#so he just smashes his head into things and is just like ''ahh yeowch that smarts'' and just goes on

[androcola]

mikes the kinda guy who has hit his head/hits his head so much its a miracle he can form a sentence

[thebrotherscupheadandmugman]

Aviary Action! With Wally Warbles!

Before you read: This is a rewriting of the main game Cuphead. Characters, certain dialogue, music, and locations obviously do not belong to me. This is best read with the OST playing over it. 

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                                                                                                                                 The brothers flew around, over the mountain and trees in their Aeroplanes, looking for the next debtor. “You sure he's gonna be up here?” Cuphead asked, looking over to his older brother. “That's what Floyd said.” Mugman quickly glanced down at his watch, then back at the skyline. “Just keep your eyes peeled.” “What are we even looking for?!” “Floyd didn't say.” “Swell,” Cuphead grumbled sarcastically.

Suddenly, a loud cuckoo clock chime echoed across the park, causing both the boys to jump and the milk in their heads to spill just a bit. Cuphead and Mugman looked around to find the source, before Cuphead finally pointed to the center of the second isle. A large, red birdhouse with blue wings circled about, above the balloon tree to gather the patrons' attention as it rang. Cuckoo! Cuckoo! Cuckoo! “Think that's the guy?” Cuphead asked.

“Well, they're the only other one up here.” Once the clock was finished announcing the time, it started to fly back towards the side of the mountain, where a few bird nests and a large wooden perch were. “Got the scroll, Mug?” Mugman dug into his pocket and pulled out the list of debtors. The sooner the birdhouse saw it and realized they weren't messing around, the sooner they could get this over with.

As the birdhouse flew back to its perch, it quickly caught sight of our heroes before it could land on it. The door of the clock flew open, and a wooden bird on its own, smaller perch was pushed out. The bird then flew out and landed on the blue Aeroplane, right between the pilot and the propeller. “This here's a restricted area. You two lookin' fer trouble?” “Not...intentionally.” “Hey, I will have you know that we are like a magnet for trouble!” “Cuphead, that's not something to be proud of!” “Keep it down!” The wooden bird snapped before flying atop Mugman's nose in order to look down and read the paper he had. “Statechure business!” “We're here with the Devil's office.” Mugman started, a guilty look plastered to his face. “We've, uh, come for Wally Warbles' Soul Contract.” The wooden bird's eyes suddenly widened, and it flew back into the door of the cuckoo clock, pulling the perch back in and shutting the door behind it.

Not long after that, the door sprang back open. “Cuckoo! No!” The door shut once more, only to spring back open moments later. “Cuckoo! No!” Once again the door shut, only to reopen. “Cuckoo! I don't want to!” The door closed, then opened once more. “Cuckoo! No!!” As the door slammed shut one last time, the orange pendulum stopped swinging, and something stretched out from the face of the clock. The pendulum separated into two legs of a bird, and an orange beak tore out from the clock, freeing the head of a red and blue feathered bird. “Bacaaaaaaaawwww!!” He screeched, glaring at the two, young pilots. “If yer thinkin' I'm goin' down quietly, y'got another thing comin'!!” “Open fire, Mugs!” The brothers promptly began shooting at Wally, although their bullets didn't seem to be doing much.

Something seemed to travel up Wally's throat and after a short while, he closed his eyes and spat out a white egg with blue, green, and red spots. “Hueaeaeahhh!” “Ahh!” The brothers both screamed and scrambled to dodge. “What's th'matter? Don't like my scrambled shots? Hueaeaeahhh!” Wally spat out another egg, “hueaeaeahhh!” Then another. “Cuphead, break!!” Mugman cautioned, maneuvering his Aeroplane out of harm's way. “Why is it every time we get in these planes you want me to break?! I said I was sorry!” The three eggs smashed against the edge of the screen behind the brothers, breaking off into three shells each. “Cuphead, six-o-clock!!” “Ya can't fool me, Mugs! He just chimed for three-ow!!” One of the eggshells hit Cuphead's undercarriage as he spoke, leaving a white cross-shaped mark on the aircraft. “Well, ya can certainly tell which one a ya's th'smart one.” Wally taunted. The cuckoo figured that if the red bogey didn't know aviation terminology, that'd certainly make this easier for him. “Hey!!” Before Cuphead could say anything else, Wally's head morphed to form a giant, white-gloved hand with the thumb pressed over the pinky finger, and the other three fingers pointed at Cuphead and Mugman. “What?” “Get ready to br- dodge!” With the flick of the neck-wrist, the hand fired out three large bullets, one from each finger, and the brothers just barely managed to squeeze through the space between the shots. “Gosh, talk about trigger fingers.” “Nail Birds! Engage blue and red bogeys! Send 'em back to th'taxpayers!”

