Fallen Rulebook

Table of Contents

Table of Contents

• Object of the Game
• Component List
  • Story Cards
  • Hero Character Cards
  • Dungeon Lord Character Cards & Quest Cards
  • Creature Cards
  • Skill Cards
  • Equipment Cards & Treasure Cards
  • Critical Cards
  • Screen Card
  • Power Cards (Hero)
  • Power Cards (Dungeon Lord)
  • Omen Cards
  • Final Battle Cards
  • Challenge Dice
  • Reward Tokens
  • Fortune Tokens
  • Shadow Track Cards
  • Wound Tokens
  • Charge Tokens
  • Experience Tokens
• Setup
  • General Setup
    • Component Limitations
  • Hero Setup
  • Dungeon Lord Setup
    • Setup Diagram
• Playing the Game
  • The Quest
  • Story Cards
  • Final Battle
• Quest Stage
  • • Quest Card
• Story Card Stage
  • Preparation Phase
  • Challenge Phase
    • Story Icons
    • Fortune from Skills & Quests
    • Example: Story Card Front
    • Example: Story Card Back
  • Resolution Phase
• Final Battle Stage
  • • Final Battle Begins Card
  • Preparation Phase
  • Battle Phase
    • Final Battle Card
• Challenges
  • Dungeon Lord's Roll
    • Re-rolling Dice
    • Challenge Summary
    • Dice Symbols
    • Example: Dungeon Lord's Roll
  • Hero's Roll
    • Winning the Challenge
    • Hero Attributes
    • Using an Ultimate Ability
    • Spending Fortune for Dice
    • Card Effects
    • Example: Hero's Roll
• Creatures
  • • Creature Card
  • Creature Slots
  • Active Creature
  • Creature Abilities
  • Upgrading a Creature
    • Example: Upgrading a Creature
  • Exhausting & Refreshing
  • Killing a Creature
    • Example: Killing a Creature
  • Augments
  • Refreshing Creatures
• Shadow Track
  • Setting Up the Shadow Track
    • Shadow Track Card
    • Initial Shadow Track Setup
  • Shifts
    • Example: Shifting
  • Benefits of Light & Dark
• Equipment Cards
  • • Equipment Card
  • Starting with Basic Equipment
  • Earning Treasure Cards
  • New Treasures
  • Equipment Limits
    • Example: Equipment Limits
  • Replacing Armor
  • Using Equipment
    • Exhaust Symbol
  • Refreshing Equipment
• Power Cards & Omen Cards
  • • Power Card
  • Hand Size
  • Power Card Decks
  • Playing Power Cards
  • Card Symbols
    • Omen Card
  • Omen Cards
• Rewards
  • Reward Tokens
    • Example: Claiming Rewards
• Experience & Skills
  • Gaining Experience Tokens
  • Skill Decks
  • Purchasing Skills
  • Using Skills
  • Dungeon Lord & Experience
    • Example: Purchasing Skills
• Fortune
  • Gaining Fortune
  • Spending Fortune
• Wounds & Critical Cards
  • Wounding the Hero
  • Breached Armor
    • Example: Wounding the Hero
  • Critical Cards
  • Healing
  • Wounding the Dungeon Lord
• Characters & Ultimate Abilities
  • • Character Card
  • Character Attributes
  • Ultimate Abilities
    • Example: Using an Ultimate Ability
  • Quest Card
• Credits
• Advanced Rules
  • Adjacent Creatures
  • Binding
  • Block
  • In Play
  • Skill Tokens
  • Stealing
  • Symbol Order
  • Gaining Dice & Rolling Dice
• Teaching Fallen to a New Player
  • Goal of the Game
  • Rolling Challenges
  • Shadow Track
  • Practice Challenges
  • Know Your Hero
• Enjoying the Game
  • Recap the Scene
  • Don't Forget Your Difficulty Dice
  • Line Up Your Reward Tokens
  • Act Out the Voices
  • Returning to Fallen
• Rules to Remember
  • Challenges
  • Creatures
  • Experience
  • Story Cards
  • Miscellaneous
• Card Codex
• Challenge Summary

Object of the Game

The objective of Fallen is to slay the opposing player in the climactic Final Battle. The last player standing at the end of the battle wins the game.

Component List

• (30) Story cards
• (3) Hero Character cards
• (3) Dungeon Lord Character cards
• (28) Creature cards
• (27) Skill cards
• (4) Basic Equipment cards
• (20) Treasure cards
• (16) Critical cards
• (1) Screen card
• (50) Power cards (Hero)
• (50) Power cards (Dungeon Lord)
• (42) Final Battle cards
• (6) Shadow Track cards
• (12) Omen cards
• (2) White Challenge dice
• (2) Black Challenge dice
• (6) Red Challenge dice
• (12) Blue Challenge dice
• (18) Reward tokens
• (20) Fortune tokens
• (38) Wound tokens
• (12) Charge tokens
• (20) Experience tokens

Story Cards

The Story cards describe the adventure and provide choices for the Hero. Each choice branches out and sets up various challenges for the players.

Hero Character Cards

The Hero Character card lists the Ultimate ability, starting Equipment cards, and Attribute dice the Hero player will use during challenges.

Dungeon Lord Character Cards & Quest Cards

The Dungeon Lord Character card lists the Ultimate ability that the Dungeon Lord player will use during challenges. The reverse side of this card is the Quest card that begins the adventure with that Dungeon Lord.

Creature Cards

Creature cards (referred to as Creatures) provide the Dungeon Lord with bonus dice and special abilities during challenges to help defeat the Hero.

Skill Cards

Each Hero has nine unique Skill cards. These skills are purchased during the adventure to gain new abilities.

Equipment Cards & Treasure Cards

There are two types of Equipment cards: Basic Equipment cards and Treasure cards.

The Hero begins the game with the Basic Equipment cards listed on the back of the Hero character card. Treasure cards are powerful rewards discovered during the adventure.

Critical Cards

When the Hero's armor has been breached, Critical cards are dealt to the Hero. Critical cards are permanent effects that hinder the Hero during the adventure.

Screen Card

Place the Screen card behind the current Story card to prevent the Hero from seeing future challenges.

Power Cards (Hero)

Power cards are used by the Hero to perform special actions or effects during the game. The Power card deck is made up of 10 standard Hero Power cards and 10 Hero Power cards unique to each character.

Power Cards (Dungeon Lord)

Power cards are used by the Dungeon Lord to perform actions or effects during the game. The Power card deck is made up of 10 standard Dungeon Lord Power cards and 10 Dungeon Lord Power cards unique to each character.

Omen Cards

Omen cards are very dangerous cards used by the Dungeon Lord. These cards are gained for winning special challenges or from Reward tokens.

Final Battle Cards

Final Battle cards are used in the Final Battle stage where the Hero fights the Dungeon Lord in personal combat. These cards describe the epic fight and determine what type of challenge is rolled.

Challenge Dice

Players roll black, white, red, and blue challenge dice to determine the winner of a challenge.

Reward Tokens

Each time a challenge is resolved, players claim Reward tokens. These tokens provide benefits such as extra cards, Fortune tokens, or shifting the Shadow Track.

Fortune Tokens

Fortune tokens (referred to as Fortune) are used to pay for Power card effects. These tokens can also add additional blue dice during a challenge.

Shadow Track Cards

Shadow Track cards are a column of cards that show the current state of the dungeon. During play only one Shadow Track card is active at a time.

If the Shadow Track is on the Light side, the Hero is ridding the dungeon of terrifying creatures and the evil of the Dungeon Lord.

If the Shadow Track is on the Dark side, the Dungeon Lord's power grows. Evil is gaining a foothold.

Wound Tokens

Wound tokens represent damage that a Hero or Creature takes during the game.

Charge Tokens

Charge tokens (referred to as Charges) are used to power up a character's Ultimate ability.

Experience Tokens

Experience tokens (referred to as Experience or XP) are earned throughout the game. They are used to purchase Skill cards or upgrade Creatures.

Setup

Before playing, setup the game as follows:

General Setup

1. Arrange the Light side of the Shadow Track in a column to the right of the Hero player. The Brilliant card should be closest to the player, then Luminous above that, and finally Glowing should be placed above Luminous.
2. Arrange the Dark side of the Shadow Track in a line to the left of the Dungeon Lord player. The Night card should be closest to the player, then Dusk above that, and finally Clouded should be placed above Dusk and should connect to the Hero's Glowing card.
3. Shuffle the Treasure, Omen, and Critical decks and place them within reach of both players.
4. Each player should take three red and six blue Challenge dice. The Dungeon Lord should take two black dice, and the Hero should take two white dice.
5. Place the Reward tokens in a cup off to the side and mix them randomly together. This is referred to as the Reward cup.
6. Create a pool for the Experience tokens next to the Reward cup.
7. Create pools for the Fortune, Charge, and Wound tokens off to the side within easy reach of both players.

Component Limitations

All tokens are unlimited. If players run out of a particular type of token, they should use a suitable replacement (such as a coin).

Power cards are discarded face up next to the Power card deck. All other decks (Treasures, Omens, Criticals, etc) have their cards placed face down on the bottom of their respective decks.

Dice are unlimited. If a player runs out of a particular type of dice, he may borrow from the other player as needed.

