FAQ/Walkthrough by DrTennis

Version: 0.3 | Updated: 04/14/07 | Printable Version



What's up all, this walkthrough is for those of you who don't like all the
spoils and wordiness that all the other walkthroughs seem to think are
necessary. I skip all that junk and tell you how to do what you need to
accomplish. Also, this FAQ as of now is for use solely by GameFAQs.com as it,
in my opinion, is the best faq site on the web and is the only one you really
need to use to accomplish all your gaming needs. Go ahead and distribute it how
you want, but don't post it on another site or tell people that you created it.

If there is anything you would like to add or note something that is incorrect,
please e-mail me at lecomgator@yahoo.com. Credit will be given. Thanks and I
hope you enjoy the Walkthrough.


UPDATES [upda]

- Mario [Mgmech]

- Princess [Pgmech]

- Bowser [Bgmech]

Pixl Prognosticus [PixProg]
- Tippy [PixTip]

- Thoreau [PixThor]

- Boomer [PixBoom]

- Slim [PixSlim]

- Thudly [PixThud]

- Carrie [PixCar]

THE GUIDE [theguide]
- Starting off: Prologue [Prol]

- Chapter 1-1: The Adventure Unfolds [C1-1]

- Chapter 1-2: Afoot the Foothills [C1-2]

- Chapter 1-3: The Sands of Yold [C1-3]

- Chapter 1-4: Monster of the Ruins [C1-4]

- Chapter 2 [C2-0]

- Chapter 2-1: Bogging to Merlee's [C2-1]

- Chapter 2-2: Tricks, Treats, Traps [C2-2]

- Chapter 2-3: Breaking the Bank [C2-3]

- Chapter 2-4: The Basement Face-off [C2-4]

- Chapter 3 [C3-0]

- Chapter 3-1: When Geeks Attack [C3-1]

- Chapter 3-2: Bloops Ahoy [C3-2]

- Chapter 3-3: Up, Up, and a Tree [C3-3]

- Chapter 3-4: The Battle of Fort Francis [C3-4]

- Chapter 4 [C4-0]

- Chapter 4-1: Into Outer Space [C4-1]

- Chapter 4-2: A Paper Emergency [C4-2]


UPDATES [upda]

Version 0.3: Completed up to, yet not including, Chapter 4-2. Also added the
rather simple uses of 2 more pixls. I'll keep it coming as fast as possible.

Version 0.1: Put in some very general character and pixl mechanics as well as
almost a full walkthrough of the first 2 chapters sans 2-4.



The mechanics is where this game absolutely shines.  From flipping the world to
3D to using the powerful stomp of Bowser in this unreal platform bash, you will
wonder why a game like this didn't come out years ago.

---- MARIO ---- [Mgmech]

Obviously the star of the game; his main mechanic is something that you will be
using the ENTIRE game.  The great part is, you won't mind using it one bit.

TWO D ---> THREE D flip: After you get this move you can use the "A" button to
instantaneously turn the world from left and right to up and down and basically
see throught the eyes of Mario.  With this new view you will see things in a
new and unreal way that could only be thought up through the minds at Nintendo.
The only drag lies in the fact that you can only be in the 3D setting for a
limited time as accord to a meter in your upper left-hand part of the screen
that ticks away.  When the meter reaches its end, BAM, you will lose a heart.
Not such a big deal but at some points it may hinder your progression.

---- PRINCESS ---- [Pgmech]

Pretty, Pretty Princess Peach. Always a great addition and those of you who are
old school and have played Mario 2 for the NES already know what her main
attraction is.  Although she didn't use an umbrella in Mario 2, she did,
however, float and get to places far away better than any other character in
the game.

Parasol Pass: While jumping either hold or repress the 2 button to take out
your umbrella and float across the sky.  This allows you to get to unreachable
places as well as jump more accurately.

Parasol Panic: While holding "down" on the D-Pad you can ward off enemy attack
with the umbrella.  I know, not really a special move but only she can do it
and I am sure some ppl will find this of use.

---- Bowser ---- [Bgmech]

Big, Bad Bowser.  He packs a MEAN stomp that will be a great way to kill off
most of the bosses.  He can also fire a steamy breath of fire to ward off
enemies that mario just can't seem to shake

Blaze Breath: Hold "down" on the D-Pad to set the room a-blaze with his fiery
breath.  The only downfall to this maneuver is that he can only do this while
on the ground.


