Chapter 3 – Paper Mario 64 Walkthrough

This Chapter 3 guide in our Paper Mario 64 walkthrough takes you through the endless Forever Forest and Tubba Blubba’s Castle.

Like every guide in our Paper Mario 64 walkthrough, our Chapter 3 walkthrough keeps it to the point and gets you moving to your next goal without getting too stuck in the details. We’ll also mention any Star Pieces or badges you can snag along the way. You can jump to a specific part of our Paper Mario 64 Chapter 3 walkthrough by hitting these links:

Forever Forest

Make sure to check our Chapter 2 page if you’re having trouble finding Forever Forest! Yikes, it’s a another maze. We created a map of the haunted forest below.

The red paths mark the correct path and will take you straight to Boo’s Mansion. There are also optional paths that will take you to a an HP Plus badge and an FP Plus badge. There’s also a Magical Seed in the center of the third on the correct path, you’ll need it later for Chapter 6!

If you don’t plan on using our map, you can tell the correct path in-game by spotting a different in the environment around the correct exit. Each exit will have something different. Here’s what you’ll want to look out for in the order that they appear:

  • Flowers make a different noise.
  • Glowing red eyes in the tree stump.
  • Flowers look different.
  • Look for a face on the tree.
  • Take the exit with the most mushrooms.
  • Flowers stay alive.
  • Wooden sign that mentions mansion.

Boo’s Mansion

Although it’s big, this area is quite simple. Enter the mansion and go upstairs. Walk through the door on the right and interact with the wardrobe. Watch as the Boo drops the record into one of the other Boos, then when you gain control, whack that Boo with your Hammer to get the record. Take the record into the other room on the second floor. Speak with Boo guarding the chest, then place the record on the record player. Tap A rhythmically so that the meter stays below the OK marker. Do it correctly and the Boo will eventually wander over and start dancing away. Take this time to open the chest and get a Weight!

Go back to the foyer of the mansion and jump on the odd colored cushion of the couch. This will send you flying onto the chandelier. Leave the weight on the chandelier to keep the door on the bottom left exposed. Enter the door and walk downstairs into the basement. Enter the next room to find nothing, so enter one more room. Open the chest. Another game where you have to select the Boo with the item. Do it correctly to get the Super Boots! This will allow you to perform Spin Jumps.

Spin Jump the area to the left to flip a Star Piece from underneath the floor. Spin Jump on the wood to drop down into an item shop below. Can’t buy anything for now! Hit the blue switch, then jump on the boxes and Spin Jump on the massive blue switch to roll out some stairs.

With the Super Boots, you can now flip hidden panels all over the Mushroom Kingdom to reveal secret Star Pieces. There’s a few here in Boo’s Mansion. Return to the first room of the basement and Spin Jump there to reveal a Star Piece in the ground. There’s also a hidden panel hiding a Star Piece on the rug in front of the green couch in the foyer. You can also go back to the top right room on the second floor where a Spin Jump on the rug will net you yet another Star Piece.

Enter the right door on the bottom floor of the foyer and smash through the wooden plank on the floor. Now in the library, use Parakarry’s ability to get Boo’s Portrait. You can also jump onto the wooden crates to the left of the bookshelf and Spin Jump them to reveal another Star Piece. Bomb the wall to escape.

Go all the way back to the second floor and place Boo’s Portrait into the empty paining. This will allow you to access the third floor. Enter the double doors to meet Bow. Now you’ve got a new mission, defeat Tubba Blubba!

Gusty Gulch

Exit the mansion and go through the gate on the right side. Now you’ve made it to Gusty Gulch. Not much to do or see here, just keep going right! As soon as you enter from Boo’s Mansion, Spin Jump the ground to find a hidden Star Piece. Pass the windmill and the literal ghost town. In the room just before reaching Tubba Blubba’s Castle, look for a Star Piece hiding behind two dark rocks.

Tubba Blubba’s Castle

See those Sentinels? You’ll get chased if they spot you. Once they’re above you, they’ll snatch you up and throw you outside the castle. Use Bow’s invisibility to stop their chase, even when they’re flashing right above you. As for the sleeping Clubbas, be aware that you can get past them if you walk slowly. Start by going into the hallway at the left. Can’t do anything in the first door so instead enter the second door. Hop up the chair and onto the desk to find a Star Piece.

Go back into the hallway and enter the dining room on the left. There’s a door on the back wall you need to enter. Either fight the Clubba guarding it or lure it away by letting it chase you, then quickly run over and enter. Tiptoe down the stairs and Spin Jump on the wooden plank at the end. Drop down and you’ll a Castle Key in the room below. There’s also a Heal Block here!

Exit through the door to find a Super Block. Climb up the stairs and you’ll find yourself back in the dining room. Return to the main lobby of the castle and this time go into the right hallway and use your key on the door. Get to the second floor of this hallway and exit through the next door. Walk across the walkway hanging above the main lobby and enter the second floor of the left side.

New hallway! See that Clubba sleeping? There’s a hidden door there you uncover by using Bombette. There are three wooden planks to break through. Destroy the top left one first! This will allow you come back up after dropping through the other two planks. The bottom right plank leads to nothing, but the top right plank drops you onto a table in the room below. Use Parakarry to reach the D-Down Jump badge. Jump on the spring pad to get back to the previous hallway.

The next door in the hallway has a room full of spikes. Use Bow’s invisibility to reach the chest with the Castle Key inside. Get back into the hallway and continue to the left. The broken railing lets you drop to the room below from the left side. Do so to get the Star Piece on the dining room table! Go back to the room with the spring pad to quickly get back.

In the room with the broken railing, enter the door on the back wall and limb up the book shelves on the left. This will take you to a secret room with the Mega Rush badge. Use the Castle Key on the locked door in the broken railing room and go up the stairs. The top floor hallway! Tubba patrols these halls. There is no chance for you to fight him now so if he gets close, go invisible and he’ll walk away.

