In the beginning, so we're told, the game was called "Nine Railroads". But during its development the trains became planes, and the game became Airlines. Airlines is a great game, good enough to be knocking on the door of the Counter Hall of Fame, but it is a flawed masterpiece. So now, Alan Moon has gone back to his original and worked on it to produce Union Pacific, "Airlines II". Can one improve on a masterpiece?

For those who don't know Airlines, it's a share dealing game, with players trying to get majorities in nine airlines, whose share prices rise as they expand their flight networks. The central dilemma in the game comes with the player's choice each turn as to whether they wish to expand an airline and take a share as a reward, or to play out shares onto the table. There are four scoring rounds during the game, the first three triggered by "Wertung" cards shuffled into the deck of share cards, and the fourth at the end of the game, but only shares on the table count towards a player's majority, so players keep having to decide whether they should collect more cards and drive up the value of the airlines they have shares in, or to get some shares down on the table, in one company per turn, and so stake a claim to the company's dividends, while at the same time committing themselves, and setting themselves up as targets.

Airlines owes a lot to some earlier games, particularly Acquire, but introduced several new mechanisms into the games scene, particularly the Wertung cards, triggering scoring rounds, an idea that has been used several times since, both by Alan and other authors. But the game's strength, can also be a weakness. Try as one might, there always seemed to be a tendency for the Wertung cards to stick together, and many a game of Airlines has been ruined by the fact that two or even all three Wertung cards appeared together, so causing whichever player had the best cards on the table at that point, to rocket ahead in the ratings. Additionally, the rules for expanding are quite fiddly, with each "flight card" carrying both a number and a type of line, one of five, which dictates which routes an airline can use. The idea was to limit the possibilities of expansion for some of the airlines, those with fewer shares, so that there is a balance between the ease of getting a majority in a company and the potential value of that company. Finally there is a "sabotage" rule which allows players to block routes for airlines that they don't have. This has a purely negative effect, and is very unpopular in Germany, so much so that many players refuse to play if it is being used.

So, what do you get for your money this time round? Well, the board looks pretty similar to the Airlines board, a map of North America, marked with railroad tracks in four different types, and base stations for each company, along with between one and four marked spaces between each set of towns for the plastic locomotives that replace the small wooden markers used in Airlines both as markers showing where a company flies/runs, and how valuable it is. There are also ten railroad companies, each with a set of shares, and a set of locomotives. These vary from the smallest company with 6 shares and 7 engines, up to the "monster" El Paso and Rio Grande with 18 shares and 23 trains. Then there are 40 track cards, some in each of the four track types along with 4 "joker" cards, which allow building on any of the four. Companies are not allowed to build willy nilly, each has a different mix of track types on which it can build, with the smaller companies restricted to one or two types, while the El Grande can build wherever it likes. Finally, apart from some game money which is just used to keep score, and 4 Wertung cards, there are 20 share cards for an eleventh company, the Union Pacific, which differs from all the the other companies, not least because it has no physical presence upon the board.

Play starts with one engine from each company already on the board, next to its base station. The El Grande starts with 2 engines, so that it has a value of 3 at the beginning of the game, against 2 for each other company. Each player gets 4 normal stock cards plus one for the Union Pacific, and they each start by playing out one card, turning them over simultaneously, so that they begin the game with a ng stock cards, using a position in one company. The four Wertung cards are shuffled into the remaining stock cards using a system that should ensure that play runs on for a reasonable time before the first scoring round, and that they come out at a steady rate thereafter.

Play is very much as in Airlines. Each player draws a track card and must then make a choice. They may choose to play it, placing a locomotive on a space on the board, making sure that it matches the track type on the card, that the company is allowed to lay on that track type, that the site has a connection with the company's base station, and that there isn't already an engine from the same company between those two cities. Once they have done that, they may draw a stock card, either one of the four face up cards or one blind, or one of the Union Pacific shares. If they wish, they may also discard one stock card from hand, and draw a Union Pacific share instead. The discarded share is then removed from play, a useful device allowing players to get rid of shares that they can't use, and get something useful in exchange.

Their other choice is to play shares out onto the table. They may play out as many cards as they like in one company, or, and this is a considerable improvement on Airlines, they may play out one card in each of two different companies. This speeds up the game considerably in the early stages, and also means that there is far more cut and thrust in the control of companies, rather than one player getting an early majority and keeping it, uncontested, for the rest of the game. Once the cards are on the table, the player also discards a track card, which ensures that there is a steady circulation of cards, and no player is stuck with unusable cards.

Play continues like this until a player tries to draw a share and a Wertung card appears. Play is broken off immediately, and each company pays a dividend. The value of each company is the number of engines on the board plus one for the base station. The player with the largest number of shares gets that value in million dollars, the player with the second largest number, half of that value (rounded down). Ties cause the values for first and second to be added and halved, rounded down again if odd. If only one player has shares out for a company, they get the money for both first and second place. The second, third and fourth Wertung cards trigger a similar scoring round. The only difference between the various scoring rounds lies in the treatment of the Union Pacific. There are two major differences in this company, when compared with the others. Firstly, up to five players can profit from this company. Secondly, the dividends paid are fixed. In the first scoring round no one gets anything for their shares, but the dividends paid then rise through the subsequent scoring rounds, until in the last scoring round the leading shareholder gets 20 million dollars, a huge sum in the context of the game. Ties are split in the same way as for normal companies.