Pixl Prognosticus [PixProg]

These are the little sprites that will follow you throughout the game and help
you do everything that you just can't do on your own.

---- Tippy ---- [PixTip]

This butterfly will be your conscious and guide throughout the game.  He will
give you advice of all the items and enemies on the current screen.

Spotlight: Well, since this is a Wii, let's point the wii-mote at the screen
and use this guy to find things that aren't visible by our naked eye.  Once you
view it with his light it will then be brought into mario's world and can be
used.  Also, this light can be used to click on characters/enemies to get more
information out of them

---- Thoreau ---- [PixThor]

This "Hand" will let you pic up objects and enemies from afar.  He is rather
really handy...ya, I know, lame joke.

Henry David Throw: Using the "1" button, you can toss this hand and he will
grab whatever is in front of the user.  Best used to pick up blocked off items
and enemies that are just causing you a big headache.

---- Boomer ---- [PixBoom]

This bomb is, well, a bomb.  Blast those blocks in the way and put a mean hurt
on some bad guys.

Block Blaster: Using the "1" button, drop the bomb next to the user and either
wait for it to explode or manually detonate by pressing the "1" button again.
Comes in handy when you way to kill an enemy coming towards you or when there
is a crack in the wall that is just asking to be taken down.

---- Slim ---- [PixSlim]

Well, this is PAPER Mario right?  So use this guy to turn the user on their
side and become thin like paper.  Wow, Nintendo must of spent hours to think of
this Pixl =P.

Slim Shady: Using the "1" button, become a shady character in that you can't
get hurt!  That's not the main attraction though in that using this will allow
you to slip through tight situations and avoid being spiked to death.

---- Thudly ---- [PixThud]

Ever hear of a ground pound? Well, that's exactly what this guy allows you to

Tough Thud: Using the "1" button, perform a ground pound to smash down pillars
and cause some major damage to the baddies.

---- Carrie ---- [PixCar]

This little hover pixl will allow you to glide accross the ground.

Hover for Cover: Using the "1" button, hover over dangerous ground such as
spikes and most likely lava/sand.



THE GUIDE [theguide]

Well, here is where all the meat and potatoes are located.  The only special
author note I will first say is ---  although I keep my guides as spoiler free
as possible I do feel one of the magical things about this game is finding out
its secrets on your own.  That being said, try and do it yourself first, and
only use this if you TRULY get stuck...

Starting Off: Prologue [Prol]

Once you get control of Mario follow Tippy the butterfly to the elevator and
once again to the right and up that elevator.  At the far left of the 3rd floor
is a Heart Pillar where you press "up" to insert the heart. Now head back to
where you came from, saving if you so choose, and then enter the door you just


CHAPTER 1-1 [C1-1]
Shroom Shake x2, Shell Shock, Fire Burst, Squiglet Card, Goomba Card,

Continue right killing goombas and getting items along the way.  One tip for
killing things is that when you jump on their hear, shake and/or move the
controller to get more points.  These points accumulate to gain "levels", so I
advise you do this whenever possible.  Keep going right past the currently
blocked off door and even ignore the pipe for now.  Enter the home and use
Tippy to search.  After bestovious ganks your coins and gives you the greatest
power ever, use it.  There is a Shroom Shake and Shell Shock in the room.
Leave and use it again in the room with the once hidden door to get a Fire
Outside again, flip the world to see 3 ? blocks with the middle having Pal
Pills, I love this addition.  Make sure to jump over enemies not letting these
little guys run into the enemy and "dying".  Now jump on the Save block and
onto the house to find a Squiglet card.  Now head back to the warp pipe. Before
jumping in make sure you 3D it and grab the once hidden coins.  Once down the
pipe, get the shroom Shake and also 3D it to grab the coins.

Back out again, now you can get into that once blocked off door by 3Ding it.
Isn't it amazing how Nintendo can think up of such a cool way to look at the
world? Once through kill the baddies any way you see fit and 3D once you get to
the pipe.  Pick up the goomba card on it's left side and also jump on the
middle pipe in 3D to get some health.  Moving onward, get across the pit and
knock all the ? blocks to get a massive amount of coins; the top one containing
a fire flower which will drop even more coins to fill your pouch.  Also, the
"block" underneath the upper left ? block contains 10 coins.

