Two players or teams compete to answer questions about each state (capitol city, flower, bird, nickname), marking correct answers by placing a colored magnet -- either red or blue -- on the state in question on the map printed on the inside of the metal travel case.

Players need only answer one of the four facts to place a magnet. If they are able to answer more than one question, they may continue playing until they make a mistake or cannot answer. If a player cannot answer any of the questions on the card, it is placed on the bottom of the draw stack, and play changes to the opposing player or team.

The winner is the player or team with the most magnets on the map once all the cards have been used.

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