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A true classless, leveless system inspired by "Buy the Numbers" by Spencer "The Sigil"
Colley, S. T. Cooley Publishing.
Written by Stefen R. Swanner
1
Chapter One: Character Fundamentals
T
his chapter will deal with the basics of Hit dice Table
Character Creation: purchasing of Race, Hit Hite Dice XP Cost First Hit Dice
Dice, weapon/armor proficiencies, tool 1d4 18 36
proficiencies, skill proficiencies and ability
score increases. Players should create a level 1 1d6 24 48
character like they normally would by choosing 1d8 30 60
a Race and a Background. After those are
chosen, they player should decide their Ability scores with the 1d10 36 72
GM. The most common way of doing so is using the 4d6 1d12 42 84
method: each Ability Score gets 4d6 rolled with the lowest
number dropped. It is at this point that every player should be Proficiency
asking, "How are the character generated if we need xp to
buy abilities?" Well that's easy, each character recieve 450 Additional proficiencies past what is given in the character's
"Genesis Points"(or GP) to purchase abilities, Hit Dice and class and background can also be purchased with xp. Since
other things. This simulates that character's experience weapons and armors function differently in aspect compared
throughout their life until this point in time. to skills and tools, they each have their own chart
Proficiency Table
Effective Character Levels Proficiency Prerequisite XP Cost
Since this system does away with Classes and All Simple Weapons None 15
Levels, and that everything in D&D is very much
Level-based, it would be a good idea to mention All Martial Weapons All Simple 25
this. Have the players record two seperate XP Weapons
fields: one is for the Total XP Gained for the Single Weapon of None 5 per
campaign, the second would be for Available XP Choice weapon
for them to spend on purchases. The Total XP
Gained is to record that character's Effective Shields None 10
Character Level (ECL). Light Armor None 15
Medium Armor Light Armor, 15
Shields
Races Heavy Armor Medium Armor 30
With these rules, all races should be usuable as long as the
GM accepts them in their campaign. Races will give their Skills Table
usual bonuses, traits and ability score increases as they 1 10 10
normally would. The only exception to this general rule is
Variant Human, and any race that gives a feat on generation. 2 40 50
These races instead gets the bonus, traits, ability score 3 90 140
increases, and instead of the feat they get an extra 50gp. 4 160 300
Hit Dice 5 250 550
The xp cost for Hit Dice (HD) is pretty self explained. The 6 360 910
cost to purchase an individual HD is equal to the "size" of the 7 490 1,400
die multiplied by the character's new total of HD. The 8 640 2,040
exception to this rule is the first HD, which is doubled
because the character gains the full roll plus the Con 9 810 2,850
modifier. A character does NOT have to purchase the same 10 1,000 3,850
HD at each purchase, there is no "lock" on this. They might
choose to purchase a d12 first (84xp, 12hp + Con modifier), 11 1,210 5,060
then a d8 (30xp X 2 total, 1d8 + Con modifier), and then a 12 1,440 6,500
d10 (36xp X 3 total, 1d10 + Con modifier) for the last, using a 13 1,690 8,190
total of 252xp.
14 1,960 10,150
15 2,250 12,400
16 2,560 14,690
17 2,890 17,850
18 3,240 21,090
T
hese abilites are those that are, well, simple to Additionally, once before the spell expires, you can use
understand without asking too many your action to try to make the chosen creature forget some of
questions, and those that do not offer any the time it spent charmed. The creature must succeed on an
options to further improve their power. For Intelligence saving throw against your spell save DC or lose a
example, abilities like this include the number of hours of its memories equal to 1 + your Charisma
"Ranger's" Colossus Slayer ability or the modifier (minimum 1). You can make the creature forget less
"Monk's" Unarmored Defense (Monk) trait. time, and the amount of time can’t exceed the duration of
Neither of these can be upgrade any further, and are pretty your enchantment spell.
straightforward in their effects. The abilities from the UA
Ranger is included in place of the standard Ranger. Unless Animal Companion
stated otherwise, Abilities cannot be taken more than one
time. Prerequisite: Ability to cast spells as a Divine, Spontaneous,
The format for these abilities are simple to follow as well. Wisdom-based caster
For example XP Cost: 300 xp
You learn to use your magic to create a powerful bond with
Example Skill a creature of the natural world.
