Paper Mario

Paper Mario, known as Mario Story (マリオストーリー Mario Sutōrī) in Japan, is a video game for the Nintendo 64 released in 2000. This game was released for Virtual Console on July 16, 2007 in America. It was also originally in development for the Nintendo 64DD.

In this game, King Bowser steals the Star Rod from Star Haven and imprisons the seven Star Spirits. He plans to use it to get all his selfish wishes, while everyone else's wishes go ungranted, and after using the Star Rod to destroy Mario and kidnap Princess Peach, he uses his Castle to uproot Peach's Castle into the stratosphere. Now, Peach's Castle is teetering on top of Bowser's. It may look as if the Mushroom Kingdom is doomed with Peach in Bowser's sinister clutches, so Mario and his party members must embark on a mission to set free the Star Spirits, defeat King Bowser, rescue Princess Peach, and take back the Star Rod.

Storyline
The story, from the instruction booklet: Story: Once Upon a Mushroom Far, far away beyond the sky, way above the clouds, it's been said that there was a haven where the Stars lived. In the sanctuary of Star Haven there rested a fabled treasure called the Star Rod, which had the power to grant all wishes. Using this wondrous Star Rod, the seven revered Star Spirits watched over our peaceful world carefully...very carefully. Then one day, a terrible thing happened... The evil King Bowser appeared in Star Haven and stole the Star Rod! Using its incredible power he quickly imprisoned the seven Star Spirits! Completely unaware of the trouble in far-off Star Haven, Mario was back home in the Mushroom Kingdom, eagerly reading a letter from Princess Peach. It was an invitation to a party at the castle! With much anticipation, he and his brother Luigi set off for the party, oblivious to the chaos that lay ahead...

Opening: The Stolen Star Rod
The story opens with a place that lies far beyond the sky and far above the clouds, called Star Haven. within the sanctuary of Star Haven, lies a fabled treasure, known as the Star Rod, which can grant any and all wishes. The seven Star Spirits used this artifact to watch over and protect the peaceful world. Until one day, Kammy Koopa used her magic to teleport herself and Bowser, into the sanctuary and, using his firebreath, Bowser shatters the protective seal over the Star Rod and grabs it, in hopes of using its power to defeat Mario. As a test of the Star Rod's power, Kammy Koopa traps all of the Star Spirits inside playing cards then leaves.

Prologue: A Plea From the Stars
The game begins at Mario's house. A Paratroopa delivers some mail and Luigi reads it. Princess Peach has invited Mario and Luigi to her castle for a party. Mario and Luigi go to the castle where everything is fine, but King Bowser and Kammy Koopa use their own castle to steal Peach's. The two castles are taken up into the air. Mario fights Bowser, but Bowser uses the Star Rod (which he stole from Star Haven) to make himself invincible. Bowser then uses his fire breath on Mario, burning him to a crisp. After his inevitable defeat, Mario is then knocked out of the window by Bowser and lands in Goomba Village. Peach is horrified to see this, but Kammy orders a pair of Koopatrols to nab her.

At Goomba Village, a family of Goombas rescue Mario. A star in his dream tells him to go to Shooting Star Summit. Kammy Koopa finds out that Mario is still alive and blocks his way with a huge block. Goompapa then gets Mario to get a hammer off of Goompa. After they fall off of a broken veranda, they find the Hammer, get in a fight with small koopa named Jr. Troopa, and return to the village. Goompapa then allows Goombario, one of the Goomba family, to go with Mario on his adventure. Mario and Goombario find the Goomba King along the way, whom they fight. They then continue to travel to Shooting Star Summit. Once Mario gets there, Eldstar tells him to rescue the 7 Star Spirits, who are trapped in various places throughout the Mushroom Kingdom.

Back at Princess Peach's Castle, Peach is trapped in her room, unable to leave. She wishes for help. To her surprise, a Star Kid appears at the window. His name is Twink, and he has come to grant her wish. The Princess asks him to free her and steal the Star Rod back; Twink, sad, tells her that he is "not grand enough" to grant such a wish. Peach cheers Twink up and makes another wish-go to Mario, present him with a Lucky Star, and tell him that she is safe. Twink agrees, and flies out the window. The Princess steps onto her balcony and wonders where her hero is...

Chapter 1: Storming Koopa Bros. Fortress
Before Mario can get the first Star Spirit in Koopa Bros. Fortress, there are four mysterious-looking Toads blocking the way. Mario gets help from a wizard called Merlon, who then reveals the mysterious Toads' true identities, the Koopa Bros. On the way to the Koopa Bros. Fortress, they find Koopa Village, which is infested with Fuzzies, who are stealing shells from the Koopa Troopas. Mario then meets a Koopa Troopa named Kooper, who joins Mario after Mario retreives Kooper's lost shell. Mario, Goombario and Kooper eventually end up at Koopa Bros. Fortress, where the first spirit is trapped.

