"Now you see that evil will always

triumph, because good is dumb."

— Dark Helmet, Spaceballs
 Writing
Steve Crow, Alexander Flagg, B.D. Flory, Clayton A. Oliver, Steven Peterson

Brand Manager
Patrick Kapera

System Development and Editing

Scott Gearin

Additional Writing Creative Director

Garland T. Dunlap, Scott Gearin, Robert Harris, Derek Miller Mark Jelfo

Art Director Graphic Designer

jim pinto Nate Barnes

Cover Art Chief Executive Officer

Veronica V. Jones John Zinser

Interior Art Chief of Operations

Storn Cook, Klaus Scherwinski, Borja Peña Maureen Yates

Editors Production Manager

Patrick Kapera Mary Valles
Correction
Andrew Wilson helped edit the Agency book. Our apologies for not crediting him.

Spycraft Created by Patrick Kapera and Kevin Wilson

The Spycraft/Shadowforce The Spycraft/Shadowforce

Archer Story Team is… Archer Design Team is…
Steve Crow, Robert J. Defendi, B.D. Flory, Sean Michael Fish, Alexander Flagg, James Maliszewski,
Meredith Patterson, Les Simpson Scott Gearin, Clayton A. Oliver, Rodney Thompson

Playtesters
Tony Allen, Alexander Andersson, Carl Ballard, Jon Bancroft, Allan Barber, John Barber, Kevin Barbour, Steve Barr, Clark Barrett, Michael Blake, Rob Buckley, Matt Birdsall, Tyler Blount,
Kyle Burckhard, Nick Campbell, Simon Campey, Ben Caplan, Chris Carlson, Richard Cattle, Jeff Churchill, David Crabbe, Joshua Cremosnik, Steve Crow, Nathan Devonshyre, Ray Edwards,
Steve Emmott, Charles Etheridge-Nunn, Sean Fish, Alex Flagg, B.D. Flory, Jerry Ham, Rich Harkless, Nabil Homsi, Ashley Jestico, Stephen Johnstone, Alex Matarazzo, Dave McAlister,
Christi McCray, Matt McGowan, Vivika McKie-Woods, Angus McNichol, James McPherson, Kalai McPherson, Steven Mileham, Justin Miller, Ben Morton, Clint Menzes, Lisa Murray,
Clayton A. Oliver, Jason Olsan, Kent Peet, Bob Pfieffer, Andrew M. Popowich, Michelle Popowich, Anthony Rainwater, Rolando Rivero, Andrew Robertson, Jill Robertson, Tarik Salameh,
Dave Salisbury, Crystal Simpson, Les Simpson, Aaron Smith, Mandy Smith, Marshal Smith, Sonya Smith, Catherine Spainhour, Rich Spainhour, Alasdair Stuart, Michael Surber,
Andrew Fraser Taylor, Seth Tupper, Kris Wagner, James Wiley, Marcus Wischik, Matt Wright

Attributions
Opening quote, page 1 — from Spaceballs, written by Mel Brooks & Thomas Meehan & Ronny Graham
Chapter 1 quote, page 1 — from Austin Powers in Goldmember, written by Mike Myers & Michael McCullers
Chapter 2 quote, page 1 — from Moonraker, written by Christopher Wood (based on the novel by Ian Fleming)
Chapter 3 quote, page 1 — from All The President’s Men, written by William Goldman (based on the novel by Carl Berstein & Bob Woodward)
Chapter 4 quote, page 1 — from The Third Man, written by Graham Greene & Alexander Korda and Carol Reed & Orson Wells

Spycraft, Shadowforce Archer and all related marks are ™ and © 2004 Alderac Entertainment Group, Inc. All rights reserved.
All characters, names, places, and text herein is copyrighted by AEG.
Reproduction without AEG's written permission is expressly forbidden, except for the purpose of reviews and when permission to photocopy is clearly stated.

Vitality points, wounds, Defense, and other rules from the Star Wars® Roleplaying Game and other items not covered by the Open Gaming License
used with permission from Wizards of the Coast. Star Wars is a trademark of Lucasfilm, Ltd.
The mention of or reference to any company or product in this book is not a challenge to the trademark or copyright concerned.
This book uses governments, intelligence agencies, and political figures as settings, characters, and themes. All such uses are intended for entertainment purposes only.

TM

www.spycraftrpg.com
 Table of Contents
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 New Threat Resources . . . . . . . . . . . . . . . . .78
Basic Cloning . . . . . . . . . . . . . . . . . . .
. . . . . . .78 . . .
Chapter 1: Legion ......................5 Benevolent . . . . . . . . . . . . . . . . . . . . .
. . . . . . .78 . . .
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Bundle Dispensary . . . . . . . . . . . . . . .
. . . . . . .78 . . .
The Minion’s Role . . . . . . . . . . . . . . . . . . . . . . .6 Death Camps . . . . . . . . . . . . . . . . . . .
. . . . . . .78 . . .
What, or Who, are Minions? . . . . . . . . . . . . . . . . . .6 Dungeons . . . . . . . . . . . . . . . . . . . . . .
. . . . . . .78 . . .
Building a Better Minion . . . . . . . . . . . . . . . . . . . . .6 Elite Guard . . . . . . . . . . . . . . . . . . . . .
. . . . . . .78 . . .
Using Minions Effectively . . . . . . . . . . . . . .8 Faceless Legions . . . . . . . . . . . . . . . . .
. . . . . . .78 . . .
Devise a Strategy . . . . . . . . . . . . . . . . . . . . . . . . . . .9 Fearsome Reputation . . . . . . . . . . . . .
. . . . . . .79 . . .
Using Minions as Storytelling Tools . . . . . . . . . . . . .9 Fluid Assets . . . . . . . . . . . . . . . . . . . .
. . . . . . .79 . . .
Roleplaying Minions Effectively . . . . . . . . . . . . . . .10 Foolproof Plan . . . . . . . . . . . . . . . . . .
. . . . . . .79 . . .
Minion Tags . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .10 Integrated Agendas . . . . . . . . . . . . . .
. . . . . . .79 . . .
Snitches . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .13 Master Plan . . . . . . . . . . . . . . . . . . . .
. . . . . . .79 . . .
Snitching Basics . . . . . . . . . . . . . . . . . . . . . . . . . . .13 Motor Pool . . . . . . . . . . . . . . . . . . . . .
. . . . . . .79 . . .
Standard Minion Types Revisited . . . . .14 Nerve Center . . . . . . . . . . . . . . . . . . .
. . . . . . .79 . . .
“Welcome to the Menagerie” . . . . . . . . . . . . .16 Public Support . . . . . . . . . . . . . . . . . .
. . . . . . .80 . . .
Animal Basics . . . . . . . . . . . . . . . . . . . . . . . . . . . .16 Public Sympathy . . . . . . . . . . . . . . . .
. . . . . . .80 . . .
Animals in Play . . . . . . . . . . . . . . . . . . . . . . . . . . .21 Self-Destruct Mechanism . . . . . . . . . .
. . . . . . .80 . . .
Animal Profiles . . . . . . . . . . . . . . . . . . . . . . . . . . .24 Torture Chambers . . . . . . . . . . . . . . . .
. . . . . . .80 . . .
Converting Animals From d20 to Spycraft . . . . . . .28 Building a Threat Organization . . . . . . 80
NPC Classes . . . . . . . . . . . . . . . . . . . . . . . . . . . .30 Concept . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .80
Android . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .30 Front . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .82
Gangster . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .31 Grand Scheme . . . . . . . . . . . . . . . . . . . . . . . . . . . .84
Gunner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .32 Threat Source of Power . . . . . . . . . . . . . . . . . . . . .86
Mad Bomber . . . . . . . . . . . . . . . . . . . . . . . . . . . . .33 Threat Achilles’ Heel . . . . . . . . . . . . . . . . . . . . . . .88
Resistance Fighter . . . . . . . . . . . . . . . . . . . . . . . . .34 Threat Randomizer . . . . . . . . . . . . . . . . . . . . . . . . .89
Sleeper . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .35 Threat Randomizer Example . . . . . . . . . . . . . . . . . .96
Special Forces Operator . . . . . . . . . . . . . . . . . . . . .36
Chapter 4: Playing
Chapter 2: Leadership . . . . . . . . . . . . . . .37 A Villain Campaign . . . . . . . . . . . . . . . . . . .107
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . 108
The Foil . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .38 Types of Villainous Campaigns . . . . . . 108
Playing a Foil . . . . . . . . . . . . . . . . . . . . . . . . . . . .40 The Antihero Campaign . . . . . . . . . . . . . . . . . . . .108
Foil Hooks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .41 The Conspiracy Campaign . . . . . . . . . . . . . . . . . .109
Foil Quirks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .42 The Prankster Campaign . . . . . . . . . . . . . . . . . . . .109
The Henchman . . . . . . . . . . . . . . . . . . . . . . . . . . .43 Being a Bad Guy . . . . . . . . . . . . . . . . . . . . . . .109
Playing a Henchman . . . . . . . . . . . . . . . . . . . . . . .44 What is a Villain . . . . . . . . . . . . . . . . . . . . . . . . .109
Henchman Hooks . . . . . . . . . . . . . . . . . . . . . . . . . .46 Types of Villains . . . . . . . . . . . . . . . . . . . . . . . . . .110
Henchman Quirks . . . . . . . . . . . . . . . . . . . . . . . . . .46 Goals and Objectives . . . . . . . . . . . . . . . . .111
The Mastermind . . . . . . . . . . . . . . . . . . . . . . . . .47 Tackling Villainous Missions . . . . . . . . . . . . . . . . .111
Playing a Mastermind . . . . . . . . . . . . . . . . . . . . . .48 Threat Codes . . . . . . . . . . . . . . . . . . . . . . . . . . . . .113
Mastermind Hooks . . . . . . . . . . . . . . . . . . . . . . . . .50 New Backgrounds . . . . . . . . . . . . . . . . . . . . . .114
Mastermind Quirks . . . . . . . . . . . . . . . . . . . . . . . . .51 Disavowed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .114
Villain Motivations . . . . . . . . . . . . . . . . . . . . .52 Obsessed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .114
Villain Flaws . . . . . . . . . . . . . . . . . . . . . . . . . . . .53 New Departments . . . . . . . . . . . . . . . . . . . . . .114
New Villain Core Abilities . . . . . . . . . . . . .54 Hired Gun . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .114
Conqueror (Mastermind Class) . . . . . . .54 Programmed . . . . . . . . . . . . . . . . . . . . . . . . . . . . .115
Eternal (Mastermind Class) . . . . . . . . . . .56 Turncoat . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .115
Manipulator (Mastermind Class) . . . . .57 Betrayer (Prestige Class) . . . . . . . . . . . .116
Mentor (Mastermind Class) . . . . . . . . . . .59 Hitman (Prestige Class) . . . . . . . . . . . . . . .117
Predator (Mastermind Class) . . . . . . . . .61 Tamer (Prestige Class) . . . . . . . . . . . . . . . .119
Tyrant (Mastermind Class) . . . . . . . . . . . .63 New Skill Uses . . . . . . . . . . . . . . . . . . . . . . . .121
New Basic Combat Feats . . . . . . . . . . . . . .121
Chapter 3: Organization . . . . . . . . . . . .65 New Unarmed Combat Feats . . . . . . . . . .124
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . 66 New Gear Feats . . . . . . . . . . . . . . . . . . . . . . . .124
New Threat Agendas . . . . . . . . . . . . . . . . . . .66 New Style Feats . . . . . . . . . . . . . . . . . . . . . . .125
Special Rules . . . . . . . . . . . . . . . . . . . . . . . . . . . . .66 New Training Programs . . . . . . . . . . . . . . .126
Multiple Threat Agendas . . . . . . . . . . . . . . . . . . . .66 Guerrilla Warfare Training . . . . . . . . . . . . . . . . . .126
Threat Agenda Descriptions . . . . . . . . . . . . . . . . . .68 Tactical Disruption Program . . . . . . . . . . . . . . . . .127

3
 mastermind
INTRODUCTION
Welcome to the second of a two-part series of
Spycraft sourcebooks peeling back the curtain behind
which the Agency and its enemies reside (the first being
Agency, already available).
One of the greatest challenges facing any Spycraft
GC is the creation of truly impressive villains. Criminal
masterminds and their legions are the Agency’s ultimate
enemies and define the character of the opposition
at the gaming table, in terms of both roleplaying and
mechanical superiority. When a season’s villains are
flat, the rest of the experience tends to follow suit.
The pitfalls are many. Solid villain concepts can be
matched up with subpar statistics, or not utilized to
their full potential. Poor concepts can sully an otherwise
interesting puzzle or rules challenge. Flawed presentation
can taint even the finest mastermind creations.
This book offers a wealth of knowledge about
Spycraft villains, including how to brainstorm, flesh
out, stat out, and roleplay them. It also expands the
options available to GCs interested in challenging the
Agency on an organizational level, with new
Mastermind System options and ways to exhaustively
describe and utilize the ultimate anti-establishment.
As in Agency, we begin with the villains themselves,
as their positions within an organization offer the
perfect structure for a book about them. Also as in
Agency, we begin at the bottom, with minions, or in this
case the criminal organization’s Legion. This chapter
describes what minions do, where they come from, and
how they operate. Beyond the origins, this chapter
examines how to construct intriguing minion types with
unique personality and playability, and how to make the
most use of them in play. The GC’s minion toolkit is also
greatly expanded, including new standard minion types,
the most comprehensive animal rules to date, new gear
options, new NPC classes, and rules for determining just
what any captured minion knows when successfully
interrogated.
Higher on the Mastermind ladder we find the
organization’s named characters, its foils, henchmen,
and masterminds, or its Leadership. This chapter describes
the potential origins and utility of each of these character
types, as well as how to effectively present them to
new and experienced players alike. It also offers ways
to personalize each character with randomized hooks
(the character’s seed concept, in summary) and quirks
(personality or background traits that solidify the seed
concept as a semi-fleshed character). New toolkit options
for these character types include motivations and flaws,
new villain core abilities, and five of the most terrifying
prestige classes ever released, each designed to soundly
exploit the system against the players.
4
Next, we come to the overarching precepts guiding
the villainous Organization. Herein, we present an
exhaustive list of threat agendas, as well as new rules
for applying them to any enemy. Now your villains
can aspire to even greater heights of corruption in
preparation for their grand master stroke. New threat
resources are also provided, extending the list of ways
the Blofelds and Dr. Klaws of the world can accost
their adversaries. Finally, this chapter introduces an
all-encompassing method for randomly generating
complete Mastermind System threats, from base concept
to deceptive front to grand scheme, from source of
power to achilles heel. Every facet of Mastermind
Design is simplified and streamlined, tearing through
the complicated math so you can build a balanced and
likely somewhat unexpected enemy in minutes.
So You Want to Play a
Villain?
Look no further! Chapter 4 of this book contains
a wide array of agent options for those on the other
side of the tracks. New backgrounds to support the
agents’ particular brand of evil! New departments to
illustrate the agents’ penchant for global domination!
New prestige classes to expand the ways in which
the agents can sublimate or devastate their foes!
New training programs to ready the agents for their
next criminal undertaking!
As with all Spycraft agent options, these are available
to agents of any bent, but are collected here as part of
a broader window into the halls of destruction.
Though many of the agent options within this book imply
a certain moral low ground, they can just as easily be
adopted by anti-heroes or even Agency operatives living
on the edge. Deep cover operatives frequently gain these
options to lend credibility to their false identities, as do
agents assigned to short-term insertions.
Also included in this chapter: rules for NPC back-
grounds! At long last, the GC can assign backgrounds to
his villains and other characters in a fashion that cleanly
interlocks with the existing Spycraft game system!
Finally, Chapter 4 offers several articles about
running the flip side of a standard Spycraft campaign —
how to set things up, what to watch for, and how
to make it one of the most enjoyable experiences of the
players’ careers.
We hope you enjoy this foray into the dark side of
the Spycraft universe. We look forward to showing you
new and more impressive ways to utilize our version of
the d20 mechanics with upcoming supplements. Next
up… U.S. Militaries and World Militaries, the first two
of a sporadic series of books designed expressly for
the fans who’ve been clamoring for harder, real-world
combat options. Boot camp begins this summer!
Now we invite you to turn the page and indulge
in a little bit of merry mayhem…
 “Do you know how many anonymous
henchmen I’ve killed over the years?
I mean, look at you, you don’t even have
a nametag! You don’t stand a chance!
Just lie down on the floor…”
— Nigel Powers, Austin Powers
in Goldmember

Legion
1
 mastermind
organization’s leaders. Still others are deployed as field
operatives to carry out tasks vital to the organization’s
INTRODUCTION
Our study of Spycraft’s villainous contingent begins
function, including theft, intimidation, and coercion.
What minions are not is special — they are in many
ways normal men and women, swept up in a grand
at the bottom, with an overview of the enemy’s
tug of war between forces beyond their control (and in
rank and file — minions. We begin with a brief study of
many cases, beyond their comprehension as well). While
minions in action — what they do, how and why — and
minions are intimately involved in their organization’s
continue with suggestions for personalizing minions,
operations, they rarely grasp the Big Picture, if for no
shaking minions down for information, and adjusting
other reason than it prevents them from challenging
basic minion packages to help the GC realize many new
their mastermind’s control. But although minions don’t
concepts in play. This chapter also introduces animals
call the shots or hatch elaborate schemes, they are
into the Spycraft game system, with an expansive list
the glue that holds their organization together — and in
of options for requisitioning them as gear or including
many ways, keeps the Spycraft game setting intact.
them as custom-built minions. Finally, we introduce
several new NPC classes especially tailored to fill the Building a Better Minion
front ranks of any diabolical overlord’s army.
Good minions are made, not born, and all good
minions begin with solid choices. The following tips
and tricks can help any inventive GC build strong
THE MINION’S ROLE
Minions are a commonly utilized but little-under-
minion concepts — and improve the challenges in
his game as well.
stood Spycraft resource. All too often, they’re portrayed Start at the Top
as little more than faceless hordes within a master-
The best minions start with one solid concept,
mind’s organization, robotically executing their leaders’
and one of the best ways to develop a good minion
will and charging blindly into the agents’ gunfire.
concept is to look at the squad’s boss. The GC should ask
But minions fill a unique niche, as both narrative
himself several pointed questions about this individual
and mechanical tools that can be exploited to great
— for instance, what is his role in his organization, and
effect in play.
what skills does he naturally demand of his followers?
The following sections deal with creating and using
Describe the boss’s personality, and the sorts of people
minions to both drive and enhance your Spycraft
with whom he’s come into contact during previous
campaigns, and present many ways a GC can make each
exploits. Does the boss prefer stealthy operations, or
minion squad — and in many cases, each individual
brute force? Is he a trained combatant, or does he need
minion — a more effective, more memorable and more
protection? These questions — and the ones that spring
enjoyable part of any Spycraft season.
from them — define much of the most basic information
What, or Who, are Minions? about the boss’s minions, and may even suggest
historical notes about them as well (such as where
Simply put, minions are average people caught up in
they come from, where they receive their training,
a secret world full of extraordinary individuals. Just
and what types of weapons they carry).
as agents are drawn from the wild, untapped world of
professional superspy espionage, minions can exhibit Make a Match
a grand diversity of character concepts, ranging from
With some rough ideas in hand, the GC should
brainy lab rats to battle-hardened mercenaries, hapless
decide how his minions work for the special NPC
security guards to unstoppable killer androids. Likewise,
to whom they’re assigned. Well-constructed minions
the motivations of each minion squad — or even each
usually compliment their boss in one of three ways —
minion — can be painted as a grand tapestry rather than
through imitation, through affirmation, or through
a simple portrait. While many might become hapless
assistance.
pawns in the mastermind’s newest plot, others might
Imitator minions are essentially less grand, less
become insidious collaborators, working class Joes,
powerful versions of their superior(s). For example,
or even fanatical followers.
imitator minions assigned to a battle-hardened soldier
Minions are also the backbone of a mastermind’s
are likely to have impressive combat abilities, and may
empire — the men and women who fight for his causes,
even be experienced mercenary troupes themselves.
guard his bases and leaders, and execute his master
Likewise, imitator minions assigned to a wizened
plans. Most work as guards and technicians in the
Oriental master might be young ninja apprentices.
organization’s action sites and other facilities,
while others serve as bodyguards and assistants to the

6
 legion
EYES ONLY:
LOW-LEVEL VILLAIN CREATION Attacks
By Garland T. Dunlap and Steve Crow
Unarmed +8 (dmg 1d6+4 normal, error 1, threat 20)
Brandon Logan Weighted Cane* +9 (dmg 1d6+8 normal, error 1, threat 19–20)
“I’m way too pretty to hit you with my bare hands. * This weapon features the increased durability and com-
I’ll use this instead …” posite body masterwork modifications.
Codename: PRETTY BOY Standard Personal Gear: Weapons, large briefcase and
Aliases: Brand Johnson, Cueball, Don Logan, Logan Branson, clothes carrier, 1 set of average clothes, 1 set of designer clothes,
Pretty Boy Floyd cell phone, digital audio recorder with 1 commercial-grade
Nationality: United States of America (African-American) memory chip, evidence kit, PDA (power rating +1), 13 BP.
Gender: Male Handedness: Right
Height: 6 ft. 1 in. Weight: 180 lbs. Common Gadgets: Standard tuxedo liner with instant
Eyes: Green Hair: Bald (Brown) costume change option.
Place of Birth: Chicago, Illinois Notes
Date of Birth: 1974.04.08
Using the standard Living Spycraft ability score system,
Distinguishing Characteristics: Neatly trimmed goatee, fash-
Garland sets out to create a well-rounded character with good
ionable clothes, signature gear (weighted cane). Disguises himself
Strength and Charisma scores to support his two class choices.
as an “old man” when approach his victims.
He sets the other four attributes in the 10–14 range.
Background Next, Garland settles on Bluff and Disguise as his primary
Few people have the gall and skill to successfully walk skills and sets those as high as possible. He could choose a basic
up to a victim, put a bullet into them, and then escape in the skill feat such as Persuasive to improve these, but instead selects
confusion. Brandon Logan thought he was one of those few, but combat feats such as Power Attack to increase his hand-to-hand
he was wrong. When he attempted to kill the man responsible damage, and The Look to establish his central character schtick.
for his family’s death — the Agency’s current Deputy Director, Garland distributes the remainder of his skill points amongst his
who led a high-speed air chase over a remote ski resort where faceman skills.
Brandon was staying with his parents and sister — Brandon was At 3rd level, Garland multi-classes as a soldier and gains
captured, interrogated, and thrown into prison. two feats — “Not the Face!” and Martial Arts. He receives less
A rival organization abducted Brandon from prison and skill points, but allocates most of them to Demolitions and
gave him a choice — he could join them or he could return Intimidate, which he can’t improve as a faceman. At 4th level,
to prison in a body bag. Brandon agreed to join, with the Garland increases his Strength to 17, providing no immediate
condition that they’d give him another chance to get at the benefit but granting him a Strength score of 18 by 8th level,
Deputy Director. He’s still waiting for his second chance... and further boosts his melee damage bonus.
Garland continues as a soldier — acquiring Kicking Basics at
Department: D-6 Wetworks
5th level — and at 6th level, he returns to the faceman class to
Class: Faceman/Soldier
increase his concept class skills yet again. He chooses Signature
Level: 3/3
Gear with his preferred weapon, gaining an additional +1 to hit
Strength: 17 Dexterity: 12 and a bonus with action dice spent to boost attack and damage
Constitution: 12 Intelligence: 14 rolls made when using it. The weighted cane also doubles his
Wisdom: 10 Charisma: 16 Strength bonus for determining damage and lets him hide its
Vitality: 52 Wounds: 14 function with Disguise, making it a highly effective undercover
Defense: 14 (+1 Dex, +3 class)* weapon, further supporting his core concept.
Initiative: +9 (+1 Dex, +2 department, +6 class) Using the 8 skill points he gains as a faceman at 6th level,
Speed: 30 Garland brings his Bluff and Disguise skill ranks up to their
* When wearing his armor, Logan’s Defense is 12. maximum of 9, intending to use them to get close to an
unarmed target and engage him in melee combat before they
Fort: +6 Ref: +4 Will: +3 can react. Garland’s weighted cane is an effective weapon which
Special Qualities: Adaptable, cold read 1/session, damage he can further enhance using Power Attack to inflict an
reduction 1/—, linguist +2, quick change 1/session. additional 5 points of damage. Defensively , Garland possesses
4 points of damage reduction against unarmed combat — 1 as
Skills: Bluff +12, Cultures +4, Demolitions +7, Disguise +12,
a soldier and 3 from the “Not the Face!” feat. And if combat
Driver +10, Intimidate +5/+4, Knowledge (Espionage) +7,
doesn’t go his way, he can make a quick escape with Driver
Knowledge (Underworld) +7, Languages +4, Sense Motive +6,
or Cultures enhanced by quick change.
Spot +6.
As a henchman, Garland sometimes thwarts security
Feats: Armor Group Proficiency (Light, Medium, Heavy), measures by employing faceman minions wearing his “old man”
Kicking Basics, Martial Arts, “Not The Face!”, Power Attack, disguise. These minions either get close to the victim and
Signature Gear (Weighted Cane), The Look, Weapon Group attack en masse after Garland leads security away, or provide
Proficiency (Handgun, Hurled, Melee, Rifle, Tactical). a distraction while their employer finishes the job. On occasion,
Garland hires innocent actors to wear his disguise and wander
near the target (see The Thomas Crown Affair (1999) for an
example of this tactic).

7
 mastermind
Affirming minions provide abilities that reinforce
or expand their superiors’ abilities or core concept(s).
For example, affirming minions assigned to a master
thief might be smugglers moving his spoils on the black
market, while those assigned to a researcher building
experimental aircraft might be test pilots.
Finally, assistant minions fill the gaps in their
superiors’ abilities. For example, assistant minions
assigned to a henchman without combat training might
be brute bodyguards, while those assigned to a brash
gangster might be his thugs and lawyers, alternately
acting as his enforcement crew and keeping him out
of jail.
Build Upon the Basic Concept
Once the GC has an idea of the type of minion that
might work for his special NPC boss, he should start
making mechanical choices based on that information.
Fortunately, many options are already available to him
— for example, NPC classes provide an easy-to-use and
very focused lens through which a GC can build minion
squads (see page 30 for new information about NPC
classes). This book also introduces three new standard
minion types — smart, stealthy, and strong — which offer
a wide range of skills and character progression options
at a reasonable mastermind point cost (see page 14).
Ability scores, feats, and skill choices can further
distinguish a minion concept, further establishing
a minion type’s role within its parent organization,
suggesting or defining the capabilities it requires to
fulfill that role, and providing ideas for tactics and
motivations. Indeed, many GCs skip the conceptual
stage altogether and begin with a minion’s statistics,
allowing the rules to guide their brainstorming process.
While less story-driven, this process does tend to
produce results that better blur the line between the
drama and the dice.
Create Minion “Tags”
A key element when creating any memorable minion
type is deciding upon a simple ‘tag’ that makes the
minions distinctive to the players. For example,
the minion squads in Moonraker wore yellow jumpsuits
— an easy point of reference for the audience, even well
after they’ve seen the film. Many minion tags are even
more colorful, such as Kamal Khan’s killer circus
in Octopussy, and some tags can even be non-visual,
ranging from battle cries to mannerisms that can
be roleplayed each time they come into play or when
circumstances dictate.
Lists of suggested minion tags are provided in the
Minion Tags section (see page 10), which also provides
random results for quick reference when the GC creates
new minions on the fly.
8
Give Them Personality
Not all minions are mindless drones. Most have the
same concerns and dilemmas anyone else — they ask
questions, experience moral dilemmas, slack off on the
job, and have dreams and desires of their own. When
creating any but the most throwaway minion squads,
the GC should ask himself what issues and concerns the
minions might face in their work. If they’re forced to
work in sub-standard conditions or regularly placed in
harm’s way, they might be sullen, sarcastic, or even
rebellious. Minions who are treated fairly and regularly
provided perks and personal freedoms are usually far
more loyal, well spirited, and perhaps even jovial. Of
course, these are just basic assumptions — infrequently
playing a minion against his circumstances can lodge
the NPC in the players’ minds and provide them with
a great deal of information about him all at once.
Further questions about a minion squad’s personality
reveal his motivations, drives, and desires. Are they
bloodthirsty anarchists, or just guys looking for a job?
Do they understand their leaders’ objectives, and to what
degree? What kinds of lives do they lead away from
“the job” — and what kind of lives do they want to lead?
Keeping just a few such questions in mind when
creating a minion type, and jotting down a few motiva-
tional notes before arriving at the table, helps the GC
fully round out his minions, and interpret and roleplay
their opinions and dialogue. It also prevents play from
slowing down when the GC finds himself without
a rapid response to the players’ actions.
U SING M INIONS
EFFECTIVELY
Even the best conceived minions can fall flat if
portrayed in lackluster or routine ways, but keeping
them fresh and exciting at the table can prove
a difficult proposition. The following sections detail tips
and strategies for using minions to illustrate plot
and other story points, outwit experienced players
in combat, and more.
Using Minions in Combat
When encountered one-on-one, minions are typically
the weakest and least capable of any Spycraft combatants
(not including non-combatant standard NPCs, of course).
They generally lack the skills, abilities, and feats available
even to most low-level agents, and their challenge ratings
are lowered accordingly. But these deficits can be
overcome with a little creativity and the right approach —
the GC need only consider his minions’ actions differently
than those of all his other characters.
 legion
A minion squad’s greatest perceived strength — and
a classic espionage trope — is a matter of sheer numbers.
Hordes outnumbering the agents by 2 to 1 or worse can
simply whittle an agent team down, vitality point
by vitality point (a tactic that’s particularly effective
when employed during “countdown” scenes and other
timed situations). Even when presented only in pairs,
minions can be used to flank opponents, or to perform
devastating joint autofire and suppressive fire attacks.
Likewise, minions can enhance their superiors’
combat abilities. At the most basic level, they can provide
portable cover for a henchman or draw the agents’ fire
(which is made easier if the agents have somehow grown
to hate the minions through good conceptual design
and presentation). More complex — and often far more
effective — options abound. As an example, minions
might force the agents to make tough choice (e.g. should
they take a shot at the mastermind and expose
themselves to counterattack, or should they focus on the
minions and risk their leader escaping?). Alternately, they
might force an agent team to split into smaller, more
manageable groups (e.g. ferrying the mastermind in one
direction and the serial’s McGuffin in another).
They can also become formidable opponents in an
area pursuit targeting the agents, and a particularly
cruel GC might employ other advanced agent options
using large crowds of minions. With the taking to the
streets rules, a minion squad could slow down the agent
team’s movement through a city during an investiga-
tion, or even acquire information about the Agency by
tracing the team’s backgrounds. Another minion squad
might harass one of the team’s informants, forcing him
to go to ground and leaving the agents without a vital
source of intelligence. And should one of the agents
ever wind up captured, minions could participate in
a group interrogation that stands a reasonable chance
of success even without a leading mastermind or hench-
man. Remember that minions are strongest when
encountered in groups, where they can simply over-
whelm an agent team — by sheer number of actions,
if nothing else.
Devise a Strategy
Though also useful for storytelling purposes (see the
next section for more), a well considered plan of attack
has a remarkable effect upon a minion squad’s combat
actions. Before play, after the GC has chosen and
mapped all his locations, written all his agent descrip-
tions, and devised and double-checked a serial’s central
plot, he should seriously consider sitting down with
everything for an hour or two to look at it from the
minions’ point of view. He should ask himself where
each minion squad is located at the outset of each scene,
and what they will do in the top five or so most likely
scenarios, based on how he expects the agents to act.
9
In each case, having an idea of how the minions
respond — where they move, what they do, who they
attack (and how), what combat actions they favor, etc.
— will keep the game flowing smoothly and, again,
provide options during play.
If certain actions, events, or other circumstances are
necessary to keep the plot moving forward, the GC
should ask himself how his minions can help fulfill
those needs. Agents frequently focus all their attention
on the masterminds and henchmen of any piece —
a behavior the GC can exploit by assigning important
duties to minions instead. This also helps prevent
critical plot meltdowns by establishing redundancy —
the more NPCs involved in an action, the less likely it is
that one high attack roll will prevent it from happening.
Plotting ways that the minions support a scene’s
villainous special NPCs is also helpful. Minions need not
be merely disconnected limbs supporting their superiors’
desires from afar — they can work directly with their
bosses, even cooperating with skill checks and complex
attack actions. This can also play back into a scene’s
locations and maps — the GC should always ask himself
not only whether he can make his serials more cool,
but also whether he can make them more challenging.
For example, setting a villain ambush against a simple
forest backdrop is nice, but when the mastermind and
his minions are perched in the trees above a passing
team, things get interesting…
Finally, setting up a chain of events for each scene
— which includes not only minion actions, but also
those of henchmen, foils, masterminds, and others —
provides a set piece against which the agents’ actions
occur, and helps the players believe that the GC’s world
is an organic, independently flowing setting. When
the agents witness minions and others acting of their
own volition, beyond the team’s actions, they learn
that they must act or the world will pass them by,
denying them options. This is a critical lesson for any
mission team, and one of the most important goals
of any Game Control.
Using Minions as
Storytelling Tools
Many aspects of the minion archetype make it an
excellent storytelling tool — minions are easy to find
(compared to their leaders, anyway), they’re deeply
involved in their organization, and numerous enough
that the GC doesn’t have to worry about ‘losing some’
to drive a story point home. They’re typically an agent
team’s first point of contact with an organization,
forming the players’ first impression of the master-
mind’s intentions and methods, and their actions,
behavior, and appearance provide a unique way
of introducing the agents to a serial’s plot.
 mastermind
When creating a serial, the GC should visualize each
minion squad introduced (and the order in which they’re
introduced), and ask himself what information and/or
impressions the agents are likely to take away from the
experience of meeting them. Are the minions organized
or untrained? Are the minions criminals or military
types? What are the minions’ objectives, and what are
their methods? The answers to these questions form
a mental serial skeleton in the minds of inquisitive
players, and establish their expectations concerning
the mission’s central villains and other opposition.
Industrious GCs can even take this a step farther,
developing foils and plot twists that play off of these
expectations, developing built-in surprises that cater
directly to the circumstances at hand. This last tactic
is most effective when the GC is familiar with the
players, if not their agents, and can suit the surprises
to their personalities as well.
During a serial, minions can become valuable fonts
of information for the agents. Indirect investigation,
such as shadowing or placing a minion under surveil-
lance, is a good way to follow a clue trail without
alerting the enemy to one’s presence. Minions also can
provide forensic clues — weapons, signatures of their
organizations, and even DNA evidence — all of which
can help propel a serial in the right direction. They also
make fine targets for direct investigation and story
development when the agents interrogate, seduce,
bribe, or persuade them to betray their superiors, or
even to give up their evil ways (for more information
about pumping minions for information, see Snitches,
page 13).
Finally, minions provide many ways to urge a serial
forward or kick-start a stalled plot — when the agents
are indecisive, for instance, the timely arrival of a min-
ion squad can force them to act on instinct. Minions can
also be used in less offensive ways — the agents might
arrive on the scene as a pair of lazy underlings take
an unauthorized smoke break, only to overhear the
minions mouthing off about their superiors and their
“hair-brained schemes.” For a great example of this last
tactic in action, we recommend the fantastic No One
Lives Forever computer games, which regularly portray
the rank and file as intensely human opponents, often
to the detriment of their oblivious commanders.
Roleplaying Minions
Effectively
With all the focus placed on the agents and their
direct opposition in Spycraft products, it’s easy to forget
that minions provide just as many fertile roleplaying
opportunities as henchmen, foils or masterminds.
As mentioned earlier, most minions are pretty normal
people — and thus, it’s much easier for the players
to relate to them. A GC taking just a few steps to
10
humanize his minions can add great vitality to the
average villain in his Spycraft game. When minions are
overheard talking about their families, caught slipping
off for naps, or reading the Wall Street Journal on duty,
the agents instantly know something about them — and
realize that they have depth, which kicks open the door
for greater non-combat interaction. These little touches
of humanity breathe life into otherwise generic goons,
and make them far more accessible (and memorable)
to the players.
This tactic also sets minions — and for that matter,
all standard NPCs — apart from higher-ranking NPCs,
forming a “mundane” benchmark within the GC’s
setting that sharply contrasts the henchmen and
masterminds of the piece. After encountering several
“average,” humanized minions, the agents may be far
more surprised to encounter an over-the-top enemy
who’s far from average (and may even be far from
human, depending upon the GC’s world setting).
Also, in much the same fashion that minions can
enhance their bosses’ combat prowess, they can also be
used to enhance their bosses’ roleplaying potential.
Minions are in many ways a direct extension of the
character guiding them, and their actions can be used
to give the players an impression of their leaders’
personalities and tactics. For example, if the agents
encounter a minion squad wantonly murdering inno-
cent civilians, it stands to reason that the man above
them is just as callous — perhaps more so. By having
minions project the very character of their leader,
the GC can potentially engage the players emotionally
with a serial’s villain, even before they’ve met him.
Another unique roleplaying opportunity afforded by
minions is levity. Even in the most serious Spycraft game,
when the fate of the entire world lies in the balance,
an amusing aside can provide relief from dramatic
tension, and galvanize the team for encounters to come.
Care must be taken to avoid the all-too-common pitfall
here, though — too much humor and the game spins
wildly off course, embracing camp over comedy,
or worse, hopelessly detaching the players from the plot.
MINION TAGS
One of the most effective ways to quickly and
effectively establish a minion type in the minds of the
players is to assign them one or more “tags” — visual
or behavioral cues that the agents encounter only when
dealing with the minions in question. Minion tags
are akin to the character quirks assigned to a season’s
mastermind or henchmen (see the Spycraft Espionage
Handbook, page 244), but instead of describing individ-
ual minions, they ascribe to an entire minion type
or a particular minion squad.
 legion
To generate a minion type or squad’s tag, choose
from, or roll 1d20 and consult, Tables 1.1 through
1.3: Minion Tags (see pages 11–13). Roll once on any
table or combine effects from two or more tables for
more complex or important minions. These lists are, of
course, just springboards to illustrate the wealth
of options available when defining minions in play.
Example: The GC decides to create a complex minion
tag, rolling once on each table and combining the effects.
He rolls a 7 for accessories (“face paint/masks”), a 17
for dress (“stealthy”), and a 1 for behavior (“acrobatic”).
Merging these results, the GC decides that his minions are
ritualistic “performance ninjas” who wear kabuki-styled
masks and regularly flip and whirl through combat,
gaining a +1 bonus with all Tumble checks.