Prerequisite: If an Ability requires another ability purchased With 8 hours of work and the expenditure of 50 gp worth
before purchasing this one, it will be listed here, If not then of rare herbs and fine food, you call forth an animal from the
it will say "None" wilderness to serve as your faithful companion. You normally
XP Cost: This is where the required amount of XP needed to select you companion from among the following animals: an
purchase the Ability will be listed. Simple Abilities will just ape, a black bear, a boar, a giant badger, a giant weasel, a
say a flat amount like "600 cp." Complex Abilities will say, mule, a panther, or a wolf. However, your DM might pick one
for example "600 xp, see below." of these animals for you, based on the surrounding terrain
and on what types of creatures would logically be present in
This is where the skill details will be that explains the text the area. The DM might also have an expanded list based on
from the PHB to avoid confusion. their setting, talk to the DM before deciding on a companion.
At the end of the 8 hours, your animal companion appears
and gains all the benefits of your Companion’s Bond ability.
-A- You can have only one animal companion at a time. If your
Abjuration Savant animal companion is ever slain, the magical bond you share
allows you to return it to life. With 8 hours of work and the
Prerequisite: Spellbook expenditure of 25 gp worth of rare herbs and fine food, you
XP Cost: 200 xp call forth your companion’s spirit and use your magic to
The gold and time you must spend to copy an abjuration create a new body for it. You can return an animal companion
spell into your spellbook is halved. to life in this manner even if you do not possess any part of its
Once you purchase this ability, you cannot purchase body.
another from a different school of magic. If you use this ability to return a former animal companion
to life while you have a current animal companion, your
Additional Magical Secrets current companion leaves you and is replaced by the restored
companion.
Prerequisite: Magical Secrets
XP Cost: 600 xp Arcane Charge
You learn two spells of your choice from any spell list, Prerequisite: Ability to cast spells as an Arcane,
including your own. You must choose spells of a level that you Spontaneous, Intelligence-based caster, Action Surge
can cast at the time you purchase this feature, or as a cantrip. XP Cost: 1,500 xp
The chosen spells count as Arcane, Spontaneous, Charisma-
based spells for you and do not count to the number of spells You gain the ability to teleport up to 30 feet to an
known. unoccupied space you can see when you use Action Surge.
You can use this teleport before or after the addition action.
Alter Memories
Prerequisite: Enchantment Savant
XP Cost: 1,400 xp
You gain the ability to make a creature unaware of your
magical influence on it. When you cast an enchantment spell
to charm one or more creatures, you can alter one creature’s
understanding so that it remains unaware of being charmed.
C
omplex abilities take their name seriously. These You may use this feature a number of times equal to your
abilities are those that require additional XP to Charisma modifier (a minimum of once). You regain all
"upgrade", being those that stacked according to expended uses when you finish a long rest.
level gain, etc. Abilities like this include a
"Rogue's" Sneak Attack, or the Ki feature of Bardic Inspiration Table
"Monk". Bardic Isnpiration Die XP Cost Total XP
d6 100 100
Example Skill d8 500 600
Prerequisite: If an Ability requires another ability purchased d10 1,000 1,600
before purchasing this one, it will be listed here, If not then d12 1,500 3,100
it will say "None"
XP Cost: This is where the required amount of XP needed to
purchase the Ability will be listed. Simple Abilities will just Brutal Critical
say a flat amount like "600 cp." Complex Abilities will say, Prerequisite: None
for example "600 xp, see below." XP Cost: 675 xp, see below
This is where the skill details will be that explains the text You can roll one additional weapon damage die when
from the PHB to avoid confusion. determining the extra damae for a critical hit with a melee
weapon attack.
