The battle takes place in the sea, surrounded by more wrecked ships and giant rocks until the final phase, where you fly into a cave full of bright red coral.
Cala can sink into the ocean to grab either a yellow fish or red fish. (Be cautious that when the fish escape her grasp, they can still damage the player[s] if they were to come in contact).
- Electrifying Elma (Yellow): An electric eel will be shot out from the yellow fish's mouth and follow the player for a brief period of time before moving off the screen.
- Fire Fred (Red): Bullet hell projectiles will be fired from the red fish three times. Some of the projectiles can be parried.
Cala can also call three types of sea creatures to aid her.
- Squirty McSquirter (Seahorse): A seahorse drinks water then fires a jet of water up in the air. Despite the stream being unavoidable, this will not actually harm the player(s), it will just push them upwards a little bit.
- Bombshell Barry (Turtle): A turtle will emerge from the ocean and launch a mine. When the mine explodes, 8 projectiles will be released and the player(s) will have to avoid them.
- The Puffer Gang (Pufferfishes): A swarm of pufferfishes will be summoned in a bullet hell maze like style. While the pufferfishes can be shot down, some of them can be parried.
Cala can also inhale and exhale ghost pirates which aim directly at the player. When the electric eels emerge from the ocean and Cala transforms into a Gorgon mermaid, you can take it as a sign that you surpassed the first phase.
While Cala doesn't directly harm the player(s), her electric eels act as aid in this phase. The eels can spit out electric projectiles in a bullet hell fashion. These eels can be shot down. Cala can also use a gazing attack, which turns the player(s) into stone. In order to break free, the player(s) would have to press or move the movement buttons or joystick. When Cala's body turns to stone and her head is unscathed, you have completed the second phase. In simple mode, the battle simply ends with Cala turning to stone.
The player would have to avoid narrow cavern corridors while fighting in the final phase. Cala can fire a green ghost which can turn the player(s) to stone. The snakes can also spit out poison bubbles which can damage the player(s) if they were to come in contact. Spike columns are also present, which can harm the player(s). When one of Cala's snakes sadly play the violin and Cala presents a sorrowful look, you have finished the fight.