Here I will go through all the necessary pre-battle preparations you need to
do, as well as the rationales behind them.
For those of you who want it quick and easy, just scroll down to the Summary
section where I simply listed my recommended setup. If you find that you are
missing something, or have doubts about some points in my list, then refer to
the relevant section for an in-depth explanation.
Once you disembark in Neverland, switch Donald for Peter Pan in your party.
Your line-up should be some combination of Sora, Goofy and Peter Pan.
(You don't need Donald)
Next, load up all characters on Ethers. Yes, every single space available on
Goofy, Peter Pan, and Sora. That means you should have about 21 Ethers
loaded up in total. If you don't have that many, please go back to Traverse
Town and buy some, you should have plenty of munny at this point in the game.
(You don't need anything other than Ethers)
Okay, the idea here is to get Sora's MP value as high as possible without
sacrificing too much defense or attack range. For his Keyblade, any
MP-raising medium length blade is good. Avoid short blades such as the
Spellbinder, because you will have trouble aplenty trying to hit the Phantom.
Flying is already hard enough, don't make this any harder than it has to be.
For this purpose I would recommend the Lady Luck, which is easily obtainable
in Wonderland (Alice's World).
Of course, other Keyblades such as the Oathkeeper should work fine too, but
the more MP the merrier. Remember, more MP doesn't only mean that you'll,
well... have more MP, but it also increases the power of your magic. That
means (1) you'll have more time between Stop(ra)ing the clock hands to beat
on Phantom, and (2) your spells will do more damage to Phantom each time you
attack him with magic, thus reducing the number of times you actually need to
Stop(ra) the clock hands.
Using the same principle, choose Sora's accessories, making sure to remove
all accessories on all other characters so that you will get the best pick.
Some people have a habit of equipping guest characters such as Ariel and
Aladdin with good accessories, but forget to retrieve them before leaving the
respective worlds. If you belong to this category of people, then please go
on a trip to get your goodies back. It may be well worth the effort.
For Goofy, give him accessories to optimize max HP. Also, if you have
MP-boosting accessories left over after Sora's pick, give Goofy one of them,
or however many is necessary to raise his max MP to 6 or above. You can use
a weapon to do this too, in which case you'll have more slots to increase his
defense and max HP. The Dream Shield is not hard to get, and I recommend it
for this purpose.
For Peter Pan, optimize attack. As long as Phantom cannot kill him in one
hit, his defense is high enough. Of course, having a higher defense doesn't
(You don't need Magic resistance, high AP, very high Strength)
First, unequip all special attacks on Sora. Then, unequip all abilities
requiring the  (square) button. All of these cannot be used while flying.
Lastly, unequip all Combo Pluses. They delay you from getting your last
swing out, which does the most damage and covers the most area in a single
hit. Since the Phantom's vulnerable cycle is always 3-part, any combo with
more than 3 hits is superfluous anyway. This should give you plenty of AP
for the things that matter: Second Chance, MP Rage, MP Haste, Scan, Critical
Plus, Blitz, and Beserk. That is the order of their importance, from most to
least. If you have multiple copies of these abilities, feel free to use all
of them. Anything not listed here is unnecessary.
For Goofy, remove all special attacks. Also remove all treasure hunting
abilities such as Lucky Strike, Treasure Magnet and Jackpot. The Phantom is
not about to drop any goodies for you, so forget it. You should then have
enough AP for all the MP Rage and MP Haste that Goofy has. Most important,
however, is MP Gift. It practically triples the effects of all the Ethers
you stocked up in part b)! I'm serious! Also important are Second Chance
and Second Wind, in that order. Lastly, add Beserk if you have enough AP
left. Just for the hell of it.
For Peter Pan, remove all abilities that will cause him to use up MP. This
is to ensure that Goofy's MP Gift is always directed towards Sora and not
wasted on Pete's worthless behind instead. Everything else can be equipped
without much harm. Or benefit, for that matter.
(You don't need Special attacks (any ability that consumes MP to deal
damage), treasure-hunting abilities,  button
abilities, (Aerial) Combo Plus)
This is arguably the most important part of the setup, simply because it is
the most often neglected.
