The object is to pick up and place 8 of your own color marbles in the caterpillar hands using tongs. The caterpillar tower is sound activated and wiggles (swings and sways) when you laugh, talk and shout.

From the box:

Race to Place Your Marbles!

Who will make it to the top first?
Use the tongs to grab your marbles one at a time and place them in the Scatterpillar's hands.
But watch out!
As scatterpillar squiggles and squirms to the music, some of the marbles will fall and set you back!

Contents:

• Scatterpillar body
• Base
• 36 Colored marbles
• 4 Tongs
• Label Sheet
• Instructions