Chapter 2: Conflict

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The two boys had decided to go fishing that morning, thinking it'd be a good way to relax. Thus far Cuphead had caught all of three fish while Mugman had caught one large one and released it. 

Later the boys were walking back with their fish in a cooler and their fishing rods slung over their shoulders. While they were walking they saw someone running towards them on the road.

After a moment the boys realized it was Weepy of all people, tears running down his cheeks. 

"Cuphead! Mugman! There you are! I've been searching all over!" Weepy exclaimed, startling the boys.

"Woah Weepy, calm down. Tell us what has you all worked up." Cuphead said cautiously.

"W-Well everyone was attending Hilda's star show a-and then..." the large onion nearly broke down mid sentence.

"Come on Weepy, we can't help if we don't know what's wrong." Mugman chimed in calming the onion.

"W-We were all attending Hilda's star show when suddenly Grim Matchstick came down and started spewing fire!"

"W-What?!" the boys exclaimed in confused unison.

"Come on Mugs, we gotta go stop that scaly son of a-"

"Cuphead!" Mugman interjected, displeased with his brothers language.

Cuphead laughed and rubbed the back of his head as he, his brother, and Weepy all started off in the direction of Hilda's Observatory, their finger guns ready for a fight.


Once the boys and their many layered friend arrived at the scene they saw scorched rock, burnt grass, and a burning observatory.

"Weepy!" Psycarrot exclaimed coming from around the burning observatory, "I thought we'd lost ya!"

"I went to get Cuphead and Mugman. Where is everyone?" Weepy asked as the two vegetables embraced.

"Well Moe went to get someone to put out the fire, Goopy is inside trying to put out some of the flames, Ribby and Croaks ran once Matchstick got here, and Hilda is probably still fighting him."

"I'm guessing Cagney didn't show... Figures he wouldn't slink out of his home." Cuphead grumbled as he went to fetch a bucket.

"You didn't show either, in case you forgot." said an annoyed voice from behind Cuphead, who almost dropped his newly acquired bucket.

"When the heck did you even get here? Usually there a shake in the ground or something."

"Only if I want to make an entrance."

"So why did you come here?"

"Moe came and got me. I rushed over once he said Hilda's Observatory was on fire."

"Why? So you can come and laugh at us while we help our friend?"

Cagney sneered before answering. "No you ego-maniacal teacup. I came to help Hilda."

"Well then go ahead, plant. I'd like to see how you deal with fire." Cuphead said with a snicker as he poured the bucket of water on a patch of fire.

Cagney gave a large and sinister smile as he transformed into his third stage and bored his vines into the ground and the earth shook.

Soon vines were sprouting out from the base of the observatory, Goopy Le Grande bouncing out of the building in a hurry, and the vines grew at alarming rates. Once they reached above the observatory they started to tangle together into a dome. The vines of the dome squeezed together tightly. After a couple of minutes the dome came apart and smoke billowed out. As Cagney returned the vines it was revealed that the fire was put out. Cagney had suffocated the flames using vines.

"How's that, teacup?" Cagney said as he shifted back to his usual pointy nosed self.

"Whatever..." Cuphead mumbled as Mugman patted his back whilst giving Cagney a thumbs up.

"How about we see if we can clean up the observatory. Some burnt stuff and rubble should be easy enough to clean up." Mugman said trying to keep his brother and the giant flower from fighting.


As they were moving the pieces of broken ceiling everyone heard the noise of an engine. Cagney immediately made his way outside, followed swiftly by the cups.

Hilda Berg was hurtling towards them, smoke billowing from her body.

Once she got close enough Cagney stretched out and caught her, slowly laying her on the ground.

"Hey Hilda, you okay?" Cagney asked.

"Ugh... Yeah... Oh man... I just reattached this thing." Hilda said looking to the stump of her arm sparking with electricity.

"What the heck happened with Matchstick?" Cuphead asked worriedly.

"I have no idea. One moment I'm performing with my stars, the next that jolly green jackass is here burning my observatory. Which by the way..." she said expecting to see the ruins of her beautiful observatory but was met with the sight of barely any damage to the building.

"I, ugh, put it out once I got here." Cagney said with a smile.

"Thanks, Cagney."

"So how'd the fight go? You're pretty banged up." 

Hilda sighed as she looked down to her now very broken body, an arm and a leg missing, one eye smashed, and her weathervane broken in half.

"I was close to beating him. It was moon versus hydra but then Djimmi showed up and started helping him. Needless to say I couldn't hold out forever so when it got too bad I flew away."

"Well, I'm sure Grim had a reason for doing this! Maybe it was just a prank gone too far?" Mugman said hoping for the best.

Hilda gave a cold expression as she said "No... Matchstick and Djimmi weren't going for a defeat. They were going for a defeat."

"Are you sure?" Cagney said, a mixture of worry and surprise on his face.

"Sure about what?" Mugman asked.

"Boys... Matchstick and Djimmi weren't trying to beat me in a fight. They were trying to..." Hilda trailed off.

"To what?"

"They were trying to kill me."

Mugman gave a shocked look, unable to comprehend why the two carnival dwellers would want to kill Hilda.

Cuphead however gave a look of serious contemplation. Unlike his more kindhearted brother, Cuphead figured that someone like Hilda would be one hundred percent sure if someone were trying to kill them.

"T-That can't be true!" Mugman exclaimed, disbelief covering his face. It was true he had asked Cuphead about what to do if one of their friends went off the deep end but he never wanted to believe the possibility himself.

"Mugman... If I hadn't fled when I did I'd be a pile of scrap right now." Hilda said staring the young cup in the eyes. Cagney was very clearly put on edge by that statement.

"Hmmm... Hilda go and do your repairs. Cups make sure nothing else like this happens." Cagney said before turning and starting to leave.

"Where are you going?" Cuphead asked suspiciously.

"I'm gonna go find out what the hell is going on." 

As Cagney disappeared into the treeline his petals were visibly spiky as opposed to his usual rounded petals.


While Cagney was almost certainly raising hell at the carnival Cuphead and Mugman were practicing their rusty shooting skills in case Grim Matchstick or his buddies were to attack.

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