without being able to explain the full significance of it.
• Demoted to Extra: He's not nearly as important to the plot in Bowser's Inside Story as he was in Partners In Time.
• Killed to Uphold the Masquerade: He got Shroobified by the Elder Shrooboid before he could reveal the true nature of the Cobalt Star.
• Pink Girl, Blue Boy: The blue to Toadiko's pink.
• Verbal Tic: He certainly has one, by boogity!

Kylie Koopa

"Kylie Koopa, ace reporter! The Koopa Kronicle's best!"

A friendly, spunky Koopa Troopa whom the Mario Bros. first meet as a reporter for the Koopa Kronicle covering the ongoing Shroob Invasion while also helping the plumbers in their fight against the invaders. She returns in Dream Team as a tourist guide writer who tasks the Bros. with retrieving pictures from the Camera Blocks she scattered across Pi'illo Island.

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• Action Girl: She's definitely not afraid of throwing herself into the fray to earn herself some scoops.
• Big Damn Heroes: She saves the Mario Bros. from Princess Shroob and her underlings by disguising herself as one of them and blasting every other Shroob in the room with one of their own Ray Guns.
• The Bus Came Back: She returns in Dream Team after a seven-year absence.
• Character Catchphrase: Whenever she's in danger, she always yells out, "YOIKS!"
• Dressing as the Enemy: She disguised herself as a Shroob so she could infiltrate the Shroob Mother Ship and rescue the Mario Bros.
• Intrepid Reporter: She cheerfully treks across the Mushroom Kingdom recording every possible scoop concerning the Alien Invasion.
• Killed to Uphold the Masquerade: She got turned into a Shroob mushroom by the Elder Shrooboid before she could reveal the true nature of the Cobalt Star.
• New Job as the Plot Demands: Between Partners in Time and Dream Team, she's gone from a roving reporter to an island guidebook writer. She even lampshades how she's constantly switching jobs.
  Kylie: You're sure old Kylie was a reporter back when? Fellas, I've had so many jobs, I can't even start!
• Older Than They Look: She doesn't appear to have aged a day between Partners in Time and Dream Team despite at least a 30 year time gap. Justified since she's a Koopa, which are turtles.
• Pink Means Feminine: Her shell, shoes, bows, and eyeshadow are all pink.
• Seen It All: Upon meeting her again in Dream Team, Mario and Luigi try to remind her of her helping them during the Shroob invasion when she was a reporter, only for her to state that she's had too many jobs to remember that one in particular. That's right, her life has been so eventful that witnessing the near-destruction of the Mushroom Kingdom by alien invaders and getting turned into a mushroom were all comparatively unmemorable.
• Species Surname: Kylie Koopa.
• Swallowed Whole: By Petey Piranha.
• Tagalong Reporter: She follows the Mario Bros. around knowing that they're Shroob magnets.

Broque Monsieur

"'Ow do I make zee profits with zee likes of you around? Leave and do not return to moi! Sorry for zee rudeness."

A member of the Brock race, who resemble the Blocks frequently seen in the Mario games, Broque is a block collector who has set up a shop in the Mushroom Kingdom where Bowser can buy stuff. In contrast to most other good characters in the Super Mario Bros. franchise, he is not friendly to the Mario Bros., as he disapproves of their block-hitting escapades. He returns in Dream Team as the head of Pi'illo Island's tourism business, where he is slightly more amicable toward the plumbers. In public at least.

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• Big Ol' Eyebrows: His mustache becomes this when he flips his head over.
• French Jerk: Subverted; he's generally a Nice Guy and is only callous towards the Mario Bros. (he even apologizes to them immediately afterward).
• Gratuitous English: In the Japanese version ("Oh my dog! What's happen!").
• Gratuitous French: In the English version.
• Jerkass to One: He's a very friendly fellow under normal circumstances, but should you take the Mario Bros. to his shop in Dimble Wood in Bowser's Inside Story, he'll admit that as a block-collector, he dislikes the Mario Bros. for hitting every block they find and "de-valuing" them and will refuse to sell them anything. While he's able to entertain and be hospitable towards the Bros. as a Tour Guide in his appearance in Dream Team, he can still be found complaining about the Bros. to his co-workers.
• Losing Your Head: He takes it off◊ in order to go from one expression to another. Also, when his Mega Mushroom attack is countered.
• Punny Name: His name is combination of "block" and "croque-monsieur." Other translations make his name some sort of block pun, such as the European Spanish version naming him "Charles Bloquette" after Charles Martinet.
• Right Behind Me: In Dream Team, you can walk in on him ranting about the Mario Bros. to his coworkers because he doesn't like the fact how they keep bashing blocks and devaluing them.
• Serious Business: He LOVES collecting blocks and tends to be rude towards Mario and Luigi for simply bashing them because it renders them invaluable.
• Warm-Up Boss: He willingly lets Bowser wail on him and suck him up to teach him the Vacuum Block mechanic. He does actually fight back as part of the battle though.

Broggy

Broque Monsieur's rather ferocious cubical dog.

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• Angry Guard Dog: He is Bowser's final special attack in Bowser's Inside Story. He also acts this way towards the Mario Bros.
• Civilized Animal: Civilized enough to run a Gear Shop for his master Broque though apparently it's just so he can eat the coins. Still, he can run the tutorial on how to use scratch cards if you talk to him first before shopping at Broque's item store.
• Demoted to Extra: In Bowser's Inside Story, he's a Warm-Up Boss, the cashier of Bowser's gear shop, and Bowser's final special attack. In Dream Team, he appears briefly to invite the Mushroom Kingdomites to Pi'illo Island before disappearing entirely.
• Infinity +1 Sword: Bowser gets him as a special attack if he delivers all of the Blitties to Broque Monsieur's shop.
• Perpetual Frowner: He never smiles and growls at anything that gets near him.
• Robot Dog: Implied by him having a communication screen on his back, assuming that wasn't also part of Luigi's dream.
• Warm-Up Boss: Broque tells Bowser how to use his fire breath on Broggy to subdue him.
• What Happened to the Mouse?: In Dream Team, you'll never see him again after the intro, though Kylie still managed to get a picture of him.

Dr. Toadley

"GRAVE ILLNESS! Do these two men have an incredibly grave illness? Yes."

A Toad doctor who tries to find the cure to the mysterious disease plaguing the Mushroom Kingdom.

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• Adaptational Early Appearance: Debuts in Bowser's Inside Story, but the remake of Superstar Saga has him replace Psycho Kamek in Little Fungitown as the one who helps Luigi feel braver by hypnotizing him into thinking he's Mario.
• Big "YES!": He has this as a voice clip.
• Bunny-Ears Lawyer: He has some awfully bizarre habits for such a renowned doctor.
• Crystal Ball: He has one that can see where the Star Cures are located, though the vision of Bowser turned out to just be Bowser himself reflected in the glass.
• Eccentric Mentor: Is he the one to guide you in your quest? YES!
• Giving Someone the Pointer Finger: His diagnoses always come with him dramatically pointing his finger.
• Insistent Terminology: He insists that the Miracle Cure be called the Miracle Toadley Cure.
• Jack of All Trades: He holds two jobs as both a doctor and a fortune teller. He often likes mixing his occupations together.
• Large Ham: Hailing from the fortune telling side of his occupation, he has a tendency to yell out his answers to problems or questions while Giving Someone the Pointer Finger.
• Orwellian Retcon: In the remake of Superstar Saga, he replaces Psycho Kamek.
• Qurac: His expertise in medicine is somewhat implied to come from an Eastern origin, namely by his eccentricity, unusual manner of speech, and, most significantly, his stereotypically Arabian garb, including a face veil, large hoop earrings and a Toad hat that resembles a turban. The remake of Superstar Saga also implies that he used to live in a desert area.
• Verbal Tic: Does he like to speak in the form of questions and answers? He does.

Broque Madame

A lovelorn female Brock with some very bad back problems. She and Broque Monsieur once dated.

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• Ascended Extra: In Bowser's Inside Story, her only purpose is to give an optional sidequest for Bowser. In Dream Team, she helps hide Peach from the Big Bad Duumvirate and also owns a very posh shop. In the remake of Bowser's Inside Story, she serves as a boss in Bowser Jr.'s Journey and she is the only person able to mix the ingredients to make Skeletone Formula:D.
• Attack of the 50-Foot Whatever: She becomes really big in Luigi's Luiginary Attack dream challenges.
• Big Beautiful Woman: Well, as beautiful as a living brick can be, anyway.
• Flying Brick: Literally. She's a Flying unit in Bowser Jr.'s Journey, and has very large amounts of health.
• Gratuitous French: Just like Broque Monsieur, she peppers her dialogue with French in the English version.
• Odd Friendship: Bowser Jr.'s Journey establishes that she is an old friend of Kamek, of all people.
• Self-Duplication: Each Luiginary Attack challenge consists of you plowing through numerous dream copies of her.
• Verbal Tic: "Hee..."

Antagonists

Bowser

"Did someone just page the King of Awesome?"

The proud, bombastic and arrogant King of the Koopas, Bowser is the brothers' recurring nemesis thanks to his constant attempts to take over the Mushroom Kingdom. He tries to do just this in Superstar Saga, but quickly finds himself outmatched by the villain of the day and bereft of his memories. From then onward, he finds himself cooperating the Bros. more often than not, although not always knowingly, to deal with the succession of villains and invaders trying to conquer the Mushroom Kingdom — because the kingdom is his, thank you very much, and he won't tolerate some two-bit newcomers coming to snatch it from right under his nose.

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• Awesome, but Impractical: The Fury status effect in Bowser's Inside Story gives Bowser a big attack boost while lowering his defenses if he's taken a lot of damage in a single fight. This will probably only happen in some of the tougher boss battles, and if you're not good enough at countering attacks that you take enough damage to activate it, you probably won't last too long.
• Badass in Distress: At one point in Bowser's Inside Story, he is locked in his own safe and thrown away somewhere unknown by his own minions. You aren't allowed to return to playing as him for a sizable span of time, until Mario and Luigi finally find him in the junkyard of Peach's Castle.
• Beat the Curse Out of Him: In Superstar Saga, defeating Cackletta Soul expells her from Bowser's body and destroys her for good. It happens again in Partners in Time, but this time, the Bros. have to defeat Bowser externally to purge him of the vengeful queen's spirit.
• Big Bad Duumvirate: Antasma and him team up early on in Dream Team. By the end of the game, Bowser becomes the true Big Bad. He also teams up with his Paper counterpart in Paper Jam, whether they want to or not.
• Boisterous Bruiser: Bowser is portrayed as very physically powerful and as possessing a bombastic, proud and highly emotive personality.
• Breath Weapon: One of his primary attacks is his fire breath, which will cover the other side of the screen in a storm of fire.
• A Day in the Limelight: Bowser's Inside Story serves as his playable debut and gives his personality, thoughts and characterization a much greater degree of focus and development than he usually gets.
• Demonic Possession: In the first game, Bowser gets possessed by Cackletta's spirit just after regaining his memory, causing him to turn into Bowletta. Then, in Partners in Time, the spirit of Elder Princess Shroob returns to possess Bowser for one final battle.
• Dual Boss: He fights alongside Popple twice in Superstar Saga, his younger self in Partners in Time, and his Paper counterpart in Paper Jam.
• Enemy Mine: He teams up with the Bros. to rescue Peach's voice because because he doesn't like other bad guys taking what he wants. It doesn't last long, however, as throughout the whole game, events conspire to prevent him from helping for anything other than getting to the Beanbean Kingdom.
• Evil Costume Switch: While he was already evil to begin with, he wears a blue mask on his face while working with Popple in Superstar Saga.
• The Fighting Narcissist: Bowser is very open about the fact that he considers himself ravishingly handsome, and there are numerous moments of self-worship of his own physique, manliness and abilities.
• Fusion Dance: At the end of Paper Jam, he and Paper Bowser combine to form Shiny Robo Bowser for the final battle.
• Hyperspace Arsenal: In Bowser's Inside Story, he pulls out a whole bunch of minions (or Broggy) from his shell when he does a minion attack.
• Hypocritical Heartwarming: In Bowser's Inside Story, his anger at Fawful abusing his minions is due to the fact that if anyone should be abusing the Koopa Troop, it should be Bowser.
• Identity Amnesia: In the first game, after the airship crashes, Bowser loses his memory, forgets who he is, and ends up as Popple's dopey sidekick. He remembers who he is just after the second fight with Mario, but his mind is shortly after taken over by Cackletta.
• Jerkass Has a Point: In Bowser's Inside Story, he interrupts the meeting to discuss the Blorb crisis at the beginning of the game. When asked why he's there, Bowser states that even though he is a bad guy, he's also a citizen of the Mushroom Kingdom, and as such he has as much right to be at a meeting discussing a national crisis as everyone else in the room. Bowser Jr.'s Journey makes this even clearer, revealing that the Blorbs also affects Goombas.
  Peach: "What are you doing here? We're in an important meeting! The kingdom's in danger!"
  Bowser: "Gee, PARDON ME! Guess what? I live here, Your Royal Genius! I've got as much right to be in this meeting as anyone!"
• Laser-Guided Karma: Bowser's entire history with the second Star Cure in Bowser's Inside Story. Before the events of the game, Bowser entered the house of a sage named Kuzzle, who greeted him amicably and challenged him to solve a jigsaw puzzle. Bowser couldn't figure it out, and in a rage attacked him, trashed the place and stole his Star Cure. Having no use for it, he put it away in a safe in his castle. Cut to the game's events, and in his efforts to reclaim the Star Cure in a time of need, he gets betrayed by two groups of people he had previously treated well, is severely injured by one of them, is forced to solve a jigsaw puzzle to remember the safe's combination, and is finally locked within the safe himself.
• Mighty Glacier: In Bowser's Inside Story, he has way more attack and defense than the Bros., but is also way slower.
• Promoted to Playable: After being a side character in Superstar Saga and a minor antagonist in Partners in Time, Bowser's Inside Story has the gimmick of being able to fully play as Bowser.
• Sturdy and Steady Turtles: As a classic Mighty Glacier, he relies on his strength and tough defenses to make up for his lack of speed or agility. In the overworld he moves slowly and cannot jump, and in battle has a very low speed stat, but he has much more health than the Bros. and in Bowser's Inside Story can lie flat on his belly to let overhead attacks bounce harmlessly off of his spiky shell.
• Throw the Dog a Bone: In the ending of Bowser's Inside Story, after helping to put an end to Fawful, destroy the Dark Star, and find a cure for the blorbs, he challenges Mario and Luigi to a fight and yet again gets the hell beaten out of him during the credits. However, as he is nursing his wounds at his castle, he receives a thank-you cake from Peach and the Mario Bros.
• Training Boss: He serves as this in the Superstar Saga and Bowser's Inside Story tutorials. In the first game, he does one point of damage to you (Mario has 11 health), and is automatically defeated when he is damaged on the sixth turn. Your only battle command is to attack him and hence damage him, so it's impossible to lose the fight.
• Unskilled, but Strong: When he's playable in Bowser's Inside Story, the only attacks he knows are punching things really hard, breathing fire, and punching things even harder. His Bob-Omb army is also this, as they are powerful, but must be placed precisely in front of the opponent if you don't want them to explode on their boss.
• Vacuum Mouth: In Bowser's Inside Story, he gains the ability to create a powerful vortex when inhaling, which allows him to suck any creatures or objects in front of him into his mouth. He retains this ability in Dream Team.
• The Worf Effect: At the start of the first game, Bowser gets knocked out in one hit by Fawful. The same attack takes at least five hits to down a bro. Inverted in Dream Team when he becomes Dreamy Bowser and easily brushes Starlow and Dreambert aside.

The Elite Trio (Private Goomp, Corporal Paraplonk, and Sergeant Guy)

A Goomba, a Paratroopa, and a Shy Guy who escaped Fawful's brainwashing of the Koopa Troop. They return in Dream Team having been promoted and carrying out Bowser's orders almost as much as Kamek.

---

• Adaptational Early Appearance: Turns out Private Goomp was one of the two Goombas aboard the Koopa Cruiser alongside Captain Goomba in Superstar Saga.
• Affably Evil: Despite working for Bowser, none of them are particularly mean.
• BFG: Sergeant Guy mans a pretty big Bullet Bill cannon in the boss battle with the Elite Trio in Dream Team. This was also what they (and Bowser) tried to use in order to launch an attack against Bowser's Castle in Bowser's Inside Story.
• Brainwashed and Crazy: Averted; they join Fawful of their own will. Twice! Although Private Goomp was only brainwashed once.
• Bucket Helmet: Corporal Paraplonk.
• Chromatic Arrangement: Formed via the green-robed Sergeant Guy, the red-shelled Corporal Paraplonk, and the blue pajama-clad Private Goomp.
• Chronic Backstabbing Disorder: Despite being loyal to Bowser, they have defected to Fawful twice, once to spite Captain Goomba, and the other time because Fawful promised them with rations. Even after returning to Bowser's side with graciousness, it would appear from the fourth game that they haven't truly learned their lesson, as they still act with ambitions of being promoted to the point of being able to boss around Bowser, but they at least manage to keep the backstabbing in check.
• Climax Boss: In Dream Team, where they're fought in Dreamy Driftwood Shore after revealing that the real Peach was kidnapped all along.
• A Day in the Limelight: While they're not necessarily the main characters in Minion Quest: The Search for Bowser, they play integral roles in the plot as well as both friendly units and bosses.
• Deadly Dodging: True of all enemies, but their Mega Bob-omb attack deserves special mention since it is easy to dodge and deals massive damage even to themselves. It is quite probable players will win the battle simply by letting them KO themselves with that move.
• Doppelgänger Attack: Sergeant Guy can use his magic wand to transform the Goombas under Private Goomp into identical copies of himself, who will run around in an attempt to confuse Mario and get some hits in. It's stopped at the end, or if you manage to hit the real Sergeant Guy.
• Easily Forgiven: Bowser allows them back into the army assuming that they pull their weight in defeating Mario. In Bowser Jr.'s Journey, the same was not said to the few Goombas in a post-game cutscene.
• Et Tu, Brute?: They betray Bowser in Bowser's Inside Story, and the ending confirms that they did it willingly.
• Exposition Fairy: Corporal Paraplonk acts as this during the first Giant Bowser Battle.
• Flunky Boss: In their battle in Dream Team, they're accompanied by a massive horde of regular Goombas called Sub-Goombas who'll help with various attacks, even briefly transforming into clones of Sergeant Guy with magic.
• Heel–Face Revolving Door: They start out on Bowser's side, defect to Fawful willingly (twice even), then defect back (twice again), only to collectively try to become The Starscream in Dream Team, then give up that idea after the Mario Bros. deal them a sound thrashing.
• Iconic Outfit: Crossed with The Artifact. Goomp's pajamas, Paraplonk's Bucket Helmet and Sergeant Guy's backpack of whatever the heck he could grab before fleeing were originally used to indicate that they had been caught off guard by Fawful's takeover, yet they're still wearing those items (now decorated with Bowser's insignia) in Dream Team, where they would've had plenty of time to scrounge together something more practical. Retconned in Bowser's Minions, where it's shown that the trio had been dressing that way ever since the Koopa Cruiser crashed.
• Karma Houdini Warranty: In Bowser's Inside Story, they escape punishment for betraying Bowser twice. In Dream Team, however, Mario deals them a thrashing in battle, and in Bowser Jr.'s Journey, they're forced to be the sparring partners (read: punching bags) of Bowser Jr. for life, much to their agony.
• Master of None: Private Goomp has the lowest overall stats out of them during their battle in Dream Team.
• The Medic: Corporal Paraplonk, who regularly heals his comrades with mushrooms during the battle with them.
• Mighty Glacier: In Dream Team, Sergeant Guy has the most HP and POW, but is the second slowest of the bunch.
• Mook Lieutenant: They're higher ranking versions of normal Koopa Troop members. Bonus points for having military ranks.
• Pajama-Clad Hero: Seems to be the case with Private Goomp, who is always seen with blue pajamas and nightcap.
• Puzzle Boss: All three of them must be defeated at the same time to win the boss battle in Dream Team.
• Rank Up: They all are promoted to Elite rank in the army as of Dream Team. This doesn't last too long once they're trounced by Mario and Luigi. Hell, they even ditch their "Elite" equipment for their less-surprising equipment when you see them again.
• Shell Game: One of Sergeant Guy's attacks in Dream Team is to transform the Goombas into clones of himself and then join them in a Zerg Rush against Mario. The attack can only be stopped by having Mario hit the Sergeant (told apart from his clones by having a larger flag with Bowser's logo on it).
• Shout-Out: Their ranks and coloration are the same as three characters in Sgt. Frog (respectively Tamama, Giroro and Keroro).
• The Starscream: Believe they can be promoted to above Bowser if they win against Mario in Dream Team. Of course, it's Played for Laughs.
• Stone Wall: In Dream Team, as befitting a Paratroopa, Corporal Paraplonk is the fastest of the group and also has the highest defenses in battle.
• Took a Level in Badass: In Dream Team, they're promoted to elites and they fight the Mario Bros. Minion Quest and Bowser Jr.'s Journey also shows they got their experience of fighting through battles with Captain Goomba and Bowser Jr.
• Wolfpack Boss: Combined with Flunky Boss in Dream Team, where all three of them are fought at once alongside numerous Goomba henchmen.

Fawful

^{In Bowser's Inside Story}

"I have fury!!!"

