Acknowledgment

The author would like to thank the Beacon City Watch: Wendy Akela Gale, Elyssa Na-
maste Gilmar, Douglas The Wraith Bellew, Mike Redline DeSanto, Michael Public Defender
Broggy, and Daniel Harbinger Rossi for play testing and just being awesome.
Special thanks to Russell Impagliazzo, for design and mathematical help. Without them this
would be a different and worse game.
This work is licensed under the Creative Commons Attribution-Noncommercial-
Share Alike 3.0 United States License. To view a copy of this license, visit
[http://creativecommons.org/licenses/by-nc-sa/3.0/us/] or send a letter to Creative Com-
mons, 171 Second Street, Suite 300, San Francisco, California, 94105, USA.
The illustrations in this work are licensed under the Creative Commons
Attribution-Noncommercial-NoDerivs 3.0 United States License, visible at
http://creativecommons.org/licenses/by-nc-nd/3.0/us/
Various fictional characters that are mentioned in passing in this work may be the trademarks of
their respective owners; if they are they are being used without permission, and the publication
of their names is not authorized by, associated with or sponsored by their respective trademark
owners. This game has no permission from, connection with, or endorsement by DC Comics,
Marvel Comics, or any other comic-book publisher. DO NOT READ OR PLAY THIS GAME UNDER
ANY MISAPPREHENSION THAT THE MENTION OF CERTAIN FAMOUS TRADEMARKS MAKES THIS AN
OFFICIAL PRODUCT SPONSORED BY ANY OF THE TRADEMARK HOLDERS.
Superman, Green Lantern, Catwoman, Nightwing, Sandman, Batman, Birds of Prey, Teen Titans,
Wonder Woman, Guardians of Oa, Green Lanterns, the Monitor, Darkseid, the New Gods, Adam
Strange, Rann, Hawkman, Carter Hall, General Zod, Amethyst Princess of Gemworld and Cap-
tain Atom are copyright and trademarked by DC Comics.
S.H.I.E.L.D., Punisher, Daredevil, Luke Cage, Spider-Man, West Coast Avengers, Avengers, X-Men,
Iron Man, Thor, Dr. Strange, Fantastic Four, Adam Strange, Silver Surfer, Galactus, and the Hulk
are copyright and trademarked by Marvel Comics.
You wont find any stats, descriptions, or images of any of the aforementioned trademarked
characters; their names are used purely nominally as points of reference.
Kapow! is (c) Joshua Macy 2009. Kapow! and SFX! are trademarks of Joshua Macy.
This document is version 1.10, last revised 05/02/2012.
Introduction
Kapow! is a role-
playing game
where the play-
ers take the part
of superheroes
fighting for Truth,
Justice, and All
That Good Stuff.
It is meant to give the players and GM the
tools for playing and producing results that
feel like superhero comic books without
bogging them down in unnecessary detail,
and without making them sacrifice concept
to conform to the rules.
The Primary Rule of Kapow! is that actions
have to make sense in a superhero comic-
book kind of way and the players will con-
tinually be asked to describe their actions in
terms fit the conventions of the genre. In
Kapow! it isnt enough to say I attack with
Flame Blast, thats 2d6; Kapow! asks you to
describe how youre using your power, al-
most as if you were narrating the action in
a comic book: I use my Flame Blast to hurl a
fireball, enveloping the villain, or Since he
seems immune to flame, I use my Flame Blast
to melt a cable on a nearby crane, drop-
ping a load of steel girders on him. When
in doubt, ask yourself Does this sound like
something from a superhero comic-book?
The Primary Rule applies to the plausibility of
actions, particularly the results of actions in-
volving super powers and how they interact
that are far outside of the realm of ordinary
physics or common sense; it is not intended
to force a particular outcome or story, or to
substitute collaborating on a comic book-
style fan-fiction for role-playing.
Kapow! is designed to be simple enough
for novices to play, though perhaps not sim-
iv
ple enough for Game Masters with no prior
experience in role-playing games. Its as-
sumed that the players know what super-
heroes are about and what sort of game
they want to play. Its particularly important
for the players and the GM to be on the
same page about genre conventions such
as whether superheroes and villains ever kill
their helpless enemies, whether the concept
of secret identities is played straight or for
laughs, and so forth. If one player wants a
game where the struggle to keep his super-
hero identity secret from his sweet old Aunt
Petunia is a recurring theme, and another
player does nothing but wisecrack about
how strange it is that nobody can recognize
him as soon as he takes off his glasses, its un-
likely that they can both be satisfied with the
same campaign. Superhero comics are full
of tropes and genre conventions that can
be made fun of, and deconstructing them
was old twenty years ago; its possible that
everybody at the table will be happy with
a game that relentlessly mocks the subject-
matter, but its much more likely that the
players want to play a superhero-themed
game to revel in those same conventions. It
should be the goal of everybody at the table
to play up and play into whatever approach
the players want to take.
Kapow! includes everything you need to
create superheroes and save the world: rules
for character generation, campaign scope,
super powers and character templates, ve-
hicles, bases, side-kicks, training missions,
danger rooms, cross-overs, adjudicating ac-
tions and resolving combat, designing set-
tings and superhero campaigns, and op-
tional rules for random character generation.
Kapow! uses a straightforward mechanic
 themselves in, such as attempting to intim-
idate foes into giving up without striking a
blow, or interfering with their powers.
This book consists of three sections: Creat-
ing A Superhero, Playing A Superhero, and
Game Mastering. The first two sections con-
tain all the rules of the game, on how to
create and how to play superheroes using
Kapow!, while the final part contains advice
on running superhero campaigns applicable
to most systems.

to resolve most actions: you roll some dice

(two, unless youre doing something unusual)
and take the best. If you are pitting one
Power against another you compare that to
the roll of the opposing Power; if unopposed
then against a Difficulty based on the scale
of what youre attempting. For instance,
Captain Strong tries to hurl a bus at Arachno-
Man with his Super Strength; Arachno-Man
uses his Arachno-Agility to dodge. Cap-
tain Strong rolls a 7 and Arachno-Man rolls a
6...and Arachno-Man is hit by the Crosstown
Express. Arachno-Man later has to prevent
the Crosstown Express from falling off the
bridge and into the river below, and uses his
Arachno-Strength to lift the bus to safety and
rolls 9...the bus is about Difficulty 5 in weight
for that Scope so thats enough to pull the
bus back to terra firma. Note that in the ex-
ample Captain Strong isnt required to make
a separate roll to lift the bus first, thats as-
sumed to be part of the description of his
Super Strength attack on Arachno-Man; if
theres some doubt that he really could lift a
bus, hed just describe a smaller object that
hes hurling, and the die roll would be the
same.
Most of the rest of the rules consists of de-
ciding which dice of what size to roll for var-
ious actions, and what the results of success
are, plus some handling for some of the more
common unusual situations that heroes find
v
The Primary Rule
Does this
sound like
something from
a superhero
comic-book?
The Primary
Rule of Kapow!
is that actions
have to make sense in a superhero comic-
book kind of way. It will be referred to a lot in
the following rules, because its a departure
from the way many RPGs handle game
rules and dice rolling. In Kapow! you dont
even roll the dice if the action is obviously
something a superhero with that power can
do. Where in most RPGs you wouldnt bother
rolling to see if you could walk across a room
or sit in a chair, Kapow! extends that notion
so that you wont bother rolling to see if you
can catch a child falling from a window
ledge with your force-field or by swinging
through the air; superheroes arent faced
with situations where simple bad luck (a very
bad die roll) could result in a childs death.
Contrariwise, where other superhero RPGs
might just leave it up to the dice to decide
whether a sonic attack meant to deafen
and disorient a foe can penetrate a suit of
powered armor (rolling damage vs. its resis-
tance) or decide it based on whether the
character had paid extra when it was cre-
ated to have it bypass armor, Kapow! will
ask the players the consider the plausibility of
the action before they commit to it and roll
the dice, and the decision may turn on cos-
metic details of the description of the armor
such as whether it has actual openings in the
helmet like Iron Manor a sealed face-plate
like the Titanium Man. If given the particu-
lar armors description it cant plausibly pro-
vi
tect the character, it cant be employed as
a defense in that situation.
This means that the player will often be
able to control whether an action can be
taken according to the Primary Rule by the
way they describe how theyre employing
their power. In fact, thats the point of the
Primary Rule: to require the players to nar-
rate their actions in a more interesting way
than just announcing I use my Flame Blast,
thats a d6, d6 attack by making the de-
tails of the narration matter. This also helps
novice role-players, who naturally tend to do
this. To further this goal, and speed things
along, final decisions as to the plausibility
are placed in the hands of the player. The
GM can suggest reasons that the action as
described might not be all that plausible or
should take into account facts about the sit-
uation such as the villain hovering fifty feet in
the air, but the GM wont override the play-
ers unless she knows something they dont
that makes the action impossible (such as
the characters are actually fighting an illu-
sion).
Example of Play
The team has made its way to the warehouse
where their informant told them that Alexan-
dra le Grande and her army of Glamazons
are hiding.
Jungle Gal: I acrobatically jump from the
next roof, landing like a cat on the roof of
the warehouse. Nushka, my panther, follows
me...landing like a cat, naturally.
Harbinger: I become intangible and fly up
there with her.
The Wraith: Since my movement power
is a network of informants that lets me know
about things going on before they happen,
I step mysteriously out of the shadows where
Ive been waiting for them.
Because Kapow! allows players to define
exactly how their powers work, this kind of
unusual power is perfectly fine; as long as
the player abides by the Primary Rule, the
skys the limit. In this case the Wraith would
find it difficult to justify his power letting him
overtake a foe flying away, but its perfect
for mysterious appearances.
Redline: As we agreed, Im going to crash
through the front door when they give the
signal, so Im out on the street, still in my mo-
torcycle form.
Public Defender: and Im with Redline.
Harbinger: Ill scout the warehouse by
phasing through the roof, just poking my
head through so anybody inside isnt likely to
see me.
GM: OK, you can see that the interior of the
warehouse is a mostly empty space, two sto-
ries tall, and its been turned into some sort of
barracks and training facility. There are scat-
tered groups of improbably perfect-looking
but creepily identical Glamazons training in
martial arts or just hanging around, maybe
about two dozen. There are rows of cots
and footlockers towards the edges of the
big room. There are catwalks along the
edges and criss-crossing the room, and an
enclosed office area. On the first floor near
the offices you also see a set of wide stairs
going down, presumably to a basement.
The GM rolls to see if any of the Glama-
zons spot Harbinger; since they dont have
enhanced senses, he just rolls the Default
Skill vs. Harbingers Phasing Power...rolling
only once for the whole group. They fail to
notice the disembodied head poking down
through the warehouse roof.
Harbinger: I pull back and tell the others
what I just saw. Should I scout whats down
those stairs, or do we just charge in?
The group agrees that getting more info on
the layout would be good, and wait while
Harbinger floats down outside of the building
and approaches the basement area from
underground; there he finds a lab, Alexan-
dra le Grande in a lab-coat, big vats of
glowing greenish goo, computer banks, and
some captive young women in cells, some
ordinary-looking, some Glamazons in mana-
cles. He also notices, as he phases through
the rock, an escape tunnel into the sewers.
Returning and reporting, the group decides
to modify their original plan. Jungle Gal, The
Wraith, and Redline will take on the Glama-
zons upstairs, while Harbinger and Public De-
fender head for the basement lab and try
to prevent le Grande from either joining the
fight upstairs, doing anything to the captives,
or escaping through the sewers.
Since theyre entering combat, play pro-
ceeds around the table.
Jungle Gal: Im going to quietly lift up one
corner of the skylight, and blow a big bunch
of pollen from my little sack of Jungle Potions
into the warehouse to send as many as pos-
sible to sleep.
Thats one of the two Actions Jungle Gal
can take in a Round, based on her Actions
stat. Now that shes used her Jungle Potions
power, she cant use it again this Round.
Note that until she mentioned it, there was
no indication there was a skylight on the
roof; Kapow! encourages players to invent
details like that, as long as theyre consistent
with the Primary Rule, rather than having the
players play twenty questions with the GM
about the layout of the environment. First,
Jungle Gal rolls for her Jungle Potions; since
it was bought with the Flexible advantage
shes listed out some of the things she can do
with it in advance, one of which is put targets
to sleep. Since there are about two dozen
Glamazons, and spreading her power that
thin probably wouldnt work, she chooses to
sprinkle it on eight directly below the skylight.
Splitting Jungle Gals attack among them ...
Jungle Gal rolls against the eight foes, and
the Glamazons roll for their defenses; be-
cause the Glamazons are physically tough
but not immune to poison, and because Jun-
gle Gal described using her power as a pow-
der they would inhale instead of, say, darts
that would have to pierce their skins, the GM
decides they defend with just their Default
Skill instead of their stronger Bulletproof Skin;
since it was bought as going against Stamina
vii
instead of Toughness, when its over half of each. Two of the Glamazons end up KOed,
them have been put Out and are sleeping, one is Hindered, bowled off her feet by the
two are groggy and Hindered, and two skidding cycle, and the remaining leaps out
have escaped unscathed. of the way.
Jungle Gal: Now Nushka and I will leap GM: The Glamazon you knocked over
through the skylight on the roof, landing stands up, but thats her Action for the Turn.
among one of the packs of Glamazons The one who jumped out of the way counter-
thats still awake, and Ill spin my Spear attacks, punching you in the face and by-
around me, trying to knock four of them flat. passing the cycles armor.
Nushka will pounce on one of the Glamazons Redline: Remember, in my motorcycle
from the first group with her Claws. form, Im completely enclosed; it looks more
Thats a second Action for using her Spear, like a Tron light cycle. So my armor works
so Jungle Gal is out of Actions for the turn. against it.
Nushka has used one of her own two Actions. GM: OK, she tries punching through the
Jungle Gal leaps among another group windshield to where she imagines your face
of four and spins her staff, again splitting to be...roll for your Armor.
her attack, this time between four of them; To start playing Kapow! read on...
against this their Bulletproof Skin ought to be
effective and they get to roll for that... two
are knocked out, and the other two unhurt. The Rule of Three
Jungle Gals cat and one of the remaining
As a rule of thumb, three is the magic num-
Glamazons from the first group roll, and the
ber in Kapow! If there is a rule with a spe-
Glamazon is Out. There is one Glamazon left
cific number attached to it, its almost al-
unhindered in the pack that Jungle Gal used
ways three. Three is the number of starting
her potions on, and two in the second group
Boosts you have to spend; three is the num-
she attacked with her staff. The GM decides
ber of turns you are Out before you can au-
they combine their Super Strength as a sin-
tomatically return to combat; three is how
gle attack against Jungle Gals automatic
much you have to beat somethings Tough-
defense of Acrobatics, justifying this as them
ness to score an Overkill; three is the number
all trying to dog-pile on her and overwhelm
of Range categories there are, etc. This re-
her with numbers; as a group they manage
duces the need to look things up in the mid-
to Hinder Jungle Gal, which the GM decides
dle of play: if you cant remember, just use
means theyve jumped on top of Jungle Gal
three.
and are clinging on.
Jungle Gal: Since Nushka has an Action
left, she charges at the Glamazons on top of
me, knocking them off.
Helping Unhinder an Ally costs one Action
and automatically succeeds.
Redline: I rev up and crash through the
big loading doors in the front as my first Ac-
tion. We know that theyre pretty tough, so
Ill skid into a group of four Glamazons, using
my movement power to try and knock them
over as my second.
Since Redline is using his movement as an
attack its power is reduced, but his move-
ment power in motorcycle form is quite high,
so splitting it four ways still allows him break up
that attack to a reasonable amount against
viii
Contents

Contents 12

I Creating A Superhero 18
1 Steps To Creating A Superhero 19
Before You Begin: Scope and Tone . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Scope . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Tone . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
Quick Start Hero . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
Example Characters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
Creating a Superhero Step-by-Step . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26

2 Concept 27

3 Templates and Powers 29

Standard . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
Powerhouse . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
Jack-of-All-Trades . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
Minimal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
Choosing A Template . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
Describing Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
Absolute Power! . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
Types of Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
Attributes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
Toughness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
Will . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
Stamina . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
Actions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35

4 Spending Boosts 36
Boosts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
What Can You Spend Boosts On? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
New Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37
Base Power Level . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37
Advantages And Disadvantages . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37
Advantages . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37
Disadvantages . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40
New Advantages and Disadvantages . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42
Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43
12
 Contents

Alternate Forms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43
Companions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43
Vehicles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45
Bases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45
Minor Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47

5 Complications 50
Note On Complications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
Complications Vs. Disadvantages . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52

6 Finishing Your Hero 53

Origin and Background . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53
Using Your Background . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54
Drive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54
Appearance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55
Battle Cry . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56

7 Example Characters 57
Jungle Gal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 57
Origin And Background . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 59
Appearance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 59
Battle Cry . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 59

II Playing a Superhero 64
8 Quick Summary 65

9 Defining Powers 67
Power Examples . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 68
Disagreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 69
Power Level . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 69
Regular Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 70
Movement Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 70
Utility Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 70
Minor Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 72
Active vs. Automatic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 72
Active Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 72
Automatic Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 72

10 Using Powers 74
The Primary Rule . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74
The Primary Rule And The Default Skill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74
Contested Actions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75
Defending . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75
Example . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75
Uncontested Actions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75
When To Roll Uncontested Actions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 76
Difficulty . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 76
Difficulty for Other Tasks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77
Damage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78
13
C ONTENTS

Collateral Damage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78
Hindered . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78
Out . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80
Tired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82
Overkill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82
Disabling Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82
Splitting Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 83
Duration Of Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84
Thwarting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84

11 Tropes 86
Battle Cry . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 86
Combining Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 86
Combining Your Own Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 87
Careful Aim And Pulling Your Punch . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 87
Failure Is Not An Option . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 88
Helping The Hindered . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 88
Intimidation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 89
Overdrive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 89
Power Play . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 90
Sacrifice Play . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91
Sheer Determination . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91
Sudden Death . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91
Supreme Effort . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91
Wild Shot . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92
Wild Shot And Combining Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92

12 Rounds And Turns 93

On Your Turn . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 93
Not Your Turn . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 93
Interrupting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 94
Tracking Turns and Actions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 94

13 Special Situations 95
Mobs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 95
Crossing Scopes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96
Guest Stars and Cross-overs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96

14 Range 97
Movement And Range . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98
Chases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 99
Hide and Seek . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100
Senses And Range . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100

15 Investigation 101
A Note On Investigation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 102

16 Experience 103
The Pace Of Advancement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 103
On Patrol . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 104
Training Rooms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 104
14
 Contents

17 The Environment 106

Environment Description . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 106
NPC Vehicles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 106
Vehicle Scope . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 107
Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 107
Building Levels . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 107
More Stuff To Break . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 108
Hazards and Obstacles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 108
Creating an Obstacle or Hazard . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 110
Out by a Hazard . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 110

III Game Mastering Superheroes 111

18 Game Mastering Superheroes 112
How To Use This Part . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112
Adventure Scope . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112
Prevalence of Supers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112
Reaction to Supers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 113
The Authorities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 113
Fictional Cities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 113
Is it Science Fiction? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 114
Proactive vs. Reactive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 115
Episodic Or Epic? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 116
Forbidden Powers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 117

19 Villains 118
Motives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 120
Desperation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 120
Fanaticism . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 121
Greed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 121
Loyalty . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 121
Madness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 121
Mercenary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 122
Monster . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 122
Nemesis . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 124
Power . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 124
Reluctant . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 124
Revenge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 124
Showboat . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125
Sportsman . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125
Superiority . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 126
Modus Operandi . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 126
Brute . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 126
Cat and Mouse . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 126
Compulsive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 127
Expert . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 127
Leader . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 127
Mastermind . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 127
Pro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 129
15
C ONTENTS

Schemer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 129
Seducer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 129
Sneak . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 129
Common Villain Types . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 130
Arch-Enemies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 130
Assassins . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 131
Conquerors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 131
Cultists . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 132
Mobsters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 132
Ninja . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 133
Organizations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 133
Overlords . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 134
Pirates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 134
Thieves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 134
Supervillain Complications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 135
Casting Supervillains . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 135

20 Adventures 136
Schemes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 136
Altering Reality . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 136
Blackmail . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 137
Challenge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138
Conquest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138
Counterfeiting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138
Destruction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138
Extortion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138
Frame-Up . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138
Impersonation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138
Kidnapping . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 139
Murder . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 139
Theft . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 139
Time Travel . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 139
Lairs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 140
Typical things for a Lair to have . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 141
Preparing for an Adventure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 141
Review Complications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 141
Devise A Scheme . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 142
Decide On Villains . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 142
Sketch Out Locales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 144
Invent Obstacles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 145
Fill In Details . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 145
Plot Devices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 147

IV Appendices 148
A Random Character Generation 149
Theme . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 150

B Tables 162
16
 Contents

C Options Summary 167

D How To Be A Good Player 169

Index 172

17
 Part I

Creating A Superhero

18
Chapter 1
Steps To Creating A Superhero
Before You Begin: Scope and
Tone
Before you actually start creating super-
heroes, you need to make some decisions
about the kind of superhero game you want
to play. The GM and the players should col-
lectively decide on the Scope for the adven-
tures, and the Tone that the game will take.
Is the group going to be a team of vigilantes
protecting a neighborhood or city from or-
ganized crime, or guardians of an entire
galaxy fighting a war against extra-galactic
invaders, or likely something in between? Will
the players be paragons of virtue in a world
where Good always ultimately triumphs over
Evil, anti-heroes barely distinguishable from
the villains in a world where power corrupts
and absolute power corrupts absolutely, or
somewhere in the middle?
Scope
Scope describes how powerful the heroes
are and how large an area their typical
adventures take place within. While cam-
paigns may eventually transcend the original
Scope, you should pick a Scope at the start
that will be satisfactory to play for quite some
time. Its relatively rare in superhero comics
for characters to level up and significantly
change their Scope for more than a story
arc...and when they do its often followed by
a reduction back down to a scope closer
to the heros roots when the new, more
global or cosmic scope turns out not to be as
entertaining as it sounded. Groups that want
19
to try different power levels as a change of
pace might consider creating new charac-
ters in the same setting but at the desired
Scope, and returning to the lower-powered
characters when they feel like more down-
to-Earth adventures, rather than ramping up
the original characters with newly discov-
ered powers, symbiotic alien tech, and the
like.
Scopes
1. Normal An average person, a non-
combatant.
2. Agent You are part of a large group that
provides support, missions, and trans-
portation. While you rarely make a cru-
cial difference individually, your group
works for larger aims. Organizations can
themselves vary in Scope and power-
level, but most of their operatives will still
be at the agent power-level, whether
they are the local police department
or a world-conquering conspiracy. The
differences will be in the number of
agents, the equipment provided to the
agents, and the number and level of
higher-powered officers and specialists
that work alongside them. Examples: Po-
lice forces, army, S.H.I.E.L.D.
3. Street-level You do not have reliable in-
tel or transportation, so you need to plan
ahead to be in the right place to in-
fluence events. Thus, your missions are
usually chosen to suit your talents and
1. S TEPS TO C REATING A S UPERHERO
centered on individuals, rather than re-
sponding to crises. A climactic adven-
ture could decisively affect the lives of
dozens of people. Examples: Punisher,
Catwoman.
4. Neighborhood You operate mainly in a
city district or equivalent area, such as a
small to medium-sized town. You have
ways of learning about major events in
your district, and reliable transportation
that allows you to respond quickly to
these events. Your actions routinely af-
fect the lives of dozens, and a climac-
tic adventure could affect the lives of
hundreds or even thousands. Exam-
ples: Daredevil, Luke Cage, Nightwing,
Golden Age Sandman.
5. City You operate mainly in a major
metropolis. You have ways of learning
about major events in your city, and re-
liable transportation that allows you to
respond quickly to these events. Your
actions routinely affect the lives of hun-
dreds, and a climactic adventure could
affect the lives of thousands or even tens
of thousands. Examples: Spider-man,
Batman, Starman, Birds of Prey.
6. Regional You operate mainly in a geo-
graphical area, such as a group of US
States (e.g., New England), a large US
State (e.g., California) or a moderate-
sized country (e.g., the Netherlands).
You have ways of learning about ma-
jor events in your region, and reliable
transportation that allows you to respond
quickly to these events. Your actions
routinely affect the lives of thousands,
and a climactic adventure could affect
the lives of hundreds of thousands or
even millions. Examples: West Coast
Avengers, X-Men, Teen Titans.
7. National You operate throughout a large
country (e.g., USA) or continent (e.g., Eu-
rope or Australia). You have ways of
learning about major events anywhere
in this area, and reliable transportation
that allows you to respond quickly to
20
these events. Your actions routinely af-
fect the lives of hundreds of thousands,
and a climactic adventure could affect
the lives of millions or even hundreds of
millions. Examples: Avengers, Iron Man.
8. Global You operate throughout the
world. You have ways of learning about
major events anywhere in the world, and
reliable transportation that allows you to
respond quickly to these events. Your ac-
tions routinely affect the lives of millions,
and a climactic adventure could af-
fect the lives of everyone on the planet.
Examples: Wonder Woman, Captain
Atom.
9. Interplanetary Your operations fre-
quently go beyond this world. You
represent your home-world in the eyes
of many alien races. You have ways of
learning about major events on other
worlds and transportation that allows
you to reach other worlds in a rea-
sonable amount of time. Your actions
routinely affect the lives of hundreds
of millions of sentient beings, and a
climactic adventure could affect the
destiny of a world or even a dozen
worlds. Examples: Thor, Adam Strange,
Fantastic Four, some Green Lanterns, Dr.
Strange, Adam Warlock, the Guardians
of the Galaxy.
10. Interstellar Your operate over many
worlds. You may represent a federa-
tion or other group of many planets.
You have ways of learning about major
events throughout your jurisdiction and
transportation sufficient to reach them
effectively. Your actions routinely affect
entire worlds, and an climactic adven-
ture could affect the destiny of an en-
tire interstellar civilization. Examples: The
Legion of Superheroes, the Darkstars, the
Shiar Imperial Guard, the Jedi Knights.
11. Galactic Your operations extend into
most of the known worlds. You are in-
dividually considered a power on the
same level as an entire alien race, that

must be accounted for in any issue of
Interplanetary politics. Your actions rou-
tinely affect entire interstellar civilizations,
and a climactic adventure could affect
the destinies of hundreds or even thou-
sands of worlds. Examples: Darkseid,
New Gods, Guardians of Oa, Superman,
Silver Surfer, Galactus.
12. Cosmic There is no bound to the scope
of your operations. No one has mea-
sured the extent of your abilities, and you
are nigh omniscient and omnipresent.
Your actions routinely affect dozens of
worlds, and could conceivably change
all of reality. Examples: Eternity, the Mon-
itor.
Note that the example levels arent intended
to be binding; they are meant to give a
rough guide. If youd think youd like to run a
Daredevil-like acrobat and martial artist who
protects an entire city instead of a neighbor-
hood, go ahead and set the campaign at
City Scope instead of Neighborhood.
Tone
Tone is probably the single most important
thing to decide upon about a superhero
campaign. Will the campaign be straight?
Grim? Serious with occasional humor?
Tongue-in-cheek? Outright camp? The
superhero genre lends itself to treatments
from Captain Carrot and the Zoo Crew to
Watchmen, and on out the other side with
something like Warren Ellis Ruins (so grim its
back to being silly). Even the same hero
can be treated with many different tones
throughout his career: just look at the various
handling of Batman.
How plausible do superpower stunts have
to be? If you can run super-fast, does that
mean you can run up the sides of buildings?
Across the surface of water? Over the tops
of clouds? Vibrate so your molecules pass
straight through solid objects? Spin up into
the air with your arms outstretched like a heli-
copter? Spin around and create a tornado?
Theres no right or wrong answer (and all of
Before You Begin: Scope and Tone
those examples are things that the Flash has
been able to do at some point in his ca-
reer), and Kapow! is emphatically not about
detailing all the possible uses of a Power
before play begins, but its helpful to have
some idea at the outset of just how fast-and-
loose players are expected to play with the
physics of superpowers.
It doesnt matter very much what tone you
choose, as long as everybody playing is on
the same page. Disagreements over the
tone of the campaign can wreck it; when
one player is aiming for goofy Saturday-
morning cartoon style with a radioactive
martial arts amphibian, and another is a
leather-clad urban vigilante just this side of
being a serial killer somethings got to give.
Even if the players are nominally on the same
page with the style of character, the Primary
Rule of having to make sure that your ac-
tions sound like a comic places emphasis on
having at least rough agreement as to what
kind of comic. While its theoretically possible
that because of the way that players are in
charge of their own rulings about the plau-
sibility of their actions you could have play-
ers with wildly different takes playing side-by-
side, in practice it tends to reduce every-
bodys satisfaction. If one player is trying to
stick to real-world martial arts as much as
possible while another takes his cue from the
most over-the-top Hong Kong action movies
the result wont tend to feel like either.
One useful way to approach this is to pick
a comic or movie, or an era, and say the
tone will be like that. As long as every-
body is familiar with the source it can be very
quick and reliable to say the tone is like early
Spider-Man, Silver Age DC Comics, Dark
Knight movie Batman, the TV show Heroes,
and so on. That doesnt have to mean its
set in those settings, though it could, but it
does set the expectations for things like lev-
els of violence, humor, plausibility of physi-
cal stunts, just how reality-bending do super-
Powers get, and so forth.
While Kapow! has no actual rules for death
and dying, it can be used for Grim n Gritty
play just by adjusting your expectations of
what logically follows according to the Pri-
21
1. S TEPS TO C REATING A S UPERHERO

mary Rule. In most superhero campaigns

throwing a car at an opponent is all in good
fun; in a Grim n Gritty campaign doing so
should be assumed to kill any occupants and
possibly some bystanders. A Saturday Morn-
ing Cartoon feel can be achieved by taking
time to describe the pilots of the jet planes
all parachuting to safety after the villain fires
his missiles at them.

Quick Start Hero

Heres the shortest way to make up a Kapow!
character:

1. Think of what kind of character youd

want to play that fits the Scope and
Tone.

2. Pick the closest match to that character

in the sample character list.

3. Keep all the numerical values of that

sample character. For each descriptive
phrase on the sample character sheet,
replace it with a phrase of the same gen-
eral category that describes the charac-
ter you have in mind. For each Power,
decide whether its Automatic (happens
reflexively) or Active (takes an Action to
use).

Example Characters
The following pages contain character
sheets for example Kapow! Characters. Ad-
ditional blank character sheets, formatted
specifically for the templates, are in the Ap-
pendix. Theyre also available as a separate
PDF form to make it easy to fill out and print
off.

22
1. S TEPS TO C REATING A S UPERHERO
Creating a Superhero
Step-by-Step
If you want to create a custom Kapow!
superhero, here are the steps:
1. Choose a Concept
2. Pick a Template and Describe Powers
3. Spend Boosts
4. Adjust Powers.
5. Come up with Complications
6. Flesh Out the Details
1. Choose a Concept Pick a concept and
a name for your hero. Dark urban
avenger? Master of the mystic arts? Be-
ing of living flame? This is the most im-
portant step, and one where you might
want to consult the other players and the
GM to coordinate the tone and kinds of
heroes you all want to play.
2. Pick a Template and Describe Powers Su-
perheroes in Kapow! can be built ac-
cording to four templates: Standard,
Powerhouse, Jack of All Trades, and Min-
imal. Templates determine the number
and strength of your heros powers and
your heros starting Attributes, so its up to
you whether youd like to play a power-
ful specialist, a weaker generalist, a bal-
ance between the two, or start com-
pletely from scratch. Fill in the Template
with the individual Powers that best de-
scribe your superhero. Power names and
descriptions are free-form; the rules gov-
ern how theyre employed, but its up to
you to determine what they are, what
they look like, and to a large extent how
they can be used, limited by common
sense and comic-book conventions. Fire
Blast and Super Strength will play very dif-
ferently, even if theyre rated identically
in terms of numbers.
3. Spend Boosts Every Template comes
with three Boosts to spend on cus-
tomizing the character. Spend your
three Boosts to improve your character
26
and differentiate it from other characters
with that Template and concept.
4. Adjust Powers You can adjust your abil-
ities further by reducing the effective-
ness of the Power in order to increase
its Level or take some Advantages on
it. Every Small Disadvantage you put on
the Power gives you one Boost to spend
on Advantages for that Power or to raise
its Level; every Big Disadvantage gives
you two Boosts. Similarly, for each Level
you lower the Power you get an addi-
tional Boost to spend on that Power. You
cant trade Boosts from one Power to
spend on another. Modifying a Power
this way doesnt affect how many total
Boosts you have, so doesnt change how
much XP you need for a new Boost.; you
can also choose whether to swap the
numbers around and whether to apply
Advantages and Disadvantages to your
Powers to further customize them.
5. Come up with Complications Every
superhero has things that complicate
life and the pursuit of justice. Perhaps
radioactive debris from your exploded
planet poses a deadly threat to you, or
maybe your sweet old Aunt Petunia has
a weak heart and it would kill her to
find out you were secretly that dreadful
Arachno-Man. Choose Complications
that will provide conflict for your char-
acter, or make the conflicts that much
more interesting. Complications are one
of the ways you inform the GM of the
kinds of things youd like to see happen
to your character during play.
6. Flesh Out the Details Finish by fleshing out
out other things about the back-story,
psychology, and appearance of your
hero. Record the heros Background,
Origin, Drive, Appearance, and Battle-
cry.
Each of these steps will be covered in more
detail in the following chapters.
Chapter 2
Concept
Concept is what makes your superhero more
than just a grab-bag of powers. Concept is
the most important thing about your charac-
ter, but Kapow! leaves it entirely up to you.
Since the rules in Kapow! can handle liter-
ally anything you can imagine as long as you
can describe it, its your choice what your
character is about. If youre having trou-
ble coming up with a concept, you can use
the Random Character Generation charts in
Appendix A.
Good superheroes tend to have a mem-
orable concept that ties them together,
whether its a particular animal such as a
bat or spider, mastery of an element such
as fire or force such as gravity, or a com-
mon method to the powers such as all com-
ing from a suit of powered armor or a mag-
ical ring. Sometimes the concept is more
defined by characters motivation and ele-
ments of costume, such as when a patriotic
hero dresses in the colors of his countrys flag:
it doesnt matter much whether there is noth-
ing particularly American, say, about martial
arts or carrying a shield, or Canadian about
flight and force fields.
Still other combinations, while not being
particularly unified or emblematic, are hal-
lowed by long convention in the comics
such as Super Strength, Invulnerability, and
Flight all going together, with or without laser
beams from the eyes. In the end, its up to
each player as to what concept seems to
be interesting and cool to play. If that hap-
pens to be a robot-ninja-monkey-cyborg-
dinosaur, then on their heads be it.
One thing to consider when choosing a
27
concept is that in almost all superhero cam-
paigns, you are going to be playing as part
of a team. Generally youll be a mem-
ber of a team or organization that is an of-
ficially recognized part of the setting, but
even if youre just a group of superheroes
who find themselves thrown together time
and again by happenstance, youll still be
part of a team while you play. When de-
ciding on your concept you should bear this
in mind. Not only should you discuss with
the other players whether you want to con-
nect your concepts, perhaps by sharing a
common origin or being members of a par-
ticular organization, you should consider be-
ing more specialized than you would oth-
erwise be if you intended to run the char-
acter solo and deliberately leaving gaps in
your capabilities that other members of your
team can fill. With this kind of forethought
you may be able to increase everybodys
fun and guarantee them moments to shine
by giving them specific roles in the team,
such as leader, tactician, information gath-
erer, diplomat, muscle, hothead, adviser, util-
ity infielder, and so on. Roles can be defined
by personality, function in combat, ranks in a
military-style hierarchy, or whatever else the
players think might be fun and allow them
to play off each other in interesting ways.
Think of it like casting a comic-book, or an
ensemble movie or TV show. Differences
in strengths and weaknesses and a certain
amount of friction between the characters
makes it more interesting.
2. C ONCEPT

28
Chapter 3

Templates and Powers

In Kapow!, characters can be built starting

with one of four Templates. Templates rep-
resent an approach to character design,
rather than a particular archetype or char-
acter class, and as the characters progress
they can improve in ways that can blur or
eventually erase distinctions between the
Templates. The Templates are: Standard,
Powerhouse, Jack-of-All-Trades, and Mini-
mal. Any concept can fit into any of the Tem-
plates, and the same Templates apply to all
Scope Levels, though what the numbers next
to the Powers in the Templates represent dif-
fer according to the Scope. See Tablesfor
what Power Levels represent at each Scope.
Powers are given a rating or Power Level
that indicates how powerful they are at that
Scope and what kind of dice they roll for their
effect. For instance Telekinesis 8 (d8, d8) at
Neighborhood Scope would be able to lift a
small car, while at National Scope Telekinesis
8 would be enough to lift a Blue whale. Standard characters have several Powers,
with different applications. If one Power isnt
working, you can try another, or to combine
Standard them in interesting ways. A Standard charac-
ter might have the proportional strength and
leaping ability of a spider, incredible acro-
batic ability, a mysterious danger sense, and
Standard Template web spinners capable of creating lines to
Main Power: 8 (d8, d8) swing on, tying up villains, or even temporar-
4 Other Powers at: 6 (d6, d6) ily blinding them or forming a shield. These
Tough: 2 Powers might not be quite as strong as the
Will: 2 few Powers of the Powerhouse, but the Stan-
Stamina: 2 dard character has a wider range of options
Actions: 2 and as a result will often be able to do more
Boosts to spend: 3 than one thing at a time or combine Powers
for a stronger effect.
29
3. T EMPLATES AND P OWERS

Powerhouse

Powerhouse Template
2 Powers at: 8 (d8, d8)
1 Power at: 6 (d6, d6)
Tough: 2
Will: 2
Stamina: 2
Actions: 2
Boosts to spend: 3

The Powerhouse is a specialist, with a small

number of very strong Powers, but not much
versatility. The Powerhouse might have a
Ultra-Flexible Power capable of doing many
different things, such as Green Lanterns ring,
but that will tend to be the characters only
strong Power; if the character encounters
something the Power isnt good for, the Pow-
erhouse doesnt have other Powers to fall
back upon, and small number of powers
means the Powerhouse generally can only
do one or two things at a time even if she
has Actions to spare.

30
 Choosing A Template

Jack-of-All-Trades use her many powers, or one that can hit

tremendously hard but has a glass jaw and
gets Out every fight.
Jack of All Trades Template
5 Powers at: 6 (d6, 6) Choosing A Template
2 Utility Powers at: 5 (d6, d4)
Tough: 2 Any character concept can be thought of in
Will: 2 terms of any of the Templates, though some
Stamina: 2 might seem a more natural fit than others.
Actions: 3 Templates matter more in terms of how you
Boosts to spend: 3 see yourself playing the character than in
the characters archetype or power-levels. A
Powered Armor character could be a Pow-
The Jack-of-All-Trades carries versatility and
erhouse of Super Strength, Armor, and Flight;
utility to the ultimate. The Jack-of-All-Trades
a Standard character of Super-Strength, Ar-
has no single dominant Power, but a wide
mor, Flight, Sensors and Energy Beams; or a
variety of Powers that are useful in various
Jack-of-All-Trades with all of the previous plus
situations. Frequently, the Jack-of-All-Trades
Life Support and Gadgeteering.
doesnt even have a fixed set of Powers, but
Even a character which would most natu-
can cobble them together on the fly with
rally fit the Powerhouse Template, such as a
gadgetry or magic to fit the current situation
super strong character with Super-Strength,
and can almost always do multiple things at
Invulnerability, and, say, Leaping could be
the same time, and combine their Powers for
conceived of instead in terms of the other
greater effect.
Templates. E.g., a Standard Template by
adding additional Powers such as Iron Hide,
Minimal Regeneration, or Bellow, or even stretched
into Jack-of-All-Trades by adding all those
and Keen Senses or Super Breath, or divid-
ing up the Super Strength into smaller su-
Minimal Template perpowers such as Hand Clap, Hurl Object,
Tough: 1 Smash, which could each have different Ad-
Will: 1 vantages and Disadvantages... or even just
Stamina: 1 listing the Super-Strength Power repeatedly
Actions: 1 to allow the character to take more than
Boosts to spend: 14 (still treated as 3 for one Super-Strength Action per Round.
character advancement)

The Minimal template is the ultimate in cus-

tomizability; it doesnt even start with a single
Power. Instead you customize it completely
according to the rules for Spending Boosts; it
starts with 14 Boosts to spend instead of the
usual 3. For purposes of advancement, it is
still treated as starting with 3 Boosts (that is, it
costs 3 XP for the next Boost). Note that un-
like the other Templates, theres no guaran-
tee that characters using this template are
balanced or playable; e.g. its possible to
create a character with too few Actions to
31
3. T EMPLATES AND P OWERS
Examples:
Arachno-Man using Powerhouse
Template
Arachno-Strength 8 (d8, d8)
Danger Sense 8 (d8, d8) - Automatic
Defense
Swinging 6 (d6, d6) - Movement Power
Boosts left to spend: 3
Arachno-Man using Standard
Template
Arachno-Strength 8 (d8, d8)
Danger Sense 6 (d6, d6) - Automatic
Defense
Swinging 6 (d6, d6) - Movement Power
Webs 6 (d6, d6)
Arachno-batics 6 (d6, d6) - Automatic
Defense
Boosts left to spend: 3
Arachno-Man using Jack-Of-All-
Trades Template
Arachno-Strength 6 (d6, d6)
Danger Sense 6 (d6, d6) - Automatic
Defense
Swinging 6 (d6, d6) - Movement Power
Webs 6 (d6, d6)
Arachno-batics 6 (d6, d6)
Arachno-Tracer 5 (d6, d4) - Utility Power
Arachno-Camera 5 (d6, d4) - Utility
Power
Boosts left to spend: 3
Describing Powers
Once youve picked a Template, you then
fill out the Template with specific Powers ac-
cording to your characters concept. There
are four types of Powers: Regular Powers,
Movement Powers, Utility Powers, and Minor
Powers. In addition every Power must be ei-
ther Active or Automatic; you choose which
when you define the power. Active Powers
32
require an Action to use, and may not be
used more than once per Round, regard-
less of how many Actions the character has;
Automatic Powers dont take an Action to
use and may be used over and over, but
the circumstances that activate them must
be defined as part of the power descrip-
tion. Powers may also take Advantages and
Disadvantages that change the way they
work. Its permissible to take the same Power
more than once in order to be able to use
it more than once per Round. For instance
you can define two slots in your Template as
being Force Fields: one an Automatic De-
fense, and the other an Active power; you
dont have to give them different names if
you dont wish to, though it might help you
keep track.
In Kapow!, the description of the Power is
the Power, so the most important thing about
the Power is the name and a description of
what it does. This can be as simple or elab-
orate as you like, but should give you a clear
way to picture what is and isnt sensible for
the Power to do. Its particularly important
that you have a clear idea of what the lim-
itations of the Power are, since nobody likes
stories or games where the hero can solve
all of his problems with a wave of his hand.
Kapow! leaves it up to the player whether
a use of a Power is valid or not, so make
sure you build some limits into your Power.
A specific list of uses isnt important; whats
needed is a concept that lets you decide
whats plausible as situations crop up during
the game. Your description can be anything
you like, but it should guide you when mak-
ing decisions about how and when you can
use your Power.
If your Power is Flame Blast, then if you
find yourself fighting under water or in a vac-
uum, you should reason that it oughtnt work
under those circumstances and refrain from
using it. Similarly it might be dangerous to
use near flammable objects or innocent by-
standers, and it wouldnt make sense for you
to be able to pick up or manipulate objects
with it. On the other hand it would make
sense for you to be able to light up a dark
room if you find yourself needing to do so, or

to provide warmth if caught in a blizzard.
If you describe your Power as Soul Flames
that burn evil-doers souls then theres no
reason it shouldnt work under water, but you
wont be able to light things on fire with it;
you might still be able to light up a room, and
you could blast a villain holding a hostage
secure in the knowledge that if the hostage
is innocent the flames wont harm them. By
the same token, though, if a hero is tricked
into fighting you, your flames wont affect
him either.
If a Power has an especially wide range of
applications, particularly if you can use it not
only as an attack and defense, but also to
move things around, manipulate them, influ-
ence their actions and so forth you should
take the Flexible Advantage on the Power;
if the Power is so versatile that its harder to
rule uses out than come up with new uses,
such as for something like Sorcery, then the
Ultra-Flexible Advantage applies.
A single Power may actually have multiple
aspects, depending on the description. The
key is to make the description of the Power fit
into a conceptually and stylistically coherent
whole. If you have a suit of Powered Armor
that increases your strength, provides you
protection and life support, and has mini-
missiles one the shoulders and a blaster built
into the chest, that can all be part of the de-
scription of one single Power. The limitation
that you can only use a given Power once
in a Round is sufficient to prevent this kind of
Swiss-Army-knife Power from being abusive,
Describing Powers
since you couldnt use the suits strength or
armor in the same Round that you fired the
missiles. Similarly, you might have a Magic
Sword that in addition to its obvious use as
a sword can fire an energy blast, or perhaps
fly from your hand and return. Such a de-
scription wouldnt necessarily require taking
the Flexible Advantage, as long as the ad-
ditional uses fall squarely within the usual at-
tack/defense and possibly movement roles
of the Power.
Absolute Power!
In Kapow! typically your powers are scaled
to your Scope, so a hero at the Street Scope
who has Invulnerability as a power would
expect it to be effective against weapons
and powers at that Scope, such as baseball
bats, chains, or perhaps pistols, but not ver-
sus things such as bazookas, laser beams, or
nuclear weapons.
However, when we say that your power
can be anything you like, we really mean it.
If your Street Scope superhero with Invulner-
ability as a defense describes it as being im-
pervious to any physical harm, you can play
it as equally impervious to bazooka shells,
cruise missiles, or nuclear explosions provided
that the game mechanics in terms of what
to roll and how to interpret the results still
govern whether an attack can hinder you
or even remove you from combat temporar-
ily. If the bazooka shell cant actually harm
you, it should still be capable of knocking
you back through a wall and burying you in
enough rubble that it will take you time to
dig yourself out if the villain scores an Out
against your Invulnerability. It is up to you
to make this work, by being flexible in how
you interpret being hindered or KO-ed by a
power that succeeds in damaging you. If
the thug with the pistol rolls an Out despite
your Invulnerability, there needs to be a plau-
sible reason that youre temporarily out-of-
combat...perhaps the bullet ricocheted off
you and hit a by-stander and you have to
take time to rush them to the hospital. The
GM will probably suggest something; if you
dont feel that fits with how your power is sup-
33
3. T EMPLATES AND P OWERS
posed to work, you can come up with a rea-
son that you find more plausible, but youre
not free to insist that there arent any circum-
stances that you would accept as in keep-
ing with the Primary Rule that would incon-
venience your hero.
Types of Powers
The four types Powers are Regular, Move-
ment, Utility, and Minor. Each Power is also
either Active or Automatic. Since Automatic
Powers are rarer, generally you dont bother
to specify unless the Power is Automatic.
Regular Powers
Regular powers can do anything you imag-
ine; just write down a name for the power in
that section of the template and a descrip-
tion of what it does. Most powers will be Reg-
ular Powers.
Movement Powers
Movement powers are used primarily for
movement and so dont take an Action to
use for that purpose unless youre chang-
ing ranges (chasing somebody or running
away); again you just give it a name and
write down what it does, plus record that
its a Movement power if that isnt obvious.
Flight, Running, and Teleportation are com-
mon Movement Powers, but you could have
something exotic such as a Movement
power thats defined as a network of infor-
mants that tells you where you need to be
in sufficient time for you to arrive as long as
youre willing to live with the Primary Rule
consequences (e.g. no practical way to jus-
tify overtaking a fleeing car).
Utility Powers
Utility Powers cant be used for attack or de-
fense and are slightly weaker, but you get
two of them for one power slot; fill out two
slots in the template with the name and a
description, and write 5 in the level instead of
34
6. Unusual or heightened senses, or the abil-
ity to heal others or repair gear are common
Utility Powers.
Minor Powers
Minor powers are weak enough that you can
have as many as you want to fill out your
character. Write down as many as you like
under Background; dont fill out a Level, they
always roll the same as the Default Skill (PL 4).
Minor Powers cant be combined with any
other powers, not even other Minor Powers.
Active or Automatic
All Powers can be either Active or Automatic.
If theyre Active theyll require an Action to
use; if theyre Automatic they dont, but you
must define the circumstances where they
trigger as part of the power description. In
addition, in order to have an attack power
thats Automatic (such as a flaming body
that hurts people if they grab you), you must
take the Automatic Attack Advantage on
the power. (See 4) The most common form
of Automatic power is a defense such as ar-
mor or acrobatics that protects you from any
appropriate attack.
Attributes
Attributes in Kapow! are characteristics that
everybody has, even non-supers. They pri-
marily represent how much they can resist
the effects of various Powers. Characters
in Kapow! have four attributes: Toughness,
Will, Stamina, and Actions. An ordinary per-
son in the real world would have a score
of 1 in each. Since even at the lowest
Scope each point represents approximately
50% more power, very few people in the real
world would have a score greater than 1 or
2 in any of them.
Toughness
Toughness is how physically durable you are.
The higher your Toughness, the harder you
are to put Out with physical attacks.
 Attributes

Will
Will is how mentally prepared and deter-
mined you are. The higher your Will, the
harder you are to put Out or control with
mental attacks, and the bigger a bonus you
get when making Supreme Effort.