Hero Setup

8. The Hero player should choose one of the Hero characters to play. Place that Hero Character card face up in front of the Hero player.
9. Each Hero has 10 character-specific Power cards with the Hero's portrait in the bottom right corner. The 20 standard Hero Power cards have no portrait. Pull out 10 random standard Hero Power cards and put them back in the box, as they will not be used. Shuffle the remaining 10 standard Hero Power cards with the 10 character-specific Hero Power cards. Place this new 20 card Power deck face down near the Hero player.
10. Find the list of Starter Equipment for the Hero on the back of the Hero Character card. Take the listed cards from the Starter Equipment deck and place them face up to the right of the Hero Character card.
11. Each Hero has 9 character-specific Skill cards with the Hero's portrait on the bottom right corner. The Hero player must choose one of the level I Skill cards (with a cost of three shown in the top left corner). Place the chosen Skill card face up below the Hero's Starter Equipment cards.
12. For the remainder of the Hero's character-specific Skill cards, place them face up as one deck off to the side of the play area. Arranging this deck by color and then cost will help in finding Skill cards in the future.
13. Return the remainder of the Starter Equipment, Power Cards, and Skills cards character-specific to Heroes not selected for this game back to the box, as they will not be used.

Dungeon Lord Setup

14. The Dungeon Lord player should choose one of the Dungeon Lord characters to play. Place that Dungeon Lord Character card face up in front of the Dungeon Lord player.
15. Each Dungeon Lord has 10 character-specific Power cards with their portrait in the bottom right corner. The 20 standard Dungeon Lord Power cards have no portrait. Pull out 10 random standard Dungeon Lord Power cards and put them back in the box, as they will not be used. Shuffle the remaining 10 standard Dungeon Lord Power cards with the 10 character-specific Dungeon Lord Power cards. Place this new 20 card Power deck face down near the Dungeon Lord player.
16. Return the remainder of the character-specific Power cards for Dungeon Lords not selected for this game back to the box, as they will not be used.
17. Shuffle the Creature cards into three separate decks according to the level listed on the back of the cards (I, II, and III). Place the three Creature decks face down next to the Dungeon Lord's Power deck.
18. Draw four Creatures from the level I Creature deck. Arrange these four Creatures face up in a row in front of the Dungeon Lord player.
19. Each Dungeon Lord has 13 character-specific Final Battle cards with the Dungeon Lord's portrait on the bottom right corner and one Final Battle Begins card with the Dungeon Lord's quest name as the title. Place the Final Battle Begins card aside. Shuffle the 13 Final Battle cards and place the deck face down. Place the Final Battle Begins card on top of this deck. Place this deck off to the side near the Hero player.

The game is now setup and ready to play.

Setup Diagram

The setup diagram in the manual numbers the play area as follows:

1. Skill deck for purchase
2. Hero Challenge dice
3. Starting Equipment
4. Starting Skill card
5. Hero Character card
6. Hero Power deck
7. Treasure deck
8. Final Battle deck
9. Reward tokens in Reward cup
10. Critical deck
11. Omen deck
12. Dungeon Lord Power deck
13. Creature decks
14. Starting four Creature cards
15. Dungeon Lord Character card
16. Dungeon Lord Challenge dice
17. Story cards
18. Wound tokens
19. Charge tokens
20. Fortune tokens
21. Shadow Track
22. Experience tokens

Playing the Game

The game of Fallen is made up of three stages:

The Quest

After setting up the game, this short introduction begins the Hero's journey and sets the starting conditions of the Shadow Track.

Once the starting conditions are set, the game moves on to the Story cards.

Story Cards

The Story cards are the largest part of the game. During this stage, the Hero must explore three Story cards while constantly struggling against the Dungeon Lord's Creatures.

The Hero's goal during this stage is to gather treasure, experience, and keep the Shadow Track in the Light.

The Dungeon Lord's goal is to slow the Hero's progression by keeping them away from powerful treasures and experience while upgrading Creatures and keeping the Shadow Track in the Dark.

Once three Story cards have been completed, the game moves on to the Final Battle.

Final Battle

The Final Battle takes place deep within the dungeon where the Hero fights the Dungeon Lord once and for all. The last player left alive in the Final Battle stage wins the game.

Quest Stage

During the Quest stage, the Hero begins the adventure, resources are gained by one of the players, and the Shadow Track is set.

1. The Dungeon Lord finds the Quest card located on the back of the Dungeon Lord Character card.
2. The Dungeon Lord reads the name of the Quest and the introduction section of the Quest card aloud to the Hero. Just under the introduction are two choices. The Dungeon Lord reads aloud the names of the two choices in bold. Do not read the content of each choice until after the Hero has made a selection.
3. The Hero selects one of the two choices without looking at the Quest card.
4. The Dungeon Lord reads aloud the text of the choice the Hero selected as well as the starting conditions at the bottom of the choice. These starting conditions list initial resources given to one of the players and set the active card on the Shadow Track.
5. Place three Charge tokens on the Charge slots of each player's Character card.
6. After the Shadow Track has been set, the Quest stage is complete and the Story Card stage begins.

Quest Card

1. Dungeon Lord: The Quest belongs to the depicted Dungeon Lord
2. Quest Title: The name of the quest
3. Introduction: Flavor text that describes the beginning of the quest
4. Choices: Different paths the Hero can take

Story Card Stage

The majority of the game is played in the Story Card stage. During this stage, the Hero and Dungeon Lord will battle over Story cards to gain rewards while hindering their opponent.

Each Story stage consists of three phases:

• Preparation Phase: Initial resources are gained, and the introduction is read.
• Challenge Phase: The Hero chooses a path through the Story card, and challenges are resolved.
• Resolution Phase: The resolution to the Story card is read, and Experience tokens are awarded.

Once three Story cards have been resolved, the Story Stage is complete, and the Final Battle stage begins.

Preparation Phase

1. At the beginning of a Story card, each player starts with a total of 5 Fortune. If a player has more or less than 5 Fortune at the beginning of a Story card, the player gains or discards Fortune until they have exactly 5. (See also the "Fortune from Skills & Quests" box below.)
2. Both the Hero and Dungeon Lord draw two Power cards from their respective decks. These Power cards make up a player's hand and should not be shown to the opposing player until the card is put into play later in the game.
3. All exhausted Equipment cards are refreshed.
4. Any discarded Reward tokens from a previous Story card are returned to the Reward cup and the tokens are mixed together.
5. The Dungeon Lord selects a random Story card from the box. Through the Story card stage, the Hero is not allowed to look at the Story card.
6. The Dungeon Lord reads aloud the title of the Story card and the introduction text at the top of the card. Just under the introduction are arrows leading to two choices. The Dungeon Lord reads aloud the names of the two choices in bold. Do not read the content of each choice until after the Hero has made a selection.

Challenge Phase

1. The Hero selects one of the choices given by the Dungeon Lord.
2. The Dungeon Lord reads aloud the text of the choice selected by the Hero and then announces the icons on the bottom right of the selected choice.
3. Some challenges are considered Easy and are marked with a white box over the Attribute icon. The Hero rolls an additional blue challenge die. Some challenges are considered Hard and are marked with a black box over the Attribute icon. The Dungeon Lord rolls an additional blue challenge die.
4. The players resolve the challenge by rolling dice to determine a winner and loser. (Challenge rolls are described under "Challenges" below.) Any Creature abilities that trigger from winning or losing the challenge may be used.
5. Any Power cards, Skills, or other effects that trigger from winning or losing the challenge may be used.
6. The WINNER of the challenge gains one Experience token and draws two Reward tokens from the Reward cup. The winner claims one of the Reward tokens and receives the claimed reward. The Reward token claimed is then discarded face up next to the Reward cup, leaving one Reward token still in the play area.
7. The LOSER of the challenge draws one Reward token from the Reward cup and claims either the token just drawn or the token left behind by the winner. The loser receives the claimed reward and discards both Reward tokens face up next to the Reward cup.

If this was a Treasure challenge:

• And the Hero was the winner, then the Hero looks at both Treasure cards, claims one, and discards the other.
• And the Hero was the loser, then the Hero randomly claims one of the two Treasure cards, and discards the other.

If this was an Omen challenge:

• And the Dungeon Lord was the winner, then the Dungeon Lord looks at both Omen cards, claims one, and discards the other.
• And the Dungeon Lord was the loser, then the Dungeon Lord randomly claims one of the two Omen cards, and discards the other.

Players then finish the challenge with the following steps:

10. Any killed Creature (face down in a Creature slot) is placed on the bottom of the Creature deck that matches its level. A new Creature is drawn from this same Creature deck. The new Creature enters the game exhausted in the empty Creature slot without any Wound tokens on it.
11. Experience tokens accumulated by the Dungeon Lord can now be used to upgrade Creatures.
12. Experience tokens accumulated by the Hero can now be used to purchase Skill cards.
13. After claiming rewards, the Dungeon Lord must follow the arrows under the current choice on the Story card to find the next available choices for the Hero to select. The Dungeon Lord reads aloud the names of the connected choices that are quoted in bold and begins a new Challenge Phase.

Once the fourth challenge has been resolved, the Resolution Phase begins.

Once the third Story card has been resolved, the Final Battle stage begins.

Story Icons

Up to three levels of icons may appear in a single chapter: Story Wound, Treasure/Omen, and the Attribute to be rolled.

• Story Wound: The Hero is immediately dealt one Wound token.
• Treasure: Two Treasure cards are drawn and placed in the middle of the reward area. Only the Hero can win Treasures.
• Omen: Two Omen cards are drawn and placed in the middle of the reward area. Only the Dungeon Lord can win Omens.

If no Story Wound, Treasure, or Omen icons are present, then they do not apply to that challenge.

The last icon on the challenge is always the type of Attribute rolled: Agility challenge, Strength challenge, or Intelligence challenge.

Fortune from Skills & Quests

Certain skills and Quest cards give Fortune when learned. If these Fortune are gained just before a new Story or Final Battle stage, the player gains these Fortune in addition to the normal 5 Fortune a player starts with during the Preparation phase.

Example: If Seroth learns the first level of the "Titan" skill at the beginning of the game, he will start the first Story card with 6 Fortune to spend.

