Warning: unmarked spoilers due to the late-game twist.
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Waluigi
The titular protagonist. After waking up in Unconcia and discovering he has psychic powers, he teams up with Psycho Iris to conquer all the kingdoms.
- Accidental Hero: Waluigi spends most of the game conquering kingdoms and kicking army ass, but then Psycho Iris reveals he'd rather destroy Unconcia than get bored ruling it, and that's where Waluigi draws the line.
- Even Evil Has Standards: Waluigi is perfectly fine with the idea of conquering Unconcia; however, he doesn't take too kindly to the idea of destroying it all.
- Evil Versus Oblivion: Why Waluigi ends up fighting Psycho Iris; whereas Waluigi wants to rule the world, Iris tries to destroy it.
- The Greatest Story Never Told: Unfortunately for Waluigi, he ends up being forced to give up Unconcia by beating Psycho Iris. When he later tells his brother Wario about his adventure, the yellow plumber couldn't care less. Its made clear that no one will ever know what Waluigi did, though this is migrated by the people of Unconcia erecting a statue of him for getting rid of Psycho Iris for good.
- Pragmatic Villainy: Waluigi eventually thwarts Psycho Iris's plans of destroying Unconcia, partly because he finds that distasteful, but primarily because he'd rather rule it himself.
Psycho Iris
A strange purple eyeball cloud that wants to conquer Unconcia and decides to use Waluigi to do so.
- Affably Evil: He's pretty friendly and jokey with Waluigi for an Eldritch Abomination, but that doesn't stop him from locking him inside his own head when he doesn't want to destroy the world — and even then, he offers to let Waluigi live in eternal dreams of his choosing, and does that only after Waluigi has been knocked out. Beforehand, he was fine with putting his plans for destruction on hold and letting Waluigi rule Unconcia for the time being. For Iris, it's a win-win: as long as Waluigi has fun, he gets some fun too; and when Waluigi eventually falls into boredom, he'll agree with the "destroy the world" thing.
- Bad Liar: He constantly assures Waluigi that he has no plans to betray him. The closer Waluigi gets to releasing him, the more frantic the eyeball's claims become. Before the final level, he tries to tempt him by making ridiculous promises, saying that he'll give him the power to fly, shoot lasers from his eyes, and breathe, eat, and talk underwater ("You've been doing that, right?") before finally giving up and simply begging to be freed. It turns out that he was telling the truth the whole time... but then does try to destroy the world, which gets Waluigi to turn on him.
- Big Bad: He is the one trying to conquer Unconcia using Waluigi, and becomes the Final Boss when he tries to destroy it.
- Card-Carrying Villain: He makes no bones about his evil nature, and almost comes across as a Saturday Morning Cartoon villain with his Affably Evil proclamations of evilness.
- Determinator: He has never given up on his goal to conquer Unconcia. He has made deals with various visitors to help them conquer the world, and though they all presumably failed, he keeps on going.
- Eldritch Abomination: While he takes on the form of a purple eyeball cloud, his true, sealed-away form is a purple circle with runes. He has unfathomable Mind Control powers even while sealed away, is powerful enough to have reduced an entire continent to rubble, and gives Waluigi his 11th-Hour Superpower. Also, his origins are mysterious and never really elaborated on — all we know is that he is a powerful being who wants to conquer, and later destroy, Unconcia.
- Evil Versus Oblivion: Why Waluigi ends up fighting him; whereas Waluigi wants to rule the world, Iris tries to destroy it.
- Exposition Fairy: Psycho Iris is basically the only character with a speaking role, so he provides the bulk of dialogue and info on the world of Unconcia.
- Expy: The Psycho Iris fight is very reminiscent of Kirby's final bosses, which are infamous for being significantly darker than you’d expect from a Nintendo game and for having a Giant Eye of Doom.
- Fairy Companion: Psycho Iris is a villainous version, being the Big Bad who directs Waluigi on his quest to Take Over the World.
- Giant Eye of Doom: In the final boss fight, his eye becomes as large as Waluigi.
- Laughably Evil: He provides almost all the humor in the game, and makes jokes to Waluigi often, combining that with his odd Affably Evil behavior.
- Names to Run Away from Really Fast: Psycho Iris does refer to his psychic Mind Control powers, but he also turns out to be every bit as psycho as his name suggests.
- Omnicidal Maniac: Once freed, Psycho Iris wants to destroy the conquered Unconcia, finding it to be less of a hassle than ruling it. Waluigi doesn't approve of this plan very much.
- Screw This, I'm Outta Here: Psycho Iris leaves you for the penultimate level, due to bad memories of the time he tried to conquer that kingdom alone. This means you'll have to rely on traditional Mario-styled platforming rather than the Psychic Powers you've grown accustomed to.
- Sealed Evil in a Can: Psycho Iris causually mentions that the cloud cursor that you are using isn't really him, but a psychic manifestation he's using to guide you. He's really sealed at the bottom of the ocean, waiting for someone to free him.
- Villainous Friendship: With Waluigi, whom he happily jokes around with. He treats conquering the world as a fun buddy activity. Notably, when Waluigi turns on him to stop him from destroying the world, Iris is legitimately hurt and expresses feeling betrayed.
General Hazel
The leader of the Hazelnut army and the primary antagonist, though not the villain — she wants to protect Unconcia from Psycho Iris, her nemesis.
- Big Good: General Hazel and the Hazelnaut Army play this role, mobilizing to protect and take back the kingdoms that you conquer.
- Disc-One Final Boss: The battle with her in space is built up as the final battle, after which the game will end with Waluigi victorious and ruling Unconcia. Then Psycho Iris reveals he would rather destroy it, and Waluigi ends up fighting him over it.
- Expy: She is very reminiscent of Dr. Eggman, showing up to fight you at the end of each world, piloting a variety of mechs, and flying away after she's beaten. However, she is much more of a Hero Antagonist out to stop the Villain Protagonist Waluigi.
- From Zero to Hero: A Hero Antagonist variant. She was just a farmer girl when Psycho Iris first appeared. She then rallied the people and turned them into Hazelnut army. With help from the Blind Eye Kingdom's ruler, she sealed Iris away into an eggplant and then into the ocean, where the thrones of every kingdom kept him sealed up.
- Hero Antagonist: She is the main antagonist of the game, and pilots the mechs that you fight at the end of each world, but since Waluigi is a Villain Protagonist out to conquer Unconcia, she works to protect it from him.
- Nice Job Breaking It, Hero: Rare Hero Antagonist variant. After seemingly being beaten for the last time, she grabs and knocks Waluigi unconscious before her mech explodes, stopping his rampage... but that allows Psycho Iris to possess his body and use it to attempt to destroy Unconcia.
- Silent Antagonist: A rare Hero Antagonist example. She never speaks once in the game... which only makes her more threatening, as it establishes her as a no-nonsense military leader who will stop at noting to stop Waluigi from conquering Unconcia.