Stamina
Stamina is your endurance. It represents your
ability to push beyond your normal limits, as
well as your resistance to certain unusual
forms of attack such as energy drains. The
higher your Stamina, the harder you are to
put Out with energy drain attacks, and the
more you can exert yourself.

Actions
Actions is the number of things other than
movement and using automatic powers that
you can do during a Round. (Automatic
Powers are used as many times as they apply,
Movement Powers are used once per round
for movement within the current range with-
out spending an Action but take an Action
for any other use.) Using an Active Power
counts as an Action even if you dont end
up rolling the dice, as does manipulating ob-
jects such as opening a door, pressing a big
red destruct button, or calling somebody on
a cell phone. For instance, if you use your Ice
Mastery Power to create a slide to catch a
falling child, you dont ordinarily need to roll
for success, but it does still take one of your
Actions for the Round.
Think of an Action as a single panel in a
comic book, or a single shot in a movie.

35
Chapter 4
Spending Boosts
What Can You Spend Boosts
On?
You can also get extra Boosts to spend.
Boosts
Boosts are experience advances; when you
get enough XP, you can Boost one of the
aspects of your character up to a higher
level or add some new aspect. All the Tem-
plates except the Minimal start with 3 un-
spent Boosts that you can use to further cus-
tomize the Template to your taste. The Mini-
mal Template has 14 Boosts to spend, but no
Boosts already spent; once play begins the
Minimal Template is treated as if it had spent
3 Boosts just like the other templates when
it comes to figuring out how much XP you
need to get another Boost.
36
Buy a new Power at PL 6.
Increase the level of an existing Power by
1.
Increase an Attribute by 1.
Add a Small Advantage to a Power for 1
Boost, or a Big Advantage for 2 Boosts.
Buy a Major Asset (Alternate Form, Com-
panion, Vehicle, Base).
Buy 3 Minor Assets (Perks, Contacts, Fa-
vors, Reputation).
Get 1 Boost for adding a Small Disadvan-
tage to a Power, or 2 Boosts for a Big Dis-
advantage. These Boosts must be spent
on the same Power, either to increase its
Level or give it an Advantage.
Get 1 Boost for decreasing an Attribute
by 1.
Get 1 Boost by reducing a Powers Level
by 1. These Boosts must be spent on the
same Power to give it an Advantage.
Get 1 Boost by eliminating a Power thats
at level 6. (E.g. if you started with the
Standard Template, which has 4 Powers
@ 6, you eliminate one of them and have
an extra Boost to spend on something
else.)

New Powers
Base Power Level
The starting Power Level for new powers is
6. Whenever you spend a Boost on a new
Power, it starts at 6. Its possible to have
powers below the Base Level for the Scope,
whether because youve split one power into
two Utility Powers, youve taken some Minor
Powers, or youve taken an Advantage on
the Power.
Advantages And
Disadvantages
Advantages are things that make a Power
more useful, and Disadvantages are things
that makes it less useful. For instance if a
Power is exceptionally Flexible so that almost
anything can be justified according to the
Primary Rule, thats an Advantage; if a Power
has a more limited use than normal, for in-
stance it can only be used to defend against
cold-based attacks, thats a Disadvantage.
There are both Big and Small Advantages
and Disadvantages (labeled A and a, or D
and d), and their effects on a Power are cu-
mulative. A Small Advantage costs a Boost,
a Big Advantage costs two; a small Disad-
vantage saves you a Boost, and a Big Disad-
vantage saves you two.
Advantages
Advantages represent some quality of the
Power that makes it even more useful than
the application of the Primary Rule might im-
ply, or that the limits of the Power are hard to
figure out by common sense or genre con-
vention (how much should Sorcery allow you
to do?). Its not intended that you take Ad-
vantages on a Power just to represent thing
that would naturally follow from application
of the Primary Rule. For instance, if you have
a Sleep Gas Power it isnt necessary to take
Exotic even though its implied that some-
thing like a Shield or Tough Hide wouldnt be
useful as a defense. Other fairly common
Advantages And Disadvantages
Powers like Life Support or Immunity to Poi-
son would clearly stop the Power altogether,
while still others would depend on how they
were described as being used (e.g., using
Reflexes to jump out of the way, or Con-
trol Wind to blow it away) and so would
get to roll for defense. Exotic would be re-
quired for something like Psionic Assault, or
Time stop, since its quite difficult to reason
through whether its at all plausible for Re-
flexes or a Magic Shield to interfere. Note
that this depends largely on how you choose
to define the Power: if you define it so that
Psionic Assault would have to roll against so
simple a thing as dodging with Reflexes or
Acrobatics, or be completely negated by Ar-
mor or Rocky Hide, then you wouldnt need
to justify it with the Exotic Advantage.
(A) indicates a Small Advantage; (AA) in-
dicates a Big Advantage; a Big Advantage
is worth two Small Advantages.
Area Effect (AA) The Power affects all targets
(friend or foe) in an area at full Power,
without needing to split it. Number af-
fected is limited by the Scope and Pri-
mary Rule.
Automatic Attack (A) The Automatic power
attacks under certain circumstances de-
fined when the power is bought, such as
a flaming body that hurts anybody who
gets too close.
Lesser Area Effect (A) The Power affects one
chosen target at full Power, and some
additional nearby targets (friend or foe)
at reduced Power (one die each). Num-
ber affected is limited by the Scope and
Primary Rule.
Control (AA) an Out with this Power will al-
low you to control the actions of the tar-
get until the Out is broken. Each new
command to the target will cost you one
Action, but not count as your use of the
Power for the Turn. Merely Hindering the
target with a Control Power will let you
force the target to take a single Action
in the targets Turn; this will use one of the
targets Actions and one of the targets
37
4. S PENDING B OOSTS
Powers (if required) before the target re-
gains control; if the target is Hindered by
some previous attack, he or she will not
break free of the Hindrance first unless
thats the command, instead the Action
commanded will be taken while still Hin-
dered. Control automatically makes a
Power be vs. Will unless an Advantage
is taken to make it act on Stamina in-
stead; a control Power that acts against
Toughness would be a Small Advantage
instead of a Big one. You may not order
a target to attack himself unless youve
scored an Out with the control Power,
and if you do, it will automatically trans-
form the Control Out into an ordinary
Out.
Delayed (A) the effect of the Power doesnt
occur until either a specified event or
a certain amount of time has elapsed.
You could use this Advantage to cre-
ate a bomb, or set a trip-wire, or use
a Power with the Control Advantage to
give somebody a post-hypnotic sugges-
tion (though in the latter case you would
need the Subtle Advantage as well or
the target would know about it).
Exotic (AA) An Exotic attack cant be de-
fended against by ordinary Powers, so
targets use the Default Skill instead. E.g.,
A mystic curse or psychic bolt cant be
usually be stopped by armor or a force-
field. Exotic attacks must define a fairly
broad class of circumstances that auto-
matically negate them (e.g., any mag-
ical defense, any unusual metabolism,
Powers being based on technology, be-
ing a non-magical creature, etc). In
addition, Defenses which are Flexible or
Ultra-Flexible should get their normal roll
unless theres clearly no way they could
help. Things like poison gas or blinding
flashes of light are not Exotic, in and of
themselves, because ordinary Powers or
even minor Powers (such as having Life
Support built into your suit, or Lightning
Reflexes to close your eyes) could jus-
tify a defense roll if they dont negate
38
the power completely. You may have
only one Exotic Power, unless all your Ex-
otic Powers are negated by the same cir-
cumstances.
Flexible (A) The Power can justify a wide
range of effects (e.g., electro-magnetic
Powers). Whether a Power should be
counted as Flexible or not is up to the
player; generally a Power thats mostly
used for attacking or defending, with oc-
casional use for extra things that directly
follow from its nature (such as a lightning
bolt short-circuiting electronics) doesnt
need the Flexible Advantage even if it
can take many forms, such as a light-
ning bolt, a ball of lightning, grabbing
someone to shock them, and so on; a
Power thats intended to be used to do
many things beside simple attack and
defense, such as picking up objects,
holding things, fencing them off, gather-
ing or concealing information, and the
like should be given the Flexible Advan-
tage.
Ultra-Flexible (AA) The Power can justify al-
most any effect (e.g., sorcery); you must
still choose some things that are beyond
its capabilities. Ultra-Flexible is like Flex-
ible, but with even more applications.
Where a Flexible Power might be one
that can pick up or push things in addi-
tion to attack and defense, or can cre-
ate an illusion in addition to attack and
defense, an Ultra-Flexible Power is one
that could do all those and more. A typ-
ical Ultra-Flexible Power is one where it is
harder to think of things that it shouldnt
be permitted to do rather than things
that it should.
Hardened (A) The Power is difficult to target
when trying to specifically Disable that
Power: the attacker only uses one die
when trying to Disable. Hardened Pow-
ers must still have at least one weakness
that would allow them to be attacked
normally, defined when the Hardened
Advantage is taken, e.g., weak against
electrical attacks or has a big cable

which can be attacked. Note that any
Power must be able to take advantage
of the weakness with the proper Primary
Rule justification.
Ultra-Hardened (AA) The Power can only be
targeted by any Powers with the Dis-
abling Only Disadvantage and by Pow-
ers taking advantage of a weakness de-
fined when the Ultra-Hardened Advan-
tage is taken, as with Hardened.
Ongoing (AA) The Power will remain in ef-
fect, continuing to damage the target,
as long as you spend 1 Action per turn,
without needing to re-roll. Ongoing Pow-
ers may be used again for another at-
tack/effect even while the first is still on-
going, as long as you have enough Ac-
tions.
Piercing (A) The Power affects Hardened
Powers normally; normal Powers use the
lower of their dice when defending.
Ultra-Piercing (AA) The Power affects Ultra-
Hardened Powers normally; Hardened
and normal Powers use the lower of their
dice when defending.
Reflection (A or D) when applied to an Au-
tomatic Defense is an (A) and auto-
matically counter-attacks without cost-
ing an Action; when applied to a Reg-
ular Power is a (D) and takes an Ac-
tion but can only be used against some-
body who just attacked you. The Power
is treated as attacking with the lesser of
the Power Level of the incoming Power or
the Power itself. In either case, the Power
is rolled both as a defense and an attack
in the same turn (this is an exception to
the rule that a Power can only be used
once in a turn).
Subtle (AA) Its not obvious that the Power
is being used, unless you have a Power
that grants you appropriate senses.
Telepathy or Mind Control are typical
Powers that benefit from this Advantage,
but it could apply to something more
prosaic, like an invisible Sleep gas.
Advantages And Disadvantages
Versus Will or Versus Stamina (A) The Power
is compared to either Will or Stamina
(decided when the Power is purchased)
for its effects instead of the usual com-
parison to Toughness. This does not make
the Power Exotic, so targets get their nor-
mal appropriate defensive Power. For
instance, if the Power was a Sleep Gas
Grenade with Versus Stamina, the target
would still be able to use a Power such as
Acrobatics or Force Field to avoid the ef-
fects (presumably by jumping out of the
way or causing the grenade to bounce).
Any single Power can only be against
one Attribute; if you wish to be able
to target Will some times and Stamina
or Toughness other times, you must take
those as separate Powers, even if they
have the same basic explanation.
A Note On Flexibility
Unlike some of the other Advantages, Flex-
ible and Ultra-Flexible advantages arent
very sharply defined. Even having a Power
that represented a variety of equivalent at-
tacks that differ in such minor things as
whether theyre melee or ranged or the ex-
act flavor of damage, such as being armed
with a sword and a bow, or having a suit that
has wrist-blasters, laser eye-beams, and a
chest cannon doesnt really make the Power
much more Flexible as long as conceptually
the powers do the same sorts of things, such
as damage targets.
Its when the Power can be either be al-
tered on the fly or has a number of com-
pletely distinct uses so that it can take ad-
vantage of the Primary Rule to do a wide
variety of different things that it becomes an
issue. For instance, since a sword and a gun
would in general both be straightforward at-
tacks (kinetic energy, even) theres no need
to apply the Flexible Advantage to a Power
that represents having both. On the other
hand, if your Power is a sword that can switch
between cutting physically and lifting things
via gravitational force or generating illusions
of scary monsters, that probably should be
given the Flexible Advantage to make up for
39
4. S PENDING B OOSTS
being able to use the power in an especially
wide set of circumstances. Similarly if your
power is a utility belt that contains a bunch
of different things such as handcuffs, lock-
picks, listening devices, a cutting torch, and
a flash-bang grenade, that would be repre-
sented by the Flexible Advantage.
Generally with the Flexible Advantage you
should be able to define what it does in ad-
vance, and should limit yourself to no more
than the Power Level in different aspects at
once, so the aforementioned Utility Belt with
five tricks would require PL 5. That doesnt
preclude using the Primary Rule to come up
with new clever uses for, say, handcuffs, but it
should preclude suddenly discovering a new
device thats just what you need for the sit-
uation in there. If it makes sense, you are
free to change the list of what your Flexible
Power does (e.g. what tricks you are carry-
ing in your utility belt) between adventures,
or if you return to your base.
Ultra-Flexible powers, on the other hand,
represent those that have uses too numer-
ous to list out in advance, or that can be
reconfigured on the fly by the hero. With
a utility belt using the Ultra-Flexible advan-
tage, you are allowed to just discover
that youve packed away a can of aerosol
shark-repellant for just this occasion, or (in a
more serious vein) that you have the chem-
icals needed to whip something like that up
on a moments notice. With Ultra-Flexible
powers you should be scrupulous in defin-
ing in advance categories of things that
the power cannot do. Generally the Ultra-
Flexible Power should have either one small
restriction per PL above 6 (such as cant
affect targets with a completely inhuman
metabolism) or half that many large restric-
tions (such as cant affect inanimate objects,
or targets with no mind). More powerful Ultra-
Flexible powers thus are more restricted, but
theyre much more dangerous because they
can be tailored to the immediate situation.
Flexibility should not be used just to have
a bunch of different attacks to tailor them to
bypass the targets defenses; if you wish to
have a Power that is particularly hard to de-
fend against, take the Exotic advantage in-
40
stead, or in addition. Flexibility is meant to
give you more options in how you describe
using your power and the tasks it can apply
to, not just a straight mechanical advantage
in knocking foes out.
In any event, Flexibility has no bearing on
whether a Power goes against Toughness,
Stamina, or Will. Even an Ultra-Flexible Power
must take the additional Advantage vs. Will
or vs. Stamina if you want it to go against one
of those instead of Toughness, and no Power
can ever switch between them. A charac-
ter who wants to be able to attack against
Toughness sometimes and Will at other times
must take two different Powers, even if they
have the same basic explanation (e.g., Sor-
cery).
Whether to represent several different
things that you can do as a single Power with
the Flexible Advantage or take several differ-
ent Powers is a matter of style. Since you can
only use a Power once per Round, if you en-
vision using it two different ways in the same
Round, or it seems implausible to you that us-
ing say, your powered armors chest beam
should preclude you using its life-support at
the same time, you should take the powers
separately.
Disadvantages
Disadvantages represent some limitation
that makes the Power less useful than the
Primary Rule would otherwise allow. It is
not intended that you place Disadvantages
on Powers merely to represent the limita-
tions that such a Power would naturally have
given the Primary Rule. For instance, even
though fire requires oxygen and can only
burn flammable materials, you wouldnt take
Limited to represent it not working without
oxygen, or not harming things that arent
flammable unless the intent was to make
it even more vulnerable to those circum-
stances than you would assume such as re-
quiring high concentrations of oxygen as
from a tank of compressed oxygen, or only
capable of damaging things at all if they are
as easily combustible as, say, paper.

(D) indicates a Small Disadvantage; (DD) is
a Big Disadvantage; Big Disadvantages are
worth two Small Disadvantages.
Absorption (D) The Power must be used as a
defense each time before it can be used
for any other purposes; in other words
you must use it to absorb an incoming
attack in order to Power it up.
Automatic Can Be Disabled (D) Automatic
Defenses normally are only reduced to
a single die when Disabled (how do
you render somebodys rocky skin com-
pletely ineffective?), but this Power can
be interfered with as if it were a Regular
Power instead; e.g., if Captain Patriot
took his Shield as an Automatic Defense
(so he can use it to defend without
having to spend an Action), ordinarily
attackers couldnt totally Disable it at
all. Since that doesnt make complete
sense (if they physically take it away,
how would he still defend with it?) he
takes as Automatic Can Be Disabled
meaning when somebody attempts
to Disable they treat it as if it were a
Regular Power.
Burn Out (DD) If you roll a Mishap the Power
works this time but burns out and cant
be used again; restoring the Power can
only be done by application of some
suitable other Power or being out of
combat for three Turns (e.g., by using
Gadgeteering to fix Powered Armor, or
by returning to your base to repair it).
Can Be Hindered (DD) Automatic Powers
are normally not affected by Hindering,
but this Power is. Reduce it to one die
when you are Hindered.
Combination Difficult (D) Cannot be com-
bined with your own Powers.
Combination Impossible (DD) Cannot be
combined with any other Powers.
Combine Self-Only (D) The Power can only
be combined with your own Powers, not
another heros Powers.
Advantages And Disadvantages
Delayed (D) The Power goes off one turn af-
ter the Action is spent.
Disabling Only (DD) The Power can only
be used to Disable other Powers (e.g.,
a Power that drained mutant Powers).
Powers that are Disabling Only can be
used to disable Automatic Defenses.
Easily Disabled (D) The Power is easy to dis-
able; when targeted, it defends itself
with only one die. Captain Patriots
shield is easier to take away or interfere
with than the Living Flames Fire Blasts, so
he takes it as Easily Disabled. You can
take both Easily Disabled and Automatic
Can be Disabled, in which case not only
could the power be Disabled, it would
only defend against attempts to disable
it with a single die.
Erratic (D) The Power does nothing when you
roll a Mishap.
Very Erratic (DD) The Power does nothing
when you roll an odd number on the
lower or only die.
Fragile (D) The Power is hard to repair once
disabled; when an attempt is made to
disable it, a Hinder counts as Out, and
a roll of Out means that the Power cant
be repaired without spending hours out-
side of combat, possibly at a base or lab
with special tools.
Very Fragile (DD) The Power is so hard to re-
pair once disabled that when an at-
tempt is made to disable it, a Hinder
counts as the Power being unable to be
repaired without spending hours outside
of combat, and Out means the Power
cant be repaired except by going on
an adventure to restore it, or spending
1 XP.
Frequent Mishaps (D) The Power is subject
to Mishaps even in situations that dont
require a roll for success. Every time
you use the power you must roll for a
Mishap. This Disadvantage is taken on
top of one of the other Disadvantages
that can have a Mishap.
41
4. S PENDING B OOSTS
Limited (D) The Power can only be used
when certain conditions are met, which
should occur about half the time or
when you cant control the circum-
stances. E.g., a Power that only works
when you have both hands free, or
an Automatic Defense that only works
against impact attacks (being punched,
hit with flying buildings, and so on, but
not lasers, fire, and the like).
Very Limited (DD) The Power can only be
used when certain rare conditions are
met, which should occur during the oc-
casional adventure and not under your
control. E.g., Power only works under wa-
ter in a campaign set on dry land, Power
only works during a full moon, or an Au-
tomatic Defense that only works against
cold-based attacks.
Shots (D or DD) The Power has a fixed
amount of shots that get expended;
number of uses can be up to PL for a d or
one half PL D. The hero must take active
steps, such as returning to base, in order
to replenish it.
Side Effects (DD) Instead of doing nothing
when you roll a Mishap, something bad
happens, such as hitting an ally, or your-
self. The GM decides the exact effect
when the roll occurs.
Single Action Defense (D) When used as an
active defense only defends against a
single attack, rather than throughout the
round as normal.
Single Use (DD) The Power can only be used
once per combat. Replenishes auto-
matically between combats (at least
three consecutive Turns while not using
any Actions).
Slow (D) The Power takes 2 Actions to use.
Very Slow (DD) The Power takes 3 Actions to
use.
Unpredictable (DD) The effect of the Power
is up to the GM, not the player (though it
still must be beneficial).
42
Mishap
Some Disadvantages such as Erratic or Side-
Effects only trigger when the hero rolls a
Mishap on an attempt to use the power.
Mishaps never occur outside the context of
these Disadvantages, so most of the time
you dont have to consider it. Mishaps dont
occur if the use of the power doesnt re-
quire a roll, unless the hero has the Frequent
Mishaps Disadvantage.
If the power has such a Disadvantage then
if a roll on the power comes up doubles,
there is a chance of a Mishap. Roll a d12
to confirm whether theres a Mishap: if you
roll less than or equal to the die-size of the
highest die, then a Mishap has occurred and
the Disadvantage takes effect. E.g. a PL
7 (d6, d4) power has Burn-Out as a Disad-
vantage: the player rolls 3, 3 which means
theres a chance of a Mishap. She rolls a d12,
and if she gets a 6 or less the power burns
out. Disadvantages that have a chance of
Mishap will occur 1/12 of the time (powers
rolling bigger dice have less chance of dou-
bles, but more chance that doubles are con-
firmed as a Mishap).
If a Power that can have a Mishap has
been reduced to a single die, such as when
you are Hindered, instead of checking for
doubles roll a d12. On a roll of 12 a Mishap
occurs.
Alternate Method If players find it simpler
they can roll a separate d12 Mishap die
whenever they roll a power with such a Dis-
advantage, and the Mishap occurs on a
roll of 12, regardless of what the other dice
show. The odds of Mishap are the same,
but it requires rolling more dice since you roll
the Mishap die every time and not just when
doubles come up.
New Advantages and
Disadvantages
The list of Advantages and Disadvantages
is not exhaustive, and you can consult with
the GM and other players about new ones
youd like to add. Before you do, though, you

should consider whether it can be handled
by one of the existing ones, some of which
are quite broad, or by a Complication, or just
by applying the Primary Rule given how you
imagine the Power working. Kapow! discour-
ages min-maxing (tweaking characters to
get the maximum effectiveness for the min-
imum drawbacks), so before you add a new
Advantage or Disadvantage you should re-
ally consider whether its necessary to cap-
ture the concept of the Power and not just
an excuse to be able afford an extra Power
or Advantage or to make the Power useful
out of all proportion to its Power Level. One
quick test is if you wouldnt mind if the vil-
lains start employing the same Advantage or
Disadvantage on their Powers, its probably
okay.
Assets
Assets are certain aspects of superheroes
that are treated in Kapow! much as if they
Assets
were Powers, but dont really fit with the
above rules. Major Assets include Alternate
Forms, Companions, Bases, and Vehicles.
Each of these costs one Boost. Minor Assets
include Perks, Contacts, Favors, and Repu-
tation. At character creation you get three
Minor Assets for a single Boost; after charac-
ter creation, additional Minor Assets cost 1 XP
each.
Assets dont count towards your total
Boosts when it comes to figuring out how
many XP you need to get another Boost.
Alternate Forms
Some heroes have Alternate Forms, each
with their own Powers. Examples might be
a vampire hero who can turn into a bat
or a wolf, or members of a team that can
combine into a giant robot. The additional
forms are treated exactly like heroes in their
own right, with their own Templates, Powers,
Advantages and Disadvantages. The addi-
tional forms must also spend one Boost for
each form they can transform into. E.g., if
you had three forms, all three capable of
changing into one of the others, then all
three forms would have to spend a Boost;
if each form could change into both of the
others, each form would have to spend two
Boosts. Thus in return for the versatility, each
form is slightly weaker than normal. When
spending XP to improve one of the forms, the
number of XP you need for a Boost equals
the number of Boosts that particular form
has. Switching between forms requires all
your Actions for the Round. If you are at-
tacked while transforming you can still de-
fend with an Automatic Defense if you have
one; if both forms have an appropriate Auto-
matic Defense you defend with the weaker
one. The secondary forms are characters in
their own right, with their own Template and
Boosts to spend.
Companions
Some heroes have companions, either side-
kicks, often a junior version of themselves
with a similar origin and powers, or pets,
43
4. S PENDING B OOSTS

whether a saber-toothed tiger, a trained fal-

con, a monkey wearing a mask, or a robotic
dog. Companions are purchased by spend-
ing a Boost on your character. A Compan-
ion is a character in its own right, with a Main
Power, an Automatic Defense, and a Move-
ment Power all at the Power Level 5, and all
Attributes at 1. Companions begin with 3
Boosts to spend.
Companions may also represent a small
group of less powerful characters, such as a
flock of birds, a group of street-urchins, ani-
mated toys, and so on. Such a group gets
treated as a single entity when it comes to
using its powers, and can only do so when
all the members are acting as a team; if cir-
cumstances make that impossible, then treat
the individual members as negligible. E.g. if
youve sent your flock of birds winging over
the city to search out the villains hide-out,
the single bird remaining on your shoulder
can neither attack nor defend if the villains
henchmen catch up to you.
If the companion is a pet how intelligent it
is and how well it understands and commu-
nicates with the hero or with others is entirely
up to the player. Its neither an Advantage
if it can talk nor a Disadvantage if it cant.
One relatively common option is for the mas-
ter to be able to speak the pets language,
understanding its normal noises as if it were
speech while to everybody else it sounds like
any other animal of its type.
When spending XP, you can choose
whether to spend the XP on yourself or your
companion; points spent on your compan-
ion dont increase your heros Boosts. Since
Companions start with 3 Boosts, it will cost 3
XP for the next Boost. Players should gener-
ally run their own companions, though they
may ask the GM or another player to if its
too much of a burden or they want to some-
times be surprised by what the Companion
does.

44
 Assets

Vehicles hicle are only used in combat. When out

of combat Vehicles speed is treated dif-
Some heroes have Vehicles that allow them
ferently: any Vehicle can transport a hero
to get around on trips that are too far to be
within the area defined by the campaigns
practical for their personal Movement Power,
Scope swiftly enough to arrive in time to act.
or for when they need to carry teammates or
E.g., if your Scope is City wide, then if you
cargo as well. Some Vehicles are just trans-
get word of a bank robbery going on within
port (such as the X-Mens SR-71 Blackbird),
the city your Vehicle is presumed to be fast
while other Vehicles are practically charac-
enough to arrive while the bank robbery is
ters in their own right (such as some incar-
still in progress.
nations of the Batmobile). Vehicles are pur-
If combat has begun and some of the
chased like Companions, by the hero spend-
heroes arent there, for instance when a hero
ing a Boost, but Vehicles start with only two
is ambushed and summons help, if its at all
Powers: an Automatic Defense, and a Move-
plausible they can use the Vehicle to arrive
ment Power, both at Power Level 6. They
at the end of the first Round, ready to act on
have Stamina 1, Actions 1, and Toughness
the second.
equal to the Scope, e.g. at Scope 5 (City)
Without a Vehicle assume they will arrive
a Vehicle has Toughness 5. Its optional
under their own Power at the end of the 3rd
whether the Vehicle has a Will stat; if it does it
Round, ready to act in the 4th Round.
starts at 1 and its presumed that the Vehicle
Vehicles can transport the heroes within
has some kind of autopilot or even full-blown
the area one level higher in Scope but will
AI sufficient to follow directions such as come
arrive after all the action. E.g., if your Scope
pick you up, or return to base. Vehicles with
is City-wide and you get word of a bank rob-
a Will can be controlled by enemies with suit-
bery in another city in the region, your Vehi-
able powers hacking its systems; without a
cle can get you there, but youll arrive after
Will stat it needs a driver, but is immune to
the bank robbery is over, though perhaps still
such mental attacks. Vehicles start with 1
in time to look for clues. If the location youre
extra Boost to spend to customize them.
trying to get to is even farther than that, cal-
Vehicles can carry the hero, and possibly
culate how long it will take to arrive based
others, depending on the kind of Vehicle.
on the vehicles max speed vs. the distance
What type of Vehicle and its carrying capac-
traveled.
ity are up to the player, as long as its reason-
When spending XP, you can choose
able for the Scope. A Street-Level character
whether to spend the XP on yourself or your
should probably have a motorcycle or a car,
Vehicle; points spent on your Vehicle dont
not a nuclear aircraft carrier...even if the air-
count towards your heros Boosts. Since Ve-
craft carrier only had a top speed of 3 knots.
hicles start with one Boost, they require only
one XP for the first additional Boost, two for
the second, three for the third, and so on.

The dice of Movement Power of the Ve-
Bases
Heroes often require a base of operations,
where they can store their equipment and
mementos of their past adventures, have
labs to examine clues or repair their devices,
scan for trouble, or train their Powers. Bases
are purchased like Companions or Vehicles
by spending 1 Boost, but start with four Utility
Powers: two at the Level 6, and two at Level
5. They also have an Automatic Defense at
45
4. S PENDING B OOSTS
Level 6. Bases start with one extra Boost to
spend to customize them.
Typical Utility Powers for a base are: Crime
Computer, Scanners, Lab, Sick Bay, Brig,
Camouflage, Training Room, Research Li-
brary or Database, Communications Gear.
What type of base, its size and to what ex-
tent it contains things like living quarters and
all the mod cons are up to the player, as long
as its reasonable for the Scope. A Street-
Level character should probably have secret
penthouse room or an abandoned ware-
house, not an orbital satellite.
A base that contains a Training Room can
provide extra XP for the team.
The dice for the bases Powers are only
used when performing specific tasks, other-
wise the Power is presumed to operate on a
level with the Scope. E.g., if the base has a
Crime Computer, or even just a Police-Band
Scanner, you would only roll its Power when
trying to analyze a specific clue left by The
Conundrum at his latest museum heist or try-
ing to overhear a specific dispatch call from
Police HQ. If the museum is being robbed
within the area defined by the campaigns
Scope, then the Crime Computer or Scanner
should be able to alert you to that as a sim-
ple consequence of the Primary Rule. Sim-
ilarly, a bases Brig should automatically be
able to hold characters from a lower Scope,
and be able to exert its Power to hold char-
acters of the bases Scope as if it were a
character of that Scope (generally using Re-
straining or Down for the Count options so
the detainees cant keep rolling until they es-
cape).
The bases Powers only work within the
base. It is a Small Advantage to a bases
Power to be Remote Controlled (can be ac-
tivated from outside the base by one of the
heroes, say to look up information from the
Crime Computer or ask for a Scan of the city
for trouble); it is a Big Advantage on a Power
to be Long Ranged (can be used directly
from somewhere else within the Scope, such
as a teleporter to take you to the base from
anywhere in the city, or a laser cannon that
can fire at the surface from your orbital satel-
lite). Remember that except for the bases
46
Automatic Defense, all the bases starting
Powers are Utility Powers and cant be used
to attack or defend in combat except when
the target has a Complication allowing it; if
you want the base to be able to use a Power
in combat, even combat that occurs within
the base, you have to buy it a new Power by
spending XP on the base.
Because bases are buildings (conceptu-
ally), they use the rules for buildings when it
comes to taking damage. Essentially a suc-
cess against the Automatic Defense means
the security has been breached, and per-
haps even a hole in a wall, but not the de-
struction of the entire structure.
When spending XP, you can choose
whether to spend the XP on yourself or your
Base. Points spent on your Base dont count
towards your heros Boosts. Since bases start
with one Boost, they require only one XP for
the first additional Boost, two for the second,
three for the third, and so on.
Base Advantages
These Advantages apply only to Powers that
belong to the base, and apply to a specific
Power of the base; you cant, for instance,
take the Advantage Remote-Controlled as
an advantage on the entire base and have
it apply to all the Powers in the base for
free. A bases Powers may also have Ad-
vantages from the regular list, where appro-
priate.
Remote-Controlled (A) Remote-Controlled
Powers can be activated by a hero from
outside the base, as long as hes still
within the Scope; the Power would still
take effect within the base (though for
some things, like looking up records on a
computer, thats not really a limitation).
Long-Ranged (AA) Long-Ranged Powers
can be operated from within the base
but targeted at things outside of the
base, as long as theyre still in-Scope.
Powers would also need the Remote-
Controlled advantage to be operated
from outside of the base to target
something outside of the base, e.g., a

Teleporter that a hero could use to travel
to the base.
Larger Scope (AA) Larger Scope Powers can
operate at a Scope above that of the
base; this advantage can be taken mul-
tiple times, each time increasing the
Power up by one level of Scope. A City-
Scope base could thus have a scanner
that could monitor an entire Region, or
a teleporter capable of Interplanetary
jumps.
Base Disadvantages
These Disadvantages apply only to Powers
that belong to the base, and apply to a spe-
cific Power of the base. A bases Powers
may also have Disadvantages from the reg-
ular list, where appropriate.
Control Room Only (DD) Controlling this
Power of the base requires that the
hero physically be in a designated
control-room for this Power.
Smaller Scope (D) the Power applies on a
smaller Scope than the base; this Dis-
advantage can be taken multiple times,
each time reducing the Power by one
level of Scope. A Regional base could
have a teleporter that only applies to the
City its located in, for instance.
Minor Assets
Some heroes have special perks, like security
clearance or law-enforcement Powers, some
have contacts in the underworld or with the
police, some are owed a big favor by some-
body with unusual resources or power, and
some are well-known enough to influence
peoples reactions to them for good or ill.
These arent exactly Powers, but they are ca-
pabilities that are similar in some ways. Minor
Assets come in several flavors: Perks, Con-
tacts, Favors, and Reputation. At creation a
character can spend one Boost on three Mi-
nor Assets appropriate to their Scope. That
is, if the Scope is City, then their contact has
City-wide information/power/authority such
Assets
as the Chief of Police or Mayor, anchor of
the local news, owner of a local company,
while a National-Scope Contact might be
the President, CEO of a nation-wide corpo-
ration, star of a nationally broadcast televi-
sion program, or a Supreme Court Justice.
Minor Assets can be adjusted up or down
from the base Scope two-for-one. So a City
Contact could be traded for two Neigh-
borhood contacts, or four Street-level con-
tacts; in the other direction two City Con-
tacts could be traded for one Regional Con-
tact, and four could be traded for one Na-
tional Contact.
When rolling for the effect of a Minor As-
set, that is where its not obvious from the
nature of the Minor Asset and the Primary
Rule whether it would apply or be effective,
roll at the Default Skill (PL 4) vs. a Difficulty
4, since youre asking them to do something
that doesnt require super-powers. (See Dif-
ficulty for Other Tasks 10.) For each Scope
level higher add 1 to the Difficulty, for each
Scope level lower subtract 1. That is, for the
President of the US to use his influence on be-
half of the hero to cordon off a city would be
difficulty 2 (4 for something a non-superhero
could do, -2 for National Level Asset being
2 Scope levels higher than City). The mayor
of a City trying to get the hero in to see the
President would face a difficulty of 6 (4 for
something a non-superhero could do, +2 for
National Scope being two levels higher than
the Mayors City Scope). Heroes may Com-
bine their Powers and use their Reputations
where appropriate in order to influence the
roll.
When spending XP, you can choose to
purchase new Minor Assets, and XP spent
on Minor Assets doesnt increase your heros
Boosts. One Point of XP (not one Boost) pur-
chases 1 Minor Asset at the current Scope, or
increases the Minor Assets Power by 1 level
(starting from the Default Skill PL 4).
Perks
A Perk is a special dispensation or benefit
that comes from the role the hero plays in the
community or with an organization. For in-
47
4. S PENDING B OOSTS
stance, a hero might be deputized by the lo-
cal police force, allowing him to make legally
sanctioned arrests, but requiring him to fol-
low the same rules as to probable cause
and evidence that the police follow. Another
hero might have security clearance with the
Federal Government, or even a far-flung stel-
lar empire. The effects and restrictions for
having a Perk are worked out through the Pri-
mary Rule, though the GM might call for a roll
of the Perk (Default Skill) against the Difficulty
if theres some doubt as to whether the re-
quested use is truly sanctioned by the Perk.
Contacts
A Contact is somebody with access to in-
formation or authority who can prove use-
ful to the hero. A contact might be a
snitch in the local underworld, a pal in the
phone-company records department, the
head of the NSA, and so on, depending on
the Scope. Contacts will cooperate with the
hero in areas that are within their compe-
tency and authority, but wont risk their lives
or their careers to help. Contacts might also
call upon the hero to reciprocate. The ef-
fects and restrictions for having a Contact
are worked out through the Primary Rule,
though the GM might call for a roll of the
Contacts Default Skill vs. the Difficulty if
theres some doubt as to whether the con-
tact really has the information or authority
needed.
A contact that would readily risk life and
career to help the hero should be taken as
if it were a Companion, even if the contact
would almost never accompany the hero on
a mission.
Favors
A Favor is something big that somebody
owes the herobig enough that they might
actually risk their life or career to help. Fa-
vors need not be owed to the hero by Con-
tacts or friends: the local gang lord might
owe the hero a debt of honor for saving the
gang lords daughters life, for instance. Fa-
vors can only be called in once, and then
48
are gone. You dont usually need to roll
to see if the person who owes you the fa-
vor will cooperate, but the GM might roll as
with Contacts above if theres some doubt
whether the favor being asked for is actually
within the debtors power to grant; if theres
some reason that the person isnt actually in
the position to grant the favor, the favor isnt
used up.
Reputation
Reputation is your ability to influence people
you run across based on what theyve heard
about you. Your Reputation applies to the
area that you operate in, as defined by your
Scope. You may be the terror of thugs in
Bay City, but even if theyve heard of you,
the criminal element in Sun City dont know
enough to fear you. Reputation works like a
Power, in that you should define what your
reputation is for and have to justify how your
Reputation aids you when you use it; a Rep-
utation for helpfulness or going by the book
might not work for scaring thugs into coop-
erating, but would be better for securing the
cooperation of local law-enforcement than
a reputation as a fearsome creature of the
night. Reputation starts at Default Skill (PL
4); spending XP on Reputation can either in-
crease its Scope or increase its Power Level.
You can also have more than one different
reputation.
Reputation acts like Intimidation, but with
the following additional effects:
It makes Intimidation more effective. As
long as you are trying to Intimidate peo-
ple who are influenced by your Repu-
tation (i.e., within your usual sphere of
operations and with a suitable Reputa-
tion), you get to Combine your Reputa-
tion with the Power youre using for a +1
to the Intimidation roll.
It also permits you to attempt Intimida-
tion without specifically using a Power, in-
stead rolling your Reputation directly. Un-
like Intimidation, you may use Reputation
in this fashion to attempt to secure the
cooperation of friendly or neutral parties.
 Assets

It acts as an Automatic Intimidation, trig-

gered when a character with a lower
Scope first encounters you. On subse-
quent encounters, characters will evalu-
ate you based on their personal knowl-
edge instead of your Reputation. Most
of the time you can assume unnamed
civilians and low-level thugs and agents
you encounter havent run into you be-
fore.