Example: Story Card Front

1. The Dungeon Lord draws a new Story card, reads aloud the title and introduction, and gives the Hero the choice of "Down the Chute" or "Force the Door Open."
2. The Hero chooses "Force the Door Open." The text for that choice is read aloud by the Dungeon Lord. The Dungeon Lord then announces it is a Strength challenge.
3. After that challenge is resolved, the Dungeon Lord now gives the Hero the choice of "Jump Down the Chute" or "Grab the Orc then Down the Chute."

A Introduction: Sets the scene for the Story card

B Choice Name: Name of the choice selected

C Choice: Contains text and the Story icons

D Connecting Arrow: Connects the choices

E Story Icons: Game effects for that choice

F Identifier: Card belongs to the core game. Future expansions will show their name here.

Example: Story Card Back

4. The Hero chooses "Grab the Orc then Down the Chute." The text for that choice is read and the Dungeon Lord announces it is a Hard Agility challenge.
5. After that challenge is resolved, the Dungeon Lord flips over the Story card and finds the previous choice of "Grab the Orc" at the top right. Since both "Jump Down the Chute" and "Grab the Orc" lead to "Soft Landing," the Dungeon Lord tells the Hero that "Soft Landing" must be taken. The text for that choice is read and the Dungeon Lord announces it is an Agility challenge.
6. After that challenge is resolved, the Dungeon Lord now gives the Hero the choice of "Hold Your Ground" and "Lure It Away." The Hero chooses "Hold Your Ground." The text for that choice is read and the Dungeon Lord announces that the Hero takes a Story Wound and that this is a Treasure and Strength challenge.
7. After that challenge is resolved, the Dungeon Lord finds the resolution at the bottom of the card that matches the last choice. The Dungeon Lord finds "Hold" and reads the resolution text. Finally, the Hero earns 1 Experience token for choosing the resolution "Hold." In addition, the Dungeon Lord gains an Experience token for each Story card resolved. Since this is the first Story card, the Dungeon Lord gains 1 Experience token.

G Choice Names: Choice names from the previous side listed on the back.

H Resolution: Final text at the end of the Story card

I Experience: Amount of experience awarded to the Hero at the end of the Story card

Resolution Phase

After reading the resolution on a Story card, the Hero earns the amount of Experience tokens shown in the resolution. The Dungeon Lord gains Experience tokens representing his power growing stronger, the deeper the Hero adventures into the dungeon.

These Experience tokens are awarded regardless of who won or lost the challenges during the Story.

The Story card is now resolved. Discard the Story card, and begin a new Story card stage.

Final Battle Stage

The Final Battle stage is the last stage of the game. The Hero and Dungeon Lord engage in one-on-one combat until one player is victorious.

During this stage, the Hero reads aloud Final Battle cards which set the scene for a challenge. Challenges are played out the same as in the Story card stage, but the winner claims the Final Battle card.

Once a player has claimed three Final Battle cards, that player has won the game.

Each Final Battle stage consists of 2 phases:

• Preparation Phase: Initial resources are gained, and the Hero and Dungeon Lord prepare for the battle.
• Battle Phase: Final Battle cards are resolved until one of the players is defeated.

Final Battle Begins Card

1. Name: Name of the Final Battle
2. Flavor Text: This text sets the scene
3. Dungeon Lord: This portrait shows the Final Battle belongs to the depicted Dungeon Lord

Preparation Phase

1. At the beginning of a Final Battle stage, each player starts with a total of 5 Fortune. If a player has more or less than 5 Fortune at the beginning of the Final Battle stage, the player gains or discards Fortune until they have exactly 5. (See also the "Fortune from Skills & Quests" box above.)
2. Both the Hero and Dungeon Lord draw two Power cards from their respective decks.
3. All exhausted Equipment cards are refreshed.
4. Any discarded Reward tokens from the Story Card stage are returned to the Reward cup and the tokens are mixed together.
5. During this Preparation phase, any cards or effects that apply at the start of a Story card also apply during this phase.
6. The Hero moves the Final Battle deck within easy reach and finds the Final Battle Begins card. This card has a title that matches the Quest card's title and has the text "The Final Battle begins..."
7. The Hero reads aloud the flavor text on the Final Battle Begins card, puts this card aside, and the Battle Phase begins.

Battle Phase

1. The Hero draws the top card from the Final Battle deck, reads aloud the name of the card, and then reads its flavor text. The Hero applies any effects on the Final Battle card (which apply only for this challenge) and announces the type of challenge to be rolled.
2. The players then resolve the challenge by rolling dice to determine the winner and loser. (Challenge rolls are described under "Challenges" below.)
3. Any Creature abilities that trigger from winning or losing the challenge may be used.
4. Any Power cards, Skills, or other effects that trigger from winning or losing the challenge may be used.
5. The WINNER of the challenge gains one Experience token and draws two Reward tokens from the Reward cup. The winner claims one of the Reward tokens and receives the claimed reward. The Reward token claimed is then discarded face up next to the Reward cup, leaving one Reward token still in the play area.
6. The winner also claims the Final Battle card and puts it face down next to the winner's Character card. Final Battle cards do not go into a player's hand and are only used to track who is winning the game.
7. The LOSER of the challenge draws one Reward token from the Reward cup and claims either the token just drawn or the token left behind by the winner. The loser receives the claimed reward and discards both Reward tokens face up next to the Reward cup.
8. The WINNER of the challenge does the following: any killed Creature (face down in a Creature slot) is placed on the bottom of the Creature deck that matches its level. A new Creature is drawn from this same Creature deck. The new Creature enters the game exhausted in the empty Creature slot without any Wound tokens on it.
9. Experience tokens accumulated by the Hero can now be used to purchase Skill cards.
10. Experience tokens accumulated by the Dungeon Lord can now be used to upgrade Creatures.

If neither player has gained three Final Battle cards, then the Battle Phase begins again.

Once a player has gained three Final Battle cards, then that player has won the game. The Hero should turn over the Final Battle Begins card to the "Conclusion" side and read the flavor text for whichever player has won the game.

Final Battle Card

1. Name: Title of the Final Battle card.
2. Flavor Text: This text describes the scene during the Final Battle.
3. Effect: This effect occurs after the flavor text is read.
4. Challenge: The type of challenge rolled.
5. Dungeon Lord: This portrait shows the Final Battle belongs to the depicted Dungeon Lord

How Does a Dragon Stop Me From Deciphering Magic Runes?

Every challenge in Fallen involves a Creature, whether the Hero is trying to be sneaky, figure out a puzzle, or battle a horde of undead. The Dungeon Lord sends his minions to attack, lay traps, guard entrances, cast spells, and do whatever they can to harass the Hero. Due to the sheer volume of different adventures Story cards can offer, not every Creature is assumed to be directly in combat with the Hero during a challenge.

For example, the Hero is disarming a trap on a chest and the Dungeon Lord activates a dragon. The Hero loses the challenge and suffers one Wound. Players can imagine that the roar of the dragon coming ever closer startled the Hero, triggered the trap, and sent a hidden blade slicing through the poor adventurer's hand.

A lich can be casting dark spells from the next room to drain the life from the Hero as he crosses a chasm on a thin beam. An Orc Captain can send the goblins in the story into a rage on the hunt for a Hero, trying to sneak by. A Hero struggling to find his way through a twisting labyrinth will find the challenge even more perilous when an Avrok is flying overhead, harassing the Hero at every turn.

Challenges

Challenges are the obstacles the Hero must overcome during the adventure. They represent battles, feats of agility, resisting magic, and uncovering the secrets of the dungeon.

Challenges are rolled during the Challenge phase at the end of each choice. Challenges are also rolled during the Battle phase in the Final Battle.

Dungeon Lord's Roll

1. A challenge starts with the Dungeon Lord exhausting one of the available Creature cards in play, making it the active Creature ("Exhausting" is described under "Creatures" below).

2. The Dungeon Lord always rolls two black challenge dice and the Creature dice shown on the Creature card.

3. The Dungeon Lord's roll can be modified in a number of ways:

   • The Dungeon Lord's Ultimate ability can be used.
   • The Dungeon Lord may spend Fortune tokens to gain blue challenge dice up to the player's Fortune Limit.

   These additional dice can be rolled together with the Creature dice (#2), rolled afterwards in any order, or not used at all.

4. After the Dungeon Lord rolls any dice for the challenge, both the Dungeon Lord and Hero can play any Power cards with a timing of "Dungeon Lord's Roll" or "Any Roll."

5. Once the Dungeon Lord is satisfied with the roll, and both players have had a chance to play Power cards, the Dungeon Lord's roll is resolved. The Dungeon Lord counts the total swords rolled which become the target number the Hero needs to exceed.

Re-rolling Dice

When dice are re-rolled, the player gains any symbols (Charges and Wounds) on both the original and new roll. Only the swords on the final roll count towards winning the challenge.

Challenge Summary

The Dungeon Lord

1. The Dungeon Lord exhausts one Creature
2. The Dungeon Lord always rolls:
   • 2 black challenge dice
   • Creature dice on the active Creature
3. Modify the Dungeon Lord's roll (can be done in any order and in combination with the dice in step #2):
   • The Dungeon Lord's Ultimate ability can be used
   • The Dungeon Lord can spend Fortune to gain blue challenge dice up to the Fortune Limit
4. Both players can play Power cards

The Hero

5. The Hero always rolls:
   • 2 white challenge dice
   • Any Attribute dice
   • Any Skill dice
6. Modify the Hero's Roll (can be done in any order and in combination with the dice in step #5):
   • The Hero can exhaust any equipment to help with the challenge
   • The Hero's Ultimate ability can be used
   • The Hero can spend Fortune to gain blue challenge dice up to the Fortune Limit
7. Both players can play Power cards

Dice Symbols

Any time a player rolls a Charge or Wound symbol on the challenge dice, that player immediately gains the benefit of that symbol. The symbols cannot be saved for later.

