Disney Infinity Wiki
Disney Infinity Wiki
Toy Box Takeover
HexIcoN-game-Toy Box Takeover.png IcoN-Edition-3.0.png
Game Type Toy Box Expansion Game
Model INF-2000207
Genre Exploration
Franchise Disney Infinity
Figures All Disney Infinity Character Figures

Banner-3.0-Toy Box Takeover.jpg
Toy Box Takeover, originally known as "Villain Takeover", is a Toy Box Expansion Game in Disney Infinity 3.0. It is an exploration type game, similar to Escape from the Kyln and Brave Forest Siege. Any playable character except those from Cars can play the game.[1] It is sold separately[2] from the Disney Infinity 3.0 Starter pack, and is priced around $19.99 U.S.[3] Most major retailers offered this for free when you pre-ordered the Disney Infinity 3.0 Starter Pack. The game's release date was October 13, 2015.[4]


The storyline of this game is that Syndrome from The Incredibles has stolen Magic Wands from Mickey Mouse and Merlin, and has used them to create several zones - all based on Disney, Pixar, Marvel, and Star Wars - and has added villains to them.[5] The player must make their way through each area, continually moving in order to avoid the "Hero Destroyer": a destructive force that continually follows the player, obliterating everything in its path, enemies included. To help, the player has their Sidekick, as well as Merlin to assist them by telling them important information.

It has been estimated to take around three hours to complete.[6]


There are a number of different zones for the player to explore, each of which include a number of Loot Chests. A Loot Chest may award a food item or a random piece of Sidekick Gear, including "epic" quality[7] Sidekick Weapons such as Elsa's Ice Crystal.

Narrator: Three Collectible Coins are hidden in each zone. Collect all three to unlock a special Toy Box toy from that zone.

Merlin's Tower/Hub Zone

The Caribbean

There are six Loot Chests to be found.

Location of Mr. Gibbs' red capsule

Near the end, after unlocking the cage around a Loot Chest, continue past the rotating spikes, past where the path turns toward the water. Turn the camera to look around the corner.

Visual Hint

Spoiler-Gibbs-red capsule.jpg



Upper Manhattan

There are eight Loot Chests to be found.

  • Boss: Venom
  • Bonus Toy: Octopus Bridge
  • Unlockable Sidekicks: Chernabog, Donald Duck, Wreck-It Ralph[15]

The Old West

There are seven Loot Chests to be found.

  • Toys: Frontier Fort Building Set Pieces
  • Boss: N/A
  • Bonus Toy: Bank Vault
  • Unlockable Sidekicks: Jessie, Woody

Imperial Base

There are seven Loot Chests to be found.

  • Toys: Death Star Walkways, Star Wars Sidekick Turret
  • Boss: Darth Vader
  • Bonus Toy: Star Wars Garbage Compacter
  • Unlockable Sidekicks: Dopey, Grumpy[16], Happy

Syndrome's Lair

There are seven Loot Chests to be found.

  • Toys: Blink Block Platforming, Sidekick Turret
  • Boss: Syndrome and 4 Syndrome Sidekicks
  • Bonus Toy: Syndrome's Volcano
  • Unlockable Sidekicks: Dash, Edna Mode, Violet, Syndrome

Location of Edna Mode's red capsule

Behind Syndrome's Lair.

Visual Hint

Spoiler-Edna-red capsule.jpg



Hero Destroyer

Icon-quote.png "A legion of Sidekicks are waiting to be unlocked from the Hero Destroyer! Keep playing to unlock 'em all!"

This zone is randomly generated each time, and consists of three Toy Box levels. The first is a random set of enemies. The second usually involves Syndrome forcing you to fight with a random Pack or Tool while riding a random Mount or driving a random Vehicle. The third is a random boss either being: Barbossa, Boba Fett, Darth Maul, Darth Vader, Davy Jones, Green Goblin, Loki, Ronan, or Venom. Each time you complete the zone you unlock the next Sidekick in the list.

