The game has several different difficulty levels, and they get pretty tough (read: impossible for mortals). Each area may contain from as many as 11 to as few as three puzzles, depending on the difficulty level you select at the beginning. The Cheese Planet consists of the basic three by three grid which reappears throughout the game.

Each level starts off with a map screen representing the various areas you must travel to, and each area contains a different type of puzzle, although these different puzzles all adhere to the basic gameplay described above. It is from these many different areas that the game draws its various levels. However, we are creatures of habit, and we just feel the need to flip things.' And to quote Fenesh XVII, First Scribe to King Fluffy of the Cheese Planet, 'While we're on Earth we visit places like Yellowstone National Park, Mount Rushmore, and Easter Island. These citizens like to relax from their busy lifestyle and visit Earth.

The citizens of the Cheese Planet have a Great Tile Flipping Festival, which is fairly named since all this festival consists of is flipping tiles in the manner described above. The game has a zany plot to go along with zany gameplay.

In the later levels, the little aliens sit on pieces or flip the ones you've already place, and pretty much try to spoil your efforts to win the game. The catch is you always have to keep one piece in the air. The objective on each level is to flip the pieces until you match the top piece with the one below it. It is very difficult to describe the unique game concept of FlipOut!- it is most similar to those arrange-the tiles-in-order puzzles, except it’s played out on an isometric board, with mischievous aliens to make your job more difficult. FlipOut!* is an addictive, funny, and unique puzzler from Gorilla Systems, first released for Atari’s Jaguar console.

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