A crazed inventor who constantly spouts strange similes and garbled English, he first appeared as Cackletta's right-hand man, aiding her in her schemes. He was seemingly killed near the end of Superstar Saga, but in fact survived, lying low in the sewers of Peach's Castle during the events of Partners in Time, running a badge shop while plotting his return to glory. He carried out these plans in Bowser's Inside Story, returning as the main antagonist, causing the Blorb outbreak, and taking control of both Bowser's and Peach's castles, as well as unearthing an ancient evil in order to use its power for his own ends. Of course, in taking Bowser's Castle, he angered the Koopa King; a mistake that ultimately led to his downfall.

---

• Adaptational Personality Change: In Super Mario Bros. Manga Mania, due to Mario & Luigi: Superstar Saga having been skipped, he's a typical Mad Scientist who wants to take over the Mushroom Kingdom and has no personal agenda against anyone.
• Advancing Boss of Doom: During the fight with the Dark Star Core, Fawful will shroud the area in darkness then chase Mario and Luigi while the Dark Star Core flings itself at Mario or Luigi.
• Badass Bookworm: A skilled inventor, a competent schemer, and more than capable of handling himself in a fight if he has to, as he shows when fighting Mario and Luigi in Superstar Saga and Bowser in Bowser's inside story.
• Bald of Evil: As the picture shows, he's completely bald save the little wisp of hair on his head.
• Benevolent Boss: He is kind and respectful to Midbus and gets complete loyalty in return. His benevolence towards Midbus is one of his very few, if not only, redeeming qualities.
• Beware the Silly Ones: He's very entreatingly nuts, but also a dangerous and cunning villain.
• Big Bad:
  • He ascends to this position in Bowser's Inside Story, stepping up from being an earlier villain's second-in-command to the main antagonist and mover of the plot, causing the toad illness and tricking Bowser into eating a special mushroom that absorbs Mario and Luigi and several others.
  • He's also the villain of Minion Quest in the remake of the first game. He still works for Cackletta, but she isn't fought and isn't even much of a factor, with Fawful instead being responsible for much of the plot.
• Big Bad Wannabe: At the end of Sueprstar Saga, he expresses his desire to crawl out from Cackletta's shadow and become a villain in his own right, but is promptly defeated and blasted away before he can do anything about it. In Partners in Time, he's been reduced to a mere shopkeeper who rambles about his hatred of the Mario Bros. and plots revenge, but he is unable to put his plans into motion and is completely overshadowed by the threat of the Shroobs. By the time of Bowser's Inside Story, however, he finally manages to subvert this and take over the show.
• Big Creepy-Crawlies: His final form at the end Bowser's Inside Story is very spider-like, being entirely black with the red eyes to match, having spindly limbs, and crawling after the Mario Bros. like a spider.
• Brains Evil, Brawn Good: In Bowser's Inside Story he, the Gadgeteer Genius, serves as the Big Bad and Bowser, the Dumb Muscle, serves as the Villain Protagonist.
• Brainwashed and Crazy: He brainwashes much of Bowser's army in Bowser's Inside Story. The remake of Superstar Saga shows that this isn't the first time he's done this.
• Breakout Villain: He goes from a right-hand man to the main villain of the first game, and a sewer hermit in the second (that sells rare items), to being the third game's main antagonist himself.
• Casting a Shadow: After absorbing the Dark Star's energy, Fawful now has an array of powers drought from the darkside, such as creating portals to make his attacks more unpredictable, or casting dark shots from his hands or his gun too.
• Character Catchphrase: "I have fury!" In Bowser's Inside Story, he instead favors the variation "I have chortles!"
• Catchphrase Insult: In Superstar Saga, he has the tendency to call people "fink-rats". He only does it once in Bowser's Inside Story.
• Cheshire Cat Grin: His default expression is a wide, ear-to-ear and very toothy grin. This can turn into unsettling Slasher Smiles near the end of the game, especially as he tries to take out Mario and Luigi as he dies.
• The Chessmaster: He masterminds the plot of Bowser's Inside Story, by selling Blorb Mushrooms to the Toads of the Mushroom Kingdom and the Goombas of the Koopa Kingdom, resulting in the Blorbs epidemic, while making sure Bowser isn't invited to the meeting, causing him to storm out of his castle so he could take it over later.
• Classic Villain: He represents Ambition, Pride and Wrath. At the end of Superstar Saga, Fawful realize he could be much more than a mere "toady" of Cackletta, a glimmer of ambition that paved the way for his eventual ascension to the role of main villain in Bowser's Inside Story. Once he achieved this, he wasted no time in demonstrating of much of a narcissist freak he is, from creating a army of minions that bear his likeness, transforming Bowser's Castle into a theater dedicated to himself and brainwashing the Koopa King's subjects into his rabid fans that worship the ground he hovers on to even slapping his swirly glasses and toothy grin on every statue he found at Peach's Castle. As for wrath... His catchphrase in the first game is "I have Fury". At some point, Fawful even laments that as much as he tries to suppress his fury, the fury always has him.
• Cloudcuckoolander: His odd speech comes off as this. Several characters openly state how weird he is based on how he talks alone.
  "And this battle will be the delicious mustard on that bread! The mustard of your doom!"
• Crazy-Prepared: He had a trap door ready in case Captain Goomba saw through Cackletta's "unpossessed" Bowser disguise.
• Creepy High-Pitched Voice: Fawful has a high-pitched, childlike voice, and Bowser's Inside Story adds a reverb effect that makes him sound quite a bit more unsettling.
• Dark Is Evil: As Dark Fawful, his cape goes from red to dark blue with a red trim, with red glasses to go with it. After he becomes the Dark Star core itself, this turns into Red and Black and Evil All Over.
• Demoted to Extra: In Partners in Time, his role is reduced to being a shopkeeper. He does foreshadow his role as a Big Bad in Bowser's Inside Story, however, swearing that he'll get back at Mario and Luigi.
• Department of Redundancy Department: He has a tendency to repeat himself when he talks, restating a basic idea in various different wordings in short succession.
  Fawful: But now it is the time for the final act in the finale's closing last encore!
• Disney Villain Death: He gets sent flying in Superstar Saga. The Mario Bros. should have made sure he was dead.
• Doomy Dooms of Doom: His iconic "the mustard of your doom" line in Superstar Saga.
• The Dragon: In Superstar Saga, he's Cackletta right-hand man and the main agent sent to deal with the Mario Bros. for most of the game.
• Dragon Ascendant: He starts out as Cackletta's main minion, but later becomes the Big Bad of Bowser's Inside Story.
• Dragon-in-Chief: Not quite in the original, where he's just a particularly noisy-but-loyal henchman to Cackletta, his last words notwithstanding. His final speech in both versions has him realize this, and he is the one who resurrects her in both versions as Bowletta. But in the 3DS remake, it's more obvious than ever that Cackletta needs him a lot more than the other way around. In the final boss fight of the Minions' sidestory he defies a direct order from Cackletta to take down the Minions once and for all. Instead, he fights Captain Goomba with an army of Mechawfuls made in his own image, and outright tells her to her face that he's busy with scheming.
• Dual Boss: In the final battle of Bowser's Inside Story, the Dark Fawful Bug and the Dark Star Core team up to attack in their phase of the fight. Once Fawful's legs are taken out, he is rendered immobile until the cycle repeats.
• Emergency Transformation: After being beaten by Bowser, Fawful transforms...into a small insectoid blob of dark energy, that is soon swallowed by dark Bowser.
• Eternally Pearly-White Teeth: That grin of his remains gleamy white no matter what he goes through.
• Evil Genius: He's an evil scientist working for Cackletta and is the mind behind all the gadgets used in the game. And he continues using these tools in Bowser's Inside Story.
• Evil Is Hammy: He goes off the walls with his speech, especially when talking about how he's going to defeat the Mario Bros., Bowser, or Captain Goomba.
• Evil Tastes Good: He's quite fond of food-related metaphors, especially in Superstar Saga.
  Princess Peach's sweet voice will soon be the bread that makes the sandwich of Cackletta's desires! And this battle shall be the delicious mustard on that bread! The mustard of your doom!
• Faux Affably Evil: Fawful is always smiling and can sometimes be downright friendly towards others. That being said, he still won't hesitate to manipulate or destroy anyone who gets in his way, grinning all the while.
• Final Boss:
  • Of Bowser's Inside Story, fused with the Dark Star as the Dark Star Core. He shares this duty with Dark Bowser, but in order to make Bowser able to defeat him, Mario and Luigi must defeat the Core first.
  • Of Minion Quest, first fought in a long, yet standard battle in his main form and then fought with his army of Mechawfuls in his second form.
• Final-Exam Boss: In Minion Quest, the final battle with him is a six-part fight in which he switches between Melee, Flying, and Ranged patterns.
• Flaw Exploitation: One of Fawful's strengths as a villain is to exploit the various flaws in his various enemies, most notably Bowser and his Koopa Troop, first retroactively seen in Minion Quest, where he takes advantage of the Minions leaving Bowser's Castle empty for his conquest and even when he's defeated, he simply has Cackletta's Bowletta body simply disguise herself as an unpossessed Bowser to make the Koopa Troop fight Mario and Luigi, hoping both would defeat each other, though the latter fails since Lakitu was present. Later in Bowser's Inside Story, he infects some of Bowser's Goombas with the Blorbs and exploits his hatred of the Mushroom Kingdom just to get him out of his castle and give him the Vacuum Shroom after his loss at Mario's hands.
• Foil: To Bowser. Bowser is strong but doesn't act super smart most of the time though he has his moments of massive brilliance, whereas Fawful is smart but physically weak and relies on his equipment and outside factors to fight his battles. Bowser rules his minions through a combination of fear and respect with his charisma whereas Fawful brainwashes everyone into worshipping him, though he does have some genuine minions such as Mechawfuls and other creatures like Crawfuls.
• Flowery Insults: He's a master of this. A noteworthy example just before engaging Mario and Luigi at the end of Superstar Saga: "Your lives that I spit on are now but a caricature of a cartoon drawn by a kid who is stupid!"
• For the Evulz: While Fawful does have a plan, very few of his projects involve it at all. The only apparent motive for 80% of his actions appear to be for sheer fun.
• Four Eyes, Zero Soul: A crazed villain with thick swirly spectacles.
• Gadgeteer Genius: On top of his magic powers, he invents many quirky machines, such as the Peach-bots, Mechawfuls and their various variants, and his Vacuum Helmet. He even turns Peach's Castle into a Humongous Mecha near the end of the game.
• Gambit Roulette: Fawful, predictably, slips into this territory. For instance, getting Toads infected with the Blorbs seems to have no other purpose than to draw Bowser out of his castle in concern for "his" kingdom and get beaten up by Mario, then smacked into the forest where he'd accept the mushroom from Fawful in desperation for a means to beat Mario. The Blorbs have the added effect of keeping everyone busy with the epidemic and off his tail, effectively making his work invisible until it was too late. The remake even reveals the reason he drew Bowser out of his castle in the first place was because he got some Goombas infected with the Blorbs as well.
• Giggling Villain: Has a tendency to break into fits of laughter, often mid-sentence.
  Fawful: I HAVE CHORTLES!
• Godhood Seeker: His ultimate goal in Bowser's Inside Story was to absorb the power of the Dark Star and take over the Mushroom Kingdom.
• Greater-Scope Villain: Of Bowser Jr.'s Journey. The Best Fitness Friends are taking orders from Fawful.
• Hat of Power: His Vacuum Helmet in Superstar Saga and Bowser's Inside Story, which helps him fly and fight.
• Intentional Engrish for Funny: Fawful's most defining trait in English localizations. He has a different funny method of speech in each translation.
• I Shall Taunt You: Loves to excessively taunt and ridicule his enemies, almost to the point of trolling them. His constant targets are Captain Goomba and Bowser, who he goes out of his way to anger. He drops this before facing Bowser as Dark Fawful, noting that's he's grown fed up with Bowser and fights him head on.
• It's All About Me: Showed shades of this in Superstar Saga. He had a literal camera crew during the cutscene before his final battle. Bowser's Inside Story has him Bowser's castle into Fawful Theater, complete with statues and merchandise of him, a show about him that he would perform, and brainwashing Bowser's minions into treating him like a celebrity. And his speech at the end of Inside Story can be summed up as "It wasn't my fault. I did everything right! It was you Mario Bros. who ruined everything! And if I'm going down, I'm Taking You with Me!"
• Jerkass Has a Point: Fawful mocks Captain Goomba and the Koopa Troop for leaving Bowser's Castle empty for an easy conquering may be mean-spirited, but he is correct since they should've had some guards stationed there to hold down the fort until they've returned from the mission of trying to save Princess Peach's voice. Even Captain Goomba, who hates Fawful with a burning passion, admits that he's right.
• Kick the Dog: He insults Captain Koopa Troopa's rhyming as "unspecial and full of cringe" before taking his leave, much to Captain Goomba's anger. The real kick to their morale, however, is when he tells them that Bowser's no longer part of the world, referring to Bowser being possessed by Cackletta.
  Captain Goomba: Hey! You stop right there! Apologize to my friend! "Taken and shaken!" Get it?! It's a delightful rhyme!
  Captain Koopa Troopa: [Mutters under his breath] It's OK, Cap. There really wasn't much to it...
  Fawful: Hah! I have one more sprinkle for your cupcake of despair! [Returns on cue] The Lord Bowser that you have such loooove for... He is no longer a thing that is of this world!
  Captain Goomba: WHAT?!
• Killed Off for Real: He dies at the end of Bowser's Inside Story in a failed attempt to destroy Mario and Luigi and makes no appearance in later games. He's notably the only character in the entire franchise to appear in multiple games before being killed permanently, without even so much as coming back as a ghost.
• Large Ham: His laughs are very loud even compared to those of his master Cackletta and he tends to spout hammy and cheesy lines wherever he goes, and this is taken up a notch in "Bowser's Inside Story".
• Laughably Evil: His bizarre speech patterns, nonsensical metaphors, and zany actions are amusing, and yet he managed to unleash an Eldritch Abomination upon the Mushroom Kingdom all while remaining as hilarious as always.
• Mad Libs Catchphrase: "I have ____!", typically filled with "fury!" but substitutable for whatever emotion he's feeling at the moment. This is used the most in Bowser's Inside Story.
• Mad Scientist: He's a brilliant inventor despite being a complete nut.
• Make My Monster Grow: During the fight with Dark Bowser, Fawful can revive Dark Bowser when his health is depleted and double his normal size. And when he fights the Mario Bros., he grows to a towering insect monster.
• Malevolent Mugshot: Good God! The guy has statues of himself everywhere in Bowser and Peach's castle. In the remake, even in Bowser's insides.
• Meaningful Name: His name is derived from the words "guffaw" and "awful". His Japanese name "Gerakobits", just like his boss's, comes from "geragera", an onomatopoeia for laughter.
• The Napoleon: After his ascension to main villain status he's far shorter than all his minions and has a massive ego in spite of his stature.
• Narcissist: Bar none the most narcissistic villain in the Mario series.
• New Powers as the Plot Demands: His Vacuum Helmet in Superstar Saga and his Ray Gun in Bowser's Inside Story, both of which do whatever the plot needs him to do.
• Nice Job Fixing It, Villain:
  • Giving Bowser the Vacuum Shroom would prove to be a fatal mistake, as Bowser eventually learns how to control it and turns it against him in the Final Battle, as Fawful merged with the dark star's core, absorbing him allows Mario and Luigi to destroy the core and allow Dark Bowser to be destroyed.
  • On a smaller scale, by turning Midbus into Blizzard Midbus, he unintentionally provides the means for Mario and Luigi to traverse the Airway and chase the Dark Star when Blizzard Midbus is defeated by Bowser and transformed into an ice block.
• Noble Demon: In Bowser's Inside Story, when Bowser arrives just as they are attempting to break the seal on the Dark Star, Midbus prepares to fight him. Fawful is uneasy about it at first and decides to fight alongside him. But he then changes his mind out of respect for Midbus's pride and instead powers him up with his ray gun to give him an edge.
• No Name Given: In the Spanish version of Superstar Saga, he's merely known as Esbirro Jijí, "Cackletta's Minion".
• Not-So-Harmless Villain: His defeat in Superstar Saga reduced him to a lowly shopkeeper with delusions of grandeur and plans for revenge. Bowser's Inside Story sees him carrying out those plans and his rise to the Big Bad of the game, and the fruit of his planning lets him successfully decommission the Bros, Princess and and Bowser in one fell swoop, overthrow both royal leaders' castles, and brainwash creatures around the kingdom into his minions within what was likely about a single day.
• One-Winged Angel: An accidental one. After being beaten as Dark Fawful he turns into a small black bug like form, much to his confusion.
• Opaque Lenses: With swirls on them. Fitting, given what a nutjob he is.
• Perpetual Smiler: He almost always has a huge grin on his face, regardless of his emotions.
• Pre-Final Boss:
  • In Superstar Saga, Fawful is the last thing standing in between the Mario Bros. and Bowletta.
  • Dark Fawful in Bowser's Inside Story. An incomplete Dark Bowser absorbs him after he's defeated, regaining the power Fawful drained from it so it can become the final boss.
• Psychopathic Manchild: The "child" part really shines in his voice clips.
  Fawful: YAY!
• Ray Gun: Has one in Bowser's Inside Story, which can be used for a variety of purposes.
• Recurring Boss: Fought twice in Superstar Saga, Minion Quest and Bowser's Inside Story for a total of six unique fights in the series, a number beaten only by Popple's seven and Bowser's thirteen.
• Red and Black and Evil All Over: In Bowser's Inside Story, he wears a black jumpsuit with a red cape.
• Red Eyes, Take Warning: After absorbing the Dark Star's power, his glasses turn red.
• Red Oni, Blue Oni: Serves as the red to Cackletta's blue and conversely, the blue to Bowser and Midbus' red.
• Shielded Core Boss: The second time he's fought in Superstar Saga, he sits inside a mechanical head. In order to get to the man himself, the Bros. have to overheat it by attacking it, which makes Fawful come out.
• Shock and Awe: His antenna in Superstar Saga can fire electric bolts.
• Significant Wardrobe Shift: In Bowser's Inside Story, he's switched from his old tattered cape to a new gold-trimmed one, signifying that he's now an independent villain.
• Slasher Smile: His default expression. It gets even wider as he's about to try and take down the Mario Bros. with him.
• Squishy Wizard: He struggles to carry Princess Peach after removing her from Bowser's body.
• The Starscream: Subverted near the end of Superstar Saga, when he considers being his own boss for a change instead of merely a henchman. He ends up being defeated before he can pursue the issue any further, but ultimately gets his wish anyway.
• Strange-Syntax Speaker: He tends to phrase things as "I have (some emotion)" rather than just saying "I'm mad" like most sane people do.
• Sudden Name Change: Twice, in fact! In the Spanish translation, he goes from Esbirro Jijí in Superstar Saga, to Fawful in Partners in Time, and finally Gracóvitz (a transliteration of his Japanese name) in Bowser's Inside Story, which ends up sticking and being reused in the remakes.
• Supreme Chef: He cooks gourmet food as a hobby and even Bowser admits that Fawful's cooking is amazing. Unfortunately, it really bites Bowser in the tail when his brainwashed minions repeatedly stuff him with it until he gets so fat, he breaks through the floor and gets stuck.
• Taking You with Me: He tries to take the Mario Bros. down with himself at the end of Bowser's Inside Story as his final attempt to defeat them, but ultimately fails. This just causes Bowser to throw up everyone inside of him.
• Talks Like a Simile: Likes to liberally sprinkle his speech with similes. Really weird ones, too.
• That Makes Me Feel Angry: Most of his "I have ____!" quotes are this, as he loudly proclaims what mood he's feeling at the moment.
• Took a Level in Badass: In Bowser's Inside Story. Watching him go from The Dragon to Big Bad is a sight to behold.
• Un Evil Laugh: He has a goofy, high-pitched laugh, in contrast to Cackletta's witch-like cackle.
• Verbal Tic: In the Japanese version (where he was known as Gerakobits), Fawful punctuated his sentences with "~Fururururu!". This was changed drastically in the localization. The French localization keeps the tic in the form of an Evil Laugh that goes "Fuyuyuyuyuyuyu!".
• Vile Villain, Laughable Lackey: He's is Cackletta's Dragon in Superstar Saga, and his strange way of talking is played for laughs.
• Villain Song: Parodied in Bowser's Inside Story, where he tries to sing one but can't come up with rhymes. Although he does a better job of it in Minion Quest.
  Fawful: Fawful sings a song of bad! Mushroom Kingdom is so sad! All of it for Fawful and the...rhyme...with that.
• Warm-Up Boss: He's the first boss battle in Superstar Saga, and is mainly there to introduce the boss battle system and the concept of enemies telegraphing their attacks to distinguish which brother they are attacking.
• Weak, but Skilled: In terms of physical prowess, Fawful is sorely lacking; even carrying someone as dainty as Princess Peach is a huge burden for him. But he's a very skilled Gadgeteer Genius and a chessmaster with a gift for improvisation.

Popple

"I'll be taking that, see?"

A Beanish criminal and self proclaimed Shadow Thief who encounters the brothers several times. He has no ties to the main villains, but becomes a nuisance with the help of his incredibly dangerous sidekicks and propensity for stealing plot-important items.

