Cuphead: How to Beat Hilda Berg (Threatenin’ Zeppelin)

How to Beat Hilda Berg in Cuphead

One of the first really tough boss fights in Cuphead is against a living zeppelin named Hilda Berg in the mission Threatenin’ Zeppelin. This is also the first boss you’ll fight in a plane in Cuphead, which changes the mechanics just a bit. For starters, you can only shoot forward, so moving around is much more important this time. Also, you no longer have a dash, but rather the ability to shrink your plane. This helps you dodge things since it ups your speed (but also severely shortens your attack range). One more thing to note is that with the exception of your equipped Charm, none of your other equipped items have any effect (this includes your weapon choices and supers).

There are three phases in this Cuphead boss fight (two of which repeat). The first is against a normal (using this word relatively) Hilda Berg, the next against a random form based on constellations, and then against an angry moon form.

Normal Hilda Berg in Threatenin’ Zeppelin

This form isn’t too bad. You have to dodge the shots from the smaller enemies that spawn (while also killing them so you don’t get overwhelmed) and continue to pepper Hilda with shots from your plane. She has two attacks in this form with the first being a laugh. You’ll see the word “ha” in big, bold, black letters. Don’t let them touch you or you’ll lose one HP. The second is a tornado attack that has some minor tracking. When you see it forming, go to either the top or bottom of the screen, then when it moves towards you, switch to the opposite. Do enough damage and she’ll start to expand at which point you don’t want to be lined up with her as she’ll launch herself at you, leaving a constellation behind (don’t touch that either).

Constellation Form in Threatenin’ Zeppelin

The next form of this Cuphead boss is randomly selected between three forms: Cupid, the bull of Taurus, or the twins of Gemini. Each has different attacks to watch out for.

For the Bull, it will move up and down on the screen until it pulls back in a sort of spring-loading fashion. You’ll hear a quick honk and then it will shoot its head forward. This attack reaches across the entire screen, so make sure to be above or below the bull, not directly in front of it.

The twins summon this glowing orb that rapidly fires bullets. It shoots in a counter-clockwise pattern, so just stay near it and move with the flow while shooting the twins.

Cupid fires arrows with some stars. Just avoid the stars and the arrows while shooting this form.

Hilda will eventually return to her normal form, before transforming once more into a random choice of whichever two are left.

Final Form in Threatenin’ Zeppelin

This is a tough form since there’s a lot to look out for. Hilda Berg turns into a weird, mechanical moon thing. From the front, you have to worry about her face shooting out for a powerful melee attack as well as random stars that she shoots out. When her face is out of the moon, UFOs will also appear on the top of the screen. They’ll fire down powerful beams that you need to avoid, all while continuously shooting straight ahead until the boss is defeated. Sometimes it can be a lot to take in, but with enough practice you’ll be dodging everything on screen with ease.