Table 1.1: Minion Tags — Accessories

Roll Tag Description
1 Antiquated Weapons: The minions use decommissioned or archaic firearms and melee weapons
(e.g. Tommy guns, black powder rifles, samurai swords, etc.).
2 Armed to the Teeth: The minions carry an unusual amount of weaponry and ammunition, often in plainly worn
holsters, slings and ammunition belts.
3 Armored: The minions wear heavy armor, perhaps modern Kevlar or maybe dated pieces such as breastplates.
4 Bad Attitude: The minions are outwardly mean or cruel, going out of their way to menace the agents, civilians,
or passersby.
5 Gadget Implants: The minions appear to possess minor super-science augmentation, such as improved senses,
sub-dermal PDA-style computers, poison ducts beneath their nails, or even chemical augmentation of their
nervous systems.
6 Distinctive Eyewear: The minions wear distinctive eyewear — perhaps trendy dark sunglasses or mirrorshades
(giving them an impassive, menacing look), or perhaps rose-tinted protective goggles (required after years of
working with bizarre heavy metals).
7 Distinctive Insignia: The minions wear prominently displayed symbols belonging to their organization or group,
such as their mastermind’s organization, a religious faction, or a cult. This option is especially interesting when
the insignia has nothing to do with the organization for whom the minions are known to work, or even opposes
that organization.
8 Face Paint/Masks: The minions’ faces are obscured by clothing or makeup — perhaps tribal war paint, ninja
cowls, or even novelty masks parodying famous persons.
9 (Gruesome) Trophies: The minions carry symbols of their victories that may range from the personal
(e.g. passports, signature weapons, etc.) to gory (severed heads, scalps, or ears on necklaces).
10 High-Tech Hardware: The minions carry the latest in military weapons or cutting edge gadgets, perhaps in sharp
contrast to their appearance or their organization’s apparent means.
11 Identical Appearance: The minions don’t look like a uniform squad of individuals — rather, they look exactly alike,
down to the finest details. Perhaps they’re clones, or maybe they undergo plastic surgery to remain anonymous
following a life of crime…
12 Jewelry: The minions wear a signature piece of jewelry, possibly symbolizing their organization, or maybe as a
sign of their camaraderie or dedication to a common cause.
13 Makeshift Gear: The minions carry rusty or ramshackle gear, from stripped down firearms and scavenged armor
to improvised weapons appropriate to each scene.
14 Mounted: The minions are mounted on animals or personal vehicles, such as motorcycles, ATVs, skateboards,
or the like.
15 Organization Symbol: The minions are branded, wear, or otherwise display their organization’s public symbol —
perhaps to intimidate opponents, or maybe as a badge that they’re owned.
16 Scars: The minions bear ritualistic scars that “mark” them as part of a group, or battle-born scars that mark them
as experienced, or serve as a reminder of a brutal indoctrination.
17 Signature Style: The minions adopt an overall “look” — perhaps a subculture (e.g. soldier of fortune, goth, etc.),
or perhaps a philosophical bent (e.g. anarchist, all-business, etc.), that infects the accessories they choose.
18 Tattoos: The minions bear an intricate and easily identifiable tattoo, identifying them as members of their
organization (e.g. a military unit insignia, a Yakuza body tattoo, etc.).
19 Well-Equipped: The minions wear an exceptional amount of gear, such as heavy rucksacks, loaded utility belts,
and fully-stocked tactical harnesses.
20 Roll Again: Roll again twice on this table, ignoring duplicate results and re-rolling additional results of 20.

11
 mastermind
Table 1.2: Minion Tags — Behavior
Roll Tag Description
1 Acrobatic: The minions dazzle their opponents with their fancy footwork, flipping and jumping through combat.
Each minion gains a +1 bonus with Tumble checks made during combat.
2 Alert: The minions are veterans of guerrilla warfare, and tirelessly search for signs of ambush. Each minion gains
a +1 bonus with awareness checks.
3 Brainwashed: The minions have been ‘programmed’ by their organization’s leadership, dulling their senses to
subtlety and sleight of hand. Each minion suffers a –1 penalty with Sense Motive checks, and skill checks made
to resist a feint action.
4 Cautious: The minions use their immediate environment to the fullest, moving rapidly from makeshift cover to
makeshift cover. Each minion gains a +1 bonus to Defense when benefiting from a cover Defense bonus.
5 Cowardly: The minions are reluctant to fight, choosing to run at the first opportunity. Each minion suffers a
–1 penalty with morale checks.
6 Distracted: The minions are confused or disorganized, and therefore slow to react to danger. Each minion suffers
a –1 penalty with initiative checks.
7 Drilled: The minions are highly trained in combat doctrines and tactical maneuvering. Each minion gains a
+1 bonus to Defense when benefiting from a cover fire action.
8 Duplicitous: The minions work in teams to confuse and mislead their opponents using innovative close combat
strategies. Each minion gains a +1 bonus with trick actions made during combat.
9 Enraged: The minions fight with unbridled fury, charging blindly at all opponents. Each minion must always
dedicate at least 1 half action per round to move closer to the opposition during each round that he does not
begin his initiative count already adjacent to an opponent.
10 Gung-ho: The minions are fired-up and patriotic, swearing to fight to the last man. Each minion gains a
+1 bonus with morale checks.
11 Mischievous: The minions jeer and tease the opposition in combat, even placing themselves in harm’s way to get
their opponents’ attention. Each minion gains a +1 bonus with taunt actions made during combat.
12 Mute: The minions do not speak, instead preferring to communicate only with hand signals. Each minion suffers
a –1 penalty with Cha-based checks.
13 Painless: The minions are either drugged or conditioned to not react to pain, shrugging off hits that would kill
lesser men. Each minion gains a +1 bonus with Fortitude saves.
14 Push-Overs: The minions are wimps in hand-to-hand combat, and a good blow can easily knock them out.
All subdual damage suffered by each minion is doubled.
15 Reckless: The minions take unnecessary risks in combat, discarding tactics in favor of direct, bloody confrontation.
Each suffers a –1 penalty to Defense.
16 Sleepy: The minions may have recently woken up, might have been up for days on patrol, or might just be slow.
Each minion suffers a –1 penalty with awareness checks.
17 Sluggish: The minions are out of shape, and easily outrun. Each minion’s speed is reduced by 5 ft. per round.
18 Treacherous: The minions are vicious assassins, favoring surprise flank attacks before directly engaging their foes.
Each minion gains a +1 bonus with feint checks made during combat.
19 Unsettling: The minions act in disturbing ways, perhaps ritually cutting themselves, chanting in tongues,
or laughing maniacally. Each minion gains a +1 bonus with threaten checks.
20 Weak: The minions are 98-pound weaklings with a low tolerance for pain. Each minion suffers a –1 penalty
with all Fortitude saves.
Table 1.3: Minion Tags — Dress
Roll Tag Description
1 Civilian: The minions wear common civilian clothes of the region, making them hard to distinguish from nearby
non-combatants.
2 Colorful Jumpsuits: The minions wear jumpsuits, conveniently color-coded by their rank and/or function within
their organization.
3 Corporate: The minions wear immaculately kept business suits and dresses, complete with silk ties, leather briefcases,
expensive watches, and the like.
4 Disguised: The minions wear clothes that keep their true identities hidden (e.g. police uniforms, intelligence
agency vests, military uniforms belonging to friendly forces).
5 Futurist: The minions wear what the world’s designers assume will be a fashion trend in a year, or five, or ten.
Frequently, this dress style devolves to trench coats, zippered clothing, and chromed accessories.

12
 legion
Table 1.3: Minion Tags — Dress (Cont.)
6 Goth: The minions wear black clothing made of leather, vinyl, or velvet, typically along with exotic makeup,
ornate jewelry and dark-colored hair.
7 Hip: The minions wear only the most fashionable clothing from their region, looking more like club-hoppers
or party-goers than servants of a global criminal.
8 Lycra: The minions wear full bodysuits intended for acrobats but well suited to high rise cat burglars (and in some
cases, combat divers).
9 Military Fatigues: The squad is clad in modern military BDUs, suitable for the environment in which they operate
(e.g. black for night operations, khaki for desert, etc.)
10 Out of Date: The minions wear out-of-date styles, ranging from defunct military uniforms to decade-specific
attire (e.g. 1970s clothes — “Solid!”).
11 Outlandish: The minions wear wacky or ludicrous outfits — carnival clothing, mime dress, or gypsy gowns and suits.
12 Punk: The minions wear leather adorned with spikes, often accentuated with colorful, extreme hairstyles and
exotic body piercing.
13 Rag-Tag: The minions wear irregular militia clothes — military surplus coats and fatigues blended with T-shirts,
blue jeans and tennis shoes.
14 Scantily Clad: The minions wear sexy or skimpy clothing that reveals a lot of skin — swimsuits, mini-skirts,
lingerie, or less.
15 Space Age: The minions wear retro-styled ‘space suits’ or environmental suits, with ill-fitting masks or helmets,
air tanks, and heavy boots and gloves.
16 Spit and Polish: The minions wear pristine military uniforms and gleaming, well shined shoes, starched shirts,
and shining buttons and medals.
17 Stealthy: The minions wear appropriately stealthy clothes, such as ninja outfits or chameleon suits.
18 Street Thug: The minions are dressed as organized criminals, wearing a mixture of flashy street clothes and
designer men’s wear.
19 Traditional: The minions wear traditional or ethnically flavored garb, such as turbans, sarongs, dashikis, etc.
20 Utilitarian: The minions wear simple and effective clothing for each task at hand — overalls, web belts with tool
pouches, helmets and protective gear, etc.

The agents may obtain information from minions in

SNITCHES
Minions have many uses outside of combat — they
any number of ways. Beyond standard interrogation or
physical coercion are subtle options such as imperson-
ating the minions’ superiors or friends, eavesdropping
can also become a valuable source of information. on minion conversations in the lunchroom, or making
As the functionaries of the mastermind’s organization, friends with a minion to learn more about his
minions are frequently exposed to confidential informa- “background.” The basic methods by which the agents
tion that may be useful to the agents, including vital may obtain information from minions, and the skills
names, plans and geography, and this information required for each method, are described on Table 1.5:
may be coerced out of them any time one is captured. Snitching Skills (see page 14).
When an agent attempts to obtain information from
Snitching Basics a minion, he makes the appropriate skill check, opposed
Each minion possesses a level of knowledge about by the minion’s Bluff skill. The minion gains a bonus
his organization, ranging from utter ignorance to inside equal to his loyalty level. Further, the minion’s result
information, called minion knowledge. This level is modified as shown on Table 1.4: Minion Knowledge
of understanding is determined at minion creation, (see below). If the agent wins this opposed skill check,
and either costs or provides a number of MP as shown he gains one piece of information as determined by the
on Table 1.4: Minion Knowledge (see below). difference between the skill check results, as shown on
Table 1.6: Snitch Results (see page 14).
Table 1.4: Minion Knowledge
Knowledge MP Cost Modifier
Ignorant 2 MP +5 bonus with all Bluff checks made when snitching
Low 1 MP +2 bonus with all Bluff checks made when snitching
Average 0 MP No modifiers
High –1 MP –2 penalty with all Bluff checks made when snitching
Loose Lips –2 MP –5 penalty to all Bluff checks made when snitching

13
 mastermind
Table 1.5: Snitching Skills
Method
Befriending minion
Bribing minion
Casually interviewing minion
Tricking minion into revealing information
Impersonating minion’s friend or superior
Listening for minion rumors/gossip
Physically threatening minion
Seducing minion
Verbally threatening minion
* Depending on the current seduction stage (see the Spycraft Espionage Handbook, page 271).
Table 1.6: Snitch Results
Difference Information Gained
Up to 5 Worthless (e.g. the minion’s name, rank,
and classification)
5–10 Somewhat Useful (e.g. the minion’s agent
level and the names of each NPC class in
which he possesses at least 1 level, the
minion’s current duties)
11–15 Useful (e.g. the codename of the minion’s
immediate superior, the threat resource
to which the minion is assigned or is
most closely linked)
16–20 Very Useful (e.g. the real name and agent
level of the minion’s immediate superior,
the size and hierarchy ratings of the action
site to which the minion is assigned or is
most closely linked)
21–30 Extremely Useful (e.g. the current agenda
of the minion’s commanding mastermind,
the location of the closest action site with
a hierarchy rating equal to or lower than
the minion’s Wisdom score divided by 2,
rounded up)
31+ Top Secret (e.g. the agent level of the minion’s
commanding mastermind, the names of all
classes in which the minion’s commanding
mastermind possesses at least 1 level, access
codes to secret locations in the minion’s
assignment area)
The GC is encouraged to be creative in the method
by which he provides this information to the agents —
a simple snitch check should not lay bare an entire
criminal organization. These results are merely guide-
lines by which to gauge the level of information
provided through snitching or gossip — the real action
should be tailored to each table and group in question,
and be roleplayed accordingly.
14
Skill Used
Diplomacy
Bureaucracy
Gather Information
Bluff
Bureaucracy
Gather Information
Intimidate (Strength)
Innuendo, Sense Motive, Bluff*
Intimidate (Charisma)
S TANDARD MINION
TYPES REVISITED
The basic minion type originally presented on page
244 of the Spycraft Espionage Handbook assumes
a combat-oriented campaign, with legions of minions
attacking the agents from every direction (or at least
a healthy number of guards patrolling the mastermind’s
fortress). But as described throughout the earlier
sections of this chapter, minions can fulfill a great many
roles within a criminal organization beyond aggression
and defense. The following rules are intended to clarify
and expand the GC’s options when building standard
minions, presenting three standardized base minion
types to support the most common concepts seen
in action-espionage fiction, as follows.
• Smart: Smart minions are commonly found working
at action sites with sophisticated threat resources,
often as lab workers, researchers, technicians, or
technical personnel.
• Stealthy: Shrewd and tough to catch, these subtle min-
ions are often assigned to assassination, surveillance,
and infiltration missions.
• Strong: These low-rent warriors are frequently employed
as guards, muscle, and cannon fodder. Strong minions
are identical in every way to the ‘standard’ minion type
presented in previous Spycraft products. All references to
this earlier minion type actually refer to strong minions.
When designing a minion using any base minion
type, the GC derives its level, squad size, vitality dice,
ability scores, and feats, as defined in the original
Mastermind System rules (see the Spycraft Espionage
Handbook, pages 244–245). The minion’s class skills,
base attack bonus, saving throw bonuses, Defense
bonus, and initiative bonus, however, are now deter-
mined by the chosen base minion type, as shown on
Tables 1.7: Base Minion Type Skills (see page 15), and
Table 1.8: Base Minion Type Progressions (see page 15).
 legion
Table 1.7: Base Minion Type Skills
Smart Minion Stealthy Minion Strong Minion
Class Skill Key Ability Class Skill Key Ability Class Skill Key Ability
Appraise Int Balance Dex Balance Dex
Boating Int Bluff Cha Climb Str
Bureaucracy Cha Climb Str Craft Int
Computers Int Cultures Wis Demolitions Int
Concentration Wis Disguise Cha Driver Dex
Craft Int Driver Dex First Aid Wis
Cryptography Int Escape Artist Dex Intimidate Str or Cha
Cultures Wis Forgery Int Jump Str
Diplomacy Cha Gather Information Cha Profession Wis
Driver Int Hide Dex Sport Str or Dex
Electronics Int Innuendo Wis Spot Wis
First Aid Wis Jump Str Survival Wis
Gather Information Cha Listen Wis Swim Str
Hide Dex Mechanics Int Tumble Dex
Hobby Wis Move Silently Dex Use Rope Dex
Knowledge Int Open Lock Dex Skill Points at 1st Level: (4 + Int modifier) × 4
Languages Int Search Int Skill Points at Each Additional Level: 4 + Int modifier.
Mechanics Int Sleight of Hand Dex
Open Lock Dex Tumble Dex
Pilot Dex Surveillance Wis
Profession Wis
Skill Points at 1st Level: (6 + Int modifier) × 4
Search Int
Skill Points at Each Additional Level: 6 + Int modifier.
Sense Motive Wis
Spot Wis
Surveillance Wis
Skill Points at 1st Level: (8 + Int modifier) × 4
Skill Points at Each Additional Level: 8 + Int modifier.

Table 1.8: Base Minion Type Progressions

Smart Minion Stealthy Minion Strong Minion
Base Fort Ref Will Def Init Base Fort Ref Will Def Init Base Fort Ref Will Def Init
Lvl Att Bon Save Save Save Bon Bon Att Bon Save Save Save Bon Bon Att Bon Save Save Save Bon Bon
1 +0 +0 +1 +2 +1 +0 +0 +1 +2 +0 +1 +1 +1 +2 +1 +0 +0 +1
2 +1 +0 +2 +3 +2 +1 +1 +2 +3 +0 +1 +1 +2 +3 +2 +0 +1 +2
3 +1 +1 +2 +3 +3 +1 +2 +2 +3 +1 +2 +2 +3 +3 +2 +1 +1 +3
4 +2 +1 +2 +4 +3 +2 +3 +2 +4 +1 +2 +2 +4 +4 +2 +1 +2 +3
5 +2 +1 +3 +4 +4 +2 +3 +3 +4 +1 +3 +3 +5 +4 +3 +1 +2 +4
6 +3 +2 +3 +5 +5 +2 +4 +3 +5 +2 +4 +4 +6 +5 +3 +2 +2 +5
7 +3 +2 +4 +5 +6 +3 +5 +4 +5 +2 +4 +4 +7 +5 +4 +2 +3 +6
8 +4 +2 +4 +6 +6 +3 +6 +4 +6 +2 +5 +5 +8 +6 +4 +2 +3 +6
9 +4 +3 +4 +6 +7 +4 +6 +4 +6 +3 +5 +5 +9 +6 +4 +3 +4 +7
10 +5 +3 +5 +7 +8 +4 +7 +5 +7 +3 +6 +6 +10 +7 +5 +3 +4 +8
11 +5 +3 +5 +7 +9 +4 +8 +5 +7 +3 +7 +7 +11 +7 +5 +3 +4 +9
12 +6 +4 +6 +8 +10 +5 +9 +6 +8 +4 +7 +7 +12 +8 +6 +4 +5 +10
13 +6 +4 +6 +8 +10 +5 +9 +6 +8 +4 +8 +8 +13 +8 +6 +4 +5 +10
14 +7 +4 +6 +9 +11 +6 +10 +6 +9 +4 +8 +8 +14 +9 +6 +4 +6 +11
15 +7 +5 +7 +9 +12 +6 +11 +7 +9 +5 +9 +9 +15 +9 +7 +5 +6 +12
16 +8 +5 +7 +10 +13 +6 +12 +7 +10 +5 +10 +10 +16 +10 +7 +5 +6 +13
17 +8 +5 +8 +10 +14 +7 +12 +8 +10 +5 +11 +11 +17 +10 +8 +5 +7 +14
18 +9 +6 +8 +11 +14 +7 +13 +8 +11 +6 +11 +11 +18 +11 +8 +6 +7 +14
19 +9 +6 +8 +11 +15 +8 +14 +8 +11 +6 +12 +12 +19 +11 +8 +6 +8 +15
20 +10 +6 +9 +12 +16 +8 +15 +9 +12 +6 +12 +12 +20 +12 +9 +6 +8 +16