Now it looks like we are at a dead end as we head further East.  When you feel
like you don't know where to go in this game, 3D it.  Here you will find a
ledge on your left to get across.  Go right to the door.  In here you will meet
a spring baddie for the first time.  Once you stomp on him be alert because 3
little springs will come from it.  You can kill each one for more points too
though.  Further left you can use the spring or 3D it to get some more
mini-mis.  Get another set (too bad you can't) in the next ? block too.

3D it when you get to the mountain and kill all the baddies with a CONTINUOUS
jump to net some killer score points.  Remember to shake the control after a
hit to get some crowd points too.  Finding no significance with the blocks
ahead, just keep going right, up the platform and across and through the door.
Here go right and hit the block for the star and race to the end.  You aren't
missing anything in between, trust me, I checked.  Hit the block to the the
chapter section.


Chapter 1-2 [C1-2]
Boomboxer Card, Thoreau, Red & Green Card

OK, here is where I gotta start saying the obvious.  Unless I say otherwise, go
right, just like you would in any side-scroller.  Also, unless it is special or
hidden, I won't tell you to get the blocks, get them if you want.  Anyways,
Jump up the mountain parts when you get there and at the top you will see a new
Mario addition-like-thing.  They are paper turners that will basically flip you
to a new location.  From here go on and hit the Blue ! while in 3D.  Climb up
the new mountain and flip to your new area and into the door.

Here at the dead-end, 3D it to not only get ? blocks but you also need them to
jump up onto the new level.  Go up and you will see more ? mark blocks and here
is a HUGE tip.  From now on be sure to 3D it when you see blocks because
sometimes there will be more then one.  Hit the on in 2D and you get 1 coin.
Flip into 3D and you will get multiple.  Either way, once you get the coins
flip into 3D and jump on the ? Blocks and then onto the ledge.  Flip into 2D
and walk across. Before jumping onto the next ledge 3D it and hit the block
that will produce a ladder.  Climb up, walk across to get the coins and drop
down.  Once down get into 3D to avoid the baddies and get to the top of the
slope and through the door.

Enter the pipe and go into the house on the left. Go upstairs and 3D it and
talk to the guy.  Flip into 2D to drag him back and CHOOSE RED as the color.
Return and go across the bridge. After the 2nd house you will see 4 blocks.
First jump ontop of them and then jump onto the left house.  Go across the
roofs to the right for the Boomboxer Card. Now 3D it where the blocks are and
go down the pipe.  Get the coins and go back.  Go into the house next to the
pipe and 3D it and down the pipe. 3D it past the thwomps (boy, doesn't that
feel like cheating???). Through the door and use Tippy to find a new door.  In
this next room you grab the chest to get a new Pixl. Use Thoreau to pick up the
block on the right and then jump while holding the block to hit the blue
switch.  Now go back to the outside.

Talk to the man in the next house on the right and he will tell the next bridge
man to let you through.  Go out and down the pipe on the right and to the house
on the right. Upstairs enter 3D and get the Red & Green Card behind the bed
before you talk to Green. Talk to him and then pick a color. All are fun
choices. Go and end the chapter across the bridge.


Chapter 1-3 [C1-3]
Courage Shell, Ghost Shroom

Go and get the ? blocks IN THREE D to get all the goodies possible. 3D the next
set of blocks up too. Go right and through the door. Go all the way right and
ignore the 3D passage off to the right at first, if you even saw it to begin
with.  Hopping over the sand 2nd sand mound and 3Ding it will net you a Courage
shell. Nothing else further down so head back to the stack of blocks that you
had to 3D around and look for the veer off to the right and take that new path.
Read the signpost and travel back to the beginning part until you see a
gigantic red palm tree (you can't miss it).  Jump under it 10 times. Go through
the door.

Go across the pit anyway you see fit and when you get to the long sand dune 3D
it and go across the path down the center. Get atop and across from the ! block
and use Throeau to activate it and then use the flips to get to the next area.
Before going through the door jump atop the Save block and 3D it to get atop
the next block and jump to the pipe. Once in get all the blocks including the
3d blocks above and then use tippy to see a hidden block above the middle
block. Go out and into the door, saving if you wish beforehand.

Here you will face chunks. Throw him and then stomp him.  Simple as that. Use
timing to you advantage and grab him after he lands from his jump. Go through
the new door and now use the pillars and go up and to your left and through the
door. Read the sign in 2D and then again in 3D to get the whole message.  Then
go to the far left and 3D it to get some coins; now head back through the door.

