Tick Tock Clock
Tick Tock Clock is the fourteenth course in Super Mario 64 and its remake Super Mario 64 DS. It takes place inside a giant clock. Mario must deal with the clock's moving gears, pendulums, and other obstacles that change speed depending on what position the clock's minute hand is in when he jumps into the level. Tick Tock Clock is the second to last level in both games and is found on the third floor of Princess Peach's Castle. It also was remade into a race course that appears in the Star Cup of Mario Kart DS. The entrance to the level is an old grandfather clock shaped like a tree, and the minute hand controls the time inside. Enter when the hand points at 12, and all moving parts will freeze. Enter at 3 to make them move slowly, and at 9 to make them move quickly. Entering at 6 makes them move at random speeds, in random directions. In order to open the star door in front of it, Mario will need at least fifty Power Stars.
Tick Tock Clock appears to be changed more than any other level in the DS remake, with many ares of the layout being altered for easier difficulty, removing elements such as the triangular blocks & fog effects, and re-positioning several areas of the level.
The level titles and numbers correspond to Super Mario 64 unless otherwise noted.
 Star 1: Roll Into the Cage
From the entrance, Mario should head past the fist swing pendulum over the conveyor belt and then pass the shifting blocks. After, Mario should pass by the large plane where the moving hand may pass. Continuing on, Mario should see the Power Star near a conveyor belt underneath the cage-like grid. He then must jump on the conveyor belt and grab the Power Star.
In Super Mario 64 DS, the name of this level has been changed to Luigi in the Cage, as Luigi is the only member of the group that can turn invisible. When Luigi reaches the cage, there will be no entrance but a ? Block will be available. Opening it will reveal a Power Flower which grants Luigi invisibility. Luigi will then be able to walk through the cage and get the star.
 Star 2: The Pit and the Pendulums
For this mission, Mario should follow the same path as in the previous mission. This time however, Mario should continue past the cage. Once Mario reaches the top of the pole, he should head left. Eventually he'll come to a place that contains two pendulums. Navigating his way through, he'll reach the next power star. It's easier to enter Tick Tock clock when the clock minute hand is on "12" and make the pendulums and other parts freeze. In the DS remake, Super Mario 64 DS, the star is called The Pendulum Switch Star, since it requires stepping on a Star Switch and going through the pendulums to reach the Star in the Star Sphere before it disappears. "The Pit and the Pendulums" is a pun on the short story The Pit and the Pendulum by Edgar Allan Poe.
 Star 3: Get a Hand
This time, Mario should re-enter the stage making sure not to have the clock's minute hand on "12". He will need to have the clock moving. The player should have Mario travel up to the large platform and wait for the large hand to to pass by. Mario will need to jump onto it and ride it until it brings him to the little alcove with the Power Star in it. There is another (easier) way to get the star. The player can see this star from the cage with the first star. Just jump off, slide down and the player can drop into the alcove. A third but harder and faster way is stepping onto a Heave Ho in the right position. The Heave Ho will directly fling Mario into the star.
 Star 4: Stomp On the Thwomp
For Mario to acquire this star, Mario will need to ascend up the path to the flagpole. Once he has climbed it, Mario should head left and follow his way up around the clock. Eventually he'll reach the top, where there is another clock hand. Riding it will take him to a conveyor belt with a Thwomp at the end. Jumping atop it will take Mario high enough to jump the next star.
It is possible (but not mandatory) for a skilled player to get this Power Star with the clock stopped. To do so, the player must rely on a series of high jumps and wall jumps, requiring even the use of Triple Jumps at times.
 Star 5: Timed Jumps on Moving Bars
In order to find the star for this mission, Mario must go to the right (above the 2 pendulums in the pit and the pendulums mission) and jump on a series of bars that jut out and sink back in to the wall. After clearing these bars Mario will come to a platform with the power star on it. In Super Mario 64 DS, a black Block is added, making Wario have to do the mission.
 Star 6: Stop Time For Red Coins
Heading right from the entrance, Mario should see many green bars and a bunch of Red Coins. Normally the platforms would be rotating but if Mario was to enter the level when the minute hand was on "12", they will be stationary (making it much easier to get the coins). After the last coin is found, the power star will appear above the Star Marker.
 Star 7 (DS): Tick Tock Silver Stars
At the Starting point, Mario and the gang will have to go to the right. Silver Stars will, at some point, fall and bounce around. After collecting five of these, the Power Star will appear. Some Bob-ombs fall from the platforms overhead, with their fuses already ignited, so the player will have to avoid being caught in the explosions and losing Silver Stars in the process.
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