15
 mastermind
Special Note: Minions automatically gain Armor
Group Proficiency and Weapon Group Proficiency feats
“W ELCOME TO
at no MP cost according to their type, as shown
THE M ENAGERIE ”
on Table 1.9: Base Minion Type Feats (see below).
Table 1.9: Base Minion
Type Feats
Smart Minion
Armor Proficiency (Light)
Weapon Group Proficiency (Handgun)
Weapon Group Proficiency (Melee)
Stealthy Minion
Armor Proficiency (Light)
Armor Proficiency (Medium)
Weapon Group Proficiency (Handgun)
Weapon Group Proficiency (Hurled)
Weapon Group Proficiency (Melee)
Weapon Group Proficiency (Rifle)
Weapon Group Proficiency (Rifle)
Weapon Group Proficiency (Tactical)
Strong Minion
Armor Proficiency (Light)
Armor Proficiency (Medium)
Armor Proficiency (Heavy)
Weapon Group Proficiency (Handgun)
Weapon Group Proficiency (Hurled)
Weapon Group Proficiency (Melee)
16
An entirely different type of minion can be created
using animals: the loyal pack of guard dogs, the albino
attack gorilla, the tank of blood-hungry sharks (possibly
with strap-on energy weapons) — all are viable minion
type concepts that can spice up any Spycraft campaign.
Espionage agencies have recognized the value of trained
animals since the days of carrier pigeons and cavalry
scouts, and many a mastermind is known for his
lethal pet.
Within the last century, animals have been used
for such diverse tasks as arson (bats), anti-tank
warfare (dogs), electronic intelligence gathering (cats),
assassination (snakes and insects), and underwater
demolitions (dolphins and sea lions). Additionally, many
parts of the world boast no infrastructure capable
of supporting vehicles, leaving animals as the sole
means of (relatively) rapid transportation.
Animal Basics
In Spycraft, each animal possesses a set of statistics,
an obedience level, and potentially a number of qualities
and tricks. Whether minions or not, each animal is
considered a standard NPC unless it possesses the named
critter trick (see page 19).
Obedience Level
An animal may possess an obedience level of wild,
domestic, or trained, as follows.
• Wild: The animal isn’t acclimated to human contact
and obeys its instincts, acquiring food and shelter
where it sees fit. A wild animal has no experience with
obeying human commands, and thus all Handle Animal
checks made targeting the animal suffer a –10 circum-
stance penalty.
• Domestic: The animal has been taught to respect
humans. Though it doesn’t usually default to the “fight
or flight” reactions of its wild counterparts, it isn’t
nearly as comfortable with people as a trained beast.
All Handle Animal checks made targeting the animal
suffer a –2 circumstance penalty. All domestic animals
possess the domestic (DOM) quality (see page 17).
• Trained: The animal has been through the equivalent
of obedience training. It recognizes basic commands,
such as “come,” “stay,” “sit,” or “be quiet,” can identify
its primary trainer, and can be taught to recognize
a number of other individuals up to its Intelligence
score as secondary trainers. A trained animal can also
be taught tricks, as described on page 18. An animal’s
primary and secondary trainers can always order an
 legion
animal to perform a trick it knows without making
a Handle Animal check, and suffer no penalty with
Handle Animal checks made targeting the animal.
All other characters must make a Handle Animal check
(DC 12) to prompt a trained animal to perform one
of its tricks, and suffer a –2 circumstance penalty with
the check. All trained animals possess the trained
(TND) quality (see page 18).
Should an animal receive conflicting orders from
its primary and one or more secondary trainers, it obeys
its primary trainer. Should it receive conflicting orders
from two or more secondary trainers, it loses all actions
it would typically make during its next initiative count
in confusion (or, if the GC wishes, acts per a random
secondary trainer’s orders).
When an animal enters play, the agent or the
GC determines its obedience level, as appropriate
(see Animals in Play, page 21). Undefined animals enter
play possessing an obedience level of wild.
Special Note: When an animal is separated
from its primary trainer for a number of months equal
to its Wisdom score, and spends at least 75% of that
time living under the care of a secondary trainer,
it comes to recognize the secondary trainer as its new
primary trainer.
Animal Qualities
Like vehicles (see the Soldier/Wheelman Class Guide,
page 78), and weapons (see the Modern Arms Guide,
page 14), some animals possess qualities. Unless other-
wise specified, animals may never gain new qualities
beyond the selection in their profile (see page 24).
Two specific exceptions are the domesticated (DOM)
and trained (TND) qualities, which may be gained as an
animal’s obedience level is upgraded (see page 16).
Ambush Hunter (AMB): The animal possesses
the Confident Charge feat (see the Spycraft Espionage
Handbook, page 69). Additionally, the animal is accus-
tomed to striking from concealment, and may prepare
ambushes and chase ambushes (see the Fixer/Pointman
Class Guide, page 60), gaining a +4 competence bonus
with all Survival checks made in the process. In addition
to the animal, the only characters who may benefit
from an ambush the animal prepares are the animal’s
human and animal teammates and allies who possess
10 or more ranks in the Handle Animal skill.
Arctic (ARC): The animal is accustomed to extremely
cold weather, possessing 5 points of damage reduction
against cold-based injuries. It fares poorly in heat,
however, suffering double damage from all heat-based
injuries.
Camouflage (CMF): The animal blends in with
one type of terrain, as noted in the animal’s profile.
While located in the designated terrain, the animal gains
17
a +8 competence bonus with all Hide checks. Standard
camouflage options include aquatic, arctic, desert, forest,
jungle, mountain, swamp, and urban. At the GC’s
discretion, when the animal is located in a terrain type
similar to its camouflage option (e.g. when an animal
with forest camouflage is located in a jungle), it may
benefit from 1⁄2 this bonus (rounded down).
Clever (CLV): The animal is possessed of keen
intelligence and may learn a number of tricks up to 1⁄2
its Wisdom score (rounded up), as opposed to 1⁄4 its
Wisdom score (rounded up), as standard.
Cold-Blooded (CLD): The animal’s body temperature
is determined by its surroundings. All skill checks made
to locate the animal using thermal imaging suffer a –8
circumstance penalty. It fares poorly in cold, however,
suffering double damage from all cold-based injuries.
Diurnal (DAY): The animal is predisposed to daylight
hours, suffering a –4 circumstance penalty with all skill
checks made at night or in darkness.
Diving (DIV): The animal is accustomed to spending
long periods of time underwater and can hold its breath
for a number of minutes equal to its full Constitution
score (see the Spycraft Espionage Handbook, page 231).
Domesticated (DOM): The animal’s obedience level
is domesticated. It is acclimated to human contact and
may be trained (see pages 16 and 20).
Manipulators (MAN): The animal has semi-opposable
thumbs or other appendages that enable it to pick up
and manipulate objects.
Mount (MNT): The animal may be ridden or used
as a draft animal. Its load is determined per the standard
agent rules (see the Spycraft Espionage Handbook,
page 107 — in particular, see the Bigger and Smaller
Agents section).
Natural Armor (NAR): The animal possesses a thick
hide, layers of blubber, or similar natural protection,
gaining a number of points of damage reduction
as noted in the parentheses following the quality in
its statistics block. This natural armor features
the firearms and explosions weaknesses (see the Modern
Arms Guide, page 138, for more information about
armor weaknesses).
Nocturnal (NOC): The animal is predisposed to
nighttime hours, suffering a –4 circumstance penalty
with all skill checks made during the day. It has little
trouble seeing in dim light, however, and any low-light
concealment bonuses from which its targets benefit
are reduced by 1 grade.
Pack Hunter (PCK): The animal tends to hunt in packs,
possessing the Wolf Pack Basics feat (see page 123).
Primal (PRI): The animal’s carnivorous instincts
make it exceptionally dangerous to work with. The error
ranges of all Handle Animal skill checks targeting
this animal are increased by 5 (if the animal is wild),
or by 2 (if the animal is domesticated). Additionally,
 mastermind
the DCs of all Handle Animal skill checks made
to domesticate or train this animal are doubled.
Finally, all Intimidate checks targeting the animal
suffer a –8 circumstance penalty.
Rage (RAG): The animal flies into a berserk rage
when injured in combat. The first time the animal
suffers at least 10 vitality points or 1 wound of damage
during each combat, its Strength and Constitution
scores each rise by 4 points (and its vitality and wounds
rise accordingly). The animal loses its Dexterity and
dodge bonuses to Defense, however, and the error
ranges of all Handle Animal checks targeting it are
increased by 5. Further, the animal cannot leave combat
until it believes that all opponents are dead (at which
time all rage effects cease). A character may feign death,
convincing the animal with a successful Bluff check
opposed by the animal’s Sense Motive skill (which is
typically made untrained).
Scent (SNT): The animal’s sense of smell is exception-
ally acute. This quality is required for an animal to learn
many tricks (see page 18). Additionally, if the animal also
possesses the tracker (TKR) quality, it gains a +8 compe-
tence bonus with all skill checks made to track a target.
Sonar (SNR): The animal’s sense of hearing is
so sharp that it instinctively knows when it’s
being approached. It possesses the Blind-Fight feat
(see the Spycraft Espionage Handbook, page 72).
Additionally, when blinded or in total darkness, the
animal may move up to 3⁄4 of his speed during each
round (rounded down).
Speech (SPC): The animal is capable of learning and
reproducing a vocabulary of a few dozen words. Unless
its Intelligence is somehow augmented to a near-human
level, however, it can only mimic, not comprehend.
Tracker (TKR): The animal is adept at following prey
across long distances, possessing the Track feat (see the
Spycraft Espionage Handbook, page 90).
Trained (TND): The animal’s obedience level is
trained. It obeys basic commands and may be taught
tricks (see pages 18 and 20).
Well-Bred (WBD): The animal is bred for show
purposes, granting each of its trainers within 30 ft. a +1
circumstance bonus with all Charisma-based skill
checks. A trainer only gains this bonus against targets
who possess line of sight to the animal.
Animal Tricks
Like agents and their allies, animals can be trained
to levels of capability that far surpass their mundane
counterparts. Animals may gain new tricks when
a character teaches them (see page 18). An animal must
meet all of a trick’s prerequisites before it can learn it.
Able: The animal is taught to perform its instinctual
tasks more ably, gaining 1 additional skill rank with
each skill listed as part of its basic profile. An animal
18
may learn this “trick” up to 3 times, each time gaining
1 additional skill rank with each skill listed as part of its
basic profile. Prerequisites: Clever (CLV) quality.
Adept: The animal is taught to perform new tasks,
gaining 1 skill rank with 1 skill not listed as part of its
basic profile, from the following list: Balance, Climb,
Hide, Intimidate, Jump, Listen, Move Silently, Perform,
Search, Spot, Surveillance, Survival, Swim, Tumble. An
animal cannot learn a skill it cannot physically perform
(e.g. a raven cannot learn the Climb skill). An animal
may learn this “trick” multiple times, each time gaining
1 additional skill rank with each skill that is not listed
as part of its basic profile (to a maximum of 3 ranks
with each skill). Prerequisites: Clever (CLV) quality.
Armor Group Proficiency (Light): The animal is
willing to wear light armor tailored for its species,
gaining the Armor Group Proficiency (Light) feat.
Typically, this trick is taught only to mounts and police
dogs. Prerequisites: Strength 9+, animal must be
Medium-sized or bigger.
Armor Group Proficiency (Medium): The animal is
willing to wear medium armor tailored for its species,
gaining the Armor Group Proficiency (Medium) feat.
Practically a lost art, this trick is taught only to mounts
used in period movies and reenactments, and a very
small number of police horses. Prerequisites: Armor
Group Proficiency (Light) trick, Strength 11+, animal
must be Large-sized or bigger.
Armor Group Proficiency (Heavy): The animal is
willing to wear heavy armor tailored for its species,
gaining the Armor Group Proficiency (Heavy) feat. This
all but unheard-of animal talent is only encountered
in rare cases when an animal is custom trained and
prepared for battle. Prerequisites: Armor Group
Proficiency (Medium) trick, Strength 13+, animal
must be Large-sized or bigger.
Attack: The animal attacks a specified target as
directed by one of its trainers (an animal without this
trick acts purely on instinct during combat, falling under
the GC’s control — see page 21). A trainer may only
identify an animal’s attack target during his initiative
count, though doing so is a free action. Should an
animal receive conflicting orders from its primary and
one or more secondary trainers, it obeys its primary
trainer. Should it receive conflicting orders from two
or more secondary trainers, it loses all actions it
would typically make during its next initiative count
in confusion (or, if the GC wishes, acts per a random
secondary trainer’s orders). Prerequisites: None.
Battle-Ready: The animal is taught to use one of its
attacks to greater effect, gaining a +1 bonus with 1 of
its attacks. An animal may learn this “trick” up to 3
times, each time increasing this bonus by an additional
+1. Prerequisites: Attack trick.
 legion
Courier: The animal can carry messages or items no
larger than 2 size categories smaller than itself over
long distances. Prerequisites: Survival skill 4+ ranks.
Cute: The animal is spruced up and taught to act
in an appealing manner, gaining 1 additional point
of Charisma. This may increase the animal’s Charisma-
based skill checks, as standard. An animal may
learn this “trick” up to 3 times, each time gaining
1 additional point of Charisma. Prerequisites: Clever
(CLV) quality.
Disarm: The animal can use the standard disarm
action. Alternately, it may perform a charge action,
ending with a standard disarm action instead of a stan-
dard attack. Prerequisites: Attack trick.
Entertain: The animal can perform one or more
largely useless actions that amuse, such as balancing
things on its nose, shaking hands, or doing back flips.
In combat, the animal may spend 1 full action performing
cute tricks to grant a +2 cooperation bonus to skill checks
made as part of a feint action by any 1 character within
30 ft. This bonus lasts only until the start of the animal’s
initiative count during the following round. A character
only gains this bonus against targets who possess line
of sight to the animal. Prerequisites: None.
Feat: The animal gains any 1 basic combat feat from
the following list: Combat Instincts, Confident Charge,
Endurance, Great Fortitude, Improved Initiative,
Increased Speed, Iron Will, Lightning Reflexes, Mobility,
Quick Healer, Run (primary method of movement only),
Sidestep, Surge of Speed. Prerequisites: Animal must
meet all prerequisites for the feat and be capable of
taking all actions that the feat requires or affects.
Guard: The animal may guard any 1 place, item,
or person identified by one of its trainers, attacking
anyone who approaches within a number of feet equal
its speed. A trainer may only identify an animal’s guard
target during his initiative count, though doing so is
a free action. Should an animal receive conflicting
orders from its primary and one or more secondary
trainers, it obeys its primary trainer. Should it receive
conflicting orders from two or more secondary trainers,
it loses all actions it would typically make during
its next initiative count in confusion (or, if the GC
wishes, acts per a random secondary trainer’s orders).
Prerequisites: Attack trick.
Guide: The animal is accustomed to working in
a harness and guiding a visually impaired human.
Additionally, it automatically alerts all characters
within 30 ft. of any environmental hazard it senses
(e.g. a fire, a flood, etc.). Prerequisites: None.
Hunt: The animal can hunt small game in the
wilderness and bring it back to its trainers. Each hunt-
ing run requires 1d6 × 10 minutes. With a successful
Survival check (DC 15), the animal returns with enough
food for 1 person for 1 day. An animal may perform this
19
check a maximum number of times each day equal to
1
⁄2 its Constitution score (rounded down, minimum 1).
When the animal performs this check in a habitat to
which it’s not accustomed, this check’s time requirement
and DC are each tripled, and the maximum number
of times the animal may perform the check is reduced
to 1⁄4 its Constitution score (rounded down, minimum 0).
Prerequisites: Survival skill 1+ ranks, tracker (TKR)
quality.
Named Critter: The animal is familiar with its own
name and responds as a member of the team. It is
considered both a special character and a teammate for
the purpose of determining the effects of agent abilities,
feats, and other rules. Prerequisites: Animal must be
trained and know at least 1 trick.
Open Doors: The animal can open any unlocked
door that it can naturally manipulate. It can also
undo simple mechanical fasteners such as security
chains and deadbolts if it can reach them. Prerequisites:
Strength 2+.
Rescue: The animal instinctively protects its trainers.
If any of its trainers is knocked unconscious or otherwise
incapacitated in combat or a hazardous environment
(e.g. a smoke-filled room), the animal immediately
moves to the individual’s side and attempts to drag him
to cover or safety (see the Spycraft Espionage Handbook,
page 106). As a free action, one of the animal’s trainer
may also order it to rescue another individual within
both the trainer’s and the animal’s line of sight.
Prerequisites: Medium-size or bigger, animal must
be able to grip a human.
Retrieve: The animal can “fetch.” As a free action,
one of the animal’s trainers may order it to retrieve any
object that it can pick up and carry, bringing the object
back to its trainer’s location and dropping it when
ordered. Prerequisites: None.
Search: The animal can use its sense of smell
to detect one or more target types, gaining a +8
competence bonus with all Search checks made to find
targets of the designated type(s). Standard target types
include animals, chemical weapons, drugs, explosives,
food, and people. As a free action, one of the animal’s
trainers may order it to find its target type, at which
point it uses its boosted Search skill to find any targets
matching its type within the range of its senses.
If it locates any targets, it moves to the nearest one,
identifies it, then moves to the one nearest its new
location, identifies it, and so on, until it finds no more
targets. If a specified command is included in the
trainer’s order, the animal will alternately return the
target item back to the trainer’s location when he
gave the order. An animal may learn this trick
multiple times, each time gaining a new target type.
Prerequisites: Scent (SNT) quality.
 mastermind
Smart: The animal is encouraged to think rationally
with crude word and experience associations, gaining
1 additional point of Intelligence. This may increase the
animal’s Intelligence-based skill checks, as standard, but it
does not impact the animal’s skill ranks (see the able and
adept tricks for more information). An animal may learn
this “trick” up to 3 times, each time gaining 1 additional
point of Intelligence. Prerequisites: Clever (CLV) quality.
Speak: The animal can make noises within its
normal range of vocal expression. If the animal
possesses the speech (SPC) quality, it may be taught
to speak a number of words or short phrases up to its
Charisma score. As a free action, one of the animal’s
trainers can order it to either make or silence these
noises and/or words or phrases. If the animal possesses
the clever (CLV) quality, it may be taught this trick
any number of times, expanding its total vocabulary
accordingly. Prerequisites: None.
Subdue: The animal knows how to take opponents
down in a non-lethal fashion. As a free action, one of
the animal’s trainers can order it to inflict subdual
damage instead of normal damage. When doing so,
the animal does not suffer the standard circumstance
penalty with its attacks (see the Spycraft Espionage
Handbook, page 174). This trick may not be taught to
an animal possessing the rage (RAG) quality, and the DC
to teach this trick to an animal possessing the primal
(PRI) quality is doubled. Prerequisites: Attack trick.
Tough: The animal is toughened up, gaining 1 addi-
tional vitality die. An animal may learn this trick
multiple times, each time gaining 1 additional vitality
die (to a maximum of twice the number of vitality dice
listed as part of its basic profile). Prerequisites: None.
Wise: The animal is taught to be wary of common
dangers, to be more observant, and to reason through
basic problems, gaining 1 additional point of Wisdom.
This may increase the animal’s Wisdom-based skill
checks and Will save, as standard. An animal may learn
this “trick” up to 3 times, each time gaining 1 additional
point of Wisdom. Prerequisites: Clever (CLV) quality.
Conditioning Animals
and Teaching Them Tricks
An agent may attempt to condition an animal
(domesticating a wild animal or training a domesticated
animal), or teach an animal a trick. Any of these options
requires the agent to incorporate the animal into his
personal gear, dedicating a number of personal BP equal
to the animal’s base cost + the cost of all its upgrades
(including a higher obedience level, is applicable),
tricks, and other options. If at any time the agent
doesn’t allocate sufficient personal budget to pay
this cost, he loses all access to the animal until he
re-allocates the necessary resources (the animal is kept
at an Agency kennel or zoo in the meantime).
20
The process of conditioning an animal or teaching
it a trick may begin at the start of any serial in which
the animal is part of the agent’s personal gear during
the Gearing Up phase. During each serial, the agent
may make 1 complex Handle Animal check to either
condition an animal or teach it a trick (but not both),
as described in the new skill use on page 121.
When an animal is successfully conditioned, its
obedience level is increased by 1 grade (i.e. from wild
to domesticated, or from domesticated to trained),
and the animal’s cost is raised accordingly (see Animal
Profiles, page 24).
When an animal is successfully taught a trick,
the animal gains the benefits of the chosen trick
(see page 18). Additionally, its total cost increases by
a number of BP equal to the number of tricks the
animal possesses, including the new addition (i.e. +1 BP
for the first trick, +2 BP for the second trick, +3 BP for
the third trick, etc.). If the animal is a mount, its total
cost increases by +1 GP for the first 2 tricks, and by an
additional +1 GP for each trick thereafter.
In both cases, the agent must thereafter dedicate
a number of personal BP equal to the animal’s increased
cost in order to retain it.
Special Note: Unless otherwise stated, an animal
may learn a maximum number of tricks equal to 1⁄4 its
Wisdom score (rounded up, minimum 1).
Example: Agent deChevalier wants to acquire
a trained alligator to support his team’s operations
in South America. As the Agency does not keep a large
stock of dangerous reptiles on hand, deChevalier must
train his own. He acquires a wild alligator specimen,
dedicating 24 BPs from his personal budget, and begins
to domesticate it.
After several months and a few close calls,
deChevalier manages to domesticate the alligator
(now named Boudreaux). In order to retain Boudreaux
during subsequent serials, deChevalier must dedicate
36 BPs of his personal budget.
Next, deChevalier begins to train Boudreaux, hoping
that after the process, the alligator will come when
called and avoid eating guests.
After several more months, Boudreaux has good
table manners. In order to retain Boudreaux during
subsequent serials, deChevalier must dedicate 48 BPs
of his personal budget.
Next, deChevalier begins to teach Boudreaux tricks.
With a Wisdom score of 12, Boudreaux can learn
a maximum of 3 tricks. deChevalier decides to teach
Boudreaux to attack first. Once the alligator gains
the attack trick, its cost rises to 49 BP (48 + 1, the cost
of the animal’s first trick).
 legion
After teaching Boudreaux to attack on command,
deChevalier begins teaching the alligator to guard
a location. Once the alligator gains the guard trick,
its cost rises to 51 BP (49 + 2, the cost of the animal’s
second trick).
Finally, deChevalier begins teaching the alligator
to open doors. Once the alligator gains the open doors
trick, its cost rises to 54 BP (51 + 3, the cost of the
animal’s third trick).
Animals in Play
Unless otherwise specified (e.g. an animal knows the
attack trick and a trainer is present to give it orders), all
animals fall entirely under the GC’s control during com-
bat. The GC should strive to present the animal’s behavior
as realistically as possible, taking into consideration its
position on the food chain (as predator or prey), its natur-
al level of aggression, and the current tactical situation.
An animal may enter play in any of the following
ways.
Animals as Gear
An agent may requisition a wild, domesticated,
or trained version of any animal in the Animal Profiles
section as part of his personal or mission gear by
dedicating the listed BP or GP cost out of his personal
budget or class-based gadget point allotments.
Alternately, an agent may requisition any of the
following standard animal resources.
Bomb Dog (11 BP): This trained work dog is used to
search for explosives. It knows the feat (Light Reflexes)
and search (explosive) tricks. Unlike a drug dog, a bomb
dog isn’t trained to disturb suspicious locations,
packages, and vehicles, instead leaving such tasks to
his trainer(s).
Drug Dog (9 BP): This trained work dog is used
to search for drugs and other contraband. It knows
the search (drugs) trick. Unlike a bomb dog, a drug
dog paws and sniffs at suspicious packages to alert its
trainers to its findings.
Hunting Dog (11 BP): This trained work dog is used
to forage for its trainers. It knows the retrieve and
search (animals) tricks.
Police Dog (18 BP): This trained work dog is trained
to assist law enforcement officials. It knows the attack,
search (drugs), search (people), and subdue tricks.
Police Horse (4 GP): This trained work horse conveys
law enforcement officials, frequently into crowd control
and public relations situations. It knows the Armor Group
Proficiency (Light) and feat (Confident Charge) tricks.
Rescue Dog (14 BP): This trained work dog is used
to locate people lost in the wilderness or trapped in
rubble after a natural disaster. It knows the rescue,
search (people), and tough tricks.
21
The Agency will not fulfill any animal request unless
at least one agent on the team possesses 5 or more ranks
in the Handle Animal skill, or the team also requisitions
an Agency trainer at an additional cost of 1 BP per
vitality die possessed by the animal. This trainer has
ability scores of 10, except for Charisma, which is 14,
and possesses a number of ranks in the Handle Animal
skill equal to the team’s average agent level (minimum
+5). The trainer is an unarmed non-combatant with
no special gear, and refuses to go anywhere without
the animal to which he’s assigned. Until returned to
the home office, the animal recognizes this NPC as its
primary trainer and 1 or more agents as its secondary
trainers (to the maximum number of secondary trainers
it may recognize).
If at least one of the agents possesses 5 or more
ranks in the Handle Animal skill and the team chooses
not to requisition an Agency trainer, the animal
recognizes 1 agent chosen by the team as its primary
trainer and 1 or more other agents as its secondary
trainers (to the maximum number of secondary trainers
it may recognize).
If a domesticated or trained animal requisitioned
as mission gear is lost or killed, each agent’s mission
budget during the following serial is reduced by 3 BP
and each agent’s field expenses during the following
mission are reduced by $200. An animal in which
the Agency has invested time and energy is a valuable
commodity not to be casually discarded.
If an animal requisitioned as personal gear is lost
or killed, all invested BP are returned to the agent at the
end of the current serial, after which he may requisition
a new base profile specimen and begin its training
anew. An animal newly requisitioned in this fashion
does not enter play possessing its predecessors’ tricks
and other options.
Finally, all animals are requisitioned with necessary
gear (including saddles and reins for mounts), though an
agent may requisition armor for any animal possessing
the Armor Group Proficiency (Light) or Armor Group
Proficiency (Medium) tricks, as shown on Table 1.10:
Animal Armor (see page 22).
Animals as Minions
A GC may add a wild, domesticated, or trained
version of any animal in the Animal Profiles section —
or a squad of such animals — to any serial by spending
a number of mastermind points (MP) as shown on Table
1.12: Animal Minion Costs (see page 23).
All animal minions possess an obedience level
of trained. Additionally, the GC may add any number
of tricks to an animal minion at a cost of 2 MP per trick
per animal minion type (to a maximum number of tricks
as dictated by the animal’s Wisdom score and qualities.
 mastermind
An animal minion doesn’t gain level-based ability
score increases or feats, and may never gain levels
in any class (base, prestige, NPC, or otherwise).
All animal minions are trained to identify members
of their organization, and will therefore not attack them
without provocation.
Individual animal minions may be added to any
minion squad at no additional cost, though they
increase the minion squad’s size accordingly. Animal
minions added to an animal squad recognize all other
members of the squad as secondary trainers.
When one or more animal minion(s) are located
at an action site, they may be positioned by the GC
or encountered randomly. In the latter case, the animals
are encountered if the GC rolls a natural 1 when the
agents enter a new location within the action site
(see Personnel on page 246 of the Spycraft Espionage
Handbook).
When a GC adds an animal to a villain’s gear using
the villain’s BP or GP, he should consult the rules
for Animals as Gear (see page 21).
Finally, a GC may add one or more augmentations
to any animal minion or animal minion squad featured
in one of his serials, at the following MP costs and with
the following effects. Unless otherwise specified, animal
augmentations are not available to Agency personnel,
including agents.
Alternate Food Source (1 MP per minion, 2 MP per
squad): The animal can subsist on one bizarre substance,
chosen from the following: blood, garbage, gold, iron,
lead, nuclear waste, or steel. The GC is encouraged to add
his own substances to this list. When an animal gains
this augmentation, it may no longer consume standard
food. An animal may gain this augmentation only once.
Boosted Natural Armor (3 MP per minion, 4 MP per
squad): The animal’s skin is armored, perhaps because
metal plates have been grafted to it or maybe because
it generates a bio-electric field that disrupts or deflects
all incoming attacks. If the animal already possesses
the natural armor (NAR) quality, the number of damage
reduction points it possesses is increased by an
additional 1; otherwise, the animal gains the NAR (DR
1/FE) quality. An animal may gain this augmentation
multiple times, each time gaining 1 additional point
of natural armor damage reduction (to a maximum of
5 points of natural armor damage reduction, including
any provided by the animal’s base profile).
Camouflage (4 MP per minion, 8 MP per squad): The
animal may, once per session as a half action, become
invisible, gaining the benefits of total concealment
for 1d10+5 rounds. If the animal attacks while this
augmentation is active, its concealment is reduced
to one-half during the following 5 initiative counts.
Further, heavy rain, sand, and like conditions reduce the

Table 1.10: Animal Armor

Armor Name BP Cost DB DR Weaknesses MDB ACP* Speed Weight Actual Cost
Improvised Armor** N/A +0 1 C, E +2 –2 –5 ft. 10 lbs. N/A
Light Armor 20 +0 2 C, E +3 –4 –10 ft. 20 lbs. $1,000
Medium Armor 40 –2 3 C, E +2 –6 –15 ft. 40 lbs. $2,000
Heavy Armor 60 –2 4 C, E +1 –8 –20 ft. 80 lbs. $3,000
* All Spycraft armor rules apply to animal armor (see the Modern Arms Guide, page 138). The Armor Group Proficiency
(Light) feat is required to avoid suffering an armor check penalty with light armor, the Armor Group Proficiency (Medium)
feat is required to avoid suffering an armor check penalty with medium armor, and the Armor Group Proficiency (Heavy)
feat is required to avoid suffering an armor check penalty with heavy armor.
** An agent may improvise animal armor in 10 minutes with a successful Mechanics or Craft (Steelworking) check (DC 15).

Table 1.11: Size Modifiers

Size Defense Attack Checks Hide Checks Wounds Encumbrance
Fine (F) +8 +8 +16 1/4 × Con* 1/8 × standard*
Diminutive (D) +4 +4 +12 1/3 × Con* 1/4 × standard*
Tiny (T) +2 +2 +8 1/2 × Con* 1/2 × standard*
Small (S) +1 +1 +4 2/3 × Con* 3/4 × standard*
Medium (M) +0 +0 +0 equal to Con standard
Large (L) –1 –1 –4 1 1/2 × Con** 2 × standard
Huge (H) –2 –2 –8 2 × Con 4 × standard
Gargantuan (G) –4 –4 –12 3 × Con 8 × standard
Colossal (C) –8 –8 –16 4 × Con 16 × standard
* These values are rounded up.
** These values are rounded down.

22
 legion
animal’s concealment to one-half. The animal loses this • A weapon that must be thrown — including most
concealment altogether when attacked by a character hurled weapons and all rope weapons — may be added
who can see in the infrared or ultraviolet parts of to an animal, but may never be thrown (thus, a thrown
the light spectrum (by virtue of gear, abilities, etc.). explosive could be added to an animal in order to facil-
An animal may gain this augmentation only once. itate a trained suicide run).
Dominated (1 MP per minion, 2 MP per squad): The
The cost of the chosen weapon must be paid
animal’s actions are controlled by a special character
separately. Further, the animal’s attack bonus with
of the GC’s choice (perhaps using technology, perhaps
the weapon is equal to its appropriate ability modifier
using a more exotic contrivance, such as mind control
+ 1⁄2 its highest attack bonus with any of its natural
or chemical scent triggers). If the animal is controlled
weapons (rounded up). The animal does not possess
technologically, the control signal possesses a power
the appropriate Weapon Group Proficiency to use the
rating of +6. An animal may gain this augmentation
weapon, though it is assumed to become proficient with
only once.
the specific weapon system a number of days after its
Monstrous (4 MP per minion, 8 MP per squad): The
installation equal to 20 minus its Wisdom modifier.
animal is abnormally large, its size category increasing
Finally, an animal may never reload a weapon (though
by 1 (e.g. from Small to Medium, from Medium to Large,
someone else may).
etc.). The animal’s statistics, skill check modifiers,
All of the animal’s attacks with a standard weapon
and carry capacity limits are adjusted by the difference
system are controlled either by command or by remote
between its old and new sizes, as shown on Table 1.11:
control (if the animal possesses the dominated augmen-
Size Modifiers (see page 22). An animal may gain this
tation). The weapon system’s control trigger must
augmentation multiple times, each time increasing
be chosen when it is installed.
its size category by an additional 1 (to a maximum size
An animal may gain this augmentation multiple
of Colossal).
times, each time gaining a new standard weapon (to
Weapon System, Standard (3 MP per minion, 6 MP
a maximum number of combined standard and exotic
per squad): The animal commands a weapon that
weapons as determined by its size: Tiny to Medium: 1,
is strapped onto or implanted into its body. Any weapon
Large to Huge: 2, Gargantuan: 4, Colossal: 8). An ani-
in the Modern Arms Guide may be added to an animal,
mal is always restricted to the standard Spycraft rules
with the following exceptions and modifications.
regarding the number of attacks it may make during
• The animal’s size category must exceed the weapon’s each round, no matter how many weapons it possesses.
category by at least 1. Weapon System, Exotic (MP cost varies): The animal
commands a super-science or similarly unusual weapon
• A weapon that must be thrust or swung — including most
that is strapped onto or implanted into its body, chosen
melee and exotic weapons — may only be added to
from Table 1.13: Exotic Animal Weapon Systems (see
an animal’s limbs, and only if the animal is capable of
page 24). The animal’s attack bonus with the weapon is
positioning its limb to effectively attack with it.
equal to its appropriate ability modifier + 1⁄2 its highest
For example, a sword could be added to a bear’s forepaws,
attack bonus with any of its natural weapons (rounded
but not its hind paws or any of a dog’s paws, while
up). The animal does not possess the appropriate
nunchaku could be added to a monkey but not a cheetah.

Table 1.12: Animal Minion Costs

Size Animal MP Cost Squad MP Cost*†
Fine 1 × challenge rating 2 × challenge rating
Diminutive 2 × challenge rating 4 × challenge rating
Tiny 3 × challenge rating 6 × challenge rating
Small 4 × challenge rating 8 × challenge rating
Medium 5 × challenge rating 10 × challenge rating
Large 6 × challenge rating 12 × challenge rating
Huge 7 × challenge rating 14 × challenge rating
Gargantuan 8 × challenge rating 16 × challenge rating
Colossal 10 × challenge rating 20 × challenge rating
* The number of animals in each animal minion squad is determined as standard with human minions (see the Spycraft
Espionage Handbook, page 244).
† The cost of an animal squad includes the cost of each individual animal in that squad — the GC need not pay the cost of
each individual animal in addition to a full squad’s cost.

23
 mastermind
Weapon Group Proficiency to use the weapon, though it
is assumed to become proficient with the specific
weapon system a number of days after its installation
equal to 20 minus its Wisdom modifier.
All of the animal’s attacks with a standard weapon
system are controlled either by command or by remote
control (if the animal possesses the dominated augmen-
tation). The weapon system’s control trigger must be
chosen when it is installed.
An animal may never replace or recharge any exotic
weapon’s battery, though someone else may. The cost
of each recharge or replacement battery for an exotic
animal weapon system is equal to the weapon’s original
cost divided by 2 (rounded down, minimum 1 MP).
An animal may gain this augmentation multiple
times, each time gaining a new exotic weapon (to
a maximum number of combined standard and exotic
weapons as determined by its size: Tiny to Medium: 1,
Large to Huge: 2, Gargantuan: 4, Colossal: 8). An ani-
mal is always restricted to the standard Spycraft rules
regarding the number of attacks it may make during
each round, no matter how many weapons it possesses.
Unless otherwise stated, an animal minion or
animal minion squad may gain a maximum number
of augmentations equal to its challenge rating.
This limit does not apply to the number of times
an animal minion or animal minion squad may gain
each augmentation (as shown in each augmentation
description).
Unless otherwise stated, animal augmentations are
unavailable to agents.
Animal Profiles
The following profiles provide a representative
sample of animals that masterminds and agents are
likely to utilize or encounter. Each is presented with
three BP or GP costs, for wild, domesticated, and trained
specimens, respectively.
Alligator/Crocodile: These two closely-related preda-
tory reptiles prefer to lay in ambush submerged, looking
very much like floating logs, until an unfortunate victim
comes within range.

Table 1.13: Exotic Animal Weapon Systems

Min. Animal Range Qualities
Weapon Name Size MP Cost* Recoil Accuracy Damage Error Threat Increment & Mods
Claws/Teeth, Metal Diminutive 1/2 — +0 +1** 1 20 — —
Claws/Teeth, Metal Tiny 2/4 — +0 +1d2** 1 20 — —
Claws/Teeth, Metal Small 3/6 — +0 +1d4** 1 20 — —
Claws/Teeth, Metal Medium 4/8 — +0 +1d6** 1 20 — —
Claws/Teeth, Metal Large 5/10 — +0 +1d8** 1 20 — —
Claws/Teeth, Metal Huge 6/12 — +0 +1d10** 1 20 — —
Dartgun, Tiny Small 1 + contagion/ 0 +0 1 + contagion† 1–2 — 5 ft. (max. 50 ft.) PW
2 + contagion †
Dartgun, Small Medium 3 + contagion/ 0 +0 1d2 + contagion† 1–2 — 10 ft. (max. 100 ft.) PW
6 + contagion †
Dartgun, Medium Large 5 + contagion/ 0 +0 1d4 + contagion† 1–2 — 15 ft. (max. 150 ft.) PW
10 + contagion †
Dartgun, Large Huge 7 + contagion/ 0 +0 1d6 + contagion† 1–2 — 20 ft. (max. 200 ft.) PW
14 + contagion †
Laser, Tiny Small 3/6 0 +0 3d6 1 18–20 50 ft. (max. 500 ft.) AP, PW
Laser, Small Medium 6/12 0 +0 3d8 1 18–20 100 ft. (max. 1,000 ft.) AP, PW
Laser, Medium Large 12/24 0 +0 3d10 1 18–20 200 ft. (max. 2,000 ft.) AP, PW
Laser, Large Huge 24/48 0 +0 3d12 1 18–20 400 ft. (max. 4,000 ft.) AD, PW
Spike Driver, Tiny†† Small 1/2 8 +0 2d6 1 20 5 ft. (max. 50 ft.) PW
Spike Driver, Small†† Medium 2/4 12 +0 2d8 1 20 5 ft. (max. 50 ft.) PW
Spike Driver, Medium†† Large 4/8 16 +0 2d10 1 20 10 ft. (max. 100 ft.) PW
Spike Driver, Large†† Huge 8/16 20 +0 2d12 1 20 10 ft. (max. 100 ft.) PW
* The cost before the slash is for a single animal minion, while the cost after the slash is for an entire animal minion squad.
** This bonus damage is added to each successful hit with the animal’s claws or teeth. Further, if the animal’s attack typically inflicts subdual
damage, it inflicts normal damage when this weapon system is applied.
† The cost of each application of any contagion applied must be paid separately.
†† A miniature rail gun, this weapon magnetically propels metal spikes toward the enemy.

24
 legion
Alligator/Crocodile (animal — 24/36/48 BP): Bear, Brown (animal — 48/72/96 BP): CR 4
CR 2 (3d8 vitality). SZ M; v/wp 26/17; Init +1 (6d8 vitality). SZ L; v/wp 54/28; Init +1 (+1 Dex);
(+1 Dex); Spd 15 ft., swim 30 ft.; Def 11 (+1 Dex); Spd 40 ft.; Def 10 (–1 size, +1 Dex); Atk: claws (×2)
Atk: bite +6 (dmg 1d8+6 normal, error 1, threat 20), +11 (dmg 1d8+8 normal, error 1, threat 20), bite +6
tail slap +6 (dmg 1d12+6 subdual, error 1); Face 2 (dmg 2d8+4 normal, error 1, threat 20); Face 2
squares (long); Reach 1 square; SA drag under (see squares (long); Reach 1 square; SA None; SQ NAR
below); SQ AMB, CLD, CMF (Swamp), DIV, NAR (DR 4/FE), PRI, SNT; SV Fort +9, Ref +6, Will +3; Str
(DR 3/FE), PRI; SV Fort +6, Ref +4, Will +2; Str 19, 27, Dex 13, Con 19, Int 2, Wis 12, Cha 6; Skills:
Dex 12, Con 17, Int 2, Wis 12, Cha 2; Skills: Hide +7, Listen +4, Spot +7, Swim +2, Survival +8. Feats:
Listen +5, Spot +5. Feats: Savage Attack. Savage Attack.
Special (Drag Under): In combat, an alligator
Bear, Polar (animal — 64/96/128 BP): CR 5
or crocodile always attempts to grapple (see the
(8d8 vitality). SZ L; v/wp 54/28; Init +1 (+1 Dex);
Spycraft Espionage Handbook, page 172). Once it
Spd 40 ft., swim 30 ft.; Def 10 (–1 size, +1 Dex);
has successfully grappled an opponent, it gains a
Atk: claws (×2) +13 (dmg 1d8+8 normal, error 1,
+4 circumstance bonus with all Strength and hold
threat 20), bite +8 (dmg 2d8+4 normal, error 1,
checks made each turn. Additionally, it automatically
threat 20); Face 2 squares (long); Reach 1 square;
inflicts its standard bite damage at the end of each
SA None; SQ ARC, CMF (Snow), NAR (DR 4/FE), PRI,
round during which its victim does not break free.
SNT; SV Fort +10, Ref +7, Will +3; Str 27, Dex 13,
Finally, if a sufficiently deep body of water is available,
Con 19, Int 2, Wis 12, Cha 6; Skills: Hide –2, Listen +4,
the animal attempts to drag its victim underwater
Spot +7, Swim +6, Survival +8. Feats: Savage Attack.
(see the Spycraft Espionage Handbook, page 231).
Camel: Ill-tempered and smelly, the “ship of
Bat: Most bats are harmless to anything but fruit
the desert” is still one of the most effective means
crops and insects.
of transport across sandy wastelands.
Bat, Standard (animal — 1/2/3 BP): CR 1⁄10
Camel (animal — 2/3/4 GP): CR 1 (3d6 vitality).
(no vitality). SZ D; v/wp 0/2; Init +2 (+2 Dex); Spd 5
SZ L; v/wp 19/21; Init +3 (+3 Dex); Spd 50 ft.; Def
ft., fly 40 ft.; Def 16 (+2 Dex, +4 dodge); Atk: None;
13 (–1 size, +3 Dex, +1 dodge); Atk: bite +3 (dmg
Face 1 square; Reach same square; SA None; SQ
1d4+6 normal, error 1, threat 20), kick +3 (dmg
NOC, SNR; SV Fort +2, Ref +4, Will +2; Str 1, Dex 15,
1d8+6 subdual, error 1, threat 20); Face 2 squares
Con 10, Int 2, Wis 14, Cha 4; Skills: Listen +9, Move
(long); Reach 1 square; SA None; SQ MNT, SNT; SV
Silently +6, Spot (sonar only) +9. Feats: None.
Fort +5, Ref +6, Will +1; Str 18, Dex 16, Con 14, Int
Bat, Vampire (animal — 2/3/4 BP): CR 1⁄10 1, Wis 11, Cha 2; Skills: Listen +5, Spot +5. Feats:
(no vitality). SZ D; v/wp 0/2; Init +2 (+2 Dex); Spd 5 None.
ft., fly 40 ft.; Def 16 (+2 Dex, +4 dodge); Atk: bite +4
(dmg Special*, error 1); Face 1 square; Reach same
Cheetah: The fastest land predators on the planet,
square; SA None; SQ NOC, SNR; SV Fort +2, Ref +4,
cheetahs can bring down gazelles and motorcyclists
Will +2; Str 1, Dex 15, Con 10, Int 2, Wis 14, Cha 4;
with equal aplomb.
Skills: Listen +9, Move Silently +6, Spot (sonar only)
+9. Feats: None. Cheetah (animal — 24/36/48 BP): CR 2 (3d8 vitali-
* Each successful hit inflicts 1 temporary point of ty). SZ M; v/wp 23/15; Init +4 (+4 Dex); Spd 50 ft.;
Constitution damage. Def 16 (+4 Dex, +2 dodge); Atk: claws (×2) +5 (dmg
1d2+1 normal, error 1, threat 20), bite +6 (dmg
Bear: Black bears are omnivorous and rarely
1d6+3 normal, error 1, threat 20); Face 1 square;
dangerous unless provoked, while brown bears and
Reach 1 square; SA sprint (see below), trip +2 (see
polar bears are notoriously ill-tempered under the best
below); SQ PRI; SV Fort +5, Ref +7, Will +2; Str 16,
of circumstances.
Dex 19, Con 15, Int 2, Wis 12, Cha 6; Skills: Hide +7,
Bear, Black (animal — 24/36/48 BP): CR 2 Listen +5, Move Silently +8, Spot +5, Tumble +8.
(3d8 vitality). SZ M; v/wp 23/15; Init +1 (+1 Dex); Feats: Savage Attack, Weapon Finesse (Bite, Claws).
Spd 40 ft.; Def 11 (+1 Dex); Atk: claws (×2) +6 Special (Sprint): Once per hour as a full action,
(dmg 1d4+4 normal, error 1, threat 20), bite +1 a cheetah may take a charge action to move 10 × its
(dmg 1d6+2 normal, error 1, threat 20); Face 1 standard speed (500 ft.). The threat range of the bite
square; Reach 1 square; SA None; SQ NAR (DR 1/FE), attack made at the end of this charge is 17–20.
SNT; SV Fort +5, Ref +4, Will +2; Str 19, Dex 13, Con Special (Trip): The cheetah gains a +2 competence
15, Int 2, Wis 12, Cha 6; Skills: Climb +6, Listen +4, bonus with all standard trip attack actions.
Spot +7, Swim +8, Survival +8. Feats: Savage Attack.