49
Chapter 5
Complications
Every good hero has things that complicate
life and the pursuit of justice. It might be
that in the eyes of the law, you are a dan-
gerous criminal, or it might be that you are
an alcoholic whose private life is spiraling
out of control. Perhaps you are poor, and
have to struggle with the time spent saving
people and the wear and tear on the cos-
tume versus earning a living. Maybe you
need to recharge your Powers by perform-
ing some ritual once every twenty-four hours.
You should choose Complications based on
the themes and scenarios you want to be
dealing with in the game. Complications are
invitations to the GM to focus on a particular
aspect of your character or kind of adven-
ture youd like to have, they are not things
that you have to live with in order to justify
making your character more powerful. Ev-
ery superhero in Kapow! has the same num-
ber and severity of Complications. More-
over, you are perfectly free to change your
heros Complications between adventures; if
you want to stop focusing on your Aunt Petu-
nias health problems for a while you can tell
the GM that and substitute a new Complica-
tion...perhaps you become the target of a
local politicians smear campaign. Remov-
ing Aunt Petunia as a Complication doesnt
necessarily mean that shes cured, only that
her health problems shouldnt crop up fre-
quently in adventures.
Every character must take one Big Com-
plication and two Small Complications, plus
any number of Minor Complications. A Big
Complication is something that will crop up
almost all the time, and will form one of the
50
main themes of the character. Not every ad-
venture will incorporate it, but it will come as
no great surprise if one does. A Small Com-
plication is one that only has an occasional
impact, though it might be a big deal when
it does, or if it crops up frequently it does so in
a minor way. A Minor Complication is either
very rare, or has a very small effect; its there
more for flavor than anything else.
Complications can be chosen to be Big
or Small depending on your preference. As
a Small Complication, being Wanted by the
Law might mean that you cant go to the po-
lice to ask for information or assistance, and
you leave your neatly-wrapped foes for them
to find, bugging out before they can arrest
you too. As a Big Complication, the police
might actually try to arrest you in the middle
of a battle, or even aid your foe thinking that
he must be one of the good guys because
hes fighting you! And as a Minor Complica-
tion, being Wanted by the Law might mean
you are wanted by authorities in a distant
locale; the locals might not know or care,
but its part of your characters background
and youre letting the GM know that you
wouldnt be adverse to having the occa-
sional bounty hunter show up to harass you
or perhaps an adventure where you have to
return to that locale and clear your name.
A rare mineral that saps you of your Powers
would be a Small Complication if only one or
two of your foes knows about it or has ready
access to it; as a Big Complication every-
body would know about your weakness and
it would be common enough that you could
never be sure whether a particular group of

henchmen might have some on them. Even
if most of the time they wouldnt, the fact
that you would have to constantly consider it
in your plans would make it a Big Complica-
tion. If you took it as a Minor Complication, it
might come up once in a while, or not at all.
Complications can also represent unusual
or rare limits on your Powers, that dont crop
up very frequently. If your super-suit some-
times runs out of juice, or malfunctions, but
not frequently enough to justify a Side Effects
or Burns Out Disadvantage you could take it
as a Complication. Such Complications oc-
cur at the GMs whim, though she should be
guided by whether you make it Big (at least
some chance every session), Small (proba-
bly not every session, but not too many ses-
sions in between each time), or Minor (infre-
quently, but not so infrequently that you for-
get you have it).
Simply being a hero, and willing to do
heroic things, does not in itself count as a
Complication. A Complication should actu-
ally make things harder on you when it crops
up, whether it makes you less likely to win
a confrontation (The time-limit on my Super
Serum is almost up!) or just presents you with
an unpalatable choice (Do I stand up Mary
Sue yet again, or do I keep hunting for El
Luchador?).
The GM should be sure to make some
time to deal with the consequences of your
choices with the latter type of Complica-
tion. If one of your Complications is trying
to balance your personal life with your su-
per heroics and youre always blowing off
your responsibilities, some game-time should
be spent on your secret identity and his trou-
bles. A Complication is in part a bargain be-
tween you and the GM: in return for your giv-
ing the GM convenient plot-hooks to use in
the game, the GM will give you spotlight time
where the game is about your characters
personal stuff, whether thats involving your
alter ego or adventure-related stuff such as
working in plots by your nemesis specifically
aimed to bring into play certain aspects of
the way your Powers work.
A good rule-of-thumb is that a Major Com-
plication should at least receive mention
Note On Complications
once per session, if not an entire scene
where its the focus. Mention might be
that the character is on his way home with
Aunt Petunias medicine when he sees the
Arachno-Signal flash across the sky; a scene
might be Aunt Petunia having an attack and
needing to be rushed to the hospital. The
scene doesnt have to be long or involved,
but it should keep the Major Complication
on the front-burner for the character, so to
speak. The GM should try to make the Major
Complication the focus of a session once in
a while, such as having a villain attack right
while hes trying to get Aunt Petunia to the
hospital.
Minor Complications should crop up when
it makes sense for them, but the GM doesnt
need to go out of her way to make sure they
fit in somewhere.
Note On Complications
Try to avoid thinking of Complications as part
of a price you have to pay to the GM in order
to play a cool superhero; that can lead to
picking a Complication that will annoy you
when it crops up...but youre not playing the
game in order to be annoyed, and its not
the GMs job to keep you from having too
much fun. Ideally you should be looking for-
ward to your Complications coming up in
an adventure, because it throws the spot-
light on your hero and gives you a chance
to either have some drama or be clever
and engage in lateral thinking. Kryptonite
wasnt introduced into Supermans mythos in
order to make it more fair, it was created to
make it more interesting. Having to rescue
somebody from an area strewn with Kryp-
tonite presented a challenge that couldnt
be solved by a straight application of his
awesome powers.
When you choose Complications you
should be thinking in terms of what sort of
problems would you like to be presented with
during play and whether those will actually
be fun for you to deal with. Dont over-think
it, though; remember, in Kapow! when you
get tired of a Complication you can simply
51
5. C OMPLICATIONS

set it aside and replace it with a new one. Ul-
timately the goal of Complications is to help
the GM drive the game in directions that you
find interesting.
by the Primary Rule. Whether they would be
Major or Minor would depend on how of-
ten you wanted to be confronted with the
Complication; if you chose to make a Major
Complication out of your Powers only work-
ing when the moon isnt full, expect to be
fighting a lot of werewolves.

Complications Vs.
Disadvantages
A Complication is something that crops up
once in a while, while a Disadvantage is
something that affects a Power all the time,
or at least has the potential to. If your Power
has a chance to Burn Out any time you use it,
thats a Disadvantage; if none of your Pow-
ers work beneath the light of a Red Sun, or
if its been more than 24 hours since you
recharged your ring, thats a Complication.
Even if something has a chance of affecting
a Power all the time, if the effect is minor it
should be treated as a Complication, not a
full-fledged Disadvantage.
For example, the Limited Circumstances
Disadvantage means that your Power only
works in circumstances that crop up half the
time or less during an adventure (e.g., only at
night). What if the circumstances that allow
it to work are more common than that? Say
the Power worked all the time, except during
a full moon? Or except against magically-
based creatures? The latter would count as
Complications, if they werent simply implied
52
Chapter 6

Finishing Your Hero

Origin and Background who your character is and what she can do
other than fight crime and smash evil. You
In most settings, very few people have su- can add details about the characters se-
per powers, and even in the settings where cret identity, if any, and profession and hob-
powers are near universal (such as in Alan bies, friends and family, skills and training, no-
Moores Top Ten) very few people decide table past adventures, and whatever else
to go out and risk life and limb to do good you think is relevant. Just because your char-
and help others, so at a minimum your hero acters talents and training dont amount to
needs an explanation of why be a hero? additional superpowers doesnt mean that
In addition, most of the time youll need they have to be strictly average; its perfectly
an explanation of why your hero has super acceptable for your character to be a world
powers. Sometimes you might just be born class fencer, Olympic athlete, or renowned
with them, as a mutant power. Most su- amateur detectiveits just that you will rarely
perheroes, though, are made and not born. call on those talents in an adventure, at least
Even if your concept has a built-in rationale compared to your actual powers, and when
for your powers, you can usually make it you do, youll be limited to the Default Skill
deeper and more satisfying with a little ex- level.
tra work. Tony Stark has a suit of powered
armor that makes him Iron Man, but the fact
that he has a damaged heart and he needs
that armor to keep himself alive makes him
more interesting. Superman has his powers
because he comes from an alien world; that
he was rocketed to Earth from his alien world
when it exploded makes him a different, and
more interesting, character than if he were
a tourist who likes hanging out on Earth be-
cause he has cool powers and everybody
looks up to him, but could fly back home
whenever he wanted. You dont have to
be melodramatic to be a superhero, but it
helps. If youre having trouble deciding on
an origin, you can roll on the Origins Table on So go ahead and make your underwear-
page ?? model rocket scientist Olympic pentathlete,
Describe the characters origin and back- if thats how you see the character; comic
ground in as much or as little detail as you books are full of outrageously talented in-
like. This is your opportunity to flesh out dividuals. Its also just as acceptable to
53
6. F INISHING YOUR H ERO
have your character be a millionaire play-
boy, wealthy industrialist, King of an obscure
country, or heir to the throne of a galac-
tic Empire as to be poor scholarship student
striving to make ends meet while still pa-
trolling the neighborhood. Those kinds of
things provide hooks for future adventures
without actually rising to the level of a Com-
plication. They could be a Complication, if
for example being King made enough de-
mands upon you that it complicated your
activities as a superhero, but they can also
mostly fade into the background, relevant
in an occasional adventure and never men-
tioned in others.
Your Background need not be completely
determined at the start of play, nor remain
static thereafter. Comic books are full of
revelations of previously unmentioned back-
ground details, from the newly revealed
blind martial arts tutor to the stunning reve-
lation that youre not actually a man whos
been turned into a walking vegetable but a
vegetable who thinks he was once a man.
This is so prevalent in comics that it has its
own name: Retcon, for retroactive continu-
ity. Some Retcons go as far as to contra-
dict established continuity, replacing it with
a new version, but its far more common to
just add to the back-story: Its never come
up before, but my mother was the original
Scarlet Specter.
Players in Kapow! should feel free to Ret-
con their characters pasts, though they
should probably clear it with the GM before
they do the kind that actually contradicts
prior versions of the story, just in case the GM
had built it into the campaign in a way that
would be hard to fix.
Backgrounds may imply a number of skills
and abilities that could come into play dur-
ing an adventure; if they do, roll the Default
Skill (PL 4). You shouldnt have to make an ex-
plicit list of everything you can do; applying
the Primary Rule to the Background ought
to be sufficient. If more than one character
has a Background that implies an appropri-
ate skill, roll in order of the most specific to
the least. E.g., the characters are trying to
determine the cause of death of a corpse
54
theyve found, and among the Backgrounds
are a pathologist, a police detective, and a
pastry chef. The pathologist should roll first,
then the detective. The pastry chef proba-
bly shouldnt roll, unless the GM knows a way
that its relevant that isnt immediately ap-
parent to the players (e.g., the murder was
the work of the villainous Cookie Monger).
Using Your Background
Skills and abilities from your Background al-
ways roll at the Default Skill level (PL 4). You
should make some attempt to justify your use
of the Default Skill by citing your Background
or one of your Minor Powers. Skills and abili-
ties absent from your background roll at the
Default Unskilled level (a single d4).
Drive
Drive is what motivates your hero. While it
is often influenced by your origin and back-
ground, its more of a personal outlook, and
in particular serves as a spur to reach the
heights of heroism. Besides giving you a han-
dle on how to play the character and what
the character cares about the most, situa-
tions that trigger your heros Drive allow your
hero to shake off being Tired and to enter
Overdrive.
If your Drive is to protect innocents then
youre not going to let a little thing like being
tired prevent you from saving a child from a
runaway truck; if your Drive is to destroy evil
then youll somehow reach deep down and
find the energy to smash the rampaging de-
mon (but youll have to try to stop the run-
away truck with nothing more than the single
die in your Powers that you can muster while
Tired). When choosing a Drive, try not to pick
something that will apply to almost all the sit-
uations that you find yourself in as a hero. If
you do then you should not get the benefit
of this surge of energy; instead its presumed
that your Stamina is already a result of your
being committed to your cause. Triggering
your Drive shouldnt be completely routine; it
should be a dramatic moment, the kind that
 Appearance

makes the audience cheer. As with applying GM can do to help the players have a clear
the Primary Rule to Powers, the determina- picture of what things look like and whats
tion of whether a situation is enough to trig- going on will be a big aid in keeping every-
ger the Drive rests with the player. thing consistent.
Lack of artistic talent shouldnt be an ob-
stacle. Not only do programs like Hero Ma-
Appearance chine exist which allow you to create fairly
detailed, if slightly generic, portraits just by
Appearance is part of the appeal of su-
clicking, but for purposes of giving people a
perheroes as a genre; whether the char-
general idea of what you look like, even a
acters are clad in primary color spandex,
sketch barely more than a stick figure can
spike-and-chain adorned leather, shiny high-
get the point across. Other possibilities are
tech battle suits, or are just wreathed in
if you play either City of Heroes or Champi-
flames or an unearthly glow, their unusual
ons Online, creating a character there that
appearance sets them apart from the or-
approximates the look you want and taking
dinary folks in the world. You could have
a screen-shot, or using an image from some
a world where people had super powers,
published hero as a reference and noting
but nevertheless dressed in ordinary civilian
some of the important differences. And if all
clothing, but having Mr. Wears-A-Business
else fails, a couple of sentences can at least
suit battling Jeans-and-a-T-Shirt Guy some-
convey the general idea.
how lacks something, even if the battle takes
place high above Manhattan, with the force You can find Hero Machine at:
of their blows rattling windows in Queens.
Hero Machine
You should spend at least a little time think-
ing about your heros appearance and style.
Even if you dont bother finding or creating
any artwork depicting your hero (or some-
thing close enough), a short written descrip-
tion will be a big help when it comes time for
the GM and the other players to picture you
in action.
In addition, a picture or description can
help you resolve issues when it comes to
applying the Primary Rule. There will of-
ten come times when you need to know
whether your hero wears a closed helmet,
say, or gloves, or has any accessible gad-
gets hanging from her belt; in these situations
a picture can be worth a thousand words.
Working out such details in advance, inci-
dental to designing your heros appearance,
can speed play and free you from worry-
ing about whether youre being fair if the
GM says that the villains sonic attack will go
against the Default Skill unless your character
has either a suitable Power or ear-covering.
The same, of course, goes for the GM and
villains or NPC heroes. Since Kapow! leaves
so much up to the players sense of what
is logical and plausible, everything that the
55
6. F INISHING YOUR H ERO

Battle Cry
Nothing sums up and expresses a char-
acter like a nicely-honed catch-phrase:
Your friendly neighborhood Spider-man,
Its Clobberin Time!, Imperious Rex!,
Who knows what evil lurks in the hearts of
men? A good battle-cry will do much more
to set the right tone for the other players than
ten pages of elaborate back-story. Once
per session, you can shout your Battle-cry
and guarantee the maximum value on the
attack roll youre about to make.

56
Chapter 7
Example Characters
Jungle Gal
Wendy decides that she wants to create
a Sheena, Queen of the Jungle type, capa-
ble of fighting crime in the urban jungle. The
group has decided that they want to play at
the City Scope, where the heroes protect an
entire city.
Wendy chooses the Standard Template,
which gives her five Powers. Looking at the
Templates, thats a Main Power at Power
Level 8, and four powers at 6. It also gives
57
her Toughness, Will, Stamina and Actions all
at 2.
After a bit of thought she decides that her
main Power at PL 8 will be fighting with a
spear, which will give her a variety of at-
tack, defense, and movement options; shell
be able to use to trip and strike with, throw,
block attacks, or vault around, besides stick-
ing things with the pointy end.
She decides that her keen senses will be a
PL 6 Automatic Defense to warn her of dan-
ger in time to react.
For a Movement Power, she decides that
any self-respecting jungle queen will be able
to spring about acrobatically. At this level,
she can move across the city, leaping and
bounding from roof-top to roof-top as fast as
a cheetah (about 125 kph). Most of the time
the exact speed doesnt come into play, but
if she ever had to move faster than a thug
can pull a trigger or leap onto a speeding
sports-car, its within her capabilities.
She decides that one of the additional
Powers will be various potions that she con-
cocts out of rare jungle plants, which shell
call Secret Jungle Recipes; this will give her
some way of dealing with things that are too
physically tough for a pointy stick to take out.
The Standard Template gives her one more
Power at Power Level 6. Shed really like to
be able to track prey, but would that re-
ally be reasonable across concrete and as-
phalt? After batting some ideas back and
forth with the group, she decides that she
has Animal Empathy which lets her sense
the feelings of animals, borrow their senses,
and communicate with them (though they
7. E XAMPLE C HARACTERS
still are only as smart as animals). Being able
to communicate with and see through the
eyes of pigeons and rats will be a good ex-
planation for tracking criminals in the city,
and fits in well with her background of hav-
ing surviving as a wild child after being lost in
the jungle. It also makes sense as an expla-
nation if she wants to employ the Power for
extra Defense, with the animals warning her
of attempts to sneak up, or even attack if she
can cause them to attack her foes. At the
level shell be fighting, PL 6 probably wont
put a tough foe Out, but its easy to imag-
ine a gang of pigeons dive-bombing a bad
guy could put even somebody with Powered
armor off his stride.
Now she has 3 Boosts to spend.
Shed like to be a bit Tougher, and to be
able to act more often in her Turn, so she
spends one of the 3 Boosts she starts with on
increasing her Toughness to 3, and another
on increasing her Actions to 3. Shed like her
defenses to be better than the base of 6, so
she spends the last of her 3 starting Boosts to
increase it to PL 7 (d8, d6).
At this point she could stop, and have a
perfectly good Kapow! character, but to
customize it a bit further (and because this
is an example), she decides to look at the
lists of Advantages and Disadvantages, and
whether she wants any Assets.
Because theyre drugs and poisons, she
decides that shell give her Secret Jungle Po-
tions the Small Advantage Vs. Stamina,
and because she wants to be able to do
more things than just put people to sleep,
shell give it the Small Advantage Flexible.
This will let her create potions that paralyze,
or induce hallucinations, enhance senses,
and so on; in fact, that would make a good
explanation of her own enhanced senses
and physique. She consults the GM about
whether it should count as Flexible or Ultra-
Flexible, and they decide that since she only
wants to be able to do things that are pretty
close to what real drugs and poisons do...for
instance she cant make a potion that will
cause somebody to grow to giant size or turn
incorporeal...that its just Flexible. She also
decides that she has various ways of deliv-
58
ering the potions: scratching people with the
tip of her spear, blowing powder in their face,
or even getting them to drink it. Since these
are just minor variations on the initial theme,
much like the way she can throw her spear as
well as hit or stab with it, they dont amount
to an additional Advantage; if anything it
might have counted as a Disadvantage if
the only way she could have gotten a po-
tion to take effect would be to first stab them
successfully with her spear. Two small Advan-
tages would reduce its Power Level to 4 (d4,
d4), which might be a little weak. Shes out
of Boosts to spend, so if she wants it higher
shell have to come up with them by taking
some Disadvantages on the Power. She de-
cides to take a Big Disadvantage to give her
two Boosts, and it must be on the Secret Jun-
gle Recipes Power (no robbing one power
to beef up another). After looking over the
list, she elects Burn Out... any time she rolls
a Mishap (see page42) on the Secret Jun-
gle Recipes roll that means shes run out of
recipes in her pouch and cant use it again
until she returns to her base and brews some
more. This lets her Boost the PL of the Jungle
Recipes power back up to 6 (d6, d6).
Shes known from the start that she would
like a jaguar Companion; thats half the
point of being a jungle woman in the first
place. Looking at the Companion rules she
sees she needs to spend one Boost to get
a Companion. Again, shes out of Boosts
to spend, so decides that instead of one of
the Boosts she spent on Heightened senses
to raise it from 6 to 7, shell take the Dis-
advantage Can Be Disabled on it to get
the same effect. She reasons that it would
make sense that they can be overwhelmed
by things being too loud, bright, or noxious,
or deadened by various chemicals. That
gives her back the one Boost from the initial
three that she had, which she can spend for
the Companion.
This gives her a jaguar pet that can fight
with her. The pet is built as a character at
the City Scope, but with only three Powers,
each at Power Level 5, and all Attributes at
1. She gives her Jaguar Fangs and Claws
as a Main Power, Catlike Agility as an Auto-
 Jungle Gal

matic Defense, and Climbing and Leaping that she sometimes has to think about and
as a Movement power. All of those are at PL plan around, possibly occasionally flaring up
5 (d6, d4) for City Scope. In order to Boost up into a full-fledged adventure.
her cats Fangs and Claws by 1 to PL 6, she
gives it a small Disadvantage Single Action Origin And Background
Defense, since its easier to picture it using
its claws to defend itself from a single attack She decides that she was the daughter of a
rather than every attack if it chooses to use couple of anthropologists and when she was
that rather than its Catlike Agility to defend; a child their small plane crashed in the South
she also decides that the jaguars Catlike American jungles. She was the only sur-
Agility has the Automatic Can Be Disabled vivor, and lived on her own in the jungle until
Disadvantage to make it PL 6 as well, since she was taken in by a mysterious tribe that
without manipulatory appendages there are had no prior contact with the outside world.
lots of simple things like nets that would be Years later she was discovered by some other
able to prevent it from adequately defend- researchers, and reunited with her mothers
ing itself. Shed like her cat to be able to see wealthy Beacon City family. Now she lives in
in the dark and be stealthy, so she spends Beacon City, attempting to get a handle on
one of its 3 starting Boosts to get two Utility so-called civilization.
Powers at Level 5. She spends the remaining
two Boosts to increase its Toughness and Ac- Appearance
tions to 2.
Now that shes picked a Template and de- She dresses in more-or-less classic jungle gal
scribed her Powers, its time to choose Com- fashion of cured animal hides and boots,
plications. She needs to come up with one carrying her spear wherever she goes, with
Major Complication that will crop up regu- her big cat Nushka at her side.
larly in adventures, and two Minor Complica-
tions that will occur less frequently. Battle Cry
For her Major Complication, she decides
that shes claustrophobic. Jungle gals dont She hasnt decided on one yet, though the
do well in small confined spaces. GM thinks a Tarzan yell would be just the
For Minor Complications, she figures that thing.
shes unfamiliar with the local culture and
modern technology...this could crop up a lot,
but she doesnt want it to be a really big
deal or cause her to regularly make big mis-
takes, so she makes it a Minor Complica-
tion. Shes figures a quick enough study and
bright enough that it wont be a major focus
of problems for her.
She also decides that shes a celebrity;
her discovery in the jungle and being re-
united with her rich and famous family not
only made the news, but was a big enough
splash that people recognize her wherever
she goes and she has problems with pa-
parazzi, people wanting her to endorse
products, people wanting to pet her jaguar,
and just wanting to say hi to a real live jun-
gle gal. Again, she doesnt want this to be
a constant thorn in her side, but an aspect
59
 3

2 2
 Public Defender

Michael Beacon City

City (5) 3

Dura lex, sed lex! (hard law, but

Uphold the Law law)

5 2 2 2

Force Manipulation

Flexible (a) His force fields let him hit things or lift and manipulate
them at a distance; he can cause them to assume nearly any solid
shape, but not change their properties (e.g. can't make a field that
would shrink a target or turn it invisible).

Force Shield

Erratic (d) He protects himself with a force field that completely

covers him inches from his skin, but the power sometimes glitches.

Flight

He can lift the field that surrounds him off the ground and make it fly
through the air.

Cop - Public Defender is first and foremost an

active duty cop in the Beacon City PD, and need to
do thing by the book and obey the orders of his
superiors.

Guardian of Orphan Child - He's the legal

guardian of Bobby, the son of his partner who is
currently in a coma.

Secret - he once took some questionable actions

in a case that could lead to his suspension or
worse if they ever came to light.
 Public Defender

A municipal program to bolster the police force resulted in a few prototypes. The program was killed after enormous cost
overruns and a high-visibility case where the super-SWAT team really botched things. Public Defender is one of the only
survivors of that debacle, and the only one still employed by the police. His powers come from a forcefield projection device
permanently implanted in his body, which is the only reason the PD didn't just take the equipment back and mothball it as they
did with the other gear that belonged to the super-squad. Public Defender is currently acting as a liason to the new group of
independent superheroes in Beacon City, the Beacon City Watch.
 Part II

Playing a Superhero

64
Chapter 8
Quick Summary
Heres a quick summary of the mechanical
options in Kapow! Any option you take must
be justified by describing what youre doing
according to the Primary Rule. Further details
on each are supplied in the following chap-
ters, but this is the essence of the game.
Attack Spend an Action. Roll 2 dice, take
higher.
Use Power spend an Action. Roll vs. GM-
assigned Difficulty to succeed; can opt
to become Hindered (or Tired if not in
combat) to change roll to highest pos-
sible
Defend Defend with an Automatic or
spend an Action to defend with a Reg-
ular Power. If Attackers roll beats yours,
you are Hindered; if it beats it by more
than your Attribute, you are Out for 3
Rounds
Thwart Spend Action to roll Power
against Power to prevent it succeed-
ing; thwarted character can choose not
to contest the roll but abort instead
(reuse the action and power for some-
thing else), or can spend an extra Action
to use a different Power to contest the
Thwart roll
Combine Each participant spends one
Action per power they are contributing.
Roll dice based on which Powers Ad-
vantages you want to use, +1 per Power
involved (Max bonus = number of play-
ers, no more than +1 from any one char-
acter)
65
Wild Shot Swap 2 matched dice for 1 die
next size higher (or drop low die for +1 on
high if mismatched)
Splitting Powers Split roll into single die at
two different targets, -1 die size for each
doubling of number of targets after that.
(4 targets is -1, 8 is -2, etc.)
Careful Aim Take half the largest die in-
stead of rolling; no Collateral Damage.
Not while Hindered
Pull Your Punch No Overkill
Supreme Effort Add Will to die roll. May
try Supreme Effort after roll is made if you
spend an extra Action. Become Tired;
Stamina drops by 1
Overdrive Throw off Tired/Hindered, be-
come immune to Tired for number of Ac-
tions equal to Stamina, then become
Tired. Must be triggered by your Drive
Chase Spend an Action to change
range; may be Thwarted by a Move vs.
Move/Search vs. Hide contest. Ranges
are Combat Range, Pursuit Range, Lost
Contact
Power Play After 3 Rounds, may sacrifice
Power for new Power or Advantage or to
remove a Disadvantage
Aid Spend an Action to completely Un-
hinder an ally.
Revive/Put Down for the Count Spend all
your Actions in a Round to bring an ally
8. Q UICK S UMMARY

back from Out, or to prevent an enemy

from recovering from Out

Battle Cry Get maximum result on Attack

roll (once per combat)

Intimidate spend an Action to Attack vs.

Best Power and Will to cow foe, (Hinder
= hesitates/considers cooperating, Out =
surrenders/flees); each die reduced by a
die-size if vs. multiple foes at once

Sudden Death Both sides agree to re-

solve entire confrontation in straight up
roll; higher side wins decisively, losers are
captured or otherwise out of the picture

66
Chapter 9
Defining Powers
In Kapow!, most of what a character can
do is represented by Powers. For instance if
a character is extremely strong, the charac-
ter has the Power Super Strength. Strength
at ordinary levels, even for a gifted athlete,
isnt recorded and only rarely has any effect
on the mechanics of the game. Characters
are assumed to be relatively normal in every
aspect that isnt specifically identified as be-
ing so exceptionally good as to amount to
a Power, or so bad as to be a Complication.
You are completely free to choose what your
Powers are, their names, and descriptions of
how they work. How many you get and how
they interact with other Powers, particularly
when you are fighting with some other super-
powered being, are governed by the game
mechanics.
The most important aspect of a Power is
conceptual: what does it do? Two Powers
might be mechanically identical, but if one
is Super Strength, and the other is Laser Eyes,
how they are used and what they can ac-
67
complish are different. In Kapow!, it is never
sufficient to simply invoke the Power and roll
the dice for the mechanical effect. The Pri-
mary Rule of Does this sound like a super-
hero comic? must be obeyed. If the goal is
to free a civilian trapped beneath a car, the
player could use Super Strength to lift the car
off, or Laser Eyes to cut the civilian free, but
if the player cant come up with a plausible
way for the Power to accomplish the task (for
instance trying to free somebody trapped
beneath a car with a Power that can only be
used to engulf an area in flames, or that cre-
ates intangible illusions) then the action isnt
permitted.
Note that it only needs to be plausible
in terms of superhero stories; its not rec-
ommended that you really try to justify the
physics in real-world terms. Worrying about
whether, even given Super Strength, the
character can actually find enough lever-
age and the car has sufficient structural in-
tegrity to be lifted from particular hand-holds
is not something that superhero stories do.
On the other hand, you dont want to have
the game degenerate into farce when the
character uses Super Strength to just reach
in and lift the water out of a swimming pool,
at least without somebody freezing it first.
The decision of whether a particular use
of a Power is sufficiently plausible in Kapow!
should be left up to the players instead of
delegated to the GM. Players continuously
asking whether a particular action is permis-
sible will slow things down and interrupt the
flow. As long as all the players bear in mind
that they should be limiting themselves to
9. D EFINING P OWERS
the kind of actions that they would like to
read about or see in a movie, and avoid the
sorts of things that would make them roll their
eyes or snicker if they were the audience,
minor disagreements over plausibility should
be overlooked to keep the action flowing.
Remember as well that theres often more
than one way to accomplish something with
a superpower; reaching into a swimming
pool and lifting the water out with your Su-
per Strength is silly, but stomping the ground
so hard the swimming pool cracks and the
water drains out makes perfect comic-book
sense.
The corollary to the Primary Rule is that
in Kapow! the description is the Power. If
something sounds like a superhero comic, it
should be valid, even if there are no specific
game mechanics permitting it. The mechan-
ics, and in particular what dice you throw,
are there as an aid to figuring out what hap-
pens when one Power is pitted against an-
other, but the determining factor should be
what the description of the Power implies it
ought to be able to do. How do you know if
the Flame Blast can overcome the Ice Shield
thrown up as a defense? You roll the dice.
How do you know if the Flame Blast can
set a bunch of papers on fire? It just can,
because thats what makes sense. Actions
that are squarely within the concept of the
Power dont require justification or rolls. Ac-
tions that are clearly outside of the scope of
the Power shouldnt be attempted, no mat-
ter how high a Power Level you have. Can
an Ice Shield protect you against Telepathic
Assault? Seems unlikely, so dont roll for it.
Again, if it seems borderline whether it should
be allowed or not, go with the players in-
terpretation. That puts a lot of power in the
hands of the player, but remember: with
great power comes great responsibility!
Power Examples
Here are some examples:
Example 1: Youve given your hero a Power
called Clone, which allows him to make du-
plicates of himself. When you try to use
this Power in combat to create a squad of
68
yourself and all tackle the bad-guy, you roll
the dice based on the Power Level of your
Power and compare that to the bad-guys
defenses, just as if you had used a Power
such as Fire Blast. Bear in mind that accord-
ing to the Primary Rule you might require fur-
ther justification or explanation depending
on the circumstance: if the villain is flying
hundreds of feet up, just tackling him outright
is implausible; you would have to further jus-
tify the action by doing something like com-
bining it with Super Jump, or being thrown by
a companion with Super Strength and then
Cloning yourself in mid-air once youd hit the
villain.
If you want to use your Clone Power to cre-
ate a duplicate who will go converse with
the guards to distract them while the other
you sneaks into the warehouse, you dont
need to roll anything; the description of the
Power clearly implies that you ought to be
able to do that, and thats all it takes.
Example 2: Your hero has the Power
Weather Control, and is trying to prevent
the villain Red Scorpion from kidnapping the
Mayor. Since Red Scorpions armored cara-
pace has so far been too tough for your di-
rect attacks using Weather Control to cre-
ate lightning, you decide to try to conceal
the Mayors location by whipping up a fog
bank. Assuming the Red Scorpion has no
Power granting him senses that would let him
penetrate the fog, hell have to beat your roll
on Weather Control with his Default Skill in or-
der to locate the Mayor. The effect will last
until the Red Scorpion uses an appropriate
Power to blow the fog away, or it disperses
naturally.
You could instead choose to use the fog as
an attack, say by trying to get him to crash
into something by obscuring his vision at just
the right moment; that would be treated as
a normal attack, but in order to defend him-
self with better than his Default Skill, the Red
Scorpion would need a Primary Rule justifica-
tion for using some other power.
You could also try to blind the Red Scor-
pion directly with your fog, as an attempt to
disable his power of sight: you would roll
against the Red Scorpions appropriate de-
 Power Level

fense (again Default Skill unless he can jus-
tify something better), and the effect would
result in him being blinded until he spent an
Action if you succeeded, or until he spent 3
turns out of combat if you scored an Out by
beating his Toughness (seeDisabling Powers).
The effect of him being blind would be deter-
mined by the Primary Rule and such things as
whether he had any other powers he could
use as senses to compensate.
Example 3: The villain is attempting to use
his Telekinesis to lift your hero into the air.
Your heros Automatic Defense is Invulnera-
bility; while that would protect you from a
telekinetic blow, there doesnt seem to be
any logical reason that would prevent it from
lifting you, so you wouldnt get to use it to
defend. If your Movement Power were, say,
Flight, then it is conceivable that you could
attempt to resist the Telekinesis by Flying in
the opposite direction, but you would have
to spend an Action to use it (unlike the Au-
tomatic Defense); also, since its a Move-
ment Power it would only defend with a sin-
gle die. Because anything that makes sense
according to the Primary Rule would be al-
lowed, you could also use something like Su-
per Strength to resist by grabbing on to a
nearby object or even digging your fingers
into the ground; again that would take an
Action and be your one use of that Power in
the Round.
stance: the Human Icicle attempts to form
an ice slide to catch a toddler plummeting
towards her doom. Ordinarily that would be
a perfectly valid use of the Power, but if the
GM knows that its actually a hologram of
a child rather than a real child, when the
player announces I use my Ice Power to cre-
ate a slide and catch her before the player
continues with describing what hell do once
hes caught the child, the GM should inform
him that the child passes right through the
slide without stopping or slowing. Its possible
that in some of these cases the GM should
rule that the Power just doesnt work as pro-
posed without revealing exactly why, if there
is something going on that the character
cant be aware of, but the GM should make
every effort to at least describe to the players
what does happen or appears to happen in-
stead rather than flatly declaring That didnt
work.
Power Level
All Powers are rated as to their Power Level.
Power Level determines the number of dice
rolled when pitting that Power against an-

Disagreements
Disagreements or uncertainty over whether
the use of a Power follows from the descrip-
tion should be resolved in favor of the player;
the GM should feel free to point out con-
siderations that the player might have over-
looked, such as the villain being hundreds of
feet in the air, and encourage the player to
consider whether the use of the Power is in
keeping with the Primary Rule and to modify
or abandon it if its not.
Its also legitimate for the GM to reveal
information that the player might not have
known that has bearing on the proposed use
of the Power, or even render it moot. For in-
69
9. D EFINING P OWERS
other Power or to try and perform some task
while under stress, as well as how much the
Power can do in real-world terms: how fast,
how heavy, how big? Each level in Power
Level substantially increases the effect, rang-
ing from a 100% increase per level at Street
Scope to 64 times as much per level at Cos-
mic Scope.
Power Levels are assigned dice equivalent
and when rolling for the effect of a Power,
you roll the two dice listed and take the
higher result. In Kapow! you never add the
dice together.
PL Dice PL Dice
2 1 point 10 d10, d10
3 single d4 11 d12, d10
4 d4, d4 12 d12, d12
5 d6, d4 13 d8+5, d12
6 d6, d6 14 d8+5, d8+5
7 d8, d6 15 d10+5, d8+5
8 d8, d8 16 d10+5, d10+5
9 d10, d8 17 d12+5, d10+5
Note that the Power Levels follow an easy-
to-remember pattern: at even levels you use
two dice of the same size, and that size
matches the level; odd levels have one die
of the next higher level and one of the next
lower. Power Levels beyond 12 are not com-
mon, generally only appearing when char-
acters of different Scopes face one another.
Regular Powers
Regular Powers can be used to attack, de-
fend, or even moveassuming the Primary
Rule is followed and you have some explana-
tion of how youre using your Flame Breath to
move. If you use a Regular Power to defend,
it will defend against all the suitable attacks
in the round. E.g., once youve decided to
use your Powered Armor to provide you with
Life Support that Round by sealing up the
vents and going to internal oxygen, that will
apply to any similar attacks that same round.
Even defending with a Power that requires
more active thought than that, say using Ac-
robatics to jump around and dodge, would
70
apply to all the attacks during the round for
which Acrobatics makes sense as a defense.
Movement Powers
Movement Powers primarily let you move
around, whether getting to the scene of the
adventure, chasing a bad-guy or in combat.
They may also be used to attack or defend,
where that makes sense according to the Pri-
mary Rule (e.g., using fly to ram into a foe,
or super speed to dodge bullets), and may
be combined with other Powers. Movement
Powers take an Action if you want to change
Range categories or use them for attack or
defense; when used to attack or defend,
Movement Powers use only one of their dice.
Movement within a Range category doesnt
take an Action, its just part of the narration
of your Turn.
Your Movement Power can open or close
Range with a foe by one Range category
per Round (Combat Range -> Pursuit Range
-> Lost Contact). The exact distance a range
increment represents will vary by Scope.
Combats will either begin at Combat Range,
or at Pursuit Range if the heroes first catch
sight of the villains (or vice-versa) at a dis-
tance. Range doesnt change unless the
combatants are deliberately trying to ma-
nipulate the range to their advantage.
You cannot use a Movement Power to
change Range categories and to attack or
defend in the same Round.
Utility Powers
Utility Powers are Powers that can only be
used for things other than attack, defense,
and movement, for instance to heal an ally,
or search an area. Utility Powers start at PL 5
(d6, d4). Utility Powers may take more than
one Round to use where that would be logi-
cal, e.g. combing a library for clues is likely to
take longer than a fraction of one Round. If
you start to use a Utility Power for something
that will take several Rounds and decide you
would rather do something else, you can
 Utility Powers

stop at any time, though you wont regain Utility Power as a defense unless the attack
any already spent Actions. Whether you can clearly implies a weakness. For instance a
resume your partially completed task later Utility Power UV Scanner that broadcasts UV
or your effort so far will be lost will depend light to look for clues could be used as an
on what would be logical given what you attack against someone who has a Compli-
were doing. A partially-built device will likely cation that makes him take damage from
wait, a partially-delivered speech to rally the UV radiation. Similarly a Utility Power IR Gog-
troops, not so much. gles could be used as a defense against a
Utility Powers are what Kapow! has instead Darkness Bomb because being able to see
of such things as skills or talents that are com- through darkness is clearly going to interfere
mon in other systems. If you are an extraordi- with the Power; on the other hand as a Util-
narily good detective, engineer, or archae- ity Power IR Goggles cant be used as a de-
ologist, good enough that you would regu- fense against Flame Blast, even with an ex-
larly rely on that ability in your fight for jus- planation that they let you better see the vil-
tice, that would be a Utility Power; if be- lain preparing to fire. (As an explanation of IR
ing a detective or engineer was merely a Goggles as a regular Power, that would be a
day job that might crop up once in a while perfectly fine justification, since Regular Pow-
depending on the situation, that would just ers are allowed to be used as attacks or de-
be part of your Background. Having it as fenses without special justification.)
part of your Background doesnt mean you Utility Powers that can be used for move-
are mediocre at ityou might still be world- ment are presumed not to be usable in com-
class, but it does mean that the adventures bat. E.g., you could have an ordinary he-
you have dont typically call on your skills in licopter, or even an extraordinary satellite-
that regard. E.g., Adam Strange is a world- based teleporter, as a Utility Power to get you
famous archaeologist and one of the tops from mission to mission provided it was slow or
in his field, but most of his adventures take cumbersome enough that you couldnt use
place in space on the planet Rann and its it to flit around while fighting. If you wanted
his quick-thinking, rocket pack, and ray-gun
that get him through the adventure. For
him, archeology is just Background. On the
other hand, Carter Hall is a museum cura-
tor and archaeologist whose adventures as
Hawkman frequently involve him using an-
cient weapons on display in his museum and
his knowledge of the ancient world. For
him archeology probably counts as a Utility
Power. If a roll is required to employ a skill
implied by your Background, roll the Default
Skill (d4, d4); if you have nothing in your Back-
ground that might be applicable you roll a
single d4.
Of course, Utility Powers also represent
genuine superhuman abilities such as X-Ray
vision, the All-Seeing Eye of Agamotto, a por-
tal to the Negative Zone, and so on. Pow-
ers that you dont intend to use all the time
should generally be in this category, with the
following caveats: You cannot use a Util-
ity Power as an attack unless the opponent
has a specific weakness; you cannot use a
71
9. D EFINING P OWERS
to be able to fight while using it, you would
take it as Movement Power or a Vehicle in-
stead.
Minor Powers
Minor Powers are Powers that you have for
concept reasons, but at such a low scale
that they are unlikely to prove decisive, at
least when facing opponents on the same
Scope. For instance, if a character at City
Scope takes Super Strength at Power Level
8 (d8, d8), that is enough to lift a large Ele-
phant. If you wanted to be much stronger
than a normal person, but not as strong as all
that, you can take Super Strength as a Minor
Power. Minor Powers work in all other ways
just like other Powers, but they are limited
to the Default Skill (d4, d4). So at Regional
Scope you could take Super Strength as a
Minor Power (PL 4), and it would be sufficient
to heft a Grand piano. Minor Powers are not
limited the way Utility Powers are; if it would
be helpful to attack, defend, or move with a
Minor Power despite its low Power Level, you
are free to do so without any unusual justifi-
cation.
You may have as many Minor Powers as
seems reasonable, regardless of what Tem-
plate you pick. Minor Powers can never
be combined, not even with other Minor
Powers. Despite the fact that Minor Powers
are free you should clearly define all your
heros Minor Powers before you play. You are
free to add, change, or remove Minor Pow-
ers between sessions, or during with an ap-
propriate Primary Rule justification such as re-
turning to the lab. Minor Powers are perfect
for representing thing such as the groups
gadgeteer whipping up a bunch of breath-
ing masks when you find that you have to
head to Atlantis for the next part of the ad-
venture.
Active vs. Automatic
All Powers are either Active or Automatic,
depending on when and whether they re-
72
quire an Action to use. Active Powers re-
quire an Action each time they are used.
Automatic Powers never require an Action to
use, but can only be used under certain pre-
defined circumstances. Movement Powers
are usually Active, but only require an Action
if they are being used to attack or defend, or
to change Range categories such as when
characters are fleeing or chasing. You de-
cide whether a Power is Active or Automatic
when you take the Power.
Active Powers
Any Power that requires an Action to use
is Active. Active Powers never trigger un-
less you spend an Action to activate them.
Each Active Power may only be used once
per Round, no matter how many Actions you
have, though you may use as many different
Active Powers as you have Actions. Once
you spend an Action on an Active Power
in order to defend, it will continue to de-
fend you until the beginning of your next turn
(when you would have to spend another Ac-
tion to renew it), even against new attacks.
Automatic Powers
Automatic Powers are used automatically
whenever certain conditions are met. What
those conditions are and what the Power
does are determined when you take the
Power. An Automatic Power may be used ei-
ther for attack or defense, not both. For in-
stance, Armor might be an Automatic De-
fense that would be used whenever you
were physically attacked. Flaming Body
could be Automatic Attack that would be
used whenever you were grabbed. Auto-
matic Defenses defend against every appro-
priate incoming attack, Automatic Attacks
attack everyone, friend or foe, who meets
the proper conditions. Powers that dont
directly attack or defend may be chosen
as Automatic, and will activate whenevers
appropriate; a common example might be
an Automatic sense, which would be active
whenever something perceptible was within
range.
 Active vs. Automatic

Automatic Powers can combine with other

Powers if the conditions for triggering the Au-
tomatic Power occur at the same time as an-
other Power. That is, if you had Flaming Body
as an Automatic Attack, and Super Strength,
and you grabbed somebody with your Su-
per Strength and squeezed them, the condi-
tions for the Flaming Body would apply and
you could choose to attack by Combining
your Super Strength and Flaming Body. How-
ever, whenever you Combine an Automatic
Power with another, the base power is the
weaker of the two powers. E.g. if your Super
Strength was PL 10 and your Flaming Body
was PL 6, the Combination would be an at-
tack at PL6+1, not PL10+1. You would have
to spend an Action for your Super Strength,
but not for your Automatic Flaming Body.
Automatic Movement moves you when-
ever the proper condition occurs, e.g., a vil-
lain might have an Automatic Teleport that
emergency teleports him back to his lair
when he is put Out; Automatic Movement
Powers can take effect even if youve al-
ready moved that round, or even if youre
Out as in the example, but they can never
be used to attack or defend, nor activated
except by meeting the proper conditions.
An Automatic Utility Power might be a
super-sense that you dont have to concen-
trate on to use (such as Infra-Red vision, but
probably not Telescopic or Microscopic Vi-
sion). You could use it to justify an attack that
you couldnt otherwise make, such as be-
ing able to hit an invisible foe because you
have Radar Sense, but remember that if you
combine it with an attack, the combination
would be based on the lower power of the
two which is likely to be your Utility power.