Four small birds with nails taped to their backs flew onto the scene and headed straight for Cuphead. “Ack! Incoming birdies!” “Focus on Wally! I'll cover you!” Mugman flew in front of Cuphead and began firing at the yellow and pink birds. Upon being hit, each little bird made a squeaky cheep and exploded in a puff of smoke and feathers. “Aauugh, why'd they have to make such a cute noise?! Now I feel bad!” “Ya didn't feel bad before?” Asked Cuphead. “Well, I feel even worse now!!” “Hueaeaeahhh!” Wally spat up another egg towards Cuphead, forcing the child to fly downwards to avoid getting hit. “Engage padlocked bogeys!” Wally commanded once more, four more birds flying towards Mugman. “Mugs, our fire ain't doin' anything!” “Get up close, use your new weapon!” Mug strategized, “I'll give you cover fire, you just watch out for his breakfast!” “Get close, don't get puked on. Got it.” Cuphead gave Mugman a thumbs up, then flew in closer to the feathered debtor. Mugman shifted his focus back onto the incoming birds. “Alright, time to hit the nail on the head!”

With Mugman's cover fire, Cuphead was able to inch in closer to Wally's head, soaring over and under any eggs the cuckoo clock spat out, up until the boy managed to hide right over the top of Wally's head, just outside his field of view. “No joy! I've lost visual, Red Casablanca!” Cuphead switched his weapon, and dropped a mini-bomb right over Wally's noggin. “Yeowch!!”

Inside the birdhouse, a small figure stirred. “Shh, go back to sleep, little one.” The voice of the wooden bird tried. “There's nothing to--” A muffled explosion from outside caused the whole house to tilt and shift, startling the small figure.

Cuphead dropped yet another mini-bomb, hitting Wally right on the beak with it, which caused a few of his teeth to fly out. Then Cuphead dropped another mini-bomb right onto his neck, earning a loud yelp of pain from Wally. “Son of a-” Wally's head morphed into a red factory steam whistle as he cursed. “Twooooooooooooooooooooooooooo!!” Out of frustration, Wally began to gobble and flail his wings about, launching out the blue feathers from his body. “Wuh-oh!!” Cuphead saw the incoming feathery bullets and pulled back, trying to fly through the small openings he could find, all while keeping his fire locked onto Wally. However, it didn't take long for Cuphead to become overwhelmed, and a feather scraped against his left wing, causing the Aeroplane to tilt down further than he intended, which resulted in another feather scraping his undercarriage. That was what pushed him up in such a way that allowed for two more feathers to hit his wings, which ultimately pushed him back to the edge of the screen, smashing the young cup between the aircraft and the bordering. “Yeesh. Guess we really ruffled his feathers, huh?” Mugman commented. “Oww!” Cuphead whined as his blue spirit began to drift up towards the clouds. “Hey! Don't you dare leave me here to fight this guy on my own!!” Mugman cried, pulling his straw out from his head. A hand formed at the end of the blue straw to grab Cuphead's pink heart, and Mugman yanked his brother's ghost back down into his body. “'M okay...” The child mumbled woozily. “Shake it off, bro. Just keep a consistent fire, but focus on dodging, don't worry about landing your shots. Okay?” “Yeah?” Cuphead answered after he shook his head rapidly to regain his focus.

It wasn't easy, but the brothers managed to dodge Wally's feathers up until he suddenly stopped to breathe. The bird panted as he caught his breath, and Mugman saw an opening. He released the built-up magical energy from his body, and morphed into a smiling Super Bomb that sailed right for Wally. “Oh nooo!” Wally took in one last deep breath and began flailing about again, launching feathers everywhere. Without so much as an animation for it, the Super Bomb's smile turned into a panicked, anxious frown, Mugman did his best to navigate through the barrage of feather bullets, but he was hit just inches away from Wally, detonating before he intended to. “Son of a gu-- ow!!” A feather grazed Mugman's right shoulder, cuing the preteen to pull back towards his brother. “Well, that didn't go as planned.” “Ya probably....still...” Cuphead trailed off, focusing on dodging whatever was coming his way. Although, Mugman still got the message his brother was trying to get across and started firing again. Cuphead was right. With an explosion that large, Wally still probably got hurt from that.

Once again, Wally found himself needing to stop to take a breather. “Dad? What's goin' on?” A young, sleepy voice asked. Before Wally could answer, Mugman managed to fill enough of his Super Meter to attack with an Ex Move. “Now, Cuphead!” Both the brothers pulled themselves into an aileron roll and fired off one Chomper Missile each, right at Wally. Both the Chomper Missiles smacked Wally square in the chest, causing an explosion of blue and red feathers. The now bald bird gasped in pain before falling out of the birdhouse limply. “Dad, no!!” “Wait, did you hear that?” Mugman asked.