-A- Brutal Critical Table
Action Surge Number of Extra Dice XP Cost Total XP
Sweeping Attack. When you hit a creature with a melee Disciple of the Elements
weapon attack, you can expend one superiority die to
attempt to damage another creature with the same attack. Prerequisite: Ki, Martial Arts
Choose another creature within 5 feet of the original XP Cost: 225 xp access, see below
target and within your reach. If the original attack roll You learn magical disciplines that harness the power of the
would hit the second creature, it takes damage equal to four elements. A discipline requires you to spend Ki points
the number you roll on your superiority die. The damage each time you use it.
is of the same type dealt by the original attack. You know the Elemental Attunement discipline and one
Trip Attack. When you hit a creature with a weapon other elemental discipline of your choice, which are detailed
attack, you can expend one superiority die to attempt to in the "Elemental Disciplines" section at the end of this
knock the target down. You add the superiority die to the feature.
attack’s damage roll, and if the target is Large or smaller, it Whenever you learna new elemental discipline, you can
must make a Strength saving throw. On a failed save, you also replace one discipline you already know with a different
knock the target prone. one.
Casting Elemental Spells. Some elemental disciplines
allow you to cast spells. See chapter 10 in the PHB for the
Deep Stalker Magic general rules of spellcasting. To cast one of these spells, you
Prerequisite: Ability to cast spells as a Divine, Spontaneous, use its casting time and other rules, but you don’t need to
Wisdom-based caster provide material components for it.
XP Cost: 225 xp access, see below Once you reach 5th ECL, you can spend additional ki
points to increase the level of an elemental discipline spell
You gain darkvision out to a range of 90 feet. If you already that you cast, provided that the spell has an enhanced effect
have darkvision, you increase its range by 30 feet. at a higher level, as burning hands does. The spell's level
You also gain access to additional spells at according to the increases by 1 for each additional ki point you spend. For
table below. Once you gain a deep stalker spell, it doesn’t example, if you are a 5th-ECL character and use Sweeping
count against the number of spells you know. Cinder Strike to cast burning hands, you can spend 3 ki
points to cast it as a 2nd-level spell (the discipline’s base cost
of 2 ki points plus 1).
The maximum number of ki points you can spend to cast a
spell in this way (including its base ki point cost and any
additional ki points you spend to increase its level) is
determined by your ECL, as shown in the Spells and Ki
Points table.
P
erhaps the most daunting and difficult area of The fourth variable is considered "unofficial", but is still
this system - or at least the one with the most important determining costs later on, and also converting
book keeping - is the spellcasting. To minimize existing characters to this system. A caster is either a Minor
the confusion and the effort, keep in mind that caster, Intermediate caster, or a Major caster. The highest
there are four basic factors to track when available spell a Minor caster will have acecss to on their
determining how each spellcaster works. class tables are 4th level spells (Warlock, Eldritch Knight).
The highest available spell an Intermediate caster will have
access to on their class table are 5th level spells, but usually
Access to Spell Lists have abilities to augment these (Paladin, Ranger). The
A character purchases their access to a spell list one list and highest available spell a Major caster will have access to on
one level at a time. A character must meet the minimum their class table are 9th level spells (Wizards and Sorcerers).