25
 mastermind
Dog: This animal category includes all domestic
canines. Lap dogs are primarily used for companion-
ship, while work dogs include the “seeing eye” variety.
Dog, Lap (animal — 2/3/4 BP): CR 1 (1d2 vitality).
SZ S; v/wp 3/10; Init +3 (+3 Dex); Spd 40 ft.; Def 15
(+1 size, +3 Dex, +1 dodge); Atk: bite +0 (dmg
1d4–1 normal, error 1, threat 20); Face 1 square;
Reach 1 square; SA None; SQ CLV, SNT; SV Fort +3,
Ref +5, Will +1; Str 9, Dex 17, Con 13, Int 2, Wis 12,
Cha 10; Skills: Listen +5, Spot +5, Swim +5. Feats:
None.
Dog, Work (animal — 4/6/8 BP): CR 1 (1d4 vitali-
ty). SZ M; v/wp 6/15; Init +2 (+2 Dex); Spd 40 ft.;
Def 16 (+2 Dex, +4 dodge); Atk: bite +3 (dmg 1d6+3
normal, error 1, threat 20); Face 1 square; Reach 1
square; SA None; SQ CLV, PCK, SNT, TRK; SV Fort +5,
Ref +5, Will +1; Str 15, Dex 15, Con 15, Int 2, Wis 12,
Cha 6; Skills: Listen +5, Spot +5, Swim +5, Survival
+1. Feats: None.
Elephant: Used for centuries as mounts, beasts
of burden, and engines of war, elephants are equally
terrifying and open to training.
Elephant (animal — 3/5/6 GP): CR 8 (11d6 vitality).
SZ H; v/wp 96/42; Init +0; Spd 40 ft.; Def 2 (–8 size);
Atk: slam +16 (dmg 2d6+10 normal, error 1, threat
20), stamp (×2) +11 (dmg 2d6+5 normal, error 1,
threat 20), gore +16 (dmg 2d8+15 normal, error 1,
threat 20); Face 8 squares (2×4); Reach 2 squares;
SA trample (see below); SQ NAR (DR 6/FE), MAN,
MNT; SV Fort +12, Ref +7, Will +4; Str 30, Dex 10,
Con 21, Int 2, Wis 13, Cha 7; Skills: Listen +6, Spot
+6, Survival +2. Feats: None.
Special (Trample): As a full action, an elephant
may move up to its full speed, ending its movement in
the first occupied square through which it attempts to
pass. Each occupant of Medium size or smaller suffers
damage as if successfully attacked with the elephant’s
gore attack. Each victim may make a Reflex save
(DC 20) to reduce this damage to 1⁄2 standard
(rounded down).
If the elephant begins its initiative count in an
occupied square, it may only use this attack to target
occupants of that square (though it may move as
standard and then use this attack against other
targets during later rounds).
Gorilla: A favored guardian of physically weak
masterminds and henchmen, gorillas are feared as much
in the world of superspies as in their mountainous
homelands.
26
Gorilla (animal — 24/36/48 BP): CR 2 (4d6 vitali-
ty). SZ M; v/wp 24/14; Init +2 (+2 Dex); Spd 30 ft.,
climb 30 ft.; Def 13 (+2 Dex, +1 dodge); Atk: claws
(×2) +7 (dmg 1d6+5 normal, error 1, threat 20), bite
+2 (dmg 1d6+2 normal, error 1, threat 20); Face 1
square; Reach 1 square; SA None; SQ CLV, MAN,
NAR (DR 1/FE), primate intelligence (see below), SNT;
SV Fort +6, Ref +6, Will +2; Str 21, Dex 15,
Con 14, Int 2, Wis 12, Cha 7; Skills: Climb +18,
Listen +6, Spot +6. Feats: Savage Attack.
Special (Primate Intelligence): As some of
humanity‘s closest cousins, gorillas and other
primates of similar size possess significantly more
evolved reasoning ability than many other mammals.
This makes it possible for masterminds with the
proper resources to raise them to human-level
intelligence with relatively little effort. The BP cost
to teach a gorilla the cute, smart, or wise tricks is
reduced to 1⁄2 standard (rounded up). Further, a goril-
la may be taught any of these tricks up to 6 times.
Great Cat: This animal category includes “generic”
Medium-size predatory felines (e.g. cougars, jaguars,
panthers, leopards, etc.).
Great Cat (animal — 24/36/48 BP): CR 2 (3d8
vitality). SZ M; v/wp 23/15; Init +4 (+4 Dex); Spd
40 ft., climb 20 ft.; Def 15 (+4 Dex, +1 dodge);
Atk: claws (×2) +5 (dmg 1d3+1 normal, error 1,
threat 20), bite +6 (dmg 1d6+3 normal, error 1,
threat 20); Face 1 square; Reach 1 square; SA
pounce (see below); SQ AMB, CMF (Forest or Jungle),
PRI, SNT; SV Fort +5, Ref +7, Will +2; Str 16, Dex 19,
Con 15, Int 2, Wis 12, Cha 6; Skills: Listen +6, Hide
+6, Move Silently +9, Spot +6, Survival +6. Feats:
Savage Attack, Weapon Finesse (Bite, Claws).
Special (Pounce): During a surprise round, a great
cat may perform a charge action as a half action.
At any other time, a great cat may charge as a full
action (as standard), but attacks once with each
of its natural weapons at the end of the charge.
Horse: This animal category includes a wide array
of equines used as mounts and draft animals. Arabian
horses are generally considered the most attractive,
intelligent, and capable breed, and are often adopted as
mounts. Racing horses are bred for all-out speed, while
riding horses are typically selected for docility and
endurance. Work horses are primarily draft animals,
long since bred away from their roots as mounts
for armored knights.
Arabian Horse (animal — 3/5/6 GP): CR 1 (3d6
vitality). SZ L; v/wp 19/22; Init +1 (+1 Dex); Spd 50
ft.; Def 12 (–1 size, +1 Dex, +2 dodge); Atk: hooves
(×2) +2 (dmg 1d4+1 normal, error 1, threat 20); Face
2 squares (long); Reach 1 square; SA None; SQ CLV,
 legion
MNT, WBD; SV Fort +5, Ref +4, Will +3; Str 13, Dex 1d3–4 normal, error 1, threat 20); Face 1 square;
13, Con 15, Int 2, Wis 14, Cha 6; Skills: Listen +7, Reach 1 square; SA None; SQ CLV, MAN; SV Fort +2,
Spot +7. Feats: None. Ref +4, Will +1; Str 3, Dex 15, Con 10, Int 2, Wis 12,
Cha 5; Skills: Balance +10, Climb +13, Hide +13,
Race Horse (animal — 3/5/6 GP): CR 1 (3d6 vitali-
Listen +4, Sleight of Hand +3, Spot +4. Feats:
ty). SZ L; v/wp 19/22; Init +1 (+1 Dex); Spd 80 ft.;
Weapon Finesse (Bite).
Def 14 (–1 size, +2 Dex, +3 dodge); Atk: hooves (×2)
+2 (dmg 1d4+1 normal, error 1, threat 20); Face 2 Raptor: This animal category includes most common
squares (long); Reach 1 square; SA None; SQ MNT; birds of prey, such as hawks and falcons.
SV Fort +5, Ref +4, Will +2; Str 13, Dex 15, Con 15,
Raptor (animal — 4/6/8 BP): CR 1⁄3 (1d4 vitality). SZ
Int 2, Wis 12, Cha 6; Skills: Listen +6, Spot +6. Feats:
T; v/wp 4/3; Init +3 (+3 Dex); Spd 10 ft., fly 60 ft.;
None.
Def 17 (+2 size, +3 Dex, +2 dodge); Atk: claws +5
Riding Horse (animal — 2/3/4 GP): CR 1 (3d6 (dmg 1d4–2 normal, error 1, threat 20); Face 1
vitality). SZ L; v/wp 19/22; Init +1 (+1 Dex); Spd 50 square; Reach same square; SA None; SQ DAY; SV
ft.; Def 12 (–1 size, +1 Dex, +2 dodge); Atk: hooves Fort +2, Ref +5, Will +2; Str 6, Dex 17, Con 10, Int 2,
(×2) +2 (dmg 1d4+1 normal, error 1, threat 20); Face Wis 14, Cha 6; Skills: Listen +6, Spot +14. Feats:
2 squares (long); Reach 1 square; SA None; SQ MNT; Weapon Finesse (Claws).
SV Fort +5, Ref +4, Will +2; Str 13, Dex 13, Con 15,
Rat: Depending on who you ask, rats are plague-
Int 2, Wis 12, Cha 6; Skills: Listen +6, Spot +6. Feats:
ridden vermin or cute and inquisitive companions.
None.
Rat (animal — 1/2/3 BP): CR 1⁄8 (no vitality). SZ D;
Work Horse (animal — 1/2/3 GP): CR 1 (3d6 vitali-
v/wp 0/3; Init +2 (+2 Dex); Spd 15 ft., climb 15 ft.;
ty). SZ L; v/wp 22/24; Init +0; Spd 40 ft.; Def 9 (–1
Def 14 (+2 size, +2 Dex); Atk: bite +4 (dmg 1d3–4
size); Atk: hooves (×2) +4 (dmg 1d6+3 normal, error
normal, error 1, threat 20); Face 1 square; Reach
1, threat 20); Face 2 squares (long); Reach 1 square;
same square; SA None; SQ CLV, SNT; SV Fort +2, Ref
SA none; SQ MNT, NAR (DR 2/FE); SV Fort +5, Ref
+4, Will +1; Str 2, Dex 15, Con 10, Int 2, Wis 12, Cha
+4, Will +2; Str 17, Dex 11, Con 17, Int 2, Wis 12,
2; Skills: Balance +10, Climb +12, Hide +18, Move
Cha 6; Skills: Listen +6, Spot +6. Feats: None.
Silently +10. Feats: Weapon Finesse (Bite).
Lion: The largest land predators in many regions of
Raven: Long recognized as one of the most intelligent
the world, lions form familial prides, but may also be
bird species, the raven is often associated with death
trained as individual fighters. Given their natural
imagery due to its habit of scavenging human remains.
instinct to pulling down the weak, well-trained lions
This makes it an ideal companion for an agent team or
can systematically destroy entire parties of superspies.
mastermind looking to cultivate a certain… morbid image.
Lion (animal — 40/60/80 BP): CR 3 (5d8 vitality).
Raven (animal — 2/3/4 BP): CR 1⁄6 (1d2 vitality).
SZ L; v/wp 36/22; Init +3 (+3 Dex); Spd 40 ft.; Def
SZ D; v/wp 2/3; Init +2 (+2 Dex); Spd 10 ft., fly
15 (–1 size, +3 Dex, +3 dodge); Atk: claws (×2) +7
40 ft.; Def 14 (+2 size, +2 Dex); Atk: claws +4
(dmg 1d4+5 normal, error 1, threat 20), bite +2 (dmg
(dmg 1d2–5 normal, error 1, threat 20); Face 1
1d8+2 normal, error 1, threat 20); Face 2 squares
square; Reach 1 square; SA None; SQ CLV, SPC; SV
(long); Reach 1 square; SA pounce (see below);
Fort +2, Ref +4, Will +2; Str 1, Dex 15, Con 10,
SQ CMF (Plains), PRI, SNT; SV Fort +6, Ref +7, Will
Int 2, Wis 14, Cha 6; Skills: Listen +6, Spot +6.
+2; Str 21, Dex 17, Con 15, Int 2, Wis 12, Cha 6;
Feats: None.
Skills: Balance +7, Hide +4, Jump +5, Listen +5,
Move Silently +11, Spot +5. Feats: Savage Attack. Shark: Often characterized as the ultimate killing
Special (Pounce): During a surprise round, a lion machines, sharks are the most universally feared aquatic
may perform a charge action as a half action. At any predators on the planet.
other time, a lion may charge as a full action (as
“Ordinary” Shark (animal — 56/84/112 BP):
standard), but attacks once with each of its natural
CR 2 (7d8 vitality). SZ L; v/wp 42/19; Init +2 (+2
weapons at the end of the charge.
Dex); Spd swim 60 ft.; Def 12 (–1 size, +2 Dex, +1
Monkey: With their dexterous hands and small size, dodge); Atk: bite +7 (dmg 1d8+4 normal, error 1,
monkeys are sometimes trained as thieves and pick- threat 20); Face 2 squares (long); Reach 1 square;
pockets. SA None; SQ NAR (DR 2/FE), PRI, SNT; SV Fort +6,
Ref +7, Will +3; Str 17, Dex 15, Con 13, Int 1, Wis
Monkey (animal — 1/2/3 BP): CR 1⁄6 (no vitality).
12, Cha 2; Skills: Listen +7, Spot +7. Feats: None.
SZ T; v/wp 0/3; Init +2 (+2 Dex); Spd 30 ft., climb
30 ft.; Def 14 (+2 size, +2 Dex); Atk: bite +4 (dmg

27
 mastermind
Great White Shark (animal — 80/120/160 BP): Vitality Points
CR 4 (10d8 vitality). SZ H; v/wp 69/30; Init +2 (+2 A Spycraft animal’s vitality points are equal to its
Dex); Spd swim 60 ft.; Def 10 (–2 size, +2 Dex); d20 System™ hit points.
Atk: bite +10 (dmg 2d6+7 normal, error 1, threat A Spycraft animal’s vitality die is determined by its
20); Face 8 squares (2×4); Reach 2 squares; SA None; general category, as shown on Table 1.14: Converting
SQ NAR (DR 4/FE), PRI, SNT; SV Fort +9, Ref +9, Will Animal Vitality Dice (see below). The resulting vitality die
+4; Str 21, Dex 15, Con 15, Int 1, Wis 12, Cha 2; is reduced by 1 die type per size category the animal is
Skills: Listen +7, Spot +7. Feats: None. below Small — if this reduces the animal’s vitality die
type below d2, the animal possesses no vitality dice and
Tiger: The world’s largest felines and some of the
0 vitality points.
world’s most fearsome predators, tigers are nonetheless
an endangered species, hunted for their attractive fur.
Tiger (animal — 48/72/96 BP): CR 4 (6d8 vitality). Table 1.14: Converting
SZ L; v/wp 46/25; Init +2 (+2 Dex); Spd 40 ft.; Def Animal Vitality Dice
14 (–1 size, +2 Dex, +3 dodge); Atk: claws (×2) +9 Category Vitality Die
(dmg 1d8+6 normal, error 1, threat 20), bite +4 (dmg Pet d2 (1⁄2 d4)
2d6+3 normal, error 1, threat 20); Face 2 squares Domestic Working Animal d4
(long); Reach 1 square; SA pounce (see below); SQ Beast of Burden d6
AMB, CMF (Forest or Jungle), PRI; SV Fort +8, Ref +7, Wild Herbivore d6
Will +3; Str 23, Dex 15, Con 17, Int 2, Wis 12, Cha 6; Wild Carnivore d8
Skills: Balance +6, Hide +5, Listen +3, Move Silently
+9, Spot +3, Swim +11. Feats: Savage Attack. Wound Points
Special (Pounce): During a surprise round, a tiger An animal’s wound points are determined by
may perform a charge action as a half action. At any its Constitution score and its size, as shown on
other time, a tiger may charge as a full action (as Table 1.15: Converting Animal Wound Points
standard), but attacks once with each of its natural see below).
weapons at the end of the charge.
Wolf: The original stock from which domestic dogs Table 1.15: Converting
descend, wolves are found in virtually every corner of Animal Wound Points
the globe. Animal Size Wound Points
Wolf (animal — 18/27/36 BP): CR 1 (2d8 vitality). Fine Constitution score divided by 5*
SZ M; v/wp 17/15; Init +2 (+2 Dex); Spd 50 ft.; Def Diminutive Constitution score divided by 4*
14 (+2 Dex, +2 dodge); Atk: bite +3 (dmg 1d6+1 Tiny Constitution score divided by 3*
normal, error 1, threat 20); Face 1 square; Reach 1 Small Constitution score divided by 2*
square; SA trip +1 (see below); SQ PCK, PRI, SNT; SV Medium Constitution score × 1
Fort +5, Ref +5, Will +1; Str 13, Dex 15, Con 15, Int Large Constitution score × 1.5*
2, Wis 12, Cha 6; Skills: Hide +3, Listen +6, Move Huge Constitution score × 2*
Silently +4, Spot +4, Survival +1. Feats: Weapon Gargantuan Constitution score × 3*
Finesse (Bite), Wolf Pack Basics. Colossal Constitution score × 4*
Special (Trip): The wolf gains a +1 competence bonus * Rounded up.
with all standard trip attack actions.
Defense and Damage Reduction
Converting Animals If an d20 System™ animal possesses a natural armor
from d20 to Spycraft bonus and its Dexterity score is higher than its
The d20 System’s™ many support products offer
Constitution score, the Spycraft animal gains a dodge
a wealth of animal profiles with which a GC may
bonus to its Defense equal to its full d20 System™
populate his Spycraft world. Though the Spycraft
natural armor bonus.
engine is slightly different than the standard d20
If an d20 System™ animal possesses a natural armor
System™, conversion is relatively painless, as follows.
bonus and its Constitution score is equal to or higher
All animal statistics left undefined in the following
than its Dexterity score, one of two things happens,
sections are unchanged between standard d20 products
as follows (per the GC’s discretion):
and Spycraft.

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 legion
• The Spycraft animal gains a dodge bonus to its Defense
equal to its full d20 System™ natural armor bonus.
• The Spycraft animal gains a dodge bonus to its
Defense equal to 1⁄2 its d20 System™ natural armor
bonus (rounded down, minimum 1), as well as the
natural armor (NAR) quality, which grants a number
of points of damage reduction equal to 1⁄2 its
d20 System™ natural armor bonus (rounded down,
minimum 1).
Qualities
There is no direct correlation between the animal
qualities presented in this chapter and a d20 System™
animal’s statistics. The GC is advised to use common
sense and a modicum of research when assigning
qualities appropriate to the animals they design,
and increasing the animal’s cost by either 5 BP or 1 GP
per quality added, as appropriate.
BP or GP Cost
If an animal is predominantly requisitioned as gear,
it possesses a BP cost equal to the number of vitality
dice it possesses × the maximum number that may
be rolled on each of its vitality dice.
Example: An alligator possesses 3d8 vitality dice.
Its BP cost is 24 (3 × 8).
If an animal is predominantly requisitioned as
a mount, it possesses a GP cost is determined by its size,
as shown on Table 1.16: Mount GP Costs by Size
(see below).
Table 1.16: Mount
GP Costs by Size
Size GP Cost
Medium 1 standard military ball ammunition (2 BP), for a total
Large 2 cost of 20 BP per minion in the squad. Each minion
Huge 3 carries these primary weapons at all times.
Gargantuan 4 Each minion then contributes 10 BP to the squad’s
Colossal 5 secondary weapon pool, for a total secondary weapon
29
Mixed Minion Gear
According to the standard Spycraft rules, all mem-
bers of a minion squad possess the same statistics and
carry the same weapons and gear. While this may
be the fastest way to field minions, it doesn’t allow
for minions to have much diversity or character,
nor does it allow for specialists within minion squads
who rely upon different equipment or require
special training. The following rules allow for such
exceptions, providing the GC with much more
control over his rank and file.
At a cost of 5 MP per squad type, a minion squad
may carry mixed weaponry. The GC assigns weapons
that are carried by all minions in the squad as
standard, paying for these weapons out of each
minion’s BP allotment. These weapons are the
squad’s primary weapons.
Next, the GC may pool the remainder of each
minion’s BP allotment together to form one BP pool
from which secondary weapons are purchased.
This secondary weapon BP pool may not contain
more than 1⁄3 of each minion’s total BP allotment
(rounded down). Unlike primary weapons, secondary
weapons are purchased for the entire squad — that is,
when 1 secondary weapon is purchased, the squad
possesses 1 of that weapon that must be shared
between all minions in the squad.
Finally, the maximum number of secondary
weapons any minion squad may possess when the
squad comes into play is equal to 1⁄2 the number
of minions in the squad (rounded up).
Example: The GC builds a minion squad type
featuring 6 minions, each of whom possesses a total
BP allotment of 30. He decides that each of these
minions carries 1 Heckler and Koch MP5SD sub-
machinegun (15 BP), 1 knife (3 BP) and 100 rounds of
pool of 60 BP. The GC uses this pool to purchase
2 Ultimax Mk. 3 light machine guns (25 BP each) +
150 rounds of standard military ball ammunition
for each (10 BP total). These secondary weapons must
be shared between the squad’s minions — the GC
chooses 2 of the minions to carry one of these
weapons each.
 mastermind
Robot: A character with the ‘robot’ type requires
no sleep, air, nourishment or water, and cannot
NPC CLASSES
The following NPC classes are especially suited
suffer subdual damage or critical hits. It is immune
to level drain, ability damage, and all non-physical
attacks. A robot need never make Will or Fortitude
to villains of all sorts, and may provide many new
saves — except as a result of the takedown quality
challenges for seasoned agents.
and when it suffers 50 or more points of damage
Android in one hit, at which time it must make a fortitude save
as standard.
Once only found in science fiction stories, roughly
A robot never possesses vitality points, and never
humanoid robots are starting to crop up in the arsenals
suffers any penalties for possessing no vitality. Should
of technologically advanced masterminds. This unex-
a character multi-class into or out of this class, he may
pected development has caught the Agency’s R&D
thereafter never possess or gain vitality points under
division flat-footed, leaving the egg-heads pouring
any circumstance.
over captured Gal-Bots™ to find ways to battle and
Hardness: An android is typically constructed from
replicate them.
metals and other stiff materials, and as such possesses
MP Cost: 4 per level + 0 (vitality die).
a hardness of 5. Further, an android is considered a hard
Full Skills target when determining the effects of tactical weapons
and vehicular ordinance (see the Modern Arms Guide,
The android’s full skills and key abilities are:
page 138).
Full Skill Key Ability Upgrade: At 2nd level, the android gains 1 ability
Search Int from the following list.
Spot Wis
Advanced Programming: The android gains 3 ranks
Half Skills in 1 skill. The android may choose this option multiple
times, each time gaining 3 ranks in 1 different skill.
The android’s half skills and key abilities are:
The skill ranks gained from this ability do not stack with
Half Skill Key Ability skill ranks gained from feats or class abilities (such as
Computers Int specialty).
Electronics Int Combat Programming: The android gains 1 basic
Mechanics Int or ranged combat feat. It must meet all prerequisites
Surveillance Wis of this feat before choosing it. The android may
choose this option up to 3 times, each time gaining
Class Features 1 additional basic or ranged combat feat with the
All of the following are class features of the android. same restrictions.
Starting Feats: The android gains the following feats Improved Articulation: The android’s speed is
at 1st level. increased by 10 ft. The android may choose this option
Weapon Group Proficiency (Handgun) only once.
Weapon Group Proficiency (Melee) Reinforced Exoskeleton: The android gains 5 wound
Weapon Group Proficiency (Rifle) points. The android may choose this option multiple
Weapon Group Proficiency (Tactical) times, each time gaining 5 additional wound points.

Table 1.17: The Android (NPC Class)

Vitality Base Fort Ref Will Def Init
Lvl Pts Att Bon Save Save Save Bon Bon Special
1 0 +1 +2 +1 +0 +0 +1 Hardness 5, robot
2 0 +2 +3 +2 +0 +1 +1 Upgrade
3 0 +3 +3 +2 +1 +1 +2
4 0 +4 +4 +2 +1 +2 +2 Upgrade
5 0 +5 +4 +3 +1 +2 +3
6 0 +6 +5 +3 +2 +2 +4 Upgrade
7 0 +7 +5 +4 +2 +3 +4
8 0 +8 +6 +4 +2 +3 +5 Upgrade
9 0 +9 +6 +4 +3 +4 +5
10 0 +10 +7 +5 +3 +4 +6 Upgrade

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 legion
Thickened Armor: The android’s hardness is Class Features
increased by 2. The android may choose this option All of the following are class features of the gangster.
multiple times, each time increasing its hardness by an Starting Feats: At 1st level, the gangster gains the
additional 2. following feats.
Weapons Suite: The android gains 2 GP that must be Armor Group Proficiency (Light)
spent to requisition gadgets and/or vehicular ordinance Weapon Group Proficiency (Handgun)
(all of which is built into the android’s body and may Weapon Group Proficiency (Hurled)
not be removed). The android may choose this option Weapon Group Proficiency (Melee)
multiple times, each time gaining an additional 2 GP Weapon Group Proficiency (Rifle)
with the same restrictions.
At 4th level and for every 2 class levels gained
thereafter, the android gains 1 additional ability chosen
from this list.

Gangster
Drawn from the ranks of the world’s most dangerous
criminal syndicates and street gangs, these individuals
cut menacing figures. Masterminds frequently use these
thugs as cheap muscle, or to “adjust” the attitudes
of stubborn opponents.
MP Cost: 3 per level + 15 (vitality die).

Full Skills
The full skills and key abilities of the gangster are:
Full Skill Key Ability
Knowledge (Underworld) Dex
Intimidate Str or Cha

Half Skills
The half skills and key abilities of the gangster are:
Half Skill Key Ability
Driver Dex
Innuendo Cha
Sense Motive Wis
Spot Wis

Table 1.18: The Gangster (NPC Class)

Vitality Base Fort Ref Will Def Init
Lvl Pts Att Bon Save Save Save Bon Bon Special
1 8 +0 +1 +0 +1 +1 +1 Organized crime
2 12 +1 +2 +0 +2 +1 +2 Strongarm
3 17 +2 +2 +1 +2 +2 +3
4 21 +3 +2 +1 +2 +2 +3
5 26 +3 +3 +1 +3 +3 +4
6 30 +4 +3 +2 +3 +4 +5 Made man
7 35 +5 +4 +2 +4 +4 +6
8 39 +6 +4 +2 +4 +5 +6
9 44 +6 +4 +3 +4 +5 +7
10 48 +7 +5 +3 +5 +6 +8 Vicious attack

31
 mastermind
Organized Crime: At 1st level, the gangster gains all
the benefits of 1 department option chosen from the
organized crime macro-department, including its bonus
feat (see the Fixer/Pointman Class Guide, page 34).
Strongarm: At 2nd level, when the gangster makes
any Bureaucracy, Diplomacy, Gather Information
or Intimidate check, he applied both his Strength and
his Charisma modifiers (if positive).
Made Man: At 6th level, when making an Intimidate
check to influence a criminal or civilian target’s
disposition, the gangster gains a competence bonus
equal to his class level. The gangster only gains
this bonus if he has previously identified himself as
a representative of his criminal organization.
Vicious Attack: At 10th level, when the gangster
makes a melee or ranged attack and scores a threat (but
he doesn’t activate it as a critical hit), his attack instead
inflicts the weapon’s maximum standard damage (e.g. 8
points of damage with a weapon that typically inflicts
1d8 damage). Additional damage from other sources —
including sneak attack damage and action dice spent to
increase a damage roll — is rolled as standard.
Gunner
Commonly found in military organizations, gunners
are heavy weapons experts par excellance. Heavily
armed and often rambunctious, these characters
are found in small specialist support units fielded by
military-minded masterminds, and amongst crews
assigned to heavy vehicles, such as tanks and warships.
MP Cost: 3 per level + 15 (vitality die).
Full Skills
The full skills and key abilities of the gunner are:
Full Skill Key Ability
Craft (Gunsmithing) Int
Spot Wis
Survival Wis
Half Skills
The half skills and key abilities of the gunner are:
Half Skill Key Ability
Driver Dex
Mechanics Int
Class Features
All of the following are class features of the gunner.
Starting Feats: At 1st level, the gunner gains the
following feats.
Armor Group Proficiency (Light)
Armor Group Proficiency (Medium)
Armor Group Proficiency (Heavy)
Weapon Group Proficiency (Handgun)
Weapon Group Proficiency (Melee)
Weapon Group Proficiency (Tactical)
Specialty: At 1st level, the gunner gains 3 ranks
in the Craft (Gunsmithing) skill.
Rock n’ Roll: At 2nd level, when the gunner takes
a brace action with a tactical weapon, his recoil penalty,
if any, is reduced by 4. This benefit applies in addition
to the brace action’s standard benefit.
Bonus Feat: At 4th level, the gunner gains 1 feat
chosen from the following list: Flamer Basics,
Machinegun Basics, Mortar Basics, Rocket Basics.
At 10th level, the gunner gains the corresponding
Mastery feat (e.g. if he chose Flamer Basics at 4th level,
he gains Flamer Mastery at 10th level).
In both cases, the gunner must meet all prerequisites
for the feat before choosing it.
Boomstick: At 6th level, the gunner gains either
15 BP or 3 GP, which he may only spend to requisition
tactical weapons or personal or vehicular ordinance and
ammunition.
Gunnery: At 8th level, the gunner may fire vehicle-
mounted weapons that require 1 full action or 2 half
actions to operate — such as guided missile launchers —

Table 1.19: The Gunner (NPC Class)

Vitality Base Fort Ref Will Def Init
Lvl Pts Att Bon Save Save Save Bon Bon Special
1 8 +1 +1 +1 +0 +0 +1 Specialty (Craft (Gunsmithing))
2 12 +2 +2 +2 +0 +1 +2 Rock n’ roll
3 17 +3 +2 +2 +1 +1 +3
4 21 +4 +2 +2 +1 +2 +3 Bonus feat
5 26 +5 +3 +3 +1 +2 +4
6 30 +6 +3 +3 +2 +2 +5 Boomstick
7 35 +7 +4 +4 +2 +3 +6
8 39 +8 +4 +4 +2 +3 +6 Gunnery
9 44 +9 +4 +4 +3 +4 +7
10 48 +10 +5 +5 +3 +4 +8 Bonus feat

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Move Silently Dex
with 1 half action.
Additionally, when using a vehicle-mounted
weapon, the gunner may make attack actions that Half Skills
normally require 1 full action or 2 half actions — such The mad bomber’s half skills and key abilities are:
as autofire or strafe — with 1 half action. Half Skill Key Ability
Disguise Cha
Mad Bomber Driver Dex
Saboteurs of the highest caliber, mad bombers are
dangerous opponents who are often utilized by terrorist
and guerrilla groups.
MP Cost: 3 per level + 10 (vitality die).

Full Skills
The mad bomber’s full skills and key abilities are:

Full Skill Key Ability

Concentration Wis
Demolitions Int
Hide Dex

33
 mastermind
Electronics Int tactics, and those who fight covert battles against
Open Lock Dex a superior foe.
MP Cost: 2 per level + 10 (vitality die).
Class Features
All of the following are the class features of the mad Full Skills
bomber. The resistance fighter’s full skills and key abilities are:
Starting Feats: At 1st level, the mad bomber gains Full Skill Key Ability
the following feats. Hide Dex
Armor Group Proficiency (Light) Intimidate Str or Cha
Weapon Group Proficiency (Handgun) Survival Wis
Weapon Group Proficiency (Hurled)
Weapon Group Proficiency (Melee) Half Skills
Weapon Group Proficiency (Tactical)
The resistance fighter’s half skills and key abilities are:
Specialty: At 1st level, the mad bomber gains 3 ranks Half Skill Key Ability
in the Demolitions skill. Bluff Cha
Explosives Basics: At 2nd level, the mad bomber Craft (any one) Int
gains the Explosives Basics feat. He need not meet the Demolitions Int
prerequisites for this feat. Driver Dex
Boom Box: At 4th level, the mad bomber gains an First Aid Wis
additional 15 BP, which he may only spend to requisition Surveillance Wis
explosives, grenades, and mines.
At 8th level, the mad bomber gains an additional 15 Class Features
BP (for a total gain of 30 BP), with the same restrictions.
All of the following are class features of the resistance
Explosives Mastery: At 6th level, the mad bomber
fighter.
gains the Explosives Mastery feat.
Starting Feats: At 1st level, the resistance fighter
Chain Reaction: At 10th level, the mad bomber learns
gains the following feats.
many insidious ways to catch his demolition targets by
Armor Group Proficiency (Light)
surprise. When a character suffers blast damage from
Weapon Group Proficiency (Handgun)
an explosive device planted by the mad bomber,
Weapon Group Proficiency (Hurled)
that character may not benefit from feats, abilities,
Weapon Group Proficiency (Melee)
and other agent options that reduce the damage he
Weapon Group Proficiency (Rifle)
suffers from the detonation — including evasion.
Cause: At 1st level, the DCs of all skill checks made
Resistance Fighter to seduce or alter the resistance fighter’s disposition are
Guerrillas, freedom fighters, terrorists — these increased by 2.
dedicated and savage warriors fight underground wars Ambush Tactics: At 2nd level, the resistance fighter
against the Powers That Be. Resistance fighters are fre- gains a +2 competence bonus with all awareness checks
quently employed by masterminds favoring hit-and-run made to determine surprise. Further, the DCs of all
awareness checks made to detect an ambush set up by

Table 1.20: The Mad Bomber (NPC Class)

Vitality Base Fort Ref Will Def Init
Lvl Pts Att Bon Save Save Save Bon Bon Special
1 6 +0 +0 +2 +0 +1 +1 Specialty (Demolitions)
2 9 +1 +0 +3 +0 +2 +1 Explosives Basics
3 13 +2 +1 +3 +1 +3 +2
4 16 +3 +1 +4 +1 +3 +2 Boom box (15 BP)
5 20 +3 +1 +4 +1 +4 +3
6 23 +4 +2 +5 +2 +5 +4 Explosives Mastery
7 27 +5 +2 +5 +2 +6 +4
8 30 +6 +2 +6 +2 +6 +5 Boom box (30 BP)
9 34 +6 +3 +6 +3 +7 +5
10 37 +7 +3 +7 +3 +8 +6 Chain reaction

34
 legion
the resistance fighter are increased by 2. Full Skill Key Ability
At 10th level, the resistance fighter gains an addi- Driver Dex
tional +2 competence bonus with all awareness checks Craft (any one) Int
made to determine surprise (for a total bonus of +4). Profession (any one) Wis
Further, the DCs of all awareness checks made to detect
an ambush set up by the resistance fighter are increased Half Skills
by an additional 2 (for a total increase of 4). The sleeper’s half skills and key abilities are:
Guerrilla Warfare: At 6th level, the resistance fight- Half Skill Key Ability
er gains 1 feat chosen from the following list: Daring Concentration Wis
Ambush, Escape and Evasion Training, Explosives Demolitions Int
Basics, Hidden Run, Mine Basics, Poison Basics, Rocket Hide Dex
Basics. The resistance fighter must meet all prerequisites Move Silently Dex
for the feat before choosing it. Spot Wis
Any one skill Varies
Sleeper
Brainwashed by shadowy organizations, these ticking Class Features
time bombs are almost impossible to detect. Unassuming
All of the following are class features of the sleeper.
and lethal, sleepers hide within the civilian populace
Starting Feats: At 1st level, the sleeper gains the
until a handler or phrase activates them, then carry out
following feats.
their programming without pause or remorse.
Armor Group Proficiency (Light)
MP Cost: 4 per level + 10 (vitality die).
Armor Group Proficiency (Medium)
Full Skills Weapon Group Proficiency (Handgun)
Weapon Group Proficiency (Melee)
The sleeper’s full skills and key abilities are:

Table 1.21: The Resistance Fighter (NPC Class)

Vitality Base Fort Ref Will Def Init
Lvl Pts Att Bon Save Save Save Bon Bon Special
1 6 +0 +0 +2 +0 +1 +1 Cause
2 9 +1 +0 +3 +0 +2 +1 Ambush tactics +2
3 13 +2 +1 +3 +1 +3 +2
4 16 +3 +1 +4 +1 +3 +2
5 20 +3 +1 +4 +1 +4 +3
6 23 +4 +2 +5 +2 +5 +4 Guerrilla warfare
7 27 +5 +2 +5 +2 +6 +4
8 30 +6 +2 +6 +2 +6 +5
9 34 +6 +3 +6 +3 +7 +5
10 37 +7 +3 +7 +3 +8 +6 Ambush tactics +4

Table 1.22: The Sleeper (NPC Class)

Vitality Base Fort Ref Will Def Init
Lvl Pts Att Bon Save Save Save Bon Bon Special
1 6 +1 +0 +0 +2 +1 +1 Programmed
2 9 +2 +0 +0 +3 +1 +1 Killer
3 13 +3 +1 +1 +3 +2 +2
4 16 +4 +1 +1 +4 +2 +2 Weapon of choice (attack)
5 20 +5 +1 +1 +4 +3 +3
6 23 +6 +2 +2 +5 +4 +4 Weapon of choice (damage)
7 27 +7 +2 +2 +5 +4 +4
8 30 +8 +2 +2 +6 +5 +5 Weapon of choice (error ranges)
9 34 +9 +3 +3 +6 +5 +5
10 37 +10 +3 +3 +7 +6 +6 Weapon of choice (threat ranges)

