In this game, Mickey must collect all of the numbers from zero to nine in order prvevent the evil Pete from completely robbing Numberland. The five levels are: Number City, Number Factory, Space Center, Number Museum, and Pete's Hideout. Basic math questions must be answered in order to progress to the next level. There are three difficulty levels; players can only "die" on the hardest difficulty level. Also, the player is given balls of bubblegum to be used against enemies as a weapon. These elements create a "traditional video game" environment to an otherwise "purely educational" video game.