Once in Koopa Bros. Fortress, they immeadiately see Black Ninjakoopa, who warns Red Ninjakoopa of Mario. After a while of travelling through the fortress, Yellow Ninjakoopa sets a trap for Mario so when he hits a ? Block, he falls into a trap, which he does. Mario finds himself in a prison where he meets a Bob-omb named Bombette who is trapped in the jail as well. She explodes, making an escape route, and together the three manage to get to the highest parts of the towers where they find three Bill Blasters, Bowser??? and the Koopa Bros.. They defeat all three, retrieving the first Star Spirit, Eldstar.

Back at Princess Peach's Castle, Peach remembers that there is a secret passageway that leads out of her room. She and Twink search for it, and discover a hidden button behind a painting in her room. The button opens the fireplace, revealing the passage. She and Twink move through it and end up in a room on the other side of the castle. There, they read Bowser's Diary, which reveals that the second Star Spirit is in Dry Dry Ruins. Twink leaves to give Mario the information, and the Princess is discovered by Bowser, who is shocked that his diary was read. He then orders two Koopatrols to take Princess Peach back to her room.

Chapter 2: The Mystery of Dry, Dry Ruins
After returning to Toad Town and getting ambushed by Jr. Troopa, Twink flies in to tell Mario that the second Star Spirit is hidden in Dry Dry Ruins. Mario and his party take a train to the foot of Mt. Rugged. On the way to Dry Dry Desert, they find a mail-delivering Paratroopa named Parakarry, who joins their party after Mario helps him find three lost letters. They also find the not-so-bright condor Buzzar, and the Koopa archeologist Kolorado. Mario goes through Dry Dry Desert to Dry Dry Outpost, where they search for clues about Dry Dry Ruins. After a series of item collecting events, they meet with Moustafa, who gives them the Pulse Stone, which will tell them where Dry Dry Ruins is. After searching through the Dry Dry Desert, they eventually find Dry Dry Ruins. They also discover that it has many traps and hiding places such as rooms filling with sand and hidden keys. They find many artifacts to uncover more of the Ruins. They eventually get to the very end of the ruins, where they find Tutankoopa and his Chain Chomps. After defeating him, they release the second Star Spirit, Mamar.

Meanwhile, in the sky, Bowser comes into the Princess's room to brag that he has decided to use the Invincible Tubba Blubba on Mario next. Kammy Koopa enters and tells Bowser that the Star Spirit Blubba had trapped managed to escape his grip. Peach and Twink decide to use the passage again to find out more about Invincible Tubba Blubba. They sneak into the castle's library and eavesdrop on a Koopatrol and a Hammer Bro talking. They reveal that Tubba Blubba indeed has a secret weakness; Twink leaves to give this message to Mario and the Koopatrol and Hammer Bro spot Peach and return her to her room.

Chapter 3: The "Invincible" Tubba Blubba
The third Star Spirit was originally being held in Tubba Blubba's Castle, but since Tubba Blubba accidentally let it escape, it is now being held in Boo's Mansion. Bootler appears on the edge of Forever Forest and tells Mario to come to Boo Mansion. A strange being called Oakley tells Mario how to get through the forest. When Mario reaches Boo's Mansion, he finds that Bow, princess of the Boos, has trapped the third Star Spirit, Skolar. She won't let him go until Mario helps her defeat the evil Tubba Blubba of Gusty Gulch (She tells Mario that Tubba Blubba was eating Boos for snacks). Mario and Bow travel to Tubba Blubba's Castle and after a long search, they find the literal key to Tubba Blubba's weakness and find and defeat his heart, isolated from his body by Bowser. Bow gives back the Star Spirit and decides to join Mario on his quest.

In the castle, the Princess and Twink use the secret passage to escape again, hoping to hear about Mario's travels. As they turn into Bowser's room, though, they find that both Bowser and Kammy are in the room talking. The Princess is relieved to not be seen using the secret passage and to hear that Tubba Blubba was defeated, but Bowser notices her. He decides to ask her what Mario hates most of all; the Princess can answer honestly, or give trick answers that are actually beneficial items. Kammy leaves to place these items in Shy Guy's Toy Box, where the next Star Spirit waits, and Twink follows her to tell Mario. The guards then take Peach back to her room.