After a few moments, the house fell apart, and a small chick in a nest with four, flapping, wing-like leaves attached to the bottom flew out. “He has a son?!” Mugman shouted. The chick glared at the older cups. “You came fer my dad, huh?! Well, you can't take 'im! He's mine!!” “Calm down, kid! We ain't here ta fightchya!” “R-right! We don't want to hurt you, alright? We just need Wally Warbles.” “Well guess what? My name's Wally Warbles Jr.! So if ya wanna take Dad away, ya gotta go trew me!!” “More like Weirdo Warbles,” Cuphead mumbled to his brother. Junior tried to whistle, but he couldn't do it, so he just shrieked instead. “Ommulon Orbiters! Activate!” Suddenly, five spiked eggs circled out from behind his back, surrounding the chick defensively. “Do yer worst!!” “Look, kid, we don't wanna hurt ya! Now scram before-” “Ya misunderstand. My dad's the brawn and I'm all brains! Together, we bring the pain. Hee hee hee hee!” Junior cackled. “Are you serious?! We have to fight a little kid?!” “He ain't givin' us much of a choice, Mugsy.”

Junior flew towards Mugman and watched in amusement as his invention expanded in a perfect, circular formation, which would surely corner those ugly mugs! “Cuphead, watch out!!” Cuphead flew over one of the eggs, finding himself between it and Wally Jr. Although it might have been a perfect opportunity to strike Cuphead, Junior had already cornered Mugman between the bottom left corner of the screen, and one of the spiked eggs. The young chick grinned maniacally and watched as his attack continued to expand outwards towards the blue Aeroplane. “Oh no!!” Mugman had literally backed himself into a corner, with little to no room to escape. “Mugman!!” The mug tensed up, bracing for impact when he suddenly felt himself shrink down. Suddenly, there was a small opening for Mugs to fly through, and the teeny pilot was quick to squeeze through the gap between an egg and the bottom of the screen. “Curses!!” Junior scowled. However, now that Mugman's form was smaller, he happened to be  more aerodynamic and moved much faster than he expected, so he crashed into a second egg before him. Mugman gasped in pain from the force of the impact and in a puff of smoke, the child grew back to normal size, just as the eggs started contracting towards the ceramic duo. “Ahh! Not good!” “I'll show ya fer hurtin' my brother like that!!” As Mugman scrambled to dodge, Cuphead began firing, not realizing the spiked eggs were drawing ever-closer to his plane. “Ouch! Stop dat! Meanies!!” Junior whined. “Cuphead, get outta there!!” “Huh?!” The cup looked back towards Mugman and finally noticed the eggs slowly surrounding him. “How do ya shrink?!” “I-I dunno, just move!!” Cuphead pulled his Aeroplane into a nose-dive as he spun into a sort of corkscrew, just narrowly avoiding a crushing disaster. “Whew!” Cuphead pulled up beside his brother, and firmly pressed the button down on the plane's stick, firing at the fledgling. “Mug, just shoot!!” “R-right!” Mugman followed suit, trying to quickly come up with some sort of plan to take this little fella down without actually hurting him.

“I betchyoo two think yer so smart, eh? Well, guess what? I'm smartah!” Junior pulled out some sort of raygun from inside his small nest and wasted no time in taking his aim and firing with a small giggle. Cuphead was quick to react and flew up and over Junior's shield of spiky eggs, finding himself past the chick. “Ah!!” Mugman did his best to dodge as Cuphead had, but when pulling up, he'd accidentally tilted his right wing up first, rather than pulling the whole plane up at once, and a pink electrical bullet severely damaged the lower wing, bending and tearing the metal in the sky. “No no no no!!” “Gotchya right where I wantchya!” Junior drew closer to Mugman, expanding the eggs out to try and hit him while he was weak. “Mugman, no!!” Cuphead quickly sped around and angled himself between Junior and his older brother, shooting the chick relentlessly to try and protect Mugman. “Ow! Stop it! Ouch!!” Junior whined, the bullets pushing him back just a little with each hit. Mugman grabbed some tape and stood up in his cockpit, after straightening out his aircraft. “Keep him busy! I'll make some repairs!” “Got it!!” Cuphead nodded. “Hey, bird brain!! Where'djya get that toy?! The dump?!” “Yes! And I'll have you know that I made it from broken radio parts and a toaster!! And a buncha other smart thingies an imbecile like you would never understand!!” “Hah! Joke's on you! I don't even know what that means!” “My point exactly!!”