For Sora, setting up his quick spells may be useful in many situations, but
in this case it is critical. Assign Stopra to the /\ (triangle) button, Fira
to the  button, and Cura to the X button. Here I must admit that I have
not tested the strategy without first upgrading Stop to Stopra.
Theoretically, using my strategy, it is possible to beat Phantom without
Stopra, but I don't see the point in it (other than for the challenge).
Anyway, it does not matter hugely where you assign these three spells, as
long as they are in a position you are comfortable with. For me, X is the
panic button, so Cura is a good spell to have there.  is more accessible
than /\, so Fira, the attack spell, should go to . Stopra is probably the
spell you will use the most often in this battle (it's between that and Cura,
depending on your skill level), so it most definitely warrants a hotkey.
In fact, Fira does not need to be hotkeyed. As long as one of the 3 attack
spells (Fira, Blizzara and Thundara) is assigned to a button, and you are
comfortable with it, the strategy should work. I recommend Fira because it
is the cheapest to cast, and also the hardest to connect. On top of that,
Fira is at the highest position on the Magic menu. In this battle, you will
have to switch between the 3 spells constantly, so assigning Blizzara to a
hotkey is not such a good idea, because it means you will have to spend time
shuttling the cursor between Fira and Thundara on the Magic menu during
combat. That said, I did in fact use Blizzara as my quick spell when I first
created this strategy, simply because I was the most used to having Blizzara
in that position. In retrospect, however, Fira would have worked much
For Goofy, you'll need to overhaul his priorities completely. Set Regular
Attacks to Constantly, Special Attacks to Occasionally, Shield Techniques to
Frequently, and Support Actions to Constantly. HP and MP Items should both
be set to Only in emergency. The rationale is simple: you want Goofy to use
his MP Gift as often as possible, and to be chasing after the Phantom
whenever he's not doing that. If he gets an attack in, or gets hit, his MP
will recover, and remember, one point of his MP is equals 3 of yours, so use
that to your advantage.
Setting Shield Techniques to middle priority is just to reduce the randomness
of the AI. In English, it means that is just my preference. As long as you
don't set its priority at Constantly, Goofy should do exactly as you want him
For Peter Pan, set Regular Attacks at Constantly, Special Attacks at
Frequently, Defensive Moves at Occasionally, and both HP and MP items at Only
in emergency. Theoretically, only Normal Attacks and MP items should matter
for this battle, but again, I like to make the AI more predictable.
If all this is done right, Goofy will use MP Gift whenever you are down to
1 MP or less, and he and Pete will use Ethers only when someone reaches 0 MP.
Therefore, there is a very high chance that Pete will use his Ethers on Goofy
instead of you, which is precisely what you want. However, there is a chance
that they will both use Ethers on Goofy at the same time. Hence, it is a
good idea to equip Goofy so that he has a max MP of 6 or more so that the
"overflow" is reduced.
The final setup should look like this:
|| Sora | Goofy | Peter Pan ||
|| Ether | Ether | Ether ||
|| Ether | Ether | Ether ||
|| Ether | Ether | Ether ||
|| Ether | Ether | Ether ||
|| Ether | Ether | Ether ||
|| Ether | Ether | Ether ||
|| Ether | Ether | ||
|| | Ether | ||
|| Y Lady Luck | U Dream Shield | / Dagger ||
|| 0 Rune Armlet | 0 Gaia Bangle | 0 Golem Chain ||
|| 0 Ray of Light | 0 Master Earring | 0 Power Chain ||
|| 0 Magic Armlet | 0 Angle Bangle | ||
|| | 0 Energy Bangle | ||
|| * Critical Plus | * MP Gift | * Critical Plus ||
|| * Blitz | * MP Haste | * Critical Plus ||
|| * Scan | * MP Rage | * Critical Plus ||
|| * MP Haste | * MP Rage | * MP Haste ||
|| * MP Rage | * Berserk | ||
|| * Berserk | * Second Chance | ||
|| * Second Chance | * Second Wind | ||
|| /\ Stopra | Regular Attacks: | Regular Attacks: ||
|| | Constantly | Constantly ||
||  Fira | Special Attacks: | Special Attacks: ||
|| | Occasionally | Frequently ||
|| X Cura | Shield Techniques: | Defensive Moves: ||
|| | Frequently | Occasionally ||
|| | HP Items: | HP Items: ||
|| | Only in emergency | Only in emergency ||
|| | MP Items: | MP Items: ||
|| | Only in emergency | Only in emergency ||
This is a basic setup. If you have better equipment, feel free to substitute
those on my list. This configuration worked well for me at level 56. It
should work regardless of level though, as long as you have Second Chance on
Sora, and MP Gift on Goofy, and some MP-boosting equipment. Now, on to
Alright, I will describe each of the Phantom's moves, and then explain how to
counter them as I go along.
