This memory game also teaches young children about colors and patterns. Goofy is a cardboard cutout in front of a color wheel. He is standing on his head and the contents of his pockets (the memory cards) have fallen onto the table. A player draws a "pose" card and tries to move Goofy's legs to the correct colors and position. If correct, the player may then turn over two pocket item cards (revealing things like cookies, yo-yos and rubber chickens) and keep them if they match. When all the pocket item cards are gone, the player with the most matches wins.

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