Mugman tied some rope around his waist for safety and then wrapped some tape around his straw and the control stick, leaving quite a bit of room for leeway. He slowly and carefully inched out across the wing of his Aeroplane, until he was close enough to the damaged area. Mugman got on his knees and pushed the bent metal down back to its original place. He taped the two pieces together and pressed the line of tape across the damaged crack before letting go of the roll, watching it fly across the rest of the wing. The tape swung down across the underside of the wing, until Mugman caught it in his left hand, then raveled several more layers of tape across his wing by repeating this process. “Mugman, incoming!!” Cuphead's voice warned, just as Mug tore off the tape from the roll, Mugman looked up to see yet another pink bullet soaring right towards him. Mugman quickly dropped the tape roll and held on to the wing as tight as he possibly could as he pulled his straw out from his head, and yanked. The tension he created in the line was enough to pull his plane to the right, and just out of harm's way.

As his Aeroplane stabilized, Mugman heaved a sigh of relief before quickly crawling back to the cockpit, and removing the tape from his straw and steering. “Thanks, Cup!” “No, no, no!! This isn't fair!!” The child threw a temper-tantrum and pulled out his raygun once again, but before he could fire it, Mugman skillfully shot the pistol right out of the chick's hand, causing him to drop it out of the sky, and breaking the invention upon impact to the ground. “My invention!!” Cuphead began to relentlessly shoot at Junior once more, until the youngster threw down his arms and began wailing, creating raindrops of tears. “Waaaaaaaaaaaaahh!! Waaaaaaaahh! Daaaddyyy, these kids are meeeaaaann!!”

The boys looked at each other. “What good's zat gonna do 'im?” Cuphead asked. “We already knocked Wally out.” Mugman glanced at the ground below. “Now we just gotta find him and get his contract.” Cuphead then noticed something, and his eyes widened in surprise as three drops of milk splashed from his head. “Uh, Mug?!” Mugman looked back in front of them, only to catch sight of Wally on a stretcher being carried up by two, blue, medic birds. Wally was bald, his wounds had been wrapped up in white gauze, he had two black eyes, one of which was swollen shut completely, and he was noticeably missing a tooth. “Wwwwwwwwwwwwwwhaaat?!” Mugman yelped in surprise. “Mister, stop! Yer gonna hurt yerself even more!!” “After ya made m'son cry?! No way!!” Wally growled. “I've worked hard t'keep m'family in tact after th'mistakes I've made! I won't let ya dirty dishes take it all away from me! I won't letchya take it all away from Junior!” “L-look, Mr. Warbles! W-we're sorry, b-but we have no choice!” “Please, just give us yer contract! It ain't like ya got any feathers left ta lose!” The brothers pleaded. “Even without my feathers, you're in for stormy weather!” The feather father, or rather the featherless father, growled, then looked to the only medic he could. “Lefty! Righty! Engage!” Wally hissed out a groan of pain under his breath, and the medic bird at Wally's feet regurgitated a blue and yellow pill capsule into the air. “Does the fighting ever end?!” Mugman brought his plane up to get a better angle to hit Wally with, but just before he could start firing again, the capsule broke apart, and the yellow cap suddenly shot right towards Mug. “Woah!!” Mugman barely managed to pull his Aeroplane down just a tad to gain enough speed in time to dodge the pill. Before the older mug could get the chance to heave a sigh of relief however, Wally suddenly kicked his legs into his own chest. “Pihoo!!” Wally's beak forced itself open as his pupils turned into black X-es and something traveled from his chest, and up his throat. A large red heart pushed its way past Wally's tongue, and out his beak, grinning slyly at the dish pilots as it rose to the air. Cuphead didn't at all hesitate to take his aim at the heart, and start firing. “Mugman, snap outta it!!” Mug shook his head at that. “Right!” Mugman started to fire at Wally, but it didn't seem to be doing anything at all! The red heart suddenly spat out three black bullets at Cuphead and Mugman, then slowly floated back down into Wally's mouth, where Wally immediately swallowed his organ. Mugman was forced to pull his plane back to avoid one of the bullets, as he watched Cuphead steer his red Aeroplane between two of the shots. “Righty! I said engage! Now!!” The blue bird by Wally's head spat out a pill, just as his partner had, and once again, the capsule broke apart and soared towards Cuphead, who pulled into a large barrel roll to dodge. Mugman suddenly got an idea. If one of those medics go down, they'd drop Wally too! Mugman sped his aircraft above Wally's head and switched his weapon. “Here! Have a taste of your own medicine!” Mugman tried to drop a mini-bomb onto Righty, but he had just barely missed, and the bomb dropped to the left of him. Mugman found himself flooded with relief, as he had realized a fall from this height would potentially kill Wally. “Ya think you little cheap chinaware children can just come inta my sky and beat up my boy?! You two got another thin' comin', you puny, tiny, pale little--” Wally's head suddenly morphed into a trashcan as he spoke, sending a pink boot flying towards Mugman. “Ah!!” Mug quickly pulled back, just as the boot soared high in the sky, and Wally spat out rotting fish-bones that rocketed just as high. As gravity pulled the boot down, it just so happened to land onto Mugman's propeller, spinning around and around until it launched into the air for a second time, right as Wally spat out a black boot, and an apple core. Mugman was forced to pull back into a Split S maneuver, twisting and looping his aircraft behind Cuphead to avoid getting hit. As high as the garbage was launched, it seemed to fall just short of hitting the brothers. “You stink!!” Cuphead taunted. “That's the garbage, Cuphead.” Mugman informed, pinching his nose at the smell. “Move closer!!” Wally commanded, and the medics flew his stretcher closer to Cuphead and Mugman. Cuphead switched over to the mini-bombs and began dropping as many as he could onto Wally. The father began to spit out more trash again as he edged closer to the two. Mugman soon realized that he'd collide into Lefty if he didn't move, so he let his plane drop down, only to realize what a mistake that was.

