Test your memory with Spider-Man & Friends! Just turn over the cups to see if you can make a match of Spider-Man or his superhero pals! A version of 'Memory' notably different in that it contains no cards and players are not matching 'identical' pieces; instead, players match the top half of a painted miniature to the bottom half, all hidden under plastic cups. The game comes with a fold-out showing what the complete miniatures look like (mostly unnecessary once you discover, for instance, that Spider-man has bulbous 'manly' feet, and Spider-girl has petite 'girly' feet). The 'carrying case', when opened, serves as the game board, impressed with spaces to place the half-miniatures and cups. The rules also list a 'more challenging game' variation: after a 'full' miniature is found it is still removed, but the now empty cups remain on the board to throw off players: this variation is dependent on the plastic cups and therefore unplayable with other Memory-type games that use only cards.