Baroness Von Bon Bon is a character of Cuphead residing in Inkwell Isle Two, and the main boss of the Sugarland Shimmy level with her candy-based, anthropomorphic castle fortress Whippet Creampup.



Baroness Von Bon Bon has a very feminine appearance and color palette, mainly composed of pinks.

She is a tall and skinny woman, donning a good deal of resemblance to a soda bottle. She has pastel pink skin of a color similar to bubble-gum, very short, maroon-red colored hair with a large curl at the bangs, similar to a lollipop, and big yellow eyes, similar to the color of lemon drops, topped off with long eye-lashes. Whenever her mouth is entirely closed, it seems to fade behind her hot-pink, heart-shaped lipstick.

As a sign of her royal status, she wears a sleeveless, cherry-red dress with a red and white, diagonally-striped bodice (reminiscent of a candy cane), white, puffy, ring-shaped straps (much like donuts), darker red trims, and blue speckles on the puffy, floor-length skirt. She also wears deep pink, elbow length, opera gloves, a crown-like hat resembling an ice-cream cone with a white feather on top, and wields a candy cane as a staff, which she uses as a shotgun. In a few frames, she also appears to be wearing red shoes with white trims and no visible petty-coat, oddly enough.


Baroness Von Bon Bon possesses a rather feisty attitude for her position as an authority figure. Whenever a subject of hers is defeated, she will shake her fist at Cuphead and/or Mugman in aggression. She can also be crazy and desperate, which is shown in the transition for the final phase, ordering her castle to charge so she can make a last attempt to destroy the brothers. In spite of her ferocity, Bon Bon appears to be somewhat dramatic, crying as soon as she is defeated. The good ending though hints that despite her earlier hostility, she's actually more of a sweet, gentle, loving person.

Whippet Creampup seems to have a childish and temperamental personality, as shown when he is pounding his fists on the ground when his mistress is defeated. He also seems to be territorial and ill-tempered by nature, as shown when the Baroness pulls on his towers to get its attention. It is also shown to be subservient to the Baroness as shown by her nonverbal cue to give chase to Cuphead and Mugman in the final phase.

Name Phase Parried
Cotton Candy Gun
1 Yes
Bon Bon Voyage
Final No



Baroness Von Bon Bon makes the "Off with his head!" gesture with her head detaching from her neck for seconds and spinning before getting reattached, as she gets grabbed by her own candy cane into the mouth/entrance of her castle, Whippet Creampup.

Phase 1

Main articles:
Lord Gob Packer, Kernel Von Pop, Muffsky Chernikov, Sargent Gumbo Gumbull, Sir Waffington III

The first phase of the Baroness fight is unique from other boss fights, as the majority of the first phase is focused more to the Baroness' subjects fighting the brothers on her behalf before the actual fight against her begins. A random three of these subjects will appear during the fight:


Lord Gob Packer flies towards wherever the player(s) are heading. He also has a minion that follows him and attacks the player, and the current position of player will soon get deadly. In Simple mode, there are no minions following him. In Expert mode, there will be two.

Hitpoints = 180/180/220


Kernel Von Pop flies around the arena in a horizontal figure 8, randomly choosing to go straight ahead or travel vertically in the middle, and summons smaller and inverted clones of himself that fly upwards. In Simple mode, the smaller versions of himself won't be summoned. In Expert mode, they are summoned at a faster rate. Hitpoints = 10/10

Hitpoints = 225/225/250


Muffsky Chernikov jumps around the arena and tries to squash the players as he lands. If that fails, two frosting shock waves from his landing will damage the player(s) when they spread outward three times. In Expert mode, instead of waiting for the shock waves to dissipate, he will jump before they are gone, when the third splash appears specifically. Muffsky doesn't appear in Simple mode.

Hitpoints = 185/235


Sargent Gumbo Gumbull runs around the arena and shoots gumballs up in the air as they rain down on the players. In Simple mode, he scrambles across the entire arena but won't fire gumballs. In Expert mode, the gumballs rain down faster.

Hitpoints = 270/270/320


Sir Waffington III flies around the arena. He will split into 9 pieces in a spread attack and reverts back to his original form. In Simple mode, he doesn't do anything besides fly around. In Expert mode, he will only shoot either in the four cardinal directions at first, and then fire the diagonals, or vice versa.