As Mugman tried to move his Aeroplane back to get above Wally, he tapped the edge of the screen, leaving him trapped in the bottom corner. “Huh?! What?! Wait! Th-this isn't fair, I can't move! There's nowhere to go, the projector screen ends!!” The trash quickly began its descent, right towards Mugman. “Just keep shooting at him!” “I literally can't! There's nowhere for me to shoot!” “Shoot his butt!” Mugman sighed but switched his weapon. “Classy. Ah!!” Mugman moved his plane horizontally, one way, then the other, trying to dodge the rainfall of boots, apple cores, and fish-bones, but once there was a break in the garbage, he began firing once again. “Back away from my brother!” Cuphead threatened, dropping more and more bombs onto Wally. “I'd rather have a heart attack and die!!” Cuphead noticed how Wally shifted his legs and zoomed over to his beak just as he kicked his chest once more. Just as his heart was about to ascend from his mouth, Cuphead dropped one last mini-bomb that conked the heart right on the top, stretching the two curves apart and causing it to fall back down into Wally's mouth, just as the bomb detonated.

Wally's head fell limply to the side as his eyes rolled around and around dizzily, moaning just a bit as his whole world rotated ceaselessly. Lefty and Righty grinned and licked their beaks as they ripped off their medic hats, revealing chef hats underneath. They each grabbed the stretcher with their feet and pulled out a salt and pepper shaker, seasoning Wally. “Finally, we got him!” Lefty smirked, licking his beak again. “Huh?!” “We've been after this juicy slice of poultry for years! He'll sell for a fortune once we prepare him!” Righty explained. “Couldn't have done it without ya kiddos!” “Here!” Righty reached into Wally's beak and pulled out his Soul Contract, before wadding it up into a paper ball, and throwing it at Cuphead, hitting him right in the face. “Ack!” “That's what you were after, right?” Cuphead unraveled the wad and checked over the contract to see if it had been forged or not. “Mm-hmm?” He nodded upon confirming the legitimacy. “Take it. Consider it as thanks fer helpin' us find the dinner of the century!” Lefty thanked. “Let's go, we should prepare the oven!” The two birds quickly flew away, landing near the rainbow bridge, freeing Mugman. “They're gonna cook him?!” Mugman gasped in fear. “I think?!” “Wait, stop!!” Mugman rushed to the ground below and frantically landed his Aeroplane, Cuphead following suit.

The brothers chased after the two birds as they attempted to drag the large bird away somewhere. “Stop, don't! What are you doing?!” Mugman cried. “He has a son he's gotta look after!” “What's any of that matter to you?” Lefty asked, tilting his head. “Yeah, ya got his Soul Contract already. What difference does it make if he lives or dies now?” “Yeah!” “And just what do you mean by that?!” Mugman inquired, equal parts worried and insulted. “Yer workin' with the Devil's Office, right?” Righty asked. “Well once you give the Devil his contract, he's as good as dead. His soul will be dragged down to Hell regardless. What difference does it make if he's already dead when that happens?” “Yeah! He's already as good as dead! What's it matter if he dies now or later? At least this way someone will get some sort of benefit from 'im!” “That doesn't matter!!” Mugman shook his head. “All life is precious! It should be protected!” “He's already lived a good life kid.” “So?! All life is precious nonetheless! Age and race doesn't matter!!” “Look, fink!” Righty snapped, “the guy sold his soul to the Devil himself! And that's just what we know about! Who knows what other crimes were committed before any of that! He may be a good father, but that don't mean he was a good person! He sealed his fate ages ago!” “That! Doesn't! Matter!!” Mugman spat back. “All life is precious!” “Just because he made some bad decisions, or maybe did some bad things, doesn't mean he deserves to die for them!!” “Yeah!” “How do ya figure?” Righty asked. “Because! How could he ever change for the better if you end his life?! How could he ever become a good person if you never give him that chance?!” “Well, it doesn't matter now, brats!” Lefty yelled. “He's going to die anyway! What's it matter if it's by your hand, or by ours?!” That seemed to make Mugs lose his nerve. “W-we're not...” “Yes, you are! You're the ones giving his Soul Contract to the Devil himself! You are the ones responsible for that much!” “He...He at least deserves to say goodbye to his loved ones!” Cuphead tried. “Too bad for him! We've been after his hide for years, and we ain't going ta let this golden opportunity slip by!” Righty grinned. “Now then, let's go, partner!” Just as the birds began crossing the bridge, a pink boot whistled as it fell from the sky. Mugman was about to chase after the birds, but Cuphead quickly noticed the whistling, and grabbed his brother's right shoulder to stop him. The boot suddenly clocked Righty right in the head, causing the bird to lose balance and stumble off the rainbow bridge, and right into the shallow waters of Sweetheart's Stream with a shocked yelp. “Woah, woah, hold up, don't panic, I'll getchya out!!” Lefty quickly flew off the bridge and above the stream to help his partner.