Chapter 4: Trials in the Toy Box
The fourth Star Spirit is hidden deep inside Shy Guy's Toy Box. When Mario returns to Toad Town after being ambushed in Forever Forest yet again by Jr. Troopa, he finds that it has been overrun by Shy Guys, who are stealing from and bothering the townspeople. A group of Toads tells him that strange noises have been coming from one of the houses. Mario goes to investigate, but the house seems empty. Bow then suggests using her invisibility power. Once they're transparent, a pink Shy Guy runs in and reveals the entrance to Shy Guy's Toy Box. Mario and his partners enter the Toy Box, where they see a small train station. To reach the captured Star Spirit, Mario must go through several train stations. However, unfortunately, the train is missing. After finding a storeroom key and several other items in the Toy Box, Mario returns them to their rightful owners. The shopkeeper who owns the key lets Mario enter the storeroom, in which he finds the missing toy train and a few free items. Mario then places the train back in the Toy Box. He gets on the train and proceeds to the next station, where he meets Gourmet Guy, a massive Shy Guy. Mario must give him a cake baked by Tayce T. so he will move out of the way. At the final station, he meets and defeats the Big Lantern Ghost, and inside his lantern they find a Lil' Sparky named Watt. She thanks Mario for rescuing her and joins the party. At the end of the Toy Box, they find General Guy, the leader of the Shy Guys, using Watt's light power. They defeat him and claim the fourth Star Spirit, Muskular.

At the castle, the Princess and Twink sneak out once again and discover the massive Gourmet Guy in the dining room. He promises not to report their escape if they make him something delicious to eat. The Princess and Twink go down to the first floor and use the castle's kitchen to prepare a "Surprise Strawberry Cake." Peach demonstrates her baking skills to make the perfect treat, which sends Gourmet Guy flying for joy in the same way Tayce T.'s cake did. In thanks, he tells the two that the fifth Star Spirit is in Mt. Lavalava, on Lavalava Island. Twink heads out the window once more, and the Princess ends up being spotted by Kammy, having heard Gourmet Guy's bouncing around.

Chapter 5: Hot, Hot Times on Lavalava Island
The fifth Star Spirit is said to be hidden in a volcano on the exotic but dangerous Lavalava Island. They can't reach Lavalava Island initially, but then a whale is introduced and asks Mario to get rid of a Fuzzy, by the name of Fuzzipede, inside his stomach. Mario defeats Fuzzipede and the whale takes him to Lavalava Island along with Kolorado, who is looking for a different treasure on the island. They arrive at Yoshi Village and see the volcano, but are unable to reach it immediately. Mario returns to the village, where he finds everyone panicking because 5 Yoshi Kids have gone missing. The Village Leader says he'll help Mario to get to the volcano if he finds and returns the Yoshi Kids. Mario ventures off into the forest where he finds Sushie, the Yoshis' babysitter, trapped in a tree by the Yoshi Kids. Mario helps her and finds out that Sushie is a friendly Cheep Cheep, and decides to help Mario find the Yoshis. After they find the Yoshis, Mario and Sushie go to the volcano with the help of the Yoshis' old rival, Raphael the Raven, who is now a friend. Mario and Sushie go into the volcano along with Kolorado, who wants the legendary treasure hidden in the volcano. Mario and Sushie manage to defeat the Lava Piranha, setting the volcano up for eruption. They narrowly escape the volcano with their lives, obtaining the fifth Star Spirit, Misstar. After finding an artifact which had been blown out by the eruption, Mario and Kolorado use the whale to return to Toad Town, where Jr. Troopa attacks them upon arrival.

Back at the castle, Peach and Twink escape once again and explore the first floor for more information. While there, a Hammer Bro asks her to participate in a strange quiz show. The questions are actually pieces of information regarding the sixth Star Spirit; the minion holding him is Huff N. Puff, and he is in Flower Fields, which can only be reached through Toad Town's Flower Garden. If the Princess wins the show, she earns a Jammin' Jelly as a prize. Regardless of winning or losing the show, she also gets a prize for participating, the amazing Sneaky Parasol. Attracted by the noises in the room, Bowser enters and wants to play, but since the game is over, he snarls in disappointment and settles for returning Peach to her room again.

Chapter 6: Dark Days in Flower Fields
The sixth Star Spirit is hidden in beautiful Flower Fields. After Mario finds the 4 Magical Seeds from the 4 Bub-ulbs from around the Mushroom Kingdom, he opens the portal to Flower Fields in Toad Town. When Mario enters, he sees clouds and withering plants. The Wise Wisterwood tells Mario that the clouds are the result of the truly evil Huff N. Puff, who is using his Puff-Puff Machine to cover Flower Fields in clouds. Mario then meets 4 different flowers who help him create a beanstalk to reach the Cloudy Climb where Huff N. Puff is hiding with his Star Spirit. Mario first meets Petunia, who gives him a magic bean for clearing out some Monty Moles. Mario then encounters Posie, who gives him fertile soil so his nose can grow bigger like hers. Mario then visits Lily, who is in a state of crisis; her pond has dried up because Lakitus stole the Water Stone, the stone that produces the water known as Miracle Water. To keep her alive, Mario vows to find the stone. Mario then searches for it, eventually finding the Lakitus and besting them in battle. He then meets a self-absorbed flower by the name of Rosie. She holds the Water Stone and won't give it to Mario unless he finds something more beautiful. Mario asks Posie for a Crystal Berry which she gives him. He then presents this berry to Rosie who immediately falls in love with it, and lets Mario have the Water Stone. Mario then takes it back to Lily. After the Water Stone is back in place, she gives Mario some of the Miracle Water. Mario now has everything for his beanstalk except for one thing...the Sun. Mario meets with the Sun who says that it is impossible for him to return to the sky in its current state. Mario then sets off on a quest to destroy the Puff-Puff Machine. On the way, he meets a very confused Lakitu, who cannot remember his name and challenges Mario. After the Lakitu is defeated, he remembers his name, Lakilester, and joins Mario's party. Mario then proceeds to destroy the machine, after which the Sun is able to rise into the sky again. Flower Fields then rejoices, but Huff N. Puff is still at large. To finish the job, Mario grows the beanstalk and heads to Cloudy Climb and defeats Huff N. Puff for the sixth Star Spirit, Klevar.

