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SPM Nastasia.png
First appearance Super Paper Mario (2007)
Latest appearance Super Mario-kun (volume 38) (2008)
“See, they've already sworn eternal allegiance to Count Bleck, 'K? And now you need to, so I'll just go ahead and pencil you in for a 10 o'clock brainwashing.”
Nastasia, Super Paper Mario

Nastasia is the secondary antagonist of Super Paper Mario, and is the right-hand woman of Count Bleck, the central antagonist of the game. Unusually for such a high-ranking villain, and unlike the rest of Count Bleck's minions, she is never fought directly; instead, most of Bleck's minions were brainwashed by Nastasia's hypnosis abilities. She functions as if she is Bleck's secretary, trying to keep things running according to his schedule and relaying his orders. Like many of Bleck's minions, she is very close to her master. Bleck trusted Nastasia enough to let her know the story about his identity as Lord Blumiere and his lost love, Timpani. Her name is Greek for "She who shall rise up again", possibly a reference to her only falling unconscious from a deadly attack or the story with the bat and the man Carson tells titled "Of Bats and Men". It is also a portmanteau of "nasty" and "Anastasia".



If the heroes go to Flopside and listen to Carson at the Overthere bar, he will tell a story called "Of Bats and Men" (the title of which is a parody of Of Mice and Men). The story talks about a man searching for a girl he loved who is missing. While he is searching, he discovers a bat in a trap and sets it free. Later that night, while the man is sleeping, a woman whom he has never seen appears to him. In the story, it is said that the bat transformed into that woman and pledged, out of love, eternal loyalty to the man. It is implied that the man is Lord Blumiere, the girl is Timpani, and the bat who transformed into the woman was Nastasia.

Super Paper Mario[edit]

Nastasia in Castle Bleck.

Nastasia first appears during Count Bleck's forced wedding between Bowser and Princess Peach. When Peach refuses to marry Bowser, Nastasia brainwashes her and forces her to say "I do." The Chaos Heart appears and Luigi attacks it, causing an explosion that scatters Nastasia and the others about Castle Bleck. However, she soon teleports back into the room with the count and witnesses him open The Void.

At the beginning of Chapter 1, Nastasia informs her master of some dimensional travel and believes it is the legendary hero and suggests they get an "action plan" to stop him. O'Chunks volunteers to give the hero "a proper chunking," but fails. Count Bleck tells Nastasia to consult the prophecy and see where the hero will go next, but she says she has already done so and sent Mimi to wait for him. After the count departs, Nastasia leaves O'Chunks to think about his "recent job performance" while she searches the castle for more members of the "Bowser organization" that haven't been brainwashed. She finds the Hammer Bro captain and brainwashes him. Then she finds Peach and Private Koopa on a balcony. She brainwashes the private, but Peach is teleported away, much to Nastasia's chagrin.

After Chapter 2, Nastasia receives a memo from Mimi stating "I messed up bad!" When O'Chunks once again volunteers to defeat the hero, Nastasia forbids him to leave until he finishes his 1,000 word report on his previous failure, which she apparently assigned to him earlier. Count Bleck tells O'Chunks to take a time-out and sends Dimentio instead. Nastasia then leaves to finish purging the castle. She encounters Luigi and two Goombas. She brainwashes one Goomba and the other joins her willingly. She then has her underlings hold Luigi down while she brainwashes him.

After Chapter 3, Nastasia listens to Dimentio's account of how he was bested by the heroes. Dimentio states that the heroes might just be powerful enough to defy the prophecy, but Bleck counters and says that the Dark Prognosticus tells how to defeat the heroes. Nastasia and the count decide it is time they sent Mr. L on the heroes. After the other henchmen return to their posts, Nastasia tells the count that it is not too late for him to stop the prophecy, but he does not listen. However, he allows Nastasia to leave with his blessing. She stays on, though, unwilling to go back on her pledge to follow him no matter what.

Though Mr. L returns without having stopped the heroes, Nastasia does not seem to care like she had when the last three minions failed and holds a minion orientation for him. After Mr. L leaves, O'Chunks is sent to defeat Mario once again, while Mimi and Dimentio leave to attend their own business. Nastasia comments on the hero's power and does not believe O'Chunks or any of the minions can stop him. She then muses about how no one cherished the world the way Count Bleck did before and now all he wants to do is destroy it. She says that if she had been "that girl" (referring to Lady Timpani, Count Bleck's lost love), things may have turned out different.

Before Chapter 6, Nastasia listens to O'Chunks sing an inspirational song about Count Bleck that she had him make up as punishment for his second failure. Mimi appears to complain about O'Chunks's terrible singing and to request that she have another go at stopping the heroes. Mr. L drops in and reports that his new robot is ready to go, but Nastasia refuses to allow him or Mimi to leave without the count's approval. Dimentio, however, convinces the duo to sneak out of the castle behind Nastasia's back.

After the destruction of Sammer's Kingdom, Nastasia receives news from Dimentio about Mimi and Mr. L's insubordination. Nastasia comments on Count Bleck's cheerful demeanor, brought on by the possibility of Timpani being alive as Tippi. However, he does not tell Nastasia what happened and she leaves him alone.