First off, its sudden-death move that is popularly (or notoriously) known as
Doom. It will always start with this move, and it will always target Peter
Pan first, regardless of what position Pete is in your party. If you let the
timer run down, Pete is gone for the rest of the battle, and cannot be
revived by any means. In fact, he can't even be targeted, and his portrait
will just disappear. Then, after a "silent" count, Goofy will get a Doom
clock on his head, and when it runs out, he will join Pete in
never-ever-land. Another "silent" count, and then the timer will be on
Sora's head. When that runs out, game over.
The secret behind surviving this "attack" is to stop the timer before it runs
out. Literally. Once the battle starts, rush towards the clock hands
IMMEDIATELY! Yes, those big ones on the Clock Tower. If they are spinning
rapidly, target them and cast Stopra. If they are not spinning, target them
and wait. You can target the pivot of the hands on any of the 4 faces on the
clock, simply by locking on when you are near them. Sometimes the lock on
will target Phantom instead. If and when this happens, press R2 to switch
targets until you lock onto the clock face nearest to you. Sometimes, R2
will not work, in which case use L2 instead. Once you get the clock face, if
the hands are spinning, cast Stopra. If you can't cast the spell while
locked on, that means you're too far away, so move closer to the center of
the clock, and then try casting again. You only need to Stop one face on the
clock, and the timer will be held down until the Stopra spell runs out.
Note this: there are times when the hands will spin even though you don't see
a count above anybody's head. This is what I call a "silent" count, and it
is sort of like a rest period between the Phantom's casting Doom. Think of
it as extra time for you to make errors. Stopping the hands at this stage
will work just as well as stopping them when you can see the numbers above
Pete's head. So the rule is, if they are spinning, cast Stopra.
Next, the Phantom will fly around at dizzying speeds, always keeping a
certain distance from you. After a while, it will charge at you, then either
hit you from the front, or fly over you and then hit you from behind. Then
it will fly away and repeat this pattern.
Now, there are 3 things you need to know before I explain how to fight the
First of all, the fighting arena is NOT infinite. There are invisible walls
around the Clock Tower, such that you are essentially flying around in a
cube with a tower through its middle. So when "running away", release all
lock ons and fly AROUND the Clock Tower so that you put the tower between
yourself and the Phantom. Alternatively, you can fly into the corridor
where Wendy used to hang out. The Phantom is too big to fit in there, so
you should be safe.
Secondly, the only way to hurt the Phantom is to hit it in the balls. Well,
technically it has got just one, so... Anyway, if you don't see a glowing
sphere where its balls should be (if the Phantom were male, that is), then
the Phantom is invulnerable during that time. If you do see a glowing ball,
then you should prepare to attack. There are 4 posssible colors that the
ball takes on: red, blue, yellow and white. When it is red, only fire can
damage it; when blue, only ice can; yellow, thunder; and white, physical
Thirdly, the ball will change color instantly every time you hit it. What
color it changes into is completely random. It will change this way twice,
and after the third hit, the Phantom will stagger back, and that will be the
end of one "attack cycle". Then the Phantom will either fly around without
a ball and attempt to hit you, or it will retreat to a clock face and sic a
pink "heat-seeking worm (HSW)" on you. Whichever the case, it will only try
once, after which it will turn a 360 and create a new ball.