Drop down and 3D it to get a Ghost Shroom. Now head to your right. Use the
spring and go across to the next door. Get on the blue platform and press "-"
and "1" at the same time.  Hit the block to end the chapter.


Chapter 1-4 [C1-4]
Life Shroom, Buzzy Beatle Card,

Through the door. Here you will find Buzzy Beatles that can only be hurt if you
throw them at one another. When you get to the sands jump atop the ? block and
up to the right upper ledge.  Go right from here and get the life shroom. Head
back, down, and into the door on the right.

Head all the way to the right in 3D and you will see these yellow blocks.  They
are 2D to 3D blocks.  Hit them in 3D and then switch to 2D and enter the door.
Switch into 3D to avoid the baddies and get the key.  Go back out and use the
key to open the locked door.

Go right until you reach the locked door.  3D it and get the ? block, then jump
atop it and go through the door up on the ledge. In here use Thoreau to pick up
a baddie that drops from the pipe and jump up with it to activate the blue !
block. Return and head to the left to see the key has now be unveiled.  Use
thoreau to nab the key from it's closed off section and go through the locked

Here use tippy to unveil a platform under the "floating" door and enter. Head
left and flip into 3D when you see the key and enter the area to the left to
get it. Head back to the locked door but before you go in it flip to 3D and
enter the newly found area to get a Buzzy Beatle Card and then go back and use
the key to enter the door.

Spring up, go left, 3D to see the ladder and go up. Hit the blue ! block, run
right and hit the new red ! block.  Drop down the new hole and enter the door.
3D it and count, 1-2-3-4 and climb up the new set of stairs. Save and get the
shroom if you want.  In the pipe and get ready for a battle.

To beat the dragon you have to wait until he comes at you from the right part
of the screen and you 3D it and jump on his flat back.  Now in 2D head to his
head and grab the baddies on his back and use them to jump and hit the glowing
ball on his head.  After a few times of this and he will be gone.  One special
note would be that after you hit him a few times he will try to get you off his
back.  When he does jump to the right when you are at his tail and you can land
on him again to save you a ton of time and kill him pretty quick. Go through
the door now and down the steps to claim your heart.


Chapter 2 [C2-0]
Merluvlee Card, Merlon Card

Here we get peach for the first time. This is self-explanatory, just follow the
koopas. Once back with Mario head into the elevator and then follow Merlon
inside. Go out and now follow them to the right and up the elevator.
Storyline.... Go back down the elevator and all the way to the left. Stop into
the item shop and buy a fire burst if you do not have one and then go down the
elevator. Enter the 2nd house and talk to the chef and give her the fire burst.
Bring the new soup back to the Princess and give it to her. Now we have the
princess and a new key.  Save and then flip to 3D (which forever can only be
done as Mario), and then go into the locked door on the right. Continue in 3D
and go to the path on the right.  Then 2D it and go to the right and down the
pipe. Here go left and actually fall down the pit for a Merluvlee Card and a
Merlon card. Head back up and left now and 3D it when you see the sign and take
the path to the right. Head left, go up the blocks in 3D and float with Peach
to the right and insert the heart. Now head all the way back and go into the
new door.


Chapter 2-1 [C2-1]
Boomer, Watchitt Card

When you get to the water 3D it and go back to get the coins on the side. Now
jump up on the tree and use peach to float to the other side.  From the ? block
head across to what seems like a bland piece of land. 3D it and jump on the
2D/3D blocks and use them to jump up and get on the ledge in 2D. Jump across to
the pipe with Peach. Kill the baddies to get the key, go out and unlock the
door below. Get the mini-miis and swith to peach and float to the platform on
the far right and use her to float to the pipe to the far left. Enter and hit
the blue ! block. Head back, down the pipe, and through the new door.  The
other door is insignificant, but you will get a laugh if you talk to the guy
with both Peach and Mario. Get the star with peach, well, because you haven't
with her yet and it is cool.  Go to the end, save, enter door.

