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Wing Mario Over The Rainbow is a secret level in Super Mario 64 and Super Mario 64 DS.

It mainly consists of Mario using the Wing Cap to fly from one cloud to the next in an attempt to collect all 8 red coins in the level.

When the player plays this level for the first time, they will need to talk to a Bob Omb Buddy to activate the cannons. Afterwards, the player has to carefully refresh the cap every once in awhile by getting a new cap from the red [!] blocks.

They also have to avoid flying too low or falling into the bottomless void below. If either of these happens or the player fails to get all 8 red coins when reaching the lowest clouds, they need to retry the level.

Once Mario has successfully collected all red coins in the level, a secret Power Star will appear on one of the lower clouds, which is marked by the common, blue, rotating star.

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