Hitpoints = 250/250/305

Once the second subject is sent out, a Jelly Bully armed with a sword sometimes charges across the arena. They can only be hurt while the player ducks or parries the pink Jelly Bullies. In Expert mode, the Jelly Bullies will appear when the first subject is sent out. Hitpoints = 7/7/7

When the third subject is deployed, the Baroness herself, bearing a sickening grin, will appear on top of Creampup wielding her candy cane like a shotgun and shoot three cotton candy puffs at the players' current location that circle around each other with one of them being able to be parried. In Simple mode, she will not appear to shoot at this phase (though she will in the final phase). Hitpoints = 3/3/3

There is a candy platform that players can stand on while still moving in the same pattern.

Final Phase


"I won't sugarcoat never stood a chance!"
Baroness Von Bon Bon, Death screen

Hitpoints = Hitpoints = 400/430/530

Baroness Von Bon Bon

Bon Bon and Creampup chasing after Cuphead and Mugman.

As soon as the third subject is defeated, the main battle with the Baroness herself begins. Bon Bon appears at the top of Creampup, grinning maliciously, and she yanks on the castle's turrets, causing it to grow monstrous, with it's eyes becoming yellow and menacingly cat-like, the bars at the gate/mouth forming into teeth, a pair of arms growing out the sides. Bon Bon then orders it to give chase, and the battle commences.

In this phase, Bon Bon will throw her own head, which homes in on the player(s) as they are moving, and a head will appear in the original place. Creampup spits out rolling Patsy Menthols at the player(s) in order to flatten them. Patsy can be parried to gain extra height, though parrying her doesn't fill the super meter as much as normally. In Expert mode, the head travels further, moves faster and has a shorter delay time, making it more difficult to evade the head and Patsy at the same time. Patsy also rolls faster and spawns more rapidly.

The platform from previous phases stays in place when the Baroness battle begins which can help the player(s) to gain enough ground to shoot at the Baroness and avoid her and Creampup's attack.

After taking enough damage, the Baroness is defeated as she and Whippet Creampup are seen crying with the latter slamming its fists onto the ground.

In Simple mode, Bon Bon will appear to fire the cotton candy shotgun endlessly without commanding Whippet Creampup to move, and the Jelly Bullies Squad will still be sent out. After taking enough damage, she cries in defeat like Regular or Expert mode, while Creampup has a disappointed look in its eyes.


Description Audio
Sfx worldmap hint baroness
Baroness Von Bon Bon's introduction.
Sfx level baroness voice intro a
Sfx level baroness voice intro b
Bon Bon expressing her anger for the defeat of her subjects.
Sfx level baroness voice angry 01
Sfx level baroness voice angry 02
Sfx level baroness voice angry 03
Bon Bon's angry grunts.
Sfx level baroness voice effort 01
Sfx level baroness voice effort 02
Sfx level baroness voice effort 03
Bon Bon ordering her castle to give chase.
Sfx level baroness voice castleyank


