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Jason's modified D&D rules

Characters Creation-
Characters start with 1 free 'level' in one of the basic  NPC classes (Warrior, Peasant, Aristocrat, Expert, and Adept). This 'background' level is to help flesh out the character and reflect what sort of environment he was raised in. The character still only counts as being 1st level when character creation is through.
Character are may always choose to raise 'background' skills when they level without counting them as cross-class.

*Characters from barbaric societies should probably choose Expert (Wild. Survival, etc.) or Adept.

You only get the skills, not any other bonuses such as hit points, saves, or base attack. However, for the first level only, you may choose to take the higher hit die, that of your background or your class. Also, this level doesn't count against the 20% xp penalty, nor do you get any experience for this level.

The rest of character generation is completer normally, however you may choose to spend any normal class skills on background skills as well. You may only pick from the following classes:

Classes classes such as Paladin, Barbarian, Monk, Bard, Druid, and Specialty Wizards will now be modified prestige classes. Sorcerers will be defunct since as a new rule Wizards may cast spells on the fly by reading from their spell books. This takes an extra full action per spell level and of course invites an AoO. Clerics may also cast spells on the fly by chanting a prayer and brandishing their holy symbol for an extra full action per spell level and of course this too, invites an AoO. For every new spell level you achieve you can cast spells of the immediate lower level like this 1 action faster, to a minimum of 1 action. Thus, at 5th level, a 2nd level spell may be cast in one action. Normal components must still be used.
Clerics begin with no Armor proficiency, but are still unaffected by spell casting failure.

Prestige Classes

Fighter - While Warriors are common foot soldiers, Fighters are excelling combatants, often the leaders of small bands of warriors.

Rogue - Cutpurses, Catburglars, Highwaymen, and even Constables represent the Rogue class.

Cleric - The devote of a particular religious order, these secular Clerics are fond of making pilgrimages and spreading the Word of their patron deity.

Wizard - Initiates in the studies of arcane mysteries, Wizards always seek new lore to study.