Cuphead Guide: The Hilda Berg Boss Battle

Hilda Berg is one of the latter bosses in the Cuphead world, and a pretty tough opponent. She’s a human-zeppelin hybrid with plenty of deadly forms. You should have completed a couple of multi-phase boss fights before making your way to Hilda, so just keep your wits about you and this should be a cinch.

The fight begins with Hilda Berg’s “normal” form, a red-tinged dirigible with a long, pointed nose that can change at will into a bull, archer or spinning twins, and finally an enormous, deranged-looking moon. Keep that in mind, as Hilda Berg’s attacks can and do change as she powers her way through the fight. The constellation patterns that pop up onscreen will telegraph which forms she’s going to take, so beware of those.  

First Phase: “Vanilla” Hilda

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During Hilda’s “first” phase where she remains in her normal form, it’s all about doing as much damage as possible. Take note of the smaller aircrafts she summons in purple and green and make sure to take them out when they appear. They’ll fire at you one time, so make sure to dodge and eliminate them as soon as they appear.

Hilda loves to dash toward you in addition to sending the smaller planes to do her dirty work, so make sure you keep toward the top or bottom half of the screen when Hilda has already completed a dash and has exited through the left side of the screen. Keep hitting her to damage her enough and you’ll kick her into the second phase of the fight. 

Second Phase: Flying Bull

Screengrab via Boss Fight Database/YouTube [Fair Use](

Hilda transforms into a flying bull that’s not unlock those classic bullfight cartoons, and she’s about to stampede toward you. Keep moving around up and down in a vertical motion as much as you can, but if you see Hilda stop moving, it’s time to think fast. Move out of her way when she charges toward you with a damaging jab in your direction.

Exploding as a bomb when Hilda’s back to her main phase is a good way to ensure you stay alive long enough to see what else she can transform into. Keep in mind that she can snap back to regular Hilda at any time before transitioning on to the the next form. 

Third Phase: Archer/Cupid 

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When Hilda reaches this phase, watch out for homing missiles and the arrows she’ll repeatedly throw at you. This form is fairly self-explanatory, though Hilda may swap between this form and the alternate third phase transformation, two spinning twins that can launch a wheel-shaped projectile that also fires at you. Double trouble! 

Third Phase (Alternate): Spinning Twins

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If Hilda turns into the set of spinning twins, keep shooting until you see them laugh maniacally and raise their arms into the sky. This means a spinning wheel is about to be sent your way, and it’ll fire in all directions. Watch out for it to finally go away and you’re home free to keep shooting away. Move into the path of the wheel when it appears and just keep out of its line of fire and you should be good to keep firing away. 

Final Phase: Moon

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The final phase is the most difficult of the entire battle, as it well should be. Hilda will transform into a giant moon, sending UFOs and stars to rain down upon you. You can dodge the stars easily, but the UFOs are a little rougher to get away from.

When you see a UFO with a beam coming out of it, make sure you use your dash attack to get closer to Hilda and keep firing. Repeat this method, but don’t get too close or else you’ll find Hilda attacking with a jab that’ll nearly knock you out of the sky. Stay sharp, and eventually you’ll end this fight. Onto the next one!