Back at the castle, Peach uses the Sneaky Parasol she won at the quiz show to turn herself into one of the guards, allowing her to move around the castle without fear of getting caught. Peach then learns that Kammy Koopa is building a weapon designed to defeat Mario. Before she can find out what it is, however, Kammy notices a peculiar smell coming from her disguise. Kammy then casts a spell on her, reverting her to normal. She is then taken back to her room yet again.

Chapter 7: A Star Spirit on Ice
The seventh and final Star Spirit is said to be held in the ancient Crystal Palace. After being given advice by Merlon and a Ninji, Mario heads to Shiver City. When Mario arrives via the sewers, he finds a Bumpty blocking the way to Starborn Valley. The Bumpty says he will not let anyone pass unless the mayor gives permission. Mario then seeks the mayor out so he can leave the city. When Mario visits the mayor's house, though, he finds him knocked out on the floor. His wife then comes in and assumes that Mario killed him. Mario's partner at the time is horrified and objects by pointing that Mario wouldn't murder the mayor. A police bumpty says he'll let Mario go only if he finds the real murderer. Mario notices that there is a crumpled note in his hand with a single word written on it: "Herringway". Mario then goes out into town looking for Herringway and finds him, who is currently writing his future novel in his house. Mario tells Herringway the story, after which Herringway agrees to go to the mayor's house to help with the investigation. Mario then tells the police about the note. The police then starts accusing Herringway instead, with the mayor's wife still thinking Mario did it. Suddenly the Mayor starts twitching and he pops up. The mayor's wife screams for help yelling out that he's a ghost. The mayor explains he was unconscious and gives a present to Herringway, the same present that fell and knocked him out. The mayor then allows Mario to go to Starborn Valley. Once he gets attacked again by Jr. Troopa and reaches the outskirts of Starborn Valley, an odd monster called Monstar appears. Mario easily destroys it and reveals it to actually be a bunch of very protective Star Kids. Mario then meets Merle who tells Mario to go to the Crystal Palace where the seventh Star Spirit is being held. He then gives Mario a scarf, telling him to use it on a something special, he then tells Mario to go and ask Mayor Penguin for the other special item. Mario then receives a bucket from the Mayor who tells him he has no idea what it does. Mario then goes a line of snowmen on the path between Shiver City and Starborn Valley, Two, however, are missing something: One is missing a scarf and the other is missing a a hat. Mario gives the items to the respective owners. They then thank him and open the way to the Crystal Palace. Along the way to the palace, they meet Madam Merlar, who gives Mario the Star Stone, letting him reach the palace. Once inside, the group realizes that it contains many traps and puzzles involving Duplighosts and fake mirrors with real mirror effects. Once they reach the Crystal King at the palace's back, Mario defeats him for the final Star Spirit, Kalmar.

The final segment at the castle is simply a cutscene, as opposed to a playing experience. Bowser, enters Peach's room and tells her that if Mario comes, he will destroy him. Kammy informs him that Mario now has all seven Star Spirits. Bowser orders the Koopa Troop to their posts... and threatens to kill them if the princess escapes their vision. He then ties the Princess up to keep her out of mischief; Twink, furious, jumps out and tries attacking him... but it doesn't work on the big Koopa's hard, fleshy hide. Bowser hisses at Twink through bared teeth and swats him out of the window with his powerful paw. Soon he, Kammy and the Princess go upstairs to where Bowser first defeated Mario.

