Hilda Berg

* Phase 1
* Phase 2
* Phase 3

**Hilda Berg** is one of the first bosses found through Inkwell Isle One on Cuphead. Hilda Berg is considered the third boss on the game. She is said to be related with space.

## Appearance

Hilda Berg is a pink humanoid that is actually a shapeshifter, as she can change her form. In her normal form, Hilda has a circular head with dark hair, she seems to have two rows of five teeth. She has a brown weather vane, it has golden ends. She wears a red dress, white gloves, pink skirt and slippers and golden bracelets.

In her first to second phase, Hilda becomes a blimp, her red dress becoming the body of the blimp, and is seen having a wheel attached to a pole that she would use to move.

During second phase, Hilda will transform into three zodiac entities, those are, Gemini, Taurus and Sagittarius. When transforming on Gemini, she will make two characters that resembles women, and have cloud as hair and possibly clothes. If transforming on Taurus, she will become a bull that lacks its half, it has cloud as fur. After transforming on Sagittarius, she will become something that seems to be an centaur with a golden bow and arrow, with a cloud instead of legs and as hair, it seems to have a yellow tail.

In her third phase, Hilda will become huge that turns into a crescent moon, lacking skirt, slippers, gloves, arms, legs and other things. Hilda's dress becomes part of her moon body, and her face is seen on the center, when popping out her face, some golden gears are revealed. In this form, her eye color is revealed, her pupils being a pale shade of yellow while the irises are red.

## Personality

Hilda Berg seems to don't be kind when it comes to pestering her enemies, as she likes to tease the brothers on how far they will get to actually beating her and will even call them a wimp, as seen in her death messages. She can be a bit of a maniac, for she looks to be completely insane in her final form, with her glowing eyes and psychotic laugh.

## Phase 1

"Fitting, isn'it ? I'm a blimp -- you're a wimp."

Hilda Berg will start this phase, transformed into a blimp, she moves back and forth on the right side of the screen. While she does this, toy zeppelins will help Hilda, as those shoot black bullets, that can be parried sometimes, the zeppelins are easy to destroy. She will attack every few seconds by laughing, which sends a physical onomatopoeia of her laughter, the word HA, across the screen. This phase is actually the shortest, as we can see when fighting her, Hilda will fastly transform on a Zodiac entity, starting the second phase. Despite when dying on this phase, her icon shows she seen on her normal form, but however, she is only seen in her normal form before the phase starts, and is seen as a blimp in this and the second phase, meaning almost the rest of the battle with Hilda. She can be seen moving her arms and moving a wheel that probably makes her able to move. In Expert, the toy zeppelins seem to move faster than before and the first phase is shorter. This makes Hilda, the only boss that has a very short phase.

## Phase 2

"You won't get so far... it has been foretold in the stars."

Hilda will fastly transform into a zodiac constellation, starting the phase. Hilda has two transformation types, the constellation transformation and the in-between transformation, both have three, which give a total of six transformations.

To transform into a constellation, Hilda will blow out starts that make the constellation if matched, and Hilda will laugh, as fume will appear when she starts to transform, the three constellation transformations are listed below:

* **Taurus** - Hilda can transform in the half of a bull that seems to be Taurus, she will use Taurus' horns to swiftly jab those across the screen every few seconds, when the player is parallel to Hilda Berg. She will always take Taurus' form the first time she transforms, but the next two are random.
* **Gemini** - Hilda can transform into two female humanoids, that seems to be copy of Gemini, she will pause to raise their arms and make an incantation, summoning a spinning fireball vortex on the player's side of the screen. The vortex will launch a line of bullets while rotating, forcing players to maneuver around the fireball to avoid damage. The vortex disappears after rotating completely. Gemini is the first transformation of Hilda if fighting her on Expert.
* **Sagittarius** - Hilda will transform into a male centaur that seems to be Sagittarius, she, in Sagittarius' form, will shoot a giant arrow that can't be destroyed. In addition, the launch will sprout a trio of stars that will home in on the player. These can be destroyed with the player's own bullets.

