Freedom Planet

Along with being one of the Playable Characters in Freedom Planet, Milla Basset is also the End-Boss of Final Dreadnought 3, where she takes the form of a Mutant Monster during Lilac & Carol's stories.

Just as Lilac (or Carol) is about to remove the Kingdom Stone from the Dreadnought's power core, Lord Brevon appears with Milla in his grasp and holding a knife to her throat, forcing her to remove Torque's hacking device from the core for the sake of her friend's life. With the Dreadnought's power restored and the Kingdom Stone relocated, Brevon destroys the device, drops Milla and leaves the room. Lilac (or Carol) tries to comfort the frightened Milla, whose eyes start to glow blood red, much to Lilac's (or Carol's) shock. She then transforms into a Mutant Monster, beginning the Boss fight where Lilac (or Carol) is forced to fight her mutated friend.


Mutant Milla is a larger, mutated version of Milla herself: being a quadrupedal mutant canine with a color scheme of ivory-white, orange and bright green. She has 2 large spikes running along her back, a pair of snake-like fangs and her eyes are repositioned vertically with no mouth or nose on her face. Mutant Milla's tail has scorpion-like traits, as it curves upwards and has 8 claw-like appendages that are used to generate and fire her Alchemy.


Mutant Milla will simply walk from one side of the room to the other, switching between her attacks as she does. Whenever she takes damage, she will drop a Health Petal, and will start Puppy Floating afterwards. When close to being defeated, one of Milla's eyes will break, just like in the Boss Fight with Mutant Serpentine.


Picture Details
Shield Burst

Mutant Milla will fire a burst of Shields at the Player, widening in and out as they travel across the room.

Phantom Cube Burst

Mutant Milla will fire 3 Phantom Cubes from her tail at random angles, bursting upon hitting the ground.

Rapid Cube Burst

At a certain point in the fight, Mutant Milla will run around the room and rapidly fires Phantom Cubes from her tail.

Puppy Float

After taking quarter damage, Mutant Milla will start to Puppy Float in the air, firing 3 sets of 4 Phantom Cubes from her tail.


Once she's defeated, Milla will turn back to normal, but falls into a death-like coma. As a result, Lilac (or Carol) becomes enraged and she goes after Brevon, eventually defeating him. After the Final Battle, Milla is taken to the Base Camp in the Snowfields, where her condition is treated by Neera Li. She wakes up from her coma, apologizes to her friends and starts crying out of guilt for attacking them. Lilac tries to comfort and ease her guilt, while Carol also starts to break down in tears.

Milla's Story

In Milla's Story, this Boss Fight doesn't happen, since she's playable in this Round and the next. Instead, she enters the Dreadnought's power core and is shocked to find Torque with an unconscious Carol. He explain to her that Brevon had ambushed them and Lilac went after him alone. Learning of this, Milla resolves to help Lilac and goes after her, promising Torque to keep an eye on her while he takes care of Carol.


  • Mutant Milla shares a lot in common with Mutant Serpentine:
    • Both are found in Final Dreadnought, with Milla in Round 3 and Serpentine in Round 2.
    • Both act as End Stage Bosses.
    • Both undergo the same transformation porcess into Mutant Monsters.
    • When Milla take enough damage, she lets out a faint but recognizable scream, similar to how Serpentine screams when he takes enough damage.
    • After 4 screams, Milla's face will crack, exposing what could be her brain in the form of Phantom Cubes. This is similar to how Mutant Serpentine's face is cracked when he takes damage.
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