The brothers didn't hesitate to rush to both sides of the stretcher, and pull Wally back to the tree by the wooden perch, only to be met with a crying Junior. “D-Dad?!” As soon as the chick caught sight of his father, he pushed his tiny legs through the bottom of his nest and ran over. “Y-yer alive, I-I thought they took you!!” “They tried to.” Mugman informed setting the bird down by the tree trunk. “We just got lucky.” “Y-you saved him!” “He looks bad, Mug.” “I know.” Mugman bit his lip, then turned to Junior. “Do you have a telephone?” Junior stared Mugman right in the eyes and pulled a telephone out from his nest. “Tell the operator you need to take him to the hospital, and give them your address. Okay?” Mugman instructed. Junior nodded and picked up the phone. The mug turned to face Cuphead. “We need to go.” “What? Mugs, shouldn't we stay with--” “Under normal circumstances, we would, but right now, we can't afford to.” Cuphead nodded somberly and joined his brother as the two began walking away. “W-wait, where are you going now?!” Mugman turned his head slightly to look back at the fledgling. “We're going to collect the Soul Contract of Grim Matchstick.” Junior's eyes widened at that. “Grim's a debtor?” His attention was suddenly taken by the phone against his ear. “Ah, y-yes, operator?!” Mugman sighed as Junior talked on the phone. He truly felt bad about leaving this kid all by himself when those two were still so close by. The most they could do is provide a distraction of some sort for Junior, to lead them away, but that was about it. As the brothers started to walk away once again, Junior stopped them. “Hey, w-wait.” Cuphead and Mugman turned around. “U-um, I-I know I p-probably shouldn't do this, b-but you saved Dad, s-so...” Junior felt bad for doing this, but he had to do something for them in return, right? “G-Grim is the security dragon.” “D-dragon?!” Mugman jumped at that. “Yeah. You'll find him in the security castle. Butchya gotta cross both the rainbow bridges to get to it, and the sprinklers fer the second one tend to not work right.” “Okay.” Cuphead nodded. “Thanks, pal.” “You stay with your dad until help arrives. Okay?” “Right.” Junior nodded, hugging his dad's neck as the cup kids ran off.

As the brothers ran past the two birds again, it was evident that Lefty had fished Righty out of the stream, and would probably start searching for Wally soon. Mugman continued to run across the rainbow as he suddenly fired at Righty, causing Lefty to drop the soaked bird back into the water with a splash. “Mug, what are ya doin'?” Cuphead whispered, stopping. “Sh. Just follow my lead,” Mugman whispered back. “Hey! Over here, you two twitty birds!” He taunted. “Catch us if ya can, bird brains!” “Pbthphfhpfhphbphfbpbpt!” With that, the boys ran off once again. “Why you little--!!” Lefty quickly fished Righty back out again, set him on the bridge, then began his pursuit of the brothers.