Chapter 8: A Star-Powered Showdown!
With the help of the 7 Star Spirits, Mario and the team reach Star Haven, acquire the Star Beam, and use the power of the Star Spirits to travel to Bowser's Castle. After going through the castle, falling for traps, solving puzzles, and getting attacked by Jr. Troopa one last time in the process, they finally find Princess Peach. Bowser fights Mario in the same exact spot where they fought at the beginning, but the Star Spirits' combined power now lets Mario stop Bowser's invincibility. Bowser takes Peach and flees, and the group follows him up to the castle roof to finish him off. Kammy then uses her Power Platform to pump Bowser up in both power and size; when he powers up with the Star Rod, Mario finds that the Star Beam is now uneffective. Meanwhile, Twink frees the Princess, and the two start to battle Kammy. Twink's attacks start out uneffective, and it falls to the Princess to help him. She uses her "Focus" power and makes wishes, which give Twink more power with each turn, to the point where Kammy's attacks become ineffective. Kammy remembers the secret of all Stars before her defeat-they get their power from the wishes of ordinary people. Twink urges the Princess to make a wish for "everyone in the Mushroom Kingdom". The Princess concentrates and prays her hardest; this action fills the Star Spirits with more power than ever. Twink joins them to create the almighty Peach Beam, which cuts through Bowser's enhanced power. After a long and hard battle that leaves Bowser snarling in pain, Mario recovers and returns the Star Rod to the Star Spirits, lets Bowser's Castle self-destruct and restores Peach's Castle to its spot and the rest of the world to its former peace as Bowser escapes. To celebrate, the Princess throws another party a few days later with a parade, featuring characters from the whole game. The adventure ends with Mario and the Princess together again at last, looking up at a beautiful fireworks display at Mario's house.

Battle System
Paper Mario introduced a new battle system. Mario and one partner of their choice fight against the enemies. Mario has HP and BP, while all characters share FP. FP is used for special moves, HP is Mario's life force and BP affects the types of Badges Mario can wear.

Each attack has its own "Action Command", which increases the damage if performed correctly. For example, for "Jump", the player must press A just as Mario is about to hit the enemy, and for Hammer, He must hold left and release at the right time. Mario can also decrease enemy damage by 1 by pressing A just as they hit him.

When Mario levels up, the player can choose to increase HP by 5, FP by 5 or BP by 3. The best idea is to upgrade BP with the occasional HP/FP boost until his BP is at maximum (30), then upgrade HP and FP.

When Mario and his team rescue a Star Spirit, they could summon them to use their powers against an enemy or two. Star Spirit Powers can be used if there is plenty of Star Energy. If Star Energy is used up Mario can use focus to regain Star Energy. Star Energy can also fill up as a battle progresses.

Eldstar
As his name implies, he's the elder of Star Haven and he's respected by all others.

He is the Star Spirit the Koopa Bros. guard.


 * Found in: Koopa Bros. Fortress
 * Boss required to defeat: Bowser??? and Koopa Bros.
 * Powers
 * Focus
 * Refresh: Needs 1 Star power.
 * Powers Obtained: Chapter 1: Storming Koopa Bros. Fortress
 * What Focus does: Boosts Star energy.
 * What Refresh does: Replenishes Mario's HP and FP by 5. Needs 1 Star power.

Mamar
Happy and kind hearted, she looks after the others.

She is the Star Spirit Tutankoopa guards.


 * Found in: Dry Dry Ruins
 * Boss required to defeat: Tutankoopa + Chain Chomp
 * Power: Lullaby
 * Power Obtained: Chapter 2: The Mystery of Dry, Dry Ruins
 * What it does: Puts enemies to sleep for a short time by singing a lullaby.
 * Star Power needed: 1

Skolar
As his name implies, like most scholars, he's always studying. He is the Star Spirit Tubba Blubba guards, but he escaped from Tubba Blubba's Castle and was searching for a way out in the Forever Forest and was captured by Boos, who promised to set him free after Mario and Co. defeat Tubba Blubba.


 * Found in: Boo's Mansion
 * Boss required to defeat: Tubba Blubba + Tubba Blubba's Heart
 * Power: Star Storm
 * Power Obtained: Chapter 3: The "Invincible" Tubba Blubba
 * What it does: Attacks all enemies, damaging 7 HP each.
 * Star Power needed: 2

Muskular
This young Star Spirit is always full of energy.

He is guarded by General Guy and his troops.


 * Found in: Shy Guy's Toy Box
 * Boss required to defeat: General Guy and his troops
 * Power: Chill Out
 * Power Obtained: Chapter 4: Trials in the Toy Box
 * What it does: Decreases enemies' attack power by 3.
 * Star Power needed: 2

Misstar
This young Star Spirit is pure hearted but strong.

She is guarded by Lava Piranha and his Lava Buds.


 * Found in: Mt. Lavalava
 * Boss required to defeat: Lava Piranha, Lava Buds, Petit Piranhas
 * Power: Smooch
 * Power Obtained: Chapter 5: Hot, Hot Times on Lavalava Island
 * What it does: Replenishes Mario's HP by 20 with a kiss.
 * Star Power needed: 3

Klevar
Young and-- as his name implies-- he is very clever and is always reading books.

He's the Star Spirit Huff N. Puff guards.


 * Found in: Flower Fields and Cloudy Climb
 * Boss required to defeat: Huff N. Puff + Tuff Puffs
 * Power: Time Out
 * Power Obtained: Chapter 6: Dark Days in Flower Fields
 * What it does: Immobilizes enemies for a short time.
 * Star Power needed: 2

Kalmar
Very warm hearted. As his name implies, he hates fights or arguments.

