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1) Creating Adversaries
I enjoy playing in d20 games and creating characters with all it entails however; this is an aspect of d20 that hinders my enjoyment while storytelling.
While storytelling I do not like to build a character from the ground up while consulting charts and tables and adding up points in a plethora of categories across what could be multiple classes (base attribute points, base attack bonus, base defense bonus, skill points, cross class skill costs, will save, reflex save, fortitude save, feats, special qualities, attribute increases).
I would much rather have the option to build a character from the top down retaining balance and symmetry with the same rules the players have created there own characters with. While I am fully certain one can build a character top down in a standard d20 system actually doing so would have a measure of hindsight included with choices benefiting the character (I have never seen a write-up for a 20th level fighter with feat that gives 3 more hit points for example). This is a personal preference and in my opinion leads to players choices that matter such as creating adversaries with the same standard attribute set the players were created with.
In Mutants & Masterminds character creation is handled though a point system. Every level is made up of 15 points and the standard superhero is 10th level equaling 150 points. There is a chart listing the maximum level of powers, attack bonus, defense bonus, skill rank bonus (essentially a bonus to whatever of 1 per level, with skills being the exception at level +3). One can raise their saving throws by buying a power. This means that I can create a character from the top down without consulting a bunch of charts and adding up a mess of bits.
2) Awards
Challenge codes are a not my favorite, nor are adding up and dividing up large amounts of numbers from all the challenges involved. In Mutants & Masterminds small numbers of experience points are handled. Every time you gain another 15 points, 1+ per adventure, you go up a level. The paperwork is lessoned and as a result and I am given more time to focus on the characters and the story. At the end of the night I want to go to bed and not tally up experience.
3) Classes
Classes are a choice in the grate world of gaming just as chocolate is a choice of ice cream. I like chocolate, chocolates great. It really is. I bet it is the most popular flavor. Sometimes I want the other flavors of ice cream. When I game master I want to create villains and characters with abilities suiting them unhindered by classes. In d20 this hindrance comes from the class structure in general. I play Star Wars d20 and read the boards. I love Star Wars d20. I can not count the numbers of times it has been pointed out that Yoda could not be a level 20 Jedi Councilor (lots of skill, less attack bonus) and kick but the way he did in episode II when its apparent that he must be a Jedi Guardian (few skills, lots of attack bonus). Putting aside the whole argument of trying to stuff a Yoda peg into a d20 class hole I think creating a character like Yoda with Mutants & Masterminds would more accurately capture his feel (he could know a lot of Yoda stuff and at the same time be very good at bopping someone with a lightsabre). I imagine the same would be true for other super heroes. Doing away with classes fits creating high powered characters from sources of fiction very nicely.
4) Attacks of opportunity
Arguably the single most complicated d20 rule. You know the one with all the diagrams explaining how it works and charts listing if this action or that provokes an attack of opportunity? Well they made it an optional rule and stuck it not in the core book.
5) Hit points
I was never comfortable with hit points based on class (fighters having more than anyone). At first when I started playing RPGs, 20 or so years ago, it was defined as combat ability. This always made me wonder why traps hurt thieves more than fighters or why falling off a cliff is something a fighter would be good at. Then if you defined hit points as luck, then why the heck does the universe smile so much on violence? I suppose if you wanted to play in a universe where the gods enjoy promoting survival of the warmongers this would sit nicely however, I would rather not have them based on profession or redefined entirely. I toyed around with different types of hit points some for combat, some from magic and whatnot that would make it so that a wizard was more likely to survive a magical explosion than some fighter trained how to use a pointy metal stick. Or I guess you can just give everyone the same hit dice like they do in some d20 games. All in all it suits my mind nicely to do away with hit points in there entirety. This is exactly what Mutants & Masterminds did. They have a damage save (a new saving throw) that is rolled against the power level of the attack +15 (fail by 5 and get stunned, fail by 10 and get knocked out). Each time you get hit you gain a penalty to the next damage save making it more possible to get knocked out. I love it!
All in all I can not believe how well they took almost everything I don’t like about d20 and worked out a system just for my needs. I plan on running a game using this system after I finish running my current game.
Substance: 5
This is a true d20 option that addresses my concerns with creating adversaries, issuing awards, dealing with classes, dealing with attacks of opportunity and dealing with damage another way other than with hit points. I only wish they got rid of standard d20 attribute system where a bonus is based off a number and simply listed the bonus and that is a minor quibble.
Style: 5
It has page numbers on every page, chapter headings on every page, a glossary of important terms, an index, a character sheet, quick reference tables, its hard bound and is chuck full of pretty art (I could care less about art if the game is good, but this art is good).