After the heroes collect the last Pure Heart, Nastasia warns the count that they will be coming to Castle Bleck. O'Chunks and Mimi depart to wait for them, but before Dimentio leaves, he asks Count Bleck if the name "Blumiere" rings a bell, shocking both Bleck and Nastasia. Dimentio says that he heard Mario's Pixl say it. After he leaves, Nastasia realizes that Count Bleck thinks Tippi is Timpani and asks him to stop the prophecy, if not for her, then for Timpani. She then fully reveals his identity as Lord Blumiere.

Nastasia at the end of the game.

When Mario confronts Count Bleck and Nastasia, she is sent away by the count, possibly because he expects to be defeated and does not want her to see it. After Count Bleck is defeated by the four heroes, a worried Nastasia warps back into the room and sees a projectile headed for the dying count. She jumps in front of it to save him and is seemingly mortally wounded by it. Dimentio appears and after transforming into Super Dimentio, sends Nastasia to Dimension D with Count Bleck and Tippi. After the Void closes, Nastasia wakes up on Flipside Tower, fully healed. When she learns of what the Count did to stop The Void, she starts crying uncontrollably. However, everybody still feels that Bleck and Tippi are still alive somewhere. Mimi and O'Chunks suggest that they build that perfect world that the Count had told them they'd make after disposing of the previous worlds. Nastasia, regaining her composure, agrees. After the epilogue, the player may find her on the third floor of Flopside, where she comments on her feelings for the Count, and decides that even if she could learn to love again, she probably never could have measured up to Timpani anyway.

Super Mario-kun[edit]

Nastasia's appearance in the Super Paper Mario arc from volume 37 of the Super Mario-kun
Nastasia's appearance in Super Mario-kun

Nastasia makes an appearance in the Super Paper Mario story arc of the Super Mario-kun, volumes 37 and 38, mirroring her role based on the game. At one point, she breaks the fourth wall by holding and reading the Super Mario-kun volume itself.

General information[edit]

Physical appearance[edit]

Nastasia has blue skin and magenta hair tied in a bun. She wears a business uniform, showing her apparent status as Count Bleck's secretary and wears horn-rimmed glasses. She is almost always seen with a neutral expression on her face, but sometimes shows emotion when she is alone with Count Bleck.

Powers and abilities[edit]

Nastasia brainwashing the Hammer Bro captain
Nastasia brainwashes the Hammer Bro captain

Nastasia has powerful hypnotic abilities. This ability enables her to control several people at once and command them to do tasks they would never consider doing in their right mind, such as forcing Luigi to attack his friends. However, her hypnosis is at least possible to resist, as shown by Peach during her wedding with Bowser. Nastasia seems to use her power by lifting her glasses, upon which a white glow flashes and her target is surrounded in square lasers, which puts the victim under Nastasia's (and by extension, Count Bleck's) control. Notably, the hypnosis she uses may sometimes cause physical changes in the victim, such as hypnotized Koopa Troopas donning dark glasses and spikes around their neck.


Originally, Nastasia appeared to be an emotionless minion of Count Bleck. She takes his orders to be absolute and would never disobey him. However, she later reveals to be concerned about the count's plans, wishing he would close The Void and become Lord Blumiere again--but her loyalty stops her from leaving his ranks. She is strict and disciplinary, and appears to be in charge of carrying out punishments for Count Bleck's other minions, such as making O'Chunks write a 1,000-page report on his failure to defeat Mario. Despite this, she does care for the other minions. She also has romantic feelings for Count Bleck, commenting that things might have been different were she in Timpani's place, but knows that Timpani cannot be replaced. In the post-game, Nastasia is still coming to terms with the fact that Blumiere and Timpani are gone and admits that she understands what it was like when Blumiere became Count Bleck.

In the English version, she speaks in a casual manner, using words like "'K" and "gonna" often, although in the Japanese version she speaks much more professionally.

Catch Card[edit]

  • Card Type: Rare
  • Card Description: Nastasia is Count Bleck's executive assistant. She's in charge of scheduling, organizing, and brain-control. Word is, she's got a secret crush on her boss.


Main article: List of Super Paper Mario quotes § Nastasia
  • "Yeah, I'll fire off a memo on that...but for now, we have another item on the agenda..."
  • "Yeah, so some minions in the Bowser organization are still resisting assimilation. So I'm heading out to squash the resistance..."
  • "So I guess you finished up that report on your own inadequacy that I needed?"
  • "Um, no, my count. I won't be doing that. My life is already sworn to you."
  • "If only I could have, y'know, been that girl... Things would have been different..."
  • "Yeah, I'm afraid your orders mean nothing anymore."

Names in other languages[edit]

Language Name Meaning
Japanese ナスタシア

French Nastasia
German Nastasia
Italian Nastasia
Korean 나스타샤

Spanish Nastasia


  • Before the game's initial release, artwork of Nastasia and Tiptron together was released despite the fact that the two never interact in the game.
  • Tippi originally had a tattle for Nastasia in the postgame, though since Tippi would have already been gone by this point, it went unused and remains in the game's files. The tattle reads, "That's Nastasia, the count's executive assistant. She has served him the longest... Without him, she is quite lonely, but she manages to go on in her new life... It is hard for me to see her like this... I think I know exactly how she feels..."[1]