D20 Modern. Anybody here play?

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Okay, I just recently ran a game and have a lot of questions to ask relating to combat.

Okay...so! First thing's first...I want to use a grid system like the one detailed in the d20 modern core rulebook. I'll be using grid paper for the battles, and pre-rendered images for the battle scenes (I'll be printing the grids on see through paper and putting them over the graphics). At least, I THINK this is a good way to go about doing it. Here are my questions:

  1. What's the best way to use a grid system? My idea for the paper and pre-rendered backgrounds seems like it'll do the job but obviously the players will end up fighting in areas where I don't expect them to. How do you guys all handle combat setting in your real life games?
  2. The grid is necessary because I'm going to be using things like Attacks of Opportunity (last game, the combat was dull because it was too round-based), and charging (my players seemed to think running towards an enemy and attacking was something that required more thought than it does). I'm NOT using grapple, but I may in the future--if I see the point to it, anyhow. Should I draw crude settings right on the paper for more dynamic environments? That would slow the game down seriously...
  3. Charging and AoO's. I know how charging works--basically it lets you run in combat. AoO's seem to be to break up and give realism to the round-based combat approach.
  4. How do you guys keep track of your enemies? The way I do it seems to be too tough to do quickly.
 
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I almost never use the grid, I try to keep a mental map. If their are a large number of combatants, I might draw a little crappy map.

You should see Slayer's focus actions in action :x Talk about nearly non-linear combat. Combine that with AOOs and rolling blocks and now you have chaos combat.
 
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What's a focus action? It might be a lot like our combat action system. Using a set amount of action points, we can allow the players to take a combat action where they roll a check instead of combat dice:

E.g., A player wants to jam a grenade into an open wound on the back of a spider, a player wants to cover himself with fish innards (really happened once), or a player wants to shoot the enemy in the leg to slow their pursuit, etc.

Is it like that?
 
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a focus action is my own creation, a customized new combat system. It's a lil complicated, so I can go over the standard d20 modern stuff.
But to answer your questions first:

1) I almost always prefer using a grid for combat. My old dm used a laminated paper he personally made and used dry markers for walls and details. I also suggest some maps from where ever you can get them to have a collection of stuff to be prepared for when your players go somewhere.

2)Crude drawings of the environment are great, but find your personal syle for it. During my RL games i usually go for important details only.
Grappling is very useful, but it requires some understanding. Imagine being able to pin a spellcaster while a friend beats him with a stick

3)Charging is a full round action which allows you to move up to double your movement in a straight line ending with you attacking a single target. You get a +2 to that single attack, and a -2 to defense until your next turn. Aoo's are really versitile and complicated when dealing with movement.

4)Keeping track of the enemies, i usually have standard stats for the lot, and keep notes on paper.

The focus action is a way to make combat more easier. Basicly it replaces the standard action and it's used to represent where your attention is focused for that round.
 

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