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Waterloo World is based on the board game that led Fred to insanity. Here Fred is accompanied by a genetic memory of Napoleon Bonaparte where he and Fred continuously play Waterloo and re-live his humiliating defeat. Part of the level you can find Fred and Napoleon sitting play Waterloo from inside a building on the game board. The room looks exactly like the room you were first in before you jumped in the game board. Leaving to believe that Fred will constantly go through defeat after defeat unless someone lends a hand.
The main goal of the level is to ultimately give Fred his confidence back by winning the board game against his Napoleon. To do this you'll have to play through a game of Waterloo by "helping" Fred control his pieces to storm his opponents stronghold. It sounds incredibly simple but it never is. Moving through the level you will meet with the pieces that will play a role in your victory. The only problem is they share the same negative attitude as Fred. You'll encounter soldiers who won't fight unless coerced or bribed, knights who won't ride unless fed, and blacksmiths who won't build unless satisfied. Each game piece requires Raz to do a multitude of things before they lend a hand with the fight. All the while Napoleon is on his chair throwing insults at Fred as well as trying to impede your progress.
Throughout the level you find Fred's memory vaults that tell the tale of Fred as a resident at the nursing home and being quite healthy. Out of kindness he plays a game of Waterloo with a patient who looks much like Crispin. Further examination of the vaults show Crispin winning against Fred numerous times and Fred, not being able being beaten by a crazy person, turns insane himself.