Normal Mode Expert Mode
Cuphead - Baroness Von Bon Bon in Sugarland Shimmy

Cuphead - Baroness Von Bon Bon in Sugarland Shimmy

Cuphead - -Expert S Rank- - Baroness Von Bon Bon

Cuphead - -Expert S Rank- - Baroness Von Bon Bon



  • The stage may be a reference to The Cookie Carnival, an animated Disney short with similar character designs.
    • Her appearance as a princess is similar both to the usage of Minnie Mouse as a princess in cartoons such as Ye Olden Days and Brave Little Tailor, while her name and frosting dress were inspired by "Miss Bonbon" (also known as the Sugar Cookie Girl) from The Cookie Carnival.
  • In the background, a swirly green lollipop with a star on it can be seen. This appears to be a reference to the Kirby series, as the design is nearly identical to the series' Invincibility Candies.
  • Creampup is similar in design and movement to the moving barn from Swing You Sinners!, a cartoon referenced multiple times in Cuphead.
  • According to a Twitter post by her animator and designer, Tina Nawrocki, the Baroness' design was also inspired by Letty Lynton, Bebe Daniels, Betty Grable and Loretta Young; actresses who were around during the period the game is set in.
  • The Baroness' character seems to be inspired by the French queen Marie Antoinette. This is indicated by her utilization of her cake castle in her final phase, referencing the phrase "Let them eat cake", commonly attributed to the queen. This is also suggested by her position of authority and her ability to detach her head and throw it, likely referencing Marie's execution by the dreaded guillotine in the French Revolution. This quote is wrongly atributed to Marie Antoinette, becuase it comes from the autobiography of Jean-Jacques Rousseau, an philosopher from the 18th century. He remembers about a story heard a long time ago, about a princess who finds out that her subjects don't have bread and says "Let them eat cake". At that time, in 1765, when the book was written, Marie Antoinette had only 10 years.
  • The Baroness' intro is based on a running gag in popular culture where a stubborn mediocre stage performer, usually a stand-up comedian is forcefully grabbed by the neck with a cane by an unknown individual, and forcefully yanked off stage, whenever the performer would ignore the audience's jeering and commands to get off the stage. This gag was apparently noticeable in The Muppets.
  • The Baroness' intro is also based on the animation of the wolf slicing his head off in Max Fleischer's Dizzy Red Riding Hood (1931).
  • One of the concept art pages shows the Baroness as an overweight princess which would have been inspired by Betty Boop from Kitty from Kansas City (1931) and Betty Boop and Little Jimmy (1936), the hippo opera singer from the Terrytoons cartoon Carmen's Veranda (1944), or in terms of video games Fat Princess from the PlayStation game Fat Princess Adventures.
  • Her name, Bon Bon, is used in various languages (like French or many Balkan countries) for candy.
  • While not immediately apparent, the baroness was made to resemble a soda bottle, with her head acting as the bottle cap.
  • The way she wields her candy cane like a shotgun may be a reference to a scene from Adventure Time in the Candy Kingdom, in which a citizen grabs a candy cane and fires it at Finn while making shotgun noises. The baroness herself may also have in part been inspired by Princess Bonnibel Bubblegum.
  • Whippet Creampup's names is a pun on 2 food related items, "Whipped Cream", and "Cream Puff", and 2 animal related words, "Pet", and "Pup".


  • As confirmed by a Twitter post by Tina Nawrocki, Bon Bon is 27 years old.
  • The names of the Baroness' subjects aren't official. That said, Tina Nawrocki revealed their pet names in a Twitter post when asked by a fan, each subject's name being a candy-related play on words.
  • Similar to Captain Brineybeard and his ship, Bon Bon and Whippet Creampup are two separate sprites.
  • A glitch can be easily encountered on the Windows 10 version of Cuphead where, in the final phase of the boss, the progress bar won't move from the signal pole. Despite this, she can still take damage.
  • Her death-screen has an error on it, the fizz/ruffles on the Baroness' dress are white instead of a shade of red.
  • Patsy Menthol is the only member out of the Baroness' subjects who is female.
  • She is the only boss that has all the phases in Simple mode.
  • Baroness Von Bon Bon has the second highest number of fightable members out of any of the bosses in the base game, at a total of six (including the Baroness herself); the highest is King Dice with ten; the third highest is the Phantom Express and The Root Pack, with four opponents to fight.
  • The fact that the final phase plays out differently in Simple difficulty seems to be little more than a mere excuse to use Baroness Von Bon Bon's death quote. When a group makes a deal with the Devil, all members need to take responsibility like The Root Pack, Ribby and Croaks and the Phantom Express, but the Baroness is an individual, as her contract bears only her name, rather than a group of characters. There is no way to damage her in Simple mode if the last phase is canceled, as the subjects fight for her in the first three phases and she didn't even appear to use her shotgun until the third one is defeated. It is possible that Simple mode ending with the Baroness not even damaged is not the point of comforting her and specifically her, so the developers gave her a simplified final phase to let her properly fight with the players.
  • There is an unused behavior for the Jelly Bullies Squad, they have a jumping animation and can jump in the fight to attack the players, it may even tied to the unused death screen with the baroness and Jelly Bullies Squad beside her, being an actual phase where the jelly beans coming out while baroness doing her attack.

Unused Content

Jumping jellybeans (unused behavior)

Jumping jellybeans (unused behavior)

Inkwell Isle One
The Root Pack (Sal SpudderOllie BulbRadishChauncey Chantenay) • Goopy Le GrandeHilda BergCagney CarnationRibby and Croaks
Inkwell Isle Two
Baroness Von Bon Bon (Lord Gob PackerKernel Von PopMuffsky ChernikovSargent Gumbo GumbullSir Waffington III) • Beppi The ClownDjimmi The GreatGrim MatchstickWally Warbles (Wally's Son)
Inkwell Isle Three
Rumor Honeybottoms (Policeman Bee) • Captain BrineybeardSally Stageplay (Sally's Husband) • Werner 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
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