He is the Star Spirit the Crystal King guards.


 * Found in: Crystal Palace
 * Boss required to defeat: Crystal King and Crystal Bits
 * Power: Up and Away
 * Power Obtained: Chapter 7: A Star Spirit on Ice
 * What it does: Turns enemies into stars, knocking them out of battle.
 * Star Power needed: 2

Star Beam/Peach Beam

 * Power Obtained: Chapter 8: A Star-Powered Showdown!
 * What it does: Negates the effects of the Star Rod. During the final battle with Bowser, Star Beam has no effect against the Star Rod due to the device Kammy Koopa made. After Peach and Twink defeat Kammy Koopa, this power is upgraded to Peach Beam.
 * Star Power needed: None

Bestiary

 * See Paper Mario (Bestiary) for a list of all enemies found in Paper Mario. Also see the bestiary for bosses in the game.

Boss Battles (from start of game/chapter to end of game/chapter)
''NOTE: There are several must-do battles in the game where you must beat an amount of enemies in order to proceed or gain an item. These will not be recorded here. Also, the location as to where a boss if fought will be recorded.''

Prologue

 * Jr. Troopa, Goomba Road area
 * Red and Blue Goomba, Goomba Road
 * Goomba King and Red and Blue Goomba, Goomba King's Fortress
 * Magikoopa, Shooting Star Summit area

Chapter 1

 * Bowser???, Koopa Bros. Fortress
 * Koopa Bros., Koopa Bros. Fortress

After Chapter 1

 * Jr. Troopa, Pleasant Path

Chapter 2

 * Buzzar (optional), Mt. Rugged
 * Tutankoopa, Dry Dry Ruins

Chapter 3

 * Tubba Blubba, Tubba Blubba's Castle/Gusty Gulch

After or during Chapter 3

 * Jr. Troopa, Forever Forest

Chapter 4

 * Anti-Guy (optional boss), Shy Guy's Toy Box
 * Big Lantern Ghost, Shy Guy's Toy Box
 * General Guy, Shy Guy's Toy Box

Chapter 5

 * Lava Piranha, Mt. Lavalava

After or during Chapter 5

 * Jr. Troopa, Toad Town

Chapter 6

 * Lakilester (recruited after beated), Flower Fields
 * Huff N. Puff, Cloudy Climb

Chapter 7

 * Jr. Troopa, Shiver Snowfield
 * Monstar, Shiver Snowfield
 * Crystal King, Crystal Palace

Chapter 8

 * 3 Anti-Guy's (optional), Bowser's Castle
 * Jr. Troopa, Bowser's Castle
 * Bowser, Peach's Castle
 * Bowser, Power Platform

Other/Optional

 * Blooper, Toad Town Tunnels
 * Electro Blooper, Toad Town Tunnels
 * Big Blooper, Toad Town Tunnels
 * Chan, Toad Town Dojo
 * Lee, Toad Town Dojo
 * The Master, Toad Town Dojo
 * The Master, Toad Town Dojo
 * The Master, Toad Town Dojo
 * Kent C. Koopa, Pleasant Path

Badges

 * See Paper Mario Badges for a list of all of the badges found in Paper Mario.

Similarities with its predecessor
Paper Mario contains many elements that were lifted from Super Mario RPG: Legend of the Seven Stars, such as:
 * In fact, Paper Mario was originally going to be called Super Mario RPG 2, but wasn't due to legal reasons.
 * The Snowman Doll item was possibly inspired by Mallow's Snowy ability.
 * Mallow's Shocker ability returns as a usable item in this game, though in the English translation it is referred to as Thunder Rage.
 * As with Super Mario RPG, Bowser was the very first boss that was fought in the game.
 * After the cutscene that took place when Mario was defeated by Bowser, the Paper Mario logo was displayed in a similar manner to how the Super Mario RPG logo was displayed after Exor crashed into Bowser's Keep and destroyed the Star Road.
 * The Shy Guy riot in Toad Town was most likely inspired by Mack and the Shysters' takeover of the Mushroom Kingdom in Super Mario RPG: Legend of the Seven Stars.
 * Both Paper Mario and Super Mario RPG contain karate dojos.
 * The Master is Paper Mario's equivalent of Jinx, as they are both powerful senseis that are fought three times (with each battle getting harder), and are completely optional. The Master also plays Culex's role of hardest optional boss.
 * The plot of both games involve finding seven stars, and had something to do with wishes not being granted, due to what the games' main antagonists have done.
 * In both Super Mario RPG: Legend of the Seven Stars and Paper Mario, Bowser's castle was unreachable throughout most of the game(s). In Super Mario RPG, it couldn't be reached, due to the fact that the bridge was taken down. In Paper Mario, it was because it was all the way up in the sky.
 * During the second boss battle with Bowser, he has the ability to temporarily disable some of Mario's commands, similar to how Bowyer would disable certain button commands in Super Mario RPG: Legend of the Seven Stars.
 * Both games feature a volcano as a location where a star is hidden. Both areas had an escape sequence after locating the Star, though the reason behind it is different (in SMRPG, the Axem Rangers were escaping with the Star; in PM, the volcano was erupting).
 * A parade took place place during the endings on both games, and Luigi led them both. Both parades ended with a fireworks display.
 * Both Super Mario RPG: Legend of the Seven Stars and Paper Mario featured a Hammer Bro. who runs a quiz show.
 * During the parade in the ending of Paper Mario, Twink flew by with Mario and Peach waving at him, just as ♥♪!? did in Super Mario RPG: Legend of the Seven Stars.
 * Both games featured antagonist groups that were based off characters from TV series (the Koopa Brothers were based off of the Teenage Mutant Ninja Turtles, while the Axem Rangers were based off of the Mighty Morphin' Power Rangers).
 * In both games, the battle for the sixth star took place in the sky (the Axem Rangers battle and the Huff N. Puff battle).
 * Both games had a party member to fight against Mario first before joining him (Bowser and Lakilester).
 * Both Super Mario RPG and Paper Mario had three-headed Pirahna Plant bosses (Lava Piranha and Smilax).
 * Paper Mario, just likes its predecessor, happens to lack an Endless Play mode, where the player could continue playing the game after it's been beaten.