35
 mastermind
Weapon Group Proficiency (Rifle) The special forces operator’s half skills and key abil-
Weapon Group Proficiency (Tactical) ities are:
Half Skill Key Ability
Programmed: At 1st level, the sleeper gains all the
Hide Dex
benefits of the programmed department, including
Profession (Military) Wis
its bonus feat (see page 115).
Killer: At 2nd level, the sleeper may spend 2 action Class Features
dice to activate any threat scored when making an attack
All of the following are class features of the special
as a critical hit (typically, minions cannot activate
forces operator.
threats as critical hits at all).
Starting Feats: At 1st level, the special forces operator
Weapon of Choice: At 4th level, the resistance fighter
gains the following feats.
chooses 1 weapon as his ‘weapon of choice’, gaining a +1
Armor Group Proficiency (Light)
competence bonus with all attack rolls when using it.
Armor Group Proficiency (Medium)
At 6th level, each time the sleeper inflicts damage
Armor Group Proficiency (Heavy)
using his weapon of choice, the damage is increased by 2.
Weapon Group Proficiency (Handgun)
At 8th level, the sleeper’s error ranges are decreased
Weapon Group Proficiency (Hurled)
by 1 when using his weapon of choice. If this reduces his
Weapon Group Proficiency (Melee)
error range to less than 1, his error range becomes 1, and
Weapon Group Proficiency (Rifle)
the sleeper’s opponents must spend 1 additional action
Weapon Group Proficiency (Tactical)
die to convert each of his errors into a critical miss.
At 10th level, the sleeper’s threat ranges are Department Training: At 1st level, the special forces
increased by 1 when using his weapon of choice. operator gains all the benefits of either the special forces
department (see the Soldier/Wheelman Class Guide,
Special Forces Operator page 29), or 1 department option from the special
Trained by the world’s most elite military units, operations macro-department (see the Fixer/Pointman
special forces operators are known for their flexibility, Class Guide, page 36), including its bonus feat.
coordination, and discipline on the field of battle. Terrain Training: At 2nd level, the special forces
MP Cost: 4 per level + 15 (vitality die). operator gains 1 feat chosen from the following list:
Aquatic Training, Arctic Training, Desert Training,
Full Skills Forest Training, Jungle Training, Mountain Training,
The special forces operator’s full skills and key Swamp Training, Urban Training. The special forces
abilities are: operator must meet all prerequisites for the feat before
Full Skill Key Ability choosing it.
Demolitions Int Team Player: At 4th level, when the special forces
Spot Wis operator makes a skill check to cooperate with another
Survival Wis character, his cooperation bonus, if any, is increased
by +1 (for a total cooperation bonus of +3).
Half Skills At 8th level, when the special forces operator makes
a skill check to cooperate with another character, his
cooperation bonus, if any, is increased by an additional
+1 (for a total cooperation bonus of +4).
Lay Down Fire: At 6th level, the special forces operator
Table 1.23: The Special Forces gains the Lay Down Fire (NPC
Operator feat. Class)
Vitality Base Fort Ref Will Coordinate
Def Fire:
Init At 10th level, the special forces
Lvl Pts Att Bon Save Save Save operator
Bongains the
BonCoordinate
SpecialFire feat.
1 8 +1 +2 +1 +0 +0 +1 Department training
2 12 +2 +3 +2 +0 +1 +1 Terrain training
3 17 +3 +3 +2 +1 +1 +2
4 21 +4 +4 +2 +1 +2 +2 Team player +1
5 26 +5 +4 +3 +1 +2 +3
6 30 +6 +5 +3 +2 +2 +4 Lay Down Fire
7 35 +7 +5 +4 +2 +3 +4
8 39 +8 +6 +4 +2 +3 +5 Team player +2
9 44 +9 +6 +4 +3 +4 +5
10 48 +10 +7 +5 +3 +4 +6 Coordinate Fire

36
 “Mr. Bond, you defy all my attempts
to plan an amusing death for you.”
— Hugo Drax, Moonraker

Leadership
2
 mastermind
Despite her origin, however, a foil always possesses
certain common elements, both in motivation and
INTRODUCTION
Though minions are usually the first line of defense
behavior. Primary among these is the fact that a foil’s
agenda is rarely completely in line with either that of
the Agency or that of the threat. Throughout a season,
the agents encounter during the course of a season,
a foil’s intentions usually intersect with both of these
the threat’s leadership is key to making the threat truly
powers, but this is generally a temporary situation. Fully
memorable. Mysterious foils, murderous henchmen, and
fleshing out a foil’s motives lends the foil both
menacing masterminds all bring something different
verisimilitude, in that her actions make sense when con-
to the table, and the way they each interact with the
sidered from her own perspective, and unpredictability,
agents should be unique — not only from one character
in that the agents rarely have enough information
type to another, but from one distinct individual
to piece together the foil’s motives until late in the
to another as well, each memorable for his or her own
season. As such, a proper foil never tells the whole
quirks and motives.
truth, and always keeps the team guessing.
This chapter discusses many ways for special
With this in mind, the GC should strictly limit a foil’s
characters to shine, focusing on each standard Spycraft
exposure during the course of each serial, and carefully
villain type in turn, though the information provided
control her interaction with the agents. The GC should
here can easily be adapted to any character with only
consider the foil’s every action as one piece of a grander
a little ingenuity.
puzzle that is her ultimate agenda — once this puzzle is
assembled, the mystery is gone. Thus, when it comes to
portraying a foil, less is almost always more.
THE FOIL
The foil is an archetype common to most espionage
Further, even within the context of this limited
exposure, a foil’s actions should often seem contradictory.
In the example of the femme fatale, for example,
thrillers, but fulfills a special role in a Spycraft game.
she might initially encounter the team in a casino, where
A foil rarely align herself fully with either the agents or
she attempts to seduce one of the agents; later, in private,
their foes, preferring instead to pursue her own agendas,
she begs him to rescue her from her domineering husband,
or perhaps play both sides against the middle. She
the season’s mastermind. Convinced this is a chink in the
is often a mysterious, exotic character, and always
mastermind’s armor, the agent convinces her to secure
unpredictable. Though she isn’t, strictly speaking,
the team access to the mastermind’s headquarters,
a necessary ingredient of any espionage story, she adds
but later, when the foil finds her loyalties questioned
an additional layer of intrigue to every tale in which
by the mastermind, she realizes that she must betray
she participates.
the agents in order to preserve her own life. From the foil’s
In broad strokes, a Spycraft foil is an NPC whose
perspective, both of these are completely logical actions,
loyalties are in doubt. Most commonly, she is a member
but all the agents see is her seemingly contradictory
of the mastermind’s organization, and thus — despite
behavior. That said, it’s easy for a team of agents
offers of aid to the agents — her motives are commonly
to assume they were set up from the start — until the
suspect. Frequently, her motives are concealed behind
femme fatale later sneaks into the mastermind’s dungeons
layers of secrets and lies, and are only unraveled over
and unlocks the team’s cell door. Once again, the team’s
the course of an entire season of play.
expectations are turned on their ear.
The most familiar foil archetype to most is the
The foil is often the primary source of intrigue in the
femme fatale, the beautiful — and possibly traitorous —
superspy genre, in which villains with larger than life
female companion to a serial’s mastermind, who is
agendas and egos are commonplace. Once revealed,
sometimes seduced to the side of right by the heroic
such a mastermind’s behavior frequently earmarks him
superspy. This is not to say that this is the only option
as the villain of the piece, but the foil’s role should
available. Equally valid is the Agency mole, so deep
be less obvious. On the one hand, a foil might tip off
in cover for so long that the Agency isn’t certain of her
the agents to an ambush, provide the location of the
loyalties; the mastermind’s business partner, who
mastermind’s undersea base, or free the agents from
reports the villain’s activities to the Agency not out
captivity, but she might also lead the agents into
of altruism, but in order to manipulate the Agency
an ambush — and either their capture or their deaths.
to remove an obstacle to her own rise to power; or the
This flexibility makes the foil a valuable weapon in the
agent of a foreign power working with the team in order
GC’s arsenal, a weapon that can be used to either help
to pursue mutual goals, who may betray them at any
the agents move along toward the serial’s climax with
moment in the service of her country.
well-timed assistance and guidance, or to ratchet
the tension by upsetting the team’s plans.

38
 leadership
EYES ONLY:
MID-LEVEL AGENT CREATION
By Robert Harris and Steve Crow Attacks
Vere Stone Taser +7 (dmg 1d8–1 subdual, error 1 — 50 shots)
“I talked to your mother about two hours ago. She was very… Dart gun* +10 (dmg 1d4 regular + paralytic poison, error 1–2,
helpful. Don’t worry. Your baby pictures are in a safe place. range 15 ft. — 1 shot)
Now, tell me, what were you working on? No, no… Don’t worry. * This weapon is outfitted with a standard laser sight.
I won’t breathe a word about it.” Standard Personal Gear: Weapons, padded athletic bag, 1 set of
Codename: CATECHIST designer clothes, speed grooming kit, professional camera with
Nationality: United Kingdom super-telephoto lens, night vision scope and lens adapter, tripod, and
Gender: Male Handedness: Right 5 rolls of professional-grade film, document camera with 2 rolls of
Height: 5’ 10” Weight: 195 lbs. intelligence-grade film, studio-quality tape recorder with 5 profes-
Eyes: Brown Hair: Brown sional-grade tapes, parabolic microphone with tripod, radio
Place of Birth: Bradford, England burst/digital audio bug, 3 doses of truth serum (optimized for alco-
Date of Birth: 1966.09.11 hol delivery), 1 antidote shot (optimized for use against truth serum),
Distinguishing Characteristics: Viciously inquisitive. bottle of favorite alcohol, thermos of extra-strong coffee, snacks,
breath spray, wet-naps, caffeine pills, crossword puzzle book, pro-
Background phylactics, empty wide-mouth jar with tight-sealing lid, 25 BP.
Vere Stone led a normal life until the age of 15, when his polit-
Common Gadgets: Standard attaché case with copycat unit and
ically active parents — his mother, an MP, and his father, the owner
surveillance unit options, 5 frame-job cards, tracking device card, 3 GP.
of a small, independent newspaper — died in an auto accident. Stone
believed one or more of their many enemies were responsible and Notes
quit school to research his parents’ activities and locate the killers. Robert starts with low Strength and Constitution scores (10
When his inquiries revealed nothing, he expanded his search and in each), medium Dexterity and Wisdom (14 each), and high
the process became skilled at talking to people. Intelligence and Charisma (16 each). He selects the Fourth Estate
Stone mastered the art of ferreting out secrets, but the one secret department to raise his Intelligence and Charisma to 18. Vere is poor
that eluded him was the identity of his parents’ killers. Just to be on at physical activities, but plans to act from a distance and avoid
the safe side, he discredited and destroyed those enemies he sus- combat whenever possible.
pected of any involvement, even without proof that they were Robert progresses from the faceman class to the pointman class
involved. Now Stone’s turned his attention toward the intelligence and makes sure he possesses the journalist prerequisites by the time
community, making bid after bid to discover and publicize spy he reaches 6th level. He uses his versatility class ability to select
secrets until he finds the truth behind his parents’ murder. skills from his faceman and journalist classes, allowing him to
Department: The Fourth Estate (Print Journalist) increase his Bluff, Diplomacy, Gather Information, Sense Motive,
Class: Faceman/Pointman/Journalist Spot, and Surveillance skills whenever possible. By 12th level, he
Level: 2/6/4 possesses the maximum possible number of ranks with each of these
six skills (15 ranks each).
Strength: 8 Dexterity: 14
Constitution: 8 Intelligence: 18 Robert’s focuses on acquiring feats and class abilities to gain
Wisdom: 14 Charisma: 21 insights into his opponents before bringing them down. The Mark feat
Vitality: 64 Wounds: 8 lets him evaluate 2 opponents per session and the Gunslinger’s Eye
Defense: 17 (+2 Dex, +5 class) feat lets him learn additional critical combat information about his tar-
Initiative Bonus: +8 (+2 Dex, +6 class) gets. Twice per session, he can use the faceman’s cold read ability,
Speed: 30 ft. combined with the journalist’s on assignment (tabloid journalist) abil-
Fort: +5 Ref: +9 Will: +11 ity, to ask 6 personal questions, helping to complete his profile of each
Special Qualities: +7 department bonus with security clearance target. All of these are free actions, so Robert can use them as soon as
favor checks, acquaintances, adaptable, assistance (1/2 time), cold he meets each target.
read 1/session, cross-class ability (cold read 1/session), interview +2, Further, the Undermine feat lets Robert weaken opponents and the
just the facts 1/session, lead 2/session, linguist +2, nosy, on assign-
Handler feat lets him acquire information on and place moles close to
ment (tabloid journalist), press pass, tactics 1/session (+1 bonus),
versatility (Appraise, Concentration, Cultures, Forgery, Gather the heart of each target’s camp. Using the harassment rules (see the
Information, Innuendo, Spot, Surveillance). Fixer/Pointman Class Guide, pages 63–66), Robert gains a +24 bonus
Skills: Appraise +7 (threat 19–20), Bluff +20, Cultures +12 when recruiting someone with a critical success range of 16–20, allow-
(threat 16–20), Diplomacy +20, First Aid +5 (threat 19–20), Forgery ing him to routinely establish a 10th level employee in 5 weeks or less.
+13 (threat 19–20), Gather Information +22 (threat 16–20), Hobby He can assist this NPC with his lead and generous class abilities, great-
(Fashion) +5, Hobby (Hypnotism) +3, Innuendo +17, Knowledge ly improving his utility.
(Espionage) +5, Knowledge (Psychology) +5, Languages +5 (threat
Finally, Robert can go almost anywhere, gaining a +14 bonus
19–20), Open Lock +3, Profession (Espionage) +7, Profession
(Journalist) +16, Read Lips +5, Sense Motive +19, Sleight of Hand with security clearance favor checks from his press pass class abil-
+5, Spot +17, Surveillance +17. ity and the Fourth Estate department (which also allows him to
Feats: Armor Group Proficiency (Light, Medium), Gunslinger’s Eye, make 2 favor checks per session without spending action dice). He
Handler, Mark, Master Fence, The Pen Is Mightier, Undermine, Weapon also gains a +7 bonus with Bluff checks during face-to-face infil-
Group Proficiency (Handgun, Hurled, Melee, Rifle), World Traveler. tration.

39
 mastermind
In either case, the GC should always remember that
the foil labors under the same restrictions as every other
character. She is neither omniprescient nor omnipotent
— it’s entirely possible, for example, that a mastermind
might suspect a foil’s fading loyalty, and keeps her
at arm’s length. The GC shouldn’t be afraid when
roleplaying a foil to voice those three little words:
“I don’t know,” if such would truly be the case, or to
turn the foil’s back on the team when it makes sense for
her to do so. Care must be taken to ensure that a foil
doesn’t lose her utility, however, as an agent team
is unlikely to risk involvement with what the assume
to be a useless foil. The GC must always maintain a fine
balance between the team relying upon a foil and the
team ignoring the foil as a dangerous dead end.
Finally, while the GC may be tempted to use the foil
as cavalry to bail the agents out, it’s rarely a good idea.
This tactic not only moves the spotlight’s focus from the
agents to the NPC, but also suggests that the team can
rely upon the foil to extricate them from future trouble.
Since any good foil knows she can no more afford
to reveal her true motives to the mastermind than she
can reveal them to the agents, it’s unlikely she’ll risk
decisively siding with either.
When a GC incorporates a foil into his serials, there
is only one watchword: intrigue.
Playing a Foil
Due to the continuing questions surrounding her
motivations, a foil can be one of the most difficult NPCs
to accurately portray, but once the GC pins down a foil’s
motivation — and therefore establishes how she will
behave in any given situation — this NPC type can be
one of the most entertaining features of a Spycraft
season, both for the GC and for the players.
The first key to portraying a memorable foil is the
oldest rule in storytelling: “Show, don’t tell”. The GC
should never simply tell the players, “The woman seems
paranoid.” Instead, he could describe her actions as she
embraces one of the agents and runs her hands up and
down his body seductively, allowing the agent to make
a successful Sense Motive check to discover that she’s
searching him for a body wire. The GC should never tell
the players that a mole fears for his life — instead,
he could describe the mole’s furtive glances as the NPC
checks for surveillance, then when the agents refer
to the season’s mastermind by name, tell them that
the mole cuts them off mid-sentence, frantically
whispering, “Speak the devil’s name, and he shall
appear.” Even little quirks like the tendency for an NPC
to refer to herself in the third person, a light accent,
or perhaps a nervous habit of scratching his cheek every
time guns are mentioned can help solidify a foil
as a person, rather than simply a collection of numbers
on a character sheet.
40
Just as important as the foil herself, however, the GC
should be mindful of the foil’s environment. A paranoid
foil might tend to appear in shadowed alleys and out
of the way dives, while a flamboyant one might
be encountered at a high rolling casino or alpine
ski chateau. Staging each encounter with a foil can
be vital to portraying the foil correctly and cementing
her as a person in the players’ minds.
Also, the GC must ensure that he is as entertained
by the foil as his players or the character will come off
as dull and uninspired, or simply fall by the boards to
be abandoned. When mapping out a foil’s habits and
mannerisms, the GC should focus on those traits that
aren’t burdensome. A light accent can go a long way
toward making a foil memorable, but if the GC is
self-conscious when imitating an accent, he won’t enjoy
portraying the foil. Likewise, if a GC is uncomfortable
with in-character flirting, he should avoid dropping
a seductive femme fatale into the mix.
A GC should also take care not to allow a foil to trip
into situations that reveal her motivations before the
appropriate time. This usually means keeping the foil
peripheral to the action. If, for example, the agents are
casing a casino before a break-in, the serial’s foil might
be encountered at the high rollers table, triggering
a round of verbal sparring with choice members of
the team. This allows the team to interact with the foil
without being able to pin down her true motives (since
the motives don’t come into play in this situation).
As a counter example using the same conditions, the GC
should not place the foil in charge of casino security,
as this places her in direct opposition to the team,
forcing them to either attack or investigate her.
Though foils are frequently employed as plot
devices, the GC should be careful to keep them in play,
and not let a glass bell descend upon them, protecting
them from harm. They should be just as vulnerable
to damage and death as a mastermind or henchman —
if not more so — and should periodically be exposed to
combat as well. Yet while allowing a foil to fall victim
to harm, the GC must take special care to avoid
accidentally killing her. A foil is a special NPC, and
therefore more durable than a minion, but even
a special NPC can die from a lucky shot or massive
amounts of damage. The easiest way to protect a foil
from random injury, and retain the element of mystery
surrounding her at the same time, is to simply establish
that she’s cowardly, or self-serving, or otherwise averse
to fighting. A foil that keeps to the shadows is rarely
downed by gunfire (except, perhaps, with random stray
shots), and a foil who slips just outside the agents’ line
of vision is a nagging worry until she is seen again…
Where did she go? What is she doing? When she
returns, will she help the agents, or the enemy?
This is the sort of mystery upon which a foil thrives.
 leadership
In general, a foil should only act in self defense —
at least until a serial’s climax, or preferably, the climax
of the season. Once the GC has rolled to determine
a foil’s loyalty, however, all bets are off. Thereafter,
the foil can easily take advantage of her questionable
loyalty, and catch either the agents or their opposite
number off guard, or reveal ulterior motives more
sinister and/or unexpected than anyone envisioned.
Perhaps the most difficult rule to follow when
roleplaying a foil is that though the foil’s loyalty may yet
to be determined, the rationale for her actions should
never waver. Though a foil’s true motivations might
be unknown to the agents (and in fact, to the GC, if
he hasn’t made her loyalty check yet), these motivations
are not unknown to the foil. Until a foil’s loyalty is deter-
mined, everything she does should be at least marginally
ambiguous — otherwise, the GC risks the foil’s actions
becoming contrary to the ultimate result of her loyalty
roll, shattering the integrity of the serial’s backstory.
Foil Hooks
No matter how complex a foil’s history and motiva-
tions, nearly all can be summed up with one central
“hook”. Much like a henchman’s or mastermind’s hook
(see the Spycraft Espionage Handbook, pages 244 and
246, and pages 46 and 50 of this volume), a foil’s hook
is her raison d’être, her ultimate cause, the soul of her
character. A foil’s hook almost always generates conflict
between her loyalties to the threat and to the agents, or
sets up a vulnerability or strong opinion that the agents
can exploit, justifying any result of her loyalty check.
To generate an original foil’s hook, choose from,
or roll 1d20 and consult, Table 2.1: Foil Hooks (see page
42). This is just a sampling of the hooks from which
a foil may be generated — the GC should look outside
the box when generating his own creations, tailoring
them to his players’ personalities and play styles.
Descriptions of all results follow.
Accidentally Injured: The foil was accidentally
injured, either emotionally, physically, or mentally.
She might have caught a stray bullet, or might have
been infected by a designer disease. If the source of
the foil’s injury was the mastermind, one of the his
henchmen, or another part of the criminal organization,
this event might be enough to prompt the foil to betray
the villains.
Betrayed By Villainous Lover: The foil is (or was)
betrayed by her lover, one of the threat’s special
characters. This betrayal might be linked to the
mastermind’s criminal activities, or the foil might have
simply have been tossed aside in favor of a new lover.
Blackmailed: The foil is being blackmailed for her
cooperation. Perhaps the mastermind has some dirt on
her, or holds a relative hostage. Perhaps the mastermind
even holds the cure for a disease afflicting the foil.
41
Cultural Bond: The foil is linked to the threat’s
mastermind through some cultural bond. Perhaps the
mastermind is the foil’s spiritual leader, in which case
she is caught between the bonds of cultural loyalty and
the mastermind’s potential disapproval.
Daddy’s Little Girl: The foil is a younger relation
of the mastermind or a henchman, possibly even his
son or daughter. Despite ties of blood, however, the foil
disagrees with his relation’s agenda.
Damsel in Distress: The foil is an average Joe
or Jane, trapped in the mastermind’s devious plot.
Though the foil is all too aware of the mastermind’s
plan, she’s afraid to act against him.
Deep Cover: The foil is an undercover agent, either
for the Agency or the threat organization.
Fugitive: Even before the foil got mixed up in the
mastermind’s plan, she was a fugitive from justice.
She may even be looking for amnesty in exchange for
her assistance.
In Too Deep: The foil is a person of decent morals,
but has gradually skidded down a slippery slope
of criminal acts. She’s in so deep, she’s not sure there’s
any way out anymore.
Mercenary: The foil is a follower of the almighty
dollar, and will do anything for a buck. It doesn’t seem
to matter whether her actions aid the agents or the
mastermind (at least, at first).
Moment of Weakness: The foil is ordinarily one
of the mastermind’s loyal soldiers, but a particular oper-
ation, decision, protocol, or other factor simply turns
her stomach. This is the team’s chance to capitalize
upon the foil’s hesitation.
Naïve: The foil is simply too naïve to grasp the
magnitude of the mastermind’s plot. If the agents can
somehow reveal this information to the foil, she may
aid them.
Neutral: The foil has no particular love or hate
toward the mastermind. She’s simply doing a job.
Office Staff: The foil is among the mastermind’s
office staff, and therefore has access to many docu-
ments. Perhaps she put the pieces of the mastermind’s
plot together by reading one too many “Eyes Only”
memos, and is now looking for a way to stop him.
Old Acquaintance: The foil is one of the agents’
old acquaintances — a friend, a lover, or perhaps even
a former teammate.
Ousted Henchman: The foil was once the master-
mind’s right-hand woman, but has since been supplanted
by a rising star in the organization. Now she seeks
satisfaction for the slight, or to prove herself more
worthy than her replacement.
Playing Both Sides: The foil has her own agenda,
entirely separate from that of the threat organization,
and is playing the Agency against the threat to achieve
this goal.
 mastermind
Rival Agent: The foil is a rival Agency’s operative. Duplicitous Nature: The foil is either a pathological
This rival group might be another part of the team’s liar or feels the truth is too dangerous to repeat in mixed
own government, or an entirely separate entity. Though company.
both the team and the foil are working to stop the Easily Bored: The foil’s attention flits from one
mastermind, their motives need not be parallel (in fact, subject to the next like a drunken butterfly. This probably
there is more inherent drama if they don’t). includes the agents, which means the foil might leave
Shrewd Career Player: The foil is a rising star in the them hanging at a dangerous moment.
threat organization, hoping to use the agents to oust Gear Head: The foil is obsessed with machinery
the next man up in the chain of command. and technology.
Wild Card: The foil’s agenda is separate from that Gun Bunny: The foil is always heavily armed — even
of the threat organization and that of the Agency, at black tie events, she secrets a firearm somewhere
though it is somehow linked to one or both. It’s entirely on her person.
possible the foil is not even a member of the threat High Roller: The foil lives the high life, and likes it.
organization, but rather a wholly independent player. Betting a fortune on a single hand of blackjack, racing
sports cars in mountain passes, and mixing with the
Table 2.1: Foil Hooks glitz and glamour of Hollywood are all part of a day’s
Roll Hook play for this foil.
1 Accidentally Injured Innocent: The foil is willfully oblivious to the
2 Betrayed By Villainous Lover mastermind’s plot. It’s not that she couldn’t find out,
3 Blackmailed it’s that she doesn’t want to know.
4 Cultural Bond Intellectual: The foil is a thinker. Literate, articulate,
5 Daddy’s Little Girl and intelligent, she’s impressed by agents with the same
6 Damsel in Distress qualities.
7 Deep Cover Mother Hen: The foil is a natural born care giver,
8 Fugitive and tends to be attracted to the agent who seems most
9 In Too Deep in need of her caring touch.
10 Mercenary Mystically Inclined: The foil is a believer in fate,
11 Moment of Weakness destiny, and prophecy. She sees the supernatural in
12 Naïve everything, even when it’s truly just coincidence.
13 Neutral Obsessive: The foil is easily fixated on a single
14 Office Staff subject, whether it be a mystery, an agent, or something
15 Old Acquaintance else entirely.
16 Ousted Henchman Pacifistic: The foil hates violence, and works to
17 Playing Both Sides defuse any physical confrontation between the agents
18 Rival Agent and members of the threat organization.
19 Shrewd Career Player Paranoid: The foil believes that everyone —
20 Wild Card the agents and the threat organization alike — are out
to get her.
Foil Quirks Proud: The foil believes in her own inherent superior-
A foil is not categorized merely by her motivations, ity, whether intellectual or physical. Before she aids the
but rather her own unique passions and background — agents, they must convince her that they’re her equals.
the strange and exotic idiosyncrasies that round out Thrill Seeker: The foil relishes the danger of
her character. the Great Game, and perhaps her betrayal of the
To generate an original foil’s primary quirk, choose mastermind is simply a means to add a little extra risk
from, or roll 1d20 and consult, Table 2.2: Foil Quirks to the play.
(see page 43). Descriptions of all results follow. Untrained: The foil is a babe in the woods when it
comes to the profession of espionage, though she may
Abundant Romantic Entanglements: The foil is a
or may not be aware of this.
lover not a fighter. She falls in love easily and often,
Voracious Sexual Appetite: The foil is obsessed with
possibly with the agents, the mastermind, or both.
the pleasures of the flesh, sleekly dancing from one
Cold Hearted: The foil looks out for Number One, and
casual liaison to the next. She may share the bed of the
nobody else. Innocent lives are just another resource to
mastermind one night, and an agent the next, then play
be bartered and traded with the agents or the mastermind.
them against one another for her own amusement.
Cosmopolitan: The foil lives in high society’s upper-
most strata — which might be how she met the threat’s
mastermind.

42
 leadership
Yes Woman: The foil is a sycophant, siding with attention away from a known mastermind by using one
whichever side seems to hold the advantage at any or more of his henchmen as decoys. This method lends
given time. itself well to episodic seasons, where subsequent serials
are linked only in that the agents contend with the same
Table 2.2: Foil Quirks organization throughout.
Roll Quirk Conversely, the onion depiction allows the agents to
1 Abundant Romantic Entanglements contend with a different sort of henchman, one who has
2 Cold Hearted no master plan of his own, but simply carries out the
3 Cosmopolitan orders of his master, the season’s mastermind. In some
4 Duplicitous Nature cases, a henchman may even appear side by side with
5 Easily Bored the mastermind, as a bodyguard or in some similar
6 Gear Head capacity. This is a good approach if the GC wishes the
7 Gun Bunny convey the true depth of a threat organization from the
8 High Roller first serial, when the agents discover that there is another
9 Innocent hand directing their opponents from the shadows.
10 Intellectual Often, the GC may wish to combine these two styles,
11 Mother Hen in that some of the mastermind’s henchmen are granted
12 Mystically Inclined more autonomy than others. This allows the GC to
13 Obsessive gradually ratchet the players’ tension over the course of
14 Pacifistic a season. First, the agents might face a henchman
15 Paranoid carrying out an assassination on the mastermind’s
16 Proud orders. When they interrogate the henchman, they
17 Thrill Seeker discover the threat’s true scope and must contend with
18 Untrained another branch of the threat organization, foiling an
19 Voracious Sexual Appetite independent henchman’s insidious plot halfway around
20 Yes Woman the world. Later, the agents return to pursue the master-
mind himself, only to find a third henchman running
day to day operations at the threat’s headquarters.
THE HENCHMAN
The henchman plays a critical role in a threat
All of these approaches are equally valid, but require
the GC to utilize his henchmen effectively throughout
the season. These NPCs are the glue that holds a threat
organization, anchoring the mastermind’s front lines of together — while the mastermind oversees the big
villainy, acting as soldiers to the mastermind’s officer. picture and the minions do the grunt work, the hench-
Frequently, the henchman has a vested interest in the man represents the agents’ first true challenge during
mastermind’s scheme, though this need not always a season, and gives the villains their first true face.
be the case — indeed, a mercenary henchman who When properly utilized, henchmen can become some
extends the heroic superspy a degree of professional of the most memorable NPCs in any Spycraft season.
courtesy is not an uncommon trope of the superspy Henchman may be encountered at any time during
genre. Most often, however, unlike a foil, a henchman’s a season, though the agents can generally count on
loyalty is a matter of course, not conjecture. encountering at least one during each serial. Occasionally,
While the term ‘henchman’ implies that the character two or more henchmen make an appearance at the same
is strictly a second tier flunky, the GC, his setting, and time, working in concert or independently, though the
his storyline can benefit from a henchman having GC should be careful not to overplay this card — most
his own plots and schemes, especially if the agents henchmen operate alone. This is both a mechanical
are unaware of these side projects. To cite a cinematic conceit, as multiple henchmen tend to increase a serial’s
example, in the James Bond film Dr. No, 007 foils the difficulty (reflected with increased experience awards),
titular character’s plan for world domination. Only in and a dramatic device, as developing a memorable hench-
later films does Bond discover that Dr. No is in fact man demands game time dedicated to their appearance
a henchman of S.P.E.C.T.R.E., and not until the fifth film, (too many simply dilutes the effect of all).
You Only Live Twice, does he defeat the mastermind In all cases, up until the point when the agents
himself, Ernst Stavro Blofeld. face off against a threat’s mastermind, henchmen
This approach is worth emulating, or perverting. generally become the primary villainous catalysts
Though the agents are typically forced to peel back driving a season’s plot. The agents contend directly with
the layers of a threat organization like an onion, they these characters most of the time, and present their
can often identify its rotten core. The GC can divert greatest challenge. There are two primary factors to

43
mastermind
keep in mind, however, when using henchmen to propel
the plot. First, what does the henchman want, and
second, how far will he go to get it? The answer to this
question provides a measure against which the agents
are tested: presumably, their goal is to stop the hench-
man, but how far will they go to accomplish this goal?
Out of this direct conflict, many a serial’s story is born.
In addition to the henchman’s dramatic potential, the
character is a valuable tool for pushing the agents along
toward a serial’s conclusion. This can be accomplished
a number of ways. Arguably the most entertaining option
is to use the henchman to invest the players emotionally
in the serial. If the players grow to hate the henchman,
or gain a burning urge to show him up, they’ll naturally
do everything they can to defeat him. Should they get
lost along the way, any good henchman should possess
an arsenal of tricks with which to prod them along the
right course. He may leave a taunting clue, or order an
attempt upon the agents’ lives (leaving behind a leading
clue, of course). If worse comes to worse, the agents may
simply happen upon the henchman’s location by chance.
Since the henchman is the ultimate goal of many
serials, most agents will naturally gravitate toward
a confrontation with him.
A henchmen raises the stakes in any encounter,
simply with his presence. He is the teeth of the tiger,
and if the team wants to overcome the threat, they must
be plucked from its maw. Still, the GC should take care
not to overexpose a henchman — a henchman should
always be present either to pursue his own agenda,
or because the agents have finally tracked him down.
Simply dropping a henchman into a random encounter
usually stretches credulity past the breaking point.
All encounters with henchmen should be special.

Playing a Henchman
Who can forget the menacing presence of Jaws,
or Oddjob’s trademark razored bowler? A memorable
henchman is an opponent the agents love to hate,
and they’ll savor the victory that much more when he
is finally brought to heel. Naturally, the onus of
developing a henchman into an individual worthy
of such passionate reaction falls on the GC’s shoulders.
The first step toward generating such a foe is playing
to the agents’ strengths. Most agents who pride
themselves on their melee combat skills, for example,
relish the chance to go head to head with a henchman
who also happens to be an expert duelist. Meanwhile,
an agent with a sharp tongue won’t soon forget
an encounter with a henchman who can match him
witty retort for witty retort. This sort of parity creates
a natural rivalry between an agent and a henchman,
but it can only go so far — a henchman can’t be every
agent’s nemesis, as a jack of all trades is a master of none
(a tenet the Spycraft NPC creation system supports).

