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"Toffee" is the seventh episode of the third season of Star vs. the Forces of Evil.

It premiered on July 15, 2017, as part of the television movie Star vs. the Forces of Evil: The Battle for Mewni.[1]


Ludo's tyrannical reign over the Butterfly Kingdom reaches a tipping point when Star returns to her castle. Star must summon all of her strength to save her home and family.


Some time after Ludo has seized the Mewni royal throne, he orders a choir of Mewman children to sing songs in his honor, but he tosses them into the sky with Levitato when they sing off-key. By this time, Ludo has assumed complete control of the kingdom and commanded the people to worship him. On his way to the throne room, Ludo gets ambushed by a person in a rat costume. The person in the costume reveals themselves to be Star Butterfly, who demands to know where her father is. However, Star is quickly captured by Ludo's spider, and, following his wand's orders, Ludo has her imprisoned in the dungeons. As Star is carried away, she warns Ludo that Toffee is controlling him through his wand.

After Star is imprisoned in the dungeons, another person in a rat costume appears outside the dungeon doors and knocks out the rat guard. This person enters Star's dungeon cell and reveals themselves to be Marco, much to Star's delight. Marco frees Star from her chains, and the two reunite with a warm hug. Marco tells Star what happened to her father and introduces her to the resistance movement consisting of himself, Ruberiot, Foolduke, and the mime girl. Together, the four come up with a plan of ruining Ludo's credibility, but Star says they need to get rid of Toffee. Just then, Ludo enters the dungeon cell and discovers the five hatching a plan. Marco, Ruberiot, Foolduke, and the mime girl are locked up while Ludo drags Star away with Levitato.

On one of the castle balconies, Ludo continues his earlier conversation with Star about the wand in his hand, and Star reveals that Toffee is inside the wands. As Ludo wonders how to get him out, Star recalls the last time she faced him and comes up with an idea. She takes Ludo by the hand and starts casting the Whispering Spell.

Meanwhile, Buff Frog and Queen Moon appear to break Marco out of the dungeon (leaving Ruberiot, Foolduke, and the mime girl behind), and Buff Frog carries the three of them up to a castle balcony adjacent to the one Star and Ludo are on. When Moon realizes that Star cast the Whispering Spell, she yells at Star to get away, but it's too late. Just like in "Storm the Castle", the wand fragment in Ludo's hand begins releasing massive power and explodes, reducing that part of the castle to a crater. Buff Frog carries Marco and Moon down to the crater, where they discover only Ludo's body with pink glowing eyes. Star appears floating in a pool of black sludge with small globs of gold, and her voice comes out of Ludo's mouth when she speaks. Star is unsure of where she is, but Moon assures her that they'll find her.

All of a sudden, the connection between Star and her loved ones starts to break up, and the giant form of Toffee appears out of the black sludge that Star is swimming in. Toffee explains that the sludge is all the magic he drained from the universe and corrupted, with only small gold traces of untouched magic remaining. Toffee re-assumes control of Ludo's body and demands his finger back in exchange for Star. Despite Star's unheard protests, Moon gives Toffee his severed finger. As the finger binds to Toffee's hand, Toffee leaves Star behind in the wellspring of corrupted magic, and his body completely regenerates. He spits out Ludo's body and crushes the drained wand crystal to dust. When Moon and Marco demand to know where Star is, Toffee tells them she's gone and walks away.

Distraught by her daughter's supposed death, Moon loses her temper. As her cheek diamonds turn black and the black veins on her hands crawl further up her arms, she attacks Toffee in a blind rage. However, Toffee dodges and catches all of her punches. Using Star's wand, Moon attempts to cast her darkest spell on him again, but all of the wand's magic is gone, and it has no effect. Marco, equally upset by Star's "death", punches a hole straight through Toffee's chest, but Toffee instantly regenerates and tosses Marco aside. After immobilizing Moon as well, Toffee begins to leave. Ludo grabs him by the leg and asks if he had any part to play in all of this, and Toffee coldly answers "no" before walking off.

Back in the pool of black sludge, Star swims around helplessly until she discovers one last piece of untouched magic still floating in the well. She desperately swims toward it and dives far below the surface of the water to seize it, but she runs out of air and starts to drown. Meanwhile, in the outside world, Queen Moon tries to reassemble the pieces of the wand in a last-ditch effort to bring Star back, all while crying tears of sorrow.