Get the slow flower and start killing things. Head over and get the fire flower
and coins then head down the pipe. Search for and hit the hidden switch and go
down the pipe. Kill the guys any way you see fit and get the chest. Now bomb
the wall with the new guy and 3D it to get a Watchitt Card; go back out. Bomb
the hell outta the blocks in your way and enter the 3rd door. Drop a bomb in
this guys mouth (Just think TOTAL ZELDA RIP-OFF and you will be correct). Now
3D it and drop through the whole in the ground that you will make with the
bomb. As always, get the coins in 3D to net the most possible. Now enter the
4th door, bomb, hit ! switch, and go into the newly made 5th door outside and
head to the next chapter.


Chapter 2-2 [C2-2]
Stop Watch, Cursya Card

3D it and get the coins on the left. Skip the door and head to the right and
jump on the block and jump up to unveil a ladder, climb and switch to Peach.
Glide to the top of the house and get the Stop Watch, then head to the left
side of the house and glide back to the right to get a Cursya Card; if you are
having a hard time with this you can just 3D it with mario to get down there
too. Enter the mansion now.

3D it at the far right and enter the now-seen door.  Save and talk to the lady.
You really don't need to go through most of the doors, just coins really.
Remember to 3D it if you go after the coins and if you drop down any of the
pits just use boomer to hit the switch when you are close to the pipe. In the
top furthest right room head to the far right and push the button. Switch to 3D
when the spikes get close and jump on top, ride them back to the top and head
to the left.  Use 3D and your bomb to make it to the chest. If you are really
confident with your 3D jumping you can skip most of this and just use the
?Block at the far right to jump to the chest. Get the key and drop down and go
back out the door. Just a note, you can not get the shroom in the bottom left
room as far as I can tell. 3D it passed the chained dog and unlock the door and
enter. End the chapter.


Chapter 2-3 [C2-3]
Boo Card, Slim

Break the vase by hitting the ? block and now owe 1,000,000 rubees. Jump on the
block and head up and to the right, 3D it and bomb the blocks, enter and get a
Boo Card. Go Back out and into the first room, talk to the guy with the whip at
the far right and then get 110 rupies. Once you do leave and enter the room on
the middle far left using Peach to float across. Pay the guys on the left 100
rubees to get the passcode - "5963" and then get a mushroom for 10 rubees if
you want.  Exit with Mario and turn 3D and go into the wall on the left to get
Slim. Go back up to the room at the top and enter the code and go to the far
right and work off 10,000 rubees, ya, it kinda sucks.

After you finally get all the rubees go into the top left room and 3D it and
talk to he now unveiled guy and give him the rubees to get the final code -
"41262816". Leave the room and 3D it and goto the left through the wall. Hit
the block and climb the ladder. Use slim to avoid the beams and input the new
code to the safe for ONE MILLION RUBEES. Take them to the room on the bottom
left to pay off your debt. Switch to 3D, use slim to squeeze through and end
the chapter.


Chapter 2-4 [C2-4]
Shroom Shake

Go down the steps and take the 2nd door. From here jump up and take the upper
right door. Jump across to the next upper right door.  Here switch to 3D and
hit the blocks on the bottom of the screen.  2D it and jump atop the blocks.
Now go to 3D and while dangling jump up and hit the 3D-2D blocks above and get
to the ledge.  After the scene switch to 2D and go through the door behind the
boss; YOU CANNOT KILL HER AS OF RIGHT NOW. However, from here on out she will
follow you from room to room if you are too slow in each room. Do your best to
just continue on without letting her ruin your path.

In this room use slim to drop down the slit in the ground and go through the
door. Avoid the cursya in the next room and just 3D it and jump atop the ?
blocks and onto the platform above and go through that door.  In room 8 you
have a bunch of options. First bomb the middle of the room and enter for a
Shroom Shake. Now head up to the upper right door and in here (room 9) 3D it
and hit the blocks so that you can reach the upper left room with a HUGE boo.
Defeat the boo and then Tippy a new set of stairs that appear and enter the
room. Yes I know we skipped a whole bunch of doors back there but in actuality
I just saved you a whole bunch of time for those doors just took you in circles.

Save and get the shroom and then enter the ladies bathroom (Pink Room) [Note:
exhaust all 3D opportunities in both rest rooms to read some rather humorous
notes].  In the ladies room check the 4th stall to continue with the chapter.
Once the gameshow starts ask any of the questions you desire. When it is
finally time to choose who the real Merlee is choose the one that looks like
she just got out of a stinky toilet.  AKA the left one with the bug flying
around her face.

