The State of Virginia’s Standards of Learning (SOL) curriculum identifies specific objectives for each grade level in the subjects of reading, math, science, and social studies, and assesses student mastery of those objectives at targeted grade levels. The third-grade social studies curriculum and test represent a particular challenge for teachers because they cover information taught from kindergarten through third grade over a wide variety of topics, including Ancient Civilizations, Famous Americans, Civics, Famous Explorers, and U.S. Holidays. To assist one school in reviewing for the third-grade exam, the first author developed a Web-based review tool using the formats of the popular television game shows Who Wants to Be a Millionaire? and Jeopardy! that actively engaged students in reviewing social studies material. This mixed-method study used both a quasi-experimental and a qualitative approach. In the quasi-experimental design, scores of students in one third-grade class who used the game to review for the SOL test were compared to scores of students in another class who reviewed for the exam using more traditional methods. Students in the Web-review treatment were extensively observed, recorded, and analyzed. Students in the Web-based review treatment did score higher in the SOL exam than students in the control group, but not significantly so. However, more importantly, the games promoted higher order learning outcomes such as increased meaningful dialogue among students and the identification of student misconceptions, both of which contributed to deeper student understanding.