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• Bash Brothers: The only bosses that have their own Bros. Attacks are himself and Bowser.
• Battle Couple: According to Birdo, at least; Popple had his objections.
• Boss-Altering Consequence: If you defeat his "Rookie" before him, he'll just flee the battle, causing you to lose out on some coins and experience points.
• Brooklyn Rage: He's pretty quick to anger, and often gets his point across with the very Brooklyn-driven expression of "see?"
• The Bus Came Back: He returns in Mario & Luigi: Dream Team trying to rob the denizens of Pi'illo island.
• Butt-Monkey: He doesn't get a piece of loot for his efforts, suffering even at the hands of his Rookies. Even his Bros. Moves always involve him getting harmed in some extraordinary fashion.
• Captain Oblivious: He makes enemies of two famous heroes and enlisted a king as a lackey, and still has no idea. Lampshaded when Captains Goomba, Shy Guy, Boo, and Koopa Troopa try to ask him about Bowser's whereabouts.
  Popple: Who's this "Lord Bowser" anyhow? Ya mean that big lunk, Rookie?
• Character Catchphrase: "I'll be taking that, see?" and "Boo, I say!"
• Combination Attack: With his "Bros. Moves". He also tends to be on the short end of them too.
• Cowardly Boss: In all of his Dual Boss battles, once his "rookie" is defeated, he's quick to turn tail and flee. In the remake, he drops the Popple Badge A (in his second battle) and the Popple Badge AA (in his fourth battle) if defeated, which is the only way to obtain them.
• Crash-Into Hello: His first appearance in Dream Team has the Mario Bros. (specifically Luigi) running into him as he exits a house in Wakeport. The crash resulted in Popple dropping a few Pi'illo trinkets.
• Demoted to Extra: While he made a few major contributions to the plot in Superstar Saga, he has very little importance in Dream Team.
• Dirty Coward:
  • Runs as soon as his partner falls, aside from a rare moment of Villainous Valour.
  • In Dream Team, he attacks Mario and Luigi immediately after Wiggler is beaten just because he wants all of the treasure for himself.
• Discard and Draw: In the Teehee Valley battle, he's a bit weaker than the last time the Mario Bros. fought him, but now has Birdo backing him up.
• Dragon-in-Chief: Inverted. He has a bad habit of hiring "rookies" that are way more dangerous than he is. Taken to its logical extreme when he makes the Mario Bros. themselves his rookies in Dream Team.
• Dual Boss: Most of the battles with him are fought alongside whoever his current "rookie" is. The only exception is the third battle; he fights solo since, at the time, he didn't have a rookie.
• Even Evil Has Standards: Willing to move the Beanstar out of harm's way and bow to Mario before battle.
• Laughably Evil: His sheer ineptitude and tendency to suffer from slapstick make for a regular source of laughs whenever he appears.
• Ineffectual Sympathetic Villain: Despite all his earnest attempts, he never manages to pull off a single successful robbery. Of course, the fact that he's a Jerkass keeps him from being too sympathetic.
• Irony: After beating him for the final time in Superstar Saga, he can be seen working a job polishing mushrooms in Little Fungitown. His Toad boss calls him "Rookie."
• Jerkass: He was never nice, even to his own rookie(s).
• Karmic Butt-Monkey: The terrible way he treats his "rookies" makes the misfortune he suffers throughout his screentime and his failure to collect any loot well-deserved.
• Lone Wolf Boss: He isn't affiliated with the main antagonist of either of the two games that he appears in, he just wants to steal treasure.
• The Millstone: When he's "on your side" in Dream Team. He not only provokes a completely unnecessary boss fight with a friendly Wiggler, all his actions in the fight only make the Wiggler madder.
• Never My Fault: Possibly the only person who has placed blame on Bowser and got away with it. Birdo didn't take it kindly.
• Recurring Boss: Fought four times in Superstar Saga and twice in Minion Quest. With those and the fight in Dream Team, he is fought seven times, more than any other boss in the series except for Bowser, who is a boss in some way for thirteen unique fights as of Paper Jam.
• Screw This, I'm Outta Here: He declares he had enough of Pi'illo Island while being chased by the Wiggler he forced the Mario Bros. to fight.
• Slasher Smile: His default expression. It turns into a slasher scowl when he's angry.
• Small Name, Big Ego: He fancies himself as a master thief, but all of his heists throughout the game end in total failure. It's even more apparent in Dream Team, where he brags about being able to take down a huge Wiggler himself... only for his "attacks" to do nothing but aggravate it even more.
• Thief Bag: Carries one. In battle he uses it to throw random stuff at Mario and Luigi.
• Took a Level in Jerkass: He was never kind to his rookies, but as of Dream Team he puts them in harm's way to save his skin, then betrays them when the opportunity strikes. Of course, since this time, his "rookies" are the Mario Bros., whom he has a bad history with, it doesn't end well for him.
• Undying Loyalty: Inspires this from his Rookies, both become furious if he's attacked. One has to wonder why, though.
• Unwitting Instigator of Doom: Inadvertently set the second half of Superstar Saga into motion by trying to claim the Beanstar.
• Verbal Tic: Tends to punctuate his sentences by saying "see", see?
• Video Game Stealing: Capable of stealing the hammers out of the Bros.' hands.
• Villain Respect: In his first rematch, he and Mario cooperate to move the Beanstar out of the way of the fight, and simultaneously bow to each other before engaging in combat.
• When All You Have Is a Hammer…: His attacks are limited to tackling, stealing, and throwing loot. Dangerous enough against the Mario Bros., but completely useless against a Wiggler.
• Yellow Eyes of Sneakiness: He's a very sneaky jackass of a thief, with the yellow eyes to match.

Superstar Saga

NPCs

Prince Peasley

The son of Queen Bean, Prince Peasley is a hero of the Beanbean Kingdom. Despite this, even he gets into predicaments that require the Bros. help from time to time.

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• 11th-Hour Ranger: In Minion Quest, he joins Captain Goomba's squad after the penultimate mission.
• Beat the Curse Out of Him: He's turned back into Peasley by the Bros. beating the snot out of him in his Dragohoho form.
• Big Damn Heroes: In Bowser's Castle, he swoops in at the last minute to help the Mario Bros. defeat Fawful.
• Bishie Sparkle: He lights up the whole screen with a flip of his hair. The remake adds in Love Bubbles as well.
• Black Bead Eyes: His eyes, like those of most of his Beanish compatriots, are solid black ovals.
• Crazy-Prepared: He knew of Cackletta's plan to steal Peach's voice, and warned her and Toadsworth so they switched with Birdo. Unfortunately, Bowser arrived before she could tell the Bros. the truth.
• Dishing Out Dirt: As Dragohoho, his main attack is spitting rocks at the Mario Bros.
• Distressed Dude: He manages to be turned into a dragon by Cackletta and saved by the Bros. He later gets eaten by a Piranha Bean, and is saved by Luigi.
• Even the Guys Want Him: His interactions with Luigi tend to have a lot of Homoerotic Subtext as is, but it's especially present during the ending, where Luigi attempts to hug him like Toadsworth and Lady Lima are doing, only for Peasley to fly upwards and cause him to land on his face, leaving Luigi a sobbing mess.
• Foil: As the hero of the Beanbean Kingdom, he is the Beanish counterpart of Mario. However, Peasley is egotistical, pretty, and of royal blood, as opposed to Mario's humbleness, unconventional attractiveness, and laborer's job (as a plumber).
• Forced Transformation: He is introduced having been transformed into Dragohoho by Cackletta.
• Friendly Rivalry: Starts a friendly competition with the Mario Bros. to see who can find the Beanstar pieces first.
• Incredible Shrinking Man: Getting eaten by the Piranha Bean briefly made him shrink. Even his Bishie Sparkle got smaller.
• Jerk with a Heart of Gold: He's very full of himself but still unambiguously heroic and beloved by his kingdom.
• Living Ship: He flies around everywhere using a strange bean with feathered wings.
• Requisite Royal Regalia: He is always shown wearing a fancy red cape and white gloves.
• Royal Rapier: His weapon of choice is a slender rapier.
• Royals Who Actually Do Something: Peasley warns Peach about Cackletta's plans, tries to put a stop to her (and gets turned into a dragon, but points for trying) and instigates the search for the Beanstar pieces.
• Scaled Up: Being forcibly transformed into Dragohoho.
• Universally Beloved Leader: He's regarded very highly by the Beanbean Kingdom citizens for his mission work and generally being very cool.

Queen Bean

The good-natured ruler of the Beanbean Kingdom, Queen Bean was driven to a mad rampage when Cackletta infected her with a worm. She is eventually snapped out of it by the Bros.

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• Abnormal Ammo: When her arms are taken out as a boss, she spits beans at the Bros. to attack.
• Action Dress Rip: Apparently hulking out tore up the edges of her dress, which she is content to wear even in her normal form for the rest of the playable game. Only in the epilogue does she wear undamaged clothes.
• Adipose Rex: A doubly rare instance of both a female and a good-natured use of the trope.
• Big Beautiful Woman: One homesick Beanish tourist in Dream Team certainly thinks so.
• Big Fun: She's equally as obese as she is jovial and courteous to those in her presence, particularly to the Mushroom Kingdom ambassadors.
• Brainwashed and Crazy: Is turned into a violent and mindless monster after she ingests Belly Blech Worm courtesy of Cackletta.
• The Caligula: Averted, as she seems to be a very effective ruler when snapped out of her rage.
• Cognizant Limbs: Her arms must be taken out before you can attack her proper.
• Funny Background Event: After knocking the mutant Queen Bean unconscious, Lady Lima takes Mario aside to explain how to get to Chuckola Woods. During this part of the exposition, Luigi plants himself besides the limp Queen Bean to sulk and idly poke the latter.
• Hulking Out: The apparent effect of the Belly Blech Worm is to force most of the woman's body mass into her arms and shoulders and drive her absolutely bonkers.
• Shockwave Stomp: As a boss, she can pound the ground with each or both of her fists to create a shockwave.
• Temporary Bulk Change: In her mutant state, Queen Bean's arms can be attacked until they deflate; they will remain deflated for a few turns and then reinflate. Indeed, her mutant state itself is a bulk change of its own, given that normally most of that body mass is around her midriff.
• Universally Beloved Leader: She is apparently quite beloved by her subjects, which is shown during Dream Team's Chain of Deals when you must give a photo of Queen Bean to a homesick Beanish to cheer him up.
• Unstoppable Rage: The brothers first meet Queen Bean after Cackletta forced her to eat a Belly Blech Worm, which turned her into a muscular brute only focused on violent destruction.

Lady Lima

Queen Bean's cloaked advisor who helps the brothers after they free her from the bowels of the castle. Cackletta disguised herself as her and used her appearance to not only steal Peach's voice, but also trick the Brothers into disabling the security system around the Beanstar, thus getting the plot started.

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• Beta Couple: With Toadsworth, as indicated by the last cutscene showing the two hugging affectionately before he has to return to the Mushroom Kingdom.
• Gag Nose: She has a rather large curved nose. Sorta counts as Sinister Schnoz when Cackletta is disguised as her.
• Milking the Giant Cow: Waves her arms in a wizard-like fashion sometimes when saying something dramatic or when agitated.
• Rescue Introduction: She is first met for real (by both the characters and the player) when the Mario Bros. unlock her jail cell. The fact that she talks to them as if she has just met them for the first time is also the first clear indication that the "Lady Lima" you met earlier was actually a fake.
• Treacherous Advisor: Subverted; the "Lady Lima" who betrays you is actually Cackletta, whereas the real Lima helps direct the brothers on where to go next, and helps successfully run the Beanbean kingdom.

Starshade Bros.

Two Toad brothers who diligently scout out Stardust Fields. They teach Mario and Luigi the High and Spin Jump moves.

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• Ascended Fanboy: They're admirers of the Mario Bros., and not only do they get to meet, the Starshade Bros. also get to teach their idols a couple of useful abilities.
• Color-Coded Characters: The general is red, the sergeant is green.
• Disproportionate Retribution: Think some angry turtle guy is whining too loudly? Just fire him out of a cannon!
• Drill Sergeant Nasty: Their main character trait, though they're somewhat nicer than most examples.
• Military Rank Names: The older brother is General, the highest "officer" rank in the US Army. The younger brother is Sergeant, the highest "enlisted" rank.
• Recurring Element: They're one of several examples in the game of a sibling pair consisting of a red elder and a green younger.
• Unwitting Instigator of Doom: Green gets irritated by the noise made during the fight against Tolstar and lights the cannon Bowser was stuck in out of spite. This ends up causing several problems for the heroes later, one of which being Bowser losing his memories because of this and joining Popple as Rookie.

Hammerhead Bros.

Two master blacksmiths who forge the Mario Bros.' hammers, and later upgrade them.

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• Birds of a Feather: Minion Quest sees them bonding with two Hammer Bros. over their love of hammers.
• Color-Coded for Your Convenience: Sledge is red, Mallet is green.
• Fetch Quest: They send the Mario Bros. to obtain a Hoohoo block to create their hammers.
• Forced Tutorial: You're forced to sit through their tutorial even if you've mastered how the hammer works.
• Mythology Gag: After giving Mario and Luigi their hammers, one of them says "Now you're playing with power!" That was an advertising slogan that was used until the mid-late Super NES era.
• Recurring Element: They're one of several examples in the game of a sibling pair consisting of a red elder and a green younger.
• Use Your Head: They make their hammers by using their own hammer-shaped heads as mallets.

Hoohooros

The stone guardian of Hoohoo Mountain constructed by the ancient Hoohoo civilization. He subjects the brothers to a challenge of collecting Hoohoo spirits using the Spin Jump before battling them to see if they are worthy of climbing to the summit.

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• Breath Weapon: His usual attack consists of firing a sweeping laser from his mouth.
• "Get Back Here!" Boss: One of Hoohooros's battle tactics is summoning laser-firing stone pillars to hide under. If you first destroy the one he is hiding under, he will simply relocate to the other one and summon a new one in the old one's place. The best way to deal with this is to first destroy the one he is not hiding under and then the one where he is, depriving him of his cover for a time.
• Only the Worthy May Pass: His tests determine whether or not someone is worthy of climbing to Hoohoo Mountain’s summit.

Blablanadon

A large-toothed pterosaur who inhabits Hoohoo Mountain. He's initially found tending an egg on the mountain's peak (revealed to hold Peasley in the form of Dragohoho), he later flies the Bros. up to the peak whenever they want.

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• Chekhov's Gunman: He flies you up to Bowser's Castle near the end.
• Motor Mouth: As his Punny Name indicates, he rarely stops talking.

Cork and Cask

Cork (left) and Cask (right)

The Beanish owners of Chateau de Chucklehuck who teach the Mario bros. hammer techniques in exchange for getting two special goblets for them.

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• Color-Coded for Your Convenience: Cork is red, Cask is green.
• Gratuitous French: Both of them have French accents and tend to insert French words into their sentences.
• Meaningful Name: Both of their names reference objects pertaining to alcoholic beverages.
• Recurring Element: They're one of several examples in the game of a sibling pair consisting of a red elder and a green younger.
• What Happened to the Mouse?: They don’t show up again after getting the goblets.

Bubbles and Boddle

Bubbles (left) and Boddle (right)

Eccentric Beanish brothers, Bubbles is a Chuckola brewer who has been telling the Chuckola Reserve many jokes for many, many years, while Boddle is a Yoshi enthusiast who is planning to open Yoshi Theater.

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• Fetch Quest: Two layers. In order for him to relinquish the Beanstar piece in his possession, the heroes must give Boddle seven Neon Eggs from the Yoshis in his theater, who in turn will only lay them if they were fed Bean Fruits.
• Eccentric Millionaire: Bubbles is a crazed hermit obsessed with making soda. Boddle is a lot more reasonable, but still wears a Yoshi egg.
• Mugging the Monster: Popple and Rookie attempt to rob Bubbles of the legendary Chuckola Reserve. Unfortunately for them, he is stronger than they thought and rather crazy.
• Really 700 Years Old: Bubbles has been aging the Chuckola Reserve for a thousand years. Though he definitely looks old, his brother does not.
• Serious Business: Bubbles spends a very long time concocting a special kind of soda, and then has the soda come to life and attack people who try to take it.
• Uncle Pennybags: Boddle uses his money to build the yoshis a theater and is willing to listen to the Mario Bros. about giving them the beanstar piece.
• What Happened to the Mouse?: Bubbles vanishes after the Chuckolator fight.

Chuckleroot

In the original (top) and remake (bottom).

An elderly tree who lives in the lives in Chucklehuck Woods and guards the Mother Chuckalola, the forest's mother tree. He tasks the brothers with bringing him three special fruits before he can let them pass.

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• Fetch Quest: He tasks the Mario Bros. with finding a special trio of red, white, and purple chuckola fruit and bringing them back to him, and only lets them go past him once they've done so.
• Treants: He straddles the line between being this and a "regular" living tree, being an animated and at least partly mobile tree who guards the heart of an ancient forest.
• You Don't Look Like You: He gets a drastic redesign between the original game and the remake, which replaces his purple and blue coloring with a more typical brown palette, removes the large crack over his left eye, makes him somewhat slimmer, and turns his nose into a large branch stump or knothole.

Guffawha Ruins Monster

A rock monster residing in the Guffawha Ruins. While described by the Toads of Little Fungitown as being malicious and bloodthirsty, he is actually quite friendly. To help ease the stress the rumors give him, he challenges Luigi to a game, opening the way for the latter to the room containing Crabbie Grass to cure Mario's Bean Fever if he wins.

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• Face of a Thug: Is actually friendly despite the rumors circulating through Little Fungitown suggesting otherwise, with said rumors causing him much distress.
• Playing with Fire: The monster can spit out blue (purple in the remake) fireballs, tasking Luigi with dodging his attacks on some platforms in order to ease his stress. If a fireball hits Luigi, he's merely knocked off the platforms instead of taking damage.
• Rock Monster: He's a large stone head that can talk and breathe fire. Compared to the poster that warns of him in Little Fungitown, the monster himself looks nowhere near as threatening.
• Sssssnake Talk: As mentioned below, the monster has a habit of talking like thisssss.
• Technicolor Fire: The fireballs that he spits out for his minigame are blue.
• Verbal Tic: Has a tendency to stretch out words containing the letters "f" and/or "s".

The Jellyfish Sisters

Gigi (left) and Merri (right)

Sister masseuses who teach the brothers how to use the techniques for Firebrand (Mario) and Thunderhand (Luigi).

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• Color-Coded Elements: Gigi, who teaches the Firebrand, wears a red dress; Merri, who teaches the Thunderhand, wears a green dress.
• Impossible Hourglass Figure: They sport exaggeratedly thin waists and large hips.
• Meaningful Name: Merri = Mario and Gigi = Luigi, although the colors are swapped.
• Playing with Fire: Gigi teaches Firebrand.
• Really 700 Years Old: The Great Firebrand says that the last person before Mario to show up at his temple did so 3000 years ago, implying that the Jellyfish Sisters have to be much Older Than They Look.
• Recurring Element: They're one of several examples in the game of a sibling pair consisting of a red elder and a green younger.
• Shock and Awe: Merri teaches Thunderhand.

Hermie III

A large, speech-impaired, sidestepper-like hermit crab who lives in Gwarhar Lagoon. He finds a piece of the Beanstar after it breaks apart and with help from his Beanish friends uses it as a star for his Christmas-themed shell. He gets into a fight with the Bros. when they come to get the Star Piece, but amends are later made when they replace the lost star with Spangle, a small starfish in need of a stage.

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• Attention Whore: His posse are so elated by the Bros.' appearance that they stop decorating his shell and begin gushing. He then loses it and attacks the two.
• Cognizant Limbs: His claws can be targeted independently of the rest of him, and he'll counter every attack used against him with his claws if his claws aren't down.
• Giant Enemy Crab: He's a hermit crab big enough that he needs a shell the size of a medium-height tree to live in, and towers over both the brothers and his Beanish pals.
• Holiday Motif: He's a giant hermit crab with a shell designed after a Christmas tree, which he decorates with various found objects in the vein of ornaments. Mario and Luigi fight him to obtain a piece of the Beanstar that he's using as a tree-topper, and after defeating him, the brothers can undertake an optional sidequest to replace it with Spangle, an anthropomorphic starfish. The Christmas theming is more explicit in the Japanese and Chinese versions, where Hermie III is respectively named Yadorufu Sansei (a play on Rudolph the Red-Nosed Reindeer) and Shèngdàn Xiè Sānshì (literally "Christmas Crab III").
• It's All About Me: He attacks you because you barged in looking for a MacGuffin and happened to be a world-famous superstar, distracting his friends from fussing over him. Fortunately, in an optional sidequest, you can get him a replacement star that has a mutual relationship with him.
• Penny-Pinching Crab: He's a gigantic hermit crab obsessed with hoarding trinkets with which to decorate his shell: the crowning piece of his collection is one of the fragments of the Beanstar placed on the top of his shell, which leads to trouble when Mario and Luigi come looking for it. He's also very narcissistic — his battle is initiated when he gets angry that his companions are paying more attention to the famous brothers than to him and his decorations. He does eventually give up the star fragment, and the Bros. make peace with him later in the game by offering up Spangle, a starfish musician looking for a stage, as a replacement star.
• Poisonous Person: Spits poison bubbles as an attack.
• Reused Character Design: Hermie III looks very similar to the Yadotsuri enemies◊ from Tomato Adventure, also developed by the same company.
• Speech Impediment: He speaks with a lisp, using th- instead of s-.
• Stone Wall: When he retracts into his shell, he can tank all attacks. Worse, he will heal himself in this phase until Mario hits him with a fire attack.

Harhall/Bleetch

A renowned tailor who exhibits a nasty angry side, he has come up with the practice of "Splart" as a complex method of dyeing clothes. When a piece of the Beanstar accidentally ends up in his possession, the Mario Bros. are forced to work for him to obtain it.

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• Ambiguously Gay: He's a flamboyant, somewhat androgynous fashion designer.
• Hair-Trigger Temper: It doesn't take a lot to make him angry. Quitting on him or giving him the wrong design both enrage him, and he's quick to shut the Mario Bros. up when they try to tell him that the item he's offering for their work is a piece of the Beanstar.
• Punny Name: Harhall is a play on Andy Warhol, with "har" going along with the game's laughter-based Theme Naming.

