U.P.P. is a puzzle game that plays like an upside-down version of Columns with a twist. Groups of various-colored gems appear from the bottom of the screen and rise toward the top. Match three in a row vertically, horizontally, or diagonally of the same color to clear them. Every clear and combo earns charge for your Soul Gauge, which when enough charge is gathered allows you to unleash special attacks that can either hinder your opponent or give yourself an advantage. Each character has three different attacks, which require different amounts of energy charge.