• Wound: You must deal a Wound to your opponent.
• Charge: Charge your character's Ultimate ability.
• Charge/Wound: Choose to either deal a Wound or gain a Charge. Only the chosen symbol is considered "rolled."

Swords are not considered symbols. Swords rolled with a Charge or Wound give both the sword and the symbol.

Example: Dungeon Lord's Roll

The Hero selects a choice titled "Speak to the Shadow." The Dungeon Lord reads the choice text aloud to the Hero. The Dungeon Lord then tells the Hero to take a Story Wound, that this is an Omen challenge, and that the challenge type is an Intelligence roll.

A Since this is an Omen challenge, two Omen cards are placed face down in the middle of the play area.

B The Dungeon Lord chooses to exhaust the Flesh Binder from the available Creature cards in play, making it the active Creature.

C The Dungeon Lord rolls the default two black challenge dice plus the two blue challenge dice given by the Flesh Binder's Creature card. The Dungeon Lord's roll with all four dice is a total of 4 Swords and 1 Charge symbol. The Dungeon Lord immediately gains a Charge.

D With Omen cards at stake, the Dungeon Lord feels this challenge is important. If he wins, he will get to choose between the two Omen cards to add to his hand. The Dungeon Lord spends two Fortune (his Fortune limit) which gives two more blue challenge dice to the roll. The Dungeon Lord rolls a Sword and a blank.

E The Dungeon Lord decides to play a Power card from his hand called "Endless Reach." This costs 1 Fortune and adds a red challenge die to the roll. The Dungeon Lord rolls 2 Swords. Both the Hero and Dungeon Lord choose not to play any more Power cards.

F The Dungeon Lord's Final Roll is 7 Swords and 1 Charge. It is now the Hero's turn to roll.

Hero's Roll

1. After the Dungeon Lord's challenge roll is resolved, the Hero makes a challenge roll.

2. The Hero rolls two white challenge dice and adds any Attribute dice and Skill dice.

   • Each Story and Final Battle card describe an Attribute rolled for the challenge, such as Agility, Intelligence, or Strength. The Hero adds bonus challenge dice based on the Attribute shown on the Hero's Character card.
   • Each of the Hero's Skill cards can give bonus dice to roll based on the type of challenge.

3. The Hero's challenge roll can be modified in a number of ways:

   • The Hero can exhaust Equipment cards to gain special abilities (see "Using Equipment" below).
   • The Hero's Ultimate ability can be used.
   • The Hero may spend Fortune tokens to gain blue challenge dice up to the player's Fortune Limit.

   These additional dice can be rolled together with the dice above (#2), rolled afterwards in any order, or not used at all.

4. After the Hero rolls any dice for the challenge, both the Hero and Dungeon Lord can play any Power cards with a timing of "Hero's Challenge" or "Any Challenge."

5. Once the Hero is satisfied with the roll and both players have had a chance to play Power cards, the Hero's challenge roll is now resolved.

Winning the Challenge

If the total swords rolled by the Hero are greater than the Dungeon Lord's total swords, the Hero wins the challenge.

If the total swords rolled by the Hero are equal to or less than the Dungeon Lord's total swords, the Dungeon Lord wins the challenge.

Hero Attributes

Each challenge calls for an attribute to be rolled, and the Hero's Character card shows the three different attributes.

The Hero adds the dice shown for the appropriate attribute on the Character card. If no dice are shown, then no additional dice are rolled.

In this example, the Hero gains a blue die for all Agility challenges, no attribute die for Intelligence challenges, and a red die for all Strength challenges. (Character cards are described under "Characters & Ultimate Abilities" below.)

Using an Ultimate Ability

Ultimate abilities are special powers shown on Character cards and are used during challenges. A player's Ultimate ability can be used only if it is fully charged. When using an Ultimate ability, remove all Charges from the Character card and gain the ability's effects. (Ultimate abilities are covered in more detail under "Ultimate Abilities" below.)

Spending Fortune for Dice

During a player's challenge roll, Fortune tokens may be spent up to the character's Fortune limit (usually 2) to gain additional blue challenge dice. Each Fortune token spent is discarded to the unused Fortune pool, and gives the player one blue challenge die to roll.

Fortune tokens spent for additional dice must be spent all at once before the Fortune dice are rolled. A player cannot spend one Fortune, roll, and then decide to spend another Fortune for another die.

Card Effects

Effects written on cards supersede any rules within this rule book. In addition, card effects (including every card and Ultimate ability), happen in the order listed with each effect and symbol shown happening one time.

Example: Hero's Roll

A The Hero looks at the attributes on the Hero Character card to find the attribute that matches the challenge type. Since Intelligence was the attribute announced by the Dungeon Lord at the start of the challenge, the Hero will add 1 red challenge die to the roll.

B The Hero has the skills "Evocator" and "Arcanist" which give additional blue and red challenge dice when rolling Intelligence challenges.

C The Hero rolls the default two white challenge dice, the red Intelligence die, and the blue Skill die. The Hero's initial roll is a total of 4 Swords, 1 Wound/Charge symbol, and 2 blank dice. The Hero chooses to deal a Wound to the Flesh Binder.

D Not wanting the Dungeon Lord to choose between two powerful Omen cards, the Hero wants to win this challenge. He spends two Fortune (his Fortune limit) which gives two more blue challenge dice to the roll. The Hero rolls 2 additional Swords.

E The Hero's total of 6 Swords is not enough to exceed the Dungeon Lord's total of 7 Swords.

F The Hero decides to use the Ultimate ability "Arcane Rift" on the Hero Character card. The Hero removes all three charges from the Character card to show the ability has been spent. The Hero rolls two more blue challenge dice and rolls 2 Swords!

G The Hero's Final Roll is 8 Swords and 1 Wound. Since the number of Swords the Hero rolled exceeds the Swords the Dungeon Lord rolled, the Hero wins the challenge.

H For winning, the Hero earns 1 Experience token, draws 2 Reward tokens, claims 1 of the Reward tokens, and leaves the other Reward token in the play area. Since the Dungeon Lord lost the challenge, he claims one random Omen card and discards the other card.

I The Dungeon Lord draws 1 Reward token, claims either the Reward token he drew or the token left behind by the Hero, discards the remaining token, and hopes the next challenge turns out better.

Creatures

Creatures are used by the Dungeon Lord to provide bonus dice and special abilities during a challenge.

Creature Card

1. Level: The Creature's level determines how expensive it is to upgrade
2. Armor Rating: How many Wounds it takes to kill the Creature
3. Name: The name of the Creature
4. Ability Name: The name of the Creature's ability
5. Creature Dice: The dice added to the Dungeon Lord's challenge roll every time this Creature is used.
6. Attribute Icons: If any of the icons here match the challenge type, then the Creature's ability must be used.
7. Ability: The Creature's special ability

Creature Slots

The Dungeon Lord has four Creature slots in a row in front of the player. At the beginning of the game, the Dungeon Lord places a level 1 Creature into each slot.

After rewards are claimed at the end of a challenge, any face-down Creatures in Creature slots are replaced with new Creatures. The killed, face-down Creature is placed on the bottom of the Creature deck that matches its level. A new Creature is drawn from this same Creature deck. The new Creature enters the game exhausted and without any Wound tokens on it.

Active Creature

At the start of each challenge, the Dungeon Lord chooses one Creature to exhaust making it the active Creature. The active Creature adds the Creature dice shown on its card to the two black dice rolled by the Dungeon Lord. Regardless of the challenge type or the attribute icons on its card, the Creature always provides its Creature dice.

Creature Abilities

Each Creature has one or more abilities shown on the bottom of its card.

If the challenge type on the Story card (Agility, Intelligence, or Strength) matches at least one of the icons on the active Creature's card, then the Creature's abilities must be used.

If none of the icons on the card match the challenge type, then the Creature's abilities may not be used.

Creature abilities take immediate effect unless otherwise noted. Some abilities such as "Win" or "Lose" happen at the end of a challenge based on who won the challenge.

Some effects in the game may cancel a Creature's ability when it is activated. If this occurs, the Creature's ability is canceled before it can use it. The Creature's ability is also canceled as soon as it leaves play (i.e. killed or upgraded).

Upgrading a Creature

At the end of a challenge, the Dungeon Lord may upgrade Creatures in play with Experience tokens earned during the game.

To upgrade a Creature, the Dungeon Lord must first select a Creature to upgrade and then pay an amount of experience tokens equal to the Creature's current level plus one (i.e. upgrading a level 1 creature costs 2 Experience tokens). The Creature is placed face down on the bottom of the Creature deck that matches its level. If the Creature had Wound tokens on it, discard the Wound tokens, and the Hero gains 1 Experience token.

A new Creature is drawn from the next higher level Creature deck. The new Creature is put into the same Creature slot and in the same exhausted/refreshed state as the Creature it is replacing.

Both exhausted and refreshed Creatures can be upgraded. A level 3 Creature cannot be upgraded.

A Creature upgrades to the next higher level and cannot skip levels.

Example: Upgrading a Creature

At the end of a challenge, the Dungeon Lord has 3 Experience tokens and chooses to upgrade a level 2 Orc Captain that has several Wound tokens on it. The Wound tokens on the Orc Captain are discarded which gives the Hero one Experience token.

The Dungeon Lord pays 3 Experience tokens, so the Orc Captain is placed face down at the bottom of the level 2 Creature deck.

A new Creature, the Dragon, is immediately drawn from the level 3 Creature deck and placed in the empty Creature slot. Since the Orc Captain left play refreshed, the Dragon comes into play refreshed and ready to be used in the next challenge.

Exhausting & Refreshing

During the game, Creature cards and Equipment cards can be exhausted to show that they have been used. A card that is already exhausted cannot be used again until it has been refreshed.

