Whales is a two player (or two team) game with a very simple dice rolling mechanic. Players will either play on the Toothed (red) whale team or the Baleen (yellow) whale team.

The playing board shows eight whales, four of each type. Upon the whales are several circles, with numbers ranging from 2 to 12 (2d6 possibilities). The teams take turns rolling two dice and placing red or yellow colored 'barnacles' upon available circles. On dice rolls of 5 or 10, the Special Cards deck is used. On dice rolls of doubles, another turn is taken.

The Special Cards deck contains cards with educational information on whales and an action, such as placing a barnacle in an available circle on one of your whales.

The round ends when one team has filled all four of their whales with barnacles. Points, bonuses and penalties are scored, then another round is begun. The game is played in several rounds until one side has scored the desired number of points.