Now it is time to face the big bad "Spider" Mimi. Another boss that is a piece
of cake. Just pounce on her head as much as possible avoiding the rubees. When
she walks the ceiling don't stand underneath her and when she does her "Rubee
Wave" just use slim to avoid it. After you beat her you will get the star and
end the chapter completely.


Chapter 3 [C3-0]
The InterNed Card

Once you gain control of Luigi simply go left and enter the door. Head down
left from here and through that door and then the next and only door in here.
Now just continue left until the goombas stop you.

Once you regain control of Mario head to "Flipside 1st Floor Outskirts", which
is the same place we went to when we found the 2nd heart pillar. In here go all
the way to the left and bomb the bricks atop the warp pipe and go down. In here
continue right and ignore the pipe and just use Slim to go through the crack in
the wall while in 3D. You can't get the chest right now so just activate the
3rd Heart Pillar. Head all the way back to the elevator to the colored heart
doors but instead of going up, let's do some things in the town first. Head to
the left and down that elevator to "Flipside 1st Floor", the floor where you
can mix and make the items.  In here take the first elevator you see and go
down to "Flipside B1". 3D it and go into the outlet past the waterway to get a
card - The InterNed. Exit and head to the left and take that elevator to
"Flipside B2". 3D it and head to the left into the wall and pay the Mole 100
coins to build a blue warp-pipe that leads all the way back to the 2nd floor of
Flipside. Take it back up there. Now we can go to the Yellow door that we just
activated and head out to truly start the 3rd chapter.


Chapter 3-1 [C3-1]
Thunder Rage, Ice Storm, Catch Card SP, Piranha Plant Card

Once you get control examine the bush with the red berry like things on it and
listen to the pixl. Now head right and just continue until you see can't get by
the tall pipe and 3D it. Here you will see a 2D->3D Block that you should hit.
You CAN go right and pick up a Thunder Rage and Ice Storm if you so wish but
it's definitely not necessary. Nor is it hard to do so I really don't feel that
explanation is needed. Anyways, do what you will and I will resume at that
2D->3D block.

Jump up on the block and then on the pipe, hit the block to get a ladder, climb
it, go in the door. Go left with Peach until you get to the 2 pipes. Now use
Peach to float to the left high pipe and go in it. Head to the right until you
get the Catch Card SP. Now head all the way back to the door, get the star, and
head all the way right killing everything in your way on to the next door and

Time for some hillarious fun, when you regain control run to the left and get a
star of your own to take him out and then continue right. Once you get to the
end with the sign "Fall in between the red pipes" and blue ! block. Well, read
the sign and hit the switch, then go back through the door. All the way left
back to the other door and through. Once in here fall between the red pipes for
retro goodness.

You've played this before, but check out what they can do to it in 3D. Well,
continue right until you reach the ward of bricks set-up just like the
original. Well, guess what, it's just like you remember it. Continue to the
right past the 3 pipes and stoping before the downward elevator thingies. 3D it
and go down the newfound pipe. 3D it in here and hit the 2D->3D blocks and get
all the spoils. Now return up the pipe.

Continue right to the pipe and 3D it to get the coins alongside. For those of
you who have played the original Mario know that there are 3 more pipes up and
to the right, so let's go use them! Go on the up elevator and jump up and to
the right before you are taken off atop the screen. Go in the leftmost one and
switch to peach. This will take some practice but you need to glide across the
colored blocks all the way to the right. Once you get there use the platforms
to get up to a Piranha Plant Card. Retrack back and instead of falling in
between the red pipes, climb the ladder and float down to that pipe to go back
to where we just came from.

Take the center pipe and be ready to face some really cool "Ronaldo" soccer
playing koopas. Head to the right as nothing is to the left. Once you get
challenged by the 4 koopas, just go up and knock the crap outta them and
continue right. Don't bother with the cannon and go right to see an "X". Use
your bomb on the X. Once you regain control, just use the Boomer to knock the
crap outta Bowser. Once you regain control just head to the right to end the


Chapter 3-2 [C3-2]

It is best to swim as Bowser because you can use his "down on the D-Pad" Fire
breath to kill all the baddies in your way. Swim to the right and get the Fire
flower. After fetching all the coins 3D it underneath the ? block to pick up
some more coins. Now 3D it above that block and swim through the alcove for
some more hidden coins. Continue right and 3D it at the next set of coins for
double your pleasure. Continue past the 6 out of place yellow pillars and use
3D to enter the pipe on the far right