A card is exhausted by rotating it 90 degrees to the left.

Equipment cards are refreshed at the beginning of each Story card and the Final Battle. Creature cards are refreshed at the start of a challenge whenever all of the Dungeon Lord's Creatures cards are exhausted.

A card is refreshed by rotating it back 90 degrees to the right.

Killing a Creature

When the Hero deals a Wound, a Wound token is placed on top of the active Creature. Wound tokens stay on a Creature until it is either killed or upgraded.

A Creature that has an amount of Wound tokens equal to or more than its armor rating is killed. Extra Wound tokens dealt to a Creature beyond its armor rating are discarded.

When a Creature is killed, discard all Wound tokens on the Creature card and turn it over, face down in its Creature slot. The Hero earns an amount of Experience tokens equal to the Creature's level. The Creature's ability is canceled, and the Creature is considered not in play for the rest of the challenge. Any additional Wound tokens dealt to this Creature are discarded.

If a Creature is killed just as it is activated, it still rolls its Creature dice but does not gain its Creature ability.

After rewards are claimed at the end of a challenge, any face-down Creatures in Creature slots are replaced with new Creatures. The killed, face-down Creature is placed on the bottom of the Creature deck that matches its level. A new Creature is drawn from this same Creature deck. The new Creature enters the game exhausted and without any Wound tokens on it.

Example: Killing a Creature

A Shadow Fiend has 2 Wounds on it from an earlier challenge. The Dungeon Lord activates the Shadow Fiend for the current challenge. During the challenge, the Hero deals 2 more Wounds to the Creature. It now has 4 Wounds which is equal to or more than its armor rating of 3. The Shadow Fiend is immediately killed.

All Wound tokens on the Shadow Fiend are discarded. The Shadow Fiend is turned face down in its Creature slot, and the Hero earns two Experience tokens for killing a level 2 Creature.

After Reward tokens have been claimed, the killed, face-down Shadow Fiend is returned to the bottom of the level 2 Creature deck. A new Creature, Ember Sentinel, is drawn from the top of the same Creature deck and placed exhausted in the empty Creature slot.

Augments

Several Power Cards used by the Dungeon Lord contain the keyword Augment. When played, the Dungeon Lord chooses a Creature slot and binds the Augment Power card to that slot. The Creature receiving an Augment can be active, inactive, exhausted, or refreshed.

An augment Power card provides bonuses and effects while it is bound to the Creature slot.

If a Creature is upgraded or killed, the augment Power card stays with the Creature slot, is not discarded, and will provide its effects to any future Creatures placed in that slot.

Augments are not considered to be a Creature's ability.

Refreshing Creatures

At the start of any challenge, if all of the Creature cards in play are exhausted, refresh all the Creature cards.

Shadow Track

The Shadow Track is a row of cards that show the current state of the dungeon. The cards are grouped by Light and Dark.

If it is Light, the Hero has cleared away many of the monsters from the dungeon, the dark forces are kept at bay, and the Hero is bolstered with courage.

If it is Dark, the dungeon corridors are choked with beasts, evil magic hangs in the air, and the Hero is all alone in the gathering shadows.

Setting Up the Shadow Track

During the game setup, the Shadow Track is arranged in a column off to the side of the game play area.

All of the Shadow Track cards are placed in one column face up. The Light cards are arranged facing the Hero, and the Dark cards are arranged facing the Dungeon Lord.

Shadow Track Card

1. Name: The name of the Shadow Track card
2. Shadow Track Symbol: A gem that shows whether the Shadow Track is in the Light or in the Dark

Initial Shadow Track Setup

Hero's Side (Light, nearest to farthest from active play): Brilliant, Luminous, Glowing.

Dungeon Lord's Side (Dark, nearest to farthest from active play): Night, Dusk, Clouded.

During the Quest Stage, the Quest card determines which Shadow Track card is the active card at the start of the game.

Shifts

Throughout the game, only one Shadow Track card can be active at a time. To show which card is active, the current card is moved off to the side of the Shadow Track so that it stands out.

Different effects such as Power cards and Reward tokens grant Shifts.

Each time a player earns a Shift, the current Shadow Track card is moved back into the column and the Shadow Track shifts up or down. This will make another card the active card, moving it out to the side.

When the Hero earns a Shift, the Shadow Track is moved closer to the Light (toward the Brilliant card). When the Dungeon Lord earns a Shift, the Shadow Track is moved closer to the Dark (toward the Night card).

Some powers and effects will tell a player specifically which direction to Shift, which may or may not be an advantage.

Each time the Shadow Track Shifts beyond Brilliant, the Brilliant card remains the active Shadow Track card, and the Hero earns a Fortune token.

Each time the Shadow Track Shifts beyond Night, the Night card remains the active Shadow Track card, and the Dungeon Lord earns a Fortune token.

Example: Shifting

Clouded is the active Shadow Track card. This means the Shadow Track is in the Dark.

After winning a challenge, the Hero draws a Shift Reward token. The Hero Shifts once towards the Light.

Glowing is now the active Shadow Track card. This means the Shadow Track is in the Light.

Benefits of Light & Dark

If the active Shadow Track card is the Brilliant, Luminous, or Glowing card, then the Shadow Track is in the Light. Both players pay the cost shown in the Light gem on their Power cards.

If the active Shadow Track card is the Night, Dusk, or Clouded card, then the Shadow Track is in the Dark. Both players pay the cost shown in the Dark gem on their Power cards.

Ultimate abilities may gain additional effects based on whether the Shadow Track is in the Light or the Dark.

Equipment Cards

Equipment cards are gear and magical treasures that aid the Hero during the adventure. Only the Hero uses Equipment cards.

Equipment Card

1. Name: Title of the Equipment card.
2. Text: What effects this Equipment card has when used
3. Slot: Which location this card fits

There are two types of Equipment Cards:

• Basic Equipment cards are the starting gear listed on the back on the Hero's Character card. These are common cards used to help get through the dungeon.
• Treasure cards are magical gear that the Hero receives as a reward for winning challenges. These powerful cards can be used to dominate challenges when the need arises.

Starting with Basic Equipment

During the game setup, the Hero player finds the Basic Equipment cards that are listed on the back of the Hero Character card. These cards are placed face up next to the Hero's Character card, ready to be used.

Earning Treasure Cards

Treasure cards can be earned after winning challenges. If a choice on a Story card shows a Treasure icon, two Treasure cards are placed in the play area at the start of the challenge. If the Hero wins the challenge, the Hero looks at both Treasure cards, claims one, and discards the other. If the Hero loses the challenge, then the Hero randomly claims one of the two face-down Treasure cards, and discards the other.

The Hero can draw and claim one additional Treasure card if a Treasure Reward token is drawn.

The Dungeon Lord never earns Treasure cards.

New Treasures

When replacing an Equipment card with a Treasure card, the new Treasure card always comes in to play refreshed and ready to be used.

Equipment Limits

Equipment slot keywords are shown on the bottom right of an Equipment card.

The Hero can hold at most:

• 1 Weapon card
• 1 Armor card
• 2 Item cards

When a new Treasure card is drawn, if an equipment slot is available, the Hero can immediately put the card into play. The Hero can also choose to replace an Equipment card already in play that has the same slot keyword as the new Treasure. If a Basic Equipment card is replaced, it is placed back into the box. If a Treasure card is being replaced, it is discarded. The Hero can also choose to discard a newly claimed Treasure and keep his current Equipment cards instead.

Example: Equipment Limits

The Hero has earned the Ghost Cloak Treasure card which has the Armor slot.

Since the Armor slot is already taken by the Raven Armor card, the Hero must decide which Armor card to keep.

The Hero replaces Raven Armor with the new Ghost Cloak card. Since the old Armor card had a Wound token on it, the Wound token is placed on the Ghost Cloak card.

Raven Armor is discarded, and Ghost Cloak is now ready to be used.

Replacing Armor

When an Armor card is replaced by a newer Armor card, any Wound tokens on the original card are carried over to the new Armor card. Place the Wound tokens on the new Armor card.

Using Equipment

Equipment cards are kept in a row next to the Hero's Character card.

Some Equipment cards are always in use, providing their effects throughout the game. Other equipment cards must be exhausted before they can be used.

Exhaust Symbol

Some Equipment cards have abilities listed below an exhaust symbol. Any ability listed with or below this symbol cannot be used until the card is exhausted by rotating it 90 degrees. Abilities listed above an exhaust symbol are always in effect even while the card is exhausted. When the card is exhausted by the Hero at the time shown on the card, the Hero may choose to use any of these abilities (an example of Exhausting is described under "Exhausting & Refreshing" above).

A card that is exhausted cannot be used again until it has been refreshed. A card without an exhaust symbol cannot be exhausted.

Armor cards still take Wound tokens while exhausted.

Refreshing Equipment

At the start of each Story Stage and the Final Battle Stage, all of the Hero's Equipment cards are refreshed.

To refresh an Equipment card, the Hero rotates the card 90 degrees to its original, upright position. The card is no longer exhausted and is able to be used again.

Power Cards & Omen Cards

Power cards are special abilities used by the Hero and Dungeon Lord. Each player has a hand of Power cards to help win challenges, gather resources, or hinder their opponent.

Players may not look at their opponent's hand of Power cards.

Power Card

1. Written Cost (Light Gem): How many Fortune tokens it costs to use this card in the Light
2. Name: The Power card's name
3. Written Cost (Dark Gem): How many Fortune tokens it costs to use this card in the Dark
4. Keyword: A keyword referred to by other effects
5. Timing: When the Power card can be played
6. Text: The effect provided by the Power card
7. Flavor Text: Thematic text that has no effect on game play
8. Player Icon: A picture of the card showing that the card is a character-specific card. Standard Power cards have no Player Icon

Hand Size

The maximum amount of Power cards a player can hold in their hand is referred to as their hand size. A player's hand size is shown on the Character card. (Character cards are described under "Characters & Ultimate Abilities" below.)

