Level 3 is a grassy area filled with rivers, though the region looks like an ocean with a star-shaped island from afar. As such, this place introduces water, a particularly dangerous hazard—it slows Kirby's movement down, makes him unable to jump, and drowns him after three seconds. A cavernous area like those seen in Level 2 is also located here. Like all levels in Kirby Tilt 'n' Tumble, Level 3 ends at a castle where the boss dwells.
Level 3 is one of the two levels in Kirby Tilt 'n' Tumble where Whispy Woods resides. He lets Kirby warp to another level if the player finds him.
Kirby rolls through a river area, across grassy ground and wooden docks. The river rapids are powerful; the hero does not get far moving against it, but moving with it speeds him up tremendously. Flotzos frequently emerge from the water and spit projectiles to push Kirby into the rapids, which puts him in danger and halts his progression. In the second half of the stage, the hero must progress by means of a long series of Jump Holes and Boost Pads as log hazards float down the river.
- The Red Star is carried by Mr. Frosty after the gate. Kirby can grab it from him by touching the bottom of his unicycle.
- The Blue Star is hidden in an alcove before the gate. When Kirby reaches the part where he is supposed to roll along a a stretch of wall, he must ignore it temporarily and head right. Wading through water and rounding a corner takes him to the star.
- The Warp Star is hidden on a small island before the gate. After passing the first ? Hole, Kirby must wade through the current heading northwest. The star takes him to a Bonus Stage where he must jump from the dock to smaller islands to score 1UPs. Water currents and Flotzos attempt to impede his progress, but the hero can defeat the latter with Microphones.
- Whispy Woods is hidden on a path of land at the beginning of the stage. Upon reaching the third Flotzo, Kirby must roll off the dock and wade to the right side. Whispy can warp him to Level 6 if the player so chooses.
Kirby rolls through a cavern. The ground is almost entirely made up of collapsing tiles; if the pink puff stops moving or attempts to move over the same ground he has already crossed, he falls into the abyss below. He can get a respite from this chase by rolling into occasional bodies of water. Walls and Bumpers are set up in an attempt to knock Kirby into abyss. A group of four Waddle Dees appears late in the stage as well.
- The Red Star is hidden in an alcove before the gate. After the fourth body of water, Kirby must head to the right, but instead of entering the Jump Hole, he must rolls beside it. A trail of brown tiles leads him to the alcove.
- The Warp Star is hidden in an alcove after the gate. When Kirby reaches the room with the four Waddle Dees, he must head to the lower left-hand corner. He must then break the blocks in front of the path and roll around the spiral maze to the star. It takes him to a Bonus Stage where the ground is made of collapsing tiles; to reach 1UPs, Kirby must roll delicately along a series of walls.
Kirby rolls through a river area. Most of the water here is much calmer than that of Stage 1, though there is far less ground for the pink puff to travel across. Instead, he spends most of the stage riding a Raft, which he can boost forward with the A Button. Squishys emerge from the water and attempt to knock Kirby out of his vessel, but he can defeat them by boosting. This technique is crucial when the hero reaches the rapids.
- The Red Star is hidden after the gate. When Kirby boards the second Raft, he must move backward and to the left. When he reaches the current, he must surge forward and defeat the Squishy, who then drops the star.
- A Warp Star is hidden after the gate. When Kirby dismounts the second Raft, he finds a horizontal body of water with two Squishys swimming side to side. He must wade to the left to reach the star. It takes him to a Bonus Stage where currents move his Raft around in a circle and he can collect six Blue Star Pieces in a short time period to earn a 1UP.
Kirby rolls through the game's third castle. Hitting a switch causes Blockbots to activate and walk along a set course, creating a destroying blocks below them. Kirby must stay atop these blocks to progress through the first half of the stage, though he can briefly move to areas of ground with ? Holes to collect Star Pieces. Other parts of the stage have him ride clouds, bounce between two long Bumpers to cross a pit, get tossed through a room full of Boost Pads, and press five switches at once. After these, the pink puff rides a Warp Star to the boss: Kracko.
- The Red Star is hidden in an alcove before the gate. When Kirby reaches the cloud that takes him to the gate, he must not dismount. The cloud will head back to the left, past its starting point. The pink puff can dismount here and grab the star.