Abstract: A game derived from tick-tack-toe, and a gameboard and game pieces for playing the game. The gameboard is square, with a grid of sixteen square locations to receive game pieces. For two players, a cover is placed over seven of the locations to leave a grid of nine, and for three or four players all sixteen locations are used. The game pieces are octagonal and are placed for movement along the grid or diagonally to the grid. Pieces are placed in turn to attempt to place three in a contiguous line. When all pieces have been placed and no player has won, the pieces are moved within the grid in an effort to win. A piece must be moved in the direction set when the piece was placed, but the piece can be changed during a move, or the direction can be changed as one player's turn.