Antagonists

Cackletta

^{Click here to see Bowletta}

"I shall dispose of you quickly, and then eat you for lunch!"

A Wicked Witch who has long bedeviled the Beanbean Kingdom, Cackletta learned that only one with a beautiful voice could use the wish-granting artifact known as the Beanstar...so she and her eccentric henchman, Fawful, turned to the neighboring Mushroom Kingdom to steal the voice of its monarch, Princess Peach. Big mistake—the Mario Bros. were on the case in a heartbeat.

Halfway through the game, Mario & Luigi confront Cackletta and successfully defeat her. She nearly dies from the fight, but Fawful saves her by absorbing her soul with his headgear. Shortly afterward, Fawful projects her soul into an unconscious Bowser's body, reviving her as Bowletta.

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• Ambiguous Gender: When she possesses Bowser and becomes Bowletta, resulting in Pronoun Trouble.
• Animal Motif: Bats. Her cape resembles one, and her clones turn into them if you attack them in her first fight. Interestingly, she isn't the only villain in this series to be associated with bats; see Antasma under Dream Team.
• Ax-Crazy: She's an insane but cunning witch who, in her soul form, threatens to eat the Mario Bros. for lunch.
• Badass Boast: When Mario and Luigi corner her in the Woohoo Hooniversity, she makes it clear that she's going to really let the Bros. have it:
  "Ha! Hmmph! Well, won't this be fun! Oh yes! If that's how it is, I'm ready for you! I'm going to knock you all the way back to the Mushroom Kingdom!"
• Badass Cape: She wears a black, spiky one which resembles a bat's wings.
• Bat Out of Hell: Attacking one of her copies will cause it to turn into a swarm of bats and attack the bros.
• Big Bad: She's the main villain of Superstar Saga; she stole Princess Peach's voice (or at least what she thought was her voice) in order to awaken the Beanstar and take over the Beanbean Kingdom (and later the Mushroom Kingdom).
• Boss Remix: Her first battle theme is a remix of her leitmotif crossed with the "panic" theme, which is also Fawful's theme.
• Cognizant Limbs: Cackletta's ghost has four separate targets: her right hand, her left hand, her head, and her heart.
• Combat Pragmatist: Despite all the powers Bowser's body grants her, she still has a Time Bob-omb set up off-screen to take down the Bros. if they manage to wear her down in combat to ensure her victory. She actually gets pretty close to winning this way, knocking the Bros. out and swallowing them whole. Just about the only reason she still loses in the end is because they're the Mario Bros.
• Cool Chair: She uses a jet-propelled throne as her method of transportation, though once she becomes Bowletta, she ditches it in favor of using Bowser's vehicles instead.
• Dark Action Girl: She may be an old crone, but she's not afraid to get her hands dirty; especially when she becomes Bowletta. She fights the Bros three times throughout the game in her normal form, as Bowletta, and as a ghost.
• Deader than Dead: Initially, she's mortally wounded after her encounter with the Bros. at Woohoo Hooniversity. But after becoming Bowletta, her soul is destroyed from within Bowser's body, ending her for good.
• Death from Above: When Bowletta is low on health, they will start using an attack which causes star-shaped projectiles to rain down. The stars are Color-Coded for Your Convenience — the red ones are aimed at Mario, the green ones are aimed at Luigi, and the purple (yellow in the remake) ones don't hit anyone and are just for show.
• Demonic Possession: Cackletta's body dies about halfway through the game, but her spirit possesses Bowser, creating the mind-scarring... thing... that is Bowletta.
• Disc-One Final Boss: She manages to play this to herself — she's fought and defeated in her original body halfway through the game, which you're briefly led to believe is the end, but then she comes back as Bowletta...
• Doppleganger Attack: She can create duplicates of herself to confuse attackers.
• Eating the Enemy: In the final boss fight, Bowletta pretends to be defeated, only to inhale the Mario Bros. up. Unfortunately, this proves their undoing, as it leads to a Womb Level where the Bros. can take on Cackletta's Soul and destroy her heart, thus ending Cackletta for good.
• Eviler than Thou: While she's not the first Mario villain that would upstage Bowser^*that honor goes to Smithy, Cackletta was the trend-setter, demonstrating levels of cunning and improvisation that Bowser had no chance to match until several games later.
• Evil Is Bigger: She's one of if not the tallest of the residents of the Beanbean Kingdom, being at least twice as tall as the Mario Bros. Naturally, she's even larger when she takes over Bowser's body.
• Evil Laugh: "Eeyah ha ha ha!"
• Evil Sounds Deep: While her cackle is relatively high-pitched, her Voice Grunting is the same one used for deep voiced men.
• Final Boss: Of Superstar Saga, as Bowletta (and her spirit).
• Forgotten Fallen Friend: She isn't mentioned at all by Fawful in Partners in Time or Bowser's Inside Story. Justified, given that Fawful expresses a desire to become his own boss when fought for the final time in Superstar Saga, suggesting that he was The Starscream and would have turned on Bowletta eventually if he wasn't defeated first.
• Gender Bender: Bowletta has Cackletta's personality and visuals in Bowser's body, confusing even other characters.
• Greater-Scope Villain: In Minion Quest, by proxy of being the boss of Fawful, the actual Big Bad of this sidequest.
• Heads I Win, Tails You Lose: After the bros. seemingly defeat Bowletta, a Time Bob-Omb walks on screen and instantly KOs them. Bowletta then swallows them whole, and the bros. are forced to fight Cackletta's ghost inside Bowser's body.
• HP to One: Mario & Luigi's Hit Points are reduced to one before the final battle with her spirit.
• Killed Off for Real: Mario and Luigi kill her body, and then exorcise her soul inside of Bowser. In a series where Death Is Cheap, she holds the dubious honor of being the first Mario villain to ever suffer such a fate.
• Master of Disguise: Her Lady Lima disguise is flawless despite Lady Lima being much smaller than she is. Minion Quest shows she can pull off a near flawless Bowser disguise in her Bowletta form as well, apart from the "Eeyah ha ha ha!"
• Meaningful Name: Cackletta. The Beanbean Kingdom values innocent and happy laughter, so what better a name for a villain than one derived from an Evil Laugh?
• Nightmare Face: During her first encounter with the Mario Bros. in Woohoo Hooniversity. Also, as Bowletta, her default expression is a nightmarish grin which turns into an expression of berserk rage when things don't go her way.
• Ominous Pipe Organ: Features heavily in her rather somber Leitmotif, as well as the battle themes of both Bowletta and her ghost.
• One-Winged Angel: She has both Bowletta (Cackletta possesing Bowser) and her ghost form.
• Organic Bra: When she is Bowletta, she has two large plates on her chest.
• Our Ghosts Are Different: The final enemy Mario and Luigi face in Superstar Saga is Cackletta's ghost, possessing Bowser.
• Out-Gambitted: Quite possibly the only reason her plans failed was because Peach had been warned well ahead of time that she'd be after her voice for awakening the Beanstar, so she set up a decoy. This is also the case when she (as Bowletta) tries to take Peach and the Beanstar at Jokes End, as Luigi fooled both her and Fawful with his Peach disguise and managed to escape them with the Beanstar.
• Playing with Fire: She can throw magical fireballs. As Bowletta, she gains Bowser's fire abilities, and her Soul can use fire to attack.
• Portable Hole: In her boss battles, she can create these to make the Mario Bros. fall inside and take damage.
• Pre-Asskicking One-Liner: Has one for the Bros. in her final battle.
  Cackletta Soul: Are you still conscious? Ugh. You're a persistent pair! Eeyah ha ha ha! I shall dispose of you quickly, and then eat you for lunch!
• Punny Name: In both English and Japanese; in the latter her name is "Geragemōna", "geragera" being an onomatopoeia for laughter. Her localized name refers to cackling, which she does in fact do (being a Wicked Witch and all).
• Regal Ruff: Wears one that resembles a flower's petals. Although she is not from a noble background, as far as we know, her fancy style of clothing symbolizes her aspirations of taking over a kingdom.
• Sequential Boss: The final battle has two phases. The first phase is the fight with Bowletta. For the second phase, she eats the Mario Bros., and they fight her spirit inside Bowser's belly.
• Shielded Core Boss: When fighting her ghost, her Cognizant Limbs need to be destroyed in order to expose her heart, which is the main target.
• Shock and Awe: Her main attack in the first battle is firing magical lightning bolts. Her soul uses an orb of lightning as one of her attacks.
• Slasher Smile: As Bowletta, her default expression is a toothy, demonic grin.
• Sore Loser: She most certainly doesn't take her defeat at the hands of the Mario Bros. well.
• Status Buff: In her final ghost form, after her heart takes enough damage, her head will start applying Attack Power Buffs to either itself or her arms. The inflated damage numbers can even potentially hit three digits.
• Strange Minds Think Alike: She agrees with Captain Boo and the other Captains, since Mario and Luigi are on their way to fight both Fawful and her right now while the Captains have them dead to rights, though Fawful prepared for the Captains by opening a trap door beneath them.
  Bowletta: My, my, what a pickle this is. And I DESPISE pickles.
• Summon Magic: Her spirit is capable of summoning an apparition that resembles Fawful, which will continuously attack the Mario Bros. until they hit it with their hammer.
• Take Over the World: Or at least two kingdoms. She was probably planning on expanding, eventually.
• Turns Red: Two examples (three in the remake):
  • Once Cackletta becomes low on health, she will reuse the black hole attack she uses at the start of the battle. Also, she'll be making that Nightmare Face constantly. This is kept in the remake, though she also starts glowing and fuming as with every other boss.
  • When Bowletta is low on health, it will change its color palette to mostly black. In this state, Bowletta cannot be jumped on, and they get a new attack where they cause a bunch of stars to fall on the bros. This is kept in the remake, though Bowletta starts glowing as above.
  • Exclusive to the remake, Cackletta Soul will literally turn red after its health is depleted enough.
• The Unfought: Despite appearing a few times in Minion Quest, the four Captains never get to fight her.
• Vacuum Mouth: Using Bowser's body, she does this to Mario and Luigi after the first phase of the final battle, leading to them fighting her soul.
• Villainous Breakdown: In her Soul form, she will get furious when she (quite literally) Turns Red as she finally gets fed up with the Bros. Accordingly, she turns red begins to display how dangerous she is even when she isn't in her main body.
• Voices Are Mental: Implied for the original, as Bowletta is technically Cackletta using Bowser's body, and speaks with the former's voice. This was both implied and averted in the remake's overworld where Cackletta's regular voice is used and the Bowletta boss fight where Bowser's voice is used instead.
• Walking Spoiler: Not so much Cackletta on her own, but as Bowletta, the form she takes midway through the game upon being killed and then possessing Bowser.
• Wicked Witch: Just look at her. She's even got the cackle down.
• Xanatos Speed Chess: Even when her plans are thwarted, she comes up with a backup. After being tricked into stealing a fake Princess Peach's voice, she kidnaps Peach and demands the Mario Bros. reassemble the shattered Beanstar and bring it to her in exchange for Peach's safety. When that fails, she takes over Bowser's Castle and uses it to rain destruction on Beanbean Castle Town from the sky, forcing the Mario Bros. to fly up and storm the castle to get to her. Lady Lima describes it as the heroes having "played their hand out, only to find the game's not over".

Tolstar

A Spike who rules over the Stardust Fields, the border between the two kingdoms. After Bowser's Koopa Cruiser is brought down by Fawful, The Koopa King lands in one of Tolstar's cannons. He asks for a bribe in return for not telling anyone about the incident, but since the Mushroom Kingdom's currency exchange rate is low, the Bros. have to scour the Fields to scrounge up enough money.

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• Arc Villain: He keeps Mario and Luigi from exiting Stardust Fields, indirectly causes Bowser's amnesia (Although in Minion Quest it wasn't even strong enough since Bowser was just sent flying and is knocked out but still had his memory), and vouches for the Bros. to the Beanbean soldiers, then is not heard from for the rest of the game.
• Authority in Name Only: He claims to be the king of Stardust Fields, but has no legal authority and no subjects and is opposed by the Starshade Bros.
• Cash Gate: He demands a hundred Beanbean coins before he lets you pass (the 100+ Mushroom coins you have by that point come out to only ten due to the exchange rate between the two kingdoms).
• Comical Angry Face: When angry, he puffs out his cheeks and his eyes go blank.
• Defeat Means Friendship: To an extent. After he's defeated, he reappears when the Brothers are cornered and accused by a group of Beanbean guards, vouching for your innocence.
• Evil Laugh: "Nyeck nyeeck nyeeeeck!" Not only is he one of few characters to have a distinct laugh, it's also an attack indicator.
• Exact Words: He said he wouldn't tell anyone about Bowser's predicament if he got 100 coins. He never said he'd let the Bros. pass.
• Fat Bastard: He mocks Bowser for getting stuck in his cannon and refuses to help him out unless the Mario Bros. pay him 100 Beanbean coins. Even after the bros. do give him the coins, he double-crosses them and attacks them.
• Flight: He is somehow capable of this despite the fact that his wings look way too small to lift him.
• Heel–Face Turn: Of a sort. After being beaten by the Mario Bros., he shows up later to vouch for the Bros. to the Beanbean soldiers to help let them through, despite not appearing to have any motivation for this.
• Slasher Smile: He gets a particularly good one whenever he laughs, complete with blank happy eyes.
• Spike Balls of Doom: He attacks by throwing spiked balls at Mario or Luigi.
• Starter Villain: The first real threat that the Mario Bros. face in the game, and his defeat allows the Mario Bros. to properly get into the Beanbean Kingdom at last.
• Suspiciously Similar Substitute: He is heavily based on Spikes from Super Mario Bros. 3, given his appearance and his attacking method of throwing spiked balls.
• Vocal Dissonance: His speech sound effect is the one used for younger or high-pitched characters rather than the deep and crackly sound you'd expect from someone as fat and brutish as him.
• Warm-Up Boss: He's the first boss in the game who isn't a tutorial boss, and the first one to have boss music.

Chuckolator

A special reserve of Chuckola Cola created by Bubbles to protect his Chuckola Reserve. When the Bros. come looking for some of the soda, Chuckolator comes to life and attacks.

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• Animate Inanimate Object: It's an animated barrel of soda created from infamous jokes and puns. It turns back into regular soda once defeated.
• Broken Armor Boss Battle: Chuckolator begins its battle wielding a wooden shield made from its barrel, which prevents the Bros. from being able to attack it with hammer-based moves; it can still be hit by jumps, but doesn't take much damage from them. Breaking the shield is necessary to defeat it in good time, but doing so allows it to attack more often as well.
• Food Eats You: It's a monster made of soda that fights the Bros. in Chucklehuck Woods.
• Our Monsters Are Weird: It's a barrel's worth of living soda that grows stronger by hearing puns and jokes.
• Shapeshifter Weapon: It can freely turn its arms into a gun or a sword when attacking, and these serve as its primary weapons in its battle.

Mom Piranha

Mom Piranha's two in-battle forms.

A large Piranha Plant that takes root in the Beanbean International Airport, preventing planes from landing or taking off until the Bros. deal with it.

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• Barrier Change Boss: Her elemental weakness changes depending on her color — she vulnerable to lightning if she's red, and to fire if she's blue.
• Combat Tentacles: One of her attacks consists of sweeping her tentacle-like vines to damage the Bros.
• Elemental Absorption: She alternates between fire-resistant and electricity-resistant forms, and is healed if hit by the element she's resistant to.
• Flunky Boss: She fights alongside respawning piranha plants that form a barrier between her and the Bros.
• Man-Eating Plant: She's a large, aggressive and semi-mobile plant whose form is dominated by a large bulb split by a mouth filled with sharp fangs.
• Vine Tentacles: She has a pair of green, tentacle-like vegetable growths growing from her base.

Trunkle

A giant boulder that attacks the princess as she approaches the elevator leading to Little Fungitown.

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• Adaptational Badass: The remake makes its fight more complex while making it much more difficult than in the original to end the fight in one turn.
• Attack Its Weak Point: The tree on its head, as using several Bros. attacks on it can take it out before it is able to divide.
• Giant Space Flea from Nowhere / Plot-Irrelevant Villain: While all of the bosses have some plot relevance or foreshadowing, Trunkle attacks out of nowhere and has no extra appearances after his fight.
• Outside-the-Box Tactic: It dies to one or two hits of the Chopper Bros. attack to the forehead.
• Rock Monster: It resembles a giant living boulder, and most of its body is highly resistant to damage.
• Self-Duplication: When Trunkle starts running out of health, it'll create four copies of itself, one of which has his weak point inside. It'll then shuffle it around so that Mario and Luigi will have a harder time figuring it out.

Jojora

A fairy-like child found in Joke's End. She harasses the Mario Bros. throughout the place, culminating in a battle with her and a friend of hers.

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• Arc Villain: She gets in your way for the majority of Joke's End.
• Armored But Frail: Her defense is massive. Anything that isn't an Armor-Piercing Attack or Spam Attack will deal 1 point of damage. However, her HP total is low, so the aforementioned attacks will take her out in a few turns. This is toned down in the remake, where her defense was greatly lowered but her HP is ten times higher, being 500 instead of 50, and she sports resistances to everything except fire.
• Barrier Change Boss: Not Jojora herself, but her friend periodically changes hair colors, also changing her elemental weakness — blonde for Firebrand and pink for Thunderhand. Hitting her with the wrong one heals her.
• Boss-Altering Consequence: Beating Jojora is optional. If you defeat her friend first, she'll throw a fit and leave. In the remake, she drops the Revenge Jeans if defeated, which is the only way to obtain them.
• Cowardly Boss: Counter her staff attack and she'll leave the battle for a few turns.
• Distinction Without a Difference: Before the battle starts, you can choose one of four friends — Chucklissa, Oholina, Hoohoolia, and Teeheena — to appear alongside Jojora, but there is no difference whatsoever in appearance, stats or behavior between the four choices.
• Dual Boss: She's fought alongside her friend.
• Elemental Absorption: Jojora's friend alternates between fire-resistant and electricity-resistant forms, and is healed if hit by the element she's resistant to.
• The Fair Folk: She has shades of this, being a mischievous fairy girl living in an inhospitable and dangerous land with very warped ideas of playtime.
• An Ice Person: She can freeze the Bros, or unleash a blizzard in the middle of battle.
• Glacier Waif: You wouldn't expect the dainty fairy girl to only take only one damage from every attack.
• Hello, [Insert Name Here]: She's a rare villainous example: She gives the Bros. the choice of which of her friends to invite — Chucklissa, Oholina, Hoohoolia, or Teeheena — but they're all the same appearance and stat-wise, so it's really just a matter of which name you want her friend to have.
• Knows a Guy Who Knows a Guy: Jojora is the buddy of the cousin of the descendant of the one who once owned Joke's End.
• Magic Wand: Her weapon. Knocking it away causes her to flee the battle temporarily in order to retrieve it.
• Psychopathic Manchild: She considers dragging the Mario Bros. through the inhospitable Joke's End and inviting her friend to pulverize them a game, and throws a tantrum upon losing.
• Support Party Member: Jojora's friend is the real boss, but while Jojora herself is on the field, she will counter any attack done to the friend. This counter-attack is not only very difficult to avoid, but heals both herself and the friend.

Partners in Time

NPCs

Stuffwell

A living mechanical suitcase created by Professor E. Gadd to help Mario and Luigi on their quest and to hold all their items.

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• Armless Biped: He's basically a suitcase with legs and a face.
• Bag of Holding: He can hold an absurd amount of materials. Made most apparent with the Cobalt Star, which has a graphical field sprite even bigger than his despite it being stored within him for most of the game.
• Borrowed Catchphrase: At one point in Paper Jam Starlow uses his "BACK TO ADVENTURE!" phrase, complete with shouting it right as a cutscene ends and control is returned the player.
• Character Catchphrase: "BACK TO ADVENTURE!"
• Chuck Cunningham Syndrome: Went MIA after Starlow took over as the Exposition Fairy.
• Exposition Fairy: Specifically designed as such by Professor E. Gadd.
• Neologism: His main speech quirk is a tendency to take at least two words, either of which would be appropriate for a certain context, and then combine them into some new word.
• Point of No Return: Subverted thanks to him. During the endgame, he warns you that it's the point of no return, but at any save point thereafter, he gives you the option of going back in time to before you passed the point, giving you the option to go and get better prepared.
• Sesquipedalian Loquaciousness: Prone to this. He'll even go as far as to make up words that sound complex but are merely extensions of simpler words. This is a preservation of his polite keigo in the Japanese script. Combined with some of the unusual sentence structures Stuffwell uses, has the effect of making him come across as a detached observer who describes things the way an encyclopedia might, often to amusingly over-the-top and whimsical effect.
• Super Cell Reception: Is capable of communicating with E. Gadd while in the past.
• Waddling Head: Inasmuch as his body can be considered a "head."

Toadiko

A female Toad who accompanied Princess Peach and Toadbert in Professor Gadd's time machine. She was promptly captured by the Shroobs to have her vim extracted. She is found being drained by a tree in Toadwood Forest, where she tell the Mario Bros. about the Vim Factory before being turned into a Shroob Mushroom.

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• Chuck Cunningham Syndrome: Not seen in the sequel.
• Forced Transformation: She spends most of the game Shroobified.
• Pink Girl, Blue Boy: The pink to Toadbert's blue.
• Sacrificial Lamb: Her character exists almost entirely to establish how evil the Shroobs are and how their actions will affect everyone if they are not defeated quickly. Even though she recovers later.

