Captain Brineybeard is a pirate boss in Cuphead. He appears in the level Shootin N' Lootin, and resides in Inkwell Isle Three.



Captain Brineybeard looks like a stereotypical cartoon pirate, with an eye patch and two wooden peg legs. He wears a slightly torn grey shirt with the sleeves seemingly stitched on. He also wears a belt with a golden, rectangular buckle, with deep red pants. Captain Brineybeard has a deep red nose, a short, but shaggy black beard, and a red head scarf with a yellow or golden line across it. He dons a golden ear piercing. His Design may be a reference to the antagonist of the "Popeye" cartoons, Bluto.

Shippy has a very simple design. He is just a red ship with lips and angry eyes.


Captain Brineybeard seems to taunt his opponents before fighting them, this is hinted at the base part of the level as he laughs at both Cuphead and Mugman before they even begin to battle him. His language appears to be that of a stereotypical pirate.

He seems to have joy in having brawls with others, for he never really frowns during the entire battle against him, except when he is thrown off of his own ship, and when beaten in simple mode. Either that, or he is overconfident even when his soul is threatened to be taken by a cup and a mug.

However, Shippy seems to enjoy deriding its rivals, evident by the fourth phase death screen.



Captain Brineybeard laughs smugly at Cuphead and Mugman before the battle commences.

Phase 1


"Yer skills be like me buried treasure...just a myth!"
Captain Brineybeard, Phase 1, 2 and 3 death screen

In this phase, Brineybeard can only attack by pulling out a pink octopus-like creature to shoot projectiles at the player(s), all but one can be parried. In Simple mode, the bullet travels slower. In Expert mode, they travel faster and there will be two unparryable bullets.

Throughout the battle, an angry-looking barrel moves back and forth across the screen and will crush the players if they are underneath it. After slamming onto the dock, the barrel will have an innocent expression for a few seconds upon being hoisted up and returning to its usual state. In Simple mode, the barrel moves slower and it will take longer to repeat its attack. In Expert mode, it moves faster and it will take less time to repeat its attack. 

Hitpoints = 300/312/320 

Phase 2

After taking enough damage, he can summon one of three sea animals. He'll still use the pink octopus-like creature to shoot projectiles at the player(s) as he did in phase 1, but only after a sea animal has finished its attack.

Squid - A squid unexpectedly shows up and flings ink blobs around sporadically. The player can shoot it to stop it from attacking. While the ink blobs and the squid itself do not damage the players, the ink blobs will darken the screen if the players touch them. Hitpoints = 41-61/31-61/45-71

Shark - A shark arrives from the left side of the screen, which can be seen in the background accompanied by two sirens. This shark will attempt to bite the players unexpectedly from the left side, covering the fifth plank after the first pole, and then scurry back to the ocean. Shooting the shark at least once will increase its retreating speed by 30%. In Simple Mode, the shark will only cover the third plank after the first pole and shooting it will increase its retreating speed by 42%. In Expert mode, the shark will be covering up to the second pole (or the seventh plank after the first pole) and shooting it will increase its retreating speed by 18%.

Dogfish - A group of 4 dogfishes appear from the right side of the screen that can be noticed by the periscope that appears after the whistle. The dogfishes will attempt to bite the player by jumping from the water to the dock and scurrying towards them. They can be easily disposed of by shooting them. In Simple mode, only 2 dogfishes will come out simultaneously before the periscope sinks. In Expert mode, the dogfishes will come out before the periscope sinks and at a faster rate. Hitpoints = 3/3/3

Hitpoints = 300/312/320

Phase 3

After taking enough damage, Shippy will chew his mouth 3 times before spitting out a cannonball that flies across the dock. In Simple Mode, the cannonballs will be fired in the first phase before Brineybeard uses the octopus attack. They'll also fire in the third phase as usual, but only the squid and octopus blob attacks will be used at that point. In Expert mode, the cannonballs will be spawned more frequently, and will start to fire after the first sea creature has been summoned.

Just like the previous phrases, Brineybeard will use the pink octopus-like creature to shoot projectiles and summon sea animals to attack the player(s), while Shippy fires cannonballs at them.

When Captain Brineybeard has taken enough damage, Shippy will be seen groaning in pain before throwing Brineybeard off deck and battling the player(s) himself.

Hitpoints = 400/312/352

On Simple difficulty, the battle will end here with a disappointed Captain Brineybeard.

Phase 4


Shippy, Final phase death screen

In the final phase, players battle Shippy with his exposed uvula as its weak point. The uvula has two known attacks:

  • Its first attack involves shooting three looping fireballs that can be avoided by ducking. In Expert mode, the fireballs travel faster, but only two will be shot.
  • After spitting out the fireballs, Shippy will close his mouth and charge up before firing a giant pink laser that goes across the screen. Players can avoid the attack by parrying continuously or simply ducking underneath it.

The barrel from the previous phase still remains and repeats what it does in the previous phase: crushing the players if they are underneath it.

