Waferscale processor systems can provide the large number of cores, and memory bandwidth required by today’s highly parallel workloads. One approach to building waferscale systems is to use a chiplet-based architecture where pre-tested chiplets are integrated on a passive silicon-interconnect wafer. This technology allows heterogeneous integration and can provide significant performance and cost benefits. However, designing such a system has several challenges such as power delivery, clock distribution, waferscale-network design, design for testability and fault-tolerance. In this work, we discuss these challenges and the solutions we employed to design a 2048-chiplet, 14,336-core waferscale processor system.