Go right and when you get to the first water cyclone switch to 3D and swim up
to grab some coins and when outside go up from here and jump up and into the
pipe. Go right as bowser killing everything along the way. Keep going in a very
linear pattern and go in the door when you reach it. Use bowser to blast
everything in the room and then get the chest for the Pixl Thudly. Use him to
knock down the yellow pillar and go back to where you came from. Once you are
back to the pipe out of the water continue in the water to the right before
going back to the odd pillars that I talked about earlier. Just 3D past all the
tentacles along the way. Once you reach the far right you will find a pattern
telling you how the pillars should look -- Up, Down, Down, Up, Down, Up --.
Head back to the astranged yellow pillars and use Thudly to arrange them in
this pattern and go into the door that sprouts up between them.

Swim to the right killing the baddies with a bowser ground pound if you wish.
Soon you will encounter another easy boss. Simply wait until you see this
squids RED tentacle and use a bowser ground pound or his flames until this boss
plunders. Not much to watch out for other than staying away from its other
colored tentacles as they come at you. It should take about 3 ground pounds to
waste him. After you are done head to the right and through the pipe to finish
this chapter out.


Chapter 3-3 [C3-3]
Peach (2) Card

Switch to Peach and head to the right and up the ledge to the moving platform.
Go get the ? block for a Slow flower and continue up the tree. Now get the fast
flower and continue up further by using Mario's 3D on the left ledge to get
some 2D->3D blocks to continue up. Float to the right with Peach and up and
then float to the left side and up. Obviously ground pound the pillar and use
go to the left and up. Float to the right with peach now and get a shroom. You
can't get into the pipe from the bottom but as you continue up to the left and
then veer right you can float to the top of the pipe with peach, go down.

Switch to Mario to 3D all the coins and then leave via the pipe. Continue
climbing as peach and when you get to the top use Bowser to flame open the
door. Once inside go up and into the pipe. Save if you wish and then hit the
blue ! block and get ready for a fun little mystery tree. It will turn pink and
then go back down the pipe and travel up since now you can. Switch back to blue
and then travel up to the left and over to the pillar in which you obviously
pound. Head down the ladder and hit the switch to make it pink. Travel back up
the ladder and hitch a ride and jump to the ledge above. Use the new pink ledge
to further your way up and to the right.

Here use Mario to 3D it and find a warp pipe. Switch Pixls to Slim and go
across, switching to Slim every time the spikes rise to avoid being hit. Make
the block blue and then head back out. Head up the new blue platform and switch
to Boomer. Use him to activate the switch and BEFORE going up the new pink land
piece, drop another boomer and head up the pink piece and let boomer explode
when you reach the safe piece of land. This will give you the trick before you
read it on the sign. Either way, just head up the new blue land piece and right
the glider until you feel it is safe to glide over to the pipe with Princess.

Pound on these guys with Bowser to get a Peach (2) card. Exit and then head up
and to the pipe on the left. Use Mario to duck jump into the little hole and go
over drop a boomer by the switch. Jump out of that area and let boomer go to
make the switch pink. Back outside, float to the other side with Peach and then
get on the pink platform and use Mario to 3D it and jump to the sturdy platform
above. Ground pound the ? block to get a blue shroom and then hit the blue
switch to finish off this place and create a door. Drop ALL THE WAY to the
bottom where the first pipe that you went into is and head to the top and
through the door that you just opened.

Once you start the battle against dementio, switch to bowser and Thudly to
pound the hell out of "her?". Simply avoid her star flowers and when she makes
the blocks just ensure that you aren't standing inside of them. Other than that
it is just another easy battle. Once the battle is over simply make your way to
the top avoiding the baddies. When you get to the top you will see white and
red wind. Ride atop the red wind to the right until you see the pipe which you
should go down. Get the coins if you so wish and then finish out the chapter.


Chapter 3-4 [C3-4]

After you regain control head to the right, 3D it and down the pipe we go. Pick
up the block and then hit the blue ! switch and get the key. Switch to peach
and then head back up the pipe. Head through the door and look through the key
holes if you so choose. Further to the right and through the door. 3D it, up
the ledge, and through the next door. Head to the left killing the baddies as
you go. Take out Thudly and ground pound underneath both doors and take the
leftmost door. 3D it and jump on the ledge. Use peach to float to the other
ledge then go up and through the door. Grab a guy to hit the blue ! switch and
go across the bridge you just made all the way to the other door.

