Cuphead Wiki

"We ain't toyin' around with you, now scram!"
Funhouse Frazzle, Death Screen

Funhouse Frazzle is one of two Run-and-Gun levels on Inkwell Isle Two. It is near the Die House that leads to Inkwell Isle Three. It can be accessed either by beating Carnival Kerfuffle (which takes you directly to the level), or by using the shortcut around the back of the isle, in which case the player(s) must beat Sugarland Shimmy first.


  • A space-themed hallway with two floors. The floating pink cards can be parried to switch from floor to floor. Parrying them doesn’t count towards the parry total.
  • A short section of several wacky-looking rooms that is uneven where stars that have cannons attached to them shoot bullets in a cross formation.
  • A surrealistic, wonky hallway with many surreal props in the background. There are floors that move on their own. Cuphead/Mugman must parry the pink cards once again to swap floors.


Name Behavior
Toy Car
A line of four toy cars that drive down the first hallway. They cannot be destroyed but can be avoided by flipping to the ceiling or floor.
Toy Duck
A giant toy duck going down the first hallway with two toy ducklings following. One of the ducklings following can be parried. The giant toy duck can be destroyed by shooting at its head. It can also be ducked under to avoid damage to both the player(s) and the duck(s). This option may be a pun on ducks, as the player is literally ducking (or crouching) under a giant toy duck.

Hitpoints: 5 HP

Two-Mouthed Wall
A green and white checkered wall with one eye and two mouths. It can only be defeated by shooting at its eye. In the first section, the wall will open one of its mouths and have two toy cars drive out of it. In the last section, it will stick out its tongue shortly after telegraphing with an "Uh-Oh!" sign instead. In both of the sections, the wall will shoot out a kissing mouth with a horn. Player(s) can pass through the wall without fighting it by going through one of its mouths after it opens them.

Hitpoints: 125 HP

A star with four cannons around it. It shoots bullets around in an X-direction or a +-direction.
Tiny Rocket
A little rocket with a wheel. It will go up or down if the player is above or under them.

Hitpoints: 1 HP

Jack in the Box
Box in the Jack
A box with an eye and four spikes. A head will pop out of it like a jack-in-a-box with the spike shot at the player after it spins for a short time. The head can pop out in 4 directions, indicated by which direction the eye is looking towards.
Jacks with an eye replacing each knob that home into the player(s). Some of these jacks can be parried.

Hitpoints: 1 HP

A giant tuba that shoots a physical onomatopoeia out of its horn: "BWAAAAA!!!"


  • This is one of the only two levels in which the player fights the same mini-boss (in this case the two-mouthed wall) twice.
  • The Lobber weapon will still function under regular gravity and fall to the bottom floor if the player(s) fire the regular weapon or its EX move.
  • This stage is the only run and gun level with enemies that weren't designed or animated by Tina Nawrocki.

Inspirations and similarities[]

  • The sounds that the two-mouthed wall makes are taken from Sneezy in the 1937 Disney film, Snow White and the Seven Dwarfs.
  • The cars coming out of the wall's mouths are similar to the ones in the 1952 cartoon Susie the Little Blue Coupe, as well as other cartoons featuring anthropomorphic cars.
  • The style of the stage is inspired by the artworks of surrealist painter Salvador Dali, who notably worked in the film industry with Walt Disney, as well as Alfred Hitchcock for the 1945 film Spellbound.
  • The sentient tuba may have been inspired by the Sax prince or the Tenor Sax King of the Isle of Jazz from the 1935 Silly Symphony Music Land as well as the lead character from the 1947 Puppetoons short Tubby the Tuba by stop-motion pioneer George Pal.
Run 'n Gun Levels
Inkwell Isle One
Forest FolliesTreetop Trouble
Inkwell Isle Two
Funhouse FrazzleFunfair Fever
Inkwell Isle Three
Perilous PiersRugged Ridge