Now, when it is circling around you, don't bother to catch up to it. Just
stay in one place, lock on to Phantom, and wait. If you have not stopped
the clock yet, DO IT NOW! It is imperative that you Stop the clock before
attempting to deal with Phantom itself.
While you are waiting, look at Phantom to see what color his ball is. If
there is no ball, then RELEASE THE LOCK ON and retreat. If you don't
release the lock on, you will have trouble "running away" because you won't
be able to see where you are flying. If the ball is blue or yellow, calmly
go to your magic menu and select the appropriate spell, then wait. If it is
white or red, then then prepare yourself for the Phantom's charge.
Once it charges at you, get your fingers ready. For red and blue balls, let
the spell rip as soon as the Phantom comes within spell range. For yellow
and white, wait until it gets close before you cast or hit. If you miss, do
it again. And again. And again. Until either you hit or the Phantom flies
out of range again.
For white balls, it is somewhat trickier. If you are very good at the sword,
then swing while the Phantom is charging you. I'm not particularly good at
timing my swing (and this devil is really fast), so I opt for the second
method: wait for the Phantom to stop before swinging. This works because the
Phantom rears back before slashing, giving you about a 1-sec window to get
your blade in. If the Phantom stops in front of you, this is fairly
straightforward. If it passes over you and stops behind, then you have to
swing on instinct because it will be hard to tell exactly when it stops.
Once your magic connects, mark the color change on the ball. If it is the
color of magic again, calmly switch to the appropriate spell, get within
spell range, and cast. Whenever a hit connects, the Phantom will stagger a
little, so you should have plenty of time. If for some reason you know your
hit connected but your view is obscured, then just fire all three spell types
off in succession. If your view is still obscured, do this again. Then
release lock on and "run away".
If the ball turns white after a magic connects and you are at some distance
from the Phantom, close in quickly and swing only when you are sure you will
hit. If you miss, the Phantom will have enough time to get away. Make sure
your swing connects. The Phantom should stagger long enough for you to take
When a physical attack connects, just follow through the combo until you
finish it, or until your attack bounces off the ball. Quite often, the
Phantom's ball will turn white 3 times in a row, so if you do a 3-hit combo,
the last hit will do more damage. If you bounce, switch to the appropriate
spell and blast away.
After the third hit, the Phantom will fall backwards and be stunned for a
while. This marks the end of one "attack cycle", and it means time to "run
away". After the first "cycle", Phantom will chase and try to hit you once.
If you just keep flying around the tower in a wide arc, it will miss. Once
you see that it misses, turn around to face it, lock on to it, and repeat the
After every second "attack cycle", the Phantom will fly to the nearest clock
face and summon a pink heat-seeking worm (HSW). Aside from the Doom clock,
this is the most devastating attack the Phantom has. Don't ever get a HSW
stuck onto you. On Expert mode, it is almost certain death. If you ever do
get one stuck to you, fly through the clock corridor and hope that the walls
and pillars will knock the HSW off.
To avoid getting the HSW on you, everytime you see the Phantom return to the
clock face and hunch over, release lock on and fly at top speed to a safe
place on an adjacent clock face.
TOP VIEW | ^ ^ ^ ^ ^ ^ | @ : each of the 4 clock faces
of Clock Tower | < |=======| > |
| < | |===| | > |
@ < | |(.)| | > @
| < | |===| | > |
| < |=======| > |
safe place--> O | v v v v v v | O <-- safe place
Staying close to the tower, move towards the corner closer to where the
Phantom is, and turn the camera so that you can actually peek at it while it
is summoning the HSW. The mindless HSW will just take the shortest route
towards you and fizzle against the tower walls. Then the Phantom will do a
360 and create a new ball, so you repeat the attack process.
* Some people have told me that Aeroga reflects the HSW. However, since
Aeroga costs 2 precious MP, I would advise against using it. If the HSW
really bothers you that much, then this is a good thing to know though.
Now, whenever the Phantom is summoning a HSW, it is a good time to Stop the
clock again, even if the hands are not moving. Remember, the Stopra spell
doesn't last forever, so you'll have to Stop the clock every now and then.