caster level requirements (explained later) to gain access to a The "Core" classes are defined below using all four of
given level of a spell list. For example, a character must have these variables:
a minimum caster level of one for the appropriate spell list to "Core Classes"
even access the spell list at all. Class Variables
Bard Arcane, Spontaneous, Charisma-based, Major
Spell Slots caster
These are, of course, what powers the spells of Dungeons Cleric Divine, Prepared, Wisdom-based, Major
and Dragons. They are what a "Wizard" or "Cleric" would use caster
to prepare their daily spells, or what a "Sorcerer" or "Bard" Druid Divine, Prepared, Wisdom-based, Major
would use to spontaneously caster their magics. Each spell caster
slot has a particular spell level associated with it. Eldritch Arcane, Spontaneous, Intelligence-based,
Knight Minor caster
Spells Known Paladin Divine, Spontaneous, Charisma-based,
Intermediate caster
For spontaneous casters ONLY. Spells known are required
for spontaneous casters to use their spellcasting powers. Ranger Divine, Spontaneous, Wisdom-based,
They must have access to the appropriate level of a spell list Intermediate caster
to know a given spell. Trickster Arcane, Spontaneous, Intelligence-based,
Rogue Minor caster
Caster Types Sorcerer Arcane, Spontaneous, Charisma-based, Major
caster
Spellcaster in the "Core" rules can each be represented by
four basic variables. The one probably most recognizable is Wizard Arcane, Prepared, Intelligence-based, Major
caster
the Arcane / Divine variable. For classic example, a
"Wizard" is an arcane caster while a "Cleric" is a divine Warlock Arcane, Spontaneous, Charisma-based, Minor
caster. caster
The second is Prepared / Spontaneous casters. The
before mentioned "Wizards" and "Clerics" are both prepared Caster Levels
casters, which means they both must spend 1 minute per
spell level for each spell they choose to prepare each morning The most fundamental "unit of measure" as to the
before adventuring in order to cast them. "Bards" and competence of a spellcaster is their caster level. As a
"Sorcerers" are both spontaneous casters, they choose which character's caster level goes up, so does the ability to cast
spell to cast in an isntant's notice as they burn away the spell better spells. As a character gains levels increases in the
slot required to use that spell. "Core" rules, they can choose a class to put that level and that
The third variable is the mental attribute tied to each class gets more powerful spells unlocked. In this system,
caster as their spellcasting modifier. This is usd to determine characters may instead up their caster level in a way that
Spell attack bonuses and Spell save DCs. These mental stats increases their power in several areas at once. The formula
are Intelligence, Wisdom, or Charisma. In the "Core" rules, loks complex, but once you gain an understanding of the
the only casters to ever use Wisdom are divine casters (by "basic four variables", it becomes a lot easier to follow.
that same token, any caster that uses Wisdom is considered A character's caster level in this system is defined by three
to be a Divine caster). But that doesn't mean divine casters of the four parameters listed before: Arcane / Divine,
ONLY use Wisdom, "Paladins" have changed over the past Prepared / Spontaneous, and Int / Wis/ Cha base. A
editions and now use Charisma for their divine justice. character must choose at least one entry of each of the three
Arcane casters use either Intelligence or Charisma. parameters, and may choose more than one entry for any of
them. A character's caster level DOES NOT give spell slots,
those are explained later.
Chapter 4 | Spellcasting
46
The base cost to gian a caster level (including the character's Costs to Access Spell Lists
first caster level) is simply 10 x the new caster level x the
total number of chosen parameters applies to the chose The XP cost to access purchase access a spell of a given level
caster level. from a particular spell list varies o the type of spell list it is.
Here's an example: The character wants a caster level as a Purchasing access to a minor spell list has a cost of 25 x
1st level "Wizard". If they choose to do so, they would have to (the spell level to be access, squared).
have a caster level as an Arcane, Prepared, Int-based
spellcaster. That's a single parameter for each of the three Purchasing access to an intermediate spell list has a cost
required categories, so the XP cost is 10 x 1(the new wizard of 50 x (the spell level to be access, squared).
caster level) x 3(Arcane, Prepared, Int-bsed) or 30xp. To Purchasing access to a major spell list has a cost of 100 x
have the equivalent of a 2nd level "Wizard", it would require (the spell level to be access, squared).
an additional 10 x 2(the new qizard caster level) x
3(Arcane, Prepared, Int-bsed) or 60xp, being 90xp total to
go from no caster level to a 2nd level "Wizard". When purchasing access to cantrips, multiply the base cost
Similarly, gaining a caster level of a 1st level "Cleric" would by 1/4 (or 0.25) instead of mulptiplying 0 squared. For
require 10 x 1(new cleric caster level) x 3(Divine, example: access to "Wizard" cantrips (a major spell list) has
Prepared, Wis-based) or 30xp. an XP cost of 100 x 0.25 or 100 x 1/4 which equals 25xp.
