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In Charm's Way is the twelfth and final episode of the first season of The Cuphead Show! Ms. Chalice makes her debut in this episode, although she has a meaner personality from the games.


Trouble follows the brothers when they get in over their heads upon meeting a free-spirited, street-smart new friend.


The episode starts with Cuphead and Mugman searching for a jar of cookies that Elder Kettle has hidden. After searching numerous spots in the house, they find it in Elder Kettle's room, stashed on top over his bed where he is napping. As Cuphead tries to reach the jar, he accidentally steps on Elder Kettle's glasses, shattering both lenses. Not wanting to get in trouble, the two take the broken glasses to fix them before Elder Kettle suspects them.

During their wait in the repair shop, a tap-dancing chalice suddenly comes in, singing an upbeat jig that not only manages to brighten up the uptight screwdriver clerk of the repair shop, but also gains free sunglasses as she dances. stunned, the brothers decide to follow the energetic chalice, and watch as she gains goods for free through various means; a coin by feigning blindness, multiple gumballs by tickling a gumball machine, a dozen hot dogs by charming the vendor and cutting to the front of the line to a movie by offering said hot dogs to the people.

Eventually, Chalice catches wind of the two and confronts them behind the theater. They explain that they want to know how she gets stuff for free. initially, Ms. Chalice is reluctant; she claims to be a "solo-act" and even claims to be nothing but trouble. But she relents because their failure to steal cookies "charmed" her. She then teaches them [through song] that the way you can get things for free is simply through charming them. Later that night, ms. chalice admits that the boys are fun to be around, and wants to take them for a test to see how well they have learned.

She takes them to an unknown area, to charm their way past a grizzly bear guard, in order to get a surprise. eagerly, the boys attempt to charm the guard through tap-dancing like Chalice; but due to their lack of experience and grace, the guard is not convinced. as he reaches for his nightstick; Chalice discreetly intervenes, tap-dancing behind the boys, which successfully manages to charm the guard into letting them in.

Inside the building, Chalice reveals that it was a cookie factory, presumably to make up for their earlier fluke in stealing cookies. However, during their cookie indulgence, Chalice accidentally activated the silent alarm; in which cops immediately swarm the area. In their panic, the brothers rammed into each other and knocked each other out. Chalice, while remorseful in doing so, flees by turning into a ghost and escaping through the walls to evade the cops. Upon waking up, the boys find themselves surrounded by cops. for a moment, they try to charm their way out of getting arrested, but again, the lack of grace fails them and they are thrown in jail.

The episode ends with two closing irises on their worried faces, and a black screen with the words To Be Continued...


"You don't know who you can trust these days"

Cast of Episode[]





  • This episode marks the first time Cuphead and Mugman are arrested, the second time being in "Say Cheese!".
  • A gumball machine that Ms. Chalice tickles to get candy out of greatly resembles Sargent Gumbo Gumbull from Sugarland Shimmy. The main differences are the Sargent Gumbo Gumbull has a different colour scheme and legs stick out of his base, while the gumball machine's face is hidden until it is tickled and it has a red colour scheme for its body and cap.
  • It has been hinted that the souls of Cuphead and Mugman are made of milk.
  • The city that Cuphead, Mugman, and Ms. Chalice visits is most likely Inkwell Isle Three.
  • This episode's name comes from the phrase "in harm's way", which refers to a situation where someone is in the path of something dangerous.
The Cuphead Show! Episodes
Season 1
Carn-EvilBaby BottleRibby and CroaksHandle with Care!Roll the DiceGhosts Ain't Real!
Root PackedSweater Off DeadSweater Luck Next TimeDangerous MugmanDirt NapIn Charm's Way
Season 2
Jail-BrokenCharmed & DangerousA High Seas Adventure!Another BrotherSweet Temptation
The I Scream ManPiano LessonRelease the Demons!Dead BrokeRats All, FolksSay Cheese!
Lost in the WoodsThe Devil's Pitchfork
Season 3
The Devil's Revenge!Don't Answer the DoorCupstagedRoadkillHoliday Tree-ditionA Very Devil ChristmasSpecial DeliveryDown & OutJoyrideDance with DangerThe Devil & Ms. Chalice