As the two birds flew past the Mausoleum, our heroes hid inside, knowing that they had successfully tricked the two. “Whew.” Mugman breathed. “Think the coast is clear?” Asked Cuphead. “Not sure.” Mugman shook. “Let's wait a few--” Something behind them suddenly collapsed forward, causing Mugman to jump and nearly run out of the building in fear, but Cuphead outstretched his arm to stop him. “Mugman, relax! Somethin' just got knocked over! Besides, if you go out there, they might spot you!” “R-r-right.” Mugman nodded, horribly shaking as he glanced behind himself to try and find out what fell, but since he hadn't known what the area behind them looked like, that wasn't quite possible. “Relax, we're not goin' in any farther than this.” Cuphead tried, holding his brother's arms to try and comfort him. Cuphead looked his brother right in the eyes until something behind Mugman caught his attention. Something that Cuphead really hoped that his brother wouldn't notice. “R-r-right. Y-you're right.” Mugman nodded, oblivious to the large spider behind him. “W-we'll just w-wait a few minutes, th-then we'll be on our way.” Cuphead wasn't at all listening to what his brother was saying, he was too busy watching the spider slowly creep down towards Mugman. He knew he had to calmly lead Mugs away before he noticed since Mugman had always been terrified of spiders. Cuphead gently pulled Mugman closer to him, and away from the wall, hoping his brother wouldn't notice, but unfortunately, Cup's facial expression alone was enough to tip his brother off. “C-Cups? What's wrong?” Mugman started to turn his head. “D-don't look!” Cuphead stopped. “U-uhh, there's nothing there, I swear! Uh, uhhh, I-I'm just messin' with ya! Hah hah hah hah hah!” He laughed nervously. “You're actin' strange. C-cut that out, it's already creepy enough in here!” Cuphead suddenly noticed that the large spider wasn't alone. Another spider, about the size of a small coin, descended from its web above, hovering all too close to Mugman's left shoulder. There was nothing Cuphead could have said to try and hide it without risking Mugman taking a glance, and he knew it. “Okay, fine...Just whatever you do, don't look to yer left.” Cuphead warned, still trying to pull Mugman away as he crept closer to try and knock the spider away. Of course, Mugman began to sweat at his brother's words. “W-w-w-w-why?” His body began to clink as he shook, slowly turning his head to see what his brother was talking about. Cuphead immediately realized it would have been better to keep his mouth shut.

The second Mug saw the arachnid, the child screeched, and scrambled to get away, but as he turned to make his escape, he caught sight of the larger one that had been less than inches away from his head. Mugman let out a shrill shriek in fear and tried to flee out the Mausoleum's entrance, but three more spiders suddenly dropped down to block him in. Mugman skidded to a stop, falling back on his rear end before frantically climbing to his feet and running deeper into the tomb. “Mugs! Mugman, wait!” Cuphead called, but it was no use. Mugman was in a blind panic now.

After fleeing for what felt like hours to Mugman, he eventually stopped to catch his breath, resting a hand on the wall. The boy looked back behind him, only now realizing he'd left Cuphead behind.  “C-C-Cuphead?” He called, one of his fingers finding something to move. He looked back only to find he'd accidentally pushed a skull and reeled back in fear. “C-C-C-Cuphead, w-w-w-where are you?!” He really messed up this time. “Help!” A voice called. It wasn't Cuphead's, but the voice sure sounded familiar. It was a woman's voice, and it sounded like the cries had been coming from below the staircase around the corner. Against his better judgment, Mugman cautiously took a step closer towards the sound of the voice, until he suddenly found himself at the bottom of the steps. Light from the stain-glassed windows filtered in over a stone urn set on an altar. “S-someone please, save me!” “M-Ms. Chalice?!” Mugman recognized. “Oh! Goodness, me, Mugman, is that you?! Oh, please help! I've been trapped again, open the urn, quickly!” Mugman nodded, and rushed over, jumping atop the altar to try and pry the urn open before the ghosts came out, but it was too late.

Organs filled the air, and ghosts began to moan and groan.  “Ladies and gentlemugs! Get yourselves ready for yet another spooktacular performance from the Specter Syndicate! Boo ha ha ha ha!” Mugman tried to yank the lid off, but it seemed it hadn't planned on budging. Mugman knew there was no way to pull it off before another specter would reach Ms. Chalice. Despite his fear, Mugman lunged forward at a pink ghost with a blue hat, the end of his straw closed up to form a white-gloved hand, and he parried the spook away. Mugman turned around to try and take another crack at opening the urn, but he spotted another spirit from above, going 'woooo' as he glided towards the altar. The mug rushed over and quickly parried that ghost as well, catching sight of yet another hat-wearing specter just below him, and just barely managed to parry-slap him. Mugman soon caught sight of yet another spirit that looked certainly disgruntled and attempted to block his path by spreading out his arms. “N-now just wait a minute! What exactly are you trying to do? W-what will this accomplish?!” The ghost grunted in annoyance, and passed right through Mugman's body. “Ah!” The preteen gasped, turning around and jumping up to parry the spook once again. If this kept up, there was no way Mugman would ever get an opportunity to free Ms. Chalice! “C-Cuphead! W-where are you?! Ah!!” The mug quickly ran up, jumped on top of the altar once more, then jumped across the room as he tried to parry two more spooks, only to miss one. “No, no, no!!” Mugman quickly stood and rushed over to parry the grumpy ghost he missed, heaving a sigh of relief as it disappeared. That was far too close. “Cuphead, i-if you can hear me, p-please hurry!” Mugman quickly tried to parry-slap another specter, but once again, he missed the first time. “I-I need help! I-I need your backup r-right now!” Mugman gasped, rushing to the other end of the room in order to parry another hat-wearing ghost. The boy knew he couldn't keep this up for much longer, but as long as he kept calling for help, Cuphead would eventually find him. “Cuphead! I-if you can hear me, f-follow my voice!!” Mugman heard something behind him, and quickly turned around to find yet another specter reaching out for the stone urn. “No! Stay away from that!!” Mugman lunged at the other, just barely managing to parry the spook away. “Wheeeeee!! Wheeeeeeeeee!! Hee hee hee hee!” The voice of a little girl giggled. Mugman's head followed the spiral patterns the ghost with a bow was making as she danced and twirled about. Mugman jumped at her, but missed the slap, so he waited for his second chance only to miss that as well. As the spook spiraled around and around, and ever-closer to the urn, Mugman grew more and more panicked, especially upon noticing another spirit trying to sneak past him. If he missed her again, she'd reach Ms. Chalice. “Cuphead, please hurry!!” Mugman rushed over to the dancing spook, and successfully managed to parry-slap her, then jumped over to the other ghost and slapped him.