44
 leadership
The next step when developing a unique henchman’s
personality is to establish one or more interesting
behavioral quirks. Does the henchman perform all of his
wetwork missions with a particular gun? Does he recite
a monotone chorus of “Dem Bones” while torturing an
agent? Perhaps his accent becomes indecipherable when
he’s under pressure. The GC should try to establish at
least one such trait unique to each henchman. Such
quirks help to cement the henchman in the players’
minds, so they have a personality against which to
develop a grudge, rather than a just sheet of numbers.
For a ready-made list of henchman quirks, see page 46.
In the same vein, the GC should take care to invent
traits and habits that he’ll enjoy roleplaying, and then
set up serial situations in which they not only rise to the
surface, but take center stage, if only for a moment.
If a henchman becomes the life of any party, the
GC should certainly try to stage at least one scene at
a private club, or perhaps a luxurious ocean liner owned
by the mastermind.
Likewise, when presenting a henchman’s traits and
habits, the GC should always be mindful not to let them
slip. Nothing breaks the illusion of a well-conceived
roleplaying session like a prominent character suddenly
losing his accent, or not giving his trademark taunting
salute as he escapes. Consistency is the key to developing
any truly memorable henchman.
Of course, a GC who enjoys portraying a particular
henchman is much more likely to do so consistently,
but he should strive to develop henchmen that the
players find memorable. Where minions are usually
“on screen for only a frame or two,” a henchman is
the focus of attention for much longer, often spanning
many serials or even seasons. If the players dislike
a henchman central to the GC’s plot, that plot is in
serious jeopardy of growing tiresome long before
its close. One way to ensure that the players like
a henchman is to test his personality and other quirks
out as part of a minion or other standard NPC —
someone who can exhibit the traits and vanish, leaving
room for a henchman proven to amuse. If this stretches
the players’ reality suspenders, the GC might consider
making the standard NPC part of the resulting hench-
man’s entourage or circle of friends, or part of his slice
of the threat organization, thus justifying his similarity
to the henchman as adoration, flattery, or even mockery.
Next, the GC should stage unique encounters featuring
the henchman. The agents might pursue anyone in a foot
chase down a busy street, but only a henchman might
lead them on a rooftop pursuit featuring risky jumps
across dizzying falls, perhaps to the tune of helicopter-
mounted machinegun fire. Likewise, a martial arts duel
pales in comparison to a life or death struggle in the open
cargo compartment of a C-130 in flight. Encounters with
henchmen should be as much about environment as they
are attitude.
45
This in mind, the GC must remember to play to the
strengths of henchmen when scripting these scenes.
First, unlike minions, henchmen are special characters,
and are therefore much more durable. Taking advantage
of this, the GC shouldn’t be afraid to set his henchmen
plunging headlong into the fray rather than hanging
back behind a wall of minions. Also, henchmen gains
level-based ability score increases, level-based feats,
and class benefits as agents do, and a scene featuring
a henchman can play to a great many strengths he
possesses over his subordinates. If a henchman is a
wheelman, for example, the GC could pit him against
the agents in a vehicular chase, while a henchman
with levels in the pointman class could have legions
of minions at his command, all of whom can benefit
from his many team-oriented class abilities.
Henchmen don’t merely shine in combat, however.
After all, if the agents immediately come to blows
(or gunfire) with a henchman, his unique character traits
go straight out the window. Everyone looks the same
down the barrel of a gun. In a non-combat situation,
a henchman has the chance to shine not only as an
opponent, but also as a fully fleshed out personality.
As a rule, the team should always encounter a henchman
at least once before a serial’s final showdown, preferably
in a situation in which combat is impractical. Public
meetings are a staple of the espionage genre, and a valu-
able tool in the GC’s arsenal.
Again, memorable encounters are all about context.
A henchman who specializes in cloak and dagger
strategies might be encountered in a shady drinking
joint, while a high rolling henchman thriving on glitz and
glamour might show up in a Vegas casino. While it might
seem that a henchman is outnumbered in such situations,
and therefore at a disadvantage, the agents are likely
encountering him on his own turf. Perhaps the henchman
paid off the baccarat dealer, or blackmailed the bartender
to slip the agents a mickey. Also, the GC should remember
that most henchmen rarely play fair (unless that’s one
of a henchman’s character quirks, of course).
Whether the agents encounter a henchman in combat
or not, the GC should take care to exercise restraint.
Encounters with henchmen should always be noteworthy,
forcing the agents to sit up and take notice. Stumbling
across a henchman in a random encounter makes him
little more than just another minion. Henchmen are
special characters, like the agents — and like the agents,
they have their own agendas. Each and every encounter
with a henchman should feature the character in pursuit
of this goal, or the agents in pursuit of him.
 mastermind
Henchman Hooks “One Last Job…”: The henchman is ready for retire-
ment, but has to complete one last job before he settles
A henchman’s hook is his central concept, the rea-
down, or is allowed to.
son he works for evil, his schtick, or his place in the
Penitent: The henchman committed some great sin
organization’s ranks. It defines his purpose in any
in the past, and believes that serving the mastermind
serial, and becomes the hub for all other aspects of
is the road to redemption.
his character.
Promoted: The henchman was once a minion in the
To generate an original henchman’s hook, choose
same threat organization, but was promoted for exem-
from, or roll 1d20 and consult, Table 2.3: Henchman
plary service.
Hooks (see the next column). This is just a sampling of
Reject: The henchman always wanted to be a spy,
the hooks from which a henchman may be generated —
but couldn’t land a job with a legitimate agency.
the GC should look outside the box when generating
He turned to the threat organization out of desperation.
his own creations, tailoring them to his players’ person-
Sacrificial Lamb: Unbeknownst to him, the hench-
alities and play styles. Descriptions of all results follow.
man is an expendable resource. He has no value to the
Baptism of Fire: The henchman is a new recruit mastermind once he completes the current mission.
in the threat organization, determined to prove his In fact, the operation may have been planned with the
worth on his first mission. henchman’s death in mind.
Cold Warrior: The henchman was an agent of one True Believer: The henchman blindly believes in the
of the super powers during the Cold War, and needs the mastermind’s scheme, to the point of religious zeal.
clarity of Us versus Them. In his case, “Us” became the Weekend Warrior: The henchman maintains another
threat organization. identity as an average citizen. He holds a job, takes out
Expert: The henchman was recruited for his exper- the trash, and might even have a spouse and children
tise with a particular talent, whether it be fast-talking, unaware of his second job.
surveillance, assassination, or another valued skill.
Fallen From Grace: The henchman was once the Table 2.3: Henchman Hooks
mastermind’s trusted right hand, but botched a vital Roll Hook
operation. This is his last chance to make good. 1 Baptism of Fire
Freelancer: The henchman is not bound to the 2 Cold Warrior
mastermind by loyalty or ideology, but rather serves 3 Expert
in pursuit of the almighty dollar. 4 Fallen From Grace
Gate Keeper: The henchman is entrusted with 5 Freelancer
a vital operation that, if investigated, leads straight 6 Gate Keeper
to the mastermind. 7 Hidden Mastermind
Hidden Mastermind: The henchman is actually the 8 Hired Gun
season’s mastermind, disguised so he can operate under 9 In the Dark
far less direct scrutiny. The season’s “actual” master- 10 John Doe
mind might be an impostor, a clone, or perpetually 11 Native
unavailable, “scheming behind closed doors.” 12 Nemesis
Hired Gun: The mastermind hired the henchman 13 Old Friend
for a single job, in order to maintain plausible deniability 14 “One Last Job…”
in the public eye. 15 Penitent
In the Dark: The henchman has no knowledge of the 16 Promoted
mastermind’s grand scheme, only his small role in it. 17 Reject
John Doe: No record of the henchman exists in any 18 Sacrificial Lamb
law enforcement or intelligence agency database. 19 True Believer
Native: The henchman was recruited by the threat 20 Weekend Warrior
organization because he is a native of a region impor-
tant to the mastermind’s operation. Henchman Quirks
Nemesis: The henchman is one of the agents’ old A henchman may possess many positive attributes
foes, recruited specifically to prevent or stamp out the that may juxtapose his actions. Such a seemingly
team’s interference. contradictory personality can become one of the easiest
Old Friend: The henchman is one of the agents’ ways to identify with a recurring villain. While shallow,
old friends, perhaps a former partner, lover, or just the opposite path is often even more effective — turn
a drinking buddy. a henchman into a ruthless killing machine and he
instantly rises to the top of the agents’ hit list.

46
 leadership
To generate an original henchman’s primary quirk, Silent: The henchman is unnervingly silent, never
choose from, or roll 1d20 and consult, Table 2.4: uttering a word, or even a cry of pain.
Henchman Quirks (see the next column). Descriptions of Sociopath: The henchman completely lacks empathy,
all results follow. attaching no significance to human life.
Thorough: The henchman is supremely focused on
Apologetic: The henchman truly, truly regrets what
each assignment, leaving nothing to chance.
he must do to the agents, but they’re in the way of his
Vengeful: The henchman remembers every wrong
mission.
ever committed against him, and refuses to let past
Ambitious: The henchman’s going to be somebody.
slights be forgotten.
He has his sights set on a position high in the threat
Vocal: The henchman enjoys taunting his opponents
organization’s ranks, and the agents are just another
— even in combat, his verbal sparring never ceases.
rung on the ladder he needs to climb in order to
get there. Table 2.4: Henchman Quirks
Amiable: The henchman is the personable sort. Roll Quirk
The agents might even get to like him — until one of the 1 Apologetic
bullets they trade with him hits someone they like… 2 Ambitious
Bored: The henchman’s assignment is beneath him. 3 Amiable
So are the agents. He’s capable of so much more, and he 4 Bored
intends to show the world just that… 5 Duelist
Duelist: The henchman enjoys mano a mano tests of 6 Fanatic
skill, engaging single agents in such contests whenever 7 Fastidious
possible. 8 Flamboyant
Fanatic: The henchman is a zealot, believing in the 9 Honorable
mastermind’s cause with every fiber of his being (even 10 Maverick
if the mastermind does not). 11 Macho
Fastidious: The henchman hates a mess. He cleans his 12 Moral
gun after every firefight and his furniture is scotch- 13 Nonchalant
guarded. “One can’t be too careful,” he says, “bloodstains 14 Playful
never come clean.” 15 Precise
Flamboyant: The henchman is a showman, not 16 Silent
content to simply do the job — he needs to make the 17 Sociopath
evening news. 18 Thorough
Honorable: The henchman subscribes to a code 19 Vengeful
of honor from which he refuses to deviate under any 20 Vocal
circumstances.
Maverick: Though the henchman’s agenda is more
or less in line with the mastermind’s, he’s got his own
way of doing business.
Macho: The henchman hates being outdone; if an
THE MASTERMIND
The mastermind is the vicious spider lurking at
agent bests the henchman in any endeavor, the agent
the heart of any threat’s web, whether that web be
becomes the exclusive target of the henchman’s wrath.
impossibly complex or dead simple. Frequently, the
Moral: The henchman honestly believes that he’s
agents don’t even hear of the mastermind — much less
one of the good guys and works hard to maintain
encounter him — until late in a given season, when the
this delusion.
stakes are high and the fate of the very world is on the
Nonchalant: The henchman is casual in his expertise.
line. Since there’s usually only one mastermind during
He shoots from the hip, never leaves fingerprints (not even
each season (where there may be many henchmen),
on a cigar), and conducts high speed chases with a drink
it’s an easy assumption that the mastermind requires
in one hand.
less attention than his underlings, particularly since the
Playful: The henchman takes great pleasure in
mastermind often doesn’t put in an appearance until
matching wits and wiles with worthy opponents —
late in the game. In fact, nothing could be further from
including the agents.
the truth. The very fact that the mastermind is so rare
Precise: The henchman never causes more destruc-
will prompt the players to focus all the more on
tion or death than he must in order to complete his
his complexity (or lack thereof). Indeed, while a two-
mission (though he doesn’t shy away from bloodshed
dimensional henchman is forgivable — even desirable in
when necessary).
some rare instances — a two-dimensional mastermind
leads to a dull and predictable season.

47
 mastermind
Ultimately, while a henchman might propel the plot,
the mastermind is the driving force behind an entire
threat organization. His influence determines the
threat’s motives and methods, and dictates these things
to his subordinates. While a threat organization is the
sum of its parts, the mastermind must carry more weight
than his followers as part of that equation. Masterminds
are perhaps the most independent characters in
Spycraft, for while even the agents must answer to their
Control, the mastermind must ultimately answer to no
one but himself.
While the mastermind is clearly a villain, he very
rarely considers himself such. He often believes he’s
pursuing a greater good, and that his ends justify any
means. Even when a mastermind pursues nothing more
than a personal fortune, he tends to justify his actions
as part of his own often bizarre ideology. For example,
a mastermind might believe that even the most vicious
financial manipulation is simply good capitalism, or
might justify his amoral money-making schemes by
playing at the role of philanthropist after the fact.
Only in the most farcical seasons should any mentally
well-balanced mastermind actually perceive himself as
evil, lest an otherwise serious Spycraft campaign lapse
into self parody.
It should be noted that while the mastermind is,
in some ways, the final henchman to be faced during
a season — as a henchman, he is a special NPC and leads
a cadre of minions — he should never be treated as just
another face in the gallery of rogues. The mastermind’s
every action should be in pursuit of the threat’s agenda,
as his influence over the threat organization as a whole
dictates that its goals must match his. Yes, until and
unless the mastermind is forced to do otherwise, he uses
his subordinates — both henchmen and minions —
to pursue such goals. Only rarely, and as a last resort,
does a mastermind put himself in the line of fire. While
a fanatical mastermind might place his cause over his
own safety, he nonetheless believes that if he is killed,
no others can take his place to spearhead the threat. The
mastermind, therefore, considers himself indispensable.
He takes every measure, up to and including sacrificing
the very lives of his subordinates, to maintain his own
life and freedom.
But even the most callous mastermind rarely throws
his followers’ lives away. This threatens morale, not to
mention the constant drain upon the mastermind’s
personnel resources. Even when a mastermind executes
a minion who’s failed him, he does so in front of the rest
of his followers, in order to set an example that failure
is not to be tolerated. That minion’s death, no matter
how regrettable, has a purpose.
Considering this, it isn’t surprising that masterminds
are slow to expose themselves to the agents. Only after
his army of minions has been exhausted, his henchmen
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defeated, and his plans are teetering on the edge of ruin
do most masterminds ultimately step to the fore to
combat the agents directly.
This is not to say that the GC can’t showcase his
season’s ultimate threat earlier. Often, the agents may
encounter a mastermind well before they know his true
identity, or understand his true role in the unfolding
superspy drama. They may assume the mastermind to be
a simple henchman or even a character completely
unconnected to the threat at hand.
Yet introducing an anonymous mastermind to the
players is not nearly as much fun as dangling him in
front of a team that can’t move against him. Revealing
a mastermind’s true identity after the scene shifts in
favor of the villains, or in a location or under conditions
in which the team can’t act, are excellent tools for
building animosity between the agents and the master-
mind, as the team’s frustration at being unable to act
directly against the mastermind feeds into their enmity
toward him. Nothing builds antagonism like an
untouchable mastermind taunting the agents from the
other side of the baccarat table, a field of instant death-
traps, or a lethal lava pool. This provides the agents
a personal motivation for pursuing the dastardly villain
— while a threat to the world is compelling, it does
little to make the team’s mission personal.
The GC should remember at all times, however,
that the mastermind labors under a very important
restriction: if he falls, so too does his organization. As
such, the mastermind should never be dropped into an
encounter simply to spice it up — the GC is advised to
use henchman for this purpose instead. The mastermind
himself should only appear toward the end of a season,
or under controlled circumstances, when the agents
draw close to the heart of his organization. Confronting
the mastermind should be a climactic moment; anything
less is a disservice to the character. While the master-
mind may return in later seasons, his current defeat
usually signals the death knell for the immediate threat.
Playing a Mastermind
Though the mastermind is any season’s ultimate
villain, the GC has precious little time to develop his
character firsthand. The necessity to minimize his
exposure to dangerous situations (and therefore avoid
short circuiting the season), coupled with his ability to
work through subordinates, can easily make the master-
mind a distant concept, a foe the agents intellectually
know presents a threat, but to whom the team doesn’t
attach any true importance. In many ways, developing
a henchman’s character is a game of illustration by proxy
— the GC must intimate the mastermind’s personality and
motivations through his organization’s actions.
As such, even when the mastermind doesn’t appear
over the course of a serial, the GC should always
 leadership
be mindful of his influence on events. This not only
lends additional consistency to the season by unifying
the actions of the threat organization’s lesser members
under a single vision, but it also provides the GC with a
firm grasp of the mastermind’s quirks and motivations
long before the NPC enters the picture.
When the mastermind finally does appear, his
behavior and attitudes should be the final piece of
a puzzle developed over the course of an entire season,
not a total revelation. For example, if the mastermind
is a politico bent on increasing his personal power, the
agents should notice that his henchman are consistent-
ly dispatched on blackmail and assassination missions
targeting other political figures. Once the final piece
falls into place — that the targets were the mastermind’s
political rivals — the mastermind should fit perfectly
into the events of the leading season.
The GC should remember that more than any other
character, the mastermind is a microcosm of the threat
organization. His goals should match those of the threat
organization down to the finest detail, as his vision
forms the core of the greater whole. If the threat is
a violent religious crusade, the mastermind should be
a fanatical follower of the espoused religion, if not
the religion’s founder. If the threat is a rival agency, the
mastermind should be a cold, calculating intelligence
professional. This reinforces the threat’s theme in the
agents’ minds, and lends the mastermind a larger than
life presence. The ultimate villain may be only one man,
but his goals and ideals shape the entire threat against
which the agents struggle.
As with henchmen, the GC should be careful
to ascribe motivations and beliefs that he understands
to the mastermind. The GC need not agree with the
mastermind’s beliefs, or even sympathize with them,
but he should at the very least understand the logic
behind them — however twisted — and roleplay them
appropriately and effectively. This allows the GC to
focus most closely on characterization and drama,
rather than propping up the mastermind’s believability.
The mastermind is the last challenge the agents must
surmount during a season, and such encounters often
end in violence. Not every mastermind can be a soldier,
and the GC should stack the odds in favor of less combat-
oriented masterminds. Remember that the mastermind
has the resources of the entire threat organization at his
disposal, and more likely than not, the agents ultimately
confront him in his lair, or at the very least, in territory
with which the mastermind is familiar. One or more
minion squads are probably nearby to lend combat
support, and the location is likely riddled with appropriate
dangers ranging from traps to secret passages and other
surprises. Perhaps a shark pen is concealed beneath
the command center’s floor, beneath a spring-loaded
trap door. Perhaps the mastermind is concealed behind
a legitimate front and calls in official law enforcement
personnel to stymie the team. Maybe the mastermind’s
entire headquarters is rigged to explode if the mastermind
is killed. Regardless, the agents should never be able
to force the mastermind into one on one combat unless
they have a truly cunning plan — or the mastermind
wants to meet them under such circumstances.
Finding the Body
Veteran agents know that finding the body is the
holy grail in battling a true mastermind. Until they
possess this hard evidence of a mastermind’s demise,
the villain may still be out there, rebuilding his
organization and waiting for the right time to strike.
Such “legacy villains” are a staple of serialized
espionage drama.
Yet the time-worn “infinite escape” plot twist
should be used with great caution. A villain’s
constant return can easily lead to player frustration,
and a sense that in the final analysis, the team’s
heroic efforts don’t really matter.
When re-introducing any legacy villain, the GC
should keep three simple rules in mind:
“Time Heals All Wounds…”: The defeat of a mas-
termind is a momentous event, and the team’s fallen
foe should not be able to simply leap back on his
horse and ride once more into battle. In general,
the GC should let at least one full season pass —
if only a short one — before once more featuring
a legacy mastermind as the head of a new threat
organization.
“…But Scars Are Left Behind”: Most often, the
agents finally defeat a mastermind in a cataclysmic
showdown. If the mastermind reappears after such
a confrontation with nary a scratch, the agents will
feel cheated. Instead, the mastermind should bear tags
of his previous encounters with the team — burn scars
from a chemical fire, confinement to a wheelchair
following a great fall, and so on. Further, it’s not
merely enough to include these reminders, but to
emphasize them upon the villain’s return.
Old Foe, New Battles: Most likely, in the master-
mind’s absence, his threat organization has fallen to
pieces. He shouldn’t simply return to power at the
head of the same organization, or even one similar
to his previous regime. Instead, he might have built
a new power base from scratch or moved on to seize
control of an entirely different threat organization.
This reminds the agents that though the mastermind
is a threat once more, he was unable to simply shrug
off his prior defeat, and verifies that the team’s
actions do indeed have lasting consequences.

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 mastermind
It’s just as important in these final moments for the
mastermind to be effective outside combat. The GC
shouldn’t hesitate to use action dice to augment the
villain’s skill checks, or to activate critical successes and
failures. This is where the season needs to explode with
wild action and over-the-top outcomes, forcing the
agents into unbelievable situations and then making
sure they pay for every hit they score on the villain,
every minor success they manage along the way.
Since the mastermind is a season’s final challenge,
the GC can do little to sabotage the fun at this point.
Those pitfalls that do exist, however, are to be avoided
at all costs. First, the GC needs to be certain that the
mastermind’s defeat comes at the agents’ hands — after
all that the team has been through and accomplished,
they deserve to make the telling blows. Second, though
the temptation exists to forestall the mastermind’s final
defeat — particularly for those masterminds that prove
particularly entertaining — the GC should only deprive
the agents of their victory if they are left satisfied
by other aspects of the season. Stalemates and hollow
conclusions make for frustrated players.
Mastermind Hooks
A henchman’s hook is usually the hook for an entire
season — the reason for everything that happens and the
wellspring for most, if not all, plots and subplots
throughout. It’s often helpful for the GC to choose the
mastermind’s hook first and build the rest of the season
around it, as described in the original Mastermind
System rules (see the Spycraft Espionage Handbook,
page 242).
To generate an original mastermind’s hook, choose
from, or roll 1d20 and consult, Table 2.5: Mastermind
Hooks (see page 51). This is just a sampling of the hooks
from which a mastermind may be generated — the GC
should look outside the box when generating his own
creations, tailoring them to his players’ personalities
and play styles. Descriptions of all results follow.
Brutal Despot: The mastermind rules his nation with
an iron fist. Most likely, his country is a developing
power, soon to become a rogue nation. Alternately,
the mastermind has gained control of a world power
through cunning political machination and complex
games of intrigue, maintaining control with vicious
secret police and a well-armed military.
Champion of the People: The mastermind believes
himself a defender of the common man. He considers
government a tool of “The Man,” and goes to any
lengths to fight for the rights of the downtrodden.
Usually, the mastermind counts himself among their
number, whether he’s right or not. Regardless of his
motives, however, the mastermind’s means are typically
reprehensible.
50
Deranged Scientist: The mastermind is on the cut-
ting edge of science in a particular field, and obsessed
with making the next big breakthrough, regardless of
the lives lost in the process.
Determined Holdout: The mastermind and his
organization are the last relics of a bygone movement,
and he’s willing to go to any lengths to restore his
faction to power.
Disillusioned Politico: The mastermind once worked
within the system for his goals, but realized long ago
that those who truly get things done needn’t rely on the
good will of a voting public.
Fringe Ideologue: The mastermind preaches a fringe
belief, and is determined to spread his message no
matter the cost.
Genocidal Butcher: The mastermind holds great
hatred toward a particular race or creed, and will go to
any lengths to wipe the group from the face of the earth.
Godfather: The mastermind is the patriarch of
a massive criminal organization.
Illuminati: For decades, the mastermind has manip-
ulated mankind from behind the scenes, and takes all
steps necessary to maintain his influence.
Industrialist Czar: The mastermind is an industrial
leader, but his business practices are ruthless at least,
murderous at worst.
Last Legs: The mastermind is crippled or dying, and
bitter at his fate. He intends to drag the entire world
down with him.
Man of Mystery: The mastermind is a cipher. Long
ago, he disappeared into the woodwork, and plans to
stay out of the public eye.
Master Criminal: The mastermind is the ringleader
of an international criminal cartel.
Misguided Visionary: The mastermind believes he
knows the secret to peace on earth, and plans to enforce
his vision of the world on the rest of mankind, whether
they want to be “enlightened” or not.
Playboy Dilettante: The mastermind is a pampered
billionaire, spending his fortune on the most depraved
(and illegal) of pleasures.
Religious Zealot: The mastermind intends to convert
the entire world to his own faith – and kill those
who do not believe.
Righteous Crusader: The mastermind leads an orga-
nization dedicated to justice, peace, or some other high
ideal. The means through which he pursues such goals,
however, include blackmail, intimidation, and murder.
Rogue Control: The mastermind once led a national
intelligence agency, and is now a veteran of the
espionage game.
Ruthless Competitor: The mastermind is a leader in
industry, business, or research, using all means at his
disposal to cripple his competition and gain preeminence
in his field.
 leadership
Super Hacker: The mastermind is an elusive hacker, Extravagant: The mastermind is prone to extreme
using his computer expertise to grease the wheels for his demonstrations of appreciation and displeasure. Those
henchmen’s operations — in exchange for a cut of who please him are granted small fortunes, mansions,
the profits. and their hearts’ desire, while those who disappoint
receive a painful death and a shallow grave.
Table 2.5: Mastermind Hooks Gamesman: The mastermind enjoys testing his skills
Roll Hook against his foes — in marksmanship, automobile racing,
1 Brutal Despot or even chess.
2 Champion of the People God Complex: The mastermind has not only convinced
3 Deranged Scientist his minions of his omnipotence, he believes in it himself.
4 Determined Holdout Grand Planner: The mastermind is given to intricate,
5 Disillusioned Politico globe-spanning plots that take years to play out.
6 Fringe Ideologue Grandstander: The mastermind thrives on grand
7 Genocidal Butcher gestures. When ordering an assassination, for example,
8 Godfather the victim’s entire family is sanctioned. If he wishes
9 Illuminati a building destroyed, he nukes the entire city within
10 Industrialist Czar which it stands.
11 Last Legs Hands On: The mastermind likes nothing more than
12 Man of Mystery to get his own hands dirty, and an operation is never
13 Master Criminal done right unless he does it himself.
14 Misguided Visionary Immortality Syndrome: The mastermind believes
15 Playboy Dilettante himself untouchable. Perhaps he survived a horrible
16 Religious Zealot accident without a scratch, or maybe his belief is only
17 Righteous Crusader subconscious.
18 Rogue Control Man of God: The mastermind is devout in his
19 Ruthless Competitor religious beliefs, though he twists the teachings of his
20 Super Hacker faith to his own convenience.
Megalomaniac: The mastermind is drunk with
Mastermind Quirks power, and enjoys flaunting his absolute authority over
A mastermind’s traits and habits become the flavor his organization.
for a season, spicing the meat and generating unique Minimalist: The mastermind is a firm believer in the
spins on the central premise. Locations, scene structure, principle of waste not, want not. Henchmen he sends on
characters — the mastermind’s quirks help to define the assassination missions might receive a single bullet with
details that make every serial an original adventure. the victim’s name on it, and the mastermind’s own
To generate an original mastermind’s primary quirk, quarters are likely quite Spartan.
choose from, or roll 1d20 and consult, Table 2.6: Paranoid: The mastermind believes that everyone —
Mastermind Quirks (see page 52). Descriptions of all even his own minions — are out to bring him down,
results follow. and doesn’t tolerate even an iota of disloyalty.
Patriarchal: The mastermind considers his organiza-
Animal Lover: The mastermind has an appreciation for
tion to be his family, even treating disloyal members
wildlife, particularly exotic species. He likely maintains
as misguided children.
an extensive menagerie or game preserve somewhere
Plausible Deniability: The mastermind is obsessed
in or near his headquarters.
with maintaining his own “innocence.” He gives orders
Artist: The mastermind is a painter, sculptor, artist, or
only in obscure innuendo, and refuses to directly
performer. He spends a great deal of his time mastering
involve himself in his schemes.
his craft, and may have a secret chamber in his head-
Prognosticator: The mastermind relies on a psychic,
quarters set aside to display his work.
tarot reader, or even his horoscope to decide his actions.
Bloated Ego: The mastermind believes he’s a superior
Public Image: The mastermind is a public figure,
specimen of mankind — physically, mentally, or in both
obsessed with maintaining public good will.
ways. He goes to great lengths to prove his superiority to
Warmonger: The mastermind indulges in private
his minions, his henchmen, the agents, and the world.
wars, looking toward a final, global conflagration.
Collector: The mastermind maintains an extensive
collection — of big ticket automobiles, antique weapons,
and trophies of fallen foes, or equally exotic items.

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 mastermind
Table 2.6: Mastermind Quirks Greed: The villain strives to expand his personal
fortune.
Roll Quirk
Legacy: The villain is working to build a legacy
1 Animal Lover
he can pass on to his successors, or accomplish an
2 Artist
achievement that will stand the test of time.
3 Bloated Ego
Love: The villain may be controlled by one whom he
4 Collector
loves, or want to gain the favor of the object of his love
5 Extravagant
through his actions.
6 Gamesman
Loyalty: The villain is driven by loyalty to his supe-
7 God Complex
riors, his friends, or his family.
8 Grand Planner
Nationalism: The villain strives to shift his nation
9 Grandstander
into the world spotlight.
10 Hands On
Peace: The villain works to establish a true and
11 Immortality Syndrome
lasting peace, though in the case of henchmen and
12 Man of God
masterminds, this may be “the peace of the gun.”
13 Megalomaniac
Pleasure: The villain pursues nothing more than the
14 Minimalist
pleasures of the moment.
15 Paranoid
Political Power: The villain works to establish or
16 Patriarchal
expand a political power base.
17 Plausible Deniability
Programmed: The villain has been brainwashed, and
18 Prognosticator
acts according to his programming.
19 Public Image
Prophecy: The villain believes his destiny is fore-
20 Warmonger
ordained, and works tirelessly to fulfill his ultimate glory.
Revenge: The villain has suffered some grievous
(or perceived) wrong, and is obsessed with vengeance.
VMILLAIN
OTIVATIONS
Rivalry: The villain works to establish preeminence
over a rival, in business, espionage, or politics.
Survival: The villain’s survival teeters on a knife’s
edge, and he is doing anything he can to avoid a grisly
The driving force behind all three types of special
death.
villain characters are largely the same — indeed, they
change little from character to character, no matter their Table 2.7: Villain Motivations
ethical bent. Roll Motivation
To generate an original villain’s primary motivation, 1 Admiration
choose from, or roll 1d20 and consult, Table 2.7: Villain 2 Ego
Motivations (see the next column). Descriptions of all 3 Envy
results follow. 4 Extortion
Admiration: The villain wishes to follow in the foot- 5 Fame
steps of another, emulating his actions or dedicating his 6 Freedom
evil deeds in memory of the adored. 7 Grace
Ego: The villain wishes to prove himself superior 8 Greed
to all others. 9 Legacy
Envy: The villain covets the possessions or power 10 Love
of another. 11 Loyalty
Extortion: The villain is being blackmailed, forcing 12 Nationalism
his present course of action. 13 Peace
Fame: The villain wishes his name marked down 14 Pleasure
in history. 15 Political Power
Freedom: The villain is fighting for his own freedom, 16 Programmed
or for the freedom of his family or people. 17 Prophecy
Grace: The villain is working to gain favor with 18 Revenge
his god. 19 Rivalry
20 Survival

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 leadership
VILLAIN FLAWS
Villains are by their nature extreme characters, and
Table 2.8: Villain Flaws
Roll Flaw
all extreme characters suffer from Achilles’ Heels that
1 Addicted
may be exploited.
2 Boastful
To generate an original villain’s primary flaw,
3 Impatient
choose from, or roll 1d20 and consult, Table 2.8: Villain
4 Impulsive
Flaws (see the next column). Descriptions of all results
5 Lecherous
follow.
6 Melodramatic
Addicted: The villain is a substance abuser or 7 Micro-Manager
obsessed with an activity, hobby, or location. 8 Narcissistic
Boastful: The villain can’t help but boast of both his 9 Overly Cautious
accomplishments and his grand plans to all who express 10 Phobic
even the mildest curiosity. 11 Prejudiced
Impatient: The villain believes that if it’s worth 12 Ruthless
doing, it’s worth doing now — soon is far too late. 13 Sadistic
Impulsive: The villain rarely thinks through the 14 Self Destructive
ramifications of his actions. 15 Sensitive
Lecherous: The villain is obsessed with the opposite 16 Short-Sighted
sex. 17 Soft Spot
Melodramatic: The villain is prone to gross exagger- 18 Supremely Overconfident
ation of even the smallest inconveniences. 19 Trigger Happy
Micro-Manager: The villain can’t trust his subordi- 20 Tunnel Vision
nates or allies to do a job right, and always hovers near-
by to supervise.
Narcissistic: The villain is preoccupied with his own
grandeur, and cares little for the plight of others.
Overly Cautious: The villain analyzes every situation
— and every possible option — to the nth degree.
Phobic: The villain suffers an insurmountable dread
of something (e.g. darkness, women, etc.).
Prejudiced: The villain believes every person of
a particular race or creed is either inferior or superior
to others.
Ruthless: The villain goes to any length to achieve his
goals, even though his actions might repulse his allies.
Sadistic: The villain delights in inflicting pain.
Self Destructive: The villain subconsciously loathes
himself or his agenda, and sets himself up to fail when-
ever possible.
Sensitive: The villain is vulnerable to even the most
casual verbal barb.
Short-Sighted: The villain has difficulty analyzing
the long term effects of his actions.
Soft Spot: The villain has a soft spot for a particular
person that sometimes keeps him from accomplishing
his goals.
Supremely Overconfident: The villain believes that
victory is inevitable, and rarely bothers with contin-
gency plans.
Trigger Happy: The villain believes violence is the
solution to every problem.
Tunnel Vision: The villain tends to focus on a partic-
ular problem to the exclusion of all other concerns.

