This is a strategic game of color change for Looney Pyramids that uncommonly incorporates all ten standard Xeno and Rainbow colors. The pyramids are meant to represent a vast array of differently colored autumnal leaves. The goal is to bag "leaves" (aka pyramids) worth twenty points before your opponent does.

The game is either played on a 5X6 board or on a full chess board (in the “Advanced” rules variant).

With each turn, players enter a new piece and move that or another one of their pieces on the board. At the end of their movement phase, the piece moved progresses to a pyramid of the next color in a sequence and is optionally changed to a different sized piece, each of which have a distinct strategic value. Identically colored pieces that are made into rows of three or more are removed from the board and scored.

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