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"Sorry! This train is only for the dead...but we can help you with that."
Lollipop Ghouls, Death screen

The Lollipop Ghouls[1] are the third phase of the Phantom Express in Railroad Wrath.


The Lollipop Ghouls appear to be off-lavender-colored pistons with yellow eyes,dark magenta eyebrows, and sharp teeth.


After the Conductor is defeated, the Lollipop Ghouls will pop up from the train cars while laughing in an evil manner.



The Lollipop Ghouls' only form of attack is to rain lightning on the players, forcing them to move to the left or the right depending on which brother is attacking. More specifically, the cart needs to move all the way to the other side and, even with that, the players need to be near the edge of the screen to avoid this attack. They give some time to react to the incoming attack by charging up in their mouth, but not a whole lot. In Simple Mode, the Lollipop Ghouls move slower when attacking. In Expert Mode, they move faster. They are defeated separately. Hitpoints = 180/200/200

All the while, Spook will fly out of the middle train car, and homes in at the player. When defeated, they drop a pink skull that can make the cart move if it hits the steering wheel. In Simple Mode, the Spooks' spawning rate is slower. In Expert Mode, the spawning rate is faster. Hitpoints = 5/5/5

After defeating the Lollipop Ghouls, the battle will go to the Head of the Train. However, if the battle is in Simple Mode, the battle will just end with the brothers melting without traveling forward again. Hitpoints = 360/400/400



  • Their attack appears to be an anachronistic reference to electricity-based power sources in general and the Lollipop Ghouls may be anthropomorphized pistons.

Inspirations and similarities[]

  • The faces of the Lollipop Ghouls were heavily inspired by ghostly heads from the 1930 cartoon Swing You Sinners!.
  • The Lollipop Ghouls with their long necks may have been based on the longnecked yōkai such as mikoshi nyūdū and rokurokubi. The detachment of their heads when breathing lightning may have been inspired by the yōkai nukekubi.
  • Their name may be in reference to the Lollipop Guild of Munchkins from the 1939 film adaptation of The Wizard of Oz.
  • The spooks they summon leave parryable skulls behind similar to the ones that fly out of the pipe organ in the ballroom scene in the haunted mansion ride at Disneyland


  1. The Art of Cuphead, Lollipop Ghouls, page 180
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 GumbullSir Waffington III) • Beppi The ClownDjimmi The Great (Cuppet) • Grim MatchstickWally Warbles (Willy Warbles)
Inkwell Isle Three
Rumor Honeybottoms (Security Bee) • Captain Brineybeard (The Ship) • Sally Stageplay (Sally's Husband) • Werner Werman (Katzenwagen) • Dr. Kahl's RobotCala MariaPhantom Express (Blind SpecterConductorLollipop GhoulsHead of the Train)
Inkwell Hell
King Dice (Tipsy TroopChips BettiganMr. WheezyPip and DotHopus PocusPhear LapPiroulettaMangosteenMr. Chimes) The Devil
Inkwell Isle Four
Glumstone The GiantMoonshine Mob (Charlie Left LegsLight BugAnteaterAnnouncer Snail) • The Howling Aces (Pilot BulldogYankee YippersSergeant O'Fera) • Mortimer FreezeEsther WinchesterChef SaltbakerAngel and Demon
The King's Leap
The PawnsThe KnightThe BishopThe RookThe Queen