In an unknown pitch-black space, Star wakes up to find Glossaryck making stew in a cauldron. In this strange place that even Glossaryck doesn't know, Star believes she's dead. Since there's nothing to do about her situation, Glossaryck tells her to eat some stew, but Star refuses as long as Toffee is still terrorizing her friends and family. Suddenly, the small piece of magic appears inside the stew, and Star believes Glossaryck is just playing another of his mind games to teach her a lesson. She "dips down" into the stew to grab the last piece of magic, and she uses her inner magic to release tremendous magical energy and create another Millhorse.

At the Sanctuary, the black sludge suddenly turns gold, and the Magic High Commission's bodies appear out of their pods as they begin to rejuvenate. The wand in Queen Moon's hand raises into the sky, bursts into pieces, and reassembles to form a brand new magic wand with a whole star crystal. Star suddenly emerges from the wellspring and takes on a new mewberty form with six arms and brilliant gold butterfly wings. With her upgraded wand, Star takes aim at Toffee and shoots him with an obliterating blast of magic that reduces him to bones and melted flesh. Star collapses with exhaustion, and Marco, Moon, and Buff Frog rush over to greet her, overjoyed that she's alive.

Toffee crawls toward Star and her friends, laughing and still confident that he's won, but Ludo finishes him off by dropping a stone pillar on him. As Star, Marco, and Buff Frog wonder if Toffee's truly been destroyed, Queen Moon feels pain from the black veins on her arms and runs off, recalling her deal with Eclipsa. Ludo asks Star to use his dimensional scissors and throw him into the void again, saying he needs to do some soul-searching. After Ludo sets his eagle and spider minions free, Star throws Ludo into the void with a bag of Gold'n Crispz and wishes him good luck. Finally, all the people that Ludo sent away with Levitato, including King River, return to Mewni on the backs of eagles, who have made River their king. King River asks the others where Moon is, but she has apparently disappeared.

In the final scene, Moon races to Eclipsa's crystal prison and is relieved to see that she's still imprisoned. However, when Moon walks away, Eclipsa's crystal prison starts to crack.


Major characters

Minor characters

Production notes



Title in other languages

Language Title Translation
Dutch Toffee Toffee
French Résistance Resistance
Hebrew טופי Toffee
Japanese トフィー Toffee
Korean 토피 Toffee
European Portuguese Toffee Toffee
Thai ทอฟฟี่ Toffee


View the episode transcript here.


Click here to view the image gallery for Toffee (episode).
Click here to view the gallery.


  • This episode marks Toffee's last physical appearance.

Revelations and continuity

  • Star mentions the events of "Face the Music" in the dungeon scene.
  • Star uses the Whispering Spell to destroy the wand fragment in Ludo's hand.
  • The black veins on Queen Moon's hands travel further up her arms.
  • Star's wand gets an upgrade and new design for the second time.
  • Toffee is destroyed, and the magic of the universe is restored.
  • King River returns to Mewni and is now king of the eagles as well.
  • Ludo parts ways with his eagle and spider minions and Star tosses him back into the void upon his request.
  • Eclipsa's crystal prison is shown to have started to crack.


  • Ludo's portraits are allusions to the Bible.
  • Marco rescuing Star from the dungeon while disguised as a rat is similar to Star Wars: Episode IV – A New Hope when Luke Skywalker rescues Princess Leia from her prison cell while disguised as a Stormtrooper.
  • The sequence where Star transforms into her mewberty form is inspired by the transformations in the Sailor Moon anime.


  • Just before Toffee is hit by Star's blast of magic, the middle finger on his right hand appears severed again despite it being restored earlier.
  • When Toffee is reforming from his finger, the crystal on Ludo's hand is still green despite cracking earlier.
  • When Buff Frog, Marco, and Moon see Star's new wand, Moon's cheek marks are red instead of pink.
  • In "Moon the Undaunted", Eclipsa's right hand was in front of her torso after being crystallized again. When Moon goes back to her crystal, Eclipsa's right hand is to the side.


  1. Joseph Schmidt (2017-05-26). Exclusive: Star Vs. The Forces Of Evil TV Movie Coming This Summer. Retrieved on 2017 May 26.