The Palace of Shadow is the final area Mario and his friends visit in Paper Mario: The Thousand-Year Door. It is where the Shadow Queen resides and can be accessed by going through the Thousand-Year Door. The Palace represents one-quarter of an old city ruined 1000 years ago. During the reign of the Shadow Queen, the Palace became rich with stolen treasure, which became legendary over the centuries since her defeat. In the remake, Professor Frankly first mentions the Palace of Shadow after Chapter 4 as the place where the heroes sealed the demon; the original game instead says "the depths of a vast maze".
In this palace, the Shadow Queen possesses Princess Peach, whom Grodus had delivered. Mario and company trudges through the palace and its inhabitants, including the middle sibling in the "tail" family, Gloomtail. Mario and his allies later fight with the Three Shadows, who now consists of Beldam, Marilyn, and Doopliss. Soon after, Mario's party finally reaches the Shadow Queen's inner sanctum, where Grodus is. Mario and his party defeat him, and Bowser and Kammy Koopa literally "drop in" on them unexpectedly. Grodus retreats to the final room to use Princess Peach as an offering to the Shadow Queen.
The first room is adorned with intricate rose patterns and details. Beyond this room is a bridge spanning over a body of water, with the cave's "ceiling" visible. The next room features a large staircase leading even deeper underground. Following that, there is a garden area with streams and the Palace of Shadow Tower. Once all the riddles of the tower are solved, ancient machinery will activate, causing the long hallway leading to Gloomtail to collapse. This reveals a lower area filled with enemies. One of the final rooms is a vast chamber with peculiar pillars, followed by the throne room where Grodus holds Princess Peach captive. A secret door leads to a considerable staircase to the crypt containing the Shadow Queen.
The overall architecture's structural foundations were implied to have decayed with age due to Bowser accidentally falling through the floor on Grodus in the remake (in the original, Bowser sarcastically attributed the floor breaking underneath him as being due to him putting on weight).
Enemies and bosses[edit]
Formations[edit]
For enemy formations in the Palace of Shadow, see List of Paper Mario: The Thousand-Year Door enemy formations § Palace of Shadow.
Collectibles[edit]
Dropped/Field/Objects[edit]
| Item
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Location
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Location image
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| Original
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Remake
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Coin
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In the fifth room from the start, there are firebars which can be jumped over multiple times. Doing so makes the firebar disappear and spawn 5 Coins. There are five of them, so making them all disappear nets total of 25 Coins.
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Life Mushroom
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In Concealed Path Four, it can be found on a high pedestal. Accessible with the plane panel.
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Palace Key
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In the sixth room from the start, it is dropped by the Dark Bones. Required to progress.
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Palace Key
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In Gear Room Two, it is on a ledge to the lower-right of the spinning wheels. Required to progress.
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Shooting Star
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In Concealed Path Four, it is on a low pedestal. Accessible with the airplane panel.
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Stopwatch
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In the second room from the start, it is to the north of the entrance.
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Remake only[edit]
| Item
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Location
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Location image
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Mr. Softener
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In the northeastern corner of Concealed Path Four, behind the platform.
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Shooting Star
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In the second room from the start, it is on the other side of the bridge to the north.
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Thunder Rage
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In the northwestern corner of Concealed Path Four, behind the platform.
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| Item
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Location
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Location image
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| Original
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Remake
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Shooting Star 
Mr. Softener
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In the third room from the start, near the entrance.
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All or Nothing
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In the fourth room from the start, near the entrance.
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Ultra Mushroom
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In the seventh room from the start, near the entrance.
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: Coin P-Up, D-Down P Jammin' Jelly
: P-Up, D-Down P Ice Storm
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In the eighth room from the start, in the north.
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Ultra Mushroom 
Gradual Syrup
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To the right of Gloomtail's room, near the entrance. Requires Admiral Bobbery. Accessible before activating the solar system in the Palace of Shadow Tower, but not afterwards.
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Jammin' Jelly 
Mystery
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Same room, at the end.
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Thunder Rage
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In the first descended hallway, right of the stairs, high in the air. Requires Spring Jump.
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Repel Cape
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In Gear Room One, near the exit to hallway 2 in the lower part. On the ground in the remake.
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Life Mushroom 
Power Punch
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Same room, near the east entrance in the upper part.
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Life Mushroom
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In Gear Room Two, above the spinning wheels.
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Coin
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In Gear Room Three, on the ground in the west part.
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Remake only[edit]
| Item
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Location
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Location image
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Ice Storm
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In the third corridor to Gloomtail's lair. Accessible before activating the orrery in the Palace of Shadow Tower.
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Shooting Star
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To the right of Gloomtail's room, in the middle. Accessible before activating the solar system in the Palace of Shadow Tower, but not afterwards.
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Fire Flower
Ultra Mushroom
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First two blocks in the antechamber.
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Jammin' Jelly
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Same room, right of the previous two.
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Hidden blocks[edit]
- Main article: List of hidden blocks in Paper Mario: The Thousand-Year Door
| Item
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Description
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Block un/revealed ( )
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Block un/revealed ( )
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Boo's Sheet
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In the area with a bridge over water with fire bars, in a middle of the room is a couple of fire bars spinning around one spot. At that spot, Mario should jump from it to reveal the hidden ? Block.
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Point Swap
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In the mechanical side of the hallways leading to the palace's throne room, one of the rooms has a lone Coin Block. Jumping above this block will reveal the hidden ? Block.
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Remake only[edit]
| Item
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Description
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Image
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Image (block revealed)
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Jammin' Jelly
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In the courtyard, at the Palace of Shadow Tower's entryway, on the left side of the tower's base.
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Ultra Mushroom
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In the courtyard, at the Palace of Shadow Tower's entryway, on the right side of the tower's base.
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Treasure chests[edit]
| Item
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Location
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Location image
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| Original
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Remake
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Star Stone
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In Gloomtail's room, it is in the chest box spit out from Gloomtail when defeated. Required to progress.
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Tower Key (x2)
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In the first and second floors of Palace of Shadow Tower, they are in a chests in the northwest rooms. Accessible by hitting the ! Block after clearing the blocks. Required to progress.
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