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



Beppi is a tall clown with a red and blue clown suit, as well as a collar that has blue and red triangles on the sides with the top of the collar being gray. He also has red and grey face paint as well as a small black top hat. He also has yellow eyes with black pupils, a long red nose, and eyelashes.


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

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

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



Before the battle, Beppi stares at Cuphead and Mugman excitedly before jumping into a bumper car, chuckling as he does so.

Phase 1

"Why'd the clown drive over the cup? He wanted to crack him up."
Beppi The Clown, Phase 1 death screen

In this phase, Beppi's primary attack is him riding a bumper car and charging at the players, which prompt them to dash over him. His bumper cart will inch along the level, either towards or away from the center of the level, for an average of 3 seconds, before charging at full speed while he has a sinister grin and his bumper car has a angry expression. There are 2 instances that occur with 4 charges between them, in which the delay before the dash is exactly 1.5 seconds.

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

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

Beppi Final Phase

Cuphead and Mugman fighting balloon Beppi.

Phase 2

"What'd the Balloon animals think of the cup? Quite the gob-let-down!"
Beppi The Clown, Phase 2 death screen

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

His primary attack in this phase is sending out dog-head-shaped balloons with tiny pointy teeth which spawn from the tubes on both sides, 3 outlets on the left and 3 on the right. These are spawned to attack the players and home to where the players are. They can be popped by shooting at them. Occasionally, pink colored ones will appear for players to parry. In Simple mode, they spawn at a lower rate. In Expert mode, 2-3 dog-head balloons can spawn simultaneously, rather than one after the other. However, the rate of production is lowered.

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

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

Beppi The Clown

Cuphead and Mugman fighting Beppi and Charlie Horse.

Phase 3

"Knock knock. Who's there? Charlie. Charlie who? Charlie horse!"
Beppi The Clown, Phase 3 death screen

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

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

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

The roller coaster speed is now the speed of the player's walking. Since the simple mode fight has no roller coaster, Beppi can lower his horses closer to the ground, so low that the yellow horse initial shot can only be dodged by crouching down.

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

Beppi final phase

Mugman fighting carousel Beppi.

Phase 4

"What do you call a cup that falls off a swing? A tumbler!"
Beppi the Clown, Final phase death screen

After Beppi falls off from the previous phase, he will reappear as a carousel, laughing maniacally, which spawns platforms from the roof. His primary form of attack is him summoning four green penguin-like clowns from his mouth. Each of these creatures will conjure up a baseball and shoot at where the players are, they can be killed quite easily, or will be destroyed the next time the roller coaster drives across the screen.

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

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


Description Audio
Sfx worldmap hint clowncoaster
Beppi's introduction.
Sfx clown clown intro continue 01
Beppi crashes his bumper car.
Sfx clown clown bumper death 01
Beppi crying and falling off his horse.
Sfx level clown horse clown death 01
Sfx level clown horse clown death fall 01
Beppi reappearing as a carousel.
Sfx level clown swing face intro 01
Beppi spitting out penguins.
Clown Swing


Regular Mode Expert Mode
Beppi Run

Beppi Run

Beppi run 2

Beppi run 2



  • In the overworld Beppi can be heard laughing, when he does this, oddly, he sounds like Krusty the Clown.
  • The balloon dogs Beppi uses in his 2nd phase is a reference to an enemy from Dynamite Düx.
  • Beppi The Clown may have been inspired by Koko the Clown of the Betty Boop cartoons and possibly Who Framed Roger Rabbit where Koko appears in his black and white form when coming in to work at Maroon Cartoons and again in color form near the end. Koko was the only animated clown at the time during the 1930s that would have inspired Beppi.
  • Beppi's name is a reference to Tito Beppi, a clown portrayed by Lon Chaney in the 1928 film Laugh, Clown, Laugh.
  • Beppi's actions when he jumps into his car and try to ram the player is similar to the actions done by Sweet Tooth from the Twisted Metal series.
  • In an early build made for Conan O'Brien's Clueless Gamer, he was one of the playable bosses. Also, the fourth phase of the boss appeared as the second phase, and the cars seemed to go little slower than normal in this build of the game.
  • His 3rd phase's death quote is a pun on Charley horse, a muscle spasm that occurs commonly in legs. It might also refer to one of Shari Lewis' characters in terms of name.
  • When riding his horse during phase 3 on the left side of the screen, Beppi's colors will be on the opposite sides of his body. For example, his grey-white face paint is now on the left side of his face.​ On his third phase death screen, however, the colors are back to normal.
    • The opposite applies to his first phase, where his colors are correct during the fight but swapped in the death screen.
  • Oddly, Beppi's horse makes sounds similar to that of a donkey rather than a "neigh".
  • In Beppi's phase 1 death screen he is seen having a blue stripe on his hat, however in battle he has none. This seems to be an animation error.
  • The horse Beppi is riding bears a slight resemblance to Horace Horsecollar, a character from the Mickey Mouse cartoons.
  • At the end of Beppi's third phase, before he falls off his horse and transforms into his final form, his cries sound very high pitched, along with his scream and laugh, but disturbingly enough, he makes the sound of a little girl laughing or crying as he is sobbing.
  • Beppi's crying may reference to that of Fransowors (dubbed as Fatso in America), one of the bosses from the 1992 arcade game Undercover Cops.
  • The Balloon Dogs that are summoned have a brownish yellow color with black ears much like Mickey's pet dog Pluto from the Mickey Mouse cartoons.
  • The background for Beppi's fight resembles Pleasure Island from Disney's Pinocchio.
    • The fight on the roller coaster may also refer to the Popeye cartoon King of the Mardi Gras.
  • During the first three phases of his fight, Beppi's face is colored half red and half white. In his fourth phase, however, his face is colored half red and half blue.
  • No matter what way Beppi's facing, his red face paint will always be in front.
  • In the unused code, the swings from Beppi's final phase will be able to drop players down, when players step on the swing, it will be in red hue as an warning for 0.5 seconds and will be completely black to drop the player as the platform collision completely disappear for 0.7 seconds, later return to normal and can repeated the process again.
  • Beppi is the only boss in Cuphead with an asymmetrical design.
  • Originally, the carousel would've also had an attack involving its swings dissapearing. this appears to be unfinished, as they turn red to warn the player, and black when they can't stand on it. a video of this can be found here:
Inkwell Isle One
The Root Pack (Moe TatoWeepyPsycarrot) • Goopy Le GrandeHilda BergCagney CarnationRibby and Croaks
Inkwell Isle Two
Baroness Von Bon BonBeppi The ClownDjimmi The GreatGrim MatchstickWally Warbles
Inkwell Isle Three
Rumor HoneybottomsCaptain BrineybeardSally StageplayWerner WermanDr. Kahl's RobotCala MariaPhantom Express (Blind SpecterT-BoneBlaze BrothersHead of the Train)
Inkwell Hell
King Dice (Tipsy TroopChips BettiganMr. WheezyPip and DotHopus PocusPhear LapPiroulettaMangosteenMr. Chimes) • The Devil
ToastBetty BeetRadishJelly The OctopusGiant SpiderPachi-PachiThe LightCardDemon Bat