After drawing one or more Power cards, players must discard cards from their hand until they are down to their hand size before play can continue.

Power Card Decks

The Hero and the Dungeon Lord each have their own Power card decks from which to draw.

The Hero's Power card deck is made up of standard Power cards available to every Hero plus character-specific Power cards with the Hero's portrait on the bottom right corner of the cards. During the setup of the game, 10 standard Power cards and the 10 character-specific Power cards are shuffled together to create the Hero's Power card deck.

The same deck construction method applies to the Dungeon Lord. The Dungeon Lord's Power card deck is made up of standard Power cards available to every Dungeon Lord plus character-specific Power cards with the Dungeon Lord's portrait on the bottom right corner of the cards. During the setup of the game, 10 standard Power cards and the 10 character-specific Power cards are shuffled together to create the Dungeon Lord's Power card deck.

Playing Power Cards

A Power card can be played by either player at the time described on the top of their card. Common times to play Power cards include:

• "Before a Creature is Activated" — Power cards may be played after the Dungeon Lord has announced the type of challenge but before the Dungeon Lord activates a Creature.
• "Dungeon Lord's Roll" — Power cards may be played between the time the Dungeon Lord makes an initial challenge roll and the Dungeon Lord's roll is resolved.
• "Hero's Roll" — Power cards may be played between the time Hero has made an initial challenge roll and before the Hero's roll is resolved.
• "Any Roll" — Power cards may be played during the Dungeon Lord's or Hero's roll.
• "After Winning / Losing the Challenge" — Power cards may be played as soon as the winner of the challenge is determined before Rewards are claimed.
• Power cards may also be triggered by other events, such as when a Creature is exhausted or when rewards are claimed.

Players must give a reasonable amount of time for their opponent to play Power cards.

If both players want to play a Power card at the same time, the cards are played in the order they were announced. If there is a conflict about which player announced their intent to play a Power card first, the Dungeon Lord decides which card is played first.

Power cards have a cost shown at the top left and top right of the card on the Light and Dark gems. If the Shadow Track is in the Light, then both players must pay Fortune equal to the amount shown on the Light gem of their Power cards. If the Shadow Track is in the Dark, then both players must pay Fortune equal to the amount shown on the Dark gem of their Power cards. Fortune must be paid before the card can be played.

Power card effects happen immediately unless otherwise worded, and the card is discarded face up in the Power card discard pile.

Card Symbols

Any symbols shown on a card count as just one of that symbol unless otherwise noted. This card effect gives a single Charge token.

Omen Card

1. Name: The Omen card's name
2. Timing: When the Power card can be played
3. Text: The ability provided by the Omen card

Omen Cards

Omen cards are dangerous cards that only the Dungeon Lord can earn as a reward. These cards can be played at the time described at the top of the Omen card. Omen cards are won by the Dungeon Lord when an Omen symbol appears on a Story card or by claiming the Treasure/Omen Reward token. When an Omen card is claimed, place it in the Dungeon Lord's hand. Omen cards do count towards the hand size. For all other purposes, Omen cards do not count as Power cards.

Rewards

Rewards are special cards and resources that are awarded to both of the players at the end of a challenge. These rewards can come from Story icons or from Reward tokens.

If a Story card shows a Treasure or Omen icon for the challenge, place two of those cards (Treasure or Omen cards) in the middle of the play area.

If the challenge is part of the Final Battle stage, place the Final Battle card face up in the middle of the play area.

After a challenge has been resolved, the winner gains several benefits:

• The winner claims Treasure, Omen, or Final Battle cards in the reward area. Only the Hero can claim Treasure cards (choosing one and discarding the other). Only the Dungeon Lord can claim Omen cards (choosing one and discarding the other). Any cards that cannot be claimed are placed back on top of their respective decks.
• The winner gains one Experience token.
• The winner also draws two Reward tokens from the Reward cup. The winner claims one of the tokens and receives the claimed reward. The Reward token claimed is then discarded face up next to the Reward cup, leaving one Reward token still in the play area.

The loser of the challenge draws one Reward token from the Reward cup and claims either the token drawn or the token left behind by the winner. The loser receives the claimed reward and discards both Reward tokens face up next to the Reward cup.

If the Hero lost a Treasure challenge or the Dungeon Lord lost an Omen challenge, then that player randomly claims one of the two Treasure or Omen cards, and discards the other.

After claiming the rewards, players discard their Reward tokens face up. At the beginning of each Story card and the Final Battle stage, all Reward tokens are returned back to the Reward cup and mixed together.

Reward Tokens

• Card: Draw one Power card
• Charge: Gain one Charge token and place it on your Character card's Ultimate ability
• Fortune: Gain one Fortune and place it in your Fortune pool
• Shift (Dungeon Lord): Shift the Shadow Track toward the Dark
• Shift (Hero): Shift the Shadow Track toward the Light
• Wound (Dungeon Lord): Deal a Wound token to the Hero's Armor card
• Wound (Hero): Deal a Wound token to the active Creature
• Omen / Treasure (Dungeon Lord): Draw and claim a single Omen card
• Omen / Treasure (Hero): Draw and claim a single Treasure card

Each token shows what type of reward the player claims. Some tokens show two symbols which gives the player both of the rewards shown.

Example: Claiming Rewards

A The challenge has begun, and the Story card shows it is a Strength challenge with a Treasure card at stake.

B Since this is a Treasure challenge, two Treasure cards are drawn and placed face down in the middle of the play area. The challenge is resolved and the Dungeon Lord is the winner.

C The Dungeon Lord cannot claim Treasure cards, but he has limited the Hero's access to the cards. The Hero randomly claims one of the two face-down Treasure cards. The remaining Treasure card is then discarded.

D The Dungeon Lord gains 1 Experience token for winning the challenge.

E The Dungeon Lord draws 2 Reward tokens from the Reward cup and claims one of them. The Hero draws 1 Reward token from the Reward cup. The Hero claims either the Reward token just drawn or the token left behind by the Dungeon Lord.

F All three of the Reward tokens that have been revealed for this challenge are discarded face up next to the Reward cup. At the beginning of the next Story card or the Final Battle stage, all the discarded Reward tokens are returned back to the Reward cup and mixed together.

Experience & Skills

Throughout the game, players will earn Experience tokens which are used to purchase Skill cards and upgrade Creatures. Skills provide additional abilities and strengths to the Hero as the game progresses. Creature upgrades make the monsters of the dungeon more deadly.

• After reading the resolution on a Story card, the Hero earns the amount of Experience tokens shown in the resolution. These Experience tokens are awarded regardless of who won or lost the last challenge.
• After reading the resolution on a Story card, the Dungeon Lord earns an amount of Experience tokens equal to the number of Story cards resolved (i.e. 1 Experience token when resolving the first Story card, 2 Experience tokens when resolving the second Story card, and 3 Experience tokens when resolving the third Story card).
• Some Power cards may reward a player with Experience tokens.

Gaining Experience Tokens

There are several ways to earn Experience Tokens:

• The winner of a challenge earns one Experience token.
• When a Creature is killed, the Hero earns an amount of Experience tokens equal to the Creature's level.
• When a Creature with Wound tokens on it is upgraded, the Hero earns 1 Experience token.
• When the Hero's armor has been breached, the Dungeon Lord earns 1 Experience token.

Skill Decks

Each Hero has Skill cards unique to them grouped by color: blue, green, and red. Players may look through these decks at any time.

Purchasing Skills

At the end of each Challenge and Story card, the Hero may look through the Skill deck to purchase Skill cards. Skill cards within are grouped by color: blue, green, and red. The least expensive skill within a color group must be purchased before more expensive skills in the group.

The Hero pays the amount of Experience shown on the top left of the Skill card and places the card face up near the Equipment cards.

Only one skill of each colored group can be in play at a time. When a more expensive skill within a group is purchased, the less expensive skill is removed from the game. This gives the Hero a maximum of three Skill cards in the game at any one time, one from each colored group.

Purchased Skill cards are in play for the remainder of the game.

Using Skills

Skill cards are always in play and do not need to be exhausted to be used.

The Hero may use some or all of the effects on a Skill card or multiple Skill cards during a challenge. Each effect on a Skill card can only be used once per challenge.

Skills take effect during the Hero's roll unless otherwise noted.

Dungeon Lord & Experience

The Dungeon Lord uses Experience tokens to upgrade Creature cards (upgrading Creature cards is described under "Creatures" above).

Example: Purchasing Skills

During the setup of the game, the Hero starts with a Skill card with a cost of 3 Experience tokens. The Hero chooses the Skill card Arcanist I.

After several challenges, the Hero has accumulated 6 Experience tokens. The Hero must choose from the lowest costing Skill cards in each Skill group. The Hero has the choices of Sword Mage I, Arcanist II, or Evocator I.

The Hero chooses the Skill card Arcanist II which costs 5 Experience tokens. The Hero pays the Experience tokens and has 1 left over for future skill purchases.

The Arcanist I Skill card is removed from the game. The upgraded Arcanist II is now put into play.

Fortune

Fortune is used by both players to gain additional challenge dice to help win challenges and to pay for Power cards and other abilities.

Gaining Fortune

At the beginning of a Story card, each player starts with a total of 5 Fortune. If a player has more or less than 5 Fortune at the beginning of a Story card, the player gains or discards Fortune until they have exactly 5. (See also the "Fortune from Skills & Quests" box above.)

Fortune can also be earned by claiming Reward tokens, playing Power cards, or using special abilities. This is referred to as "Gaining Fortune". There is no maximum amount of Fortune a player can have.

Spending Fortune

A player paying for a Power card or ability discards the amount of Fortune paid to the unused Fortune pool.