73
Chapter 10
Using Powers
The Primary Rule
The Primary Rule of Kapow! is that actions
have to make sense in a superhero comic-
book kind of way. In order to justify using a
Power, you have to describe using the Power
in a way that makes sense...at least accord-
ing to the genre conventions. Decisions as to
whether that particular use of a Power ought
to be allowed rest with the player, though
the GM or other players are permitted to
point out if they think the player is pushing
it; the GM is also encouraged to point out
circumstances that the player ought to take
into account when deciding how to use the
Power (such as the villain currently hovering
300 feet in the air, or holding a hostage in
front of him), and its ultimately up to the GM
to decide on and describe the effect of us-
ing the Power on the environment or the foes,
as long as he does so in a way that doesnt
countermand the players description of the
attempt.
The player should stop short of describing
the reaction, although saying what shes try-
ing to do is fine: I pick up a car and hurl
it at Dr. Null or I try to lasso Dr. Null and
pull him out of the air are good, while I pick
up a car and hurl it at Dr Null, knocking him
out of the air and pinning him beneath the
car isnt as good. When describing your at-
tempts you should leave room for either the
dice or circumstances unknown to you to in-
tervene.
Another example: if the player wishes to
hit the villain using his Super Strength, even
though the villain is 300 feet in the air, he
74
can announce that he grabs a nearby lamp-
post and hurls it at the villain. The GM can
remind the player that they are currently in
the Mojave desert, so maybe it should be a
rock, and the GM can rule that the lamp-
post/rock passes through the villain harm-
lessly (because unbeknown to the player at
the moment, its just a hologram), but the
GM shouldnt override the player to say there
are no lampposts, rocks, or anything else suit-
able to throw or that the throw falls short with-
out giving the player a chance to roll to see
if the Super Strength Power succeeds in over-
coming the villains defense.
The goal of the system it to make every-
thing simple, fast, and exciting; negotiation
every round between the players and the
GM as to whats permissible and what ob-
jects are in the environment and whether
any die-rolls are needed to see if the charac-
ter can use them just slow things down and
break the flow. In comic books theres al-
ways an object of the right size around to
pick up and chuck if thats what the hero
wants to do. Similarly as long as the fight is
taking place in an area where there are such
things as fire hydrants or high-voltage lines,
then they are assumed to be within reach
and ready to be deployed with the appro-
priate Powers.
The Primary Rule And The Default Skill
If you need to make a roll and you dont
have an appropriate Power according to
the Primary Rule, you roll your Default Skill in-
stead. This happens most often when your

Defenses arent applicable. In Kapow! you
never resist an attack with your bare At-
tribute, you always have some chance of
mitigating the attack somehow. The Default
Skill also represents using a skill implied by
your Background that isnt one of your Pow-
ers, as well as using one of your Minor Powers.
When using your Default Skill this way, roll PL
4 (d4, d4) if theres any way of justifying it by
your Minor Powers or Background, and a sin-
gle d4 if you cant. Normal people will roll
PL 4 (d4, d4) in the areas that theyre trained
in, or have equipment for, and a single d4 for
anything else.
Contested Actions
When rolling a Power contested by another
Power, such as an attack vs. a defense,
both Powers roll and the higher number wins.
The amount the higher number exceeds the
lower is the Damage. Zero Damage is still a
success for Player Characters, but a failure
for NPCs.
Ties
Ties go to the player, or if two NPCs are mak-
ing opposed rolls, to the attacker. Your at-
tacks merely have to match the villains de-
fense to have some effect, though you still
Uncontested Actions
need to beat their Attribute to score a Knock
Out. The villains need to beat your defenses
before youre affected. At higher Power Lev-
els ties are relatively rare, but at low levels this
edge is what separates heroes from mooks.
Defending
When you attack other characters, the de-
fenders get to announce what they are do-
ing to Defend themselves, which can include
spending Actions on Active Powers to aid
in their defense. The defenders need to re-
member how many Actions they use and
which Active Powers they employ, so that
when their Turns come around they dont re-
use them; once an Active Power has been
used to defend with, it will continue to de-
fend against any new attacks, Primary Rule
permitting, for the rest of the Round without
requiring any additional Actions.
Example
Captain Strong uses his PL 10 (d10, d10) Su-
per Strength to throw a car at Arachno-Man,
who dodges with his PL 9 (d10, d8) Arachno-
Agility. Captain Strong rolls, getting an 8 and
a 3, for a roll of 8; Arachno-Man rolls a d10,
d8, getting a 4 and a 6. 8 is better than 6,
so the car at least Hinders Arachno-Man; if
Arachno-Mans Toughness is less than 2, hell
actually be Out.
Uncontested Actions
When trying to perform an uncontested ac-
tion roll the Power and then compare the roll
to the Difficulty set by the GM.
When you roll for the result of an uncon-
tested action, the result is always interpreted
relative to the Scope of the hero; even if
two heroes have Super Strength at PL 6, if
one is Neighborhood Scope and the other
is Global Scope the latter is able to lift much
greater weights.
75
10. U SING P OWERS
When To Roll Uncontested Actions
Remember, if its obvious that the Power
ought to succeed by the Primary Rule, rolling
isnt necessary. Much of the time Kapow!
assumes that feats such as picking up cars,
overtaking a speeding train, or jumping to
the top of a nearby building are inciden-
tal to the action. Picking up a nearby car
and hurling it at the villain with your Super
Strength isnt two actions, one of attempt-
ing to pick up the car and another of hitting
the villain with it; its a single attack that hap-
pens to be narrated as using a convenient
piece of scenery in accordance with the Pri-
mary Rule of sounding like a comic book.
Chances are that the player taking the ac-
tion invented the car being there for that pur-
pose; it would make no mechanical differ-
ence if it had been a dumpster, mailbox, or
just the characters fists, so there is no reason
to interrupt and say Wait, can your charac-
ter lift a car? Roll for it. The only reason to
make an uncontested check is when there
is both a reason to care about the outcome,
and genuine doubt about whether the char-
acter is up to the task. For instance, if the
villain hurls a car and the hero wants to try
to catch it so that the passengers arent in-
jured it would be reasonable to check, and
roll if it might be difficult for a character of
that strength.
Difficulty
The Difficulty for exerting your Powers to ac-
complish specific effects appropriate to the
Power (such as using Super Strength to lift an
object) is based off of the Power Levels for
the Scope. The maximum die roll represents
the maximum the Power is capable of with-
out Supreme Effort, Wild Shot, or combining
with another Power.
The chart on the following page summa-
rizes the Base Difficulty Levels for each Scope
(that is, what a power bought at Base PL 6
can do) to give you a quick idea, but you
should see Appendix B for a list of the ef-
fects for each Power level and the real-world
equivalents in weight and speed. Not ev-
76
ery Power or every use of a Power will di-
rectly translate into weight or speed, and
most heroes will have at least some Powers
above the base but the charts give you a
general feel for the order of magnitude that
Powers of a given level might represent.
E.g., Difficulty 6 at Regional Scope is equiv-
alent in weight to a medium car (2 metric
tons), so a hero at that Scope with Power
like Super Strength or Telekinesis would roll her
Power against Difficulty 6 to lift the car. If
the car were a small car that only weighed 1
ton, then at Regional Scope only Difficulty 5
would be necessary, so the hero would have
to roll 5 or more. Obviously, if the heros Power
was PL 8 (d8, d8) this would be easier to do
than if they were using a PL 6 (d6, d6) Power.
Say your friendly Neighborhood Arachno-
Man wants to lift a medium car, weight 2
tons: thats a 9 at Neighborhood Scope. If
he has Arachno-Strength PL 6 that will re-
quire hitting Difficulty 9 on his d6, d6. He
would need use some combination of Wild
Shot, Supreme Effort, and possibly Combin-
ing Powers or getting help from another hero
to achieve that. Supposing, though, that his
Arachno-Strength was at PL 10 (d10, d10), he
would be able to do it without any special
effort if he rolls well. If he doesnt roll well
enough, he can change the roll to a success
by becoming Hindered. (See Failure Is Not
An Option). Remember, though, that if its
not important you shouldnt be rolling.
 Uncontested Actions

Difficulty
6
Scope Weight example Speed +1
3: Street 250kg motorcycle 32 kph car on a x1
city road
4: Neighborhood 500kg Grand 64 kph racehorse x4/3
Piano
5: City 1 ton small car 128 kph cheetah x32/6
6: Region 2 tons medium 250 kph fast train x2
car
7: Country 16 tons empty 1000 kph jet x4
bus airplane
8: Global 125 tons blue 2000 kph Concorde x4
whale,
river
gunboat
9: Interplanetary 8 kilotons Godzilla 16000 kph speed of x8
dawn
10: Interstellar 512 kt largest 1million kph to the x16
ship Moon in
3 hours
11: Galactic 32 mt Big Dam 3c 2.6 x32
minutes
to the
Sun
12: Cosmic 2000 mt 1/2 tsp 200c 200 x light x64
neutron speed
star
material

Difficulty for Other Tasks

When in doubt about the Difficulty for a task,
and its not something that the hero clearly
ought to be able to do just through invoking
the Primary Rule, use the following as a rule
of thumb:

Task Could be Done By Difficulty

Normal 2
Expert normal/Agent 4
Superhero 6
Powerful superhero 8
Superhero duo 10
Team of Superheroes 12
77
10. U SING P OWERS
Damage
Most of the time, opposed rolls take place
when one character is trying to damage an-
other. If the attack is a success, subtract the
defense roll from the attack roll: the result is
the Damage. You then compare the Dam-
age to the defenders appropriate score.
For most attacks, that will be their Tough-
ness; if you have an appropriate Advantage
it might be compared to Will or Stamina in-
stead. The four possible results are Hindered,
Tired, Out, or Overkill.
If the Damage is less than or equal to
the Attribute score, the result is Hindered for
Toughness or Will, and Tired for Stamina. If
the Damage exceeds the target Attribute,
the result is Out; if the damage exceeds
the target score by 3 or more the result is
Overkill. Kapow! has no specific mechani-
cal provisions for death; depending on the
tone youre going for you can include death
of bystanders as a potential result of Overkill,
or as one of the results of applying the Pri-
mary Rule, or something that happens once
in a while but only as a result of the plot
(as when the heroes dont arrive in time to
disarm a bomb), or as an additional action
taken against an Out foe. For a particularly
grim tone along the lines of a Warren Ellis
story, you could actually make Out equal to
dead as long as you were prepared to keep
creating new characters.
When you use a Power, theres a chance
that youll cause Collateral Damage. At the
GMs discretion and according to the Pri-
mary Rule the lower die roll may be applied
as damage to nearby people and objects.
Collateral Damage
Superhero battles are famous for the amount
of destruction they wreak on the surround-
ings. At the GMs discretion attacks made
can be checked to see if they cause Collat-
eral Damage. If you hit a foe with your fist,
you probably wont cause Collateral Dam-
age unless you knock him flying into some-
thing; if you hit a foe with a bus, at the very
least the bus should suffer Collateral Dam-
78
age and its pretty likely you hit various peo-
ple and nearby objects unless your target
dwarfs the bus in size.
GMs shouldnt slow the game down with
checks for Collateral Damage after every
single attack; save it for when it would make
a difference, such as when the villain is hold-
ing a hostage, or the battle is taking place
on top of something important that could
explode or collapse. Trivial damage, such
as hot-dog stands getting knocked over,
awnings being busted or car alarms going
off, can simply be narrated as a result of the
Primary Rule. Save actual checks for Collat-
eral Damage for times when somebody will
care.
Use the result of the lower die from the roll
as an attack against whatever near-by tar-
gets seem appropriate according to the Pri-
mary Rule; those targets then roll their appro-
priate defense or the Default Skill if they have
none. If youre rolling only one die, such as
when you are Hindered or taking a Wild Shot,
if the GM calls for checking Collateral Dam-
age at that point roll the second die and use
the result even if its higher than the original
roll.
The GM should assign Toughness to objects
based on how reasonable it is for a hero
or villain at that Scope to break the object;
a rule-of-thumb is Toughness equal to the
Scope that the object would usually appear.
So a hot-dog stand would be Street Level (3),
a car would be Neighborhood level (4), and
so on. An Out from a Power at or lower than
the objects Scope will break the object and
render it unusable until repaired; it requires
either Overkill or an Out from a Power at least
one Scope higher in order to destroy the ob-
ject, three higher if the the object is a build-
ing or collection of buildings.
You can avoid the possibility of Collateral
Damage by taking Careful Aim.
Hindered
When you are Hindered all your Active Pow-
ers are reduced until you spend an Action to
undo whatever it was that was hindering you.
While Hindered all your Active Powers are re-
 Damage

duced to a single (better) die. Hindered con-

ditions accumulate if you keep getting at-
tacked successfully, and while your abilities
arent further reduced it requires a separate
Action to clear each instance of Hindrance.
Automatic Powers arent affected by being
Hindered unless they have the Can Be Hin-
dered Disadvantage.
E.g., Youre Hindered: your d8, d8 main
Power becomes a d8 Power, and your d8,
d8 Movement Power becomes a d8 Power,
but your d8, d6 Automatic Defense is un-
changed. Youre Hindered again on the
same turn and your Powers arent reduced
teleporting from beneath the rubble, and
further, but now you will need to spend two
so on); it is this that costs an Action. Play-
Actions to clear the status. It might be
ers should be more generous than usual in
helpful to give the player a token, such as
interpreting what is an appropriate descrip-
a poker-chip, each time the character is Hin-
tion for freeing yourself from being Hindered.
dered to help keep track.
Basically, being Hindered costs you an Ac-
Being Hindered represents some specific
tion, its not intended to cost you the rest of
thing that happened to the character as a
your Turn after you become Unhindered or
result of the successful attack that was in-
debilitate the character for the rest of the
sufficient to put the character Out. It could
fight; the presumption should be that some-
be becoming trapped beneath the thrown
how or other you can free yourself as long as
bus, having your hands webbed together,
you have Actions remaining. Using a Power
being groggy from sleep gas, or just gener-
in your description of how you free yourself
ically stunned by the force of the attack
from being Hindered doesnt count as its sin-
if no more specific thing suggests itself. The
gle use for the Round (that would be un-
GM will generally describe what it is thats
fair to Powerhouse Templates, and at any
hindering you, following from how the at-
rate would be easy to side-step by using a
tack was described; go with it. If its really
Minor Power to free yourself instead). No
impossible that your character be Hindered
matter how many Hindered tokens you have
in the way described (the GM forgot that
stacked on you, you can always clear them
your character doesnt need to breath, so
all by sacrificing your Turn (all your Actions)
gasping from smoke wont do) then suggest
for the Round, or by Sheer Determination.
something that does seem plausible to you.
Some Examples Of Ways To Describe Being
One way or another if the attack was jus-
Hindered
tified under the Primary Rule and the result
was high enough to Hinder you, you should Knocked down, or thrown backwards a
be Hindered. distance

Buried in Rubble
Becoming Unhindered
In order to become Unhindered, you should Covered in some sticky or slippery sub-
describe what youre doing according to stance
the Primary Rule in order to get free of Eyes stinging and watering from smoke
the Hindered effect (this could just be shak- or chemicals
ing your head to clear the grogginess if
the conditions was as generic as just being Gasping and choking from water or
stunned, melting your way out of webs, smoke
79
10. U SING P OWERS
Dazed by a hard hit
Distracted by danger to a bystander
Partially blinded by a bright flash
Muscles cramping from electrical shock
Shivering from cold
Exactly how you are Hindered and what you
have to do to become Unhindered will de-
pend on the description of the attack that
Hindered you and the Primary Rule. They key
is that whatever was described, being Hin-
dered will never do more than make it diffi-
cult to use your Powers, or require more than
an Action with an appropriate description to
become Unhindered. To completely prevent
you from acting or using a Power would re-
quire an Out or special circumstances (such
as Disabling a Power, or Countering a spe-
cific Power).
Out
Damage in excess of the defenders At-
tribute...Toughness, Will, or Stamina, as ap-
propriate... puts the defender Out. Merely
tying the Attribute does nothing extra, even
against NPCs. Out does not have to literally
mean unconscious, merely incapable of fur-
ther combat until aided by another or given
sufficient time to recover or work free. A char-
acter who is tangled and helpless in a web,
fast asleep from gas, buried in cement, or
locked in a force-bubble counts as Out for
game purposes. An Out character is out of
the fight until any of:
1. Another character spends a full Round
(all Actions) reviving the character or
otherwise reversing the effect of the Out
in accordance with the Primary Rule
2. Another character spends an Action us-
ing a Utility Power that by the Primary
Rule is intended for situations such as this
(e.g., Healing)
3. Three of your Turns have elapsed
80
Example: Your ally was put Out by being tele-
ported out of the battle. To bring him back
before three turns are up you would have
to not only spend a full Round, but come
up with an explanation of how you were us-
ing your Powers such using as your Move-
ment Power (Super Speed, Teleport) to re-
trieve him. If you had a Utility Power that was
specifically designed for bringing him back
into the fight, such as Teleport Ally Power of
your own, then you could do it with a single
Action; note that it has to be a Utility Power,
rather than a regular Power. (This serves as a
bonus for taking such specialized Utility Pow-
ers.)
Out characters may be further Restrained
or put Down for the Count, in which case
they will not come back into action un-
til those conditions have been eliminated,
even if one or more of the above are met.
Some examples of ways to describe being
Out
Knocked clear into the next block, or
even County
Buried under rubble, or underground
Trapped in a force bubble
Unconscious
Turned to stone
Fast asleep
Lost in the maze of your own mind
Struggling in a web
Battling phantoms
Writhing in agony
Exactly how you are Out and what others
would have to do to revive you from being
Out will depend on the description of the at-
tack that put you Out and the Primary Rule.
For your part, there is nothing you can do to
hurry the process of reviving, but it is assumed
that after three of your Turns even if nobody
has aided you as long as the battle hasnt
ended you will have found a way out of it,
through sheer force of will if nothing else. Its

not at all unusual to be Out, perhaps more
than once, during the course of a superhero
battle. Getting Out does not mean that you
lose, unless you are the last hero standing,
and perhaps not even then depending on
whether the villain has the time and foresight
to put you Down for the Count or flee; if the
villain is otherwise occupied setting bombs,
hijacking the airwaves to deliver his demands
or chasing off the police then you will be
back in action in three Turns. Superhero bat-
tles are full of reversals and comebacks from
near-certain defeat.
Regardless of the Primary Rule justification,
Out must be reversible; you are not allowed
to define powers such that an Out with the
power is permanent. Even if the Out char-
acter is magically turned to stone, the result
must be temporary. (Optionally in a gritty
campaign, you may agree that Overkill can
make Out permanent, barring some extraor-
dinary plot event.)
Dont Count Me Out Yet
If you have spent three of your Turns out of
combat and the combat isnt over, you gets
to jump back into the fray. Its no fun just
sitting around unable to play, so if neither
side can wrap it up after a decent period,
you get to come back yelling something like
Dont count me out yet, Dr. Zoroaster! Of ing up a hay-maker and knocking the living
course, this applies to the villains as well. If
you dont take time to make sure the villain
is Down For the Count, you may be in for an
unpleasant surprise later.
Restraining
You can automatically thwart an Out char-
acter attempting to recover from being
Out by Restraining him. Restraining requires
spending an Action with an appropriate Pri-
mary Rule justification, such as tying the Out
character up, burying him under some rub-
ble, etc.
A character thats being Restrained cant
return to the battle without outside help: an-
other character will have to Hinder or put the
character whos Restraining him Out.
Damage
As long as you are continue to spend an
Action every Round to Restrain the charac-
ter, nobody can bring him back from Out
status, nor does the three Turn limit apply. If
you stop Restraining him, whether voluntar-
ily, or because somebody has put you Out
or Hindered you, he is still Out until one of
the conditions for reviving him is met. The
three Turn count runs concurrently with be-
ing Restrained, so if three of his Turns or more
have passed while he was Restrained, he is
no longer Out and may act.
Whether minions and bystanders, individ-
ually or taken together as a Mob, are ca-
pable of restraining a character whos been
put Out depends on the character and the
Primary Rule justification theyre using.
Down For The Count
You can choose to spend an entire turn,
all of your Actions and no Movement al-
lowed, putting an Out character Down For
the Count. If you are attacked during the
turn, even if the attack fails, you do not make
progress putting him Down for the Count
and have to try again. You still need a Pri-
mary Rule justification for him being Down
for the Count, such as wrapping a steel I-
beam around the character, cocooning him
in webbing from head to toe, or simply wind-
daylights out of him. Characters that are
Down for the Count are out of action until the
end of combat, no matter how many Rounds
that takes, unless they are revived.
As with Restraining, whether minions and
bystanders are capable of putting an Out
character Down for the Count depends on
the Primary Rule justification theyre using.
Reviving
Reviving a character thats been put Down
for the Count requires the same conditions
as putting them down: the character doing
the reviving must spend an entire turn reviv-
ing the character, uninterrupted. A revived
character will no longer be Out (given the
conditions for putting him down for the count
81
10. U SING P OWERS
its a good bet that it will have been at least
three Rounds anyway).
Out Is Not Defeated
Note that being Out is not the same thing
as being defeated. The battle isnt over un-
til the villains or heroes are Down For The
Count or the villains have gotten away or
otherwise accomplished their goals. Get-
ting Out is a normal part of superhero bat-
tles in comics, which thrive on dramatic re-
versals and come-from-behind victories, and
Kapow! tries to allow for this. During a typical
battle, several characters on either side may
get Out and come back before the final res-
olution.
Tired
Attacks versus Stamina and Supreme Effort
can result in a character becoming Tired.
You also become tired when Overdrive ends.
Being Tired is like being Hindered, in that
while you are Tired you only roll one die for
your Powers. Unlike being Hindered, being
Tired doesnt accumulate: you are either
Tired or you are not, regardless of how many
times you get the Tired result while already
being Tired. Tiredness does not stack with be-
ing Hindered, though you dont get your full
dice back until both conditions are cleared.
You cease to be Tired when:
1. In combat: you spend three Rounds rest-
ing (not actively using any powers). Out
of Combat: you spend a scene recover-
ing (not doing anything except explicitly
resting up)
2. You or another character spend an Ac-
tion using a Utility Power that by the Pri-
mary Rule is intended for situations such
as this (e.g., Healing or Leadership)
3. You trigger your Overdrive. E.g., if your
Drive is to protect the innocent, then
when an innocent is threatened, you
can trigger Overdrive to recover from
being Tired
82
Overkill
When you do more than three points over
the amount needed to put a foe Out, thats
Overkill. The exact result of Overkill will de-
pend on the tone of the campaign. Whether
it occurs or not is entirely the GMs option,
and it might result in the foe being out for
the remainder of combat (disregarding the
Dont Count Me Out rule), a serious injury,
or even death. Whether Overkill can ever
result in death is something that should be
agreed upon by the group before the rule is
ever invoked to inflict it. Nothing can kill the
fun of a campaign faster than when a player
suddenly finds that manslaughter is possible,
and she has committed it. You should always
make sure the players know if Overkill can re-
sult in death, and that they can and should
be using Careful Aim or Pulled Punches if
they want to be sure of avoiding it.
Disabling Powers
Besides attacking to put the target Out, you
can attack to Disable one of the opponents
Powers. The attacker rolls normally, following
the Primary Rule, and the defender rolls the
Power instead of whatever defense would
normally be applicable (so its easier to Dis-
able weaker Powers). Characters with Ac-
tions remaining and a suitable Primary Rule
explanation may Combine other Powers with
the Power being targeted to help defend it.
A Hinder result means the Power is Disabled
and cannot be used again until an Action
is spent restoring it; an Out result means the
Power is Disabled and cant be used again
until conditions similar to recovering from Out
are met:
1. The character or another spends a full
turn repairing or restoring the Power us-
ing another Power in accordance with
the Primary Rule
2. The character spends an Action using a
Utility Power that by the Primary Rule is in-
tended specifically for situations such as
this (e.g., Engineering, Regeneration)

3. The character voluntarily leaves combat
for 3 full Rounds to repair or restore the
Power
Disabling Automatic Defenses
When Automatic Defenses are Disabled,
they dont completely go away: instead
they are reduced to a single die (as hap-
pens to Powers when Hindered), unless they
have the Can be Disabled Disadvantage or
are targeted with Power that has the Dis-
abling Only Advantage in which case they
behave as with any other Power. In addition,
Players should take particular care that the
Primary Rule justification for Disabling a Au-
tomatic Defense makes good comic-book
sense. E.g. if somebody is made of stone,
it ought to be pretty hard to justify reducing
that Power or taking it away, even temporar-
ily.
Disabling Non-Powers
Disabling also applies to things that arent
necessarily defined as Powers. For instance,
if you are attempting to blind a foe with a
flash of light, you can treat that as an at-
tempt to disable his sight; if he has no sight
power such as Telescopic or Infra-Red Vision
to defend with, treat it as an attack against
the Default Skill (PL 4). The consequences of
disabling a non-Power this way are left en-
tirely to the Primary Rule. E.g. a blinded foe
is not Out, but should be constrained by the
Primary Rule to doing only such things as are
plausible given the fact that hes blinded.
Non-Powers can be restored from being Dis-
abled the same way that Powers are.
Splitting Powers
The opposite of Combining Powers is Splitting
Powers: you can choose to attack multiple
targets at once by dividing up your Power.
As usual, you need to follow the Primary Rule
by having a plausible explanation for what
youre doing, whether its firing one gun with
either hand at different targets, flinging your
shuriken in multiple directions, kicking one
Damage
guy while punching another, running around
at super speed punching each guy in the
face, or stomping the ground to attack a
whole squad. Even if your explanation of
how youre splitting your power involves mul-
tiple shots, it still only counts as one Action.
When you Split your Power you break up
the dice as well to cover more targets. To at-
tack two targets, just use one die each. After
that each time you lower the die-size by one,
you double the number of targets that die
effects (e.g., d8, d8 becomes 1d8 on each,
then 1d6 on 2 targets and 1d6 on another 2,
then 1d4 on 4 targets and another 1d4 on
a different 4 targets, etc.). You can never
split a Power below d4, and you can never
double up by having the two groups over-
lap by a single target; if that means that you
cover less than the maximum (say there are
4 in one group and only 3 left over for the
second group), thems the breaks.
You can use the following table as a
cheat-sheet.
Table 10.1: Splitting Powers
# Targets per die 1 2 4 8
Die-size -0 -1 -2 -3
And the rest...
When youre Splitting Powers, after youve
split the dice to cover as many specific tar-
gets as you wish, if its appropriate accord-
ing to the Primary Rule you may choose to
target everybody left over in the area with a
single d4. Roll 1d4 for all of them, not each
individual. This is useful in situations where its
implausible that a crowd of agents or mooks
would be completely unaffected by a large-
scale attack right next to them.
Quick Roll
Optionally, when rolling for a bunch of identi-
cal powers, such as when NPCs are defend-
ing against a power thats been split among
them, instead of rolling for each individual,
83
10. U SING P OWERS
roll the defensive power and treat the high
roll as applying to half the group, and the low
roll as applying to the other half.
Speeding Combat Vs. Minions
Against a bunch of identical foes, you can
treat them as a Mob or Quick Roll. To treat
them as a Mob instead of using the Splitting
Powers rule, just redefine them as a single
entity, increasing their Power Levels appropri-
ately. See Mobs 13.
E.g., The Indescribable Bulk throws a truck
at 16 agents of H.E.L.L. As a Mob, you roll
once for the Bulk at d12, d12 and then once
for the entire mob of Agents at, say PL 8 (d8,
d8). As a Quick Roll, drop the die-size for his
PL 12 Strength to d6 against 8 agents and d6
against the other 8 agents. The first 8 Agents
roll their (e.g.) PL5 (d6, d4), using the high roll
for 4 and the low roll for the other 4. Then re-
peat the process for the remaining 8 agents.
Which way to treat them depends on what
seems convenient to the GM. Generally, it
makes more sense to treat them as individu-
als and use Splitting Powers if individually they
are powerful enough to threaten the hero or
there are few enough that the heros power
could be split to cover them all, and as a
Mob if they would be no threat to the hero
except en mass, or there are too many to
make it worth even counting how many in-
dividuals are Hindered or Out.
A Note On Tactics
If you are fighting a group of identical foes,
such as agents, and you dont really care
which one you put Out, it is always advan-
tageous to at least split your Power into two
attacks. E.g., if you have a d10, d10 attack,
make it d10 against each of two foes. If the
resulting roll is too low to affect the agents on
both dice, rolling both against a single agent
wouldnt have helped; if one of the dice is
high enough and the other isnt, you still put
an agent Out just as if youd rolled against
one single agent; if both of the dice roll high
enough, you manage to get two agents.
84
Whether its advantageous to split the dice
still further to affect more targets is a judg-
ment call; generally each time you split you
have the potential to affect double the num-
ber of targets, but the average roll goes
down by 1 and the maximum roll goes down
by 2.
Contrariwise, if you are fighting a single foe,
or you have reason to care exactly which
foe youre putting down (such as the one
who is closest to the launch button in the un-
derground missile silo), its better to use both
dice against that single foe, and even bet-
ter if you can Combine Powers to use larger
dice. Wild Shot (merging two dice into a
single larger die) is a toss-up: its more ran-
dom, so your average roll will be lower, but
the maximum roll will be higher. If you think
the average is good enough to prevail you
should stick to rolling two dice; if you think
that youll only win if you roll close to the max
then you should Wild Shot.
Duration Of Powers
The duration of the effects of various Powers
should generally be determined by the Pri-
mary Rule. If you make a patch of ice with
one of your Powers, it will last until somebody
else uses a Power to get rid of it, or the GM
decides it melts naturally. If you make a wall
of stone, it will last until indefinitely, or until its
destroyed. On the other hand, many Power
effects should be presumed to last only until
theyre overcome; if you Hinder a foe by try-
ing to encase him in ice, the icy coating only
lasts until he spends an Action to free himself.
Thwarting
When somebody is trying do something,
whether or not it uses a Power, you can at-
tempt to prevent them from doing it, thus
Thwarting them. Attempting to Thwart
somebody takes an Action, and requires an
Primary Rule explanation of how you are
Thwarting them, but it doesnt count as an
attack, so you can do it even if its not your
Turn as long as you have Actions remaining.
 Thwarting

Thwarting somebody is a Contested roll, usu- and re-declare his action, perhaps as an at-
ally Power vs. Power; one or both might be tack on Captain Patriot, or an attack on the
the Default Skill. Mayors aide.
If you are being Thwarted you have three The Red Menace can try to slash anyway,
options: You can either accept that youve but if he loses the Power vs. Power contest
been thwarted and do something else, against the Shield his Action and Power were
plow ahead and attempt to overcome the wasted, and even if he wins he still has to roll
Thwart, or spend an extra Action to try to use his attack on the Mayor.
some other Power to counter the Thwart. Finally, the Red Menace can also attempt
In the first case you just abort your cur- to counter the Thwart by spending an Action
rently declared Action and describe some- and using a different Power, perhaps by mov-
thing else you want to do instead; the new ing with his Rocket Pack so the shield isnt
action cannot be equivalent to the old one. in the way, or by deflecting the Shield with
For instance, if a villain was attempting to his Hammer. If he succeeds in a Contested
shoot the Mayor and a hero tries to thwart roll vs. the Shield power, then he continues
him, the villain cant replace the thwarted and rolls his Sickle attack on the Mayor. If his
shot at the Mayor with an attack on the counter fails then both Actions and Powers
Mayor using a different power... but he can are spent.
change it to shooting at the hero who got in
the way.
If you want to just try to overpower the
attempt to Thwart, you roll for your Power
and the Thwarter rolls for hers; if you win
then the Power has a chance to take ef-
fect normally and you roll again for it (and
for the defenders applicable defense if its a
Contested roll); if you lose, then your Action
has been spent and your Power used for this
Round.
Finally, if you dont think you can prevail in
a Contested roll (for instance youre trying to
push a button with your Default Skill) you can
try to counter the Thwart by spending an-
other Action and using a different Power. De-
scribe how youre using the Power counter
the Thwart and roll your Contested Power; if
you win, then youve spent that Power and
Action, but the original attempt proceeds as
normal; if you lose then both Actions and
Powers are wasted.
Characters may attempt to Thwart or
counter a Thwart with their Movement Pow-
ers or their Default Skill, but it still costs an Ac-
tion.
Example: The Red Menace attempts to
slash the Mayor with his Power Sickle, and
Captain Patriot tries to Thwart him by hurling
her shield to block the sickle. The Red Men-
ace can accept that Captain Patriot has
Thwarted his attack on the Mayor this turn
85
Chapter 11

Tropes

Tropes are special rules that help provide a

better fit for things that are typical of the
genre. Tropes are almost always invoked
by the players, or the GM on behalf of the
NPCs, so they can be used as much or as
little as the players see fit; they are not situ-
ational modifiers, so you dont need to be
constantly checking the list to see if a partic-
ular Trope applies, nor is there any chance
that you played it wrong if you later realize
that there was a Trope that you might have
used but didnt.

Battle Cry
Once per session the player can shout her
personal Battle Cry while attacking and in-
stead of rolling take the highest the dice can
roll. This cannot be used with Wild Shot, and
only counts against a single target even if
the Power has the Area Effect Advantage or
youre Splitting the Power. That is, for Powers
affecting multiple targets for whatever rea-
son, you must pick one target thats dead-
center and bears the brunt of the attack and hero throwing another hero who attacks with
get the benefit of the Battle Cry against that his fists or blades (Fastball Special) or two
target while rolling normally for the rest. You martial artist coordinating their attacks (You
cant use a Battle Cry for defense, move- go high, Ill go low) or one hero grabbing a
ment or utility actions. villain to hold him long enough for another
to hit. A squad of riflemen might combine all
their shots into a single attack. When Com-
Combining Powers bining Powers the combo becomes a sin-
gle attack, and the Combined Power Level
You may Combine Powers to attack or de- is equal to the Power Level of one of the
fend, or even move, given appropriate de- Combined Powers of the attackers choice,
scriptions according to the Primary Rule. A plus 1 Point for each character Combining,
Combined Power might be a super-strong to a maximum plus equal to the number of
86
 Careful Aim And Pulling Your Punch

player characters in the fight. Thus, each Combining Your Own Powers
player at the table involved in the fight can
Heroes may also combine up to two of their
contribute, if they choose, but you can never
own Powers, for a +1 as per the standard
get a bigger plus than that. Villains face the
rule, as long as they have a reasonable Pri-
same limit: the number of players in the fight,
mary Rule justification, such as using flight to
not the number of villains. (Limiting the max-
swoop down a villain while swinging an Elec-
imum to the number of players actually in-
tric Mace to add the speed of the dive to
volved in the fight means that heroes arent
the impact of the mace. Each Power con-
penalized for having a big group of players
tributing takes one Action. You cant com-
who are off doing something else while the
bine more than two of your own Powers, or
villains ambush them.)
Combine more than one of your own Powers
The Advantages of the Combined Power
with somebody elses Powers.
will be those of the power thats chosen as
the base for the attack; you cannot mix and
match the Advantages of the different pow- Careful Aim And Pulling Your
ers. Disadvantages are applied separately.
Using a Power as part of Combining Powers Punch
costs an Action, even if the Power is normally
Automatic. There are times when the hero may want to
When you Combine Powers with other be more cautious about using attacks, either
heroes, thats the only attack you can do in to be surer that you hit, or to avoid doing Col-
your Turn: you cannot attack multiple differ- lateral Damage or Overkill. If you take Care-
ent targets simultaneously in the usual way. ful Aim then instead of rolling the dice you
Any unused Actions are still available later in take half the die size of the larger die. E.g.,
the Round to do things other than attacking. on d6, d6 you take 3, on d10, d8 you take
Example: The Blue Bomber and Fasttrack 5. You wont have the chance of rolling re-
decide to Combine their attacks against Mr. ally well, but you wont roll really poorly ei-
Malevolent and his minions; Bomber will use ther. You cannot use this option while you
his Power Level 9 (d10, d8) Big Boom with the are Hindered.
Lesser Area Effect advantage, and Fasttrack
will use his PL 12 (d12, d12) Super Speed.
They announce that the plan is to have Fast-
track run round and round herding the min-
ions in closer to Mr. Malevolent to get in
his way so the Big Boom will be more effec-
tive. If they decide to use Fasttracks power
as the base because it is larger, the com-
bined powers will be PL 12 (d12, d12), +2
points for the two heroes, but the Combined
Power wont have the Lesser Area Effect ad-
vantage; theyll have to choose a single tar-
get, likely Mr. Malevolent, to affect. If they
want to take advantage of the Lesser Area
Effect advantage, then the Big Boom would
be the base, and the combined PL would be
PL 9 + 2, or d10, d8 plus 2 points and it would If you use Careful Aim, then you can
also affect the minions as per the Lesser Area choose not to do any Collateral Damage
Effect rules. Thus if the roll was 8, 5, then Mr. if you wish. An exception is when you are
Malevolent would defend against 8+2 = 10 attacking a bunch of targets at once, ei-
and the minions against 5+2 = 7. ther via a Power with the Area Effect advan-
87
11. T ROPES
tage or by Splitting the Dice; in that case,
whether you can avoid Collateral Damage
through Careful Aim depends on the Pri-
mary Rule justification youre using to ex-
plain how you manage to hit all the tar-
gets. For instance, a character using Super
Speed could say that hes just running up
to each target and punching them individu-
ally in the nose, so avoiding Collateral Dam-
age makes perfect sense; a character using
Super Strength whos justifying Splitting the
Dice among a number of henchmen who
are standing within a crowd of bystanders by
picking up a bus and throwing it at them can
take Careful Aim to make sure that he hits
them (doing half the die-size), but cant rea-
sonably aim so as to hit only the henchmen
and not the people theyre standing among;
a character with a Rain of Fire Power that
has the Area Effect advantage is similarly un-
able to avoid Collateral Damage simply by
choosing to use Careful Aim.
If you wish, you may also declare that
youre Pulling Your Punch and then you wont
cause Overkill even if the result would nor-
mally be sufficient to Overkill; you cannot
Pull your Punch unless you are taking Careful
Aim. Again, Pulling Your Punch may require
extra justification, particularly if youre using
an Area Effect attack.
Careful Aim and Pulling Punches cannot
be combined with Wild Shot, since the na-
ture of Wild Shot is giving it everything youve
got instead of taking a safer more controlled
shot.
Failure Is Not An Option
If you are trying an Uncontested action and
you roll poorly, you can change the roll into
the maximum roll by invoking Failure Is Not
An Option. You should accompany this with
some explanation of how you managed to
pull it off.
If you were in combat, you become Hin-
dered; this represents some extra time or ef-
fort you needed to put in to change the fail-
ure to a success. E.g., you are attempting
to lift a car off the train tracks before the on-
88
coming train barrels into it, at Difficulty 6 for
your Scope; if you roll less than a 6, you can
choose to still lift the car if you wish, but you
narrate that it almost slipped out of your grip
(the bad roll), and you had to lunge for it, as
a result youre Hindered.
If you werent in combat, then you may
adjust the roll to the maximum, but if the
adjustment is more than your Stamina you
become Tired; this represents working really
hard at the task, such as might be repre-
sented in a movie or comic book by a mon-
tage: exhaustive searches at the library, late
nights at the lab, pounding the streets talking
to contacts, and so on, until you succeeded,
but now youre Tired.
You may never do this with Contested rolls;
instead you would use Supreme Effort. (see
Supreme Effort)
Failure Is Not An Option may be combined
with other ways of getting bonuses to the roll,
such as Combining Powers and Supreme Ef-
fort, with suitable Primary Rule explanation.
Helping The Hindered
You can use your Actions to help a hindered
ally. If you spend a single Action you re-
move all of the Allys accumulated Hindered
conditions, provided that you have a Pri-
mary Rule explanation of how exactly youre
helping (e.g., burning them out of the web-
bing, lifting the concrete off of them, or slap-
ping their face and shouting Pull yourself to-
gether!). This makes no real difference if
your Ally is only Hindered once (you spend
the Action instead of them doing it), but is
substantially better if they have a lot of accu-
mulated Hindered conditions such as when
the villains have attacked them over and
over; as an ally you can clear off all the pesky
agents with a single Action, while the hero
herself would have to either do it one by one,
by sacrificing a Turn, or through Sheer Deter-
mination.