Once inside answer False to the first question to get it wrong and drop down to
the new floor. Use Bowser to kill the chain chomp and then pick up the block
and step on the red switch to get the pipe. Head down and then hit the 2D->3D
switch and jump on it in 3D to get on the ledge and then switch to 2D and read
the plaque in the middle. -- Right room: 2323 -- Left room: 2828 --, and then
contine to the right. Ground pound the block to release the new Pixl, Carrie.
Use her to cross the pipes and then go all the way to the left, 3D it and up
into the pipe. You are back at the beginning so retrace your steps all the way
back to the rooms that you ground-pounded down.

Go through the right door first and glide across the spikes and enter the room.
Answer True, True, True and then input 2323. In this room jump atop the
"maid's" head to get the key and leave and head back to the room on the left.
Go all the way back to the room where we answered false and this time answer
True, True, True and then input 2828. Same deal to get the key. Now head all
the way back to the room where the butterfly is being kept captive and use the
keys AS PEACH to enter. Just answer true/yes to everything as peach and you
will be permitted access because you are a hot babe that likes what he likes
:). Once inside you are about to play a witty "game" with the nerd. Just answer
whatever you like for some good laughs.

Once the bout begins just ground pound/stomp the hell outta him with bowser as
per the best way to beat most things thus far. He really shouldn't give you
much trouble, as per the normal with the bosses thus far. Every other time he
appears it seems he will shoot his tongue at you to eat you up for 2 points,
just jump over it. Once you beat him you will get the star and end this chapter!


Chapter 4 [C4-0]

Once you regain control head down the elevator. Here flip 3D and head 2 screens
to the right so you are in the beige colored outskirts. So far we have only
been to the right here so head to the left where you will see 2 pillars
standing. Flip into 3D and see that one has an up arrow and one has a down
arrow, smash the one with a down arrow. Now, smash the one right next to it (on
the right) to bring it up to make the 4th pillar appear. Insert the heart and
head back to the door that you just created. By now you should see the ROYGBIV
pattern -- red, orange, yellow, green, blue, indigo, violet -- as the collors
of the rainbow...

Once you are teleported back to Flipside, you have to go talk to Merlon to
figure out how to survive in space. He will tell you of a "helmet" and to find
it leave his place and head to the right and up the elevator. Head to the left
and speak to the boy with the fishbowl. Make your way to that blue pipe that I
had you guys make inbetween the last chapters (to the left of Merlon's). Go up
the elevator here and go to the water on the right to release the fish and get
your "helmet". Now travel back to the door any way you see fit.


Chapter 4-1 [C4-1]
Foton Card, Catch Card SP

Here just "fly" right and you will see some "SOS" signs. Once you find their
origin, down and to the right, use Tippy to find the ship. Now check it. Once
you regain control, hold the "A" button until only red/orange surrounds the
squirp to make a "worm hole". Here you get to play a space shooter game with
unlimited and fast reload ammo. So fire away and head to the right. As you head
to the right you will find asteroids in your way. Make sure that you switch to
3D when you see them because soon enough you will find a Foton Card behind one
of them. Continue right. Almost immediately after you pick up the card you will
be at the save block and another worm hole which you should enter.

Shoot through the guys as you go right and you will end up at 2 worm holes.
Take the bottom one and head to the right and head into that worm hole. Head to
the right and 3D it for a Catch Card SP. Now head to the left skipping the worm
hole that you just came through. Head into the worm hole and go right. When you
see the warp pipe in the background switch to 3D and you should see a worm hole
to go into. Go into the pipe 3D it to get the coins and go back, head right,
and end the chapter.


Chapter 4-2 [C4-2]
Ultra Shroom Shake

Head to the right for a hillarious little scene. After you regain control Head
to the right getting the blocks along the way. Those white blocks are bad so
make sure you jump on them. You have an enormous "weightless" jump here, so
don't worry about switching to peach to make some jumps. If you ever fall and
can't make your way up just make sure you switch to 3D and then you will see
the "steps" upward. Fall down the space to the right of the space rift and
change to 3D to get a super sweet Ultra Shroom Shake and then hit the block for
some coins. Head to the right and boomer the hell outta the blocks to get and
go through a door.