After spending enough time as a constellation form, Hilda Berg will return to the blimp form again for a short time, in this form, she uses the in-between transformations, that are listed below:

* **Tornado** - Occasionally, Hilda will create and launch a tornado that will curve slightly towards the player before disappearing off-screen.
* **HA** - Hilda will continue to use the laughter attack from her first phase, spouting "HA" projectiles at the player. The projectiles will be fired in a straight line.
* **Green Toy Zeppelins** - Green toy zeppelins are added in his phase, but however, those are seen in the first phase if fighting her on Expert. Those toy zeppelins will fire four bullets at once in a crescent shape towards the players. In Expert, however, those will fire five bullets.

After taking enough damage, Hilda will shudder and shake, groaning in pain. The sky turns to night, and Hilda Berg swirls around, starting the final phase. However, in Simple, the battle simply ends as Hilda is still shuddering and shaking.

## Phase 3

"You lost too soon and and I was only half moon !"

After the sky turns to night, Hilda will swirl around, and becomes a giant crescent moon, removing the right half of the space in the screen, leaving less space to the players to move, Hilda will occasionally pop out her face, laughing maniacally, revealing golden gears inside her face. Due to her lack of arms, she can't directly attack to the players, but however, some saucers will be seen flying, if the player flies below those, the saucers will shoot green beams, so the player must move before the saucer shoots the beam, Hilda will shoot stars, and a pink star that can parried can appear occasionally. When defeated, Hilda will be stunned as her crescent angles are crippled.

## Gallery

An icon of her when you die in her first phase.An icon of her when you die in her second phase.An icon of her when you die in her third and final phase.IntroHilda inhaling a cloudHilda once she transformsPhase 1 and 2 spriteHilda summoning a tornadoHilda shooting a tornadoTornadoToys zeppelinsToys zeppelins's bulletsHilda says "HA"HAHilda ballHilda flying across the screenHilda transforming into a constellationTaurus constellationTaurusThe taurus attackingSagittarius constellationSagittariusThe arrows and starsGemini constellationGeminiGemini attackingGemini's orbHilda about to transformHilda transformingPhase 3 spriteHilda taunting the players(s)HIlda extending her gears outSaucersStars of phase 3Hilda knocked outOverworld sprite
## Trivia

* Hilda may be based on Betty Boop due to her hair. But however, she also resembles Pearl from Steven Universe due to her long, prominent nose, and her bracelets, dress and gloves may have been inspired from Amy Rose.
* Her name is a pun on the infamous Hindenburg, a german zeppelin that crashed in a New Jersey field in 1937.
* Out of all the constellation transformations, only Gemini matches Hilda's female gender.
* Hilda Berg's old death phrase was "Looks like you're out of air!"
* Hilda Berg's first death phrase might be a reference to the movie Animal House, as the rhyme "A Wimp and a Blimp" originated from said movie.
* Strangely, Hilda calls herself a "half moon" in her final death screen even though she is a crescent moon.

The Root Pack • Moe Tato • Weepy • Psycarrot • Goopy Le Grande • **Hilda Berg** • Cagney Carnation • Ribby and Croaks

**Inkwell Isle Two**
Baroness Von Bon Bon • Beppi the Clown • Djimmi the Great • Grim Matchstick • Wally Warbles

**Inkwell Isle Three**
Rumor Honeybottoms • Captain Brineybeard • Sally Stageplay • Werner Werman • Dr. Kahl's Robot • Cala Maria • Phantom Express • Blind Specter • T-Bone • Blaze Brothers • Head of the Train

**Inkwell Hell**
King Dice • The Devil

**Mini Bosses**
Acorn Maker • Dragonfly • Cannon Wall • Duck Shooting Machine • Hot Dog • Two-Mouthed Wall • Cyclops • Captain Krustacean • Tipsy Troop • Chips Bettigan • Mr. Wheezy • Pip and Dot • Hopus Pocus • Phear Lap • Pirouletta • Mangosteen • Mr. Chimes