The mug tried to take a moment to catch his breath, but it would seem the Specter Syndicate wouldn't let him have that. Another hat-wearing ghost shimmied down from the top left corner of the room and edged closer to the altar. “Cuphead, please hurry. I can't take much more of this.” Mugs tried to shout, running up to the spirit and slapping him with his straw. Mugman fell to his knees, still somewhat tired from running earlier. Mugman absolutely needed to catch his breath, but he could still hear two other ghosts moving behind him. The child forced himself to get up, and jump over to slap the first one, only to miss the second, and fall to the ground. “No!” Mugman got back to his feet again, but he knew he couldn't make  it to the altar in time. Ms. Chalice was a goner! “Hyiat!” From seemingly nowhere, Cuphead parry-slapped the grumpy ghost, just inches away from the stone vase. “Cuphead!” “I'll get this thing open, you keep 'em off me!!” “Got it!” Mugman nodded, feeling more than ready now that his brother was here.

Two more female specters danced and twirled around the room, and while Mugman got the first one, Cuphead was able to parry the other that he missed. Mugman saw another disgruntled-looking spook above him, and jumped up to successfully parry-slap him as well. Meanwhile, Cuphead tugged, yanked, and pulled on the lid, but with very little progress to show for it. Mugman quickly ran across the room to parry another ghost wearing a hat, only to catch two more female specters on opposite sides of the room. “Cuphead, get that one!!” Cuphead looked up to see the two spooks circling around the altar, and just as Mugman slapped one, he parried the other. “Mugs, I've almost got it, just a little more!!” Mugman nodded, then rushed over to the other end of the room to take out another spirit. Cuphead yanked until his grip slipped. Two more ghosts appeared and Mugman jumped, consecutively parrying them both. “Woah, I-I did it!” “Don't celebrate too soon!” Cuphead gave several more harsh tugs on the lid, just as another female spook twirled around the room, and the second she was close enough to Mugman, he parry-slapped her, just as the lid finally came flying off.

“Victory!!” Ms. Chalice cried, floating out from her stone prison as a twinkling spectral orb, before taking her normal form as a ghostly grail. “Not to mention I managed to find it!” “Ms. Chalice, what are you doing in another mausoleum again?” Mugman asked. “Oh, well, ehehehe.” The benevolent soul scratched the back of her metal head nervously, rather embarrassed by her mistake. “I knew if I rooted around here I could find something special for you! But I didn't know I'd get trapped again!” ��Ah, we all make mistakes.” Cuphead waved. “Thanks for saving me a second time. Here!” Ms. Chalice flicked two coins at the brothers, both of which appeared to be exactly the same as the first two coins the Legendary Chalice gave them, only slightly more or less eroded than the other, and with an 'II,' which Mugman realized must have been the Roman Numeral two. “Take this magical Super Art and I'll see if I can find you another!” “Golly! Another? What does this one do?” Cuphead asked eagerly. “This one enhances the connection between the body and soul, allowing you to cross the astral plane to become invulnerable for a short time.” “Good golly gosh!!” The brothers breathed. “Invincibility! That's so incredibly useful! It's sure to come in handy!” Mugman beamed. “Thank you, Ms. Chalice!!” “Consider this a token of appreciation for saving me again! And may we meet again.” Ms. Chalice bowed, before fading away.

“Golly, that worked out better than we thought!” Cuphead smiled. “Speaking of, we should probably shake a leg, those birds are probably gone now.” “Oh, right!” Suddenly, a mischievous spook poked his head out from the wall, and pushed three skulls onto the ground, the sound alone enough to force another shriek out from Mugman. “Eek!! L-let's get outta here!!” Mugman cried, latching onto his brother's wrist as he fled out from the door on the right.

                                                                                                                               Missed the past episodes? Want to check for the next one? Here’s a link to the list of episodes currently published!