Ending
Mario walks in to the castle and is greeted by the Toad Minister who says that Princess Peach is coming out. As Peach comes out she says that, thanks to Mario and his friends, the Mushroom Kingdom is now at peace once again. Then an eight minute staff credit parade starts. Luigi walks on screen, dressed somewhat like a British guard, and signals the parade to start. A group of 2X3 Toads march on screen. The first two are playing trumpets. The second ones are the drum line. The last row is holding big banners in the air. Then the Star Ship used to travel to Bowser's castle appears, holding all of Mario's partners on it. Then three Toad girls who are twirling sticks walk by, followed by Chuck Quizmo and Vanna T.

After Chuck Quizmo and Vanna T., the Koopa Bros. are seen on a parade car similar to the Bowser tank, possibly made from the remnants of the Bowser??? but four Bob-ombs explode on them. Professor Kolorado and his wife are seen on top of the whale in the background, and Moustafa runs into Rowf and Rhuff. Tutankoopa is being chased by a Chomp (like in the game) and manages to avoid it. Meanwhile, in the background Buzzar is seen on a mountain, with three eggs in his nest, and they hatch. Tutankoopa then runs by being chased by three Chomps. Bootler enters the screen and Tubba Blubba appears to fly by behind him, but is really being carried by Boos. His heart frantically chases after his body. Afterward, a tree slides by with the Goomba King stuck upside-down in it, and the Goomba Bros. circling it. Goomba King falls out of the tree, stands up and joins the parade with his minions.

Afterwards, a Lavalava Island float slides by, with all the adult Yoshis on it (including the chief) except the red and purple adults. Raphael Raven and Lava Piranha alternate between peeking out from behind Mt. Lavalava. After the island goes off the screen, the five Yoshi kids jump off. Huff N. Puff and Gourmet Guy walk by them, and the Yoshi kids attack them with their tongues, shrinking Huff N. Puff, and leave. Gourmet Guy then pulls out a knife and fork and chases Huff N. Puff, intending to eat him. What appears to be the Crystal King appears next, but another Crystal King comes and reveals the first to be a Duplighost. The real Crystal King reveals the second as another Duplighost, but is then carried away by his Crystal Bits. Finally, Jr. Troopa and Kammy Koopa come onscreen, fighting using magic. Bowser rides by in his Koopa Clown Car between two juggling Hammer Bros. and two Koopatrol flagmen, and Jr. Troopa and Kammy Koopa's attacks collide on him, blowing him up and making the surrounding minions flee. He chases them off the screen, then an explosion can be seen, and a charred Jr. Troopa and Kammy Koopa are sent flying onscreen to the ground.

Afterward, the parade shifts to nighttime, in which a parade car is shown with the Star Spirits. Penguins are seen skating, followed by Mayor Penguin and his wife, as well as a second band of Toads (with the Pop Diva), two Amazy Dayzees, the sun, and Merlon, Merluvlee, Merlee, Merlow, Merle, and Madam Merlar on a stage with the Wise Wisterwood. Then, a stage slides by with General Guy, two Shy Guys of the Shy Squad, and four Groove Guys dancing. Following up are 16 more Shy Guys in the Shy Squad, and after they walk by, the straggler Shy Guy runs after them in his usual fashion. The parade ends with the same Toads from the beginning of the parade (with their spots flashing), followed by a float with Mario and Peach on it. Twink comes down, now a full-grown Star Kid, and Mario and Peach leave the float to go to Mario's house. Three more stick-twirling Toad girls and two more Toad flagmen are seen before the camera cuts to Mario's house, where Mario and Peach watch a fireworks display, and a THE END screen comes on. After a while "The End" shrinks and sits in the lower-right hand corner of the screen, and the fireworks continue until the game is shut off.