Enter the door at the end and slowly tiptoe past all the sleeping Clubbas. Grab the Castle Key and return to the hallway where you can unlock the next door. Heal up and save, then proceed to the third floor walkway. Enter Tubba Blubba’s room and open the chest. The loud-mouth key will scream and wake the big blue monster.

Get chased by Tubba Blubba through the rest of the castle and get back outside. As the Boos hold back the door, run all the way back to the windmill and unlock it using the Mystical Key. Spin Jump the wood and fall into the well. Go three rooms to the right and you’ll encounter Tubba Blubba’s Heart.

Boss: Tubba Blubba

We’re not fighting Tubba Blubba, we’re fighting his heart! It has 50HP but it can deal quite a bit of damage with each attack, roughly 6 damage per attack. If the Heart begins to charge, use Bow’s Outta Sight move so you don’t get hit by the heart’s 12 damage attack the next turn. Once the heart goes below 5HP, it will run out of the windmill. Chase after it!

The heart will rejoin with Tubba Blubba outside. Oh no! But not really. Although he does 4 damage per attack, his max health is only 10Hp. And with that you saved the Boos and the third Star Spirit Skolar. Let’s not talk about the fact that Bow had it imprisoned the entire time…

Peach’s Castle (Intermission)

Back to Peach! Go through the fireplace secret passage and you’ll be asked a series of questions by Bowser. Answer with all the answers that involve good items. These would be:

  • Mushroom
  • Thunder Rage
  • Super Soda

And that’s that! Expect to see those items pop up soon! Pick anything else and those enemies will be the ones to show up.

More Toad Town

Okay! Quite a bit to do before heading into the next chapter. Start making your way back to Toad Town and you’ll run into an evolved Jr. Troopa. Now he’s got 40HP and he can fly. Use partners like Goombario and Parakarry so that they can reach him. Deafeat him and take any wrong path in Forever Forest to get back to the starting point. Shy Guys have taken over Toad Town! We’ll deal with them now, but be aware there are so many Star Pieces you can now get thanks to the Super Boots. We’ll detail them in the section below. For now, walk inside Merlon’s house and Spin Jump three times to get the Quick Change badge.

Okay! Time to hunt down those Shy Guys. Here’s a list of each one:

  • Runs out of the bakery carrying a cookbook
  • In front of the train where the cracked stone used to be. Whack both with your hammer.
  • Two circling the flower garden opposite of the badge shop. Whack with your hammer!
  • Runs out of the post office with a Mailbag in hand.
  • Runs out of Russ T’s place with dictionary in hand.
  • Enter the item shop closest to the main entrance. Hit the Shy Guy with your hammer.
  • Enter the item shop closest to the pier.

Ready to head to the next chapter? If you still want to collect Star Pieces, check out our guide section below. Otherwise, go to the area with the second item shop and enter the house with the orange roof on the right side. Turn invisible and wait for a Pink Shy Guy to appear and reveal a secret door in the back. Follow it and hop into the toy chest to start Chapter 4!

Star Piece Cleanup

Return to Goomba Village using the warp pipe in the Toad Town Tunnels. Spin Jump in the grove where Mario first fell from Peach’s Castle at the start of the game to reveal a Star Piece. Get there by going southwest from the village. Then Spin Jump near the Heart Block and stone block to unearth this Star Piece.

Now go to Toad Town and enter Goomba Road from that entrance. Before you reach the Goomba King’s bridge, Spin Jump north of the dirt path to find a Star Piece. Now off to Shooting Star Summit! Coming from Toad Town, cross over the bridge and Spin Jump below the path to reveal the next Star Piece.

Two more at Shooting Star Summit. Spin Jump to the right of the entrance to Meluvlee’s house to uncover the next Star Piece. Now head to the room where the Star Spirits meet, then jump up onto the first step and Spin Jump there for the other Star Piece.

Let’s head to Pleasant Path. Remember the three striped Candy Pops? Use a Spin Jump between them for the first Star Piece. You can find the second Star Piece by crossing the large wooden bridge into the next room and doing Spin Jump in front of the first tree.

Now head into Koopa Village. Walk south of the shop and Spin Jump to reveal a hidden panel with a Star Piece. Return to Mt. Rugged and in the room with the slides, Spin Jump underneath the ramp of the slide for the next Star Piece.

Two more! At the very center of the Dry Dry Desert. Whether you’re coming from Mt. Rugged or Dry Dry Outpost, follow the path three rooms over. Spin Jump in front of the stone to get your Star Piece! Now go into Dry Dry Outpost and walk to the end. Use the crates to get on top of the roof. Spin Jump on the roof to reveal your Star Piece!

Just kidding, there’s a bunch to get in Toad Town as well. Across the Dojo and the path is a patch of grass. Spin Jump there for your first Star Piece. Now go to the area near the entrance to Forever Forest and near the canal. Spin Jump again for the second Star Piece.

Tired of Spin Jumps? Just a little more! Walk east of the train station along the dirt path. At the end use a Spin Jump for the third Star Piece. Now enter the port area and walk past Club 64. Spin Jump in front of the lone Toad for your fourth Star Piece. And done!

Now off to Chapter 4!

Got any tips or suggestions for our Paper Mario 64 Chapter 3 walkthrough? Let us know in the comments!

Use the links below to jump to different sections of our guide.

Paper Mario 64 Walkthrough
(Guide Hub)
Ch.1 Ch.2 Ch.3 Ch.4
Ch.5 Ch.6 Ch.7 Ch.8
Star Pieces Super Blocks
Badges Items
Partners Chuck Quizmo
Cooking Letters
Koopa Koot
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