Intimidation
One staple of comics is the heroes and
villains are often able to Intimidate others
through a display of their Powers, particularly
much weaker foes such as normal people or
low-level thugs. Examples might be grabbing
a gun and bending the barrel, snatching bul-
lets out of the air and dropping them in front
of the gunmen, lifting them effortlessly with
one hand, and so on. In Kapow! such at-
tempts are treated the same as any other
use of Powers, with the following caveats:
1. When the characters you wish to Intimi-
date are in a group, you must Intimidate
the whole group: drop the Power Level
by 2 (one die size on each die) and treat
it as an Area Effect; unlike a normal use
of a Power you cant aim at one spe-
cific member of the group. If you want
to perform a more powerful Intimidation
(not Area Effect), youll have to isolate a
member of the group first.
2. Intimidation is defended against by
whatever is the targets Power with the
highest Power Level, instead of whatever
Power would be used to defend if it were
an actual attack. That is, targets evalu-
ate the seriousness of the threat not just
against its potential to damage them,
but also against how their best Power
stacks up against it. This is known as the
You call that a knife? Now this a knife!
principle. Intimidation is always versus
Will, rather than whatever the Power is
ordinarily defined as targeting. You may
Combine your Reputation with Intimida-
tion, if you have an appropriate Reputa-
tion, for a +1 to the roll. This is in addition
to any bonuses you get if you are Com-
bining Powers as part of the Intimidation.
3. Intimidation can be carried out with
Powers that arent ordinarily capable
of attacking, provided a justification is
offered according to the Primary Rule.
E.g., you could use your Movement
Power to Intimidate a victim by lifting him
Overdrive
high in the air (this would also accom-
plish separating him out from the group
so as to concentrate the Intimidation on
a single target), or even a Automatic De-
fense to Intimidate, perhaps by grabbing
one of their weapons and demonstrat-
ing that even point-blank nothing they
could do could possibly harm you or sim-
ply looming over them if the Automatic
Defense is particularly imposing (Giant
Size or Powered Armor, say).
Other than these points, Intimidation works
as any other attacks do. Intimidation must
follow the Primary Rule, providing an expla-
nation of exactly how you are using the
Power to Intimidate. Often that will be by de-
stroying a nearby inanimate object. If the re-
sult of comparing the Power being used to In-
timidate and the targets best Power against
the targets Will is that the target is Hindered,
then the target at least hesitates and will
have to spend an Action to become Unhin-
dered; he will probably choose to cooper-
ate if what hes being asked isnt too diffi-
cult or dangerous. If the result is an Out, the
target may surrender, runs, cooperate fully,
or even faint, as the GM sees fit. Out fol-
lows the usual rules for recovering as well.
You cant count on long-term cooperation
from an Intimidated foe; after three Rounds
theyll have gotten over their initial reaction,
though they may still decide that discretion is
the better part of valor.
Overdrive
Any time you encounter a situation that trig-
gers your Drive (e.g., an endangered inno-
cent when your drive is Protect the inno-
cent), you may unleash Overdrive. Upon
triggering Overdrive, any conditions such as
Tired or Hindered that you might have are
cleared and you are immune to becom-
ing Tired, even as a result of attacks against
Stamina. Your Stamina is also restored to its
full amount if any had been spent. You are
not immune to Hindering that occurs once
you enter Overdrive. Overdrive lasts for one
89
11. T ROPES
Action per Stamina you have. When Over-
drive ends, you automatically become Tired.
In order to use Overdrive, you are required
to say something in character, or narrate it
so that its clear why you are able to call
on Overdrive in this situation. Overdrive it in-
tended to represent the situations where the
characters are desperately calling on their
reserves of willpower to achieve the goals
that matter most to them in the world; it
shouldnt be passed by with nothing more
than a comment to the effect that youre us-
ing overdrive, so that clears your Tired sta-
tus and grants you a plus +4 for the next
3 Rounds. Overdrive is your big moment,
and your chance to emote like a superhero.
Nobody dies! Not on my watch!, I...have sist the temptation to use a halfhearted justi-
had...enough of you!! If youre not comfort-
able speaking in the first person while play-
ing, then you should at least describe what
your character is saying or thinking that justi-
fies this sudden burst of raw power.
Power Play
Superhero battles tend to build towards a
climax; superheroes and villains rarely lead
off in combat with the absolute maximum
Power they can unleash. In addition, when
their backs are against the wall, superheroes
will often be able to dig deep and sur-
pass their previously displayed level of power,
overcome their limitations, or even temporar-
ily manifest new Powers. Presumably they
can only be spurred to their utmost efforts by
the struggle itself. To simulate this dynamic,
Kapow! has Power Play.
If youve gone for three Rounds against the
same foes without scoring an Out against
any of them, your side can do a Power Play;
you may continue trying Power Plays until
one side or the other prevails, even if you sub-
sequently do manage to score an Out. Dur-
ing a Power Play, your character is temporar-
ily more powerful: you may increase one of
your characters Powers by one Power Level,
add one small Advantage or remove one
small Disadvantage, or add a new tempo-
rary Power at PL 6 (plus any Advantages and
90
Disadvantages that balance out). Generally
in order to add a new Power you have to em-
ploy one of your existing Powers as part of the
justification, although a sufficiently clever jus-
tification might avoid that.
When doing a Power Play, its very impor-
tant to have a good Primary Rule justifica-
tion. For instance, you might justify adding
a new Power at the base level with the Ex-
otic Advantage and Single Use Disadvan-
tage by saying you use your Super Strength
to grab the huge Power cable from the reac-
tor and rip it free, shoving the live end directly
into the villain so that 1.21 Gigawatts course
through his body, but you should strongly re-
fication like I punch him so hard the shock-
wave counts as an Exotic attack. When
adding new Powers, justifications might be
jury-rigging some temporary crazy device, or
trying a dangerous stunt with something in
the environment, or even just unleashing a
Power you never knew you had (generally
this happens with mysterious Powers like psi
or mystic Powers).
Once you use a Power in a Power Play
you can continue to use it for the rest of
that scene, after that it Burns Out; if you
roll a Mishap any time when using a Power
in a Power Play it Burns Out immediately,
and the Burn Out is semi-permanent. Semi-
permanent Burn Out can only be restored
by some plot event, not by waiting three
Rounds: I am The Smash no more...forever!
The GM should come up with an adventure
that revolves around the character getting
the Power back. If the Power that burns out
is a new one, then the effect of Burn Out is
that you lose the use of the Power you used
to justify it, or if none then one of your other
Powers, chosen at random but with an eye
towards plausibility; if most of your Powers are
psychic and you used a Power Play manifest
a new psychic Power then Burn Out should
mean you lose the use of one of your psychic
Powers, not the Kevlar costume that justifies
your Bulletproof Automatic Defense even if
thats what comes up on the random roll.

Power Plays may be combined with Wild
Shot, Supreme Effort, and Combining Pow-
ers. It is particularly effective combined with
a Battle Cry.
Example: Red Raven and Thunder-strike
are having a hard time even slowing Gi-
norma down, and theyve gone five Rounds
without being able to put her Out so they
each decide to do a Power Play. Red Raven
decides to add the vs Stamina advantage
to using her Flight Power as an attack by
grabbing a cable and flying swiftly around
and around Ginormas neck to choke her;
using Flight as an attack this way is limited
to rolling a single die (see Movement) but
she couldnt come up with a plausible Pri-
mary Rule justification of using her main at-
tack of Claws as vs. Stamina. Note that
she couldnt have added the Exotic Advan-
tage to her existing Power, since its a Big
Advantage; she could have tried creating
a new Power to represent choking with a
cable, but it would be at the base Power
level for the Scope. Thunder-strike also de-
cides to try a Power Play and elects to cre-
ate a new Power, Sonic Shriek; because its
a new power, he can use the Exotic Ad-
vantage (AA) as long has he balances it,
say by adding the Single Use Disadvantage
(DD). He defines that it deafens the target
and destroys their sense of balance, requir-
ing some form of hearing protection to de-
fend against; he justifies it by saying he grabs
the mike for the PA system and stand in front
of the speakers use his Electric Blast Power to
supercharge the speakers amplify the feed-
back into an ear-splitting howl to bring the
giant girl down.
Sacrifice Play
When attempting to Thwart an attack, the
you can make a Sacrifice Play: you take
the brunt of the Power against your De-
fault Skill, but the action is automatically
Thwarted; the opponent doesnt get to
abort or attempt to use a different power to
avoid being Thwarted. Normals will some-
times do this to take an attack meant for an-
Sheer Determination
other.
Sheer Determination
As a last resort, you can always free your-
self from being Hindered without spending
any Actions by using Sheer Determination:
regardless of how many times Hindered has
been stacked on you by previous attacks, or
what Powers you have, you can clear them
all by expending 1 point of Will. This does not
take an Action, but once you reach 0 Will
you can take one more Action and then are
Out. Will can only be recovered at the end
of an adventure, or by triggering Overdrive
(See Overdrive).
Sudden Death
Sometimes battles drag on forever, with nei-
ther side gaining a clear advantage. To ad-
dress this, either the players or the GM may
suggest at any point that the remainder of
the battle be resolved via Sudden Death. If
you agree to resolve it via Sudden Death,
both sides describe a single assault, which
can use any of the rules for Combining Pow-
ers, Wild Shot, Supreme Effort, and Power Play
and the highest roll wins the battle decisively.
The losers are at the mercy of the winners,
regardless of how the interplay of the Pow-
ers would normally be worked out accord-
ing to the Primary Rule. (E.g., even if your
Automatic Defense would usually make you
immune to the particular Power the villains
are employing, if you choose to use Sud-
den Death, if you lose, you lose and are
Out/captured with the rest.) Ties, as always,
go to the players.
Supreme Effort
If the Power isnt sufficiently strong, but is
close, you may attempt a Supreme Effort to
accomplish the task anyway. You add your
Will Attribute to the roll. E.g., Will 3 would al-
low you to add +3 to the result of the roll. If
the roll is Uncontested you may combine this
91
11. T ROPES

with Failure is Not an Option (becoming Hin-
dered as well, to change your roll to the high-
est possible).
When you make a Supreme Effort, your
Stamina goes down by one temporarily (until
the end of the adventure or you use Over-
drive), and you become Tired. Once you
become Tired, you may not attempt further
Supreme Effort until you recover from being
Tired.
You may apply Supreme Effort after you
see what the die roll is by spending an addi-
tional Action. This simulates the comic book
trope of realizing that youre about to fail
and redoubling your effort, even when that
effort is something like firing eye-beams. If
instead you choose to apply Supreme Effort
before the role it doesnt take an extra Ac-
tion, but might well be wasted (if the roll is so
bad that Supreme Effort cant possibly help,
or so good that it was not needed).
Example: A squad of 4 goons, each with a
PL 4 (d4, d4) attack can Combine their Pow-
ers into a single (d4, d4)+4 attack; they have
the option of Wild Shot as well, transforming
the attack into a d6+4 attack.
Example: A single superhero combines her
own PL 8 Flight and PL 10 Electric Mace at-
tack and takes a Wild Shot. Thats +1 PL to
one of the Powers for the Combination, likely
the Mace. That makes it (d10, d10)+1. Wild
Shot would merge the d10, d10 into a single
d12, then +1 for Combining. Had her Mace
been PL 11, and Wild Shot would merge the
d12, d10 into a single d12+1 and +1 for the
Combination would have her rolling d12+2.

Wild Shot
Any time you use a Power, you can take a
Wild Shot and merge the dice. The re-
sult is generally a slightly more erratic roll, but
one with a chance of scoring larger hit (max-
imum value increases). Wild Shot does not in
itself require a special Primary Rule justifica-
tion, it just represents trying a harder, riskier
shot.
Two identical dice merge into a single die
one size larger: d8, d8 becomes a single d10;
d10, d10 becomes d12, etc.
In the case where your Power is an odd
level so the dice dont match, you may still
Wild Shot and merge the dice: roll just the
larger die and add 1 to the result. E.g., Power
Level 7 is d8, d6. Using Wild Shot you change
that to d8+1.

Wild Shot And Combining Powers

Wild Shot may be done with Combined Pow-
ers as well. Just apply the Combining Pow-
ers rule normally, and then merge the dice
of the base Power.
92
Chapter 12
Rounds And Turns
The players and the NPCs take Turns, going
around the table, alternating between the
GM and each player. Once around the ta-
ble is called a Round.
Your characters Actions attribute deter-
mines the maximum number of Actions you
can take in a Round, and all Active Powers
may only be used once per Round. This may
not be strictly realistic when one character
is a super-speedster and another is merely a
martial artist in a cool costume, but comic
books dont feature 26 pages of The Flash
before Batman gets a panel either.
The GM begins each Round by describing
the locale as it currently stands, and particu-
larly any conditions that have changed as a
result of previous Rounds, such as radioactive
goo spreading across the floor from the stor-
age tank that was just ruptured, bus-loads
of orphans now careening out of control,
countdown timers on doomsday devices ad-
vancing, and so on. Play should then alter-
nate between a player taking a Turn and
then the GM taking the Turn of one or more
NPCs, until every PC and NPC has taken a
Turn. The GM should try to space out the
Turns of the NPCs so they go in between
each players Turn, instead of all the NPCs at
once.
On Your Turn
On your Turn, you can do as many differ-
ent things as your Actions, as long as you
dont use any Power more than once. Se-
quences of Actions have to make sense as
happening rapidly according to the Primary
93
Rule; you shouldnt try to reprogram a com-
puter, wrestle an alligator, and seduce the
villainess all at the same time, even if each of
those makes sense individually and you have
enough Actions to cover it.
All your attacks must happen on your Turn.
An attack is defined as any action that some
other character has to roll to defend against.
Trying to put somebody Out is an attack, and
so is trying to Disable one of their Powers, or
Grab something out of their hands, since all
require them to roll a defense to see if you
succeed. Non-attack Actions may be done
whenever you feel like, as long as you have
Actions left and are not interrupting another
character.
If your Turn comes around and you dont
want to do anything yet, you can postpone
your Turn for later; play then moves on to the
next player. You may take your Turn later,
but you may not interrupt another charac-
ters Turn except to try to Thwart them.
You may invite other Players to join you in
Combined Attacks (or they may suggest it);
if they join you, you are considered to be tak-
ing your Turns simultaneously and they do not
get a separate Turn later. If you use multi-
ple Actions to attack the same foe, you can
treat them as a sequence of separate at-
tacks or as a Combined Attack, depending
on how you describe them.
Not Your Turn
As long as you have Actions left:
If its somebody elses Turn, you can de-
12. R OUNDS A ND T URNS

fend yourself or others, Combine your

Powers with others to help them, or at-
tempt to Thwart an Action.

In between Turns, you can take any Ac-

tion that doesnt involve attacking.

Interrupting
You can only interrupt somebody elses Turn
once theyve announced it if you are trying
to Thwart them, otherwise you should wait
until their Turn is resolved, or offer to help
them by Combining Powers with them.

Tracking Turns and Actions

It can be helpful to give the players a num-
ber of tokens such as pennies or poker chips
equal to their Actions so they can keep track
of how many Actions they have left by set-
ting one aside each time they perform an
Action. NPCs can similarly be given a 3x5
card with their name and stats on it and to-
kens to indicate their actions. Lay them all
out in front of the GM with the tokens on
them, discarding tokens as the NPC takes an
action; when all an NPCs actions are spent,
turn the card over until the next Round. This
makes it trivial to keep track of which NPCs
have Actions remaining.
Dont spend too much time thinking about
the best order to carry out Actions or take
Turnsthe object is to keep the action flow-
ing, cutting back and forth between the
heroes and the villains as in a comic book,
rather than to gain any kind of tactical ad-
vantage.

94
Chapter 13
Special Situations
The variety of Powers and situations that su-
perheroes confront, and all the ways they
can combine, is vast. Most of the time, deal-
ing with this in Kapow! is straightforward: you
apply the Primary Rule to see what sounds
sensible in a comic-book and then either it
simply happens (if its unopposed and well
within the Powers capabilities), you roll and
compare to a Difficulty (if its unopposed but
possibly beyond the limits of the Power), or
you roll against the opposing Power.
Nevertheless, some special situations crop
up frequently enough in comics that its
worth treating them slightly differently, both
for greater fidelity to the comics and more
consistency when they crop up. They are
largely elaborations on the basic procedure,
rather than replacements for it, and the GM
should feel free to ignore them in any situa-
tions where they would make less sense than
the basic procedure.
Mobs
Superheroes frequently confront mobs, even
armies, of lesser foes. While the ordinary
rules for combining Powers (when it comes
to the mob attacking) and splitting Powers
(when the heroes attack the mob) are suffi-
cient for small groups, it can become tedious
if the mob is very large or is interacting with
multiple heroes at once. In these situations,
its convenient to handle the mob as a sin-
gle entity, or perhaps one entity per hero.
Simply stat the mob out as if it were a vil-
lain, with Powers and Attributes representing
95
the combined values of the individual mem-
bers; there is no need to calculate this ac-
cording to the rules for Combining Powers,
just do it directly based on the Scope. E.g.,
a mob of ordinary citizens sufficient to take
on a Neighborhood-level hero can just be
given a Main Power (guns and improvised
weapons) at Level 6 (d6, d6), a Automatic
Defense (multiple bodies) at Level 8 (d8, d8),
Toughness 3, Will, Stamina and Actions 2, and
then fight as a single entity. Out can repre-
sent the mob being dispersed, rather than
each individual being Out (though it could
represent that, too, depending on the Pri-
mary Rule). When fighting a mob as a single
entity, there is no need for heroes to split their
Powers or use Area Effect Powers to cover the
entire mob, whether making an ordinary at-
tack or Intimidation; the presumption is that
the coordination or tight packing that allows
the Mob to be treated as a single entity for
purposes of overwhelming the heroes render
it vulnerable to disruption or scattering with-
out special effort on the part of the heroes
so long as the basics of the Primary Rule are
followed.
Mobs are treated the same as single char-
acters when it comes to rules like Wild Shot,
Supreme Effort, and the like, whether the
mob is fighting a single character or an-
other mob. Mobs may Combine Powers with
characters, provided they are operating at
the same Scope. That is, a single minion
shouldnt be able to combine with the villain-
ous leader to give him a bonus, but a Mob of
minions large enough to be a threat to the
hero should.
13. S PECIAL S ITUATIONS
Crossing Scopes
Superheroes sometimes face opponents of
different Scopes from their own, whether its
lower-level villains or menaces from a higher
Scope. Since within a Scope Power levels al-
ways have the same range from PL 2 to PL
12, when encountering something from an-
other Scope you have to translate its Scope
to your own. (You should almost always trans-
late them into your Scope, so you dont have
to do the math on all the players Powers.)
The quick and dirty way to do that is:
For each Scope Level the opponent is
higher, add 1 to its Power Level for PLs
less than 6, add 2 to its PL for PLs greater
than or equal to 6.
For each Scope Level the opponent is
lower, subtract 2 from its Power Level for
PLs greater than or equal to 6, subtract
1 from its Power Level for PLs less than 6.
Examples:
Facing a foe 2 Scope Levels lower (such as
Street Scope when you are City) who has a
PL 7 Power : Street Level 7 -> Neighborhood
Level 5 -> City Level 4. The first jump in Scope
subtracts 2, the second only 1, since at that
point its already at less than 6. His Power will
be treated as PL 4 when facing you.
Facing a foe 3 Scope Levels higher (such
as Regional Level when you are Street) who
has a PL 7 Power: Regional 7 -> City 9 ->
Neighborhood 11 -> Street 13. Each down-
ward jump add 2 levels. His PL 7 Power will
be treated as PL 13 (d8+5, d12) while at your
Scope.
Facing a foe 3 Scope Levels higher who
has a PL 4 Power: Regional 4 -> City 5 ->
Neighborhood 6 -> Street 8. The first two
downward jumps add only 1, since the PL is
less than 6, then the last adds 2. His Power at
your Scope is PL 8.
If you look at the Power Level charts in the
Appendix youll see this is a reasonably good
approximation of looking up what a Power at
a given Scope ought to be able to do and
then cross-indexing to what the equivalent is
96
on the Scope chart for the appropriate lower
or higher Scope.
Guest Stars and Cross-overs
Superheroes are famous for their guest ap-
pearances in each others stories and cross-
overs between stories, where an adventure
that begins in on heros book continues in
the others. This isnt a frequent occurrence
in most games, since players tend not to be
involved in multiple superhero campaigns at
the same time, but it can happen, particu-
larly if the campaign has gone on a while
and shifted Scopes in the interim. This can
also happen in a single adventure, where
the team gets lifted out of their usual setting
and placed in a situation where the scope
of events is markedly different, such as when
a more down-to-Earth urban hero takes a
cosmic jaunt for a few issues, or a Global or
higher level hero spends time in a dimension
or bottled city where his usual powers arent
available. If this happens, instead of using
the Crossing Scopes rules for one or the other
set of PCs, just treat them as all belonging to
the same Scope as the adventure. Where
it makes sense, treat the absolute results of
what the heroes can do in terms of amounts
lifted, speeds they can move and so forth
according to the rules for their native Scope,
while still treating all the contested rolls as
straight roll vs. roll of their power vs. the
power of the target. When acting as a mem-
ber of the Justice League, Batman cant sud-
denly lift tanks or run faster than an airplane,
but somehow his martial abilities and gad-
gets still serve him in good stead when facing
world-conquering villains.
Chapter 14
Range
Range and positioning in Kapow! are highly
abstract, and are scaled according to the
Scope of the Campaign. Rather than giving
a range as a concrete number such as 300
meters, and then calculating that based on
a movement rate of 100 meters per Round
it will take three Rounds to cover the dis-
tance, in Kapow! you would say that since
the Scope is e.g., Neighborhood, the villain
being on the next street over puts him at
Pursuit Range, and it will take one round us-
ing your Movement Power to reduce that to
Combat Range. Almost all combat takes
place at Combat Range for the Scope, ex-
cept perhaps at the beginning when the
sides are just catching sight of each other, or
if one side is trying to elude the other.
Range divides into Combat Range, Pur-
suit Range, and Lost Contact with the dis-
tances depending on the Scope. Com-
bat Ranges for each Scope are listed be-
low; Pursuit Range is one Scope level higher,
and Lost Contact is two Scope levels higher.
So a hero operating at City Scope would
treat everything in a single block of build-
ings as within Combat Range, up to a couple
blocks away in any direction as being Pursuit
Range, anything farther away would be Lost
97
Contact. Note that Pursuit Range doesnt
literally mean they are directly visible at all
times, or that you have noticed them, merely
that the Scope of your senses and move-
ment powers are sufficient that you can at-
tempt to locate them; depending on the
Primary Rule that may mean you are criss-
crossing the area at Super Speed rather than
searching for them with X-Ray vision, but in
any case they must win one more Contested
Movement roll before theyve eluded you
completely.
At Combat Range all Powers work nor-
mally; at Pursuit Range, the you can only
roll a Contest of either movement vs. move-
ment or sensory Powers versus hiding or eva-
sion; if youve Lost Contact, you cant even
try to locate the target any moreyou have
no idea which direction theyve gone or how
far. What constitutes Combat Range does
not depend on the Power in question: claws
and laser-beam eyes have the exact same
Combat Range for a given Scope, they sim-
ply require different descriptions of how the
power is used to justify them, with claws more
likely to require extra justification by includ-
ing a description of how the hero runs and
leaps on the foe, or slashes a cable hold-
ing a cargo net to make it fall on him. In
any case, by the Primary Rule if you cant
come up with a plausible justification given
the circumstances, you should refrain from
using the power until it is justified.
Each Round you can try to reduce or in-
crease the Range by one category; if the
other side tries to prevent that from hap-
pening (by fleeing or pursuing) make a Con-
14. R ANGE
tested roll of Movement and sensory Powers
vs. Movement and stealth powers, depend-
ing on whether the quarry is trying to outdis-
tance pursuit or hide; this takes an Action.
Ranges are symmetric: no character can
attack another from a range too great for
the target to counter-attack. It may be that
the description of certain Powers implies a
limitation on the range of that Power, e.g.,
a Sword implies that you generally have to
be within arms length of the target. Even so,
if the character chooses to throw the sword,
or move to close with the foe and smack him
one, the range to the foe is no different from
any other Power.
The Combat Range also determines the
Difficulty of spotting a target with a sensory
power, e.g. something that would require
super-senses to spot would ordinarily be Dif-
ficulty 6 , but for a Neighborhood Scope
superhero to spot it several blocks away
would be +2 Scope levels, therefor Difficulty
8. (see Difficulty for Other Tasks10.)
Add 1 to Scope for Pursuit Range and 2
for Lost Contact. E.g. A National Scope
hero would regard a section of a city such as
SoHo or North Beach as being within Com-
bat Range, with the entire City as being Pur-
suit Range. A Cosmic being would regard
an entire Solar System as being within Com-
bat Range, something at the far end of the
Galactic Arm as Pursuit Range, and anything
beyond that as Lost Contact.
Movement And Range
Most superheroes, except at the very lowest
Campaign Scopes, are capable of travel-
ing much faster than would ever be neces-
sary to get about in combat or reach any
place within Combat Range within a rela-
tively short amount of time. You can use the
Power Level chart to figure out how fast your
character can go, but most of the time the
character is going to be more constrained
by the need to justify the movement by the
Primary Rule than the actual speed. Char-
acters in Kapow! are presumed to be within
98
reach of each others Powers as long as
theyre at Combat Range or less, as long
as they describe what theyre doing ade-
quately. Movement is only separate ac-
tion when youre attempting to change the
Range, otherwise it takes place as part of the
description of the other actions the charac-
ter is taking.
For instance, if your Movement Power is Su-
per Speed, and the villain is flying, how do
you get up to him if thats what you want to
do? Can you run so fast that you can run
straight up a near-by building? Or spin so
fast with your arms outstretched that you he-
licopter into the air? Or do you need to find
or build a ramp at super-speed and launch
yourself off it? In real-world physics there is no
speed that makes any of those except the
last possible, but in comic-book physics any
could be an explanation if thats how you
say your Power works, pretty much regardless
of the exact level of the Power and where it
falls on the speed chart.
Once in a while the situation might make
it hard to justify using the Power: if the villain
is standing at the other side of a lava-filled
crevasse and the heros Movement power is
roller-skating the player might feel its implau-
sible that the hero could jump the crevasse
to touch the villain with her stun glove; ac-
cording to the Primary Rule she should sim-
ply do something else, or combine her at-
tack with another hero who can supply the
needed justification by carrying her over to
attack with his Rocket Pack power. In gen-
eral, though, given the flexibility of pow-
ers and the leeway given to the players to
invent plausible details of the environment
such as vines to swing on, news copters to
hitch a temporary ride from, rubble thats
formed a convenient ramp to jump a motor-
cycle from, and so on, players should rarely
find themselves at a loss for justifying closing
any distance within Combat Range even if
the Powers description requires they actually
touch their opponent.
 Chases

Scope Combat Range

Normal large room, such as dining room or conference room
Agent Floor of a building, or a large room such as a club or warehouse
Street Large building such as an office or warehouse
Neighborhood Street and storefronts on either side
City Block of buildings
Region Several blocks of buildings
National Neighborhood of a city, e.g. SoHo or Chinatown
Global City
Interplanetary Region/several states
Interstellar Country
Galactic World
Cosmic Solar System
Galactic Arm Star cluster

Table 14.1: Combat Range By Scope

Chases suers, hes gotten away.

One frequent occurrence in comics where
the superheros speed does matter is in
chases: heroes frequently find themselves
chasing villains or being chased by them.
In this case the relative speeds and dis-
tances are important. During chases partici-
pants in the chase are placed in one of the
three ranges previously mentioned: Combat
Range, Pursuit Range, and Lost Contact.
Each Round that the character is fleeing,
the pursued and any pursuers pit their Move-
ment Powers against each other. If either
is using their Movement Power to attack or
defend, they automatically lose the contest
that Round. Whenever the pursued wins, he
moves one category higher, if he loses he
moves one category lower; as always ties go
to the player. While at Combat Range, both
sides can attack and defend against each
other. At Pursuit Range, neither side can at-
tack the other, just flee and pursue. If the
pursued ever gets as far as Lost Contact with
one of the pursuers, that pursuer is out of the
chase. If he loses contact with all the pur-
Pursuers can use their ranged Powers to
attempt to Disable the fleeing characters
Movement or Thwart his Movement, as nor-
mal. Mechanically the procedures for Dis-
abling or Thwarting are identical, contested
rolls vs. the Movement Power, but they dif-
fer in terms of Primary Rule justification; for in-
stance, you might use a power such as Illu-
sion to Thwart them by confusing them as to
which direction to travel, but that wouldnt
be able to Disable their power. Hindered
characters flee with only one die of Move-
ment if they cant spare an Action to free
themselves; bear in mind that attempting to
increase range itself costs an Action. Char-
acters whose Movement Power is Disabled
lose that turns contest of Movement auto-
matically.
You keep track of the distance between
each pursuer and the pursued separately.
It might be helpful to keep track of the dis-
tances by placing a card or piece of pa-
per on the table, with tokens representing
a the pursued and the pursuers: place the
pursued on the card, and any pursuers that
99
14. R ANGE

are in Combat Range. If they lose a contest, ter is trying to sneak up on you should be a
move their token from the card to next to it, straight-up Contested roll of your applicable
to represent Pursuit Range. If they Lose Con- sensory power vs. their stealth power; trying
tact remove their token entirely. to find an object thats hidden within an area
The pursued can end the chase by turn- is a Contested roll of your searching abilities
ing and fighting at any time; unless the pur- vs. the Difficulty, with any modifiers the GM
suers turn tail and decide they want to run, deems appropriate for particularly hard or
they will close to Combat Range immedi- easy to spot items.
ately. The pursuers can only end the chase
by either putting the quarry Out, or by Dis-
abling his Movement Power; otherwise, even Senses And Range
if they manage to close the distance to zero,
Difficulty for spotting something with your su-
they are still in chase mode.
per senses is relative to how hard it would be
Once a chase begins, any character that
to spot, adjusted by distance according to
doesnt begin to chase after the quarry as
the area that the particular Combat Range
their very next Action has automatically Lost
covers. By the Primary Rule, though, you
Contact, and wont be able to join the
should only have to roll if what youre try-
chase at a later round. This means that
ing to spot might easily be missed, such as
Hindered characters must begin the chase
when its concealed or youre distracted. If
Hindered (using one die for Movement) if
its actively trying to hide, that would be an
they want to participate; after they roll
Opposed Power check vs. whatever Power it
their Movement die they can spend an ac-
was using to conceal itself.
tion to become Unhindered while still chas-
E.g., Something that an ordinary human
ing. Characters involved in a chase can no
could spot would be Difficulty 4, something
longer interact with or use their Powers on
only perceptible to super-senses or equiva-
characters not in the chase; theyre consid-
lent instruments would be difficulty 6, and so
ered to be in separate scenes.
on. (See Difficulty for Other Tasks 10). If an or-
dinary human could spot it when within the
Hide and Seek same large room (Scope 2), then spotting it
from the next block over (Scope 5) would be
Chases can also involve characters attempt-
+3 to the difficulty, or Difficulty 7. On the other
ing to hide without necessarily changing the
hand, spotting it from within the area cov-
distance; it is possible to hide sufficiently well
ered by small room would be -1 to the diffi-
that the searchers pass you by without get-
culty, for a Difficulty of 3.
ting completely out of the neighborhood.
The amount that you make the roll by can
This is treated mechanically the same as
be used to indicate how much information
an ordinary chase, but the results are inter-
your senses reveal. Succeeding by 0 means
preted as attempts to sense vs attempts to
you can perceive whats currently happen-
conceal. In addition to Movement Powers
ing, which is usually sufficient, but many un-
characters may employ sensory Powers (if
usual senses that superheroes might possess
theyre seeking) and Powers that help them
could plausibly be able to reconstruct past
evade or confuse senses (if theyre hiding).
events or perceive minute or subtle details.
In this context Lost Contact means that the
See Investigation Results 15.1 on the next
searcher has lost hope of finding the hidden
page
character unless he chooses to reveal him-
self, for instance by attacking.
Hide and Seek rules should only be used if
characters are actively searching for oppo-
nents who are actively trying to elude them.
Simply noticing whether an Invisible charac-
100
Chapter 15

Investigation

Frequently when fighting crime, before the Roll Exceeds Difficulty By Result
hitting starts the superheroes have to figure
out who to hit, or at the very least where 0 Yes/No
to go to hit them. Some criminals will oblig- 1 1 word
ingly leave clues to lure the heroes into their
trap, in which case the GM can just describe 2 1 sentence
the clues and leave it to the players to fig- 3 1 paragraph
ure out, possibly with the aid of their bases
4 1 page
Crime Computer or their own Utility Powers.
In such cases theres no need to roll, just in- 5 1 picture
voke the Primary Rule to decide who discov- 6 6 pictures
ers the clue and how and move on. (Al-
though, if the players wish to be competitive 7 1 second of video
about their detective prowess you can have 8 6 seconds
them roll against each other with the winner
9 30 seconds
gaining the honor of making the discovery.)
10 3 minutes
11 18 minutes
12 1 days surveillance
13 Exhaustive research
14 Everything known

Table 15.1: Investigation Results

In other cases, the players will want their
heroes to perform investigations and detec-
tive work in order to outsmart or get the jump
on the villains, in which case the charac-
ter should roll the appropriate Power (usu-
ally a Utility Power) or the Default Skill if using
something from the characters Background
against the Difficulty of the task (see Difficulty
for Other Tasks 10), and comparing the result
to the following table:
The result is approximately how much infor-
mation the GM should divulge. For instance
if the detective is trying to deduce what the
101
criminals target is as they are attacking a
museum exhibition, thats something that an
ordinary person could do (Difficulty 4), so the
detective rolls her appropriate Power vs. Dif-
ficulty 4. Suppose she gets a 6; she beat it
by 2 and the GM should provide about one
sentence worth of information: The most
likely target is the special exhibition of gold
insects on the second floor. If she had beat
it by 5, then the result would be a picture;
not necessarily a literal picture, but the infor-
15. I NVESTIGATION
mation equivalent to looking at a photo of
what they intend to steal, which means that
she could ask questions if she wanted such
as what kind of display case its in, whether
there are guards around and so forth and
the GM should try to answer if it would be
evident from looking at such a photo.
When the GM is conveying the results of
the Investigation roll, its best if at all pos-
sible to give the actual clues that the de-
tective spotted that lead to the conclusion
couched in terms that make sense accord-
ing to exactly what Power or skill the detec-
tive is employing rather than the bare bones
of the information. If a mystic character is
using her Psychic Sensitivity to try to identify
a suspect, then the description should be in
terms of psychic impressions, and perhaps
lean more heavily towards the feelings and
psychology of the target; a character using
Detective should be given more concrete
physical description along the lines of From
the angle of the blow it would have to be
somebody taller than the victim, and quite
strong, either a man or strong woman; the at-
tacker was left-handed, and based on some
threads that were caught on one of the vic-
tims buttons was wearing a very expensive
cashmere jacket. The goal, as always with
Kapow!, is to make the descriptions flow sat-
isfyingly from the Primary Rule being applied
to the specific Power used.
102
A Note On Investigation
Dont overuse Investigation; in particular
dont turn it into the skill system that Kapow!
doesnt have. Nothing of value is added to
the game by substituting Investigation rolls for
the Spot and Notice checks that some other
games have. If its something that the char-
acter should notice or know because of their
Powers or Background, the GM should just di-
vulge the information. Characters in super-
hero comics dont miss clues, even really ob-
scure ones, and the flow of the game isnt
helped by the players having to play twenty
questions to see if they notice something rel-
evant. Superheroes in particular often have
abilities far beyond those of mortal men, and
even senses that nobody has or can ac-
curately describe. Just go ahead and tell
them all the information they can glean, us-
ing whatever senses and abilities they have,
and let them get on with the far more in-
teresting part of interpreting and using that
information. Reserve Investigation for when
its an activity that will be interesting enough
to devote play time to, preferably when the
players instigate it, for instance by announc-
ing theyre going to use their bases Crime
Computer to try to match the MO of the vil-
lain and predict his next crime.
It can take some work for GMs to shake the
habit of asking the players to roll to see if any-
body knows a certain piece of information
or notices the impending ambush, but it will
make for a faster-paced game and help the
characters really shine. A good rule of thumb
is never use an Investigation roll for something
that the character would passively notice or
could see at a glance, and if the player an-
nounces the character is going to perform
a specific activity to try to gather informa-
tion such as visit the dives around the wa-
terfront to shake down punks for information,
or research at the university library, consider
whether the Primary Rule implies they should
just be given the information theyre seeking
(if its indeed a plausible way to turn it up)
without requiring a roll. Reserve rolling for sit-
uations where its unclear whether and how
much information they should turn up.
Chapter 16
Experience
As you play the game, saving innocents and
bringing villains to justice, you earn experi-
ence (XP). Generally superheroes earn one
XP per session, plus one if they were Out
at least once during the session, plus one
more if the entire group was defeated. (De-
feat is an excellent teacher!) The GM may
choose to award more, up to two or three,
for significant accomplishments, such as fi-
nally completing a story arc that has been
taking place over a number of sessions.
A team that has a base with the Training
Room Power can earn an extra XP for each
character if they carry out a scene in the
Training Room that session.
Heroes may earn an extra XP for going on
patrol.
Each hero starts with 3 Boosts, which can
be thought of as the results of past experi-
ence. Every additional Boost costs as much
XP as the total number of Boosts your char-
acter has so far. Remember Assets like Com-
panions, Bases, and Vehicles do not count
towards the heros number of Boosts. E.g.,
a starting hero has 3 Boosts, so it takes 3 XP
to get an additional Boost. Once the hero
spends the XP on a personal improvement
the hero has 4 Boosts and so the next Boost
would cost 4 XP.
With one Boost you can:
Increase a Power by 1 Power Level
Increase two Utility Powers by 1 Power
Level each
Add one Small Advantage, or change a
Small Advantage to a Big Advantage
103
Remove one Small Disadvantage, or
change a Big Disadvantage to a Small
Disadvantage
Add 1 to one of your Attributes
Take a New Power at the PL 6
Take two new Utility Powers at PL 5
You can also spend XP on Assets (Compan-
ions, Vehicles, Alternate Forms, Reputation,
Bases, and the like).
One new Major Asset costs 1 Boost (but
doesnt increase your total number of Boosts
for figuring XP cost).
One new Minor Asset costs 1 XP (or you can
trade for two times as many for each Scope
level down), as does adding 1 level to an ex-
isting Minor Asset.
Adding a Boost to a Major Asset costs as
many XP as that thing has in Boosts, or 1 if it
starts with 0. E.g., a Companion starts with 3
Boosts to spend so it costs 3 XP to give that
Companion an additional Boost. After that
its a 4 Boost Companion, and will cost 4 XP
to improve again to 5 Boost Sidekick, then 5
XP to get a sixth Boost and so on. On the
other hand, a Vehicle starts with 1 Boost, so
it would require 1 XP to add a Boost, 2 XP for
the next Boost, and so on.
The Pace Of Advancement
It may seem that heroes will advance very
slowly given this system; it can be several ses-
sions before a starting hero can increase the
level of her main Power or get a new Power.
16. E XPERIENCE

This is generally in keeping with the nature of of defeats. In Kapow! its not fore-ordained
the superhero genre. Superhero stories dont that the heroes will triumph, but that can
usually focus on the heroes acquiring more be a source of tension between the tone of
and more personal power, leveling up and most super-hero settings and the events ac-
getting new gear; when superheroes do get tually in the game.
new powers its a big event, often heralded
with a new costume, unless its the nature of
the hero to be constantly tinkering up new Training Rooms
devices. Instead of altering the core of the
Once per session the heroes can practice in
character, as a result of their adventures they
the Training Room of their base (if they have
widen their circle of contacts, aid people
one). Here is where they hone their skills ver-
who may then owe them favors, develop a
sus each-other, or versus traps, or robotic or
reputation, make improvements to their base
holographic enemies, depending on the so-
of operations and all the other things that
phistication of their base. Players can use
Kapow! designates as Assets.
training sessions to explore rules that might
not have come up in regular play, such as
Sudden Death or Power Plays, or just have
On Patrol fun with a quick combat. Players gain an
extra XP for the session if they use the Train-
Once per session, the heroes can declare
ing Room. You might wish to limit whether
they go On Patrol. Stopping routine rob-
they can do this in the same session as going
beries or saving crashing cars or planes are
On Patrol, or you might find the entire session
a staple of superhero stories, but seldom
given over to those two activities.
present enough of a challenge to occupy a
play session. Going On Patrol gives the play-
ers an opportunity to strut their stuff before
getting to the meat of that sessions adven-
ture. If they choose to go On Patrol, they
automatically garner an extra XP for the ses-
sion. You might wish to limit whether they can
do this in the same session as using a Training
Room.
When they go on Patrol, the GM should
present them with some sort of brief en-
counter, that can be resolved quickly, per-
haps without even rolling dice. This can be
an excellent opportunity for them to come
across the beginning of the next adventure,
or to pick up a clue to put them back on One of the players should take the role
track in the current adventure if they seem of GM for running the Training Room; the
to have exhausted all their leads. If neither of player who runs the Training Room session
those seems interesting or appropriate, then gains two XP. (If no player wants to, then the
the GM should come up with some relatively regular GM can, but its really more fun if
straight-forward robbery, mugging, or acci- a player is willing to be running the room.)
dent that they can deal with. The things they The training session should be short, finish-
encounter while on patrol can help reinforce ing in a few Rounds. As long as the Pri-
the notion that they are competent, effec- mary Rule is followed in terms of what sort
tive, and are doing good in the world, even of equipment the bases Training Room is
while the main adventures are seriously chal- likely to have, the player running the Train-
lenging or they have recently run into a string ing Room should just make it up as it goes.
104
 Training Rooms

A Street Level group meeting in an aban-

doned warehouse probably wont have a
Training Room equipped with state-of-the-art
battle bots or hard-light holograms; instead
they are more likely to train against martial-
arts-style wooden practice dummies, but the
player shouldnt bother making up the num-
ber and stats for all the dummies in advance.
Winging it is key.

105
Chapter 17
The Environment
In superhero stories the environment provides
things for superheroes to break or use as
weapons against each other, and things that
are dangerous to the heroes. Other aspects
of the environment merely provide fodder for
using the Primary Rule and plot and charac-
terization for the adventures.
Environment Description
The GM should take care to describe the
environment in sufficient detail to provide
the players with a good sense of the ways
that they can employ the Primary Rule when
taking their actions. Its not necessary to
be obsessively detailed, and a battle mat
and miniatures are almost certainly overkill
(though if you want to and have the action
figures lying around, go for it), but a bit of
extra time fleshing out the scene slightly is
well worth it. Dont just say When you blast
through the door, you see a hi-tech lab and
a bunch of technicians. If you can, add
some salient details: Along the right side of
the room are a bunch of bubbling tanks with
shadowy figures suspended in them; a myr-
iad of tubes criss-cross the ceiling and de-
scend into the tanks. In the middle of the
room a group of about seven scientists in lab
coats and goggles are working at some ta-
bles with Bunsen burners, various chemical
glassware, and microscopes. Along the left
side of the room is a bank of computers and
monitors, and three agents in armored jump-
suits, with bandoleers and sidearms are work-
ing on them. At the rear of the room, on a
106
raised platform that takes up the entire back
of the room, there is some sort of metallic ta-
ble with restraints and three huge ominous
ray devices pointing at it. Light is coming
from standard panels in the ceiling, like the
rest of the base, and there is another closed
Blast Door at the far end past the platform.
Players are free to assume that there are
features that arent explicitly mentioned, as
long as they make sense given what theyre
told is there, but they should exercise some
restraint when it comes to unusual, too con-
venient, or bizarre features. A mad scientists
biology lab certainly has glassware, might
have rats or even monkeys in cages, but al-
most certainly doesnt have a pool full of hip-
popotamuses unless the GM has mentioned
it or its somehow in keeping with the villains
persona.
NPC Vehicles
NPC Vehicles follow essentially the same rules
as PC Vehicles. Vehicles always start with
Movement and an Automatic Defense @ 6
(d6, d6) for their Scope, Actions, Stamina
and Will at 1, and Toughness equal to their
Scope.
In combat, Vehicles movements should be
interpreted as one Scope higher, so when
looking up the speed for a PL 6 helicopter,
use PL 6 from the Regional Scope (250 kph)
instead of City Scope (125 kph).
Vehicles out-of-combat movement is de-
fined by the Scope in which they operate:
 Buildings

Vehicle Scope a Power at a lower level than the Vehicles

Scope. To destroy a Vehicle requires either
1. Normal: wheel chair.
Overkill from a Power at the Vehicles Scope
2. Agent: Segway. or an Out from a Power at the Scope at least
one higher than the Vehicles Scope (so a
3. Street: bicycles, skateboards, City-Scope Power can destroy up to a car
rollerblades. or truck in a single hit, but it takes a Region-
sized Power to demolish a tank or helicopter
4. Neighborhood: cars, motorcycles, in one shot), or for a character to finish it
trucks, trains. off by spending an entire Round demolish-
5. City: tanks, helicopters, jet-packs, boats. ing an Out Vehicle, as with putting an Out
character Down for the Count. Bottom line is
6. Region: planes, ships that heroes and villains cant ordinarily de-
stroy Vehicles at their own level in a single
7. Nation: fighter jets, bombers. shot.
8. Global: ICBM, rockets, space shuttle.