Doing this when the Phantom is not bothering will save you a lot of trouble.
Depending on how high Sora's max MP is, the Stopra will last different
durations, anywhere between 2 to 4 "attack cycles". Of course, this also
depends on how fast you can damage the Phantom and put it through an
"attack cycle". Just make sure the clock hands are not moving, and get used
to how long your Stopra lasts by trial and error. If you are not sure, then
it is a good idea to Stop the clock once for every 2 HSW the Phantom summons,
even if the hands are not moving. Don't worry about overspending MP because
21 Ethers and Goofy's MP Gift are more than enough to tide you through.
Repeat these steps until you win. Goofy and Peter Pan will loosely follow
the Phantom and try to attack it, and sometimes they can save you a lot of
work. However, the Phantom seldom attacks them directly, so don't worry too
much about them. If anyone gets hurt, Cura him. As long as the Phantom is
not charging towards you, you have plenty of time to Cura. When Goofy runs
out of MP, wait 10 sec for someone to use an Ether on him. If nobody does,
that means either they're all out of Ethers, or they're all dead, or some
combination of that. Cura them to wake them up, and if they are really out
of Ethers, then use one on Goofy. You shouldn't ever need to use Ether on
yourself. It is a waste. If you have only 1 MP left and you need to cast
Stopra, and Goofy doesn't seem interested in giving you his MP, then just
Cura Goofy until your MP goes to 0. He will then be sure to give you an MP
Gift for your effort.
Sometimes, you may find that your spells miss even though they seem to hit.
This is probably due to the fact that the Phantom's cloak blocks magic to a
certain degree, or the angle of your spell is slightly off. If this happens,
descend or ascend slightly until your head is at about the Phantom's waist
With this strategy, the Phantom will go down in about 20 minutes.
For defeating the Phantom, you get 9999 experience and your Stopra gets
upgraded to the final Stopga. It has limited uses, but it helps to get
Donald's Dream Rod, which is pretty good.
Frequently Asked Questions:
Q: Where do I find Lady Luck?
A: Lady luck grants +2 MP, and can be found before Phantom is unlocked. It
is in Wonderland, under a White Trinity. To get there, examine the
"night scene" painting in the sideways Bizarre Room. If you're on the
wrong side of the Bizarre room (ie. you can see the painting on the
ceiling), then just jump into the fireplace, and it'll bring you to the
Q: Should I use Donald?
A: No. Because you will be Doomed. Because Donald will use up all his
Ethers on himself. Because he will burn all his MP in the first 3 sec.
Q: But I want to use Donald... so can I?
A: Well, go ahead and use Donald if you like, but my whole strategy is
centered around Goofy's MP Gift ability. If you want to use Donald, then
most of the info in this guide will be useless to you.
Q: Help! The pink thing that Phantom summons keeps following me and killing
me! How do I get rid of it??
A: I call that thing a heat-seeking worm (HSW), and to get rid of it you can
try to knock it off on the walls of the Tower. The best way to get rid of
it though is simply to avoid it entirely before it gets to you. For more
info read part 6. of this guide, or do a search for "HSW" on this page.
Q: Why not use Ragnarok against the Phantom?
A: It is redundant. It costs 3 MP. More than 75% of the time, Phantom is
immune to it. Even when Phantom is not immune, AT BEST only the first 3
hits of the Ragnarok will connect. But the strongest blows in the
Ragnarok are at the end. This translates to 3 MP for 3 physical blows
that do only a little better than your regular physical attacks. Why use
Ragnarok against the Phantom?
Q: Aeroga deflects the HSW, and also prevents damage. Why not hotkey it?
A: Well, the Phantom battle is all about keeping the clock Stopped. And
that's all about MP. Aeroga costs 2 MP. It also reduces damage, which
means reducing the turnover of your MP Rage. It may deflect the HSW, but
the HSW is not hard to avoid anyway. As long as you have Second Chance,
and a high max MP, Cura(ga) is definitely more MP-efficient than Aeroga.
The Phantom doesn't have deadly attack combos, so you'll always have
plenty of time to heal. Therefore in this battle, Aeroga is more of a
hindrance than help.