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 mastermind
N EW V ILLAIN
CORE ABILITIES C ONQUEROR
As described in the sidebars on pages 102–103 of
the Fixer/Pointman Class Guide, masterminds and
henchman can share some of the advantages gained
from their first base class’s core abilities with minions
under their command. The following shared abilities
expand upon this initial list.
Explorer: The villain may spend 1 action die to share
his result with any Cultures or Languages check with all
members of 1 squad of the chosen minion type.
High Roller: Once per scene, as a half action, the
villain may spend 1 action die and target 1 minion
squad of the chosen type. For the duration of the
current scene, whenever a minion of the chosen type
scores a total action die result of 1, he may re-roll
the die. The minion must accept the second result,
no matter what it is.
Martial Artist: As a half action, the villain may roll
1 action die. Each member of 1 squad of the chosen
minion type regains a number of vitality points equal to
1
⁄2 the result (rounded up).
Scientist: Once per scene, the villain may spend
1 action die to grant the benefits of any 1 basic skill feat
to 1 squad of the chosen minion type, even if the villain
doesn’t possesses the feat himself. The benefits of this
feat last until the end of the current scene.
Sleuth: The villain may spend 1 action die to share
his result with any education check with all members
of 1 squad of the chosen minion type.
Spin Doctor: Once per scene during which a squad
of the chosen minion type is present, the villain may
spend 1 action die to shift a target’s disposition toward
the chosen squad by 1 grade. This effect lasts until the
end of the current scene.
M ASTERMIND
CLASSES
Mastermind classes are a new category of prestige
class, similar in many ways to a senior agent class.
Mastermind classes are open to all leaders of villainous
organizations, including masterminds, their henchmen,
and foils attached to an organization. Though intended
for NPCs, mastermind classes are balanced against other
Spycraft classes, and may be entered by players who
receive their GC’s permission beforehand.
54
Undisputed military geniuses or glorious warriors
who’ve led entire armies to victory, conquerors are
commonly brash characters who prefer to meet their
opponents only on the field of battle. Organizations run
by conquerors are often stringent military dictatorships
funded by the spoils of war and built with the labor
of the vanquished.
Abilities: Conquerors distinguish themselves on
a battlefield first and in the halls of power second.
Exceptional physical abilities are a must, followed by
a high Wisdom, which increases shrewdness in battle
and deflects enemy deception.
Vitality: 1d10 + Con modifier per level.
Requirements
Organization: The agent must control at least part
of a criminal organization, either as a mastermind,
henchman, or foil with a villainous enterprise.
Agent Level: 9+.
Strength: 15+.
Base Attack Bonus: +8 or higher.
Knowledge (Tactics) or Profession (Military): 8+ ranks.
Feats: Military Contacts, Personal Lieutenant, any 2
melee or ranged combat feats.
Special: Only 1 conqueror may be part of any 1
organization at any time. Should a character already
possessing 1 or more levels in the conqueror class
already belong to an organization, no other character
may gain levels in the class until the conqueror dies or
leaves the organization (in which case, the same rule
applies to the former conqueror after another character
refills the organization’s conqueror slot).
Further, no character possessing 1 or more levels in
the conqueror class may join an organization whose
ranks already include another character with 1 or more
levels in the class. Unless the GC determines otherwise,
this means that any organization’s conqueror slot is
likely already filled, if not by the mastermind or one of
his closest NPC henchmen, then by the most devious of
the organization’s loyals. Thus, special approval is
required for any agent to gain levels in the conqueror
class, and only 1 agent in any standard Spycraft team
may possess levels in the class.
 leadership
Class Skills Training Regimen: The conqueror’s victories are
attributable both to his strategic genius and his armies’
The conqueror’s class skills and key abilities are:
rigorous training. At 1st level, at the beginning of any
Class Skill Key Ability serial or during its Gearing Up phase, the conqueror
Concentration Wis may reduce the number of action dice he receives at the
Craft Wis beginning of each session during the current serial by 1,
Culture Wis and select 1 melee or ranged combat feat he possesses.
Demolitions Int Each member of the conqueror’s organization who
Diplomacy Cha meets the prerequisites of this feat gains the benefits
Driver Dex of the chosen feat until the end of the current serial.
First Aid Wis These temporary feats may not be used to meet the
Handle Animal Dex requirements of prestige classes or the prerequisites
Intimidate Str or Cha of other feats.
Knowledge Int Spoils of War: The conqueror’s organization is
Languages Wis composed of veteran fighters, well equipped from the
Listen Wis plunder of countless enemies. At 1st level, each minion
Pilot Dex in the conqueror’s organization gains a number of
Profession Wis additional BP equal to 4 × the conqueror’s class level.
Search Int Order of Battle: The conqueror is a supreme tacti-
Sense Motive Wis cian with a solid chain of command throughout his
Sport Str or Dex organization. Beginning at 2nd level, the conqueror and
Spot Wis each henchman in the conqueror’s organization gains
Surveillance Wis the tactics class ability with a +1 bonus. This ability is
Survival Wis identical to the pointman’s class ability of the same
Skill Points at Each Additional Level: 6 + Int modifier. name (see the Spycraft Espionage Handbook, page 28),
and affects all actions taken according to 1 order the
Class Features character issues on behalf of the conqueror. If a target
All of the following are class features of the conqueror. character already possesses the tactics class ability, he
Mastermind: The conqueror is a mastermind class gains 1 additional use of the ability per session instead.
with no core ability. If the agent has yet to gain a core At 5th level, the conqueror and each henchman in
ability from a prestige class, he gains the core ability of the conqueror’s organization may use his tactics ability
the next non-mastermind, non-senior prestige class 1 additional time per session.
with which he gains a level. Further, if the agent has Rigid Discipline: At 3rd level, the conqueror and
previously gained levels in another mastermind class, he each of his teammates within his line of sight gains a +4
may not gain any levels in the conqueror class. morale bonus with all Will saves. Additionally, each
Class Feats: At 1st level, the conqueror gains the morale check made by one of these characters during
following feats. combat is automatically successful.
Armor Group Proficiency (Light) Vast Might: At 4th level, the conqueror’s Strength
Armor Group Proficiency (Medium) score — and the Strength score of each member of his
Armor Group Proficiency (Heavy) organization — is increased by 2. Any character who
Weapon Group Proficiency (Handgun) leaves the organization immediately and permanently
Weapon Group Proficiency (Hurled) loses this benefit.
Weapon Group Proficiency (Melee) Conqueror’s Stratagem: The conqueror leads forces
Weapon Group Proficiency (Rifle) that span the globe, and may use his vast military
resources to not only crush his enemies, but stamp them

Table 2.9: The Conqueror

Base Fort Ref Will Def Init Budg Gadg
Lvl Att Bon Save Save Save Bon Bon Pts Pts Special
1 +1 +2 +0 +1 +1 +1 2 0 Spoils of war, training regimen
2 +2 +3 +0 +2 +1 +2 4 1 Order of battle 1/session
3 +3 +3 +1 +2 +2 +3 6 1 Rigid discipline
4 +4 +4 +1 +2 +2 +3 8 2 Vast might +2
5 +5 +4 +1 +3 +3 +4 10 2 Conqueror’s stratagem,
order of battle 2/session

55
 mastermind
out. At 5th level, once per round as a full action, to an organization, no other character may gain levels in
the conqueror may spend 4 action dice to summon the class until the eternal dies or leaves the organization
reinforcements from an unsuspected sector. (in which case, the same rule applies to the former
If the conqueror uses this ability during combat, the eternal after another character refills the organization’s
reinforcements arrive in the form of 2 of the conqueror’s eternal slot).
minion squads, lead by a special NPC identical to the Further, no character possessing 1 or more levels in
conqueror’s personal lieutenant. These reinforcements the eternal class may join an organization whose ranks
appear no closer than 100 ft. from the conqueror, then already include another character with 1 or more levels
roll initiative, joining the combat during the following in the class. Unless the GC determines otherwise, this
round. means that any organization’s eternal slot is likely
If the conqueror uses this ability outside of combat, already filled, if not by the mastermind or one of his
the reinforcements arrive in the form of a second closest NPC henchmen, then by the most devious of the
force, identical to the conqueror’s starting force (at full organization’s loyals. Thus, special approval is required
strength). for any agent to gain levels in the eternal class, and
These forces arrive in 1d10+5 rounds, under condi- only 1 agent in any standard Spycraft team may possess
tions and in positions determined by the GC. levels in the class.
This ability may only be used if the conqueror is able
to communicate with his home office — verbally, Class Skills
electronically, or though another equally rapid means. The eternal’s class skills and key abilities are:
Class Skill Key Ability
Balance Dex
ETERNAL
The eternal embodies the adage, “evil never dies.”
Bureaucracy
Concentration
Cha
Wis
Cultures Wis
This tough-as-nails villain displays endurance and Driver Dex
tenacity that seemingly surpass human limits, allowing First Aid Wis
him to survive in spite of the stoutest resistance. Gather Information Cha
The eternal tends to favor slow, durable strategies and Intimidate Str or Cha
tactics, slowly grinding his opponents down with Knowledge Int
lengthy wars of attrition or the slow passage of time. Languages Wis
As a leader, the eternal is traditional, ruling his Jump Str
organizations like a king of old — while stable, his Mechanics Int
organizations are also archaic and inflexible. Yet despite Sense Motive Wis
this, the eternal carries on as he always has, knowing Spot Wis
that his dynasties will carry on long after he is gone. Survival Wis
Abilities: A high Constitution score is critical for the
Skill Points at Each Additional Level: 4 + Int modifier.
eternal, increasing his durability and fortitude. High
Strength or Wisdom scores are also beneficial, as they Class Features
either reinforce his skill at arms or his patience to out-
All of the following are class features of the eternal.
last opponents.
Mastermind: The eternal is a mastermind class with
Vitality: 1d12 + Con modifier per level.
no core ability. If the agent has yet to gain a core
Requirements ability from a prestige class, he gains the core ability of
the next non-mastermind, non-senior prestige class
Organization: The agent must control at least part
with which he gains a level. Further, if the agent has
of a criminal organization, either as a mastermind,
previously gained levels in another mastermind class,
henchman, or foil with a villainous enterprise.
he may not gain any levels in the eternal class.
Agent level: 9+.
Class Feats: At 1st level, the eternal gains the
Constitution: 15+.
following feats.
Bureaucracy: 8+ ranks.
Armor Group Proficiency (Light)
Concentration: 12+ ranks.
Armor Group Proficiency (Medium)
Feats: Great Fortitude, Hard Core, Quick Healer,
Armor Group Proficiency (Heavy)
Toughness.
Weapon Group Proficiency (Handgun)
Special: Only 1 eternal may be part of any 1 organi-
Weapon Group Proficiency (Hurled)
zation at any time. Should 1 character already possess-
Weapon Group Proficiency (Exotic, Archaic)
ing 1 or more levels in the eternal class already belong
Weapon Group Proficiency (Melee)

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 leadership
Table 2.10: The Eternal
Base Fort Ref Will Def
Lvl Att Bon Save Save Save Bon
1 +1 +2 +0 +2 +1
2 +2 +3 +0 +3 +1
3 +3 +3 +1 +3 +2
4 +4 +4 +1 +4 +2
5 +5 +4 +1 +4 +3
Might of Ages: At 1st level, at the beginning of any
serial or during its Gearing Up phase, the eternal may
reduce the number of action dice he receives at the
beginning of each session of the current serial by 1,
and select 1 basic or unarmed combat feat that he
possesses. Each member of the conqueror’s organization
who meets the prerequisites of this feat gains the
benefits of the chosen feat until the end of the current
serial. These temporary feats may not be used to meet
the requirements of prestige classes or the prerequisites
of other feats.
Eternal Sovereign: The eternal’s followers take
comfort in his longevity and stability. At 1st level,
each minion in the eternal’s organization may ignore
a number of points of damage during each combat
round equal to eternal’s class level.
Grind to Dust: The eternal’s followers are relentless
warriors willing to sacrifice everything to crush their
leader’s enemies. At 2nd level, once per round, the
eternal and each of his henchmen may spend a number
of vitality points up to a number of vitality points equal
to his total Fortitude save bonus. For each point spent
in this manner, the damage inflicted by the character’s
melee and unarmed attacks is increased by 1 until the
end of the current round.
At 5th level, when the eternal or one of his hench-
men spends 1 or more vitality points to activate this
ability, each point spent increases the results of the
character’s melee and unarmed attack and his damage
rolls until the end of the current round.
Unstoppable: The eternal’s followers gain an almost
supernatural fortitude under his direct leadership. At 3rd
level, the eternal and each of his teammates within his
line of sight may not be stunned, staggered, or knocked
unconscious (even if reduced to 0 or fewer wounds).
Further, the eternal and each of his teammates
within his line of sight completely ignores all damage
from the first critical hit he suffers during each combat.
Vast Endurance: At 4th level, the eternal’s
Constitution score — and the Constitution score of each
member of his organization — is increased by 2. Any
character who leaves the organization immediately and
permanently loses this benefit.
Init Budg Gadg
Bon Pts Pts Special
+0 1 0 Eternal sovereign,
might of ages
+1 2 1 Grind to dust (damage)
+1 3 2 Unstoppable
+2 4 3 Vast endurance +2
+2 5 3 Eternal’s permanence,
grind to dust (attack/damage)
Eternal’s Permanence: At 5th level, when the
eternal’s vitality or wound points are reduced to 0 or
less, once per round as a free action, the eternal may
spend 4 action dice to immediately gain 50 vitality or a
number of wounds equal to his Constitution score. This
bonus may not increase the eternal’s vitality points
above his standard maximum. The eternal may use this
ability even if his wounds are reduced to –10 or less, but
not if his wounds are reduced to –25 or less (as at that
point, his body is destroyed).
MANIPULATOR
The manipulator is many things to many people — a
shadowy ruler, a traitorous schemer, a treacherous
enemy — but the only constant upon which everyone
agrees is that he is not to be trusted. The manipulator is
a master of doublespeak and deception, preying upon
the goodwill of his allies and the weaknesses of his ene-
mies. This cunning criminal typically founds his organi-
zations upon layer over layer of deceit and subterfuge,
from behind which he may pursue his own mysterious
agendas. His organizations are usually complex and
ruthless bureaucracies, rife with politicking and compe-
tition amongst the ranks, above which the manipulator
sits and watches, grinning.
Abilities: The manipulator relies upon cunning to
undermine his foes, and persuasion to turn others to his
side, so high Wisdom and Charisma scores are essential.
Intelligence and Dexterity are also important, as they
fuel the manipulator’s plots, in and out of combat.
Vitality: 1d8 + Con modifier per level.
Requirements
Organization: The agent must control at least part of
a criminal organization, either as a mastermind, hench-
man, or foil with a villainous enterprise.
Agent level: 9+.
Wisdom: 15+.
Bluff: 12+ ranks.
Innuendo: 8+ ranks.
Feats: Mark, Handler, Stealthy.
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 mastermind
Special: Only 1 manipulator may be part of any 1 Sleight of Hand Dex
organization at any time. Should a character already Spot Wis
possessing 1 or more levels in the manipulator class Surveillance Wis
already belong to an organization, no other character Skill Points Per Each Additional Level: 8 + Int modifier.
may gain levels in the class until the manipulator dies
or leaves the organization (in which case, the same rule Class Features
applies to the former manipulator after another charac- All of the following are class features of the manip-
ter refills the organization’s manipulator slot). ulator.
Further, no character possessing 1 or more levels in Mastermind: The manipulator is a mastermind class
the manipulator class may join an organization whose with no core ability. If the agent has yet to gain a core
ranks already include another character with 1 or more ability from a prestige class, he gains the core ability of
levels in the class. Unless the GC determines otherwise, the next non-mastermind, non-senior prestige class
this means that any organization’s manipulator slot is with which he gains a level. Further, if the agent has
likely already filled, if not by the mastermind or one of previously gained levels in another mastermind class, he
his closest NPC henchmen, then by the most devious of may not gain any levels in the manipulator class.
the organization’s loyals. Thus, special approval is Class Feats: At 1st level, the manipulator gains the
required for any agent to gain levels in the manipulator following feats.
class, and only 1 agent in any standard Spycraft team Armor Group Proficiency (Light)
may possess levels in the class. Armor Group Proficiency (Medium)
Weapon Group Proficiency (Handgun)
Class Skills Weapon Group Proficiency (Hurled)
The manipulator’s class skills and key abilities are: Weapon Group Proficiency (Melee)
Class Skill Key Ability Master’s Blessings: The manipulator uses force
Appraise Int of personality to inspire his followers to their utmost
Bluff Cha ability. At 1st level, at the beginning of any serial or
Bureaucracy Cha during its Gearing Up phase, the manipulator may
Computers Int reduce the number of action dice he receives at the
Concentration Wis beginning of each session of the current serial by 1, and
Cryptography Int select 1 chance or chase feat that he possesses. Each
Cultures Wis member of the manipulator’s organization who meets
Diplomacy Cha the prerequisites of this feat gains the benefits of the
Disguise Cha chosen feat until the end of the current serial.
Escape Artist Dex These temporary feats may not be used to meet the
Forgery Int requirements of prestige classes or the prerequisites
Gather Information Cha of other feats.
Hide Dex Play to Win: In a manipulator’s organization, only
Innuendo Cha those willing to go to any length to get ahead survive. At
Intimidate Str or Cha 1st level, each minion in the manipulator’s organization
Knowledge Int gains a competence bonus with all opposed skill checks
Languages Wis equal to the manipulator’s class level.
Listen Wis Web of Lies: The manipulator handpicks his
Move Silently Dex lieutenants for their guile and skill at deceit, forming
Profession Wis a vast network to conceal his complex plots. At 2nd
Search Int level, once per session, the manipulator and each of his
Sense Motive Wis

Table 2.11: The Manipulator

Base Fort Ref Will Def Init Budg Gadg
Lvl Att Bon Save Save Save Bon Bon Pts Pts Special
1 +0 +0 +2 +2 +1 +1 1 0 Master’s blessings, play to win
2 +1 +0 +3 +3 +1 +1 2 1 Web of lies +10
3 +2 +1 +3 +3 +2 +2 3 2 Fatal ruse
4 +3 +1 +4 +4 +2 +2 4 3 Vast cunning +2
5 +3 +1 +4 +4 +3 +3 5 3 Manipulator’s scheme,
web of lies +20

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 leadership
henchmen may suppress information that might reveal
MENTOR
his activities, or those of the manipulator. The character
selects 1 event that happened during the current session
The mentors is the textbook example of the “evil
in which either he or the manipulator was involved (e.g.
genius” — a cruel, callous scientist or scholar who treats
a kidnapping, a murder, a political maneuver, etc.). He
the world as a subject to be examined, dissected,
then spends 4 hours getting in touch with his contacts,
and disposed of for his own ends. The mentors is also
after which the DCs of all Computers, Gather
a master of super-science, and often possesses the
Information, Search, Surveillance, and inspiration
most advanced and dangerous gadgets and weapons
checks made to collect information about the chosen
at anyone’s disposal. The mentor’s organizations
event are increased by 10.
is often a meritocracy, in which those with natural abil-
At 5th level, when the manipulator or one of his
ity or knowledge dominate. While these organizations
henchmen uses this ability, the DCs of all Computers,
may look like benevolent centers of enlightenment,
Gather Information, Search, Surveillance, and inspiration
a heartless and unethical academy lurks just beneath
checks made to collect information about the chosen
the surface, in which failed operatives and hostages are
event are increased by an additional +5 (for a total
experimented upon in the name of progress and for the
increase of +20).
mentor’s greater glory.
Fatal Ruse: The manipulator is a crafty and under-
Abilities: Intelligence is far and away the mentor’s
handed fighter who encourages his followers to follow
most important ability, as it provides him with skill
his example. At 3rd level, the manipulator and each
points and powers many of his class skills. Wisdom
of his teammates within his line of sight may make
comes in a distant second, as it also improves many
a disarm, feint, strike object, or trip action as a free
of the mentor’s class skills.
action. Further, the manipulator and each of his
Vitality: 1d8 + Con modifier per level.
teammates within his line of sight gains a bonus with all
attack rolls and skill checks made as part of this action Requirements
equal to the manipulator’s class level (rounded down).
Organization: The agent must control at least part
The manipulator and each of his teammates may use
of a criminal organization, either as a mastermind,
this ability a number of times per session equal to the
henchman, or foil with a villainous enterprise.
manipulator’s class level, but not more than once
Agent level: 9+.
during any single round.
Intelligence: 15+.
Vast Cunning: At 4th level, the manipulator’s
Knowledge (any 2): 12+ ranks (each).
Wisdom score — and the Wisdom score of each member
Feats: Advanced Skill Mastery (Scholarly), Extra
of his organization — is increased by 2. Any character
R&D Support, False Start.
who leaves the organization immediately and
Special: Only 1 mentor may be part of any 1
permanently loses this benefit.
organization at any time. Should a character already
Manipulator’s Scheme: The manipulator’s skill
possessing 1 or more levels in the mentor class
at deception is so immense that his true aims and
already belong to an organization, no other character
intentions are almost impossible to pin down. At 5th
may gain levels in the class until the mentor dies or
level, as a free action at the end of any combat round,
leaves the organization (in which case, the same rule
the manipulator may spend 4 action dice to negate all
applies to the former mentor after another character
damage, all results of failed saving throws, and all
refills the organization’s mentor slot).
errors and critical failures suffered by himself and each
Further, no character possessing 1 or more levels in
of his teammates during the current round.
the mentor class may join an organization whose ranks

Table 2.12: The Mentor

Base Fort Ref Will Def Init Budg Gadg
Lvl Att Bon Save Save Save Bon Bon Pts Pts Special
1 +0 +0 +0 +2 +1 +0 2 1 Illuminated, ivory tower
2 +1 +0 +0 +3 +2 +1 4 2 Engineered competence
1/session
3 +1 +1 +1 +3 +3 +1 6 3 Checkmate
4 +2 +1 +1 +4 +3 +2 8 4 Vast intellect +2
5 +2 +1 +1 +4 +4 +2 10 5 Engineered competence
2/session, mentor’s design

59
 mastermind
already include another character with 1 or more levels Illuminated: At 1st level, at the beginning of any
in the class. Unless the GC determines otherwise, this serial or during its Gearing Up phase, the mentor may
means that any organization’s mentor slot is likely reduce the number of action dice he receives at the
already filled, if not by the mastermind or one of his beginning of each session of the current serial by 1, and
closest NPC henchmen, then by the most devious of the select 1 basic or advanced skill feat that he possesses.
organization’s loyals. Thus, special approval is required Each member of the manipulator’s organization who
for any agent to gain levels in the mentor class, and meets the prerequisites of this feat gains the benefits of
only 1 agent in any standard Spycraft team may possess the chosen feat until the end of the current serial.
levels in the class. These temporary feats may not be used to meet the
requirements of prestige classes or the prerequisites
Class Skills of other feats.
The mentor’s class skills and key abilities are: Ivory Tower: The mentor’s focus on science, research,
Class Skill Key Ability and technology gives him a distinct advantage over his
Appraise Int enemies. Beginning at 1st level, each minion in the
Computers Int mentor’s organization gains a number of GP equal
Concentration Wis to the mentor’s class level.
Craft Wis Engineered Competence: A mentor’s most trusted
Cryptography Int henchmen are selected for their quick wits as often
Cultures Wis as their prowess on the battlefield. At 2nd level, once
Demolitions Int per session, the mentor and each of his henchmen may
Diplomacy Cha re-roll 1 attack roll or skill check. The character must
Electronics Int accept the result of this second result, even if it’s worse
Forgery Int than the first.
First Aid Wis At 5th level, the mentor and each of his henchmen
Gather Information Cha may use this ability twice per session.
Hide Dex Checkmate: The mentor is a keen strategist, ensuring
Hobby Wis that his followers fight in a logical and coordinated way.
Innuendo Cha At 3rd level, the mentor and each of his teammates
Knowledge Int within his line of sight may cooperate with the mentor
Listen Wis or another teammate when making an attack roll or skill
Mechanics Int check. No cooperation checks are made; instead, the
Profession Wis leader gains a +2 cooperation bonus for each teammate
Search Int assisting him in this fashion. Each involved teammate
Sense Motive Wis must assist for the attack roll or skill check’s full dura-
Sleight of Hand Dex tion. If the leader’s action is an attack, each teammate
Spot Wis assisting him must be within range of the target and
Surveillance Wis expend the same amount of ammunition (if any) as the
Survival Wis leader in order to provide this bonus.
Vast Intellect: At 4th level, the manipulator’s
Skill Points at Each Additional Level: 8 + Int modifier.
Intelligence score — and the Intelligence score of each
Class Features member of his organization — is increased by 2. Any
character who leaves the organization immediately and
All of the following are class features of the mentor.
permanently loses this benefit.
Mastermind: The mentor is a mastermind class with
Mentor’s Design: The mentor hoards rare and
no core ability. If the agent has yet to gain a core
dangerous technologies, providing him with a nearly
ability from a prestige class, he gains the core ability of
limitless arsenal of deadly weapons and incredible
the next non-mastermind, non-senior prestige class
devices at a moment’s notice. At 5th level, once per
with which he gains a level. Further, if the agent has
round as a full action, the mentor may spend 4 action
previously gained levels in another mastermind class,
dice to gain the use of 1 gadget, vehicle, or intelligence
he may not gain any levels in the mentor class.
resource with a GP cost up to his Intelligence score.
Class Feats: At 1st level, the mentor gains the
This asset is lost at the end of the current session.
following feats.
The mentor may use this ability even if stripped of all
Armor Group Proficiency (Light)
his equipment and/or visible resources, though not
Armor Group Proficiency (Medium)
within a completely isolated location (such as a clean
Weapon Group Proficiency (Handgun)
room).
Weapon Group Proficiency (Melee)

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 leadership
Survival: 12+ ranks.
Feats: Bloodthirsty, Traceless, Track.
Special: Only 1 predator may be part
of any 1 organization at any time. Should
a character already possessing 1 or more
levels in the predator class already belong to
an organization, no other character may
gain levels in the class until the predator
dies or leaves the organization (in which
case, the same rule applies to the former
predator after another character refills the
organization’s predator slot).
Further, no character possessing 1 or more
levels in the predator class may join an orga-
nization whose ranks already include another
character with 1 or more levels in the class.
Unless the GC determines otherwise, this
means that any organization’s predator slot is
likely already filled, if not by the mastermind
or one of his closest NPC henchmen, then by
the most devious of the organization’s loyals.
Thus, special approval is required for any
agent to gain levels in the predator class, and
only 1 agent in any standard Spycraft team
may possess levels in the class.

Class Skills
PREDATOR
The predators is the most devious and vicious
The predator’s class skills and key abilities are:
Class Skill Key Ability
Balance Dex
of masterminds — a ruthless hunter/killer who toys with Bluff Cha
his prey, harassing and confusing them before striking Climb Str
the final blow. Unlike most leaders, the predators is fair- Cultures Wis
ly “hands on,” sometimes going so far as to personally Demolitions Int
lead his minions during manhunts. The predator’s Escape Artist Dex
organization is a striking example of natural selection Hide Dex
at its finest, where the strong prevail and the weak Intimidate Str or Cha
perish. His callous rule is legendary, for though he may Jump Str
not be a powerful figurehead, those who dare express Listen Wis
their dissent are swiftly and permanently silenced. Move Silently Dex
Abilities: A high Dexterity is the predator’s key abil- Search Int
ity, as it increases his natural grace, powers many of his Spot Wis
class skills, and makes him a more able hunter. Many Survival Wis
predators favor close combat, making Strength another Tumble Dex
vital ability. Finally, a high Wisdom score assists the
Skill Points Per Level: 4 + Int modifier.
predator in stalking his prey more effectively.
Vitality: 1d12 + Con modifier per level. Class Features
Requirements All of the following are class features of the predator.
Mastermind: The predator is a mastermind class
Organization: The agent must control at least part of
with no core ability. If the agent has yet to gain a core
a criminal organization, either as a mastermind, hench-
ability from a prestige class, he gains the core ability of
man, or foil with a villainous enterprise.
the next non-mastermind, non-senior prestige class
Agent level: 9+.
with which he gains a level. Further, if the agent has
Dexterity: 15+.
previously gained levels in another mastermind class,
Intimidate: 8+ ranks.
he may not gain any levels in the predator class.

61
 mastermind
Class Feats: At 1st level, the predator gains the This ability is identical to the uncanny dodge ability
following feats. possessed by the fixer. If a benefiting character possesses
Armor Group Proficiency (Light) the uncanny dodge ability from one or more other
Armor Group Proficiency (Medium) classes, he may add levels from these other classes in
Weapon Group Proficiency (Exotic, Archaic) a limited fashion to determine the effectiveness of this
Weapon Group Proficiency (Exotic, Martial Arts) ability. The character’s level in one other class granting
Weapon Group Proficiency (Handgun) him the uncanny dodge ability is increased by 4.
Weapon Group Proficiency (Hurled) Law of the Pack: The predator is a master of ambush-
Weapon Group Proficiency (Melee) es and pack hunting who can lead his followers to
Weapon Group Proficiency (Rifle) victory over opponents many times their strength. At 3rd
level, the predator and each of his teammates within his
Alpha Hunter: At 1st level, at the beginning of any
line of sight inflicts an additional +2d6 sneak attack
serial or during its Gearing Up phase, the predator may
damage when either flanking a target or attacking
reduce the number of action dice he receives at the begin-
a target who’s currently denied his Dexterity bonus
ning of each session of the current serial by 1, and select
to Defense (including any character who is flat-footed
1 covert or terrain feat he possesses. Each member of the
or immobilized). This damage stacks with sneak attack
manipulator’s organization who meets the prerequisites of
damage gained from other sources.
this feat gains the benefits of the chosen feat until the end
This bonus is only applied to ranged attacks made
of the current serial. These temporary feats may not be
within 1 range increment — beyond that, it’s difficult
used to meet the requirements of prestige classes or the
to hit the target’s vitals.
prerequisites of other feats.
A character may use this ability with any weapon or
Survival of the Fittest: The predator’s brutal rule of
unarmed attack, even one that inflicts subdual damage.
his organization ensures that only the wiliest and most
However, he cannot use a weapon that inflicts normal
savage followers survive. At 1st level, each minion in
damage to inflict subdual damage during this attack,
the predator’s organization gains a dodge bonus to
even by applying the standard –4 penalty (see the
Defense equal to the predator’s class level. Any minion
Spycraft Espionage Handbook, page 173), nor may he
who becomes flat-footed or is denied his Dexterity
use strafe fire when making this attack.
bonus to Defense immediately loses this benefit.
Finally, a character may not use this ability against
Instinctual: The predator’s faithful followers are
any target who is immune to critical hits, who benefits
survivors, with instincts honed by his organization’s
from total concealment, or whose vitals are out of reach.
savage nature. At 2nd level, the predator and each of his
Vast Grace: At 4th level, the predator’s Dexterity
henchmen retain their Dexterity bonus to Defense
score — and the Dexterity score of each member of his
(if any), even when caught flat-footed or attacked by an
organization — is increased by 2. Any character who
invisible adversary (though they still lose their Dexterity
leaves the organization immediately and permanently
bonuses to Defense if immobilized).
loses this benefit.
At 5th level, the predator and each of his henchmen
Predator’s Gambit: The predator need not always
may react to opponents on both sides as easily as they
hunt his prey — rather, he can make his prey come to
can to a single attacker, and may therefore no longer
him. At 5th level, once per round as a full action, the
be flanked. This ability denies fixers and others agents
predator may spend 4 action dice to spring an ambush
possessing the sneak attack ability the opportunity to
upon his opponents. Each opponent within the preda-
use flank attacks to sneak attack the character, unless
tor’s line of sight immediately become flat-footed, and
the attacker’s agent level is at least 4 higher than that
a single squad of the predator’s minions appears at the
of the target.
Table 2.13: The Predator
Base Fort Ref Will Def Init Budg Gadg
Lvl Att Bon Save Save Save Bon Bon Pts Pts Special
1 +0 +1 +2 +0 +1 +1 3 0 Alpha hunter,
survival of the fittest
2 +1 +2 +3 +0 +2 +1 6 1 Instinctual
(Dexterity bonus to Defense)
3 +2 +2 +3 +1 +3 +2 9 1 Law of the pack
4 +3 +2 +4 +1 +3 +2 12 2 Vast grace +2
5 +3 +3 +4 +1 +4 +3 15 2 Instinctual (can’t be flanked),
predator’s gambit

62
 leadership
conclusion of the predator’s initiative count, under Class Skills
conditions and in positions determined by the GC
The tyrant’s class skills and key abilities are:
(though they may enter play no closer than 30 ft. to any
of the predator’s opponents). These minions may imme- Class Skill Key Ability
diately take 1 full action or 2 half actions and thereafter Bluff Cha
act at the conclusion of the predator’s initiative count Bureaucracy Cha
during each round. Cultures Wis
Diplomacy Cha
Gather Information Cha

TYRANT
This merciless dictator reigns over his organization
Hide
Hobby
Innuendo
Dex
Wis
Cha
with an iron fist of bureaucracy and fear. He also tends Intimidate Str or Cha
to be a megalomaniac who revels in his power, demand- Knowledge Int
ing absolute loyalty from his followers while crushing Languages Wis
those who dare contest him. A tyrant’s rule is enforced Listen Wis
with brutal reprisals and capital punishment for those Move Silently Dex
who stray from the letter of his orders (and those who Profession Wis
don’t), and anyone unfortunate enough to be caught in Search Int
his domain is kept subservient with a combination of Sense Motive Wis
military might, propaganda, and terror. Sport Str or Dex
Abilities: The tyrant is a silver-tongued bureaucrat Spot Wis
and fearsome dictator, so Charisma is invariably impor- Surveillance Wis
tant to him, and Intelligence grants him the skill point Survival Wis
pool necessary to back up his claims. Skill Points at Each Additional Level: 6 + Int modifier.
Vitality: 1d10 + Con modifier per level.
Class Features
Requirements All of the following are class features of the tyrant.
Organization: The agent must control at least part of Mastermind: The tyrant is a mastermind class with
a criminal organization, either as a mastermind, hench- no core ability. If the agent has yet to gain a core
man, or foil with a villainous enterprise. ability from a prestige class, he gains the core ability of
Agent level: 9+. the next non-mastermind, non-senior prestige class
Charisma: 15+. with which he gains a level. Further, if the agent has
Bureaucracy: 8+ ranks. previously gained levels in another mastermind class,
Sense Motive: 12+ ranks. he may not gain any levels in the tyrant class.
Feats: Advanced Skill Mastery (Persuasive), Political Class Feats: At 1st level, the tyrant gains the following
Clout. feats.
Special: Only 1 tyrant may be part of any 1 organiza- Armor Group Proficiency (Light)
tion at any time. Should a character already possessing 1 Armor Group Proficiency (Medium)
or more levels in the tyrant class already belong to an Weapon Group Proficiency (Handgun)
organization, no other character may gain levels in the Weapon Group Proficiency (Hurled)
class until the tyrant dies or leaves the organization (in Weapon Group Proficiency (Melee)
which case, the same rule applies to the former tyrant after
Imminent Domain: At 1st level, at the beginning of
another character refills the organization’s tyrant slot).
any serial or during its Gearing Up phase, the tyrant
Further, no character possessing 1 or more levels in
may reduce the number of action dice he receives at the
the tyrant class may join an organization whose ranks
beginning of each session of the current serial by 1, and
already include another character with 1 or more levels
select 1 gear or style feat he possesses. Each member
in the class. Unless the GC determines otherwise, this
of the manipulator’s organization who meets the
means that any organization’s tyrant slot is likely
prerequisites of this feat gains the benefits of the
already filled, if not by the mastermind or one of his
chosen feat until the end of the current serial.
closest NPC henchmen, then by the most devious of the
These temporary feats may not be used to meet the
organization’s loyals. Thus, special approval is required
requirements of prestige classes or the prerequisites
for any agent to gain levels in the tyrant class, and only
of other feats.
1 agent in any standard Spycraft team may possess
levels in the class.

63
 mastermind
Reign of Fear: At 1st level, each minion in the
tyrant’s organization may activate threats scored with
Bureaucracy, Diplomacy, Innuendo, Intimidate and
Sense Motive skill checks as critical successes without
spending an action die a number of times per session
equal to 1⁄2 the tyrant’s class level (rounded up).
“Absolute Power…”: The tyrant’s emissaries are
known throughout his domain, and may call upon the
tyrant’s reputation to further their own goals. At 2nd
level, once per session, the tyrant and each of his
henchmen may invoke their dread reputation to cow
their enemies. Each enemy within the character’s line of
site must immediately make a Will save (DC equal to
tyrant’s agent level + 5). With failure, the enemy suffers
a morale penalty with all skill checks and saving throws
equal to the character’s Charisma modifier (minimum 1).
If used in combat, this penalty lasts for 2d6 rounds;
otherwise, this penalty lasts until the end of the
current scene.
“War, By Other Means”: The tyrant’s intimidating
reputation is so far-reaching that only the rarest
opponent willingly raises arms against him. At 3rd
level, each opponent attempting to attack the tyrant
or one of the tyrant’s teammates within his line of sight
must immediately make a Will save (DC equal to the
target’s agent level + 5). With failure, the opponent may
not attack his target, loses the attack action, and may
not attack the same character for the duration of the
current round. With success, the opponent may attack
the same target without making additional saves for the
duration of the current scene.
Vast Allure: At 4th level, the tyrant’s Charisma
score — and the Charisma score of each member of his
organization — is increased by 2. Any character who
leaves the organization immediately and permanently
loses this benefit.
“…Corrupts Absolutely”: While the tyrant is univer-
sally feared, his minions are also heartened that they
aren’t the targets of his wrath. At 5th level, whenever
any henchman in the tyrant’s organization uses the
absolute power class ability, each of the henchman’s
teammates within the henchman’s line of sight gains
a morale bonus with skill checks and saving throws
equal to the henchman’s Charisma modifier (minimum
1). If used in combat, this bonus lasts for 2d6 rounds;
otherwise, this bonus lasts until the end of the current
scene.
Tyrant’s Offer: A tyrant is so commanding that even
his enemies are compelled to remain on his good side.
At 5th level, once per round as a full action, the tyrant
may spend 4 action dice to dictate the actions of
a number of opponents within both verbal contact and
within his line of sight equal to his Charisma modifier.
If a target’s agent level is equal to or higher than the
tyrant’s agent level minus 4, he must make a Will save
(DC 10 + the tyrant’s agent level + the tyrant’s Charisma
modifier). With failure, he acts according to the tyrant’s
orders until the start of the tyrant’s initiative count
during the following round.
If a target’s agent level is lower than the tyrant’s
agent level minus 4, he may not make this save, instead
falling under the tyrant’s control as described until
the start of the tyrant’s initiative count during the
following round.
The tyrant may not force a target to take any action
that directly endangers the target’s life or the life of any
of the target’s allies.
Finally, the tyrant must be able to speak and
be heard in order to use this ability, and his targets must
be able to hear and understand him in order for it
to affect them.

