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While Mario and Pit are chasing the Halberd, Kirby and the rescued princess find themselves straight in the path of the battleship! They manage to land on the ship, but they certainly won't be staying there for a long while.

On the Halberd[edit]

This section of the level is short and simple. Simply run right across the length of the Halberd. A cutscene will trigger once you move pass the ship's main cannon.

An Arwing engages the Halberd in battle, swiftly evading the shots of its many cannons. However, the ship's main weapon, the deadly Combo Cannon, launches its extendable metal arm, striking the Arwing from below. Having lost control, the Arwing veers on to a crash course with Kirby and the princess! They manage to narrowly avoid the spacecraft, but are swept off the Halberd by the slipstream, plummeting into the clouds below.

Swimming in the clouds[edit]

Start running to the right as the section starts, defeating a few Primids along the way, until you come a blockade of stone blocks. These blocks can easily be destroyed by attacks, letting you continue onward. Beyond the blockade is some Glunders and Primids. Fall to the bottom of the structure and run to the right to find a room with a blue item block, which contains your first extra life!

Go down the path to the left to move on in the level. You will encounter a Poppant for the first time here. These cowardly enemies will throw candy and weak, usable items at you, some of which are harmful if you get hit by it. Catching up to it can be difficult, but it can drop Food when defeated, letting you heal up. The path will soon open into a wide clearing and you will be assaulted by another new enemy, the Feyesh. These eyeball fishes attack with their electric tentacles, doing more damage and knockback the more tentacles they use to attack.

Another new enemy will be introduced soon after you defeat the Feyesh, and that is the Towtow. These ram-like enemies look harmless when sleeping, but they will relentlessly charge at you if awakened by an attack. Dispatch them by charging up a strong attack while they're still asleep. After the Towtow is several stone blocks that form platforms. Avoid destroying these blocks. Instead, use them to reach a gap in the ceiling of this area, which leads to a secret door that contains two blue item blocks.

Back outside, drop down and continue to the left, defeating any enemies along the way. You will soon reach another destructible stone blockade, which lets you fall down to a lower level. There is another large area with various stone structures, and you can find a random item behind several stone blocks in one of the alcoves. Drop down to the bottom of the structure and continue on to the right until you reach the door to the next section.

A cloudy hillside[edit]

You will end up on a hill rather than in the sky. Move to the right, taking care of the Spaaks and Poppants in your path. You will eventually reach some cloud platforms that appear periodically. Jump across these platforms when they appear to reach a stone ledge, then fall off the right edge to land on some breakable stone blocks with a blue item block on top. Break the blue item block to access its contents, but be careful not to break the blocks you're standing on to avoid falling to your death.

Jump back on to the ledge using the cloud platforms, then fall off the left edge this time. A dark portal will spawn, the first of many in your adventure, which will continuously generate enemies until you destroy it. In this case, it spawns Mites, another new enemy. Mites are tiny fighters that do little damage and knockback with their attacks. While they're a pushover on their own, they can be a major nuisance in large numbers, so destroy the portal quickly before it spawns enough Mites to overwhelm you. Defeat any remaining Mites, then move to the left to advance.

There will be a few more Mites and some Primids as you continue your downhill descent, but there will be a new threat: boulders. These giant rocks fall from the sky, which can harm you if you're within its path. Watch out for the traces of falling dirt that precedes it, and hide under platforms when it falls. Once the path ends, you can go up the platforms to the left to reach an alcove with a blue item block. Fall down to the lower path to continue.

You will be trapped in battle with another Mite-spawning portal, but now there are also Glunders thrown into the mix. Make the portal your top priority so that you don't get overwhelmed by a swarm of Mites and Glunder sparks. Once you've defeated all the enemies, move to the right, taking out any Feyeshes that attack you. You will encounter more falling boulders, but these boulders will now roll down the hillside instead of breaking when they reach the floor. Jump on the various platforms and climb the ladders along the path to avoid them.

Once you've passed a bottomless pit, you will be safe from the boulders, but you'll have to defeat one final Greap before you can reach the golden door. Once again, dodge its scythe attacks and concentrate your attacks on its head to defeat it quickly. After you take out the Greap, enter the door to clear the level.

There isn't any fancy cutscenes at the end of the level, so you will go straight to the results screen. Unfortunately, there won't be any new additions to your party, since Kirby and whichever princess you rescued will already be in your group after the Midair Stadium.