9. Interplanetary: space ships. Buildings

10. Interstellar: star ships with warp drive. Buildings are similar to Bases, but will usu-
ally lack any Powers except a Automatic De-
11. Galactic: star gates, star ships with with fense and Toughness, which will start at PL 6
instantaneous jump drive. and the Scope Level respectively, but can
be higher for special-purpose or hardened
12. Cosmic: star gates, extra-dimensional
buildings such as prisons or armories. As with
portals.
Vehicles, merely getting an Out on a Build-
ing with a Power on the same Scope as the
The Scope level for a Vehicle defines the
building doesnt destroy it...it breaches the
area in which that Vehicle can generally ar-
buildings security and perhaps a wall. To be
rive in time to an emergency; travel between
able to destroy a building in a single blast re-
areas in a larger Scope is perfectly possible,
quires scoring an Out with a Power 3 levels
within limits, but will take hours instead of min-
higher in Scope. E.g., it takes a Power on
utes and so the heroes will usually only ar-
the Cosmic scale to potentially destroy the
rive in the aftermath. A team in Boston that
whole world in a shot, or Power on a National
gets an emergency signal from San Fran-
scale such as a fighter jet to destroy an entire
cisco can take a commercial jet, but will ar-
sky-scraper. You can destroy a building with
rive 6-7 hours later. A fighter jet or the equiv-
lesser Power, if you keep applying it, such as
alent superhero Vehicle will arrive in minutes.
a tank destroying a large sky scraper, but its
Characters are free to define their vehicles
up to the Primary Rule to determine how long
as souped-up versions of lower Scope vehi-
it takes or if it can be done at all...after all a
cles, so the City-scope Captain Chiroptera
single M1 Abrams tank cant expect to de-
can define his vehicle the Chiroptermobile
stroy an entire city by itself in any reasonable
as a car that nevertheless operates as a City-
amount of time.
scope vehicle that gets him to the scene of
the crime as fast as a helicopter would.
When it comes to taking damage, a Hin- Building Levels
dered result reduces the Vehicles move-
Buildings all start with an Automatic Defense
ment to a single die as usual. Out means
of PL 6 (d6, d6) and a Toughness equal to
the Vehicle cant move, though it can still at-
their level.
tack if it has a suitable attack Power. Vehicles
cant be destroyed by any single attack by 1. Normal: Apartment.
107
17. T HE E NVIRONMENT

2. Agent: Single family home. Particularly tough objects, such as bank

vaults, should be given the benefit of the
3. Street: Row of houses/warehouse. three levels rule as if they were buildings, and
possibly an actual Automatic Defense; real-
4. Neighborhood: Several blocks of istically a bank vault would probably survive
homes/large sky-scraper. the complete destruction of the bank, so it
5. City: Entire city. would be somewhat implausible for a villain
who couldnt destroy the building to be able
6. Region: Region/Several states. to smash the vault in a single blow.

7. Nation: A country.
Hazards and Obstacles
8. Global: The whole world.
The world is full of dangerous things that can
9. Interplanetary: A solar system. injure or inconvenience the unwary hero:
rivers of bubbling lava, perilous crumbling
10. Galactic: An entire Galaxy. cliffs, tanks containing sharks with frickin
laser beams on their foreheads, and other
11. Cosmic: The Universe.
perils too numerous to mention. Hazards are
treated as Automatic Attack Powers. Obsta-
cles are treated as Automatic Powers that at-
More Stuff To Break tempt to Thwart certain actions. A patch of
Besides buildings and Vehicles, the world is oil that attempted to Thwart any movement
full of stuff for superheroes to break. Most across it would be a Obstacle; a patch of oil
of the time this can be handled by simple that was on fire would be a Hazard.
application of the Primary Rule, particularly
when the hero is setting out to break it. If
a Street Level hero wants to smash through
an ordinary interior door using his Powers,
the door should smash. Sometimes, though,
its questionable whether the hero has suffi-
cient Power, such as when a Street Level hero
wants to smash through a bank vault door.
Power Level 6 is enough to lift a motorcycle,
but to break open a bank vault?
As mentioned in the Collateral Damage
rules, random objects generally have Tough-
ness equal to the Scope at which they ap-
pear, and the Default Skill (PL 4) for resisting
attacks. Hot Dog stands and fire hydrants The GM should assign a Power Level based
are Street Level (3), News stands and cars are on a combination of how difficult to avoid
Neighborhood Level (4), and so on. Attacks or how deadly or effective it is. A rivulet of
at the same or lesser Scope will break the ob- lava only 2 feet across will probably have
ject on an Out, but not destroy it; and de- a lower Power Level than a cloud of sleep
stroy it on Overkill (twice the objects Tough- gas that completely fills the room. A patch
ness). Attacks from a higher Scope charac- of loose gravel that made running difficult
ter will destroy an object with an Out, though would have a lower Power Level than an oil
it takes three levels higher to destroy a build- slick, even if it covered a much larger area.
ing or similarly huge object (or collection of When the characters interact with the Haz-
objects, such as a city block or office park). ard, such as when a room is filled with sleep
108

gas or if dumped in among the sharks, treat is
as an attack against their defense. The Haz-
ard should act against the character once
per Round, generally on the characters Turn
to make it easier to track.
When characters interact with a Obsta-
cle, the Obstacle should attempt to Thwart
their actions whenever they narrate some-
thing that would interact with it, such as rid-
ing their motorcycle across the oil slick; treat
it as a normal attempt to Thwart, where they
have the usual options of aborting to save
their Power and Action, rolling against it to
see if they succeed anyway, or spending an
Action to use some other Power to counter it
(such as shooting a nearby sandbag to spill
sand across the oil slick before trying to ride
over it).
Hazards are often non-lethal. Non-lethal
Hazards can still potentially put heroes Out,
either by actually knocking them out, or
by removing them from combat for three
Turns. E.g., if a dam bursts and inundates
the hero, scoring Out against the appropri-
ate defense could represent the hero be-
ing washed away down river and needing
three Turns to return rather than being un-
conscious. If something cant reasonably
put a hero Out, only inconvenience them or
block their actions, treat it as a Obstacle in-
stead. Slippery floors, or clouds of obscuring
gas are almost always Obstacles, not Haz-
ards.
Some things might be treated as both: a
river of lava might be a Obstacle if you at-
tempt to cross it, and a Hazard if you fail
and fall in. Use the Primary Rule to decide
which, given the circumstances. Such things
should typically have different Power Levels
as a Hazard or a Obstacle: being extremely
deadly does not automatically make some-
thing nearly impossible to avoid or over-
come, and vice versa.
Hazards and Obstacles should never use
Wild Shot, or exert Supreme Effort, but simul-
taneous perils might Combine Powers, and
clever characters might try to combine their
Power with them. If the ceiling of the secret
lair is caving in at the same time that the hero
is trying to leap to safety over the bubbling
Hazards and Obstacles
lava, treat it as a Combined Obstacle act-
ing to Thwart his leap. This works out slightly
to the characters favor, but speeds things
along.
Note that since Hazards count as Auto-
matic Attacks theres no limit to how many
times they can attack in a Round as long
as the conditions that trigger the attack are
met. The Hazard will only attack a given
character on its own initiative once per
Round, but other characters can try to in-
corporate the Hazard into a Combined At-
tack as many times as they like, provided
they can justify it by the Primary Rule. For in-
stance, you might combine Martial Arts with
the room filled with sleep gas by saying you
were punching the foe in the gut to force him
to breathe some in. Remember that com-
bining attacks with Automatic powers such
as Hazards always use the lesser power as
the base, and add to that. E.g. Martial Arts
PL 8 and Sleep Gas PL 6 would combine to
a PL 6+1 attack not a PL 8+1...but since the
Sleep Gas is the base, if it had any advan-
tages like vs. Stamina those would apply to
the combined attack, just as the martial artist
intended.
Hazards and Obstacles might behave as if
they had certain Advantages and Disadvan-
tages, such as being Area Affect, or Exotic,
or Single Use, just as if they were a normal
Power.
If the hero tries to eliminate the Hazard or
Obstacle, say by freezing the lava in place,
treat that as an attack to Disable the Power.
Its possible that a Hazard or a Obstacle is
so dangerous or permanent it cant be elim-
inated, for instance a sea of lava in a Neigh-
borhood campaign; in that case dont even
assign it a number, just say its beyond the
characters abilities.
Like all Powers, Hazards and Obstacles fol-
low the Primary Rule. It doesnt matter that
the river of lava is defined as a Obstacle, if
the hero has flight she can just fly over it with-
out having to roll her Flight Movement Power
versus the lavas molten Thwart. If she de-
cides to dive in it to see if theres something
at the bottom and her only defense is Super
Acrobatics, then the lava doesnt need to
109
17. T HE E NVIRONMENT

rollshes going to get burned.

Creating an Obstacle or Hazard

Characters can create Obstacles or Hazards
with their Powers. Generally, treat these as
if they have the same Power Level as the
Power used to create it. If a character uses
his PL 6 Ice Mastery Power to create an ice
slick on the floor, that becomes a PL 6 Ob-
stacle to anybody trying to cross it. The char-
acter wont have to continue to spend Ac-
tions in subsequent Rounds; instead the Ob-
stacle should last a reasonable amount of
time, generally until the end of the scene un-
less somebody takes action to eliminate it.

Out by a Hazard
One important difference between a Hazard
and a villain is that when it comes to be-
ing Out, in most campaigns villains will let up
rather than attempt to finish the job if for no
other reason than they have bigger fish to fry
than beating on a helpless hero. Hazards,
particularly when theyre environmental fac-
tors like high radiation or poison gas, will con-
tinue as long as the hero remains exposed,
putting the hero Down for the Count on the
second Round. This can present a problem
if you want a low-lethality campaign, as is
generally the case with superheroes. The GM
should give the heros companions ample
opportunity to rescue the hero before any
permanent harm is done, if necessary help-
ing along by narrating the Out in such a way
that rescue is still plausible (e.g., falling vic-
tim to the fumes on a small outcropping sur-
rounded by the lava rather than plunging
right into it). If they fail to do so, and theres
no plausible way for the character to jump
back in after the usual three Turns then the
character is Missing, Presumed Dead. The
player should decide whether to leave the
character in that state for a while, playing a
different character in the meantime, or have
the character return almost immediately. In
any case, in order to return, the player needs
to come up with an explanation for the char-
acters miraculous escape.
110
 Part III

Game Mastering Superheroes

111
Chapter 18
Game Mastering Superheroes
How To Use This Part
Game Mastering consists of advice and food
for thought for running a satisfying superhero
campaign. It doesnt have any of the rules,
and its not necessary to read it completely
before beginning to play, though you should
probably at least glance at the section on
The World unless youre planning on running
a one-off in a generic setting or have a fairly
complete idea of the setting you want to
use.
The World
Before you begin to play, youll need to de-
cide some things about the world besides
just the Scope.
Adventure Scope
The Scope influences the scope of the ad-
ventures, of course, but its not all there is to
it. An Agent campaign can consist of globe-
hopping adventures, just one where travel
time between locations is a significant ob-
stacle and where the problems encountered
are resolved mostly with fisticuffs, guile, and
ordinary weapons instead of flame blasts ca-
pable of melting a tank or leveling a city;
a Galactic campaign could be primarily
about the day-to-day relationships and in-
teractions of the galaxys mightiest super-
team within the confines of their headquar-
ters. Just because you are capable of cross-
ing the Solar System under your own power
112
doesnt mean thats what the campaign fo-
cuses on.
Prevalence of Supers
How common are super-powered folks in the
setting? Are the PCs the only known super-
heroes in the world (or at least the first), or are
there a few in each country, or each sizable
city? Is it like Alan Moores Top Ten where ev-
erybody has super-powers but the vast ma-
jority live as ordinary citizens? You can usu-
ally work backwards from how many super-
beings you want the players to encounter in
the Scope theyre working in to how many
super-powered people exist per thousand or
million. You can also do it the other way
around: decide that supers are, say, liter-
ally one-in-a-million and work forward to rea-
son that means about 8-10 in Manhattan, 3
hundred or so in the US and about 7 thou-
sand world-wide. An important considera-
tion is how much variety do you want in the
villains your players meet? Unless you want
it to be like a Saturday-morning cartoon,
where the heroes meet the same 7 or 8 vil-
lains over and over, that implies a fairly large
pool of super-powered folks to draw from.
You can fill out the ranks with non-unique ad-
versaries: minions wearing mass-produced
powered armor, adversarial races of aliens,
shark-mutants from Atlantis, mystical crea-
tures summoned or created by spells, etc.
Reaction to Supers
How do ordinary citizens regard super-
heroes? Do they regard them as danger-
ous? Inspirational? Lucky stiffs? Does how
theyre regarded vary depending on the ori-
gin of their Powers, or only on their behavior?
For instance, in Marvel comics people hate
and fear mutants, while people whose Pow-
ers come from being bitten by a radio-active
spider largely get a pass except when the
local paper is crusading against them. Do
people even believe in superheroes? Over
the DC Universe at certain times people be-
lieve that the local bat-themed vigilante is
an urban legend, while calmly accepting
that a strange visitor from another planet is
the greatest hero of the age. Mostly such
disparate takes on superheroes come from
different writers on different titles writing at
cross-purposes; your campaign setting will
likely have a more consistent approach.
The Authorities
How do the authorities deal with superheroes
and supervillains? Do they rely on super-
heroes to police supervillains, or do they em-
ploy super-powered cops and soldiers, or
some mix of the two? Do superheroes have
official legal status and authority, are they il-
legal vigilantes, or somewhere in-between?
Is it a matter of how they behave, or the type
of Powers they have? Are there agencies
and police that oversee superheroes? All of
them, or are there some that operate out-
side the law? Is being a superhero even le-
gal? In most superhero campaigns the an-
swer is obviously yes, but you could run an
interesting campaign where superheroism is
no more welcome or tolerated than vigilan-
tism is today... Batman and Spider-man have
sometimes been depicted as operating in
that kind of atmosphere, where the author-
ities regard them at best with suspicion if not
actively hunting them down.
Are the authorities basically competent
and well-meaning? Can they reliably lock
away villains that have been captured, or
do they run revolving-door prisons and asy-
lums? One thing to watch out for, as men-
tioned elsewhere, is the Joker Syndrome:
players will likely not put up with murderous
psychopaths escaping ad nauseam. It rubs
their noses in the futility of their actions; if
they dont respond by killing villains, or if you
keep reviving the villains via one of the time-
honored comic-book techniques, they may
disengage from any emotional investment in
the campaign or even end it. If you want to
have a Rogues Gallery of villains that keep
escaping, its best to keep the stakes com-
paratively low.
Fictional Cities
Another decision is whether to use real cities,
New York, Boston, etc. as does Marvel, or
fictional counter-parts, such as Metropolis or
Gotham City, as does DC. There are advan-
tages to both approaches. Real cities need
little or no explanation, and can add a sense
of verisimilitude to a genre that, lets face it,
can use some grounding in reality; on the
other hand real cities can bog some players
down in discussions of the details of whats
where, how long it would really take a get-
away car to go from point A to point B and
other such trivia, particularly if the players
arent all equally familiar with the city the
action is set in. Big comic-book sized disas-
ters striking real cities may also cut too close
to home for some players, particularly in the
wake of 9/11. Real cities means the GM will
never be at a loss for maps or photo refer-
ences, which can make great aids to help
the players visualize whats going on.
Fictional cities require more exposition on
the part of the GM, but grant more free-
dom to arrange things to suit; if the city is
clearly analogous to a real world city, such
as Gotham City standing in for New York,
or Coast City for LA then the players can
have the advantage of knowing in general
terms the location and character of the city,
while leaving the GM and players free to fill
in the details however they like. Do all the
subways converge to a single central sta-
tion? They do if you want them to. Its
also possible to name the cities after real
113
18. G AME M ASTERING S UPERHEROES
ones while reserving the right to change
the history and details, though at that point
the uncertainty introduced in the players
about where they can assume their real-
world knowledge leaves off and the fiction
begins might be more confusing than sim-
ply inventing a new city. Fictional cities allow
imaginations to run riot, and have resulted in
some of the most interesting comics in the
past few decades, such as Kurt Busieks Astro
City or Alan Moores Neopolis from Top Ten.
It need not be all one way or the other, of
course. A setting can have fictional cities
and real cities mixed, as when DC comics
replaces most American cities with fictional
counterparts, but includes Washington, D.C.,
and leaves most foreign cities like Paris, Lon-
don, and Rome in place. When theres a
mix, its usually the cities that serve as the
home base of the heroes that are fictional,
since theres not much point to populating
the world with fictional cities while setting the
action in the single real one.
Is it Science Fiction?
Will the setting be treated according to typi-
cal genre conventions or more like Science
Fiction? A comic-book genre approach
avoids asking or answering questions as to
why the world hasnt changed in this way or
that because of the existence of supernatu-
ral creatures, aliens from another world, arti-
ficial intelligences and so on; a Science Fic-
tional approach tries to work out the con-
sequences of certain kinds of technology
or proof that magic works and literal gods
walk the Earth. Most superhero comics take
the former approach, in order to keep the
world recognizably our own, except for su-
perheroes. Serious attempts to reason about
the consequences of the kind of technol-
ogy that Reed Richards or Superman could
give to the world, or the actual likely pub-
lic reaction to a disaster where a supervillain
destroys an entire city, or even what would
happen to church attendance if Satan and
his minions and the angelic powers opposing
them were indisputably real, can easily lead
to a setting thats an apocalyptic waste-
114
land or a futuristic utopia, but in any case is
nearly as different from our own world as in
any pseudo-medieval fairy kingdom fantasy
game.
Thats not to say that you cant have super-
hero, or superhero-like, adventures in such
settings...indeed actual comics such as the
Legion of Superheroes or Amethyst, Princess
of Gem-World have done exactly that. But
its very different from standard superhero
adventuring, and the GM and players should
all be on board with that before you begin.
There is no hard-and-fast line as to how
much the superheroics has to bleed into ev-
eryday life before it becomes a Science Fic-
tion campaign. Its really a matter of the
players tastes and what they find plausible
in terms of consequences. Its relatively easy
for most players to imagine that tech (and
magic) stay in the hands of the super-beings,
or secret government organizations without
much explanation of how or why the knowl-
edge doesnt diffuse throughout society as
long as the GM doesnt shine a spotlight on
how implausible specific aspects of it are. Its
much harder for them to be asked not to
take advantage of things that they know in-
character, just to keep the setting congru-
ent with the real world. For instance, if an
NPC ally of the players gets crippled by a
supervillain, and the world contains magic
and tech capable of healing that, expect
the players to try to employ it no matter how
interesting or realistic a story it might make for
the ally and the heroes to have to come to
terms with it.
It can also be interesting and rewarding
for the players to know their characters have
made a permanent positive change in the
world, beyond merely preserving the status
quo. If part of their story, either back-story
or as a result of playing, involves discover-
ing something like a clean, cheap source
of power, or an improvement to fire-fighters
safety equipment, or cure for a major dis-
ease, then even in a firmly non-Science Fic-
tion campaign it can be a good idea to al-
low that and its immediate consequences.
The trick is to keep it limited: replace nuclear
power plants with Ultradyne energy plants,
but dont try to work out all the ramifications
of reduced reliance on oil, cheap energy
in emerging nations, unemployment among
coal miners and so on. Just remember to say
Ultradyne energy plants instead of nuclear
plant when you stage a fight in one.
Some superhero worlds attempt to explain
the lack of bleed-over from superheroes to
the rest of society in a concrete fashion, such
as having organizations such as the Men
in Black who are charged with concealing
the presence of things that would disturb
the current paradigm, or just a natural phe-
nomenon that causes mundanes not to be
able to accept the evidence of their senses
when confronted with things too far outside
their understanding. Others rely on ad hoc
explanations to dampen the effects of the
most severe disruptions, such as a spell cast
at the end of the adventure that erase ev-
erybodys memories of the month that the
world spent regressed to medieval times and
ruled by Morgan le Fay. If thats what it takes
to make the players comfortable buying into
a no Science Fiction setting, then its worth
it if thats what the players want to run. Its
possible, though, that those explanations just
highlight the contradictions further; it may be
more satisfactory for the players just to agree
not to think too hard about finding gaps and
contradictions in the setting.
If you do decide to treat the setting as Sci-
ence Fiction, be sure to get the players in-
volved in working out the plausible conse-
quences of how superheroes have changed
the world. Its impossible to fully realize a
world with as many differences in physics
and cosmology as a typical superhero world
implies in all its details; you are going to
have some gaps and contradictions, and
you need to make sure that they wont un-
duly bug the players who are supposed to
believe in the science of the world. The
best way to do that is to get them to point
out the things that they believe are the obvi-
ous consequences of this or that Power, his-
torical event, cosmic being, and similar ele-
ments of the campaign. You need answers
to the questions that your particular play-
ers and yourself will be bugged by. If Why
didnt Superdude end World War II? is going
to bug your players, thats what you need an
explanation of, even if Would World War II
even have happened, or the nations of Eu-
rope have existed in the form we know them
with beings like The Apostle in the world?
might in some sense be a more basic ques-
tion.
The Campaign
Proactive vs. Reactive
Superhero stories, like mysteries, are usually
about reactive protagonists: something bad
happens, and the heroes attempt to set
it right and restore the status quo ante as
much as possible. This works very well for
gaming, because the GM can usually plan
on introducing a disturbance and expect
that the players will choose to confront it.
Some players might prefer their heroes to
take a proactive stance, and set out to
change the world for the better instead of
wait for something bad to happen; this gives
their characters a greater scope for action,
but has pitfalls for role playing games.
Not only do the characters have to be
self-starters with clear goals, the players will
have to agree that their characters share the
same goals and theyll find working towards
them interesting if you dont want the group
to fragment and pursue separate agendas,
or end up at cross-purposes if they disagree
on solutions. Superhero stories tend to be
driven by active antagonists; its not very
interesting to play out trying to end world
hunger, say, with super-science unless there
is somebody trying to prevent you from do-
ing that...the general problems of running a
huge Utopian project and dealing with un-
intended consequences can make an inter-
esting story in the hands of a skilled author
but dont usually present enough interest-
ing, consequential decisions for the players
to make a satisfying gaming session. SimCity,
the RPG, would be very hard for a GM to pull
off.
115
18. G AME M ASTERING S UPERHEROES
This sort of pro-active activity is best han-
dled as background: what the heroes are
doing when theyre in between adventures.
The extent to which their off-screen activity
works back into their adventures depends on
to what extent the campaign is Science Fic-
tion; ending world hunger might have no vis-
ible effect, while ending all wars might mean
that scenarios involving the military stop hap-
pening...or that villains suddenly have in-
creased access to military hardware through
the huge black market in now-surplus gear.
The best solution to providing players with
the opportunity to run a proactive hero
group where the focus in the game is on their
proactive projects is usually to have a setting
where the status quo is unendurable. The im-
plicit assumption of the standard approach
is that the status quo is worth fighting for: that
even if its not Utopia there is enough peace,
freedom, and prosperity that the heroes en-
ergy is well spent catching murderers, stop-
ping would-be world conquerors, rescuing
people from natural disasters and similar dis-
ruptions.
The proactive campaign should probably
upend that assumption, and begin with a
status quo which demands change. If the
aliens have already conquered the planet,
or nuclear war or a zombie apocalypse has
destroyed civilization, or the sun is about to
go nova and the planet must be evacuated,
then the heroes have a compelling reason to
band together and work towards a particu-
lar proactive outcome, and to ignore most
of the usual things that superheroes deal with
as being trivial in comparison.
Episodic Or Epic?
Superheroes lend themselves well to the
episodic style of campaign, where each ad-
venture has a clear beginning, middle and
end. There may be ongoing plot threads
and themes from episode to episode, but
the major focus of the episode comes to a
definite conclusion, with the villains scheme
thwarted even if the villain hasnt been cap-
tured and put behind bars. Emphasis on
episodes can mesh well with players often
116
hectic schedules, particularly if the episodes
are short, one or two sessions each, since a
particular characters absence from the cur-
rent adventure doesnt tend to need much
explanation or leave a huge hole in the plot.
This makes superhero games ideal back-up
campaigns for when you dont have a quo-
rum of your regular players, for when you
have a guest player or two, or just a pick
up game.
On the other hand, if players prefer an epic
style campaign, where there is a single over-
arching plot or antagonist and everything
builds to a big climax dealing with that, its
certainly possible. One thing to watch out
for, besides the usual issues of players feeling
rail-roaded and unable to affect the plot
except in minor details, is making sure that
the epic wont be short-circuited by the play-
ers defeating the Big Bad prematurely.
Unless youre cheating, if its possible for
the players to defeat the Big Bad without us-
ing a Plot Device, then its possible that
can happen any time they encounter him,
including the first time in what was intended
to be the prelude. If you want an epic cam-
paign without cheating in favor of the bad-
dies you should make sure that the players
cant come to grips with the main villain un-
til the climax, that the villain can only be fi-
nally defeated with a Plot Device (e.g., can
reconstitute himself given time unless slain
with the Sword of Final Slaying, which the
heroes have to embark on an epic quest
to recover), or that the plot can roll merrily
along even without him to guide it. Perhaps
the villain has set something in motion that
his capture wont stop (You may have de-
feated me, but the Earth shall plunge into
the sun regardless! Bwa ha ha ha!), or per-
haps there is a lieutenant or secondary bad
guy waiting in the wings to step in when the
original instigator is dealt with.
It is also possible to combine the two: have
an epic campaign in the big picture, leav-
ened with one or two-session adventures
that relate tangentially or not at all to the
over-arching plot. This is the Buffy the Vam-
pire Slayer model of story arcs: over the
course of a season of twelve or even more
sessions there is a major villain working to- tures that go I use my Mind Reading to see
wards a final Earth-shattering scheme, but which of the suspects is the murderer, then
aside from a bit of foreshadowing in each we arrest him. Next adventure.
episode the big scheme proceeds in fits and
starts while most of the adventures deal with
largely unrelated schemes by different bad
guys. In fiction, the heroes may be com-
pletely unaware of the presence of the chief
bad guy of the arc until its time for the cli-
max, with only the audience seeing how
step-by-step he gets closer to his goal; in
an RPG that doesnt work as well, unless the
players are unusually open to having cut
scenes of out-of-character knowledge just
for flavor. A better model is for the heroes to
be slowly acquiring the clues needed to fig-
ure out the plot or pieces of the Plot Device
to defeat the main threat.

Forbidden Powers
There are some Powers that can be a lot
of trouble for the GM, especially for certain
kinds of campaigns. For instance, it can be
very hard to run a campaign that focuses
on solving mysteries if one of the heroes has
Mind Reading, or a psychic Power that al-
lows him to peer into the past to see the
crime being committed. Its not impossible,
particularly if you know exactly what Pow-
ers the heroes can bring to bear, and it can
be fun to try to construct mysteries that can
withstand those sort of cheat codes but
its definitely a lot of work. If youre worried
about any particular Power, you should dis-
cuss it with the players. You can request that
if they take such Powers, they take the Un-
predictable Disadvantage or a Complica-
tion that makes them reluctant to use it all
the time (such as when they open them-
selves to psychic vibrations via Mind Reading
theres a chance that they are possessed by
a hostile entity), though that can lead to a
situation where they have a Power that they
never seem to get any benefit from. A less
tricky route would be to forbid that Power to
Player Characters. Players are usually happy
enough to oblige; there are, after all, a myr-
iad of other Powers to choose from, and few
players are particularly interested in adven-
117
Chapter 19
Villains
Villains are in many ways the point of hav-
ing a superhero game. While you could
probably run an interesting campaign where
the heroes specialized in rescuing people
from disasters and never met an actual vil-
lain such campaigns would be the excep-
tion. Most of the time being a superhero is
about defeating supervillains.
Supervillains are created using the same
basic rules as the superheroes, and can be
created either according to the Templates
or just ad-hoc by assigning numbers. In any
case, there is no need to limit villains to the
base level for the Scope, or even to have
all the villains fall within the Scope for the
campaign. Its also permissible to allow a
villain to have one or more Powers that fall
outside of the Scope that the villain belongs
to; the Power Levels of the villains should be
adjusted to keep the action interesting, and
the heroes on their toes. As far as villains
are concerned, the character creation rules
are guidelines, more like suggestions really.
Theyre there to tell the GM whether a partic-
ular villain will be hard or easy to fight, not to
enforce fairness or balance. A GM who was
of a mind to could always defeat the players
with fair fights just by throwing them at the
players one after another.
Generally, when heroes fight a team of
roughly equal number of villains the villains
118
should be of the same Scope as the heroes
for a reasonably difficult fight. Kapow! is de-
signed so that heroes have a slight edge
when facing equally powerful enemies, but
luck is a large enough factor that they could
easily lose such a confrontation. Its often
the case, however, that the heroes will fight
a larger group of lower Scope villains, or a
handful, or even just one higher Scope vil-
lain...sometimes much higher, as when the
Fantastic Four faces Galactus. In such cases,
a straight-up fight is not an option, and the
adventure will actually revolve around find-
ing a way to deal with the villain without
fighting, or at least discovering the villains
weakness so the heroes can have a fair fight.
Its also a good idea to have the heroes
run into easy fights; not every villain or
henchman should be perfectly scaled to the
heroes power level to present a nail-biting
fight. One of the pleasures of playing a
superhero is being reminded that you are su-
per, and capable of feats far beyond those
of ordinary men. Players dont derive much
comfort from being more powerful than all
but a handful of beings on the planet if only
come up against foes who are more pow-
erful still. As GM you should give the play-
ers plenty of opportunity to strut their stuff,
whether its stopping a robbery or mugging
on their way to the meeting at their head-
quarters, or plowing through scores of min-
ions in the villains lair before they run into a
lieutenant who can put up a decent fight.
Most villains shouldnt use the Down for the
Count option, unless all the heroes are al-
ready down and they need to capture the
heroes to put them in the overly-elaborate
death trap. Even if the villains can spare the
time and attention to perform the maneuver
while there are still active heroes about, the
effect of Down for the Count is to remove the
player from play.

119
19. V ILLAINS

Motives
Motives are the reasons the villains are com-
mitting crimes. Motives may be simple
or complex. An interesting motive can
make an otherwise unmemorable villain re-
ally stand out. On the other hand, not every
villain needs a complex, tortured history. Vil-
lains with simple, classic motives like Greed
or Power provide are nice and comprehen-
sible, and let the unusually motivated villains
stand out more.
Motives: Desperation, Fanaticism, Greed,
Loyalty, Madness, Mercenary, Monster,
Nemesis, Power, Reluctant, Revenge, Show-
boat, Sportsman, Superiority

Desperation
I only do what I must.

The desperate villain feels compelled to his

acts by desperate circumstances. These can
be innocuous or even laudable, such as try-
ing to save his own life or the lives of others,
or self-serving or despicable such as trying
to save his own fame or fortune, but in any
case lead the villain to acts he wouldnt nor-
mally contemplate. Desperate villains may
be sympathetic, perhaps even former allies,
or weaselly and corrupt. Heroes can some-
times resolve the situation by addressing the
cause of the villains desperation instead of
defeating the villain; this allows the GM to
use villains that the heroes cant beat in a
straight out battle.

120

Fanaticism
A fanatic is one who redoubles his
effort when he has forgotten his
aim. - George Santayana
The fanatic villain is dedicated to a cause.
As with the desperate villain, the cause
might be sympathetic in isolation, but the
villain is willing to undertake deeds that no
hero would countenance no matter how
just the cause, e.g., a villain who wishes to
stop global warming by wiping out human-
ity. More often than not the cause itself is
corrupt, such as world domination by the
fanatics faction or perhaps the summon-
ing of dark elder gods. Fanatics can make
useful villains because they cant be rea-
soned with or swayed; the heroes are go-
ing to have to throw down with them to stop
them. Even in relatively sophisticated super-
hero campaigns its good to have some situ-
ations that need to be resolved by a sock on
the jaw.
Greed
Im a greedy slob; its my hobby.
Greed is a fairly self-explanatory motive for
a villain. Greed can make for comical as well
as nasty or horrifying villains. Greed is also
easy to understand, and to predict, which
can allow players to feel like theyre actu-
ally detectives when they correctly antici-
pate the greedy villains next move.
Loyalty
Yes, master.
Some villains are intensely loyal to a per-
son or cause, and commit crimes because
they are directed to do so rather than any
personal ambition or pathology. They may
even be reluctant to go farther than is strictly
Motives
necessary to advance the aims of their
leader/master/lover; on the other hand, they
might be so blinded by their devotion that
no crime is too great or act unthinkable if it
might earn them praise. Villains whose mo-
tivation is loyalty may often be finessed by
dealing with the object of their devotion in-
stead. E.g., if their master is captured they
may surrender, or flee in hopes of rescuing
him some other day.
Madness
Mad, am I? Ill show them! Ill show
them all!
Madmen are driven to villainy by their
crazed obsession(s). They may be com-
pletely bananas, displaying neither rhyme
nor reason in their madcap crimes (e.g.,
early versions of Ambush Bug, or other
wacky villains), or relentlessly logical in pur-
suit of their insane goals (e.g., the version
of Mr. Freeze whos obsessed with bring-
ing back his dead wife, or various villains
who wish to destroy the world to prove they
can or to revenge themselves upon human-
ity), normal except when provoked into an
episode, driven by sick, twisted cravings,
but their motives are nothing so mundane as
wealth or power. Madmen may be amus-
ing, frightening, pathetic, or all at once, but
they cant be understood or predicted un-
less you know about their particular madness
and how it plays itself out.
Madmen make useful villains because
even the most bizarre schemes can be jus-
tified by pointing out the perpetrator is mad
(e.g., when the Joker sought to patent his
joker-fish). Many of the harder-to-swallow
superhero tropes, such as elaborate death-
traps, can be conveniently explained as be-
ing the product of unstable minds. On the
other hand, used too freely this can de-
generate into a lazy cop-out. At the very
least, the GM should strive to have Madmen
be consistent in their individual madness, so
that their actions do seem to stem from their
121
19. V ILLAINS
own inner demons and not from what the
GM finds momentarily convenient. The serial
killer who preys on nurses shouldnt suddenly
come up with a scheme to hold the city
hostage by threatening to poison the water
supply; the obsessive compulsive who col-
lects Egyptian artifacts shouldnt start stalk-
ing nurses or strapping bombs on baby-
carriages.
Madmen can easily be justified at any
Scope, and with nearly any Powers. And if
they werent mad when they got the Pow-
ers, it may be that which drove them to mad-
ness. One thing to be cautious about is giv-
ing Madmen with high levels of power par-
ticularly sadistic or horrible drives if you dont
want the campaign to become quite grim.
Some campaigns might want to avoid hav-
ing a serial killer at all, but even if you go
there a Street Level serial killer might realis-
tically claim very few victims before being
caught. A Madman with the same drives
but at the National Scope will mostly likely be
able to rack up a death-toll in the hundreds
before the heroes can bring him to justice,
and a Madman who is just trying to kill as
many as possible as fast as possible at that
Scope may be able to destroy entire cities.
If youre not prepared to deal with that, the
larger Scope villains need subtler or at least
grander ambitions: e.g., destroying all of hu-
manity at one go via a doomsday device,
going back in time to eliminate Abraham Lin-
coln, and that sort of thing.
Madmen do not work well with others; they
may have underlings, but they get along like
cats in a sack with peers that dont share
their agenda...and youd have to be mad
to share their agenda. They may form tem-
porary alliances with other supervillains, but
heroes can expect to take advantage of
the cross-purposes of the villains, if the villains
dont end up at each others throats without
any nudging.
Mercenary
Eh, its a living.
122
Mercenaries commit crimes because
theyre paid to. They might be in it because
it provides them with an opportunity to
indulge in their taste for mayhem, or just
because its the most lucrative use for their
particular talents, but the important thing is
theyre getting paid. To the extent theyre
loyal to their employer, its because its bad
business practice to get a reputation for
being easily bought off. On the other hand,
dead men cant spend money so mercenar-
ies will never willingly sacrifice themselves for
a hopeless cause; once it becomes obvious
they cant achieve their objective, theyll
cut their losses.
Mercenaries might be solo operators, such
as hit-men, small squads of powered-armor
heavies hired to beef up a Masterminds
forces, up through entire mercenary armies
participating in galactic wars. Depending
on who hired them and why, the heroes
might find themselves fighting on the same
side as the mercenaries, at least temporarily.
Mercenaries tend towards Powers that are
innate, technological, or martial. Its a rare
mercenary whose origin involves hours of soli-
tary study of the black arts, or being granted
power by a spirit or deityunless that spirit or
deity is tied to warfare.
Monster
Grr! Argh!
Monsters are driven by primal
urges...usually to feed or defend terri-
tory, though sometimes to mate or protect
their young. Intelligent monsters might be
tragically at odds with their urges, or use
their intelligence to further their aims, but if
they are fully in control of themselves then
theyll more naturally fall into one of the
other categories of villains (or even heroes).
A real monster rampages when the urge is
upon him.
Monsters can occur at all Campaign
Scopes (Galactus or the Sun Eater are ex-
amples of Cosmic Scope monsters) and are
 Motives

often either supernatural or the result of a to a player character, unless you want all the
scientific accident. Occasionally they can characters to become infected. Infected
have been deliberately brought about as characters might remain under the players
part of an experiment, and then let loose or control as tragic monsters, or become NPCs
escaped, but except for the strange case of for the duration, depending on the nature
Dr. Jekyll, its rare for somebody to use tech- of the infection. Werewolves, for instance,
nology to deliberately turn themselves into a are usually the former, while zombies tend to-
monster. wards the latter.
If the monster is a traditional supernatural Giant-sized monsters capable of attacking
horror such as a vampire, werewolf or zom- entire cities may require a MacGuffin or spe-
bie, the GM should decide how much of cial Complication that the heroes can ex-
the lore the players might know actually ap- ploit to defeat, appease or divert the mon-
plies. Do vampires burst into flame in the sun- ster if the heroes are of lower Scope. Mon-
light? Does it depend on how old they are? sters of lower Scope than the heroes may
Are they stopped by running water? Are require a similar plot device for the heroes
werewolves allergic to silver? Are there other to stem the tide, particularly if they are in-
were-creatures? Superhero worlds tend to fectious. Since monsters usually have fairly
be expansive, so its entirely possible that simple motives and behavior patterns, sim-
there are more than one kind of various ply beating them up doesnt make for much
creatures. For instance, you might have of an adventure, but they are prime can-
some zombies who can only be brought into didates for investigation-oriented adventures
being through Voodoo rituals, and others where the source of or cure for the monsters
that are the result of some horrible conta- are the real focus of the adventure.
gion. Characters with the appropriate Back-
grounds should probably know at least some
of the details of such lore as it applies to
the game world. Horror games will usually
start with the player characters as part of the
mundane world, perhaps not even believing
in supernatural beings until they encounter
them in game, but in a superhero game you
might well have characters who are masters
of the mystic arts or have trained as mon-
ster hunters, and unless youve elected to run
a campaign where there is a conspiracy to
conceal the bizarre, even ordinary civilians
probably know whether are such things as
vampires even if they never expect to en-
counter one.
Monsters may have special Powers not reg-
ularly found in any other sort of character,
such as contagious bites that eventually turn
the victim into a monster. Most superhero
comics would have such transformations be
reversible, though perhaps at cost or follow-
ing a difficult adventure, though more seri-
ous or tragic campaigns may make it perma-
nent. Monsters that are contagious should
usually require an Out or even a Down For
the Count maneuver to transmit the infection
123
19. V ILLAINS
Nemesis
To the last, I grapple with thee;
From Hells heart, I stab at thee; For
hates sake, I spit my last breath at
thee. - Captain Ahab
A Nemesis is dedicated to exacting retribu-
tion on a particular person, organization or
even sometimes a kind of person. A villain-
ous Nemesis is usually insufficiently discrimi-
nate in the targets, or desires retribution out
of all proportion to the supposed crime. As a
motive Nemesis differs from Revenge in that
it usually has some kernel of justice, however
twisted, and Nemesis tends to be more per-
sonally oriented, devoting itself exclusively to
a single target.
Power
Kneel before Zod!
Power is another simple, recognizable, mo-
tive for a villain. A villain seeking power might
be after personal power, or power over oth-
ers appropriate to the Scope; villains at the
Neighborhood Scope are rarely would-be
world conquerors. A villain interested in per-
sonal power might be seeking materials to
upgrade his super-suit, or ancient tomes to
unlock secrets man was not meant to know.
A villain interested in power over others might
be seeking to rule the citys underworld, or
to become President of the United States, or
Emperor of the World. Villains seeking to ex-
pand their power may often have a scheme
to operate beyond their normal Scope, in
fact its often the lack of personal power
to simply seize what they want that causes
them to put their schemes into motion. A vil-
lain personally capable of destroying cities in
a single attack probably has no need to run
for office; his sights are set higher.
124
Reluctant
He must needs go that the devil
drives.
The Reluctant villain feels compelled by cir-
cumstances to commit his crimes. The com-
pulsion might be external, such as blackmail
or extortion, or internal, perhaps caused by
a curse or dual personality. Werewolves who
rampage when the moon is full, but are full of
regret when theyre in human form are clas-
sic examples of Reluctant villains. Reluctant
villains can make for some excellent adven-
tures, since stopping the villain is often only
the first step towards dealing with whatever is
compelling him; its even possible that one of
the Player Characters can be driven to take
on the role of a Reluctant villain by Com-
plications or circumstances that arise during
the campaign. Its not a gambit that you
want to overuse, and might be be a good
idea to sound the player out before spring-
ing it on her, but if the players are willing it
can be a lot of fun.
Revenge
You killed my father, prepare to die!
Villains bent on revenge want to get even
for some wrong or slight, possibly imaginary.
Revenge is often directed against an entire
category of people, or an entire list, rather
than a single specific target, and among vil-
lains its common for it to be displaced from a
particular person who wronged them to any-
body who shares certain similar traits, such
as doctors, red-heads, faculty of a certain
school, members of their graduating class at
High School, and so on.
 Motives

Showboat
Im gonna live forever
Baby, remember my name.

The Showboat is looking for fame, or at

least notoriety. Money, power, even winning
are incidental to the quest for glory. Show-
boats will always go for the biggest, flashiest
crimes, fight in the most public venues, is-
sue the boldest challenges. They might not
even be interested in committing crimes, ex-
cept as a way of forcing the heroes to ac-
cept their challenge, or garnering attention
from the press. Showboats might even be ri-
val heroes, not criminals at all, though they
might become criminally reckless in their ef-
fort to eclipse the player characters. Gener-
ally, though, to the Showboat theres no such
thing as bad publicity, as long as they spell
the name right.

Sportsman
The hunt is on!

To the Sportsman (or woman) its a game,

and the heroes are the opponents. Every-
thing is incidental to testing ones mettle
against fitting opponents. Unlike the Show-
boat, the Sportsman doesnt care whether
anybody else knows or acknowledges his
prowess, or who his opponents are as long
as they give him a good game. A Sportsman
hates to be bothered with weak foes, but
might be moved to show mercy for a valiant
attemptparticularly if there is the possibility
of a rematch in the future.