A player may also spend Fortune to roll bonus blue challenge dice during a challenge (referred to as Fortune dice). A player may not spend more Fortune for these dice than the Fortune limit shown on the Character card.

Fortune tokens spent for additional dice must be spent all at once before these dice are rolled.

Wounds & Critical Cards

The Hero and Dungeon Lord deal Wound tokens to each other through challenge dice symbols, Equipment cards, Creature abilities, Power cards, Story cards, and other special abilities.

Wounding the Hero

Each time the Dungeon Lord deals a Wound, a Wound token is placed on the Hero's Equipment card with the armor keyword. The Hero can play effects that trigger when a Wound is dealt before the token is placed on the armor card.

When an armor card is dealt an amount of Wound tokens equal to or more than the card's armor rating (the number on the shield icon), the armor is breached.

Breached Armor

When an armor card is breached, perform the following steps:

1. The Dungeon Lord gains 1 Experience token.
2. The Dungeon Lord draws a Critical card and immediately puts it into play.
3. Discard an amount of Wound tokens on the armor card equal to its armor rating.
4. The armor card is no longer considered breached and can immediately take additional Wound tokens.
5. If the armor card was dealt more Wound tokens than were needed to breach it, place the additional Wound tokens on the armor card.

Example: Wounding the Hero

Journeying through the dungeon, the Hero has already been dealt 7 Wound tokens from an earlier challenge.

The choice of "Speak to the Shadow" deals 1 Story Wound token to the Hero. This Wound token is placed on the armor card.

During the challenge roll, the Hero wins the challenge, but the Dungeon Lord rolls 2 Wound symbols on his challenge dice. 2 additional Wound tokens are added to the armor card for a total of 10 Wounds.

The Leather Armor card's armor rating is 9. The ninth Wound token breaches the armor. 9 Wound tokens are discarded while the tenth Wound token is left on the armor card. The Dungeon Lord gains 1 Experience token, draws a Critical card, and immediately puts the Critical card into play.

Critical Cards

Critical cards are permanent effects that wear down the Hero. They can range from slowing down Ultimate abilities, destroying a piece of equipment, to a more permanent effect on the Hero.

Critical cards with the Omen symbol showing in the corner are placed face up next to the Dungeon Lord's Character card to remind that player of the effects. All other Critical cards are placed face up next to the Hero Character card.

Healing

Heroes and Creatures do not normally heal during the game without the help of special cards or effects.

Wounding the Dungeon Lord

Each time the Dungeon Lord is dealt a Wound, the Wound token is placed on the Dungeon Lord's active Creature card. The Dungeon Lord character cannot be harmed by Wound tokens, only Creature cards are affected. (Killing Creature cards is described under "Creatures" above.)

Characters & Ultimate Abilities

During the game of Fallen, both Hero and Dungeon Lord choose a character with special abilities to play.

Character Card

1. Name: The name of the character
2. Charge Slots: Slots to hold charges that power the character's Ultimate ability
3. Ultimate Ability: Name and effect of the character's Ultimate ability
4. Attribute Dice: The bonus dice added to the Hero's roll based on the type of challenge. The Dungeon Lord character card does not have these dice.
5. Fortune Limit: The maximum amount of Fortune that can be spent for bonus blue dice during a challenge
6. Hand Size: The maximum amount of cards the player can have in their hand at any time

Character Attributes

Each character card shows the character's name, Ultimate ability, Fortune Limit, and Hand Size.

In addition, the Hero character card also shows bonus Attribute dice to be rolled based on the challenge type (Agility, Intelligence, or Strength).

The back side of the Hero card describes the basic equipment the Hero starts with as well as the character's background. The archetype icon is not part of the core game and may be used in future expansions.

Ultimate Abilities

Each character has Charge slots to hold Charge tokens. A character begins the game by placing Charge tokens on every slot.

Charges are gained during the game through abilities, Power cards, and by rolling Charge symbols on dice. Any Charge symbols rolled must be gained immediately and cannot be saved. If there are no empty Charge slots available, Charges gained are lost.

When Charge tokens are on every slot, the character's Ultimate ability is fully charged. The ability can now be used during that character's roll. If any charge slot is empty, the Ultimate ability cannot be used.

To use an Ultimate ability, the player must announce the Ultimate ability is being used, remove all Charge tokens from the slots, and place the tokens next to the Character card.

The player then gains the Ultimate ability's effect, such as bonus dice to roll during the challenge. This effect may vary based on whether the Shadow Track is in the Light or in the Dark.

A character's Ultimate ability cannot be used again until it is fully powered with Charge tokens in every slot. Charges can be gained by rolling Charge icons on challenge dice, Reward tokens, Skill cards, and Power cards.

An Ultimate ability can also be used and its dice added as part of a character's initial dice roll. This allows any Charges rolled to be immediately gained.

No matter how many Charges a character gains, a character's Ultimate ability cannot be used more than once during a challenge.

Example: Using an Ultimate Ability

With three Charges on the Character card, the Archivist of Souls Ultimate ability is fully powered and ready to be used.

During the Dungeon Lord's roll, the Dungeon Lord chooses to use his Ultimate ability. The Dungeon Lord moves all the Charge tokens off to the side of his character card.

The Shadow Track is Dark, so the Dungeon Lord adds two blue challenge dice to the roll and can block 1 Wound token dealt by the Hero this challenge.

Quest Card

The back of the Dungeon Lord's character card is the Quest card. This card is used at the beginning of the game in the Quest Stage.

Similar to a Story card, the Quest card begins the adventure, gives the Hero one choice, and sets the current Shadow Track level.

See the section on the Quest Stage above for more information.

Credits

Game Design: Tom Green

Producer: Stephen Smith

Game Illustrations: Jason Behnke, Jeff Brown, Edward Boberg, Simon Buckroyd, Joshua Calloway, CubeArt, Tugsbayar Jamts, Michael Mowat, Cloud Quinot, and Serg Zagladko

Graphic Design: Jeff Brown, Erebus di Giorgio De Michele, Corey Macourek, Ben Moriconi, and Marc Radle

Art Director: Tom Green

Writers: Lynda Clark, Jason Dookeran, Mike Doyle, William Hughes, Monte Lin, Tom Green, and Steve Whitmore.

Editing and Proofreading: Mark Decker, Amanda Green, and Thomas Phinney

Publisher: Amanda Green and Stephen Smith

Playtesters: Jordan Bartel, Chris Berg, Mark Decker, Clint Denyse, Kristie Dutra, Andrew Eblen, Eric Fee, Aspen Farer, Brad Fortier, Paul Graf, Amanda Green, Nick Green, Jason Hancock, Francisco Harvey, Byron Kropf, Ed Little, Mark Miller, Mitchel Miller, Kyle Monroe, Adam Page, Ted Parish, Brian Ramey, Michael Scott, Tim Sisk, Stephen Smith, Robert Tym, Derek Welch, all the great folks at GameStorm and Norwescon.

Special Thanks: Jordan Bartel, Jacob Behunin, Mark Decker, and Amanda Green

Advanced Rules

Below are several explanations to some unusual situations that may arise during gameplay.

Adjacent Creatures

Some effects in the game target Creatures adjacent to the active Creature. Only the Creatures directly to the left and right of the active Creature are considered to be adjacent. The Creature slots on the far right or left sides do not "wrap around" to the other side.

Binding

Some cards have the ability to bind. When the card is played, it is bound to another card in the game by being placed next to it. The bound card stays in play for the rest of the game.

Block

Block is an ability to protect a Hero or Creature from taking Wound tokens. Wound tokens must be blocked when they are dealt. A block ability cannot be used after the Wound token has already been put into play.

When a Wound token is being dealt, a block ability can be announced. A number of Wound tokens are canceled equal to the amount of the block (i.e. two Wound tokens dealt by the Dungeon Lord's Power card can be prevented with a Block ability).

Wounds that are blocked are not considered to have been dealt or rolled. Any effects that require these wounds to have been dealt cannot be played.

In Play

Any card in the play area is considered "in play" and can be affected during the game. Cards not in play include draw decks, discard piles, a player's hand of cards, Skills not purchased or already upgraded, cards returned to the box, and face-down Treasure/Omen cards in the Reward area waiting to be won.

Skill Tokens

Several Skill cards require a generic token to be placed on them. If the Skill is upgraded, any tokens on the card carry over to the newly upgraded Skill.

Stealing

A player may gain the ability to steal a resource from the opposing player (i.e. "Steal 1 Fortune"). The player takes the resource from the opposing player. If the opposing player does not have enough of the resource, then the resource cannot be stolen.

Symbol Order

When multiple symbols are rolled at once and the timing of which is gained first becomes important, the player who rolled the symbols chooses the order in which they are gained.

Gaining Dice & Rolling Dice

Many effects allow a player to gain dice. Usually these dice are gained during a player's own roll. If a player gains dice during an opponent's roll, the player immediately rolls those dice.

Abilities will occasionally ask a player to "roll a die" to create a random effect. Rolling a die is not part of the challenge. Its swords and symbols do not take effect, and the die cannot be re-rolled. It is only used to quickly determine a random effect and is then discarded.

Teaching Fallen to a New Player

Goal of the Game

Players new to Fallen should play as the Hero. Let them pick a Hero and then ask what type of skill do they want. "Do you want to be stronger, more intelligent, or really quick on your feet?" Then simply hand them the skill card.

Describe the goal of the game is for the Hero to adventure through 3 Story cards before battling the Dungeon Lord in his private chamber at the bottom of the dungeon.

Show a Story card and how it flows through the different challenges. Explain the Agility, Intelligence, and Strength icons but skip the rest.

Rolling Challenges

Show them how challenge dice are used. Exhaust a Creature, add your black dice, and roll focusing only on the swords. Explain that you can spend up to 2 Fortune to add bonus blue dice.