Mr. and Mrs. Thwomp

Mr. Thwomp (left) and Mrs. Thwomp (right)

A Thwomp couple who have traveled to Thwomp Volcano to witness its yearly eruption; when they find the Mario Bros. are more or less responsible for the volcano being quenched, Mrs. Thwomp gets mad and attacks them. Once she calms down, Mr. Thwomp helps them into Thwomp Caverns by acting as an elevator. While Mr. Thwomp looks just like a regular Thwomp, Mrs. Thwomp looks like a round boulder with arms.

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• The Smurfette Principle: Mrs. Thwomp is one of the few female Thwomps anywhere in the franchise.

Gramma Red and Gramma Green

Two elderly Toad merchants who maintain an item shop in the middle of a Shroob-devastated, enemy-infested Toad Town.

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• Dungeon Shop: They are the only people still inhabiting Toad Town after the Shroob invasion.
• Recurring Element: They have the same "red elder, green junior" motif as the Mario Bros. and all the other sibling pairs in the series.

Star Shrine Gate

A sapient gate who keeps the unworthy out of the inner depths of the Star Shrine.

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• Gaslighting: He actively gaslights Luigi into feeling useless by presenting him with three options, saying they're all wrong, telling him the correct answer was a nonexistent fourth option, and accusing Luigi of being a liar when he lampshades that there were only three choices.
• Hidden Heart of Gold: His cruelty to Luigi was just to test Mario's loyalty.
• Jerkass to One: His condescending attitude is reserved to just Luigi. This was intentional so as to test if Mario would pass if his brother were being mistreated and abused in an equal position.
• Secret Test of Character: His apparent refusal to let Luigi pass was meant to bring out the Bros.' togetherness.

Antagonists

The Shroobs

"DESTROY!"

A militant race of mushroom-like aliens who abandoned their dead, barren planet in favor of greener pastures, laying their eyes on the Mushroom Kingdom of the past. When they attacked Peach's Castle while the adult Princess Peach happened to be visiting in E. Gadd's time machine, they took her prisoner, driving the Mario Bros. to travel back in time and team up with their younger selves in order to defeat the invaders.

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• Alien Among Us: Apparently, some shroobs either managed to evade the Koopa Troop or escape from their confinement in Bowser's Castle. One appears in Fawful Theater's audience in Bowser's Inside Story, with a lot more appearing outside the freezer in Bowser Jr.'s Journey.
• Alien Invasion: They successfully invade and conquer the Mushroom Kingdom of the past.
• Aliens Are Bastards: They take great joy in commiting numerous acts of dickery over the course of the game.
• Aliens Speaking English: Averted, except in the case of Elder Princess Shroob, who can speak normally (but in ALL CAPS).
• Always Chaotic Evil: There is not a single Shroob that isn't evil, with the possible exception of the harmless one in Fawful Theater in Bowser's Inside Story.
• Arc Words: The Shroobs speak a certain phrase constantly. You eventually find out it means "DESTROY!"
• Black Eyes of Crazy: Glowing eyes in deep black pits.
• Black Speech: The Shroobs have their own language that is given a deep growling feature and represented in speech bubbles entirely by symbols. One specific phrase is seen over and over and it eventually is shown to mean "DESTROY!"
• Chromatic Arrangement: The Shrooboids; Junior Shrooboid (green), Shrooboid Brat (blue), and Elder Shrooboid (red).
• Cyborg: RC Shroobers are implanted with radio antennae that they use to control remote bombs.
• Dying Race: Their homeworld is dying, and their invasion of the Mushroom Kingdom is intended to find them a new place where they can survive.
• Elite Mooks: The Guardian Shroobs. They often shoot in pairs, and while the basic Shroob unit only shoots once, they shoot two or three times albeit faster.
• Evil Counterpart:
  • The species in general to the Toads, and Princess Shroob and Shroobsworth are this to Peach and Toadsworth specifically (though Shroobsworth is a regular enemy rather than a plot-centric character).
  • Shroobsworth is also one for the Marios, as his fighting style involves combo attacks using an Intern Shroob.
  • The Elder Shrooboid and Junior Shrooboid are these to Mario and Luigi, respectively.
• Fast Tunnelling: Shrooba Divers, encountered in the Gritzy Desert, swim through the sand as if it were water.
• Flying Saucer: They have vast fleets of UFOs, which they use in the invasion.
• The Goomba: Shrooblets are the weakest enemies in the game. They're even shaped more like Goombas than other Shroobs.
• Great Offscreen War: They're implied to have come into conflict with the Koopa Troop in the interim between Partners in Time and Bowser's Inside Story. They lost.
• Hopeless Boss Fight: Adult Mario and Luigi vs. three Shroobs near the beginning of the game. The Shroobs are aided by a giant bomb-carrying UFO that destroys the brothers after three turns, making the fight impossible to win. The babies pay them back later.
• Human Popsicle: In Bowser's Inside Story, numerous Shroobs can be found frozen in Bowser's basement.
• Killed to Uphold the Masquerade: The Shroobs have a chronic habit of Shroobifying anyone who tries to reveal the secret of the Cobalt Star.
• Kill It with Ice: All Shroobs take extra damage from the Ice Flower. This is later referenced in Bowser's Inside Story, where a slew of them are kept in Bowser's cold storage.
• Knight of Cerebus: The Shroobs are terrifying monsters that wreak devastation on the Mushroom Kingdom. They are largely played seriously as a threat, and their cruelty is what makes Partners in Time a contender for the darkest game in the Mario series.
• Light Is Not Good: The Guardian Shroobs are white (combined with their red eyes).
• Man on Fire: The heads of Blazing Shroobs are on fire. Mario and Luigi will take damage if they jump on them, but doing so extinguishes the flame, making them much less dangerous.
• Mecha-Mooks: Shroids, robots shaped like Shroobs and prone to malfunctioning after taking too much damage.
• Mook Lieutenant: Commander Shroob, who's the army leader of the Shroobs.
• Omnicidal Maniac: DESTROY!
• Optional Boss: Bowser's Inside Story has a hidden boss fight against three Shroobs in Bowser's Castle. Defeating them rewards the Mario Bros. with a powerful special attack, Magic Window.
• Playing with Fire: As long as their head fire keeps blazing, Blazing Shroobs can hurl fireballs at the Bros. The Elder Shrooboid can also hurl fireballs at the Bros.
• Ray Gun: They use small, Zeerusty handheld versions as their main weapons.
• Red Eyes, Take Warning: Most Shroobs have pupil-less red eyes set in black voids.
• Rock Beats Laser: The life-sucking mushrooms they plant around the Mushroom Kingdom can be disabled by a baby crying on them.
• Sand Is Water: Shrooba Divers wear scuba gear and swim in sand as if it was water.
• Spectacular Spinning: They and their sub-species have a habit of doing this.
• Take Over the World: Their plan is to conquer the Mushroom Kingdom — and by the time the Mario Bros. arrive, they've already succeeded.
• Technopath: RC Shroobers can sprout antennae to direct radio-controlled bombs and minature UFOs.
• Underground Monkey: They field various "Shroobified" versions of common enemies.
• Vile Villain, Saccharine Show: They are responsible for some very nasty acts, including the systematic extermination of the Toads to turn their souls into fuel.
• Wingdinglish: Their language is made up of a bunch of bizarre glyphs.
• Woobie, Destroyer of Worlds: Their invasion was kickstarted by a massive unexplained extinction event that made their homeworld uninhabitable and reduced them to a Dying Race. Worse still, the quest to save their species was spearheaded by two of its most bloodthirsty and omnicidal members.
• Would Hurt a Child: Considering that two of the playable characters in the game are literal babies, this goes without saying, but only emphasizes how callous they are thanks to wanting to destroy all life in the first place.

Princess Shroob

"I am Princess Shroob. You interlopers... will be consumed."

The main antagonist of Partners In Time. She led the Shroob invasion of Mushroom Kingdom in a bid to find a new home for her race as theirs was in danger or dying. When Princess Peach traveled in time to visit the Mushroom Kingdom, Princess Shroob captured her in a bid to take over the Mushroom Kingdom of the present, an act that unfortunately put her in the crosshairs of the Mario Bros.

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• A Glass of Chianti: As the picture shows, she is occasionally seen drinking a strange beverage.
• Aliens Speaking English: Averted. Like the rest of the Shroobs, she speaks their language. Though at later points of the game, her speech is translated via parenthesis.
• Ax-Crazy: Next to Dimentio, she's possibly the most psychopathic villain in the Mario series.
• Big Bad: The leader of the Shroobs, and thus, the main antagonist. Her older sister, the actual leader, was sealed inside the Cobalt Star by Peach, so she takes over until her death.
• The Chessmaster: Princess Shroob is very thorough with her plans for conquest. She anticipates the Bros.' movements and plans ahead for countermeasures like how they would try to rescue Princess Peach in Gritzy Caves while she was disguised as her to conquer the kingdom in the present and how if all else failed to terminate the brothers and she would get defeated, made sure the front gate of Shroob Castle would only open with the other five Cobalt Star shards imprisoning her sister.
• Contrasting Sequel Antagonist: Cackletta was a magical witch with sickly green skin who had the goal of awakening the Bean Star using Princess Peach's voice in order to grant her wish for world domination. In spite of her horrific crimes, she was only able to do so much damage in one area and only had one henchman under her wing. Fitting to her game's tone, she often had a goofy undertone to her. Princess Shroob is a purple alien who relies on advanced technology rather than magic and is played far more sinisterly. Her goal is to kill Princess Peach and wipe out the Mushroom Kingdom so the Shroobs can rule over its ashes, and quickly lays waste to it with her entire army at her disposal. While what she wants to do with the Cobalt Star isn't made clear, it's implied that she's trying to keep it apart to prevent her sister from being freed and thus remain in power. While Cackletta was killed halfway through her game, she remains in power via possessing Bowser before the second half and then becoming the final boss before being Killed Off for Real. Princess Shroob on the other hand, stays alive until the climax where she fights the Bros. as the penultimate boss, in which she then dies and the final boss role is fulfilled by her sister instead.
• Dark Action Girl: While she doesn’t fight the Mario Bros. directly unlike her sister, she can fire energy balls at them and use her throne to fire lasers at them and extend its legs to walk around and stomp on the Bros.
• Dragon Ascendant: Takes over the invasion of the Mushroom Kingdom after her sister is sealed in the Cobalt Star.
• Energy Ball: Most of her attacks involve throwing these at the Bros.
• Evil Counterpart: She is to the Shroobs what Peach is to the Toads.
• Fake Identity Baggage: She attempts to invade the present day Mushroom Kingdom by passing herself off as Peach. The problem is that Bowser tends to kidnap Peach, and he just happened to kick off one of his kidnapping plots right after the Mario Bros. brought her to Peach's Castle.
• For the Evulz: Desperation to find a new home for your Dying Race is one thing, but she also commits and directs various actions that seem motivated by pure sadism.
• Giggling Villain: Lets out a pretty creepy giggle when things go her way.
• God Save Us from the Queen!: Although she is referred to as a princess, the principle's still the same.
• Hair-Trigger Temper: Princess Shroob has a bit of a short fuse and gets mad when things don't go her way. And when the gang shoots down her mothership and destroys the tower made in her image, she completely loses it.
• The Heavy: Though her sister is the true leader of the Shroobs, Peach's intervention meant that she was the one to spearhead the invasion effort.
• High-Class Gloves: She has long white gloves to match Peach, though hers are a lot...sharper.
• High Collar of Doom: Her dress is distinguished from Peach's by a pronounced collar, befitting her villainy.
• Irony:
  • She's the only person period that Elder Princess Shroob has any love for, but made absolutely no effort to piece together the cobalt star, suggesting she doesn't give a crap about her sister in return.
  • She took The Slow Path via being frozen while Elder Princess Shroob was brought directly through a time portal, meaning she's now technically the older of the two.
• Jerkass: She's very vile, even by Shroob standards. And she gets joy from all the suffering she causes, especially towards Princess Peach.
• Knight of Cerebus: She lacks comedic traits and not only manages to take over the Mushroom Kingdom of the past, but very nearly does the same to that of the present.
• Lack of Empathy: Feels no remorse for any of the things she's done.
• Malevolent Mugshot: There are statues of her in Shroob Castle.
• Mask of Sanity: At first glance, one has the impression of a calm, controlled ruler. But hidden just below the surface is a sadistic, psychopathic monster that's waiting to be released. And once Mario and co. shoot down her mothership, the mask comes off.
• Misanthrope Supreme: She's very cruel and murderous even by her kind's standards.
• Pre-Final Boss: After she goes down, her older sister is revealed. There's no break between the fights either.
• Princesses Prefer Pink: Princess Shroob wears a pink dress much like Peach's.
• Rank Scales with Asskicking: She's the Princess of the Shroobs, and as such one of their most dangerous members.
• Ray Gun: Her throne is equipped with laser guns.
• Royals Who Actually Do Something: She actually leads the invasion on Mushroom Kingdom, and even disguises herself as Peach to invade the present Mushroom Kingdom.
• Sadist: Has a penchant for watching others suffer.
• Shielded Core Boss: In the battle with her, she is protected by a shield that needs to be destroyed before she can be attacked.
• The Sociopath: Though she has the sympathetic motive of finding a new home for her Dying Race, this motive falls horribly flat as she commits various actions that seem driven by pure sadism. Two notable examples are feeding Princess Peach to Petey Piranha in front of a Shroob audience and shooting down the Koopa Cruiser while laughing. Her Lack of Empathy also seems to extend to her sister as she made virtually no effort to free her from the Cobalt Star and showed no indication that she intended to.
• Teleport Spam: Does a lot of this during her boss fight.
• Tripod Terror: She controls a three-legged mechanical throne which she uses to try to kill the Mario Bros.
• Trojan Horse: She disguised herself as Peach with a Shroob mushroom stuck on her face in order to infiltrate the Mushroom Kingdom of the present. Had Bowser not kidnapped her, this plan would have succeeded.
• Turns Red: When down to half health, Princess Shroob will glow red and her attacks become faster and more dangerous.
• Uncertain Doom: She's very clearly killed off in the original game, but the 3DS remake muddies the issue somewhat: she appears frozen alongside her elder sister in the remake of Bowser's Inside Story, whereas in the original version it was only the elder sister.
• Vile Villain, Saccharine Show: It's quite jarring to encounter a villain as psychopathic as her in a Mario and Luigi game.
• Villainous Breakdown: When the Mario Bros. destroy her Mothership so it destroys the tower in Shroob Castle made in her image, she emerges from the wreckage furiously declaring that Peach is useless, the kingdom is hers, and she'll destroy everyone.
  "NOW YOU'VE DONE IT! YOU'RE USELESS NOW, PEACH! TIME TO FINISH YOU! YOU CANNOT ESCAPE! THIS KINGDOM IS MINE! I WILL DESTROY YOU ALL!! DESTROY!!!"
• Villainous Princess: She is the leader of the Shroobs and guiding their Alien Invasion, and is as cruel as can be towards the Toads.

Swiggler

A Wiggler-like creature encountered in the Vim Factory, used to supply Shroob saucers with fuel made from vim.

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• Berserk Button: Baby Mario presses it by knocking over the glass of vim it was drinking from, provoking Swiggler into attacking the Bros.
• Evil Counterpart: To the Wigglers, to the point where it shares many of the same moves as them.
• Fantastic Livestock: The Shroobs house it inside the Vim Factory for making fuel out of the vim it drinks.
• Organic Technology: It's a biomechanical lifeform capable of processing the vim it drinks into fuel for the Shroobs' saucers.
• Poisonous Person: One of its attacks is spewing a cloud of gas capable of poisoning you unless swatted away with a hammer.
• Punny Name: Its name is a combination of "swig" (another word for "sip" or "drink") and "Wiggler".
• Puzzle Boss: Swiggler is almost immune to damage normally, unless you temporarily weaken it by dropping grey mushrooms held by the Dr. Shroobs accompanying it into its drink.
• Suspiciously Similar Substitute: one for the Wiggler mini-boss fight in Superstar Saga.

Yoob

A Shroob-created monster resembling a Yoshi, it is found going around eating Yoshis on Yoshi's Island.

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• Attack of the 50-Foot Whatever: It already starts off pretty big, then gets bigger once the Shroobs power it up.
• Black Eyes of Evil: With beady red pupils in case that wasn't enough for you.
• Bright Is Not Good: Its skin is neon pink and bright green with sky blue boots, making it look like an evil version of Barney the Dinosaur.
• Evil Knockoff: It's a Shroob version of Yoshi.
• Make My Monster Grow: It was already large, but eventually the Shroobs zap it with a laser to make it much larger.
• Monster Progenitor: Not demonstrated, but given that its digestive system is actually a factory that traps the Yoshis and people it devours inside eggs, it's highly implied that the whole process is to turn them into other Yoobs and Shroobified monsters.
• Overly-Long Tongue: Being the Shroob version of a Yoshi, it's only natural that it would have one of these.
• Portmanteau: Its name is one of "Yoshi" and "Shroob".
• Swallowed Whole: It does this to the Yoshis, Baby Bowser, and both pairs of Mario Bros.
• The Unfought: Yoob itself is never actually fought at any point. A fight with giant-sized Yoob isn't an option — giant battles are introduced in later games — and it isn't fought at normal size either. Instead, the bros. get eaten, explore its insides, stop the production of its eggs by defeating Sunnycide, and it simply ceases functioning, never to reawaken.
• Womb Level: The Mario Bros. have to traverse its innards to rescue the Yoshis and find the Cobalt Star shard.

Sunnycide

An egg-like creature found inside Yoob's belly, where it guards the conversion of captured Yoshis into Yoob eggs.

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• Achilles' Heel: The glowing ball at the centre of its egg mouth is its weak point.
• Continuity Nod: Its targeting cursor is very similar to the one used to throw Yoshi eggs in Yoshi's Island, since it's essentially a Yoshi egg that has been mutated into a monster.
• Crosshair Aware: Its egg-throwing attack is telegraphed by a targeting cursor.
• Egg Folk: It's essentially a giant living version of the Yoob eggs it guards, with a large crack across its middle forming its mouth.
• Punny Name: "-Cide" is a suffix meaning to kill (e.g. homicide) while "sunny-side-up" is a recipe for fried eggs.
• Puzzle Boss: It's mostly impervious to damage normally. Instead you have to attack the Yoob eggs it throws at you to release the Yoshis within; once enough have been freed, they'll push a Chomp-shaped rock onto Sunnycide from above, which knocks him prone and exposes his Achilles' Heel, making him vulnerable.

Elder Princess Shroob

^{Click here to see her transformation}

"I LAUGH AT YOU. MUSHROOM HEADS. PATHETIC THINGS. YOU GATHERED THE COBALT STAR SHARDS WITHOUT EVER GUESSING THE TRUTH! NOW I AM FREE! AND THAT HORRIBLE, HORRIBLE COBALT STAR IS NO MORE!"

The actual leader of the Shroobs and the sister of Princess Shroob. She and her sister led the Shroob invasion in a bid to find a new home for her race. During which they encountered Princess Peach, who traveled to the past. Peach managed to seal her in the Cobalt Star before being captured herself.

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• Aliens Speaking English: She's the only member of the Shroobs who speaks English, though it is IN ALL CAPS. She likely learned the language from being around the English-speaking Mario Brothers and Baby Bowser.
• Astral Projection: Summons one from within Bowser's belly during the Post-Final Boss, though it has no attacks of its own and merely exists to empower Bowser.
• Ax-Crazy: Not quite as bad as her sister due to having a small degree of compassion, but still remarkably violent and unhinged. Besides her No Indoor Voice and Bad Boss tendencies, she laughs maniacally trying to crush the heroes with a boulder attack, promises them a reward for freeing her just before trying to kill them, and screams "destroy" in her native language as a Madness Mantra just before the fight starts.
• Bad Boss: Elder Princess Shroob has no problem shooting or knocking down her minions' UFOs in contrast to her younger sister, who at least treats her drink-carrying servants with respect.
• Cognizant Limbs: In her second form, her leg tentacles, arm tentacles, body, and crown are all separate targets.
• Combat Tentacles: Used by her final form.
• Counter-Attack: In the JP/EU versions of the game, in her first form she immediately responds with her shoulder tackle attack every time she takes damage.
• Dark Action Girl: Compared to her younger sister, the Elder Princess Shroob is a brute of a princess who takes a much more direct approach to fighting the Bros.
• Defiant to the End: To the point of making her That One Boss. She straight-up refuses to die even though her HP is gone in her first phase and transforms into an even harder second phase.
• Even Evil Has Loved Ones: Despite being an even bigger monster than Princess Shroob, Elder Princess Shroob indicates that she thinks positively of her, complimenting her late sister and declaring that she will avenge her right before the battle.
• Evil Counterpart: The eviler Shroob counterpart to Bowser, what with her hulking build, her position as ultimate leader, and her Bad Boss tendencies towards her minions to contrast Bowser's more benevolent attitude.
• Final Boss: Of Partners In Time. While there's one more battle after this one, it's rather short and simple on top of being more of a minigame than an actual battle, whereas the Elder Princess Shroob is the last major challenge in the game, thus making her this.
• Foreshadowing: Kylie Koopa and Baby Luigi were able to sense something was wrong with the Cobalt Star.
• God Save Us from the Queen!: Although she is referred to as a princess, the principle's still the same.
• Greater-Scope Villain: She was the leader of the invasion at the very start of the game before being canned, leaving her sister as the leader of the invasion and, thus, the Big Bad. Elder Princess Shroom is only released to serve as the Final Boss and a Post-Final Boss.
• High-Altitude Battle: She is fought atop a flying platform in the sky above Shroob Castle.
• Hypocritical Humor: Refers to Toads as "STUPID MUSHROOM HEADS".
• Knight of Cerebus: If you thought the Shroobs were bad, she’s even worse. She does not play or joke around once she takes center stage, and the environment she fights in is one of the darkest settings in the Mario & Luigi series.
• Lack of Empathy: Just like her sister. She'll casually smack her own people aside as soon as they've done her will.
• Large and in Charge: Even before turning into a humongous tentacled monstrosity, she has a very heavy, muscular-looking build compared to her relatively dainty sister.
• Manipulative Bitch: Masquerades as the benevolent spirit of the Cobalt Star to trick the Bros. into freeing her. Peach told them the real story, but she still managed to be released thanks to Baby Bowser.
• No Indoor Voice: Considering her text is in ALL CAPS, it's not hard to imagine that everything she says is shouted.
• One-Winged Angel: For her second phase, she transforms into a giant, tentacled monster.
• Princesses Prefer Pink: Just like her sister, she wears a pink dress.
• Rank Scales with Asskicking: The supreme leader of the Shroobs, and the game's most powerful foe.
• Roar Before Beating: She roars after going One-Winged Angel.
• Sealed Evil in a Can: Princess Peach had her sealed away in the Cobalt Star. As seen in Bowser's Inside Story, her remains were frozen and locked away by Bowser along with the other Shroobs.
• Sequential Boss: Two phases, one in her regular form and the second is her One-Winged Angel.
• Sealed Evil in a Six Pack: Sealed away by Peach in the Cobalt Star which is then broken into six pieces.
• Shielded Core Boss: All attacks directed at her body (which is the main target) will do 1 damage until her crown is destroyed. On top of that, her crown cannot be targeted until her leg tentacles are destroyed. Both of these will regenerate after a few turns.
• Stronger Sibling: She's much stronger than Princess Shroob—she doesn't even need a machine to fight!
• Time Master: Can rip open Time Holes.
• Transformation Trinket: Her crown, which she activates in order to go One-Winged Angel. It's also a Cognizant Limb which prevents the transformed princess from taking anything more than Scratch Damage from any given attack until its taken out.
• Unexplained Recovery: It's never explained how she got out of Bowser's stomach in Bowser's Inside Story.
• Villainous Princess: She is just as tyrannical as her younger sister.
• Walking Spoiler: Her very existence puts the Cobalt Star subplot in a new light as she was sealed inside the Cobalt Star itself. This also explains why Princess Peach was unable to return to the present time at the start of Partners in Time.

