At first glance Top & Down appears to be a race game, but the winner will actually be the player who collects the most points while moving pieces over the raised and lowered sections of track. Each turn, a player rolls a die and moves one of his pieces forward on the track exactly that number of spaces; if any pieces rest on top of this chosen piece, whether his or an opponent's, those pieces are moved as well. If the moved piece (or stack of pieces) would land on an occupied space, it covers any pieces located there. Whenever the first piece of a color is moved over a scoring gate – of which there are four on the track – all towers are scored. If a multi-colored tower is on a raised section of the track, the player who owns the top piece earns as many points as the number of pieces in the stack; if such a tower is on the ground, the owner of the bottom piece scores points instead. Each turn before moving, a player can spend a point to move one of his pieces to the top or bottom of a stack. The game ends once three pieces enter the scoring area at the end of the track – earning 2-4 points in the proces – and whoever has collected the most points wins.