However, gaining the ability to cast spells as both a 1st Access to the 1st level spells of a "Wizard" spell list, if the
level "Wizard" and a 1st level "Cleric" at the same time would requirements are met, cost 100 x 1^2 or 100xp. Access to
require 10 x 1(new total caster level) x 5(Arcane, Divine, 2nd level "Wizard" spells cost 100 x 2^2 or 400xp.
Prepared, Int-based, Wis-based) or 50xp. Gaining the 2nd
casting level as both a 2nd level "Wizard" and "Cleric" Purchasing Spell Slots
requires 10 x 2 x 5 or 100xp. It should be noted that
purchasing "multiple casting levels" is often a little less Once a character has a caster level to power their spells and
expensive than purchasing the same levels individually. has purchased access to a spell list, they can begin to
purchase spell slots, though this can be done without
purchasing access to a spell list). The cost of the spell slot
Access to Spell Lists depends on the level of the spell slot being purchased and the
Caster levels alone, of course, are not enogh to cast spells total amount of spell slots already purchased of that level. The
(though they might be sufficient enough to learn other tables below list the costs of spells from 1st level spells to 9th
abilities). The next thing a characte must purchase is "Access level for completeness. Previous editions had seperate slots
to a Spell List". Even if a character has purchased 5 caster for 0 level spells, but 5th edition "core" rules state that
levels in all 7 parameters, they have not yet purchased access cantrips can be cast at any put without using a slot, so they
to a spell list, so they can not cast spells yet. are not incluced in these tables. In "core" rulings, not all spell
Simply put, purchaseing access to a spell list means that a lists reach 9th level spells, however a GM might wishe to
character purchases the ability to cast spells of a particular create their own spell list and make it available under one of
level from that chosen spell list. Characters purchase access the categories, hence the need fr all spell slots to be shown in
to each level of a spell list individually. Spell lists have all tables.
prerequisites that must be satisified before access to a Spell slots are always purchased for a single specific spell
particular list can be purchased, and the cost for access to a list. A character who has slots for "Cleric spells" can not use
particular list depends on the spell list type (Minor, them to cast "Wizard spells", even if they have access to both
Intermediate, Major) and the spell level on that list that the spell lists.
character wishes to purchase. Major Spell List
Slot Level XP Cost
Prerequisites
1st 5 x (new total of 1st level spell slots +3)
In order to to purchase access to spells of level X on a
particular spell list, that character must already have 2nd 10 x (new total of 2nd level spell slots + 6)
access to spells of level X - 1 on that same that same spell 3rd 15 x (new total of 1st level spell slots +9)
list. This requirement is waived for any cantrips on a spell
list, or any 1st level spells if no cantrips are present. 4th 20 x (new total of 1st level spell slots +12)
5th 25 x (new total of 1st level spell slots +15)
In order to to purchase access to spells of level X on a
particular spell list, that character must have a caster level 6th 30 x (new total of 1st level spell slots +18)
of of at least 2X - 1 (minimum of one) and have the same 7th 35 x (new total of 1st level spell slots +21)
parameters of that spell list.
8th 40 x (new total of 1st level spell slots +24)
In order to to purchase access to spells of level X on a 9th 45 x (new total of 1st level spell slots +27)
particular spell list, that character must have a minimum
numver of spell slots for level X - 1; for minor spell lists,
the minimum is one, for intermediate the minimum is 2,
and for major the minimum is 3. This rule is subject to the
same waive as the first rule.
Chapter 4 | Spellcasting
47
Intermediate Spell List
Slot Level XP Cost
1st 5 x (new total of 1st level spell slots +2)
2nd 10 x (new total of 2nd level spell slots + 4)
3rd 15 x (new total of 1st level spell slots +6)
4th 20 x (new total of 1st level spell slots +8)
5th 25 x (new total of 1st level spell slots +10)
Chapter 4 | Spellcasting
48