Bowser's Inside Story

NPCs

Emoglobins

Symbiotic organisms that live within Bowser. The various types of Emoglobins serve as aides and guides to the Bros. in their travels through Bowser's anatomy.

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• Color-Coded for Your Convenience: Different Emoglobin types are mainly told apart by color — regular Emoglobins are yellow with black eyes, healer Emoglobins are orange with green eyes, the Nutsoglobin is blue with black shades, and Evoglobins are purple with white eyes.
• Leaning Tower of Mooks: A non-villainous example. Several Emoglobins in the Airway have formed the "Emototem" that only lets you pass by completing a challenge to prove your worth.
• Punny Name: Nutsoglobin is a pun on "nutso", meaning "crazy", and "not so globin", where "globin" could mean anything in this context.
• Smurfing: The Emoglobins have a globin of replacing random verbs and nouns with "globin".
• Verbal Tic: The Emoglobins all have very globin-ish and strange-ish speech patterns. They tend to use too much-ish of the "Globin" in the talking, but that is to be expected from creatures possessed of such a globin. IS THAT NOT GLOBIN?

Princess Lipid

A strange being who claims to control Bowser's mucus membranes.

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• Honest Axe: She asks Mario if it was Luigi or "a treasure of e'erlasting wonder" that he dropped in the mucus. When Mario chooses his brother, she gives the the treasure anyway — the Good Badge and Mushroom Badge, plus a Tenderling enemy to try them out on.
• The Royal We: She refers to herself in the plural which, combined with her title and slightly antiquated speech, is clearly meant to evoke this trope.

Durmite/Wisdurm

Durmite form (left) and Wisdurm form (right)

A caterpillar creature resembling both Wiggler and Birdo that causes Bowser extreme pain after he accidentally swallowed it while eating the Giga Carrot, forcing Mario and Luigi to attack it. Later revealed to be Wisdurm, one of the Star Sages holding a Star Cure.

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• Big Creepy-Crawlies: Her natural form isn't significantly larger than a typical caterpillar, but the giant form she takes when fighting Mario and Luigi is easily as tall at the "shoulder" as the brothers are from head to foot.
• Chekhov's Gunman: No one would have guessed she was a Star Sage during her first appearance.
• Cute Monster Girl: Particularly as Wisdurm, being pink with stars in her eyes and even crying briefly when Mario and Luigi nullify her attacks as though she is hurt (emotionally and/or physically) by their actions.
• Heart Beat-Down: She can conjure a heart-shaped stone during her second fight. The image on it signifies which of the Bros. it's going to hit.
• Heart Symbol: Has a lot of these in general. Even as Durmite, her siphoning straw is bent in the shape of a heart.
• Interface Screw: During her star attack in the second fight, she can switch Mario and Luigi's positions to confuse the player.
• Magic Wand: She uses one during her second fight with the Mario Bros.
• Make My Monster Grow: When first encountered, she swallows the Biffidus to grow larger. In her second fight, this is done by attacking her small form, which fills the bar/magic wand on the top screen.
• Threshold Guardians: Once the Mario Bros. confront her as Wisdurm, she's unwilling to hand over the Star Cure to "men who lack credibility" unless they are able to prove their worthiness by besting her in combat.
• Sizeshifter: She can change size at will, and one of her attacks is to shrink one of the Bros. and trample them.
• Unstoppable Rage: Moments after Bowser swallows the Giga Carrot she was living in, Durmite angrily rampages throughout his body until she's defeated by the Mario Bros.
• Verbal Tic: She has a tendency to slurrrr certain worrrrds.
• What Happened to the Mouse?: After giving the Mario Bros. the Star Cure, Wisdurm disappears and isn't even shown exiting Bowser's body at the end.

Kuzzle

An elderly Koopa Troopa who lives on Plack Beach, he once held one of the Star Cures before Bowser stole it and all of his furniture after getting frustrated trying to figure out one of his signature jigsaw puzzles.

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• Cool Old Guy: The most humble and down-to-earth of the sages tasked with holding the Star Cures.
• Punny Name: Most translations make his name some sort of pun on "puzzle".

Chakron

An octopoid ascetic meditating on top of a mountain near Plack Beach, he is first introduced as the creator of the Chakroads that Bowser can use to teleport across the Mushroom Kingdom. Later, he is revealed to hold one of the Star Cures, which he agrees to give to Mario and Luigi if they can somehow break him out of the meditative pose he has held constantly for 1,000 years.

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• All-Powerful Bystander: 9,999 HP and 999 in every other stat, but he won't move from his spot.
• Character Catchphrase: "You are unenlightened."
• Chekhov's Gunman: Bowser first speaks with him in the first hour of the game. The Mario Bros. first see him near the end of the pre-final dungeon Fetch Quest.
• Enlightenment Superpowers: His meditation allows him to access the Chakroads, and also gives him Super-Toughness.
• Funnel-Mouthed Cephalopod: He resembles a classic cartoon octopus with a pronounced, nozzle-like mouth.
• Meaningful Name: His name, Chakroads, and talk of mediation and enlightenment refer to "chakras", a type of Life Energy.
• Nigh-Invulnerable: He quite simply cannot be damaged; he has 999 DEF^note as well as attack and speed, in fact, but they're immaterial since he never takes offensive action and winning the "battle" just requires using a specific Special Attack.

Antagonists

Midbus

"Now it is time. Now we will fight! Then you will lose! And you will cry!"

With Fawful's ascension to primary villain, it's only natural that he'd get a lackey of his very own. This porcine brute may be a rather dim bulb, but his strength rivals even that of the King of Koopas himself. He antagonizes Bowser throughout the game on his master's orders, until he is at last defeated for good in the final stages.

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• Arrogant Kung-Fu Guy: His manner of speaking and sense of pride and honor nail him as this.
• Balloon Belly: In his second fight, he does this before unleashing a strong punch.
• Beige Prose: He generally speaks with short and simple sentences that are to the point, to better contrast with Fawful's hammy Talkative Loon act.
• Big Eater: As much as Bowser. His boss fight has him wolfing down giant cakes, donuts, and drumsticks unless Bowser beats him to it.
• The Brute: He's the brawn to Fawful's brains. With the latter being too weak to even carry Peach around without struggling, Midbus provides the raw strength he needs.
• Buffy Speak: His manner of speaking, to Fawful’s Intentional Engrish for Funny.
• Cloudcuckoolander: Bowser himself complains about how little sense he makes to which he responds- "Sense is for the weak."
• The Dragon: He's Fawful's second-in-command and his main muscle.
• Dumb Muscle: He makes Bowser look like a genius. Even Bowser finds him an oddball.
• Epic Flail: He fights with a wrecking ball.
• Evil Laugh: "Muh muh muh!"
• Foil: Presumably to Bowser. Unlike Bowser, who's king and leader of a Badass Army of minions, Midbus is merely a minion of Fawful. Both are physically imposing Mix-and-Match Critters, but Bowser leans more on the reptile side aesthetically, while Midbus looks more like a warmblooded animal. Finally, Bowser can breathe fire, while Midbus gains ice powers in his final battle.
• Flunky Boss: He can send out Snawfuls once he becomes Blizzard Midbus.
• Full-Boar Action: He's a giant, villainous, slightly reptilian pig-monster.
• Gluttonous Pig: He's a giant pig beast and will happily scarf the food the audience throws to him during his match with Bowser.
• Hopeless Boss Fight: The battle against him in Cavi Cape is impossible to win — Fawful always intervenes and defeats Bowser in one go after a certain number of turns.
• An Ice Person: His final form, Blizzard Midbus, blows gales of cold air from his nose, summons animated snowmen mid-battle, and becomes frozen in a block of ice on being defeated. After beating him, Bowser can exploit this by inhaling the frosty air that still comes out of his nose to cool or warm his lungs and alter the nature of the obstacles the Mario brothers have to get over.
• Intentional Engrish for Funny: Just like his master, though unlike Fawful's near-incoherence, Midbus' dialogue is more stilted than anything, sounding a lot like those badly-translated kung fu movies. Strangely, though, he speaks normally with his new lines in Bowser Jr.'s Journey, and the fact that no-one comments on it when it happens indicates it wasn't intentional.
• Large Ham: Quite literally, too. He makes a show out of every scene with him. His first (proper) boss fight is even a stage performance.
• Laughably Evil: Wouldn’t be a minion of Fawful without it. He even has a bizarre manner of speaking and one scene has him pissed off that Junker (for some reason) has a dance button.
• Mix-and-Match Critters: He resembles a cross between a boar and an armadillo.
• Noble Demon: Has shades of this. During his fight with Bowser in Cavi Cape, he calls off the match when it appears Bowser is weakened by the Vacuum Shroom. He goes as far as to criticize Bowser for fighting him while giant, and being roasted doesn't change his attitude.
• Obfuscating Stupidity: If his casual coherence in speech during Bowser Jr's Journey is anything to go by.
• One-Winged Angel: Fawful turns him into the stronger Blizzard Midbus for his final battle with Bowser.
• Pig Man: He's a bit more animalistic and reptilian than the trope standard, but is otherwise a big, humanoid porcine creature.
• Power Incontinence: After Blizzard Midbus is defeated, he loses control of his powers, and becomes frozen in a block of ice.
• Punny Name: Midbus sounds a lot like "mid-boss", his role in the game.
• Recurring Boss: Bowser fights him three times.
• Shockwave Stomp: Shockwave Body Slam, technically. Bowser can counteract it by punching Midbus away before he lands.
• Spikes of Villainy: He wears a pair of spiked collars and has a pair of bull horns.
• That Makes Me Feel Angry: "He is very round. I am amused."
• Uncertain Doom: After being beaten as Blizzard Midbus he freezes into a block of ice that breathes out puffs of cold air. He is never seen recovering from this state and it isn’t even clear if he is even still alive in said state.

Fawfulized Enemies

Enemies under Fawful's thrall, bearing his distinctive appearance and used in his takeover of the Mushroom Kingdom.

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• Bombardier Mook: When fighting other enemies in Peach's castle, Bowser will sometimes be faced with Dark Fawful Bombs, supersized Bob-ombs carried in the air by a pair of Fawfulized Fly Guys flying above the reach of his attacks. They will try to drop the bomb on Bowser's head to damage him, unless Bowser inhales them before they do this and causes the bomb to be dropped on the other enemies instead.
• Brainwashed and Crazy: Fawfulized creatures are created by Fawful hypnotizing or mind controlling other creatures into obeying him and altering their appearances to look like himself, with the same creepy smile and green coloring.
• Cheshire Cat Grin: All Fawfulized enemies sport Fafwul's signature toothy grin.
• Enemy Summoner: The only "attack" that Fawfulcopters have is to blare a siren and summon a new Fawfulized foe to battle. If they're inhaled, this siren won't have any effect.
• Mecha-Mooks: The Mechawfuls and their upgrades, large humanoid robots encountered in Peach's Castle.
• Opaque Lenses: They all wear thick glasses with swirly lenses, identical to Fawful's.
• Puppeteer Parasite: Chain Chawfuls are Chain Chomps brainwashed by a Fawfulized like parasitic Sworm in their head. Bowser can inhale the Sworm to kill it, which frees the Chain Chomp from the mind control. You don't get EXP for doing this except for in the remake, and, even so, you get less of it, though it also restores 30 of his HP and 10 of his BP.
• Rewarded as a Traitor Deserves: Fawful Guys are normal Orange Shy Guys that joined Fawful of their own free will, according to their description in Bowser Jr.'s Journey. The Koopa Troop can give them their Just Desserts during the events of Bowser Jr.'s Journey, while Bowser can kill them in the overworld just walking into them.
• Theme Naming: Fawfulized enemies will have part of their name replaced with part of Fawful's name (Crocodile — Crawful, Chain Chomp — Chain Chawful, Monty Mole — Mawful Mole, etc)

Dark Star

^{Dark Bowser}

"Soon this kingdom will vanish along with all who dwell within. And you, too, will sleep eternally in the dark power's embrace!"

A being of pure evil that terrorized the Mushroom Kingdom in the distant past, but was eventually sealed away. Fawful unearthed it and attempted to drain its power, but the dark entity proved too powerful for him to handle; it consumed him and, after copying Bowser's DNA, transformed into a shadowy double known as Dark Bowser.

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• Artifact of Doom: It is a sentient Made of Evil artifact of unknown origin and brings nothing but destruction when free.
• Beam-O-War: Against Bowser shortly before the Final Battle, though it's more like a Flame-O-War.
• Break the Haughty: Bowser kicking its ass does this to him. It is completely stunned that someone like Bowser would be able to stop it with the dark power completed.
• Bright Is Not Good: You wouldn't think it to be possible with an entity called the Dark Star, but the remake's version of the Dark Star X is colored yellow and black, making it resemble an Evil Counterpart to Starlow.
• Casting a Shadow: It can animate and control shadows.
• Combat Pragmatist: By the Stars, yes. It's immune to all damage (at first), it turns invisible during one of its attacks, summons backup, attacks while dormant, tries one last attack when its health is depleted... and, after dodging its giant laser with the aid of Starlow, the Dark Star decides to bumrush her, and by extension, you, dealing heavy damage if you fail to let go (noteworthy in that it is the only enemy to do this).
• Dark Is Evil: Right in the name. The Dark Star is a being of darkness with power over shadows, and absolutely evil.
• Diabolus ex Nihilo: Even in-universe, nobody has any idea where this thing came from or what the heck it even is.
• Dual Boss: While the Dark Fawful Bug is still active in the final battle, both Fawful and the Dark Star attack together.
• Eldritch Abomination: No one knows where it came from or what it is other than it's just pure evil. It can turn into a copy of others by entering their body and eating their DNA. And its evil is so oppressive that Mario and Luigi nearly choke to death just by being in its presence.
• Energy Weapon: It uses dark laser attacks as both its original form and the core of Dark Bowser and its strongest attack blurs the line between this and Wave-Motion Gun.
• Evil Counterpart: Serves as one to Bowser for obvious reasons. He is also one for the Starmen and various other Star entities that appear throughout the whole Super Mario Bros. universe.
• Eviler than Thou: Bowser and Fawful want to rule the Mushroom Kingdom, but the Dark Star wants to obliterate existence outright.
• Evil Is Not a Toy: Subverted. The Dark Star overpowers Fawful to regain the energy he had absorbed from it, consuming Fawful along with it. However, the two seem to form a mutually beneficial, if not truly symbiotic, relationship, with Fawful powering up Dark Bowser from within during its fight with the real Bowser, and the Dark Star's core lending its energy and assistance to Fawful in his own battle against Mario and Luigi.
• Evil Versus Oblivion: The Dark Star wants to end existence outright, in contrast to Bowser, who wants to conquer the Mushroom Kingdom for himself.
• Final Boss: Dark Bowser is this for Bowser, while the Dark Star Core (actually a hybrid made of the Dark Star and Fawful) is this for Mario & Luigi.
• Flunky Boss: In its first battle, it spawns bug-like enemies called Dark Satellmites to aid it.
• For the Evulz: Possibly its only discernable motive for wanting to destroy the Mushroom Kingdom.
• Generic Doomsday Villain: A rare dead-serious example. It desires nothing less than the total obliteration of everything in existence.
• It Can Think: The Dark Star decides to copy Bowser's abilities, including his punching, fire-breathing and shell-slamming, by eating his DNA. It's also able to recognize that its power was stolen by Fawful.
• Knight of Cerebus: For most of Bowser's Inside Story, you get plenty of laughs from the eccentricity of Fawful and Midbus, along with Bowser's attempts to communicate with his brainwashed Koopa Troop. Then comes this thing, which is devoid of any humor and plans on destroying the Mushroom Kingdom.
• Leitmotif: Has a pretty ominous tune that plays whenever it appears. It certainly helps cement its Knight of Cerebus status. The 3DS remake gives the Dark Star its own unique battle theme for the fight against it (Dark Star X doesn't have it).
• Made of Evil: All forms. Apparently, a form of evil which can clone people's DNA.
• Mirror Boss: After absorbing Bowser's DNA, it becomes a dark copy of him.
• No-Sell: When Mario and Luigi pursue it through the Airway, nothing they do can stop it from absorbing Bowser's genetic code and gaining his abilities. In the battle with the Dark Star, it takes 0 damage from Mario and Luigi's attacks and can only be damaged by bashing its own minions back at it.
• Obviously Evil: They don't call it the Dark Star for nothing.
• Omnicidal Maniac: It wants to destroy everything in existence, putting it on par with Dimentio in villainy.
• One-Winged Angel: It turns into Dark Bowser during the final boss. Likewise, the Dark Star Core, a fusion between it and him, serves as this for Fawful.
• Red and Black and Evil All Over: In the original game, the Dark Star X's body and eye colors are inverted, giving it a red and black body with blue eyes. The remake changes this to a yellow color scheme.
• Red Eyes, Take Warning: In most of its forms, one notable exception being the Final Boss, where its eyes are white instead.
• Sealed Evil in a Can: It was sealed under Toad Town by the Star Sprites, but Fawful opened the can.
• Shielded Core Boss: Taken to an extreme in the final battle. First Bowser must deplete Dark Bowser's 1000 HP^note 1500 HP with the Challenge Medal, after which Dark Fawful will fully heal and enlarge him. Then Bowser must punch Dark Fawful out of Dark Bowser's belly and then inhale him. Then Mario & Luigi must destroy Dark Fawful's Cognizant Limbs in order to expose the true weak point, the Dark Star Core.
• Sound of Darkness: Two of them. In the original game, the Dark Star makes a distinctive pulsing noise when it moves. The remake instead has it constantly make a strange rattling noise that gets louder as it moves, with the previous pulsing noise being heard during one of its attacks.
• Spikes of Doom: Its design has eight spikes (likely just energy since it can always be jumped on without harming the Bros.) sticking out from its main body.
• Tactical Suicide Boss:
  • The Dark Star would be nearly impossible to defeat if it didn't keep spawning Dark Satellmites to aid it in battle.
  • In the final battle, if Dark Bowser didn't grow larger whenever Fawful revives him, Bowser wouldn't be able to target his belly, which causes him to spit out Fawful for Bowser to inhale and the Mario Bros. to defeat.
• Taking You with Me: When Mario & Luigi deplete its HP in the Airway battle, you then have to button mash to escape its kamikaze vacuum attack until it croaks.
• Technicolor Fire: Breathes out blue flames as Dark Bowser.
• Too Spicy for Yog-Sothoth: Subverted. It has visible discomfort while copying Bowser's DNA at first, but it eventually adjusts. Starlow even lampshades it.
  Starlow: Only Bowser's body could give even the Dark Star indigestion.
• Vile Villain, Saccharine Show: You would think a game as hilarious as this wouldn't have such a monstrous Eldritch Abomination. But the Dark Star...begs to differ.
• The Voiceless: In its base form, it can't speak. It gains the ability to talk upon turning into Dark Bowser.
• Worf Had the Flu: The Dark Star's power had been split between it and Dark Fawful when the Mario Bros. fought it in the Airway.

The Best Fitness Friends/Brute Force Federation

A trio of strange pinkish humanoids that are the main antagonists of the Bowser Jr.'s Journey side game in the remake of Bowser's Inside Story. They claim to be personal fitness gurus with a cure for the Blorbs, and while that may or may not be true, they are in league with Fawful and infiltrate Bowser's Castle while it is under Jr.'s watch. They consist of Dieter, a rail thin sunglasses-wearing leader who wields cards, Beef, a big martial artist that looks like he was smushed into a tire stack-like shape and Kaley, a little blue-haired girl that looks and flies like a bird. Interestingly, they are some of the few antagonists in the entire Mario series who've never met the titular plumber.

