"You are racing your turtle to be the first in the Winner's Circle. Howeve, along the way, you must get special instructions from Professor Nod. He can help you win - or lose - so try to please him!" This is a fairly basic spin-and-move game with the addition of a plastic "Professor Nod" figure which is used to allow or disallow certain actions. If a player wishes to take a shortcut, ends a turn on an opponent's space, or lands on a "Spin Again" space, that player must push a "Question Card" into the base of the Professor Nod figure. If he nods, the move is acceptable, if he shakes his head to the side the move is denied.

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