125
19. V ILLAINS
Superiority
Now I am the master!
Villains motivated by superiority want not
just to win, but to be seen to win, and ac-
knowledged for their victory. They might be
trying to demonstrate the superiority of their
school of martial arts, or scientific theories,
or their alleged racial or species superiority.
They will tend to favor public challenges, and
fights where they can be guaranteed spec-
tators. They will often spurn the opportunity
for sure-fire victory if it would occur in secret,
or using methods that wouldnt demonstrate
their superiority (e.g., the master martial artist
shooting a helpless foe with a pistol). They
might even take it as far as needing the hero
to survive and know that hes beaten; any-
thing less would be a hollow victory. Superior-
ity can be a very entertaining motive for an
Arch-Enemy to have. A Showboat will take
a lucky or sneaky victory, or even credit for
something he didnt do, as long as it doesnt
tarnish his fame, a Superior villain never.
Modus Operandi
Modus Operandi, or M.O., describes the vil-
lains general approach to crime. These
arent absolutes, and villains may sometimes
act atypically, but it is usually more satisfy-
ing if the villains operate true to their type.
This lets the players, once they get some ex-
perience with the setting and its villains, start
to recognize the handwork of various villains
and reason in-character about who might
be behind the scheme theyre investigating
or predict their likely next action. Villains
M.O.s and Motives may mesh, but they are
separate things and can generally be mixed
and matched to suit.
M.O.s: Brute, Cat & Mouse, Compulsive,
Leader, Mastermind, Pro, Schemer, Sneak
126
Brute
Brute Smash!
Brutes know that if force isnt the answer,
youre asking the wrong question. Most villain
teams will have at least one Brute to do the
heavy lifting. And hitting. Brutes arent nec-
essarily stupid, but they almost always prefer
the direct approach, because when youre
that powerful finesse is just a waste of time.
Hit em, and if theyre still standing, hit em
harder. A Brute is a Brute even if the Powers
are psi or magic instead of physical strength;
the defining aspect of the Brute is the lack of
finesse and guile, not physical strength.
Brutes make good enemies because they
can be markedly tougher than the individ-
ual heroes, or even the whole team, without
being impossible to take on. Give them high
Toughness and/or defenses and a small num-
ber of Actions, and the players will have a lot
of opportunity to get fancy in thwarting them
and attempting to bring them down. High
Defenses will make Brutes hard to even Hin-
der, while simply having a high Toughness will
make them reasonably easy to Hinder, but
difficult to put Out. You should probably not
give a Brute a particularly high main attack,
unless you make him fairly weak defensively,
or you risk him Knocking Out one hero per
turnpossibly more if he can Split his attack
or it is Area Effect.
Cat and Mouse
Heres Johnny!
Cat and Mouse villains like to torment and
play with their prey. They will forgo easy wins
in order to prolong the fun, and have no
truck with fair play...picking on weaker op-
ponents is their favorite thing. If it looks like
its going to be a fair fight or the tables are
turned, the Cat and Mouse villain will find dis-
cretion is the better part of valor and flee to
seek easier prey. Cat and Mouse villains can

often be distracted from their ostensible goal
by the thrill of the chase, which can be a
good opportunity to trick them or lead them
into a trap.
Compulsive
How Purrrrfect!
The Compulsive villain will stick rigidly to his
M.O. and theme; he wouldnt cross the street
to steal a fabulous unguarded diamond if
his obsession is coins or cat-related objects.
Compulsive villains provide a good opportu-
nity for the heroes to be detectives and rec-
ognize the villain by M.O., or anticipate up-
coming crimes. Its good to establish the pa-
rameters in advance, if possible; the players
will get a bigger kick out of figuring out that
The Pharaoh will probably try to rob The Trea-
sures of Tutankhamen exhibit if the fact that
its currently at the local museum was subtly
established during a prior adventure.
Expert
Your Kung Fu is pretty good.
The Expert is master of his particular spe-
cialty...even if his specialty isnt very nice. Ex-
perts are often over-specialized, and their
pride in their expertise may lead them into
overlooking or discounting possibilities that
dont fit in with their area of expertise. They
may also be prideful, and easy to taunt into
accepting a challenge while losing sight of
their ultimate goal; in this they differ from the
Pro, who is very much goal-oriented. Experts
are an excellent foil either for rival experts,
or for overlooked characters that the Ex-
pert dismisses as unworthy of consideration
because of their lack of expertise.
Modus Operandi
Leader
You have your orders, now go!
The Leader relies on underlings to do most
of the work. This may be because the Leader
is personally weak, but it could well be that
the scope of the Leaders ambitions is such
that even a powerful character cant carry
it out single-handedly, such as the invasion of
an entire country. The underlings may range
from cannon-fodder, through agents slightly
weaker than the heroes, to lieutenants as
powerful as the heroes, all the way up to
giant monsters in their thrall that can mop
the floor with the entire group of heroes;
such underlings may occur in any combina-
tion. Often the only way to thoroughly de-
feat the Leader is to deal with the Leader
personally; other times it is nigh impossible to
come to grips with the leader, and the key
to thwarting the Leaders current scheme lies
elsewhere, such as destroying the MacGuf-
fin, freeing the rightful heir, turning the giant
monster against the Leaders troops, and so
on.
Mastermind
My mind is a-glow with whirling
transient nodes of thought,
careening through a cosmic vapor
of invention!
The Mastermind has a plan. The Master-
mind always has a plan, a backup plan, and
two contingency plans for if the backup fails.
With a plan and enough competent minions,
the Mastermind will move the world...or rule
it. Competent minions are usually the rub.
Masterminds make perfect foils for the
heroes, because they always have the most
interesting, if sometimes needlessly elabo-
rate, schemes, and the heroes can make
steady headway against the streams of
minions punctuated with occasional knock-
down drag-out battles with lieutenants while
their investigation of the plan proceeds
127
19. V ILLAINS
apace. Its easy to balance battles against
Masterminds because most of the time there
is no worry that a few bad rolls might cause
the heroes to lose decisively and the world
to end. Its usually detective work and insight
by the heroes into the nature of the scheme
that brings the adventure to a climax, not just
winning the battles. Often the Mastermind
is no match for the heroes physically, and if
they figure out how and where to confront
the schemer, he will be forced to surrender
or flee. Sometimes the biggest part of the
challenge is figuring out the identity of the
Mastermind, or, having figured it out, find-
ing some way to prove that the Mastermind
is behind the crimes. It can easily take sev-
eral adventures before the heroes reach the
point of actually putting the Mastermind be-
hind bars, if they dont come up with specific
plans to trick the Mastermind and get solid
evidence that will hold up in court. If they
never take that step, you should still proba-
bly bring the arc to a conclusion by having
the Mastermind, goaded beyond bearing
by the continual interference of the heroes
with his plans, make the fatal mistake of be-
coming personally involved in trying to end
the thorn in his side.
Something to watch out for when using
Masterminds: it is tempting to emphasize the
Masterminds superb foresight and planning
ability by cheating. The GM merely waits for
the heroes to come up with their plan, and
then devises the schemes as if the Master-
mind knew it all along. A certain amount
of this may be unavoidableafter all the GM
may overlook an obvious flaw in a plan once
in a while, but the Mastermind shouldnt un-
less you want the players to think hes a yutz.
If that happens, once the players point out
the flaw you can invent an excuse on the
fly, secretly patch it so the flaw is part of
the plan, or openly retcon it depending on
which does the least damage to the play so
far.
Most players will be quite forgiving of the
occasional need to say, oops the Master-
mind obviously wouldnt have made such
a boneheaded error as I, the GM, did...at
least as long as they havent played most
128
of the session based on the assumption that
the Mastermind really did make that error; if
youre going to retcon do it as soon as any-
body, including the GM, realizes the Master-
mind went beyond making a plausible mis-
take and into nobody would really be that
dumb territory. On the other hand, if your
Masterminds are constantly taking advan-
tage of the GMs ability to rearrange the
world in response to the players plans or
knowledge that the GM has but the Mas-
termind shouldnt the players can come to
feel that its really the GM theyre battling,
not the Mastermind. They might respond by
refusing to make plans and just improvising,
or to make plans but conceal them from
the GM, or having their characters become
completely paranoid since the Mastermind
can either read their every thought or has a
mole in the group, or even suggest you all
play a different game.
Cheating on behalf of the NPCs is one of
the touchiest issues that can crop up, and
can result in genuine hard feelings at the ta-
ble. For this reason you should probably re-
sist letting the Masterminds cheat their way
to omniscient planning. Do your best to plan
out the Masterminds plots and contingency
plans in advance, taking advantage of the
Masterminds budget and patience only be-
ing limited by the outer edges of plausibility
(which can take you pretty far in superhero
setting) and uncanny ability to predict the
likely reactions of all the NPCs to make him
come across as cunning. In other words, let
the Mastermind cheat against the setting,
but not the players.
If the Mastermind isnt physically up to
combat with the heroes, avoid putting the
Mastermind in the same locale with them un-
til the climax. In Kapow! it can be difficult to
throw enough minions in between the heroes
and the Mastermind to prevent them from
getting in a blow and ending the battle be-
fore the villain even has time to monologue
if theyre willing to ignore the minions com-
pletely. It can be done, with enough ex-
pendable or powerful minions, but its easier
and perfectly in keeping with the nature of
Masterminds to avoid presenting the heroes

with the opportunity. The Masterminds can
still interact with the heroes or taunt them
by such means as closed-circuit televisions,
robot duplicates, holographic projections or
even the threatening note written on a mirror
with lipstick.
Pro
Id like to get in, get on with it, get
it over with, and get out. Get it?
Got it.
Good.
The Pro wants to accomplish his aims with
the minimum fuss or chance of anything
going wrong. The Pro cant abide screw-
ups and amateurs, and finds sloppiness and
waste almost as distasteful as failure. The Pro
hates to team with Madmen. The Pro might
be frighteningly ruthless, willing to kill scores
if thats what it takes, while still finding it a
personal affront to have to kill anybody he
didnt intend to. The Pro usually has an em-
ployer, and Mercenary is probably his most
common motive, although others are cer-
tainly possible, such as Revenge driving a Pro
from the side of good to evil.
Schemer
I love it when a plan comes
together.
The Schemer is also a planner, but unlike
the Mastermind the Schemer almost never
has minions or an organization. Schemers
prefer to operate solo, or as part of a small
team, or perhaps with a couple of dispos-
able Rent-A-Thugs to do the heavy lifting.
Schemers are hands-on; their satisfaction
comes from carrying out their plan using their
wit and abilities. They are prone to setting
themselves goals that serve to up the chal-
lenge and make it more interesting: not just
stealing the idol of MacGuffin, but doing
so after sending the heroes a note warning
Modus Operandi
them of the impending theft. Schemers are
often honorable enemies, or at least scrupu-
lous about meeting their self-imposed chal-
lenge conditions or sticking to their M.O. If an
unrelated emergency cropped up during a
heist that called the hero away, a Schemer
might well postpone it for a rematch rather
than accept a win by forfeit.
Seducer
Whatever Lola wants,
Lola gets,
and little man,
little Lola wants you...
The Seducer operates by indirection. Se-
duction is usually the method to get what he
or she wants, not the goal in itself. Seduction
need not be sexual or romantic, people can
often be seduced by money, power, fame,
flattery, or ideas. Seducers can make inter-
esting opponents both because those they
are using as tools might not be intrinsically
bad, and in fact might be allies, friends or rel-
atives of the heroes, and because a clever
Seducer might not be obviously villainous at
first. Seducers often appear initially in the
guise of allies or benevolent forces, such as
friendly aliens seeking to establish relations
and share technology...until the cookbook is
discovered. Its even possible to play Seduc-
ers such that they are genuinely benevolent
from their point of view, but their goals are
somehow tragically incompatible with the
heroes.
Sneak
The perfect crime is one where
nobody even suspects its been
committed.
The Sneak doesnt want a fight; even if
his goal is murder, hed prefer to accom-
plish it without the victim having the oppor-
tunity to fight back. Sneaks will usually flee
129
19. V ILLAINS
rather than fight, which means you can of-
ten safely give them powers at levels that
would be too dangerous or frustrating if they
were bent on murdering the heroes; its also
possible to go the other way and give them
powers that while well-suited to their M.O.
would allow them to be trivially defeated by
the heroes...if the heroes could ever come
to grips with them. In any event, you want
to make sure that the heroes do have some
way of either tracking or laying a trap for the
Sneak, lest the campaign become about
reading how the Sneak pulled off another
daring caper in the next days papers.
Common Villain Types
The following are some commonly met villain
types, with notes as to their likely Motives and
MOs. Villains with unusual Motives and MOs
for their types certainly can exist, but proba-
bly require some extra back-story to explain
why, e.g., the characters Arch-Enemy is a
Reluctant villain.
Types: Arch-Enemies, Assassins, Con-
querors, Cultists, Mobsters, Ninja, Organiza-
tions, Overlords, Pirates, Thieves
130
Arch-Enemies
So we meet again, old foe!
Motive: Any except Loyalty, or Mercenary.
MO: Any.
The Arch-Enemy exists in direct opposition
to the hero or hero group. Either he lives
to mess them up or prove their world-view
wrong, or for one reason or another they are
the only ones who stand between him and
the fulfillment of his dreams. Arch-Enemies
should be particular; a single villain shouldnt
serve as the Arch-Enemy to more than one
hero unless hes the enemy of the entire
group the hero belongs to. Even if your Arch-
Enemy should fight another foe, his heart
shouldnt really be in it, and he should make
it plain by pointing out the inadequacies of
his current opponent compared to his true
enemy.
Arch-Enemies should be designed with the
hero in mind. They need not have spe-
cific Powers and weaknesses that tie per-
fectly into the heroes, though they shouldnt
be push-overs or find the hero a negligi-
ble threat. Whats important is that the
Arch-Enemy fits into the tone and milieu of
the hero. The dark, brooding urban hero
shouldnt have an Arch-Enemy who lives
under the ocean and whose plans all re-
volve around seizing control of Atlantis, or
a practical-joking imp from the 17th dimen-
sion. Nor should the star-faring cosmic hero
have an Arch-Enemy whos a drug-lord on
the lower East Side...even if the drug-lords
personal Powers put him on the same Cos-
mic Scope. Those sorts of enemies can make
a nice change of pace, at least if they oth-
erwise fit with the campaign, but the Arch-
Enemy should have a tighter fit than that.
Be careful not to over-use the Arch-
Enemies, or the entire campaign can come
to revolve around them, and the players can
easily get frustrated and feel that no mat-
ter how many times they defeat them in the
end its futile because the Arch-Enemies will
just get away or escape and crop up again.
Heroes should be able to not just defeat the

Arch-Enemies, but capture them or thwart
them so hard that they wont dare show
their faces again for a good long time. Of
course, if the entire campaign does revolve
around thwarting the Arch-Enemies plan-of-
the-week, you can ignore this...but you will
probably want to make the campaign a lim-
ited run or a once-in-a-while thing.
Arch-Enemies make great reluctant al-
lies, or even better reformed enemies. Its play poorly.
a good idea to let the relationship as ene-
mies gel for a while first before embarking
on an adventure along those lines, to make
the contrast more meaningful. Finding your-
self fighting alongside an enemy in order to
defeat an even worse menace wont have
nearly as much punch if the putative enemy
has only ever appeared in your back-story
before the team-up.
Give Arch-Enemies enough Defense or
Toughness to withstand at least an average
roll by the heros biggest attack. Dont give
them a big enough main attack that the av-
erage will put the hero Out, unless you also
give it a disadvantage like Slow or Erratic.
Assassins
Give me a blade long enough,
and a place to stab, and I will
move the world.
Motive: Fanaticism, Greed, Loyalty, Merce-
nary.
MO: Cat & Mouse, Pro, Sneak.
Successful Assassins can be bad for the
tone of the campaign. While assassina-
tion attempts can be good clean fun, if it
stretches your credulity that the heroes al-
ways manage to stop them you should think
about the ramifications of having them suc-
ceed before you introduce too many of
them. Given superpowers it can be hard to
see how you can prevent the assassination of
important public figures, people close to the
heroes, or even the heroes themselves with-
out either stretching the world quite out of
shape with security precautions or living with
Common Villain Types
the fact that assassins can strike nearly any-
body at any time and lots of major charac-
ters will die. You can attempt to draw the line
in a different place, with assassins nearly un-
stoppable, but refusing to examine the con-
sequences, but most campaigns will be bet-
ter off with heroes getting adequate warning
of assassination attempts so that the heroes
can thwart them unless they get unlucky or
For similar reasons, assassinations are often
best performed off screen rather than right
under the player characters noses.
Conquerors
Tomorrow the world!
Motive: Any except Loyalty, or Mercenary.
MO: Any except Sneak.
Conquerors are classic supervillains. Their
ambitions may be regional, national, global,
or even greater in scope. They may be
powerful enough themselves to take on the
greatest heroes of the Scope single-handed,
or they may employ legions of henchmen, or
perhaps threaten the world with a dooms-
day weapon if the nations do not bow to
them. They make seek to rule openly or
through covert means, manipulating world
leaders like puppets. Conquerors may come
from another planet, dimension, or time, or
they may be home-grown as it were, and
their motives range from the purely personal
desire for power, to attempt to restore the
glories of a defeated or forgotten regime or
civilization, to a twisted sort of benevolence.
Conquerors are often of a higher Scope
than the heroes, or they wouldnt stand
much of a chance of actually accomplish-
ing their goals, unless theyre of the sort
that intends to extract obedience through
the threat of a doomsday weapon. As
with other villains more powerful than the
heroes, there should be some way to thwart
them outside of a straight-up brawl. Con-
querors with doomsday devices are partic-
ularly prone to this sort of thwarting, but all
131
19. V ILLAINS

Conquerors should have some vulnerability

in their schemes, perhaps related to one of
their Complications.
Conquerors may have other supervillains
as lieutenants, and possibly entire armies at
their disposal. If the heroes directly engage
entire units of the Conquerors armed forces,
they should probably be treated as mobs.
Conquerors make good Arch-Enemies,
and typical motives are Power (if sane) or
Megalomania (if Mad). Conquerors are al-
most never Mercenaries or simply Greedy.

Cultists Mobsters
Ill make him an offer he cant
refuse.
Ia! Ia! Cthulhu fthagn!

Motive: Generally Greed, Loyalty, or Mer-

Motive: Fanatic.
MO: Any.
Cultists are Fanatics. They are basically a
type of Organization, focused on one partic-
ular, possibly irrational, goal. Cultists are typ-
ically involved in the supernatural, either at-
tempting to bring about the reign of some
dark elder gods, or tampering with forces
that man was not meant to know to achieve
power. Technologically oriented cultists are
also possible (e.g., substituting aliens for the
dark elder gods), but it wouldnt be a cult if
it didnt inspire irrational devotion.
Unlike most other villains and villain orga-
nizations, Cultists often actively recruit from
the general populace, and sometimes even
among the heroes allies. Cultists may even
operate openly and perfectly legally, at least
to outward appearances. In order to qualify
as villains, above-ground Cults should have
either a secret horrible agenda or question-
able recruiting methods.
132
cenary.
MO: Generally Pro, though led by a Leader
or Schemer. The mob may also employ in-
dividuals with varying M.O.s, either as mem-
bers of the mob or hired for specific capers.
Mobsters commit crimes in order to earn a
living, but as proprietors of a criminal enter-
prise, not just hired muscle like mercenaries.
Mobsters prefer ongoing operations, like vice
and extortion, to one-off jobs, and prefer in-
timidation to violence when possible. Theyll
resort to violence in order to make an ex-
ample, or as a tool against rivals, but open
warfare and too much attention from cops
and heroes is bad for business. Mobsters may
obey a code of honor, though exactly what
the code entails and whether it applies to
outsiders will vary from mob to mob.
Mobsters make good enemies for lower
Campaign Scopes, though they can be
powered up by being led by supervillains or
even consisting of supervillains. A star-faring
society of beings that would count as su-
pers on Earth may well have star-faring su-
per mobsters, unless its a Utopian society
somehow free of crime and vice. In the

middle Scopes, their fairly modest ambitions
may put them beneath the notice of heroes
that are more focused on world-threatening
menaces, but they can sometimes fall un-
der the sway of a Conqueror or Mastermind
who forges them into a threat worthy of the
heroes attention.
Mobsters can also be a good source of
information or become untrustworthy allies
of the heroes. Mobsters can generally be
counted on to favor the status quo, and
take a dim view of villains who cause too
much chaos or bring too much heat close
to their enterprises. Its harder to sell pro-
tection when psychos are blowing up entire
blocks in your territory, and it can be expe-
dient to point the superheroes in the right
direction, simultaneously getting rid of the
threat and keeping the heroes too busy do-
ing other things to mess up their operations.
Ninja
...
Motive: Loyalty and Fanaticism are the
hallmarks of the ninja.
MO: Sneak, Pro.
Ninja generally operate as Cultists, Merce-
naries, or Mobsters, depending on the mo-
tivations of their clan leadership. Beyond
that being a ninja is mostly a stylistic thing,
emphasizing spying, subterfuge, and stealth.
Ninja or Ninja equivalent can occur at any
Scope. Remember, one ninja is a deadly
menace, ten ninja are a nuisance, and a
hundred ninja are a joke. The problem,
which is common for many low-level threats
is that in comics and action movies the ex-
pectation is for a fair, or at least interesting,
fight. Since its not entertaining to watch
a dozen men jump on and easily beat up
a single man, as soon as the audience (or
the players) see a single man confronting a
dozen enemies they assume that the man
is as powerful as the dozen enemies put to-
gether. Generally, you want to play into that:
a big part of the reason the players want to
Common Villain Types
play superheroes is so they can be as power-
ful as ten ninja. The difficulty is that you also
want the opponents to seem cool and at
least somewhat menacing in their own right,
so that beating them seems worthwhile. Two
methods to deal with this are comparison,
and escalation. With comparison, you let
the players gauge the effectiveness of the
new foes by observing them battling known
quantities; if the players have fought the
agents of The Shadow Council many times
before, then introducing the new ninja clan
by having them handily defeat as many or
more of the Shadow Council than the PCs
usually fight establishes them as a force to be
reckoned with. With escalation, you let the
PCs themselves fight the enemies to get their
measure...and then you throw a bunch more
of them at the PCs to make them sweat.
Organizations
Evil, Inc. How may I harm you?
Motive: Fanaticism, Greed, Loyalty, and
Power.
MO: Any.
Many villain organizations are either the
minions of another type of villain, such as the
Conqueror or Mastermind, or follow the pat-
terns of such villains in their own right (e.g., at-
tempting to conquer the world in the name
of the organization rather than the leader).
The difference in the latter case is that de-
feating the leader is often not sufficient to
thwart the organization: another leader will
rise from the ranks to carry on. This can make
organizations a useful ongoing threat without
risking the sense of futility that a single super-
villain who keeps on escaping to plot again
can engender.
Another form of organization is the villain-
ous support organization. Such organizations
tend not to have ambitions of their own, and
may not even directly commit crimes; in-
stead they content themselves with provid-
ing the gear, hide-outs, uniforms, and other
services that supervillains require. They can
133
19. V ILLAINS

directly come into play against the heroes

when new leadership changes the direction
of the organization, say to seek domination,
or targets the heroes in order to acquire ac-
cess to some of the heroes resources for
sale to villains. They can also serve as useful
targets for pro-active heroes who wish to
bring the fight against crime to the enemy.

Overlords
My word is law.

Motive: Power, Superiority, Madness.

MO: Any except Sneak.
Overlords are Conquerors whove won,
and are now the de facto and likely de
jure rulers of their territories. To the usual
complications of dealing with Conquerors,
heroes have to add the fact that opposing
the Overlord may actually be illegaleven
according the laws of their own countries
or various international/interplanetary/inter-
dimensional bodies. At the very least, the
heroes are likely to find the local authorities
arrayed against them, either because they
serve the Overlord loyally or because defi-
ance has proven to have too high a price in
innocent lives. In the latter case, the heroes
might be able to win them over, but only if
they can assure success; a failed effort to
overthrow the Overlord may leave the citi-
zens worse off than before.
Overlords may be acting in the best in-
terests of their subjects, at least according
to their lights, and may even enjoy popular
support, but they wouldnt be villains if ei-
ther their means or their ends werent morally
questionable, or they had a wicked hidden
agenda.
Heroes may also, from time to time, find
themselves not directly opposing the Over-
lord but needing to operate in his territory for
some reason or other; in such cases they may
need to keep a low profile to avoid attract-
ing his attention, or may even find a way to
make common cause with him against some
greater threat.
134
Pirates
I dont think much of our profession,
but contrasted with respectability it
is comparatively honest
Motive: Any except Monster or Fanaticism.
Showboat and Greed are particularly likely.
MO: Any except Sneak.
Pirates generally count as Mobsters, with
a slightly different emphasis. Pirates often
have cool Vehicles that let them operate
well above their ordinary Scope. Pirates may
be scum capable of any depravity, or have
their own rough code of honor. Pirates are
particularly likely to be somewhat sympa-
thetic when operating against a backdrop
where the authorities are themselves evil or
corrupt. Outlaws such as Robin Hood and his
men are essentially this sort of pirate on dry
land.
Thieves
Because thats where the money is.
- Willie Sutton, on being asked why
he robbed banks
Motive: Any except Monster, Fanaticism, or
Power. Greed and Mercenary are typical.
 Casting Supervillains

MO: Any, though Leader is somewhat less should have some chance of cropping up
likely unless the thefts are big enough to jus- whenever they meet the heroes.
tify all that manpower. Supervillain Complications also provide
Thieves are in it for the money, and pos- an opportunity to emphasize the heroes
sibly the thrill of it, but mostly the money. themes and interests. Classic examples are
Thieves can occur at any Scope, as long the villain whose origin parallels the heros,
as the scope of their crimes is commensu- but motivated him towards evil-doing (e.g.,
rate. Street Level thieves should be knock- an ecologically-motivated hero facing a vil-
ing over liquor stores, or heisting jewels from lain who wishes to save the planet by sab-
fancy-dress parties; Cosmic thieves should otaging factories, or in the extreme case by
be stealing entire planets, or the Stone of wiping out humanity) or the villain who some-
All-Knowing. While Thieves can be violent, how is fixated on the hero, or the heros alter-
even psychopathic, Thieves also represent a ego, or one of the heros friends or relations.
good opportunity to have a non-violent vil-
lain. In the real world, there may be no honor
among thieves, but in comics the Thief is the Casting Supervillains
most likely to have a code of honor, or at
When creating villains, particularly for a
least scruples, and the most likely to eventu-
superhero game, it helps to make them
ally reform.
memorable...not just in their theme and cos-
Because Thieves need not be combat spe-
tume, but their personality and mannerisms.
cialists to accomplish their goals, they can
A quick and easy way to do that is to men-
often have interesting and unusual Powers
tally cast an actor or fictional character who
besides the obvious ones involving stealth
is playing your villain. You dont have to be
and movement, and are good candidates
a good actor yourself, or any kind of actor at
for Powers like mind control that can really
all, to make use of this. Simply picturing your
spoil the players fun in the hands of more vi-
villainess as being played by Uma Thurman
cious or ruthless villains. Thieves often have
will give you a different take on her than if
themes, which taken to an extreme can
she was played by Agnes Moorehead. The
make them Madmen; usually its simply a
point is to help you as GM have a crystal-
stylistic preference, such as a cat-themed
clear picture of the villain in your mind, not
Thief with Powers like a cat and a penchant
to entertain the players with your imitations.
for stealing cat-related objects.
In fact, it can be distracting to the players
if theyre trying to guess who the villain is, so
you probably dont want to really do an imi-
Supervillain Complications tation, or even describe the villain as having
a shtick that is too recognizably that of a cer-
Supervillains also have Complications,
tain actor or character. For that reason, you
though in their case its not an invitation
probably also want to avoid having your vil-
to the GM to come up with situations that
lain lift quotes from movies or books that the
touch on the Complications; instead their
actor or character has appeared in. Alter-
Complications will generally revolve around
natively, you could just come right out and
their motivations for being a supervillain, their
describe the villain as being Alan Rickman in
modus operandi, and their weaknesses. In
a suit of powered armor, if your group is the
other words, its things that will come up as
type to appreciate the visualization hint.
the players interact with them and serve to
make them more interesting to the players.
Villains should have as many Complications
as it takes to be interesting, and theres
no need to classify the Complications as
Major or Minor since villains Complications
135
Chapter 20

Adventures

The structure for most superhero adven-

tures is quite simple: villain embarks on
scheme, heroes discover scheme, heroes
thwart scheme. Most of the apparent com-
plication in superhero stories comes from in-
terleaving several adventures at once, so
that the heroes are disentangling several
threads of schemes or uncovering evidence
of a different scheme while combating the
first. In fact the only reason to separate out
the villain embarking on the scheme as its
own stage is so that the GM can plot the
seeds of the next adventure while dealing
with the current one; from the heroes point
of view its just uncover, thwart, rinse and re-
peat. Such sophistication as superhero ad-
ventures have comes from the Complica-
Schemes
tions, and the way that they interact with, The core of the adventure is usually the vil-
reflect, and comment on the basic events lains scheme. What does the villain want
of the adventure. Occasionally adventures to accomplish, and how does he go about
deal with the aftermath of failing to thwart a it? Many villains in comics commit mun-
scheme, or the heroes attempting a scheme dane crimes by unusual methods, but many
of their own, but those will tend to crop up as schemes that superheroes are confronted
a result of play instead of the GM planning with could only take place in fiction. Typical
them in advance. schemes include:
Schemes: Altering Reality, Blackmail, Chal-
lenge, Conquest, Counterfeiting, Destruc-
tion, Extortion, Frame-Up, Kidnapping, Imper-
sonation, Murder, Theft, Time Travel

Altering Reality
The villain wants to reweave the fabric of re-
ality to something more to her taste. Some-
times the revised reality is subtle, with the
world being the familiar one with one cru-
cial difference, such as the villain being the
136

absolute ruler or having godlike powers or a
loved one never having died; sometimes the
revision is drastic, such as the world being
transformed into a fairytale medieval king-
dom or an Edenic paradise. Usually such
transformations will be hard to achieve, un-
less they operate over a small scope such as
a single town or city, and the heroes will face
the task of stopping the villain from gather-
ing the components or completing the ritual
that would allow her to produce the desired
change; quite often the villain will be able
to achieve the alteration for a time before
the heroes find a way to reverse it, so the
GM should be prepared to run the game in
the altered reality at least for a little while.
One interesting variation is for the session to
start with the alteration already having taken
place, sometimes with the heroes not even
realizing it; in the latter case figuring out that
the world has been changed can be the fo-
cus of the adventure, or it can take place
gradually over the course of several sessions
as the players accumulate clues that some-
thing isnt quite right and the world is out of
joint.
If the players are aware the world has
changed, they may be the only ones who
are; even the villain might think the new real-
ity is the way its always been. The heroes
may be unchanged, or have been trans-
formed into analogs that fit in with the new
world; if they havent been changed, they
might encounter the new reality versions of
themselves, which can be quite entertain-
ing.
Schemes
The GM should consider what should hap-
pen if it turns out the characters, or at least
some of them, prefer the new reality. If the
players prefer it, then presumably the GM
can keep running it, but if the players are
the type who seriously consider what their
characters desires might be separate from
their own you might be faced with a situation
where the players want the world to revert
but dont think the characters would pursue
that...its good to have a back-up plan in
such cases, such as other folks who wish to
restore the world and who can convince or
compel the recalcitrant heroes to go along.
Another variation is where somebody
shows up, claiming that the reality that the
heroes have been experiencing all along is
the altered reality, and asking for their help to
restore the (unknown) status quo ante. Are
they telling the truth? Even if they are, do
the heroes have an obligation to in effect de-
stroy the current world? This sort of thing can
be used to reboot a stale campaign, or take
it in a new direction for a while. By making
the change reversible, you create the oppor-
tunity to take the revised reality for a test
drive before committing to any long-term
change.
Blackmail
The villain threatens to expose certain infor-
mation about the victim unless paid off; the
payoff can be a variety of things or services,
as with extortion. Generally this wouldnt
be the kind of crime that superheroes would
detect or combat unless it was part of a
larger scheme or was directed against the
heroes themselves, either because one of
the heroes is the victim, or the payoff is for the
victim to somehow interfere with the heroes.
For instance, a hero might be blackmailed
into attacking them, or a police chief into
attempting to frame one of them. Another
possibility is the heroes are brought in by the
victim, which implies considerable level of
trust by the victim or perhaps that the heroes
are for hire (super private-detectives).
137
20. A DVENTURES
Challenge
The villain calls out the heroes. Some-
times the villain will combine this with other
schemes to ensure that the heroes respond
to the challenge, such as by kidnapping
somebody or threatening to blow something
up unless the heroes face them; sometimes
they will just start smashing things to force the
heroes to respond. In some cases, the chal-
lenge may be a ruse, intended to distract the
heroes while the villains accomplices carry
out the real mission.
Conquest
The villain wants to take over a certain terri-
tory, or sometimes organization. Many mul-
tipart schemes involving other crimes have
conquest as their final goal. In an evil set-
ting, such as a future dystopia, the heroes
home setting after conquest by a villain, or
a foreign territory thats dominated by a vil-
lain, the heroes can be the ones planning for
conquest or liberation.
Counterfeiting
In low Scope campaigns, counterfeiting of
currency or things like sports memorabilia
or trademarked clothing is another sort of
crime that the heroes can investigate. At
higher scopes, counterfeiting can be aimed
at wreaking economic havoc by hostile for-
eign powers or villains. In superhero set-
tings, counterfeit drugs can have unusual
side-effects, such as causing innocent peo-
ple to display bizarre behavior, go on ram-
pages or even become monsters.
Destruction
The villain just wants to smash stuff up, or
smash certain things up (such as a factory,
monument, building, organization), either for
revenge or just for kicks.
Extortion
The villain threatens to do something unless
paid off; the payoff can be money, power,
138
some component of a larger scheme, or
something unusual like the authorities turn-
ing a blind eye towards some activity of the
villains such as his exacting revenge upon
certain heroes. This category covers classic
schemes ranging from threatening to blow
up buildings to threatening the nations of the
world with a weather control satellite, all the
way to threatening the destruction of the en-
tire cosmos unless the villains demands are
met.
Frame-Up
The villain frames someone, usually the
heroes but sometimes an important NPC, for
a crime. Framing the heroes can present
the good guys with interesting challenges as
they work to clear their names while avoiding
getting on a permanently bad footing with
the authorities by resisting arrest or incarcer-
ation too forcefully (its a rare hero who will
simply submit to arrest and trust the system
to work it all out). Framing an NPC can add
an element of uncertainty to the heroes de-
liberations, since they can no longer be quite
as sure that the NPC really is innocent.
Impersonation
The villain pretends to be somebody hes
not. This can cover both pretending to be
a person who doesnt really exist (nobleman
of a country nobody is familiar with in order
to gain access to posh events), and specific
real people, such as impersonating a CEO,
the mayor or chief of police, on up to the
President. The villain may be using powers
such as shapeshifting or mental illusion, or be
a master of disguise, or may be construct-
ing robot duplicates or clones. On common
variation on this is for impersonation to be of
one of the heroes, either to gain the trust of
the other heroes before betraying them, or
to discredit the hero by committing crimes in
his guise.
Villainous duplicates can spice up a cam-
paign, but overuse can make the heroes or
at least the players too paranoid to function
effectively. It can also stretch the suspension

of disbelieve all out of shape. If the play-
ers encounter a hostile race of shapeshifting
aliens who can perfectly duplicate anybody,
it becomes hard to avoid asking why they
havent already infiltrated and replaced ev-
ery Earthling in a position of power. And
if it turns out that they have, that usually
completely changes the nature of the cam-
paign. Usually the GM can head this off by
making a reason that the imposters are easy
to detect once you know how (where learn-
ing how can be the focus of one of the early
adventures) or there is some limitation such
as the amount of time it takes to produce a
good duplicate or how long one lasts that
makes it impractical on a scale that would
be impossible for the heroes to deal with.
Kidnapping
The villain abducts someone; in some ways
a combination of theft and extortion, it de-
serves a special mention just because of how
common it is in superhero stories. People
as objects of theft are inherently more inter-
esting than the jewel-encrusted statuette of
the god Mac-Gu-Fin, and it can be made
more interesting still when the person is im-
portant to one of the heroes. Kidnapping
is also a reliable way to get some leverage
on the heroes to extort them to do (or refrain
from doing) something in order to further the
villains greater scheme. Villains should al-
most never kill kidnapping victims, at least
the ones that are important to the PCs, un-
less youre going for a very dark tone in your
campaign. Theres not a lot the players can
do to prevent NPCs from being kidnapped,
but they can easily decide not to care so
much; unless they enjoy wallowing in angst
(which some players do), dont push them
in that direction. An important sub-category
of Kidnapping is Break Out, where the victim
is somebody whose been incarcerated; de-
pending on the circumstances the victim
may even cooperate in escaping. In some
cases it may even be the heroes Breaking
out a companion who has be incarcerated,
perhaps unjustly by the lawful authorities or
simply being held prisoner by a villain.
Schemes
Murder
The villain wants to kill someone. As pointed
out elsewhere, given the nature of super-
powers this can be very hard for the heroes
to stop unless warned in advance. One of
the reasons that superheroes often deal with
serial killers, or at least murderers with a list of
intended victims, is that repeating the crime
give them an opportunity to at least stop the
villain before he kills again. Pure mystery sto-
ries usually start with the crime already over
with; while its possible to structure superhero
adventures that way, a steady diet of it may
leave the players feeling more like cops than
superheroes.
Theft
The villain wants to steal something, either
for its intrinsic value, or to satisfy his mania,
to fulfill a contract, or as a component of
a larger scheme. Theft makes an excellent
relatively low-stakes scheme; since the vic-
tims can usually be made whole again when
the heroes succeed in tracking and captur-
ing the villain, it tends to matter less if it takes
them a number of tries before they under-
stand the pattern of the crime, and allows
them to try plans like putting a homing de-
vice on the swag and deliberately letting the
villain get away so they could trace him to
his lair, which would be grossly irresponsible
if lives were at stake. Theft can also be a
prelude to a bigger scheme, thus nearly any
type of villain might be found engaging in it.
Either the villain can require funding for the
bigger scheme, or the object or information
that he needs to complete the master plan
cannot be obtained any other way.
Time Travel
In some cases, this is just a variation on Al-
ternate Reality, just limited to plausible out-
comes from making particular changes to
the time stream. Variations include hav-
ing to chase the villain through various time
periods, or villains who can summon min-
ions and pets from other time periods. Di-
139
20. A DVENTURES
nosaurs are a favorite here. Sometimes there
is no villain behind it, and instead its an ex-
periment gone awry or an unusual natural
phenomenon. One variation that is easier
to achieve in fiction than in games is the
villain can use time-travel reliably for short
hops, so instead of being in effect a gate-
way to somewhere else entirely, he can try
a scheme, and then if it fails hop back and
re-run it, fixing the flaw the heroes exposed
in the last iteration. This could be handled
in two ways: one would be to cheat in the
villains favor in the way that was recom-
mended against in the discussion of Mas-
terminds, excusing it by saying the villain
genuinely can cheat and effectively know
the players plans before they happen; an-
other, which would require the players being
much more willing to play along and fire-
wall their knowledge, would be to actually
stop and rerun parts of the adventure from
earlier points. The latter makes it clear to the
players whats going on, which will probably
increase their enjoyment of it, provided they
dont find it annoying that they have to keep
playing with the characters in perfect igno-
rance of why the villain is always one step
ahead and lucky breaks always go his way.
In either case, the GM should have a clear
plan in advance of a way that the char-
acters can discover and thwart the time-
jumping ability despite the rewinds, such as
by distracting the villain so that one of the
heroes can imperceptibly mess with the time
travel device so as to render it useless or trap
him.
Lairs
Lairs are primarily places to have interest-
ing battles. Theres no need to carefully
map out a Lair, or to have the heroes ex-
plore it corridor by corridor. For one thing,
superheroes will almost always have at least
one team member with special movement
Powers, senses, or skills that make navigating
through an unknown building easy, or at the
very least have the ability to grab one of the
ubiquitous guards and intimidate him for di-
140
rections; for another, mapping corridors and
listening at doors isnt what superhero action
is about, and quickly becomes tedious.
Instead the lair should be conceived of in
terms of areas suitable for the heroes to take
action; that doesnt have to mean battles,
though it often will, but each area should
have a reason that it exists from the point
of view of interacting with the heroes and
their Powers. For instance, if the heroes are
searching for a formula for an antidote to the
plague thats devolving the populace into
apes, then there should be an area for the
safe or computer banks that contain the for-
mula. Then, since the villain wouldnt leave
such a thing unguarded, there should be
some guards or traps, or at least an alarm
to summon the villain and his henchmen.
Moving from area to area should be han-
dled by the players invoking the Primary Rule
to justify how they decide where to go next
and how they get there.
Paranoid or cautious Villains will often build
things into their Lairs to give the heroes trou-
ble, such as automated defenses, reinforced
doors, patrols, etc. Some, such as force-
fields or magic-dampening fields, might pre-
vent certain Powers from working altogether.
Theres nothing wrong with this, though it
gets tiresome if every villain has taken every
conceivable precaution. A force field that
prevents a hero with the Power to become
intangible and move through objects from
escaping from a cell makes perfect sense,
particularly if the cell was designed specif-
ically to hold him, but its a bit much if it
protects every wall in the base, and if it be-
comes standard equipment on all the walls
of all the villains Lairs the player will feel that
the GM isnt actually giving him the bene-
fit of his chosen Power. If as GM you feel
that certain Powers such Intangibility or Tele-
port are game-breaking, you should discuss
forbidding them entirely with your players in-
stead of allowing them but rendering them
useless whenever its important.

Typical things for a Lair to have
Control Center, Security Center, Brig, Labo-
ratory, Garage or Hangar, Power Plant, Liv-
ing Quarters, Barracks, Arena, Monster Pit,
Ducts, MacGuffin Chamber, Throne room, In-
ner Sanctum, Escape Route
Preparing for an Adventure
1. Review Complications
2. Devise a Scheme
3. Decide on a Villain or Villains
4. Sketch Out Locales
5. Invent Obstacles
6. Fill In Details
Preparing for an Adventure
Often the second two steps can be
swapped: pick the villains and then come
up with the broad outlines of a scheme that
they might be attempting.
Review Complications
Since Complications are in essence hints to
the GM about the kinds of stories that the
players want to see their characters involved
in, before coming up with the adventures
you should review the heroes current Com-
plications. Remember they can change
their Complications between adventures if
theyre getting bored or thought of some-
thing new they want to explore, so you need
to keep up-to-date. There isnt a fixed quota
of Complications that you need to aim for
each adventure, but you should keep them
in mind, paying particular attention to Big
141
20. A DVENTURES
Complications that havent been touched
on recently. If theyre fresh in your mind then
even if you dont focus the adventure on
them, you can try to work them in as the
opportunity arises. Reminding yourself be-
forehand that the player wants an ongoing
problem to be Benjamin Buttons adventures
as The Bouncing Brawler interfering with his
relationship with Lina Lake lets you spot the
opportunity to insert a scene where he has
to make excuses about why hes not taking
her to the prom when out of the blue the
players propose to spend the next three days
of game time flying off to Dr. Brains remote
tropical island to investigate whether the lair
they destroyed two sessions ago is still aban-
doned.
Reviewing Complications also lets you
make sure that the villains are prepared to
exploit the heroes weaknesses, where ap-
propriate. You wouldnt want to realize that
you missed a golden opportunity to make
the Iron Golems player deal with his weak-
ness to salt water while fighting Captain
Squid because you both forgot about that
Small Complication since it had been so long
since it last came up, would you?
Devise A Scheme
Figure out what the villains are going to try to
accomplish, in broad strokes. If nothing im-
mediately occurs to you, look at the section
on Schemes and see if any tickle your villain-
ous fancy. You can also mentally run through
various schemes that you might have en-
countered in fiction and see if one of them
might do for your heroes, with the serial num-
bers filed off, of course.
Often going farther afield than superhero
stories can provide fertile ground for the
seeds of an adventure, either ramping it up
by adding supervillains, or toning it down
by changing the gods and heroes of myth
to more ordinary villains. For instance, you
might have a modern-day Fagin organizing
a bunch of super-powered kids to steal for
him, or have an individual or agency whose
headquarters is threatened by repeated at-
tacks by a monster recruit the heroes to play
142
Beowulfwith or without the heroes eventu-
ally having to face Beowulfs mother.
Even if the players recognize the underly-
ing story, since superhero stories are by and
large about archetypal heroes involved in
archetypal events, their interest in the story is
likely to be enhanced instead of diminished;
at any rate, at a sufficient level of abstrac-
tion and once youve worked in ongoing
plot threads, NPCs and villains the heroes my
have encountered before, and the heroes
Complications its unlikely the players will rec-
ognize the source you swiped the Scheme
from unless you deliberately hint at it, e.g. by
calling the corporation whose Headquarters
the heroes are defending Heorot, Ltd.
Decide On Villains
Who are the villains the heroes will have to
face? Sometimes the Scheme will suggest
a particular villain or set of villains, or youll
have decided on the Villains first for other
reasons, but many Schemes could be car-
ried out by any number of villains. Do you
want to create a new villain for this partic-
ular Scheme, or go with a villain the heroes
have already encountered? Usually early in
the campaign you want to have new villains
for each new adventure, so the setting feels
larger and less claustrophobic (sometimes,
though, the point of the setting is that the
heroes will keep butting heads with a par-
ticular Villain or Organization until the story
arc and the campaign are resolved). Later
on, you will probably want to return to some
of the earlier villains. One of the joys of the
campaign structure is the sense of shared his-
tory that gets built up over time; if you never
revisit old villains you never give the players
the satisfaction of being able to recall de-
tails from their previous encounters in order to
recognize the handiwork of the villain or use
some knowledge they acquired of his weak-
nesses to defeat him. You can, of course,
fake that sort of thing with NPC exposition or
letting the players have such knowledge as
part of one of their Powers or Backgrounds,
but it isnt the same.

