Four different spiders in red, blue, green and yellow. Four separate spout boards in matching colours one side with shapes, one side plain, to climb up. Two dice, one with numbers and one with shapes. A weather spinner to flick to see whether it's sunny or rainy... This game is a lot of fun! I thought it would be a bit contrived; it was the first Orchard Games board game we bought. Somehow their clever people have designed a fun game around a nursery rhyme that actually works and is great for teaching counting, shapes, taking turns, colours, how to lose, how to win... Good game and I have bought several for friends' children age 3 too.