Have the Hero roll white dice plus attribute dice. Show the Hero how to use an Ultimate ability and Equipment cards. Have the Hero play the "Resolute" Power card and show how Fortune can add more blue dice. Show that the Hero must roll more swords than your roll to win. Explain the winner gets experience and some shiny Reward tokens.

Show the Hero how a Wound symbol that was just rolled damages a Creature or could damage a Hero if rolled by the Dungeon Lord. Show how a Charge symbol recharges the Hero's Ultimate ability.

Shadow Track

Explain the theme behind the Shadow Track, how it moves, that it can change the cost of Power cards, and that it can make an Ultimate ability stronger.

Practice Challenges

Tell the Hero you'll play a few practice challenges. Read the introduction to a Story card and give the Hero the branching choices. Skip any symbols on the Story card except for the type of challenge. Roll the challenge and be gentle on the Hero while the mechanics are figured out. Explain the Reward tokens as they are claimed and that Experience tokens are won by the winner.

Move on to a second choice on the practice Story card. Roll the challenge and play hard to test the Hero. Suggest making an initial challenge roll before deciding to add bonus dice from Fortune or Ultimate abilities.

Explain that Experience can be used to upgrade skills or by the Dungeon Lord to upgrade Creatures.

Explain the rest of the concepts such as Story Wounds, Treasures, and Omens as they come up. Ask the Hero, "What questions do you have?"

Explain that the Hero cannot win every challenge. An important decision is when to let a challenge go to hold on to valuable resources for upcoming battles.

Discard the practice Story card, ask the Hero if they're ready to adventure, and begin the game with the Quest card.

Know Your Hero

The steps above work for most new players to the game. Give them basics and then get them adventuring. If you are teaching a competitive gamer who loves to win, then get into specifics about each concept before playing so they feel they are on equal ground with you.

Have fun!

Enjoying the Game

Below are several suggestions to have even more fun with Fallen. These are optional ways to play and are not required as part of the official game.

Recap the Scene

Some challenges can take longer to resolve than others as players string Power cards together and battle to roll that final sword. After a long challenge, the Dungeon Lord can quickly summarize the previous scene to get both players back into the moment. Getting into the habit of doing this after every challenge helps players enjoy the Story cards even more. "So you've got one goblin on your back and another one is grinning in front of you. Do you Slam Your Back Into the Wall or Hack the Grinning Goblin?"

Don't Forget Your Difficulty Dice

As soon as a challenge is announced that has a Hard or Easy difficulty, the player gaining the bonus blue die should immediately move that die to his dice pool so that it is not forgotten.

Line Up Your Reward Tokens

If the Hero is having trouble remembering which challenge number you are playing ("Is this the last challenge on the Story card?") lining up your discarded Reward tokens can help. After claiming rewards, you can line up the tokens in rows of three. Now, the Hero only has to look at the number of rows of tokens to know how many challenges have been completed. If there are two rows of tokens then the game is on the third challenge on the Story card.

Act Out the Voices

The Dungeon Lord can bring the adventure to life by really acting out the Story cards. Use a sinister voice to describe the chamber the Hero is exploring. If a goblin thief taunts the Hero then use a squeaky voice to say his line. When the giant bursts into the room and bellows, use a booming voice to intimidate the Hero. The more cheesy the acting, the more fun you'll have.

Returning to Fallen

If it has been a while since you've last played Fallen and are returning to the game, here are a few quick steps to get you playing quickly. Read how to Setup the game, review the Rules to Remember, and play through a quick sample challenge using the Challenge Summary. Remember to start with the Quest on the back on the Dungeon Lord's Character card, play through three Story cards, and then whichever player wins three Final Battle cards first wins the game. Welcome back to Fallen!

Rules to Remember

Challenges

• When Charge or Wound symbols are rolled, they must be gained immediately and cannot be saved.
• The Hero must roll more swords than the Dungeon Lord to win the challenge.
• Players can spend up to their Fortune Limit during a challenge to gain 1 blue die for each Fortune spent. Fortune tokens spent for additional dice must be spent all at once before the Fortune dice are rolled.
• Fortune and Ultimate dice can be combined with a player's initial roll in the hopes of rolling more charges. Ultimate abilities cannot be used more than once per challenge.

Creatures

• Creature abilities happen as soon as the Creature is exhausted unless otherwise noted.
• Wounds dealt by the Hero are applied to the active Creature card.
• Extra damage dealt by the Hero that is more than enough to kill a Creature is wasted.
• The cost to upgrade a Creature is its current level plus one.
• Upgraded creatures enter the game in the same exhausted/refreshed state as the previous Creature in the slot. Replacements for killed Creatures come in exhausted.

Experience

• The winner of each challenge earns 1 Experience token in addition to any other rewards.
• The Dungeon Lord earns 1 Experience token and a Critical card for breaching the Hero's armor card.
• After resolving the last challenge on a Story card, the Hero earns the amount of Experience tokens shown on the resolution chosen. The Dungeon Lord earns an amount of Experience tokens equal to the total number of Story cards resolved.

Story Cards

• The Dungeon Lord reads the names of each Story choice but not the choice text or any of the icons. After the Hero picks a choice name, the Dungeon Lord reads the text and then reads the icons.

Miscellaneous

• At the beginning of a Story and Final Battle stage, each player starts with a total of 5 Fortune and draws 2 Power cards.
• Equipment cards refresh at the start of each Story and Final Battle stage. Creature cards refresh at the start of a challenge when all Creature cards are exhausted.
• The cost of Power cards changes based on whether the Shadow Track is in the Light or the Dark.
• Reward tokens are mixed back into the Reward cup at the beginning of each Story and Final Battle stage.

Card Codex

Below are additional details for several cards to help explain their function.

Crippled Defense (Critical card) — The reduction in armor value applies to any armor the Hero wears for the rest of the game.

Crystalline Orb (Treasure card) — If the Dungeon Lord rolled a "Sword + Charge/Wound" and Crystalline Orb cancels the charge, the Dungeon Lord cannot go back and choose a Wound.

Cursed Treasure (Power card) — You take the Reward token the Hero was about to claim and gain your normal rewards. The Hero chooses from whatever Reward token is left in the play area. If no Reward tokens are left, the Hero may draw one Reward token.

Drained (Critical card) — The written cost of 2 or more only applies to the current cost of the Power cards based on the Shadow Track.

Glyph of Pain (Power card) — The wound is dealt to a Creature of the Dungeon Lord's choice. This pays for the card as it has a Fortune cost of 0.

Hunted (Critical card) — If Hunted is added to the active creature, it immediately gains the blue die.

Library of Souls (Power card) — The Hero must discard down to his hand size before figuring out the number of cards in the Hero's hand.

Malevolent (Creature card) — The Hero loses their normal draw and claim of a single Reward token. Abilities such as Ranek's Ultimate or his Glittering Gold Power card no longer work as no Reward is claimed. This does not prevent the Hero from claiming additional Reward tokens through other abilities.

Recycled (Power card) — The Creature is still considered to have been killed and does leave play. The same Creature card is returned to play refreshed.

Slowed (Critical card) — If Slowed is claimed during an agility challenge before the challenge has been resolved, the Dungeon Lord immediately gains the blue die from the Slowed card.

Terrified (Critical card) — If Terrified is used during the Resolution phase of a Story card, it counts as using it during the last (fourth) challenge.

Challenge Summary

1. The Dungeon Lord exhausts one Creature.

The Dungeon Lord always rolls:

• 2 black challenge dice
• Creature dice on the active Creature

Modify the Dungeon Lord's roll (can be done in any order and in combination with the dice above):

• The Dungeon Lord's Ultimate ability can be used
• The Dungeon Lord can spend Fortune to gain blue challenge dice up to the Fortune Limit
• Both players can play Power cards

2. The Hero always rolls:

• 2 white challenge dice
• Any Attribute dice
• Any Skill dice

Modify the Hero's Roll (can be done in any order and in combination with the dice above):

• The Hero can exhaust any equipment to help with the challenge
• The Hero's Ultimate ability can be used
• The Hero can spend Fortune to gain blue challenge dice up to the Fortune Limit
• Both players can play Power cards

3. If the Hero rolls more swords than the Dungeon Lord, the Hero wins the challenge. If the Hero rolls the same amount or fewer swords than the Dungeon Lord, the Dungeon Lord wins the challenge.

4. Any Creature abilities or Power cards that trigger from winning or losing the challenge may be used.

5. The WINNER of the challenge gains 1 Experience token and draws 2 Reward tokens from the Reward cup. The winner claims one of the tokens and receives the claimed reward. The Reward token claimed is then discarded face up next to the Reward cup, leaving one Reward token still in the play area.

6. The LOSER of the challenge draws 1 Reward token from the Reward cup and claims either the token just drawn or the token left behind by the winner. The loser receives the claimed reward and discards both Reward tokens face up next to the Reward cup.

7. If this was a Treasure challenge:

• And the Hero was the winner, then the Hero looks at both Treasure cards, claims one, and discards the other.
• And the Hero was the loser, then the Hero randomly claims one of the two face-down Treasure cards, and discards the other.

If this was an Omen challenge:

• And the Dungeon Lord was the winner, then the Dungeon Lord looks at both Omen cards, claims one, and discards the other.
• And the Dungeon Lord was the loser, then the Dungeon Lord randomly claims one of the two face-down Omen cards, and discards the other.

8. (Reward claiming continues as above.)

9. Any Creature slots with killed, face-down Creatures are replaced with new, face-up Creatures of the same level. The new Creatures come into play exhausted.

10. Experience tokens accumulated by the Dungeon Lord can now be used to upgrade Creatures.

11. Experience tokens accumulated by the Hero can now be used to purchase Skill cards.