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• Addiction-Powered: Anyone who consumes the drug Malatone:X can get more powerful. The BFF use it on themselves, and their combined form takes it to boost its stats.
• Aw, Look! They Really Do Love Each Other: When Ludwig reveals he disguised himself as Beef, Kaley begins to panic and press Ludwig on where Beef is, going as far as saying that she is "Lost without [her] Beef."
• Been There, Shaped History: Dieter is the creator of the Vacuum Shroom, which he gives to Fawful, as revealed in Bowser Jr.'s Journey.
• Beware the Silly Ones: It's no doubt that they are a trio of goofballs, but their teamwork as mercenaries for Fawful is frighteningly efficient, managing to take out the Koopalings one after another, which is best exemplified when they shove Iggy off a cliff with the intent to kill him, and then two of the three dance and sing their theme song.
• Big Bad Duumvirate: The three serve together as the main villains of Bowser Jr's Journey.
• Big, Thin, Short Trio: Beef is big, Dieter is thin, & Kaley is short.
• Brown Note: Kaley is able to shriek extremely loudly as her special attack.
• The Brute: Beef is "the brute force of the BFF".
• The Cameo: After Ludwig manages to take out Beef and impersonates him to spy on Dieter and Kaley, he deposits Beef's unconscious body in the Bob-omb depot before Bowser falls in there and unwittingly sets off the explosive charges in the main story.
• Colour-Coded for Your Convenience: Beef, Kaley and Dieter have a red, blue and yellow motif — and sure enough, Beef is a Melee unit (red), Kaley is Flying (blue) and Dieter is Ranged (yellow).
• The Corrupter: They make Morton eat a mix of the Skeletone:D and a frog 10 times more poisonous than a Poison Mushroom — Malatone:X, that turns him against Jr. They do this to the other Minions, as well as themselves in the final battle.
• Deadpan Snarker: Dieter, who openly insults more heavyset characters like Midbus and Beef in particular.
• Death Dealer: Dieter uses cards to attack.
• Dub Name Change: They are collectively known as "The SS Company" in the Japanese version, which is initially said to stand for "Super Supplier Company" but is later revealed to actually be short for "Shun Satsu^note 'instant kill' Company". In the English version, they are the "Best Fitness Friends", or BFF for short, while their true name is "Brute Force Federation". Sulimu was changed to Dieter, Kyutto/Kyut to Kaley, and Muchio to Beef.
• Energy Weapon: Their combined form's special attack, though it's more of a Wave-Motion Gun.
• The Evil Genius: Dieter is "the brains of the BFF".
• The Fake Cutie: Kaley is chirpy and upbeat, and her bio describes her as a "professional cutie". She's just as malicious as her comrades, though, and the same bio goes on to question whether her cutesy behavior is how she really is.
• Failed a Spot Check: Despite noticing how Beef is acting differently, neither Dieter nor Kaley ever realise that Ludwig had disguised himself as Beef until he drops the disguise in Dimble Wood.
• Flunky Boss: A given due to the nature of the game they're in, though Dieter creates doppelgangers of himself. In their combined form, it summons shadow versions of the Koopalings to combat Jr.'s own original team.
• Fusion Dance: Once beaten after powering themselves up, they fuse into a One-Winged Angel tri-colored monstrosity.
• Hair-Trigger Temper: Kaley's weakness. Ludwig insulting her fitness and revealing the BFF's plan to usurp Fawful has her become incoherent with rage.
• Informed Species: Word of God claims they're of the same species as Midbus, except they look nothing like the armadillo-pig hybrid thing that Midbus seemingly is. In fact, they look nothing like each other, since Dieter is a humanoid, Kaley is some sort of bird and Beef is a monster made of flab.
• Lean and Mean: Dieter is extremely thin, and works for Fawful alongside Kaley and Beef.
• Meaningful Name: Dieter is stick-thin, as if he's been dieting too long. Beef is very...beefy, and Kaley sounds like kale, which is considered a healthy food. Their Japanese names (Sulimu, Muchio and Kyutto) are corruptions of the English words "slim", "macho" and "cute", respectively.
• Power-Up Food: Their creation, Malatone:X. When given during a battle, it fully heals and buffs the consumer's stats — but at the cost of their sanity. Overlaps with Psycho Serum.
• Primary-Color Champion: Subverted. Dieter is yellow, Kaley is blue, and Beef is red, but none of them are heroic.
• Psycho Serum: Malatone:X, which is used to brainwash minions and power them up. They use it on themselves to power up. According to Dieter, "it will only alter 97% of your DNA".
• The Quiet One: Beef is very much the strong, silent type, to the point that Dieter and Kaley are surprised when he does chime in — and it later turns out that wasn't even him at all.
• Sinister Shades: Dieter sports a pair.
• The Starscream: Despite working for Fawful, they want to overthrow him by brainwashing his minions after finishing off Bowser Jr and the Koopalings, though this never comes to pass. Ironic, since Fawful himself was once a Starscream.
• Terrible Trio: Of the Big, Thin, Short Trio variety.
• With Great Power Comes Great Insanity: Their Malatone:X has this effect on those that take it. The BFF fall victim to this as well, as their powerful combined form is completely obsessed with fitness and getting stronger, and has no other personality to speak of.
• Worthy Opponent: Ludwig admits that their strategies are good enough to take notes on.

Dream Team

NPCs

Prince Dreambert

The prince of the Pi'illos, he was Taken for Granite along with the rest of his people in the process of imprisoning Antasma with the Dark Stone. Upon being freed by the Mario Bros., joins up with them in order to rescue the other Pi'illos and defeat Antasma once and for all.

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• Character Catchphrase: "Dreamy!" and "INSOLENCE!"
• Ermine Cape Effect: He always wears the same fancy regal outfit wherever he goes.
• Exposition Fairy: Shares this role with Starlow in the real world, takes over completely in the Dream World.
• Face Fault: He does several along with the Mario Bros. The most notable one is when the Zeekeeper turns the remains of the Dream Stone into a bunch of coins; Dreambert plants on the ground so hard out of shock that he has trouble getting back up.
• Healing Hands: He heals Mario at least once per turn during the final battle with Antasma.
• Mad Libs Catchphrase: "Be one with ____".
• No Sympathy: He doesn't sympathize with Antasma when Bowser betrays him; instead, he mocks him for it. Unsurprising, given what Antasma did to him and the rest of his species.
• Pals with Jesus: With the Zeekeeper.
• Royals Who Actually Do Something: Beyond being an Exposition Fairy and letting Luigi sleep on him to open dream portals, he absorbs the power of the dark roots growing in Neo Bowser Castle, directly fights Antasma alone and later assists Mario in finishing off the villain. He also trains Luigi on a lot of dream world moves, stating that he has a lot of experience with using them. He also has stated that he's done tons of training in the battle ring before.
• Shoot the Dog: Asks Peach and Starlow to destroy the Dream Stone, the very thing he spent the game trying to retrieve safely because it was one of the last great remnants of the Pi'illo Kingdom, but realized that Bowser not being able to use it for nefarious purposes was far more important. Zig-zagged in that he later reveals the Zeekeeper can restore it, but soon gets over the Zeekeeper transforming it into coins instead.
• Support Party Member: An uncontrollable one in the final battle with Antasma, where Dreambert heals Mario every turn.
• Voluntary Shapeshifting: He can change into a pillow so that Luigi can sleep on him and access the Dream World.
• What the Hell, Hero?: Starlow really lets Dreambert have it when he reveals that he has a block that unlocks Warp Pipes hidden in Mt. Pajamaja, especially that he only remembered about it after the Dreambeats crisis is over, when they were supposed to be running away.

Brickle

The proprietor of Mushrise Park, "Boss" Brickle is a gruff Brock who won't tolerate any slack in his employees.

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• A.I. Is a Crapshoot: Occurs with his Grobot when it gets bonked by the remains of the Park's fountain.
  Brickle: IT'S ON DA FRITZ!
• All for Nothing: Subverted, he enlists the Mario Bros. on the job of clearing the rest of the rubble in Mushrise Park, under the promise of giving them the treasure he found. After the deed is done Brickle keeps his word, except none of them are sure that his treasure is the very same one the heroes are after, the Mushrise Tree Board, causing Starlow to give Brickle an earful. Dreambert, however, clears things up by identifying the treasure as indeed what they were looking for.
• Gadgeteer Genius: He built many of the fountains and other structures in Mushrise Park, and also constructed Grobot to water flowers.
• Jerk with a Heart of Gold: He's gruff and didn't really need to play a wild goose chase with the Bros. just to lend them his pillow, though he's mostly the "Heart of Gold" part. His dreamy counterpart being a "rival" going after the bunny not knowing the Bros. were after the nightmare chunk while still helping the Bros. with attack pieces, training them on how to use Luiginary attacks, and healing them completely at a few points reflects his real world interaction with the bros.
• Laser-Guided Karma: His unnecessary getaway from the brothers causes a whole lot of trouble in his beloved park. First, he gets stuck in the park's main attraction — a fountain — and then is pushed off using high water pressure, which also causes the fountain to skyrocket all the way above the island to break the player's top screen. Then, the fountain falls down on the park's maintenance robot which causes it to have a malfunction and go irate at the administrator's hut. Finally, Brickle tries to calm down his creation and is mercilessly tossed away like a ragdoll. When all it's over, he's crushed. In the end he admits it was his own fault that the Humiliation Conga happened and apologizes to the Bros. for all the trouble.
• Long Pants: It's a little hard to tell if those are just high blue work boots or if those are also his pants.
• Pink Girl, Blue Boy: The blue boy to Britta's pink girl.
• Punny Name: His name is derived from the word "brick".

Britta

A female Brock who works tirelessly in Dozing Sands to break rocks with her Shelltop crew. She is just like Brickle, but she's harsher to her employees, threatening to fire them at every chance she gets.

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• Distaff Counterpart: She's basically a female Brickle in terms of her personality and even her speech patterns.
• The Dreaded: Her employees are deathly afraid of even accidentally making her angry.
• Greed: She wants the treasure that she believes to be atop the sand flow the Mario Bros. are trying to get up, even ordering them to stay put while she goes forward.
• Fantastically Indifferent: Coming from her specifically, when she sees Luigi conk out on a petrified Pi'illo and Mario jump into the portal that spawned from it, Britta instead lambasts Mario for being "lazy" and demands that he get back to work, not once calling attention to the whole bizarre scene happening right in front of her. Given that she's been working in Dozing Sands for quite some time and is aware of the impassible sand flow, not to mention the monsters that roam around the desert (including her reaction to Torkscrew rampaging around at first), she's likely used to weird stuff happening around her (and probably saw weirder).
• Jerk with a Heart of Gold: She's awfully mean to her employees, though deep down inside she's this trope. Her problem seems to be her absurdly high standards- her crew can't meet them, but she has respect for Mario and Luigi when they succeed.
• Mean Boss: She tends to be quite abrasive toward her workers. When she almost dies, her last request is for Mario and Luigi to take over for her and to "fire everyone".
• Not Quite Dead: During the funny aftermath of being attacked and swallowed by Torkscrew. Her Shelltop workers see her lose consciousness and lament her apparent death as dramatic music plays and the screen starts fading to black, only for her to declare she's not dead.
• Pink Girl, Blue Boy: The pink girl to Brickle's blue boy.
• Punny Name: Her name is derived from the word "brittle".

Eldream

A wise Pi'illo person who has vast knowledge of everything that is Pi'illo related.

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• Affectionate Nickname: The Zeekeeper refers to him as "Eldawg", and he in turn calls the Zeekeeper "Zee".
• Collection Sidequest: He hands out rewards for freeing petrified Pi'illos, with the last reward being the Zee Egg.
• Pals with Jesus: Turns out he's a good friend of the Zeekeeper, the island's legendary guardian deity.
• This Is a Drill: Eldream opens a path to Dream's Deep by having his Fluffykins drill through the ground.
• Undying Loyalty: Dreambunny carries around the Nightmare Chunk holding Eldream presumably to protect it from anyone it thinks may do him harm.

Dream Stone Spirit

The spirit inhabiting the Dream Stone artifact that the heroes are trying to retrieve from Bowser and Antasma. It does not like being awoken from sleep.

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• Berserk Button: Waking him up from a peaceful sleep can end horribly for you.
• Disproportionate Retribution: Don't want to be disturbed from sleep? Just smash the people trying to get your help with a giant robot.
• Hate Sink: It’s quite clear that the players are meant to hate this guy’s guts given how he’s such an insufferable asshole who will not tell you where the Dream Stone is and forcing you to take long detours to reach him. Needless to say it will be immensely satisfying to beat the snot out of him when he turns into a giant robot to try and crush the heroes.
• Jerkass: So you just want some information on where the real world Dream Stone is. Well, he'd be happy to...NOT TELL YOU! You still insist? SHADDUP! SHADDUP! GO TO SHADDUPVILLE! Oh, you've bumped into it with a Luigi stack? GET THE BIG GUNS OUT!
• Light Is Not Good: One would expect the spirit of the Dream Stone to be benevolent. He's not. At all.
• What Happened to the Mouse?: Goes into a more permanent sleep nearing the end of the game, after which his stone is shattered into dust specks which are later turned into coins. The nature and tone of the Mario games means he's extremely unlikely to be dead (Mario games aren't known for killing off significant non-evil characters abruptly with no fanfare). So is he now inside one of the dust specks/coins? Or is the "inside" of the Dream Stone another dimension entirely? This also makes you wonder if there's a Dark Stone spirit and what happened to it.
• Worthy Opponent: He is so impressed by Luigi's fighting prowess that he decides to tell just him where the Dream Stone went. However, he does express a desire to face Mario in a similar battle later down the line.

The Massif Brothers

Li'l Massif (left) and Big Massif (right)

Two Hooski brothers who serve as the tour guides for Mount Pajamaja and are a little too much into fitness, rock climbing, and BEEF.

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• Bunny-Ears Lawyer: They're pretty competent tour guides, teaching the Mario Bros. multiple field moves. They're also obsessed with everything BEEF!
• Fastball Special:
  • One of Big Massif's attacks basically consists of his allies volleyballing him around before striking him towards Mario.
  • In a non-combat example, one section of Mt. Pajamaja involves the Bros. sending the Massifs flying to destroy some obstacles.
• Fetch Quest: In order to find Big Massif in Dreamy Wakeport, the Bros. must collect medals from each of his disciples.
• Flunky Boss: Big Massif's fight heavily centers around the Hooraws he uses in his attacks. Defeating any of them will cause Big Massif to get angry and gain an attack boost, with the boost becoming bigger the more Hooraws are defeated.
• Hidden Depths:
  • As tour guides of Mount Pajamaja, we see them promoting strength and beefiness above all else, but when the hidden treasure cave is discovered, they feel the need to research said part of the mountain they never knew about beforehand just so that they can provide a greater experience to future tourists. In other words, they also happen to be scientists who specialize in anything that involves said mountain.
  • Also, notice that they never experience jealousy over being outperformed, instead they're impressed, deeming the Mega Pi'illos as "muscle lords" for opening the gate that they couldn't budge, and Mario and Luigi as "mountain maniacs" and "prime steak" for having completed tasks that the Massif Bros. couldn't and even gives the Bros. credit for finding the treasure. It makes sense when you remember they want everyone to be their "beefiest".
  • Big Massif's dream and his dreamy disciples shed some light on aspects of his personality as well.
• Husky Russkie: They're Hooskis with clear Russian affectations to their speech, and quite tough.
• Kill One, Others Get Stronger: Big Massif gets rather angry and gains a power boost for each of his Mooks that you kill.
• King Incognito: The Dreamy Wakeport tour guide is revealed to be Big Massif himself once the Hooraws are defeated.
• Large Ham: They even refer to themselves as "huge hams" at one point.
• Missed Him by That Much: The search for Big Massif encompasses all of the Wakeport area, and yet he's actually just in the very same area as Li'l Massif; they're only separated by a roadblock and a gate.
• Mother Russia Makes You Strong: They're the Mushroom World equivalent of a Russian nationality, and they're the buffest, beefiest, toughest of their kind.
• Quirky Miniboss Squad: The Hooraws, Big Massif's disciples, are a non-evil example.
• Punny Name: "Massif" sounds like "massive".
• Recurring Element: Like with the Hammerhead Bros. and the Jellyfish Sisters in Superstar Saga and the Junior and Elder Shrooboids of Partners in Time, the elder sibling is red and the younger sibling is green.
• Shockwave Stomp: Big Massif's most powerful attack. Also one of the chase attacks, so he will do it repeatedly!
• Sleeves Are for Wimps: Both of them wear sleeveless shirts.
• Testosterone Poisoning: Played for Laughs.

Dr. Snoozemore

The proprietor of Pi'illo Island in the absence of the Pi'illos themselves, Dr. Snoozemore is a scientist researching sleep.

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• Chekhov M.I.A.: He is absent from the game, on a research trip, until Antasma's plan takes place.
• Counting Sheep: He references this trope by being a ram-like creature who cannot stay awake.
• Meaningful Name: He's narcoleptic, so he does indeed snooze more than most of the residents of Pi'illo Island.
• Russian Reversal: "As you may know, I research sleep...clearly sleep also researches me..."
• Senior Sleep-Cycle: Implied to be elderly, and falls asleep mid-sentence at frequent rates.

The Seadrings

Starting top-left, going clockwise: Seadric, Seabury, Seabelle and Seatoon.

Four seahorse-like creatures, these siblings live in Dreamy Driftwood Shore and help the Mario Bros. in their efforts to hide Peach from Bowser and Antasma by expanding the Dream World with their Dream Eggs. They consist of: Seadric, the eldest; Seabelle, a Valley Girl obsessed with her looks; Seatoon, a young boy obsessed with Saturday morning cartoons; and Seabury, a would-be stand-up comedian.

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• Actually Pretty Funny: Luigi laughs at the last of Seabury's puns after a series of Face Faults from him, Mario and Dreambert.
• Chatterbox: This is what Seadric says makes his siblings so annoying, and all of their cutscenes are fairly lengthy.
• Compliment Backfire: While he's on the phone, Seadric calls Dreambert a "fluffy pillow dude." You can see Dreambert visibly fuming in anger behind the guy's back.
• It's All About Me: Seabelle demands enthusiastic compliments from the gang in order for her to give up her Dream Egg.
• Meaningful Name: Seabelle is very concerned with looking beautiful, and Seatoon is a total nerd for his favorite animated show.
• Mister Seahorse: Being actual seahorses, it's unsurprising that the brothers are just as capable of producing eggs as the sister.
• Pungeon Master: Seabury likes to crack jokes. Most of them result in a Lame Pun Reaction from the Mario Bros.
• Surfer Dude: Seadric, like, speaks like a cool surfer, dude!
• Valley Girl: Seabelle is characterized as a bratty teenager who's more concerned about a bad eyelash than saving the world.

Bedsmith

A Pi'illo who is able to craft special beds.

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• Ambiguously Gay: As said by Dreambert, Bedsmith likes to nap on people. But even the prince's reactions make this trope resurface. Doesn't help with Bedsmith swooning at every magnificent event and declaring that he needs to nap on the Bros.
• Bunny-Ears Lawyer: He's the best there is when it comes to crafting beds, though his...weird behavior could lead you to believe otherwise.
• Eccentric Artist: Bed-making is considered by him to be an art, and he has a strange and bombastic personality to match his skills.
• His Name Really Is "Barkeep": He's a bedsmith...and his name is Bedsmith because he's so good at it.
• My Brain Is Big: A master craftsman, and the only Pi'illo with his pillowcase head oriented vertically, implying this to some degree.
• Opaque Lenses: Seem to add to his eccentric artiste persona.
• Perfectly Cromulent Word: Frequently describes Prince Dreambert as "Nappable" (as in, someone he'd like to take a nap on).
• Punctuated! For! Emphasis!: All the time. "BEDSMITH! IS! THRILLSMITH!"
• Third-Person Person: Bedsmith refers to himself in third person.

The Zeekeeper

A sacred rainbow-colored bird who is known as the protector of Pi'illo Island. It hasn't been seen in ages.

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• Accent Adaptation: He has a Kansai accent in the original version that gets translated as Totally Radical speech.
• Affectionate Nickname: Eldream refers to him as "Zee", and he in turn calls Eldream "Eldawg".
• Antiquated Linguistics: The Zeekeeper has this style of diction, until you beat him. He slips back into this a few times here and there.
• Brilliant, but Lazy: He's an incredibly powerful deity capable of destroying the Dream Stone, but he's also a Lazy Bum who's Only in It for the Money, typically seen laying on his side in boredom.
• "Get Back Here!" Boss: For the Giant Battle against him, he keeps flying away and Giant Luigi has to chase him. The latter can only damage the Zeekeeper through counterattacks most of the time.
• The Gods Must Be Lazy: The Zeekeeper beat the tar out of Antasma centuries ago, but nowadays he'd much rather just nap. Unless he's bribed with absurd amounts of money.
• Greed: He demands extremely fancy and expensive accommodations alongside a fat paycheck for services. It adds up to 10 million coins (and Mario’s jaw hitting the floor).
• Hypocritical Humor: In the ending, he lectures everyone on the dangers of depending too much on material goods...and immediately flies off while squawking about how much he loves money.
• Infinity +1 Sword: Summoned by the Zee Egg, Mario's secret Bros. Attack earned by saving all Pi'illos, the Wake Orb Zeekeeper fires is fairly tricky to master — but on an Excellent attack, the hammer-based attack causes an explosion that hits a sizable radius around the target.
• Jive Turkey: Rather comically for an ancient magical being, he speaks in humorously exaggerated street slang; he especially likes to call people "dawg". Bonus points for actually being a bird.
  Zeekeeper: Dreambert! My man!
• Money Fetish: He loves coins.
• Noble Bird of Prey: He's a highly majestic and powerful bird-like deity, though the "majestic" part is somewhat subverted once you find out his true personality.
• Pals with Jesus:
  • Dreambert is a "dawg" friend of his.
  • Eldream is also one. Or rather, "ELDAWG!"
• Physical God: He's barely fazed after getting the tar beaten out of him by Giant Luigi, and goes on to blast Bowser's castle out of the sky in a single move.
• Retired Badass: He considers himself to be this, which is why he has to be bribed to save the world at all.
• Summon Magic: Mario's final Bros. attack summons him to aid the heroes in a tandem attack.
• Tennis Boss: One of his attacks is to lay eggs to attack you with. Giant Luigi can hammer them back at the Zeekeeper for extra damage.
• Third Eye: Where his WakeBeam is fired from.
• Totally Radical: What he talks like for REAL, dawg.
• Walking Spoiler: The fact that he appears in person isn't much of a spoiler in itself, but his true personality is.
• Your Size May Vary: While it's common for RPG characters to appear at different sizes between the overworld and battles, the Zeekeeper deserves special attention as the Mario Bros. engage him in a Giant Battle even though he's not that big in the overworld. Of course, being a Physical God, he may have made himself bigger.