After taking enough hits, Shippy is defeated as he groans in pain while tilting side-to-side with his uvula. Hitpoints = 264/448


Description Audio
Captain Brineybeard's introduction.
The barrel dropping itself down.
Captain Brineybeard whistling for help.
The shark signals its arrival.
The dogfish signal their arrival.
The squid arrives.
The boat chewing and spitting out a cannonball.
Shippy transforms.
Captain Brineybeard screaming when defeated on Simple mode.
Shippy fires a beam.


Regular Mode Expert Mode

Fixed Vid


Cuphead - Captain Brineybeard S-RANK EXPERT


Captain Brineybeard was a direct reference to Bluto from Popeye and the Pirate from Felix the Cat's The Goose Who Laid the Golden Egg. His summoning whistle is a reference to Final Fight's Damnd, while his control of the sea creatures is a nod to Disney's King Neptune.[1]

The Shark is a visual nod to Betty Bop's Life Guard and S.O.S. shorts. The dogfish's death animation is an obscure reference to Sega's My Hero bulldog enemeies.[2]


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  • Originally, Captain Brineybeard was named Captain Silver in one of the 2013 trailers. The name Captain Silver is a reference to the infamous pirate captain, Long John Silver.
    • Also, in early sketches shown in an interview, Captain Brineybeard was also going to be called "Paul the Pirate".
  • A slowed down version of his track is heard in the good ending credits.
  • In the 2015 Demo, Brineybeard's battle theme was the prototype version of Wally Warbles' theme, Aviary Action!.
  • For one frame during the second phase transition, the ship overlaps Captain Brineybeard.
  • Brineybeard's battle theme, Shootin N' Lootin, was the placeholder theme for Cagney Carnation's stage Floral Fury, as seen from footage from the 2016 Cuphead demo.
  • The theme that plays during the fight is one of the few boss themes that isn't used in Admission to Perdition or One Hell of a Time. The others being Murine Corps, Honeycomb Herald, and The Kings Court.
  • Brineybeard bears a strong visual similarity to the main antagonist of Popeye Bluto in his depiction as Sindbad the Sailor in the 1936 cartoon Popeye the Sailor Meets Sindbad the Sailor and the pirates from the Silly Symphony short, King Neptune.
    • Davy Jones from the 1934 Willie Whopper cartoon Davy Jones' Locker also bears features that seem to have made into Brineybeard's character design.
  • The first part of his name, "Briney," is derived from the word "brine" which means either as "water of an ocean or a sea" or as "large body of salt water".
  • Captain Brineybeard and Cala Maria are the only nautical bosses in the entire game.
  • Shippy's Death Screen is the first game over screen that's just a sound, the second being Katzenwagen.
  • The squid is an obvious reference to the Blooper from the Mario franchise, which darkens the screen with its ink so that the player can't see what's going on.
  • The shark makes a resemblance with the shark in Silly Symphony short, Peculiar Penguins.
  • The first phase of this battle has some similarities to the first boss battle with the Steam Powered Oceanic Tinker Tub in Shantae: Risky's Revenge such as both ships being sentient.
  • Shippy bears a huge resemblance to a fish in the 1939 Fleischer cartoon Small Fry.
  • He is one of the two human bosses in the game. (As in humans that do not transform.) The other is Sally Stageplay.
    • Although Dr. Kahl is also a human, he does not count because he is technically not the main boss, but his robot is.
  • He is the only character to have five fingers on each hand.
  • Captain Brineybeard, along with Ribby and Croaks, Cala Maria,and Baroness von Bon Bon one of the few bosses to have a custom knockout animation in Simple mode.
  • Brineybeard's name is a parody of the pirate known as Edward Teach, AKA, Blackbeard. It also doubles as a reference to the British Historical Parody film Yellowbeard, which features a similarly named pirate.
  • This boss' barrel might be a reference to Metal Slug 4 Level 8 boss' laser claw, as it can also dive down if the player stands under it.
  • Brineybeard possibly has the most attacks than any other boss, including the barrel and ship and his calling for the shark, the squid, and the dogfish.
Inkwell Isle One
The Root Pack (Sal SpudderOllie BulbHorace RadicheChauncey Chantenay) • Goopy Le GrandeHilda BergCagney CarnationRibby and Croaks
Inkwell Isle Two
Baroness Von Bon Bon (Lord Gob PackerKernel Von PopMuffsky ChernikovSargent Gumbo GumballSir Waffington III) • Beppi The ClownDjimmi The GreatGrim MatchstickWally Warbles (Willy Warbles)
Inkwell Isle Three
Rumor Honeybottoms (Bob the Bee) • Captain BrineybeardSally Stageplay (Sally's Husband) • Werner Werman (Katzenwagen) • Dr. 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
  1. The Art of Cuphead, Captain Brineybeard, page 148
  2. The Art of Cuphead, Captain Brineybeard, page 150
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