References to Other Games

 * Super Mario Bros.- Mario can go in the Ghost House transform into his appearance in this game- albiet coloured differently.


 * Super Mario Bros. 2- Shy Guys, Bob-ombs, and a Ninji, which originated from this game, made an appearance in Paper Mario.


 * Super Mario Bros. 3- When the Koopa Brothers fire Bullet Bills at Mario and his partners, a remix of the Koopalings' Airship theme plays. Paper Mario also includes the Boo species, which originated from this game. Clubbas themselves are a reference to the Spike enemies from this game.


 * Super Mario World- Fuzzies reappear.


 * Super Mario World 2: Yoshi's Island- Lava Pirahna seems to be based off of Naval Piranha.


 * Super Mario RPG: Legend of the Seven Stars- The battle system in both games is nearly identical, Mario can change his appearance to how he looked in Super Mario Bros. in both games and both games include collecting seven stars. Also, both games have a similar plot that involves the wishes of the Mario world, and that may be because Paper Mario was intended to be a direct sequel in development. Also, Star Hill and the Chancellor reappear, although they were renamed in the English version (possibly due to renewed copyrights).


 * Super Mario 64- Peach's Castle returns and is near identical inside, but without the paintings, both games begin with a letter from Peach. Bombette also appears to have a resemblance to the Bob-omb Buddies, and may be a reference to them. A female Toad at the beginning of the game comments that the last party that Peach threw together was also great, which may be another reference.

References in Later Games

 * Super Smash Bros. Melee- Paper Mario appears as a trophy.


 * Super Mario 64 DS- The Goomba King returns, though with a far more competant personality.


 * Mario Pinball Land- Koopatrols return.


 * Mario Party 5- The Star Spirits appear.


 * Mario Party 6- Whacka returns.


 * Paper Mario: The Thousand-Year Door- Parakarry makes a brief cameo at the beginning of the game, and delivers a letter to Mario from Peach, just like the previous game. Lady Bow also makes a cameo appearance, and makes a direct reference to Boo's Mansion, as well as the adventure they had. There is also a random Toad at the Excess Express (after Chapter 6 is completed) that will ask Mario a quiz question, ("What did Bowser steal in the first Paper Mario?"), and the answers is, "Star Rod". The video game-obsessed Toad kid from Petalburg also mentions that he's been playing this game, describing Bow as the "cutest Boo of ALL TIME!!!" Jr. Troopa also appears in the background in the picture that Zip Toad attached to his e-mail. The Goomba King is also mentioned in Luigi's travels, although this was lost in translation.


 * Mario & Luigi: Partners in Time- Star Hill appears once again and is north of the castle just like in this game.


 * Super Paper Mario- Every partner here returns as a Catch Card in this game. Francis also has posters of Lady Bow and Bootler in his castle. Tubba Blubba was also mentioned, and had his own TV showed called, "The Blubbening".


 * Super Smash Bros. Brawl- Kooper, Lady Bow, and Kammy Koopa appear as Stickers.

Quotes
For a full list of quotes, see here.

Trivia

 * This is the only Mario RPG game that has Bowser as the main antagonist. In all of the other RPG games Bowser is either an ally, a minor foe, or a penultimate boss.
 * Several characters have appeared in 3D in other non-Paper Mario games:
 * The Goomba King reappeared in Super Mario 64 DS though he is called Goomboss.
 * Koopatrols reappeared as enemies in Mario Pinball Land.
 * Whacka has reappeared on a board in Mario Party 6.
 * Many Paper Mario characters, enemies, and possibly dreams of their locations make at least a cameo appearance in Mario Party 5. Most notably, the game is hosted by the Star Spirits, marking their only appearance outside Paper Mario.
 * This is the only Paper Mario game that has no optional characters.
 * This is also the only Paper Mario game that does not have endless play mode, where the player can continue playing the game even after the final boss is defeated.
 * Mario gains no star points from the final battle, although it is the toughest battle in the game. This is probably because the adventure is over, and the points will not aid Mario anyway.
 * At the beginning of Super Paper Mario, all of Mario's partners, as well as his ones from Paper Mario: The Thousand-Year Door, are all seen together in a photo.
 * In the beginning of the game, Mario's house says "Mario" on the sign above the door, but later after the credits and parade, Mario and Peach return to his front porch watching fireworks, but his house now says, "Mario's" with the added 's.
 * This is the only Paper Mario game where no chapter boss (other than Bowser) is fought twice.
 * When Mario fights Bowser for the second time (and the first time he beats him in this game), Bowser says "Witness the power of this fully operational Star Rod!" This is a reference to Star Wars, as Emperor Palpatine says a similar line about the Death Star.