Antagonists

Antasma

"SCREEEK! I vanted to steal Peach's power...but I changed my mind! You are much stronger...and evil! SCREEEONK! Vork vith me! SCREEEP!"

A living nightmare creature from the Dream World. During her visit to Pi'illo Island, Princess Peach is kidnapped by Antasma when Luigi opens a portal to the Dream World, causing the Mario Bros. to set out and rescue her. When Bowser appears, he proposes a partnership with the Koopa King to further his goals. This proves to be a mistake, since Bowser ends up stabbing him in the back at the end.

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• Advancing Boss of Doom: During the final battle, one of his attacks is to chase Mario while tossing explosive spheres at him. And if one of his attacks puts Mario to sleep, he can enter his dreams and chase him while spitting fireballs at him.
• Arch-Enemy: Of Prince Dreambert, to the point that after Bowser betrays him, getting rid of Dreambert still takes priority over getting revenge on the Koopa King.
• Badass Cape: Has a pretty impressive one, especially in his One-Winged Angel form he takes within the Dream World.
• Bat Out of Hell: He can turn into a small bat, or a swarm of small bats. He is also referred to as the Bat King, and used to be a normal bat before feeding on the nightmare of a Pi'illo.
• Bat People: He's a large anthropomorphic bat who makes heavy use of generic vampire imagery, keeping his wings curled around himself like a cloak and pronouncing his "w"s like "v"s. He also punctuates his sentences with batlike screeches.
• Big Bad Duumvirate: He forms one with Bowser, once he decides that Bowser's power is far more useful to him than Peach's. It backfires horribly for him later.
• Big Bad Wannabe: Antasma holds the dubious honor of being the first major Mario RPG villain to end up overshadowed by Bowser as a threat. To his credit, it isn't due to a lack of competence, but due to Bowser himself getting over his own case of such.
• Boss Remix: The music that plays during the first and final battles with him is a remix of his Leitmotif.
• Breath Weapon: Spits out fireballs during the final battle with him.
• Card-Carrying Villain: Being a literal nightmare creature, this is a given.
• Casting a Shadow: Has powerful dark magic.
• Classic Villain: Representing Ambition and Pride.
• Composite Character: He's basically a combination of all the previous Mario and Luigi antagonists (Cackletta, Dark Fawful, the Shroobs, and the Dark Star).
• Curb-Stomp Battle: The fight between him and Dreambert near the end starts out dead even, until he takes the fight to the Dream World where his power is at maximum. Dreambert is sent tumbling out of the Dream World in a heap just a few seconds later.
• Dark Is Evil: As a creature who feeds off nightmares, Antasma is naturally themed around darkness and shadows.
• Deal with the Devil: Makes one with Bowser, promising him that he would have Peach all for himself once they took over the world. He finds out all too late that he wasn't the devil in the deal.
• Demonic Possession: He's capable of possessing others.
• Don't You Dare Pity Me!: Says this to Dreambert after the latter mocks him for Bowser's betrayal.
• Dream Walker: Especially once he reveals that he now has the ability to create portals to the Dream World at will.
• Dream Within a Dream: If Mario is hit Antasma's bat attack in the final battle with him, he'll fall asleep and Antasma will enter his dreams and chase him. The X version can induce this on ALL of his attacks.
• Dropped a Bridge on Him: Well yes, you do get to fight and beat Antasma fair and square, but the issue is in the death itself. No villainous rant or Final Boss shenanigans like the unique villains in the last three games, he just...swells up and ultimately explodes like any other regular boss after defeat.
• Dub Name Change: He was called "Akkumu" in the Japanese version.
• Emotion Eater: His backstory states that he was a bat who fed off the nightmare of a Pi'illo. This was how he became the nightmare creature he is now.
• Evil Counterpart: Serves as one to Dreamy Luigi. The parallels between them are reflected perfectly in the fight with Bowser. Both characters are capable of manipulating the Dream World to their advantage. Both are capable of enhancing their allies abilities. And both can split into smaller clones of themselves.
• Eviler than Thou: Inverted. He finds out the hard way that Bowser was this to him.
• Fangs Are Evil: Fittingly enough given his Vampiric motifs. He has noticeable fangs and feeds off of nightmares.
• Final Boss: Bowser steals this from him at the last moment and knocks him down to penultimate boss status. He is the final boss of the dream world though.
• From Nobody to Nightmare: Almost literally, as Antasma was originally a bat who became what he is after feeding on the nightmare of a Pi'illo. And then Bowser singlehandedly throws him back to nobody status.
• Fusion Dance: Much like Dreamy Luigi, he can fuse together with others to make them more powerful. He does this in the first fight with Bowser.
• The Heavy: Played with. He drives most of the plot along at the beginning, but after Neo Bowser Castle is summoned, most of the direct conflict comes from Bowser's Koopa Troop. Though he is talked about, Antasma only enters the stage again in the final parts of the game, along with Bowser. And then Bowser double crosses him, leaving Antasma as nothing more than an obstacle to take care of before dealing with Bowser.
• Humiliation Conga: Betrayed by Bowser, mocked by Dreambert, beaten by Mario, and then inflates like a balloon and pops.
• I Am a Humanitarian: During the final battle, he can trap Dreamy Luigi in one of his Antasmunchies, and if he happens to eat the one containing Dreamy Luigi, he'll become even more powerful than normal (And gain a green aura not unlike the one Mario gets when merged with Dreamy Luigi). Eventually he'll spit Dreamy Luigi back out, though.
• Interface Screw: He can flip the screen over during one of his attacks.
• Last Villain Stand: The final battle with him comes right after Bowser betrays him and takes the Dream Stone for himself, leaving Antasma with nothing to do but take his anger out on Prince Dreambert and the Mario Bros.
• Lean and Mean: When he fights, he turns into a taller and slender version of his true form.
• Leitmotif: "Antasma's Theme."
• Meaningful Name: His name comes from "phantasma", which is Latin for phantom or apparition. In Japanese, he's called Akkumu, which is a corruption of akumu (the Japanese word for "nightmare").
• My Name Is ???: During the first battle with him, he is referred to as "????".
• Non-Indicative Name: His boss theme is called "The Final Antasma battle"... despite the fact it plays during the tutorial battle with him also.
• Obviously Evil: From the moment he first appears, it's obvious that he's the bad guy. Lampshaded by Bowser.
• Offscreen Moment of Awesome: His final showdown with Dreambert. The latter chases Antasma into a dream portal, then, shortly afterwards Dreambert leaps back out, battered and beaten.
• Our Vampires Are Different: Antasma is awfully similar to a Classical Movie Vampire without actually being a vampire. This includes the wardrobe, the fangs, the Vampire Vords, and the bat association. Certain translations base his name on "Count" and/or "Dracula," and his battle music even sounds like something that wouldn't be too out of place in a Castlevania game.
• "Pop!" Goes the Human: How he dies. He inflates like a balloon and explodes.
• Powered by a Forsaken Child: Harvests dream energy from all living beings on Pi'illo Island (put to sleep by his Dreambeats) to power up the Dream Stone. Oddly enough, the victims don't suffer any ill after-effects.
• Power Floats: Justified in that he doesn't seem to have legs.
• Pragmatic Villainy: It was pretty obvious that he just teamed up with Bowser for convenience. Unfortunately for him, Bowser also anticipated this and planned to double-cross him.
• Pre-Final Boss: What Antasma ultimately ends up as, due to Bowser's betrayal. Though Antasma swears revenge, he's taken down before he can act on it, leaving Bowser as the sole final boss of the game.
• Purple Is Powerful: He’s primarily associated with purple and is only a serious threat due to Bowser.
• Recurring Boss: He is faced three times; first during Luigi's dream at the beginning of the game, then again when fused with Bowser at Dream's Deep, then a final time at the end of the game as the penultimate boss.
• Red Baron: The Bat King.
• Red Herring: Antasma is a Composite Character of all the previous Mario & Luigi antagonists, so you'd think he'd be the Big Bad of the game right? Wrong! He's upstaged by the Bros.' long-time Arch-Enemy and no-longer Butt-Monkey, Bowser.
• Red Oni, Blue Oni: The blue to Bowser's red. Even reflected in their colors.
• Royals Who Actually Do Something: Is referred to as the Bat King, although whether this is an actual title or merely self-appointed is never explained.
• Sealed Evil in a Can: Was imprisoned in the Dream World prior to the game.
• Self-Duplication: He can create duplicates of himself during the final battle, as well as split into swarms of bats in all battles with him.
• Shell Game: Two of his attacks in his final battle:
  • If Mario is pulled into Antasma's Dream Within a Dream attack, the only way to escape is to find the shining portal among several others (of which are traps). The best way to find the right portal is to jump directly above each one, which causes the portal to change color without the need to fall in.
  • When pulling a Doppleganger Spin, only one Antasma is seen charging up an attack. The Antasmas shuffle themselves together before lining up to fire at Mario.
• Slasher Smile: His default expression.
• Smoke Out: Is first seen as a cloud of smoke.
• Smug Snake: He's a dangerous threat, but his overconfidence is what ultimately leads to his downfall as he was caught completely off guard by Bowser's betrayal.
• Sorcerous Overlord: What he became after feeding off the nightmare of a Pil'llo.
• Sphere of Power: An odd variation of the trope. During the final battle with him, he surrounds himself with black orbs called Antasmunchies that he can eat to power up his attacks. They can also be used as explosives and can come to life to protect him.
• Super-Scream: He can fire supersonic waves as a bat.
• Super-Strength: Despite being a bat, he is capable of airlifting Bowser around with ease.
• Taking You with Me: Before he was imprisoned in the Dream World, he shattered the Dark Stone and its fragments turned the Pi'illos to stone.
• Thinking Up Portals: During his fight with Dreambert, he reveals that he used the Dream Stone to give him the power to open portals to the Dream World at will to prevent future imprisonment.
• Undignified Death: He inflates and explodes after being beaten up by Mario and Dreamy Luigi. A fairly ridiculous death for a serious foe.
• Unwitting Pawn: He ends up being one to Bowser.
• Vampire Vords: Speaks with a heavy Slavic accent.
• Verbal Tic: His tendency to screech like a bat while talking, which is mocked constantly by Bowser.
• Villainous Breakdown: Bowser's betrayal makes him go from confident to screeching mad as he vows revenge on the Koopa King. He then attacks Dreambert in retaliation and is defeated by Mario.
• Voluntary Shapeshifting: He can transform into a bat, a cloud of smoke, a pillow, his true form, and a larger version of his true form.
• Warm-Up Boss: Is first fought at the beginning of the game.
• The Worf Effect: Antasma was all set to kick ass and take names...but then Bowser double-crossed him. To put this into perspective, he went From Nobody to Nightmare then back to nobody. Ouch.
• You Have Outlived Your Usefulness: Once Bowser has taken everything from Antasma that he could get, he promptly stabs him in the back and leaves him to be finished off by the heroes.

Smoldergeists

"Long have I wandered these dark passages...And long have I guarded these hidden ways...None may pass through to what lies within...You must suffer the fate of all intruders!"

Flaming spirits that haunt the ancient depths of Pi'illo Castle. They put the Mario Bros. through several trials during their journey through the area. When the brothers attempt to retrieve the treasure that rests there (later revealed to be Prince Dreambert Taken for Granite), the Smoldergeists refuse to give it up without a fight.

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• Hidden Agenda Villain: It's not clear why they're guarding the petrified Prince Dreambert. Are they minions of Antasma? It's never explained.
• Playing with Fire: While ignited, they use one of two fire attacks: shooting bouncing fireballs and creating rings of fire that expand outward.
• Rolling Attack: Their only means of attack when their flames are out is to roll into the brothers.
• Shell Game: One of their tests requires the brothers to keep track of one of three blocks while they shuffle around, then hit the correct one.
• Starter Villain: They antagonize the Mario Bros., Peach, and Toadsworth during their trek through the depths of Pi'illo Castle and try to stop them from retrieving Dreambert's stone pillow. Shortly after this, Antasma kidnaps Peach and the real plot kicks off.
• Technicolor Fire: Because they're evil spirits, their flames are purple.
• Wolfpack Boss: The Mario Bros. must fight four of them at once.
• Wreathed in Flames: By default. Of course, the brothers can't jump on them while they are, which is their only means of attack this early on. Starlow blows out their flames at the start of their boss battle, but they will reignite after a few turns. Their flames go back out if Mario and Luigi dodge all of their attacks during a given turn.

Mammoshka

Mammoshka is a mammoth-like creature that guards the top of Mount Pajamaja, and which attacks the Bros. when they try to reach the summit.

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• Attack Its Weak Point: Its head is extremely vulnerable to jump attacks. It wears helmets to counteract this, which need to be knocked off to take advantage of this weakness.
• "Get Back Here!" Boss: For the last phase of its battle, the Bros. have to chase Mammoshka down and keep jumping on it until the shell is broken.
• Lone Wolf Boss: It's by all appearances just a territorial monster, with no connections to the villains or the story.
• Matryoshka Object: It's a mammoth-like creature inside a series of brick-like shells, each slightly bigger than the one inside it. The actual creature eventually turns out to be less than half the size of the thing the Mario Brothers start out facing.
• One-Hit-Point Wonder: Once you break through its protective shells, it goes down in one hit.
• Punny Name: Its name is a pun on "mammoth" and "matryoshka".
• The Spiny: Intermittently. It starts its battle wearing a spiked helmet that prevents the Bros. from using jump attacks on it.

Robo-Drilldigger

The first giant boss in the game, Robo-Drilldigger is fought in the Dreamy Dozing Sands, where it's formed from mining equipment and drills by Dream Stone spirit, who is annoyed by Mario and Dreamy Luigi attempting to convince it to tell them where the Dream Stone is.

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• Always Accurate Attack: The first laser/energy ball attack that it uses is unavoidable, with the game then using the damage taken from it as an excuse to teach you how to heal in giant battles. Played with in that it doesn't give you damage but it's a cutscene disguised as damage (it can't KO you even if your HP is almost drained, despite dealing about 1/3 of your HP's worth of damage), since the rhythm mushroom tutorial doesn't count as a turn (you still get to attack Robo-Drilldigger afterwards)
• Blow You Away: One of its attacks involves launching tornadoes.
• Humongous Mecha: It's is a robot seemingly formed from a large amount of mining equipment, which has been weaponized to attack the Mario Bros. by the Dream Stone's spirit.
• Lone Wolf Boss: It's formed and controlled by the Dream Stone's spirit, and has no connection to either Bowser or Antasma's plans.
• That's No Moon: Those drills and machines visible in the background of Dreamy Dozing Sands form the main structure of Drilldigger's body.
• Transforming Mecha: It's a robot made of drill pieces that can become a tank or a flying vehicle in order to use different attacks.
• Warmup Boss: Its entire battle is pretty easy compared to the later Giant Battles.

Mount Pajamaja

The dream world's version of Mount Pajamaja is a living entity in its own right. Mario and Dreambert find this out to their chagrin when they try to get the mountain to erupt to reopen the portal to the waking world. They do get the peak to erupt, but this doesn't reopen the portal. It does, however, get the mountain very mad.

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• Genius Loci: The boss of the Dream World version of Mount Pajamaja is...Mount Pajamaja. The volcano itself is sapient and wants to kill you.
• Lone Wolf Boss: It's by all appearances just a particularly cranky dream entity, with no connection to Bowser, Antasma or their schemes.
• That's No Moon: It looks like a regular mountain, and it is — until it stands up and tries to squish the Bros.
• Wake-Up Call Boss: As Giant Luigi's second battle. The previous giant boss Drilldigger was pretty easy, and you even had a point in the fight where Dreambert tells Luigi to heal back to full health, then lets him use Rhythm Mushroom non-stop until he does. The battle with Mount Pajamaja? It has a strategy needed to weaken the boss for attack, a much wider range of moves, some attacks that knock Mario away, preventing the use of Bros. attacks, and some nice strategy needed to stop him healing. Think of it as a nice warning about the next few such bosses, who will certainly not go kind on anyone...

Earthwake

Earthwake is a robotic colossus who guards the Nightmare Chunk in Dreamy Wakeport, and has destroyed all who tried to remove it. When Mario and Luigi try to do just that to awaken the Bedsmith, Earthwake assembles its body from Dreamy Wakeport itself and attacks.

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• Corrupted Character Copy: Earthwake is a humanoid mecha made of blocks of various colors who can shift said blocks around to form various shapes, much like Cubix. The difference is that Cubix is a heroic robot who fights evil, while Earthwake is an evil robot who will kill (and has killed) anyone who tries to destroy the Nightmare Chunk in Dreamy Wakeport.
• Department of Redundancy Department: Once damaged enough, it starts shouting "BAD-DAMAGE! DAMAGE-BAD! BAD-STACHES! MUST DEFEAT!"
• Durable Deathtrap: It has been left in Dreamy Wakeport for goodness knows how long and yet is still in perfect condition and able to horribly maul the last couple of adventurers confident or stupid enough to try and get the Nightmare Chunk.
• Genius Loci: Earthwake is a partial example; it's made of the buildings of Dreamy Wakeport, though it's more of a Humongous Mecha controlled by a single computer than a living location.
• Humongous Mecha: It's is a collection of buildings in a generally humanoid shape, which is capable of shapeshifting into a hammer or adding on more buildings to use as armor.
• Ring-Out Boss: Earthwake is fought in Dreamy Wakeport, which has water at each end. Being knocked into the water will allow the knocker to execute a powerful attack on the one who was knocked into it.
• Tactical Suicide Boss: It has an attack that consists of creating a big ball of bricks it then sends rolling at Giant Luigi. It moves so slowly that jumping on it doesn't require much timing, then you just have to hit Earthwake with it between the swings of its arms, again not that demanding in terms of timing, and you send it directly into the water pond, ready for punishment. Add to this that Earthwake doesn't benefit from its heavy armor when attacking, rendering it useless against this counterattack if it was on and you hadn't broken it yet.
• That's No Moon: That weird building holding the Nightmare Chunk in Dreamy Wakeport? That's Earthwake's head, which flies into the air and summons a Humongous Mecha made of buildings before it attacks.
• Transforming Mecha: Earthwake is a mecha made of buildings that can transform into a flying swarm of them and into a gigantic hammer.

Pi'illodium

A robotic entity created as a defense system for the Pi'illo Temple. When the Bros. push a large screw into the ground while preparing to place the Ultibed there, Pi'illodium is alerted and attacks.

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• Arrogant Kung-Fu Guy: It constantly mocks and belittles you with Robo Speak—at least, until its wings get destroyed, at which point it becomes worried and desperate.
• Boss Banter: Activate: Pi'illodium Robo Speak. With upper hand: mocking. When wings unoperational: depressive.
• Cognizant Limbs: Its wings. Taking them out causes Pi'illodium to drop to the ground and reduces its power and defense.
• Durable Deathtrap: Despite being the last active part of the Pi'illo kingdom hundreds or thousands of years after its collapse, it's still in good enough working order to try and blow up the Mario Bros. with missiles and lasers and make comments about their imminent demise.
• Energy Weapon: One of its primary forms of attack is to fire laser beams at the Bros.
• Flunky Boss: It can summon up to four Mini Pi'illoids — miniature versions of its head — during its battle, which it can either use to attack the Bros. or sacrifice to heal itself.
• Lone Wolf Boss: It's an ancient machine acting according to its programming, and has no connection to either Bowser or Antasma's plans.
• Punny Name: Its name is a Portmanteau of "Pi'illo" and "Podium", appropriate for a robot resembling a statue.
• Robo Speak: It speaks in a clipped, direct and synthesized manner, though despite this it still renders a few one-liners in this style.
  Foe ID: slow.
  Return in: 1,000 years!
  Challenge: lacking.
  Foe still active: Why?
• Taking You with Me: It will self-destruct once it runs extremely low on HP. If you don't destroy it in time, it will explode (taunting you before it does) and cause massive damage. If both of the Mario Bros. get KO'd, it's a game over (or loss in the Battle Ring). Interestingly, the countdown is in real time, rather than being turn-based. As such, the execution time of attacks becomes critical.
• Time-Limit Boss: It activates a self-destruct timer once damaged enough — oddly, this is a forty second countdown in real time, despite the turn-based battle format — requiring the player to defeat it before the timer runs down.

Minion Quest: The Search for Bowser

Click here.

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