Union Pacific can never really be thought of as an independent game. It will always be "Airlines II" for anyone that has played the first game. So, is it an improvement? or just a sequel, preserving the faults of its forerunner? The fundamental problem with Airlines, as I wrote earlier, is the tendency for the Wertung cards to clump together. The rules for Union Pacific spell out exactly how to organise the initial shuffle, so as to reduce the chances of this happening, and it seems to work for the majority of games that we have played. The rules also include an even more complex shuffle routine, which makes it impossible for the cards to clump, and I would suggest that you should use this even though it is bit of a bother to organise. The introduction of the Union Pacific "Supercompany" adds an interesting layer of complexity to the game, with timing being very important. The rising value of the company over the course of the game, means that it's more important to build up positions in the normal companies at the beginning of the game, but essential to have a good share-holding in the UP at the end. The exact point at which you decide to start moving into the UP is vital, and most of our games have featured a sudden run on the company half way through the game, as one player makes the break into the UP, followed by all the others. The other new features are minor, but in every case they simplify matters, and lead to an easier, faster game. The game has been produced to the finest German standards, and looks far better than its predecessor, The plastic locomotives are particularly attractive, and look splendid spread around the board, although the colour differentiation of the share certificates isn't as good as it might be, particularly in poor light. The rules too are particularly well laid out, with masses of colour illustrations of various situations, so much so that I suspect that a non German speaker could probably puzzle out the game just using the pictures. To answer my question then, to my mind this is definitely an improvement on the original, a considerable improvement, and I would recommend anyone that has enjoyed playing Airlines to get hold of a copy of this as well. I doubt very much if you will go back to the old game once you've played this once or twice. As for players who haven't played Airlines, what on earth have you been waiting for?

SWD: This review will also be appearing in 'Serendipity', the pbm magazine that John edits.

If only railway timetables could be as readable as this game's rules, trains as attractive as its colorful locomotives, and staff as informative as its detailed cards! Players invest in any of 10 railway companies, which have various numbers of shares and trains. Most can only build on certain types of track. On a turn you can play a track card and place a locomotive, then take a share card into your hand; or you can put company shares onto the table. Share value increases with the number of company trains in service. However, when Dividend Cards are drawn from the share stack, only the players with the highest and second-highest value of shares of cards on the table are paid; cards in hand do not count. Further challenge is introduced with Union Pacific shares. This corporation is not represented on the board and its shares do not score in the first round, but they increase dramatically in value later, potentially benefiting up to five players. Some investment in it is almost essential, and timing is critical. U.S. inventor Alan Moon's game more than makes the grade.

Before Ticket to Ride, Alan Moon was trying to discover the railroad to success with Union Pacific and other rail-inspired games. Although T2R seems to be an ever-growing empire among train games, Union Pacific is a highly overlooked (today) gem that needs to be rediscovered.

Although a few elements, such as the draw cards to select from and the placement of plastic trains on a board seem to resemble T2R, the comparison is quickly lost in a more strategic game play. The game is not about connecting routes, but about amassing stocks in companies that you have a vested interest in on the board. With many options of what you can do within a turn, it becomes evident that you must carefully consider whether you are better off building rails on the board, or laying out more shares of stock to ensure that you are the primary shareholder. It isn't always an easy decision as the cards that results in stock payoffs (of which there are four in the game) could be turned over at any moment. With play money exchanged instead of points given, it is also harder to know who will eventually win the game -- and the results are often close.

The stock splits are reminiscent of Acquire, the card play has a Monopoly feel, the unexpected nature of the Union Pacific counter adds a Tikal gameplay quality to the game, and the trains look and feel like Ticket to Ride (except in many more colors). And yet, Union Pacific is entirely original and exceptionally entertaining on so many levels.

I only hope that the game catches on again while the railroad game fever is high or we may see this fine vehicle go the way of the Iron Horse.

Union Pacific is Acquire and Ticket to Ride in one game -- buying stock, building railroads, out-playing your opponents!

UP is one of the most enjoyable games I've ever played. If you're looking for something that is challenging yet easy to learn then this is the game for you. Random cards makes the game different every time you play. Beginners can learn in one game, yet strategy is learned over time.

One of the top 10 games ever made.

The first time I played Union Pacific, I was immediately hooked. I had to order my own copy the next day. I haven't played many German games yet, but so far this one is my favorite. The game is easy to learn, yet fast-paced and strategic, the perfect game for my fledgling gaming group. I hope to enter the Union Pacific tournament at the upcoming Euro Quest game con. I highly recommend this game for spielfrieks and non-German gamers alike! You won't be disappointed.