Villains can be created quite easily from
the Templates, or simply by assigning them
Powers and Power Levels; as long as you
keep an eye on the Templates to keep things
reasonable, theres no real reason to go as
far as using the character creation rules; as
everybody knows, villains cheat. (Or at least,
villains might well have gotten quite a bit
of experience before initially encountering
these particular heroes.) When designing
a villain, try hard to make the villain mem-
orable. Two villains with identical Powers
should be completely distinguishable by their
Motives, and M.O.s, and ideally even villains
with similar Motives and M.O.s can be distin-
guished by personality, speech patterns, and
other such details.
The next thing to decide is how tough a
fight the villains should be, singly or together.
Particularly in campaigns where death is
rare, theres no reason to go easy on the
heroes; some of the best, most memorable
adventures can occur where the heroes are
out-classed and need to come up with a
cunning plan in order to win. You want a
balance, though. If the heroes are always
facing impossible odds and triumphing, the
players will tend to assume that youre just
going easy on them and their victory wasnt
really their own doing; on the other hand
if they keep getting squashed, because af-
ter all the odds were impossible, theyll get
bored or frustrated pretty quickly. Ideally you
should be balancing the villains so that most
of the time it seems challenging but possi-
ble, some of the time its a piece of cake (to
remind the players that they are indeed su-
per), and once in a while they face some-
thing that months afterward they still cant
believe they won against.
Kapow! has a number of features to make
this easier to GM. For one thing, the Scope
levels give the GM a rough idea of how chal-
lenging a particular fight will be. If you keep
the minions a level or more below the heroes
in Scope, the heroes should be able to plow
through them fairly easily, though they can
still pose a threat if they Combine. Villains a
Scope level or so above the heroes will be
quite tough to defeat in a stand-up battle;
Preparing for an Adventure
Combining Powers against them might work,
or a Power Play, but it should take quite a bit
of luck to take them down with an ordinary
attack. Several Scope levels higher, and the
heroes will need to find a Complication to
use against the villain or take steps to thwart
the Scheme itself instead of expecting to put
the villain Out.
Another feature, though, is that while in the
long run the Scopes represent distinct levels
of power, in any given fight the luck of the
dice can play a large role. A Street Level
thug rolling d4, d4 will sometimes be able to
beat a roll on d12, d12 by 3, which could
even be an Out if the target had left the At-
tribute at the Base Attr; its not likely (less than
1/3 of a percent chance), but its possible.
Its not until PL 13 (d8+5,d12) that it becomes
literally impossible for a PL 4 (d4, d4) attack to
succeed. This encourages players to be con-
fident in their Powers, while still leaving the
possibility open that a cocky hero could get
taken down a peg. While you cant go too
far wrong in assuming that equal number of
villains as heroes at the same Scope is a bal-
anced fight, the large role luck plays means
that you dont have to be too precise: no
need to calculate the average attack roll of
the whole hero group and compare it to the
average defense roll of the villains, then mul-
tiply by a challenge factor or anything of the
sort.
Note that even though the heroes might
have encountered these villains before, you
should still take a moment to think about
their current level of power. The power level
of the heroes doesnt stay static throughout
the campaign, so theres no reason for the
villains to remain the same either. Perhaps
the reason the villains are up for a rematch
is theyve just recently boosted their power,
or their current Scheme is to upgrade them-
selves...and if the heroes cant stop them
theyre in for the fight of their lives!
After identifying the villains and deciding
on their Power Levels, think about the villains
Complications and how the villains might in-
teract with the heroes Complications. Vil-
lains Complications generally provide the
motive for their villainy, some limitations on
143
20. A DVENTURES
what lengths they will go to, things that
give them a unique approach or personality,
and weaknesses that the heroes can exploit
the latter being particularly important if you
want the heroes to eventually be able to de-
feat a more powerful villain. See if theres
something about the villains that can tie in
to one of the heroes Complications.
This is also a good time to think about
dialogue for the villains, particularly villains
who are prone to monologuing or grandil-
oquence. Flee puny mortals, or feel the
wrath of Krognor, Master of the Dark Horde,
Scourge of Worlds unleashed! does a lot
to convey the style of the villain, but is a bit
more than most of us can come up with on
the fly while worrying about whose Turn is
next, how many Actions has the villain used,
and all the other things the GM has to keep
in mind while running the game. Quips are
also good to prepare in advance, particu-
larly for villains (and heroic NPCs) who are
prone to thematic punning. Not every style
of campaign requires it, but even sounding
like a bad-ass and making chilling threats
can usually benefit from a bit of forethought.
Jot down a couple of things the villain is likely
to say given the opportunity on the charac-
ter sheet, and even if you dont get to de-
liver the lines word-for-word during the game,
youll have done a lot to help establish the
villains tone in your own mind, which will help
you convey it to your players.
Sketch Out Locales
You dont literally have to sketch them, but
you should consider some of the locales that
are likely to come up in the course of the
adventure, such as the scene of the crime,
the villains lair, perhaps the homes or work-
places of some of the NPCs the heroes might
want to question if theres a mystery to solve.
Picture the scene in your minds eye (or crib
from movies and comics) and make note of
the things that the heroes and villains are go-
ing to want to interact with when invoking
the Primary Rule. What are the things to rip
up, throw, hide behind, fall into, set fire to? Is
there glass to smash, propane tanks to rup-
144
ture (or be careful not to rupture), comput-
ers to hack, alarm systems to bypass, vault
doors to tear off their hinges and hurl like Fris-
bees, animals or other caged creatures that
might get free? Are there people around
that might need to be protected from all
the chaos? Jot these things down in ad-
vance, and itll be a lot easier to work them
into your description of the locale when the
heroes get there, and for the heroes and vil-
lains to take advantage of them during the
scene. Remember, though, just because you
didnt detail it initially doesnt mean the play-
ers cant add it to the scene on the fly; as
long as it fits the Primary Rule and doesnt
throw people out of enjoying the game with
its absurdity, you should try to just roll with the
features that the players imagine being there
as well.
Bear in mind that a lot of locales can be
reused or re-purposed, so time spent in brain-
storming details of a locale is almost never
wasted, even if the heroes dont visit it this
adventure. Not only is one bank interior
much like another, even completely unique
locations such as the flying headquarters of
the international security agency can be re-
visited later on as long as theyre not de-
stroyed...and sometimes even then, thanks
to such commonplace occurrences in super-
hero settings as time travel and parallel di-
mensions. Returning to locales that the play-
ers have experienced before helps to an-
chor the campaign in shared experiences,
and is a big aid in giving the setting continu-
ity and concreteness that superhero settings
sometimes lack. Its good to have touch
points the players can rely on to help bal-
ance the anything goes nature of some of
the wilder superhero settings.
Even if the locale is a clone of one that
youve used before, try to give it one or
two touches that make it unique and mem-
orable. Maybe the mayors office and the
office of the CEO of Mega Corp are es-
sentially the same, with the same sort of
large executive suite furnishings. You can still
give the one a couple of large flags and a
big autographed picture behind the desk of
the mayor shaking hands with the President,

while the other has a huge glass globe with
Mega Corp holdings worldwide picked out
in little red lights projected onto it from the
base.
When its actually time to play, dont worry
about whether you work all the details in. Its
not necessary, and probably not helpful, to
write out a block of flavor text for each lo-
cale and then read it out loud to the players
when the heroes arrive. The important thing
is the smooth flow of the game, not whether
you got everything right. Right is when the
players have fun and have enough sense of
the place to make effective and entertain-
ing use of the Primary Rule. Try to describe
all the most noticeable features of the room,
but keep it brief; particularly if the villains are
already there and in action, the players are
going to want to hear about what theyre
doing, not how the room is decorated. If it
doesnt make the first pass at describing the
scene, therell be time enough to note the
big globe when one of the villains grabs it
and tries to hit a hero with it.
Invent Obstacles
The next step in preparing the adventure is
to brainstorm what the obstacles the heroes
might run into when trying to anticipate the
plan and catch the villains. You want to
avoid making every adventure Heroes find
villain to fight; heroes fight villain. Or at least
dress it up a bit so its less bare-bones. Heres
a good place to try to work in the appro-
priate Complications. If one of the heroes
has Claustrophobia as a Complication, will
a vital clue or an NPC that needs rescuing
be at the bottom of a narrow shaft? If the
hero has to look out for her intrepid reporter
boyfriend, will he be one of the people the
villains seize as a hostage while he was cov-
ering the launch of the new satellite they in-
tend to steal? This isnt picking on the play-
ers, this is tweaking the adventures to en-
gage them through their chosen Complica-
tions.
Obstacles might take the form of emer-
gencies arranged in other parts of the town
to distract the heroes, villains showing up
Preparing for an Adventure
and wanting a rematch, people needing the
time or attention of the heroes or of their se-
cret identities, potential leads to some long-
standing issue that the hero has been pursu-
ing but doesnt have time for at the moment,
or anything else that might divide the heroes
attention or complicate the situation. Other
obstacles might be repercussions from prior
adventures, such as the teleportation grid
still being on the blink after the fight inside
the base last week against The Kraken, or
a warrant out for the arrest of one of the
heroes because they never did straighten
out that case of mistaken identity. Just be-
cause a hero didnt take an explicit Compli-
cation doesnt mean that the GM has to ig-
nore or downplay any of the possible fallout
from prior events in the campaign.
Its not only the heroes plans that never
survive contact with the enemy...the villains
should run into obstacles as well. Perhaps
the mob boss they leaned on resents it
enough to phone an anonymous tip to the
heroes. Perhaps the intrepid reporter being
held hostage manages to secretly turn on his
cell-phone and hit speed dial for the heroes
HQ. Maybe the scientist they kidnapped to
force to work for them unbeknownst to them
is actually a retired villain himself. Perhaps
the device theyre trying to steal is unstable,
and in a critical phase where the least dis-
ruption could result in unexpected catastro-
phe...or opportunity. After all, a scientific ac-
cident is a great way to introduce new vil-
lains or heroes.
Fill In Details
Sketch out some of the NPCs that the heroes
and villains are going to encounter, and
what ways they might hinder or help. Come
up with names, brief descriptions of their
appearances, personalities, and perhaps
background. Figure out how will they re-
act to the villains if left to their own de-
vices. Would the millionaire prefer to pay
the ransom for his daughter and hope for the
best? If thats not what the heroes would ad-
vise, will he trust their judgment, or try to go
around them? How will the police react? Do
145
20. A DVENTURES
the heroes have any Reputation or other As-
sets that might influence things?
Are there ways in which the heroes Back-
grounds can be brought into play? Is one of
the heroes secretly a millionaire playboy who
might know the father of the kidnap victim,
or perhaps has dated the victim? Do any of
the heroes have an in with the police, even
if it doesnt amount to a Perk or Contact?
What are the exact details of the villains
scheme? Will the heroes arrive as the kid-
nap attempt is going on? Does it depend
on what Powers and Backgrounds the heroes
have? If the kidnapping has already taken
place by the time the heroes are brought in,
or if they show up but fail to stop it, what are
the clues that the villains might have left be-
hind that would let them track the villains to
their hide-out. How is the ransom exchange
going to take place? Where will the villains
head once they have the money? Will they
release the hostage as promised or will the
heroes have to find her and rescue her be-
fore its too late? You want to consider this
sort of thing in advance, so the villains can
take the obvious precautions, but you prob-
ably dont want to make it bulletproof or rely
on exotic abilities unless thats part of the
particular villains MO.
You dont need to be obsessively de-
tailed, with contingency plans piled on con-
tingency plans and every last line of dialog
the NPCs might utter scripted, but you should
know enough to always come up with what
happens next, and to be able to describe
what the villains and other NPCs are doing or
what happens as a result of the heroes ac-
tions in accordance with the Primary Rule.
The goal is always to present the heroes
with a challenge; they may sometimes
fail the challenge, but they shouldnt be
thwarted at every turn. Make sure that you
dont accidentally set the stakes such that
the campaign will be ruined if things dont
go the heroes way. Unless you plan on run-
ning the campaign so that the heroes liter-
ally can never fail, you should spend some
thought on what happens if they fail, with an
eye towards giving them another chance to
salvage something or put things right. Un-
146
less youve all agreed to play a grim, un-
forgiving campaign, losing a fight or getting
outsmarted should rarely result in a hostage
being killed, let alone the world getting de-
stroyed.
Look for ways to foreshadow future adven-
tures, or incorporate call-backs to previous
adventures. Re-using NPCs, MacGuffins or lo-
cales where appropriate can help empha-
size the continuity of the world, which is a
big part of the attraction of superhero cam-
paigns. Too much can make the campaign
claustrophobic, the villains shouldnt always
be raiding the same super-science labs, but
a healthy dose of familiar faces and places
can be a big aid both the to the GM and the
players. Familiar details are grist for the mill of
the Primary Rule, and familiar personalities
particularly if the GM has taken the trou-
ble to make them distinctivegives the play-
ers the pleasure of being able to anticipate
and perhaps even take advantage of their
understanding of the setting and the char-
acters. Foreshadowing future plot develop-
ments, perhaps by introducing an NPC or lo-
cation as a minor that will be front and cen-
ter in a planned future adventure lays the
groundwork for richer, more satisfying adven-
tures. Also be on the look-out for details that
capture the players attention and imagina-
tion even if they were made up on the fly.
E.g. if the players unexpectedly stop to talk
to the museum curator before rushing in to in-
vestigate the goings on in the museum and
on the spur-of-the-moment you make the cu-
rator a strikingly beautiful blind woman with
a Russian accent, and the players start to
speculate among themselves as to what her
story is, make a mental note to come back
to that some time. If they come up with a
clever use of their Powers, not only should
you expect to see them return to that again,
you should consider whether villains might in
the future do something similar...or at least
start to anticipate the heroes doing so.
Try to plan out what the villains are likely to
do if things go against them, or even if things
go unexpectedly well such as all the heroes
being Out at the beginning of the battle.
Superhero campaigns tend to require a lot
 Preparing for an Adventure

of improvisation by the GM. With some ad-

vance consideration of the possibilities you
can reduce the burden of making decisions
in play; in particular this can be important if
you want the villains to seem clever or pro-
fessional. Dont get too wedded to a par-
ticular plan or sequence of events, though.
The whole point of playing is to see what
the players do, and particularly in superhero
games where the players can call on a vast
array of powers and use them in completely
unexpected ways you have to be prepared
for the plot of the adventure to rocket off in
directions you never considered as you pre-
pared it.

Plot Devices
Often the villains scheme will hinge on un-
leashing some effect or Power thats vastly
beyond the Scope of the campaign. For in-
stance, a City or Neighborhood Scope villain
might have constructed as part of a particu-
lar scheme a Shrink Ray capable of shrinking
an entire city in one go. Its not part of his
usual Powers, its the plot for the adventure.
Such Powers are Plot Devices. Despite the
fact that Kapow! would let you calculate ex-
actly what PL would be required to do that,
and what the target difficulty would be for a
whole City, dont bother. If the scheme be-
gins with the villain shrinking the entire city,
heroes included, just describe whats hap-
pened and move on to the adventure of
the shrunken heroes making their way out
of the city and through the villains to-them-
gigantic lab, searching for a way to reverse
the effect.

147
 Part IV

Appendices

148
Appendix A

Random Character Generation

Sometimes it can be difficult to come up with

a unique character concept. Often you can
take an existing character from some story
you like and tweak it to make it your own,
but there are times when you prefer not to, or
feel like youre stuck in a rut. This can be par-
ticularly true of GMs, who need to come up
with many interesting and memorable NPC
characters. The tables in this Appendix can
help. They are intended to be aids to creativ-
ity, not a fixed procedure, so use them any
way you like: work your way through, rolling
as instructed, roll on some tables and choose
from others, or just read them and pick what
sounds interesting.
Once you have a concept, translate it into
a character following the steps in Creating
a Superhero on page 19. Start with a Pow-
erhouse Template, giving it a main power,
an automatic defense, and a movement
power, then see if you can think of other ob-
vious powers youd like to have; if so, swap
to a Standard or Jack-of-all-Trades Template
depending on how many you come up with.

149
A. R ANDOM C HARACTER G ENERATION
Theme
The following are broad categories of the
themes that superheroes often have; each
theme will have a table with additional sub-
themes and possibly examples. Many heroes
are combinations of more than one theme;
just keep rolling on the tables or picking from
them until you find a satisfactory combina-
tion, such as an Ancient Greek God of Wa-
ter, an Alien Soldier, or a Chimp who is also a
Detective.
Roll d10 Theme
1 Anachronistic
2 Animal
3 Elemental
4 Iconic
5 Ideal
6 Legendary
7 Professional
8 Signature Weapon
9 Technological
10 Unique
Anachronistic heroes might literally be from
another time, or they might just dress that
way. Another common theme is an up-
dated version of otherwise anachronistic
hero, such as a French Musketeer with a
high-tech electrified rapier, or a Roaring
Twenties G-Man with a laser Tommy-gun.
Animal heroes might have powers granted
by the animal in question, or simply in-
spired by them. Animal heroes might
even be the particular animal, evolved
into a humanoid, or in its natural state.
Elemental heroes represent very broad ba-
sic principles, or materials, not necessar-
ily just the classical Greek Elements. Ele-
mental heroes may be able to manipu-
late the element, or create it from noth-
ing; in the latter case they often can
only control the element that theyve
created (e.g. a Flame power would let
the hero shoot flame, or make things
like cages with it, but not necessarily
grab fire from a nearby building and use
that). They might even be composed
150
entirely of the element, which could pro-
vide for interesting Complications, such
as needing some kind of suit in order to
be able to interact with the environment
normally.
Iconic heroes represent types of heroes that
occur frequently in existing superhero
stories. Often the reason players wish
to play a superhero campaign is they
are inspired by an iconic hero; the trick
to creating one is to make it different
enough to be interesting, not just a car-
bon copy. Unless thats really what you
want to play. We wont stop you.
Ideal heroes are inspired by, or sometimes
represent or even embody a particular
concept, principle, or ideal. A hero or
villain will represent one side or the other
of the dichotomy, unless the hero is dual-
natured.
Legendary heroes may be actual gods and
creatures out of legend, people whove
somehow tapped into or inherited their
power, or just people who are inspired to
emulate certain aspects of the legend,
perhaps because of the similarity of their
powers.
Professional heroes might be a member of
the profession, with special powers and
abilities to be more effective, somebody
whose background was in that profes-
sion and despite now being a superhero
still sees the world through profession-
colored glasses, or just a hero whose
costume is inspired by the stereotypical
dress of the profession.
Signature Weapon heroes has a particular
weapon that, whether or not it is the
source of most of the heros powers, is
the emblem of that hero. If you see that
weapon come hurtling in, you know that
hero has arrived on the scene. Signature
Weapons are often magically or techno-
logically enhanced versions of the histor-
ical weapon.
 Theme

Technological heroes use high tech,

whether realistic or completely over-
the-top science fictional. Usually this is
depicted as being gadgets they oper-
ate or gear they wear, but sometimes
the devices are built-in or they are
themselves technological artifacts.

Unique heroes fit in none of the above cat-

egories. There is no table for Unique
heroes, since that would make them less
unique.

151
A. R ANDOM C HARACTER G ENERATION

Roll d20 Theme

1 Classical (Ancient Greece
or Rome)
2 Medieval European
3 Ancient Norse/Viking
4 Feudal Japan or China
5 Ancient Egypt
6 Ancient Africa
7 Biblical Middle East
8 Renaissance European
(e.g. Musketeers,
Cavaliers)
9 American Old West/Civil
War
10 Napoleonic
European/American
Revolution
11 Pre-Columbian
Mesoamerica/South
America (Inca, Aztec,
Maya, etc)
12 World War I
13 World War II
14 Roaring Twenties America
15 18th Century Pirate
16 Cold War
17 Alternate Dimension
18 Alternate Time-line Earth
19 Post-Apocalyptic
20 Far Future
Table A.1: Themes

152
 Theme

Roll d20 Animal Type Examples

1 Fish Bass, Clownfish, Dolphin, Eel,
Lionfish, Marlin, Puffer, Shark
2 Bird Crow, Dove, Egret,
Hummingbird, Ostrich, Parrot,
Raven, Robin
3 Insect Ant, Bee, Beetle, Butterfly,
Centipede, Cricket, Flea, Fly,
Moth, Wasp
4 Arachnid Mite, Scorpion, Spider, Tick
5 Rodent Bat, Capybara, Gopher, Mole,
Mouse, Rat, Squirrel
6 Canine Dingo, Dog, Fox, Hyena,
Jackal, Wolf
7 Feline Cat, Cougar, Leopard, Lion,
Lynx, Ocelot, Puma, Tiger
8 Bovine Antelope, Auroch, Bison, Bull,
Buffalo, Gnu, Ox, Yak
9 Marsupial Bandicoot, Kangaroo, Koala,
Platypus, Possum, Tasmanian
Devil
10 Pachyderm Elephant, Hippo, Rhino
11 Raptor Eagle, Falcon, Hawk, Owl,
Osprey, Peregrine
12 Amphibian Frog, Newt, Salamander, Toad,
Turtle
13 Aquatic Mammal Beaver, Manatee, Orca, Otter,
Porpoise, Whale
14 Reptile Alligator, Crocodile, Gecko,
Gila Monster, Iguana, Komodo
Dragon
15 Snake Anaconda, Boa, Cobra, Coral
Snake, Mamba, Viper
16 Dinosaur T Rex, Ankylosaur, Triceratops,
Allosaur, Pteranodon, Raptor
17 Extinct Giant Sloth, Mammoth,
Mastodon, Saber-tooth Tiger
18 Primate Ape, Baboon, Chimp, Gibbon,
Gorilla, Lemur, Monkey,
Orangutan
19 Equine Camel, Deer, Donkey, Horse,
Reindeer, Zebra
20 Invertebrate Jellyfish, Octopus, Sea
Anemone, Sea Urchin, Squid,
Starfish
Table A.2: Animals

153
A. R ANDOM C HARACTER G ENERATION

Roll 20 Elemental Theme

1 Earth
2 Air
3 Fire
4 Water
5 Ice
6 Light
7 Dark
8 Stone/Metal/Gems
9 Weather
10 Void/Vacuum
11 Steam/Mist
12 Plasma
13 Radiation
14 Plants/Wood
15 Crafted Materials (e.g. Paper, Brick, Glass)
16 Sound
17 Magnetism
18 Gravity
19 Electricity
20 Force Field
Table A.3: Elements

154
 Theme

Roll d20 Icon In a Nutshell

1 Amazon Woman warrior
2 Brick Tough, Strong
3 Detective Crime buster
4 Energy Projector Blasts things
5 Feral Acts like an animal,
may even be one
6 Gadgeteer Gizmos for every
occasion, often builds
them on the fly
7 Healer Fixes you up
8 Illusionist Fools you
9 Know-it-all Polymath,
super-scientist, Mr.
Exposition
10 Marksman Bullseye every time,
may use gimmicked
weapons
11 Martial Artist Fights unarmed or
with low-tech
weapons
12 Monster Powers (un)natural to
kind
13 Mystic Magic spells or items
14 Ninja Sneaks around
15 Psychic Mind tricks/psi powers
16 Shapeshifter Flexible, master of
disguise
17 Size Changer Gets big, or small, or
both
18 Soldier Fights with best
(possibly tech or
magic) gear
available
19 Speedster Super-speed
20 Super-patriot Emblematic of native
country or region
Table A.4: Icons

155
A. R ANDOM C HARACTER G ENERATION

Roll d20 Ideal

1 Freedom/Slavery
2 Peace/War
3 Love/Hate
4 Justice/Injustice
5 Harmony/Conflict
6 Forgiveness/Vengeance
7 Progress/Devolution
8 Creation/Destruction
9 Technology/Nature
10 Life/Death
11 Order/Chaos
12 Right/Might
13 Beauty/Horror
14 Courage/Fear
15 Victory/Defeat
16 Safety/Danger
17 Skill/Luck
18 Virtue/Vice
19 Light/Dark
20 Heaven/Hell
Table A.5: Ideals

156
 Theme

Roll d8 Legend Type Examples

1 Deity African, American
Indian, Christian (e.g.
Angel or Demon),
Greek, Hindu,
Japanese, Norse
2 Classical Basilisk, Cockatrice,
Dragon, Faun,
Gryphon, Kraken,
Manticore, Nymph,
Sphinx, Unicorn
3 Exotic Kappa, Kirin, Kraken,
Naga, Oni, Yuki Onna
4 Fairy Tale Big Bad Wolf, Boggart,
Brownie, Elf, Genii,
Giant, Goblin,
Mermaid, Ogre, Pixie,
Pooka, Redcap, Red
Riding Hood, Witch
5 Fantasy Barbarian, Cleric,
Dwarf, Elf, Gnome,
Kobold, Orc, Paladin,
Rogue, Warrior,
Wizard
6 Fiction Don Quixote, Fu
Manchu, Odysseus,
Paul Bunyan, Pecos
Bill, Robin Hood,
Sherlock Holmes,
Tarzan, William Tell
7 Historical Alexander, Aristotle,
Boudicca, Confucius,
Joan of Arc, John
Dee, Lao Tse,
Napoleon,
Nostrodamus,
Socrates, Solomon,
Tutankhamun,
Vercingetorix, Xerxes
8 Horror Frankenstein, Ghost,
Ghoul, Mummy,
Swamp Creature,
Werewolf, Vampire,
Zombie
Table A.6: Legends

157
A. R ANDOM C HARACTER G ENERATION

Roll d12 Profession

1 Doctor
2 Engineer
3 Fireman
4 Librarian
5 Miner
6 Nurse
7 Pilot
8 Police
9 Reporter
10 Sailor
11 Scientist
12 Soldier
Table A.7: Professions

158
 Roll d20 Weapon Examples
1 Armor powered armor, various historical armors
2 Axe battle-axe, hand-axe, hatchet, labrys, tomahawk
3 Bow short bow, crossbow, crosspistol, long bow
4 Cestus brass knuckles, cestus, stun-gun
5 Chain chain-and-sickle, ball and chain, lasso
6 Club baton, billy club, blackjack, club, shillelagh, singlestick
7 Exotic bolas, boomerang, improvised weapons, playing cards, toys
8 Fantasy double-headed axe, flying guillotine, magic ring, shapeshifting weapons,
swordchuks, wands
9 Gun(s) blasters, pistols, rifles, machine guns
10 Grenades concussion, darkness, EMP, flash, glue, sleep, stun
11 Halberd glaive, halberd, naginata
12 Knives bayonets, claws, switchblade
13 Mace/Maul baseball bat, hammer, mace, maul, morningstar, sledgehammer
14 Martial Arts jitte, kama, kusarigama, nunchaku, sai, tonfa
15 Shield buckler, hoplon, kite, targe, thrown
16 Spear lance, spear, partisan, pike
17 Staff bo, quarterstaff, sectional staff, jo
18 Sword broadsword, bastard sword, gladius, katana, longsword, rapier, saber,
scimitar
19 Throwing Knife/Star darts, shuriken, throwing knives
20 Whip bullwhip, chain whip, meteor hammer
Table A.8: Signature Weapons

159
Theme
 Roll d12 Technological Type
1 Steampunk Hi-tech devices, but powered by steam or coal instead of
electricity or atomic power.
2 Retro Hi-tech, but as imagined in the 30s and 40s. Jet-packs,
ray-guns, bubble helmets.
3 Cyberpunk Hi-tech, generally visible, body mods. Mirrorshades, in-skull
computer jacks.
4 Biotech Based on biological principles, often built-in
5 Mechanical Actual semi-realistic machines that you wield or wear.
Powered armor with pistons and hydraulics.
6 Forcefield Tech that involves energy field projections, visible or invisible
barriers, magnetism.
7 Robotic Build and control robots, or you are one
8 Jury-rigged Built out of readily available parts, often on the fly.
9 Nanoscale Uses microscopic machines, usually to build or repair
(including healing)
10 Speculative Based on speculative SF. Wormholes, cold fusion, uploading
A. R ANDOM C HARACTER G ENERATION

personalities, quantum entanglement

11 Pseudoscience Based on discredited theories: phlogiston, luminiferous ether,
orgone energy
12 Superscience Inexplicable, might as well be magic. Shrink rays,
extra-dimensional portals, transmutation.
Table A.9: Technology

160
 Roll d12 Origin Source of your powers
1 Accidental Something unexpected imbued you with them.
2 Alien Everybody has them where you come from.
3 Artifact You possess a device, usually unique, that the powers come
from; often losing the device would mean losing your powers.
4 Bestowed Somebody gave them to you
5 Construct You were built with them
6 Found You found or stumbled across some thing or circumstance that
grants powers.
7 Innate You were born with them, unlike others of your kind.
8 Invention You designed and built them, or the process that gave you
them.
9 Purchase You/your organization bought them; unlike Artifact, you can
usually repair or replace the source of your powers relatively
easily.
10 Study You researched how to get them, such as by studying magical
lore, or the way in which some creature gets its abilities.
11 Training Hard work, practice, and dedication gives you your abilities.
12 Upbringing You were raised from an early age to have them; unlike
Training it is probably not possible for somebody not raised as
you were or part of your lineage to have them.
Table A.10: Origins

161
Theme
Appendix B

Tables

162
163
B. TABLES

164
165
B. TABLES

166
Appendix C

Options Summary

167
C. O PTIONS S UMMARY

Attack Spend an Action. Roll 2 dice, take
higher.
Use Power spend an Action. Roll vs. GM-
assigned Difficulty to succeed; can opt
to become Hindered to change roll to
highest possible
Defend Defend with an Automatic or
spend an Action to defend with a Reg-
ular Power. If Attackers roll beats yours,
you are Hindered; if it beats it by more
than your Attribute, you are KOed for 3
Rounds
Overdrive Throw off Tired/Hindered, be-
come immune to Tired for number of Ac-
tions equal to Stamina, then become
Tired. Must be triggered by your Drive
Chase Spend an Action to change
range; may be Thwarted by a Move vs.
Move/Search vs. Hide contest. Ranges
are Combat Range, Pursuit Range, Lost
Contact
Power Play After 3 Rounds, may sacrifice
Power for new Power or Advantage or to
remove a Disadvantage

Aid Spend an Action to completely Un-

Thwart Spend Action to roll Power
against Power to prevent it succeed-
ing; thwarted character can choose not
to contest the roll but abort instead
(reuse the action and power for some-
thing else), or can spend an extra Action
to use a different Power to contest the
Thwart roll
Combine Each participant spends one
Action per power they are contributing.
Roll dice based on which Powers Ad-
vantages you want to use, +1 per Power
involved (Max bonus = number of play-
ers, no more than +1 from any one char-
acter)
Wild Shot Swap 2 matched dice for 1 die
next size higher (or drop low die for +1 on
high if mismatched)
hinder an ally.
Revive/Put Down for the Count Spend all
your Actions in a Round to bring an ally
back from KO, or to prevent an enemy
from recovering from KO
Battle Cry Get maximum result on Attack
roll (once per combat)
Intimidate spend an Action to Attack vs.
Best Power and Will to cow foe, (Hinder
= hesitates/considers cooperating, KO =
surrenders/flees); each die reduced by a
die-size if vs. multiple foes at once
Sudden Death Both sides agree to re-
solve entire confrontation in straight up
roll; higher side wins decisively, losers are
captured or otherwise out of the picture

Splitting Powers Split roll into single die at

two different targets, -1 die size for each
doubling of number of targets after that.
(4 targets is -1, 8 is -2, etc.)

Careful Aim Take half the largest die in-

stead of rolling; no Collateral Damage.
Not while Hindered

Pull Your Punch No Overkill

Supreme Effort Add Will to die roll. May

try Supreme Effort after roll is made if you
spend an extra Action. Become Tired;
Stamina drops by 1
168
Appendix D
How To Be A Good Player
Give your character a personality It neednt
be anything elaborate, and you dont
have to put on an accent, change your
speech patterns, or even speak in the
first person (though all those can add
something), but its more fun for every-
body at the table when the characters
are memorable, and people can de-
rive a lot of satisfaction out of recogniz-
ing when a character is doing something
that typifies the characters established
personality (Oh, thats sooo Merath!)
and even more when they manage to
predict and take advantage of that (I
knew Merath would go along with that
plan, because she gets to dress up as the
princess and boss everybody around).
Dont make your character a jerk unless
youre absolutely sure of your ability to
entertain the other players and GM with
the characters jerkiness. Its OK to be
the character that everybody loves to
hate, but its not cool for anybody to ac-
tually hate it when you play that char-
acter. When youre gaming with friends
theyll probably put up with your charac-
ter making everything less fun for every-
body but you, at least for a while, but
thats no excuse. Even if you are sure
that its entertaining and not too disrup-
tive, it would be wise to limit the jerk as-
pect to specific situations (the character
goes on a bender after successful ad-
ventures) and not just be all-around un-
pleasant.
Make your character a team-player unless
169
youre playing solo. Loners arent nec-
essarily jerks, but in Kapow! your char-
acter is going to be part of a team,
even if its not a formal team, and it
screws up the game if the character
keeps going off away from everybody
else and makes the GM split attention
between what the loner is doing and
then what the rest of the party is do-
ing. Every team needs a Hawkeye, as
Kurt Busiek once wrote, but the thing is
even though he might have groused, or
even quit, when it came time to act he
was there and pulling his weight. If your
character needs some alone time to be
true to the character, see if your GM is
amenable to doing that between play
sessions. That might be brief play-by-
email, or it might just be a couple of sen-
tences at the start of the session In the
six months between the end of the last
adventure and now, Doc Bronze went
back to the monks of Lhassa Apso and
meditated and trained, The Crimson
Fox has been operating solo, striking ter-
ror into the drug gangs of Dockside, or
even just My avatar of Gaea has been
communing with nature.
Make the character a self-starter and give
her a clear Drive. Everything is easier for
the GM if the character can be counted
on to have certain buttons that can be
pushed. On the flip side, dont give
the character Drives that are incompat-
ible with the plot or tone of the game,
at least without consulting the GM and
D. H OW TO B E A G OOD P LAYER
other players first, unless youre quite pre-
pared to play out how the characters
goals are frustrated. If the campaign is
about cleaning up the crime problem
in Bay City and stopping the drug wars
between rival gangs, its perfectly fine
if your characters Background is exiled
ruler of an underground Kingdom, but if
your Drive is to get restored to the throne
it can amount to an attempted hijacking
of the campaign if you dig in your heels
and ignore the plight of the Bay City res-
idents while trying to turn every adven-
ture into a quest to return to your realm.
Dont be a afraid to retire a character If
youre a design-in-play player who cant
really set out to make a character with a
given personality or approach, some of
the above advice might seem hard to
carry out. You might not have set out
to create a jerk or a loner, but as play
progressed you found thats what the
character has become. If that happens,
and you cant see a way to nudge the
character youve envisioned into some-
thing the other players can enjoy play-
ing with, its time to let that character
go. The loner can go off and be alone,
and you can create a new character
and try again. And even if youre not
design-in-play, and had the character
all figured out with a ten-page back-
story before you sat down at the first ses-
sion, if youre at all into thinking about
the inner life of the character there may
come a point where events in the game
mean that what the character would
do is leave the group. Characters quit-
ting teams and eventually returning (or
not) is a staple of the superhero genre.
So let the character leave, and maybe
youll pick it up again if in-game events
bring the characters goals or location
and the partys back in sync. Some-
times this will require some out-of-game
finagling with the GM and other players
(too many plots are written that make
the party a sealed group with a com-
mon origin or the only ones in the world
170
who can accomplish the overarching
campaign goal), but it beats making
yourself and everybody else miserable
with your square peg in the round hole
character.
Stick to genre and tone Especially in the
superhero genre there are going to
be certain assumptions as to what the
game is about, and what sort of things
its appropriate to do and what things
arent, and what characters fit the set-
ting and what dont. Dont push the
boundaries, at least until youre used
to playing in that setting and with that
group. Yeah, fine, a villain whos just
pretending to be a hero until he can
betray the team might be a cool idea,
but save it for when youre sure you can
carry it off without wrecking what every-
body else is hoping to get out of the
game. Similarly for a hero who would
just as soon execute the villains to pre-
vent recidivism when its established that
in this campaign neither heroes nor vil-
lains kill. It can be amusing for everyone
if your hero sometimes grumbles about
taking a harder stance...but if you just
start decapitating the captured villains
over the protests of the other players,
youve crossed the line.
Play the system appropriately Kapow! is de-
signed to promote a certain style of play,
which gives a large amount of freedom
to the players to help define game-world
reality; this can be difficult to get used to
at first if youre accustomed to just an-
nouncing your bonuses and rolling the
dice, or searching for the tiniest ambi-
guity to turn into a tactical advantage.
Contribute to the game in the spirit that
everybody else is playing, even if its
not your preferred style. If you have a
real problem with the style that every-
body else is enjoying, you can bring it up
for discussion, but maybe you should be
playing a different game.
Dont hog the spotlight, but dont shun it ei-
ther The only real limitation in the game
 is not how powerful or effective the char- Ultimately, most of this advice boils down to
acters are, but how much time they a principle of courtesy. Keep in mind that
get to strut their stuff and be the cen- everybody at the table shares the respon-
ter of attention. Thats the real cur- sibility of making the game fun and enter-
rency of the game: how much time do taining for everybody involved. Be willing to
you get to show your character doing make sacrifices as far as what would be your
his stuff. If you suck up all the avail- ideal ultimate solo gaming experience in or-
able time, thats bad, but its also bad der to keep everybody involved and having
if your sole contribution to the groups a good time. Be flexible in what and how you
enjoyment is getting your turn out of the play, and dont play if youre not having fun.
way as expediently as possible, whether
out of shyness or boredom. If youre
not doing anything more than saying
I attack every time somebody points
out its your turn, youre not contribut-
ing as much to the entertainment as you
could be. If you feel like your charac-
ter is ending up with too much spot-
light time, you can often share the spot-
light with other characters by engag-
ing them in-characterparticularly if you
know something about their Complica-
tions. If youre feeling starved for atten-
tion to your characters doings, make
sure that you offer the GM good char-
acter and plot hooks through your
Complications...and remember that in
Kapow! you can change your Compli-
cations if you wish.

Discuss your preferences with the other

players If your preferences arent being
met, discuss that with the other players.
Be open about what you want, theyre
there to entertain you as much as youre
there to entertain them, but dont try to
unilaterally change things more to your
liking. If you want more combat you
can tell the other players that, or you
can have your character grouse about
inaction and lust for battle, but dont
just have him attack when theyre trying
to negotiate to force their hand. If you
cant come to an accommodation, you
cant play their way or come up with a
character that youll have a good time
playing and they cant enjoy your pre-
ferred style, then find a game that will
satisfy you, dont subvert theirs.
171
Index

Actions, 93 Combining, 76
Splitting Powers, 83 Combining Powers, 76, 86
Thwarting, 84, 85 Advantages and, 87
Active, 32, 34 Disadvantages and, 87
Active Powers, 72 Example, 87
Advantages, 37 Failure Is Not An Option, 88
Combining Powers, 87 Intimidation, 89
Advantages and Disadvantages, 37 Limit two, 87
Agent, 19 Maximum bonus, 86
Area Effect Once in a Turn, 87
Battle Cry only vs Single Target, 86 Combining Your Own Powers, 87
Careful Aim, 87 Complications
Pulling Your Punch, 88 Note On, 51
Assets, 103 vs. Disadvantages, 52
Attributes, 34 Concept, 27
Automatic, 32, 34 Contested Actions, 75
Automatic Defense Contested Rolls
Sudden Death, 91 Not with Failure is not an Option, 88
Automatic Defenses Contested Task, 85
Disabling, 83 Cosmic, 21
Automatic Powers, 72 Cross-overs, 96
Combining Powers, 87 Crossing Scopes, 96
Hindered Doesnt Apply, 79
Damage, 78
Background, 54, 75, 101, 102, 123, 142, 170 Default Skill, 75
Default Skill, 54 Defending, 75
Base Power Level, 37 Difficulty, 76
Battle Cry, 86 Uncontested Powers, 75
Boosts, 36, 103 Difficulty For Other Tasks, 77
Burn Out Disabling
Power Play, 90 Disabling Non-Powers, 83
Disabling Automatic Defenses, 83
Can Be Disabled Disadvantage, 83 Disabling Only Advantage, 83
Can Be Hindered, 79 Disabling Powers, 69, 82
Careful Aim, 82, 87 Disadvantages, 40
Collateral Damage, 78 Combining Powers, 87
Chases, 99 vs. Complications, 52
Movement, 99 Disagreements, 69
City, 20 Dont Count Me Out
Collateral Damage, 78 Overkill, 82
Combat Range, 99 Dont Count Me Out Yet, 81
172
 Index

Down for the Count, 81 Power Play, 90

Reviving, 81 Mobs, 95
Duration, 84 Movement
Chases, 99
Experience, 103 Range, 98
Movement Powers, 32, 34
Failure Is Not An Option, 76, 88
Supreme Effort, 92 National, 20
Neighborhood, 20
Galactic, 20
Normal, 19
Global, 20
Obstacles
Hazards Creating, 110
Creating, 110 Out, 80
Out and, 110 Damage, 78
Helping the Hindered, 88 Examples, 80
Hide and Seek, 100 Extra XP, 103
Hindered, 78 Overdrive, 89, 91
Becoming Unhindered, 79 Tired, 82
Can Be Hindered Disadvantage, 41 Overkill, 78, 82
Chases, 99 Damage, 78
contrasted with Tired, 82
Control Advantage, 37 Power Categories, 72
Disabling Powers, 82 Power Level, 70
Examples, 79 Base Power Level, 37
Failure Is Not An Option, 88 Difficulty, 76
Fragile Disadvantage, 41 Power Play, 90, 91
Helping the Hindered, 88 Powerhouse, 30
Intimidation, 89 Powers, 67
Overdrive, 89 Active, 72
Restraining, 81 Advantages, 37
Sheer Determination, 91 Automatic, 72
Tired, 82 Categories, 72
Ultra-Fragile Disadvantage, 41 Combining, 86
Vehicles, 107 Disadvantages, 40
Hindering Disagreements, 69
Overdrive, 89 Examples, 68
Minor Powers, 72
Interplanetary, 20 Power Levels, 69
Interstellar, 20 Utility Powers, 70
Intimidation, 89 When to roll uncontested, 76
Investigation, 101 Primary Rule, vi, 21, 74
Note, 102 Combining Powers, 86
Investigation Results, 101 Disagreements, 69
Duration of Powers, 84
Jack-of-All-Trades, 31
Out, 80
Lost Contact, 99 Power Play, 90
Powers, 67
Minimal, 31 Uncontested Actions, 76
Minor Powers, 32, 34, 72, 75 Pulling Your Punch, 87
Mishap, 42, 90 Pursuit Range, 99
173
I NDEX

Quick Roll, 83 Toughness, 34

Collateral Damage, 78
Range, 97 Damage, 78
Ranges Training Room
Chases, 99 Extra XP, 103
Regional, 20 Turns, 93
Regular Powers, 32, 34 Types of Powers, 34
Restraining, 81
Retcon, 54, 128 Uncontested Action, 88
Reviving, 81 Uncontested Actions, 75
Round, 93 Utility Powers, 32, 34, 70
Skills, 71
Sacrifice Play, 91 Super-powers, 71
Scope
Range, 97 Wild Shot, 76, 91, 92, 95
Scopes, 19 Careful Aim Not Allowed, 88
Crossing, 96 Combining Powers, 92
Senses And Range, 100 Not With Battle Cry, 86
Sheer Determination, 91 Will, 35
Splitting Power Damage, 78
Battle Cry only vs Single Target, 86 Supreme Effort, 91
Splitting Powers, 83
and the rest, 83 XP, 26, 103
Tactics, 84 Assets, 103
Splitting the Dice Boosts, 103
Careful Aim, 88
Stamina, 35
Damage, 78
Overdrive, 89
Supreme Effort, 92
Tired, 82
Standard, 29
Street-level, 19
Sudden Death, 91
Supreme Effort, 76, 91
Failure Is Not An Option, 88
Not with Failure is not an Option, 88
Tired, 82

Tactics, 84
Templates, 26, 29
The Rule of Three, viii
Thwarting, 84
Ties, 75
Tired, 82
Damage, 78
Failure Is Not An Option, 88
Overdrive, 89
Recovering, 82
Supreme Effort, 92
Tone, 21
174