The game features the brush mechanic, where the player can aim with the Wii remote to either Paint things in, or make them disappear using Thinner. The player's decisions can change parts of the world, such as other characters' attitudes towards Mickey, and more subtle changes such as slower music or the amount of Blot drops coming off of Mickey. The player controls Mickey using traditional 3D platforming mechanics. Mickey can move around, jump, hang on to edges of platforms, and use a spin move to activate gears, obtain collectibles, and knock enemies away. The combat involves either using Paint to redeem enemies, or Thinner to thin them into nothingness. Redeemed enemies no longer attack Mickey and will help him by fighting nearby hostile enemies. Alternatively, Mickey can use his spin move to knock enemies off ledges and into Thinner.