The full list of all 25 Sidekicks from the Hero Destroyer in the order they are unlocked: Chip, Mrs. Incredible, Barbossa, Dale, TRON, Baloo, Mulan, Mr. Incredible, Flynt, Goofy, Jack Skellington, King Louie, Lewis, Oswald, Pinocchio, Tigger, Yeti, Pete, Stitch, CLU, Peter Pan, Launchpad McQuack, Baymax, Buzz Lightyear, Mickey Mouse

Escape from the Kyln

Toy Box Takeover is somewhat different from Escape from the Kyln in several ways.

  • Rather than simply re-using enemies from other areas of Disney Infinity, new enemies have been created specifically for the Toy Box game.
  • Enemies take less time and effort to defeat in this game, and the player takes less damage from them. As a result, there are more enemies per level.
  • Sidekicks work differently in this game than they did in Disney Infinity 2.0. To level them up now requires more than just a change of gear: it takes work, and you have to feed them items grown from farming in order to raise their Stats. Additionally, a Sidekick's level is not limited to Toy Box Takeover, but applies elsewhere in Disney Infinity 3.0 as well.[17]
  • The designers of this game purposely created it so that it was not something that could be easily replicated in Toy Box; the game is full of game-exclusive content. [18] For example, in The Caribbean zone, the player and Sidekick can interact with water and boats, including The Flying Dutchman, to reach their goal.[6]


  • According to GameInformer magazine, the game was expected to unlock fifteen new Sidekicks. Once released, over 40 sidekicks were revealed to be unlocked from this game.
  • The Old West is the only level that does not have a boss battle.
  • Imperial Base is the only level that does not take the player to the Hero Destroyer after completing the level.


For more game related media, see Toy Box Takeover/Gallery.


  1. http://www.forbes.com/sites/andyrobertson/2015/05/21/disney-infinity-3-0-toy-box/
  2. http://www.gameinformer.com/b/features/archive/2015/05/12/disney-infinity-3-0-meets-mario-kart-in-the-speedway-toy-box.aspx
  3. http://diskingdom.com/2015/06/09/more-details-on-disney-infinity-3-0s-toy-box-takeover/
  4. https://www.youtube.com/watch?v=WNIpbVIpWY4.
  5. http://infinityinquirer.com/2015/05/05/details-of-the-four-new-toy-box-game-discs-in-disney-infinity-3-0/
  6. 6.0 6.1 https://www.youtube.com/watch?v=Z9ZMMCOXiws
  7. The quality of the Sidekick Gear awarded is not related to the difficulty level selected.
  8. Upon completing Toy Box Takeover for the first time, a red capsule appears at the base of Merlin's Tower in the Toy Box Takeover hub. Collecting this awards the Merlin Sidekick.
  9. Merlin's Tower is awarded after completing Toy Box Takeover for the first time.
  10. 10.0 10.1 10.2 Awarded after having unlocked a Locking Gate Wall and Locking Gate Cage with a Gate Wall Key.
  11. The Rotating Spike is awarded after having moved past two of them in-game.
  12. The Sidekick Cannon is awarded after having used two of them during gameplay.
  13. The Captain Hook Sidekick can be obtained from a red capsule behind the door to this zone; visible without searching, not a spoiler.
  14. The Jack Sparrow Sidekick can be obtained from a red capsule in an area covered with spikes; visible without searching, not a spoiler.
  15. The Wreck-It Ralph Sidekick can be obtained from a red capsule on a ledge near the door to this zone; visible without searching, not a spoiler.
  16. The Grumpy Sidekick can be obtained from a red capsule near the door to this zone; visible without searching, not a spoiler.
  17. http://infinityinquirer.com/2015/05/05/new-disney-infinity-3-0-mode-farming-first-details/
  18. http://www.gameinformer.com/b/features/archive/2015/05/12/disney-infinty-3-0-meets-diablo-in-toy-box-takeover.aspx