Table 2.14: The Tyrant

Base Fort Ref Will Def Init Budg Gadg
Lvl Att Bon Save Save Save Bon Bon Pts Pts Special
1 +0 +0 +1 +2 +1 +0 3 1 Imminent domain, reign of fear
2 +1 +0 +2 +3 +1 +1 6 2 “Absolute power…”
3 +1 +1 +2 +3 +2 +1 9 3 “War, by other means”
4 +2 +1 +2 +4 +2 +2 12 4 Vast allure +2
5 +2 +1 +3 +4 +3 +2 15 5 “…Corrupts absolutely”,
tyrant’s offer

64
 “In a conspiracy like this, you build from
the outer edges and go step by step.”
— Deep Throat, All the President’s Men

Organization
3
 mastermind
INTRODUCTION
No matter how intimidating a mastermind’s legions
of doom, or how compelling the mastermind himself,
either element is by itself a poor challenge for any
Agency. What truly makes a villain a threat is infra-
structure and organization, as these factors determine
the resources upon which the threat may draw. First,
however, a threat’s personnel must be bound together to
fulfill a common cause. Only rarely does a mastermind’s
sheer charisma serve this purpose — more often,
it requires an agenda…
N EW T HREAT
AGENDAS
As introduced in the Fixer/Pointman Class Guide,
an agenda is a class-like threat option that any criminal
organization can pursue, representing its preparation —
though not necessarily its progress — toward a given
goal. Unlike a class, a threat’s agenda level doesn’t
increase as the criminal organization gains experience ,
but rather as the agents gain experience. Each time the
team’s average agent level rises by 1 during or follow-
ing a serial in which a threat isn’t featured, its agenda
level increases by 1. For more information about threat
agendas, see the Fixer/Pointman Class Guide, page 106.
Presented here are a wide variety of all new agendas
for threat organizations to pursue. Unlike agendas pre-
sented previously — in the Fixer/Pointman Class Guide,
the 1960s Decade Book, and the Shop Threat Book,
as well as Paradigm Concepts’ Most Wanted), each
of these agendas is presented with a 10-level progres-
sion. This expanded scope allows an agent team to
contend with ever growing and changing threats
throughout the breadth of its espionage career. In order
to bring existing threat agendas up to the same caliber
as the new agendas included here, we have taken the
liberty of reprinting every agenda to date with an
expanded 10-level progression.
Most of the reprinted threat agendas appear exactly
as they did in their original release. Two, however —
the evolution and extinction agendas — are slightly
modified such that they are appropriate for use outside
the Shadowforce Archer world setting. For their original
incarnations, see the Shop Threat Book, pages 87–88.
Evolution
Originally designed specifically for the Shop’s
attempt to evolve all of mankind into psions, this agen-
da now represents the mastermind or organization’s
66
attempt to spearhead the evolution of mankind,
intellectually, physically, or otherwise. Like charity,
evolution begins at home.
Extinction
The extinction agenda was originally designed
specifically to support Villain X, a powerful villain
in the Shadowforce Archer world setting. Here, it’s
appropriate for any mastermind or organization that
wishes to eliminate the bulk of the world’s population,
usually leaving behind only those loyal to the organi-
zation and its allies.
Special Rules
The following rules clarifications apply to all threat
agendas.
No agenda may increase a threat’s power base
ratings above the maximums listed in the Fixer/Pointman
Class Guide (10 for wealth, loyalty, influence, and scope,
20 for technology). If an agenda does increase a threat’s
power base rating above a listed maximum, the rating
becomes the listed maximum.
Further, when an agenda grants a threat a resource
and the threat doesn’t meet the resource’s prerequisites,
the threat does not gain the resource. Even if the threat
later meets the prerequisites, the threat does not retroac-
tively gain the resource.
Multiple Threat Agendas
Some threats pursue more than one agenda, usually in
succession rather than in concert. The resources expended
in refocusing the organizations efforts generally translates
into lost ground, so most such changes in agenda occur
only once, perhaps twice, in a threat’s existence.
Any time a threat gains an agenda level, the GC may
choose to begin gaining levels in a new threat agenda.
However, the first level gained in any new agenda has
limited effect — while the threat organization gains
the listed bonuses to wealth, technology, loyalty, and
influence, it does not gain any benefits listed under
‘Special.’ These lost benefits reflect the time and effort
wasted to re-train minions, re-tool secret bases, and
otherwise shift the threat’s focus.
From this point on, this penalty also applies any
time a threat gains a level in any agenda, unless the new
level is gained in the same agenda as the most recently
gained level.
Example: After decades of pursuing the entertain-
ment agenda (and thereby reaching 4th level in it), the
Board adopts the extinction agenda. Though the Board
gains the appropriate bonuses to wealth, technology,
loyalty, and influence, it does not gain the +2 bonus to
personnel at all action sites typically granted by the
extinction agenda at 1st level.
 organization
EYES ONLY:
HIGH-LEVEL AGENT CREATION
By Derek Miller and Steve Crow Feats: Advanced Skill Mastery (Police Training), Armor Group
Proficiency (Light, Medium), Flawless Identity, Handler, Hometown
Gary Veitch Hero, Home Turf, Mingling Basics, Personal Lieutenant, Police
“I suppose my resources vary with the mission, if only because Training, Political Favors (2/serial)*, Safe House, Undermine,
my target’s assets are the tools at my disposal.” Weapon Group Proficiency (Handgun, Hurled, Melee, Rifle).
Codename: MARATHON * Gary gains a second use for possessing 10+ ranks of
Aliases: Far, far too many to mention. Knowledge (Politics) (see The 1960s Decade Book, page 160).
Nationality: United States of America Attacks
Gender: Male Handedness: Right
Makarov PM backup pistol* +10 (dmg 2d4 normal, error 1,
Height: 6 ft. Weight: 190 lbs.
threat 20, range 20 ft. — 8 shots)
Eyes: Brown Hair: Brown, graying at temples
* This weapon is outfitted with a standard suppressor.
Place of Birth: Las Cruces, New Mexico
Date of Birth: 1951.08.14
Distinguishing Characteristics: Exotic looks from his Hispanic Standard Personal Gear: Weapon, 50 shots of standard military
background. ball ammunition, discreet holster, suitcase, garment bag, carry-on
Background bag, fanny-pack camera bag, cover identity (power rating +2 —
details depend upon mission parameters), 1 set of poor clothes,
Gary Veitch was already a talented amateur swindler when he 4 sets of average clothes, 1 set of trendy clothes, 2 family channel
was drafted and sent to Vietnam. In the fetid jungle, the teenager radios, 2 uses of knockout drug (hidden in prescription medicine
quickly fast-talked his way out of combat and into the U.S. vial), standard camera with super-telephoto lens and 3 rolls of
Air Force’s Project: Blue Book. With his knack for elaborate cons, commercial-grade film, speed grooming kit, language manuals
Veitch soon carved out a position of relative comfort in the military (region depends on mission parameters), travel manuals (region
hierarchy, enjoying several decades of rank and all its privileges. depends on mission parameters), regional maps (region depends
With the end of the Cold War, Veitch hung up his uniform, on mission parameters), miscellaneous local souvenirs (including
moved into the private sector, and set out to realize his true calling 1 hollow item), bug sweeper kit, cell phone, $2,500 in traveler’s
— manipulating people. What Veitch wants is simply whatever the cheques, 29 BP.
highest bidder pays him to get.
This agent’s bag of tricks is extensive, but one of his most Common Gadgets: Personal vehicle (station wagon, commuter —
useful assets is a superspy he helped train during his time in SZ L, Occ 1/5, Hnd –3, Spd 500 ft., MPH 50/100, Def 6, WP 100,
the Pentagon. Veitch has since fostered the operative’s career and Hrd 6) with 10-mile tempest surveillance, hidden compartment,
cultivated him into a loyal personal lieutenant whom he calls revolving license plate, auto-tint windows, and remote control
upon when a violent approach is needed. vehicular gadgets, 6 GP — commonly spent to acquire otherman
drops or lethe cigarettes, depending on mission parameters.
Department: Project: Blue Book
Class: Fixer/Wire/Operative/Police Official/Provocateur/Menace Notes
Level: 1/6/1/1/6/3 Derek, a GC, plans out this NPC’s entire mechanical career from
the outset, intending to bring him into the campaign at middle age.
Strength: 11 Dexterity: 11
Since Gary is a civilian, he doesn’t start with a department — Derek
Constitution: 11 Intelligence: 20
assigns a 14 to Strength and a 16 to Intelligence in anticipation
Wisdom: 16 Charisma: 16
of acquiring Project: Blue Book at 5th level. He keeps his Wisdom
Vitality: 94 Wounds: 10
and Charisma high and his Dexterity and Constitution low.
Defense: +13 (+13 class) Gary starts as a fixer, giving him the procure and dexterous
Initiative: +12 (+12 class) class abilities, then takes 4 levels in the wire class, bringing him to
Speed: 30 ft. 5th level. At this point in his career, Gary finally becomes an agent
Fort: +8 Ref: +9 Will: +16 and takes 1 level in the operative NPC class. This grants him the
Project: Blue Book department and 1 rank in each of 10 different
Special Attacks: Sneak attack +1d6. skills, plus bonus skill points for his high Intelligence modifier.
Special Qualities: +5 to power rating of 1960s equipment, Gary then takes 1 level in the police official NPC class and once
abrasive, “Before I kill you…” (taunt), dexterous, extensive dossiers, again gains 10 different skill ranks, as well as the Police Training
flawless search, “follow the plan!” (1 level), gremlin, intercept skill feat.
communication 1/session, intuition 1/session, jury-rig +2, mind From there, he takes levels in the provocateur and menace
games (1 level), procure, psy-ops –2, scare tactics, special ability prestige classes, followed by 2 levels in wire. Thanks to the wire’s
(skill mastery — Bureaucracy, Computers, Diplomacy, Driver, skill mastery class ability, Gary can now take 10 with 8 different
Electronics, Knowledge (Espionage), Sense Motive, Spot), undivided skills. He decides that his Safe House is located near a military
attention 1/session. base or college campus in each city, planning to use any of his
4 flawless identities and the hometown hero class ability to
Skills: Bluff +28, Bureaucracy +32 (threat 18–20), Climb +1,
cultivate dozens of useful allies surrounding each. Combined with
Computers +13, Cultures +10, Demolitions +13 (threat 18–20),
a 9th level Personal Lieutenant, Gary now has a formidable
Diplomacy +24, Driver +18, Electronics +13, Forgery +9, Gather
organization and can recruit even more using the harassment rules.
Information +7, Hide +6, Innuendo +20, Intimidate +12/+15,
Knowledge (Espionage) +24, Knowledge (Politics) +15, Languages
+8, Listen +8, Move Silently +5, Open Lock +4, Profession
(Espionage) +10, Profession (Military) +8, Search +10, Sense Motive
+23, Spot +8, Surveillance +11 (threat 18–20), Tumble +1.

67
 mastermind
Later, the Board elects to return to the entertainment
agenda, gaining its next level in that agenda. Though
the Board gains the appropriate bonuses to wealth, tech-
nology, loyalty, and influence, it does not gain the +1
bonus to personnel at all action sites and Fluid Assets
resource typically granted by the entertainment agenda
at 5th level.
Still later, the Board continues to focus on its
entertainment agenda, gaining its next level in that
agenda as well. Since the Board is gaining this new level
in the same agenda in which it last gained a level,
it not only gains the appropriate bonuses to wealth,
technology, loyalty, and influence, but also gains the +1
to all henchmen levels typically granted by the enter-
tainment agenda at 6th level.
Threat Agenda Descriptions
See pages 69–77 for the progression tables corre-
sponding to each of the following new threat agendas.
Agitation
The mastermind or organi-
zation prompts unrest amongst
the populace at large, on either
a local or a global scale. Such
an organization generally
remains behind the scenes,
as it is all too aware that
a public revelation would
direct all the fear and anger
it has been fostering against
the organization itself.
Anarchist
The mastermind or organi-
zation promotes chaos and
anarchy — most often in a spe-
cific area and for a specific
reason (such as to sell
weapons). Very rarely does such a threat seek to plunge
the entire world into chaos, though this can sometimes
be a prelude to establishing a New World Order.
Anarchist threats generally lack focused leadership,
though their minions are often extremely capable.
Counter
The mastermind or organization is dedicated
to countering the Agency’s efforts. Perhaps the master-
mind or organization is loyal to an opposing nation,
or competes within the same intelligence community
for increased funding and jurisdiction. Note that
this agenda is particularly appropriate for a villain
campaign (see page 107).
68
Credibility
The mastermind or organization attempts to estab-
lish itself as a legitimate organization, in the business,
intelligence, or political arenas. This agenda frequently
replaces another agenda — such as megalomania — once
the first agenda has been fulfilled.
Enlightenment
The threat or organization seeks the intellectual
advancement of humankind, whether humankind wants
it or not. While not overtly dangerous, such a threat can
foster the pursuit of knowledge to grow out of control
(e.g. by accidentally sparking an epidemic while studying
a new virus, or by scrambling worldwide air traffic
signals while testing a new communications technology).
Entertainment
The mastermind or organization considers the inter-
national game of espionage to be just that — a game.
Members enjoy testing themselves against the Agency
and other players, and have little concern for the con-
sequences of their actions.
For an example of a threat
pursuing this agenda, see the
Board in the Gentlemen’s
Agreement Season Book.
Luddite
The mastermind or orga-
nization seeks to eliminate
technology, or to simply the
halt technological advance-
ment. Either of these goals
may apply to technology in
general, or to specific fields
(such as the elimination
of genetic engineering, space
travel, or mechanizing the
work force). Members of
such an organization tend to rely on themselves rather
than their gear, making them effective operatives in
a variety of diverse situations.
Proletarian
The mastermind or organization believes in and
supports the ascension of the common man over power
structures imposed upon him by an elite few. The threat
strives to bring down such powerful individuals and
groups, usually to replace them with a much broader
distribution of power — or, frequently, the threat
organization itself.
 organization
Propaganda
The mastermind or organization wishes to spread
its message throughout the world’s population,
or perhaps across a much smaller area. The
organization need not believe the message is the
truth — indeed, the most effective propaganda
machines are often those that can make a cold,
calculated, logical debate, rather than an argument
born of passion.
Revelation
The mastermind or organization strives to drop the
veil before the public’s eyes, revealing something it feels
the public must know. This agenda is of particular
concern when the Agency or its parent government
has something to hide.
Terrorist
The mastermind or organization attempts to breed
fear in the heart of the populace, either in a specific
region or worldwide. Frequently, this is a means to
a political end, though often the battle is alternately one
of ideology. Regardless, a threat with this agenda rarely
has any compunction about committing even the most
reprehensible acts.
Visionary
The mastermind or organization seeks to remake the
world — or a significant portion of it — to match its
grand vision. On its surface, this agenda usually seems
beneficial to the world at large, promoting one world
government, for example, or the elimination of nuclear
arms. The means through which a threat pursues such
a goal, however, are what set it against the Agency.

Table 3.1: Agitation Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +0 +1 +1 +1 level for each minion
2 +0 +0 +2 +2 +1 scope, Propaganda
3 +1 +1 +2 +2 +5 to DC of each favor check targeting the organization
4 +1 +1 +3 +3 +1 level for each henchman
5 +1 +1 +4 +4 +2 levels for each mastermind, Legitimate Front
6 +1 +2 +4 +5 +1 level for each minion (+2 total)
7 +2 +2 +5 +5 +1 scope (+2 total), Public Support
8 +2 +3 +5 +6 +5 to DC of each favor check targeting the organization (+10 total)
9 +2 +3 +6 +7 +1 level for each henchman (+2 total)
10 +3 +3 +7 +7 +2 levels for each mastermind (+4 total), Government Affiliation

Table 3.2: Anarchist Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +0 +1 +1 +1 level for each minion
2 +0 +1 +1 +2 +1 level for each henchman
3 +1 +1 +0 +3 +1 scope, Faceless Legions
4 +1 +2 +0 +4 +1 level for each minion (+2 total)
5 +2 +2 -1 +5 +2 levels for each mastermind
6 +2 +3 -1 +6 +1 level for each minion (+3 total)
7 +3 +3 -2 +7 +1 level for each henchman (+2 total)
8 +3 +4 -2 +8 +1 scope (+2 total), Elite Guard
9 +4 +4 -3 +9 +1 level for each minion (+4 total)
10 +4 +5 -3 +10 +2 levels for each mastermind (+4 total)

Table 3.3: Assassination

Level Wealth Tech Loyalty Influence Special
1 +0 +1 +2 +0 +1 level for each henchman
2 +0 +2 +2 +1 +2 secrecy at each action site
3 +0 +3 +2 +2 +1 to each special characters’ attack roll threat ranges
4 +0 +3 +3 +3 +2 GC action dice at the start of each session
5 +0 +3 +4 +4 +1 level for each henchman (+2 total)
6 +1 +4 +4 +4 +1 level for each henchman (+3 total)
7 +1 +6 +5 +4 +2 secrecy at each action site (+4 total)
8 +1 +7 +5 +5 +1 to each standard characters’ attack roll threat ranges (+2 total)
9 +1 +8 +5 +6 –1 action die to each agent at the start of each session
10 +2 +8 +7 +6 +1 level for each henchman (+4 total)

69
 mastermind
Table 3.4: Conquest Agenda
Level Wealth Tech Loyalty Influence Special
1 +1 +0 +1 +0 +1 level for each minion
2 +2 +0 +2 +0 +2 personnel at each action site
3 +2 +1 +4 +0 +1 scope, Departmental Training
4 +2 +2 +4 +1 +2 levels for each mastermind
5 +3 +2 +5 +1 +1 level for each minion (+2 total)
6 +3 +2 +6 +2 +1 level for each minion (+3 total)
7 +4 +2 +7 +2 +2 security at each action site
8 +4 +3 +9 +2 +2 scope (+3 total), Public Support
9 +4 +4 +9 +3 +2 levels for each mastermind (+4 total)
10 +4 +4 +10 +4 +1 level for each minion (+4 total)

Table 3.5: Control Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +1 +0 +1 +1 scope, Manipulators
2 +1 +1 +1 +1 +2 personnel at each action site
3 +1 +1 +2 +2 +1 scope (+2 total), Media Blackout
4 +2 +1 +3 +2 +1 level for each henchman
5 +2 +2 +3 +3 +2 personnel and +2 security at mastermind’s HQ
6 +2 +3 +3 +4 +1 scope (+3 total), Dungeons
7 +3 +3 +4 +4 +2 security at each action site
8 +3 +3 +5 +5 +1 scope (+4 total), Torture Chambers
9 +4 +3 +6 +5 +1 level for each henchman (+2 total)
10 +4 +4 +6 +6 +2 personnel and +2 security at mastermind’s HQ (+4 total each)

Table 3.6: Counter Agenda

Level Wealth Tech Loyalty Influence Special
1 +1 +1 +0 +0 +2 secrecy at each action site
2 +2 +1 +1 +0 +2 security at each action site
3 +2 +2 +1 +1 +1 scope, Departmental Access
4 +2 +4 +2 +1 +2 personnel at each action site
5 +2 +4 +3 +2 +1 level for each henchman
6 +3 +4 +4 +2 +2 secrecy at each action site (+4 total)
7 +4 +5 +4 +2 +2 security at each action site (+4 total)
8 +4 +6 +6 +2 +1 scope (+2 total), Departmental Training
9 +4 +7 +6 +3 +2 personnel at each action site (+4 total)
10 +4 +8 +6 +4 +1 level for each henchman (+2 total)

Table 3.7: Credibility Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +0 +3 +0 +2 secrecy and +2 security at mastermind’s HQ
2 +0 +0 +4 +1 +1 level for each henchman
3 +0 +0 +4 +2 +1 scope, Manipulators
4 +1 +0 +4 +3 +1 level for each mastermind, Legitimate Front
5 +1 +0 +5 +4 +1 scope (+2 total), Nerve Center
6 +1 +1 +5 +5 +1 scope (+3 total), Integrated Agendas
7 +1 +1 +6 +6 +2 secrecy at each action site
8 +1 +2 +6 +7 +1 level for each minion
9 +1 +2 +6 +8 +1 level for each henchman
10 +2 +2 +6 +9 +2 levels for each mastermind (+3 total)

70
 organization
Table 3.8: Destruction Agenda
Level Wealth Tech Loyalty Influence Special
1 +0 +1 +2 +0 +1 level for each minion
2 +0 +2 +3 +0 +1 level for each henchman
3 +1 +3 +3 +1 +1 scope, Weapons of Mass Destruction
4 +1 +3 +4 +2 +2 levels for each mastermind
5 +2 +4 +4 +2 +1 scope (+2 total), +1 new threat resource
6 +2 +5 +6 +2 +1 level for each minion (+2 total)
7 +2 +6 +7 +2 +1 level for each henchman (+2 total)
8 +3 +7 +7 +3 +1 scope (+3 total), Satellite Network
9 +3 +7 +8 +4 +2 levels for each mastermind (+4 total)
10 +4 +8 +8 +4 +1 scope (+4 total), Orbital Bombardment

Table 3.9: Enlightenment

Level Wealth Tech Loyalty Influence Special
1 +0 +1 +2 +0 +2 levels for each mastermind
2 +0 +3 +3 +0 +2 secrecy and +2 security at mastermind’s HQ
3 +0 +4 +3 +1 +1 scope, R&D Division
4 +1 +4 +4 +1 +1 scope (+2 total), Legitimate Front
5 +1 +5 +4 +2 +1 scope (+3 total), Benevolent
6 +1 +6 +6 +2 +1 level for each henchman
7 +1 +8 +7 +2 +2 levels for each mastermind (+4 total)
8 +1 +9 +7 +3 +1 secrecy and +2 security at each action site
9 +2 +9 +8 +3 +1 scope (+4 total), Public Sympathy
10 +2 +10 +8 +4 +1 scope (+5 total), Self-Destruct Mechanism

Table 3.10: Entertainment Agenda

Level Wealth Tech Loyalty Influence Special
1 +1 +0 -1 +1 +1 level for each henchman
2 +2 +0 -2 +2 +1 scope, Filthy Stinking Rich
3 +3 +0 -3 +3 +2 levels for each mastermind
4 +4 +0 -4 +4 +1 scope (+2 total), Private Collection
5 +5 +0 -5 +5 +1 personnel at each action site, Fluid Assets
6 +6 +0 -6 +6 +1 level for each henchman (+2 total)
7 +7 +0 -7 +7 +1 scope (+3 total), Escape Route
8 +8 +0 -8 +8 +2 levels for each mastermind (+4 total)
9 +9 +0 -9 +9 +1 scope (+4 total), +1 security at each action site
10 +10 +0 -10 +10 +1 personnel and +1 security at each action site (+2 total each)

Table 3.11: Evolution Agenda

Level Wealth Tech Loyalty Influence Special
1 +1 +1 +0 +0 +1 level for each minion
2 +1 +4 +0 +0 +1 scope, Weapons of Mass Destruction
3 +1 +6 +1 +0 +8 skill points for each special character
4 +1 +9 +1 +0 +1 scope (+2 total), Master Plan
5 +1 +10 +1 +1 +1 level for each minion (+2 total)
6 +2 +11 +1 +1 +1 level for each minion (+3 total)
7 +2 +14 +1 +1 +1 scope (+3 total), +1 new threat resource
8 +2 +16 +2 +1 +1 to each ability score for each special character
9 +2 +19 +2 +1 +1 scope (+4 total), +1 new threat resource (+2 total)
10 +2 +20 +2 +2 +1 level for each minion (+4 total)

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Table 3.12: Expansion Agenda
Level Wealth Tech Loyalty Influence Special
1 +0 +1 +0 +1 +1 scope, +1 new threat resource
2 +1 +2 +0 +1 +1 scope (+2 total), +1 new threat resource (+2 total)
3 +1 +2 +1 +2 +1 scope (+3 total), +1 new threat resource (+3 total)
4 +1 +3 +1 +3 +1 level for each henchman
5 +2 +4 +1 +3 +1 scope (+4 total), +1 new threat resource (+4 total)
6 +2 +5 +1 +4 +1 scope (+5 total), +1 new threat resource (+5 total)
7 +3 +6 +1 +4 +1 scope (+6 total), +1 new threat resource (+6 total)
8 +3 +6 +2 +5 +1 scope (+7 total), +1 new threat resource (+7 total)
9 +3 +7 +2 +6 +1 level for each henchman (+2 total)
10 +4 +8 +2 +6 +1 scope (+8 total), +1 new threat resource (+8 total)

Table 3.13: Extinction Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +0 +3 +0 +2 personnel at each action site
2 +0 +1 +5 +0 +2 secrecy and +2 security at mastermind’s HQ
3 +0 +2 +6 +0 +1 level for each henchman
4 +0 +2 +7 +1 +2 personnel at each action site (+4 total)
5 +0 +2 +10 +1 +1 scope, +1 new threat resource
6 +0 +2 +13 +1 +2 personnel at each action site (+6 total)
7 +0 +3 +15 +1 +2 secrecy and +2 security at mastermind’s HQ (+4 total each)
8 +0 +4 +16 +1 +2 level for each henchman (+2 total)
9 +0 +4 +17 +2 +2 personnel at each action site (+8 total)
10 +0 +4 +20 +2 +1 scope (+2 total), +1 new threat resource (+2 total)

Table 3.14: Genocide Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +1 +2 +0 +1 level for each minion
2 +1 +2 +2 +0 +1 scope, Fleet Support
3 +2 +3 +2 +0 +2 levels for each mastermind
4 +3 +3 +3 +0 +1 scope (+2 total), Hardened Killers
5 +3 +4 +3 +1 +2 to each minion squad’s size
6 +3 +5 +5 +1 +1 level for each minion (+2 total)
7 +4 +6 +5 +1 +1 scope (+3 total), Death Camps
8 +5 +7 +5 +1 +2 levels for each mastermind (+4 total)
9 +6 +7 +6 +1 +1 scope (+4 total), Worse Than Death
10 +6 +8 +6 +2 +2 to each minion squad’s size (+4 total)

Table 3.15: Grail Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +2 +1 +0 +1 level for each henchman
2 +0 +3 +1 +1 +2 personnel and +2 security at mastermind’s HQ
3 +1 +4 +1 +1 +1 level for each henchman (+2 total)
4 +1 +6 +2 +1 +1 level for each henchman (+3 total)
5 +1 +7 +2 +2 +1 scope, Exotic Poisons
6 +1 +9 +3 +2 +1 level for each henchman (+4 total)
7 +1 +10 +3 +3 +1 personnel and +2 security at mastermind’s HQ
(+4 total each), Worse Than Death
8 +2 +11 +3 +3 +1 level for each henchman (+5 total)
9 +2 +13 +4 +3 +1 level for each henchman (+6 total)
10 +2 +14 +4 +4 +1 scope (+2 total), Fanatics

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Table 3.16: Greed Agenda
Level Wealth Tech Loyalty Influence Special
1 +1 +0 +0 +0 +2 security at each action site
2 +2 +0 +0 +1 +1 level for each henchman
3 +3 +1 +0 +1 +1 scope, +1 new threat resource
4 +4 +1 +0 +1 +2 security at each action site (+4 total)
5 +5 +1 +0 +2 +1 scope (+2 total), +1 new threat resource (+2 total)
6 +6 +1 +0 +2 +2 security at each action site (+6 total)
7 +7 +1 +0 +3 +1 level for each henchman (+2 total)
8 +8 +2 +0 +3 +1 scope (+3 total), Filthy Stinking Rich
9 +9 +2 +0 +3 +2 security at each action site (+8 total)
10 +10 +2 +0 +4 +1 scope (+4 total), Private CollectionLuddite Agenda

Table 3.17: Luddite Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +0 +3 +0 +1 personnel at each action site, Worse Than Death
2 +0 +0 +4 +1 +1 level for each henchman
3 +1 +0 +5 +1 +1 scope, Fanatics
4 +1 +0 +6 +2 +2 levels for each mastermind
5 +1 +0 +7 +3 +1 scope (+2 total), +1 new threat resource
6 +2 +0 +8 +3 +1 security at each action site, Exotic Poisons
7 +2 +0 +9 +4 +1 level for each henchman (+2 total)
8 +2 +0 +10 +5 +1 scope (+3 total), Martyrs
9 +3 +0 +11 +5 +2 levels for each mastermind (+4 total)
10 +3 +0 +12 +6 +1 scope (+4 total), +1 new threat resource (+2 total)

Table 3.18: Meddler Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +1 +0 +1 +1 to each special characters’ skill check threat ranges
2 +1 +2 +0 +1 +5 to DC of each favor check targeting the organization
3 +1 +2 +1 +2 +1 level for each henchman
4 +2 +3 +1 +2 +2 secrecy and +2 security at mastermind’s HQ
5 +2 +3 +2 +3 +1 scope, Moles
6 +2 +4 +2 +4 +1 to each standard characters’ skill check threat ranges (+2 total)
7 +3 +5 +2 +4 +5 to DC of each favor check targeting the organization (+10 total)
8 +3 +5 +3 +5 +1 level for each henchman (+2 total)
9 +4 +6 +3 +5 +2 secrecy and +2 security at mastermind’s HQ (+4 total each)
10 +4 +6 +4 +6 +1 scope (+2 total), Master Plan

Table 3.19: Megalomania

Level Wealth Tech Loyalty Influence Special
1 +0 +1 +0 +1 +2 personnel and +2 security at mastermind’s HQ
2 +0 +2 +0 +2 +2 levels for each mastermind
3 +0 +2 +1 +3 +2 levels for each mastermind (+4 total)
4 +0 +2 +1 +4 +1 scope, Private Collection
5 +1 +2 +1 +5 +2 levels for each mastermind (+6 total)
6 +1 +3 +1 +6 +2 personnel and +2 security at mastermind’s HQ (+4 total each)
7 +1 +4 +1 +7 +2 levels for each henchman
8 +1 +4 +2 +8 +2 levels for each mastermind (+8 total)
9 +1 +4 +2 +9 +1 scope (+2 total), Hunting Grounds
10 +2 +4 +2 +10 +2 levels for each henchman (+4 total)

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Table 3.20: Peace Agenda
Level Wealth Tech Loyalty Influence Special
1 +0 +0 +1 +1 +2 levels for each mastermind
2 +0 +0 +2 +2 +1 to each special characters’ skill check threat ranges
3 +1 +0 +2 +2 +1 scope, Manipulators
4 +2 +0 +2 +3 +2 personnel at each action site
5 +2 +0 +3 +4 +5 to DC of each favor check targeting the organization
6 +2 +0 +4 +5 +2 levels for each mastermind (+4 total)
7 +2 +0 +5 +6 +1 to each standard characters’ skill check threat ranges
8 +3 +0 +5 +6 +1 scope (+2 total), Benevolent
9 +4 +0 +5 +7 +2 personnel at each action site (+4 total)
10 +4 +0 +6 +8 +5 to DC of each favor check targeting the organization (+10 total)

Table 3.21: Political

Level Wealth Tech Loyalty Influence Special
1 +0 +0 +0 +1 +1 scope, Manipulators
2 +1 +0 +0 +2 +1 personnel and +1 security at each action site
3 +1 +0 +1 +3 +1 to each special characters’ skill check threat ranges
4 +1 +0 +1 +4 +1 scope (+2 total), Manipulators
5 +2 +0 +1 +5 +2 levels for each mastermind
6 +2 +0 +1 +6 +1 scope (+3 total), Moles
7 +3 +0 +1 +7 +1 personnel and +1 security at each action site (+2 total each)
8 +3 +0 +2 +8 +1 to each standard characters’ skill check threat ranges
9 +3 +0 +2 +9 +1 scope (+4 total), Public Support
10 +4 +0 +2 +10 +2 levels for each mastermind (+4 total)

Table 3.22: Power Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +1 +0 +1 +1 scope, +1 new threat resource
2 +1 +2 +0 +1 +1 scope (+2 total), Worse Than Death
3 +1 +2 +0 +2 +1 scope (+3 total), +1 new threat resource (+2 total)
4 +2 +2 +0 +3 +2 to each minion squad’s size
5 +3 +2 +1 +3 +1 scope (+4 total), +1 new threat resource (+3 total)
6 +3 +3 +1 +4 +1 scope (+5 total), +1 new threat resource (+4 total)
7 +4 +4 +1 +4 +1 scope (+6 total), Fanatics
8 +4 +4 +1 +5 +1 scope (+7 total), +1 new threat resource (+5 total)
9 +5 +4 +1 +6 +2 to each minion squad’s size (+4 total)
10 +6 +4 +2 +6 +1 scope (+8 total), +1 new threat resource (+6 total)

Table 3.23: Proletarian

Level Wealth Tech Loyalty Influence Special
1 +0 +0 +1 +1 +1 personnel and +1 security at each action site
2 +0 +0 +2 +2 +1 to each standard characters’ skill check threat ranges
3 +0 +1 +2 +3 +1 scope, Propaganda
4 +1 +1 +3 +3 +1 to each standard characters’ attack roll threat ranges
5 +1 +1 +4 +4 +1 level for each mastermind, Master Plan
6 +1 +1 +5 +5 +1 personnel and +1 security at each action site (+2 total each)
7 +1 +1 +6 +6 +2 to each minion squad’s size
8 +1 +2 +6 +7 +1 scope (+2 total), Public Sympathy
9 +2 +2 +7 +7 +1 level for each minion
10 +2 +2 +8 +8 +1 scope (+3 total), Foolproof Plan

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Table 3.24: Propaganda Agenda
Level Wealth Tech Loyalty Influence Special
1 +0 +0 +1 +1 +1 scope, Propaganda
2 +0 +1 +1 +2 +2 levels for each mastermind
3 +1 +1 +2 +2 +2 secrecy and +2 security at mastermind’s HQ
4 +1 +1 +3 +3 +1 scope (+2 total), Legitimate Front
5 +1 +2 +3 +4 +1 level for each henchman
6 +1 +2 +4 +5 +1 scope (+3 total), Public Sympathy
7 +1 +3 +4 +6 +2 levels for each mastermind (+4 total)
8 +2 +3 +5 +6 +1 secrecy and +1 security at each action site
9 +2 +3 +6 +7 +1 scope (+4 total), Public Support
10 +2 +4 +6 +8 +1 level for each henchman (+2 total)

Table 3.25: Reconstruction

Level Wealth Tech Loyalty Influence Special
1 +1 +1 +0 +0 +1 level for each henchman
2 +1 +2 +0 +1 +1 level for each mastermind
3 +2 +2 +1 +1 +1 scope, Raw Recruits
4 +2 +3 +1 +2 +1 level for each henchman (+2 total)
5 +3 +3 +1 +3 +1 level for each mastermind (+2 total)
6 +4 +4 +1 +3 +1 level for each henchman (+3 total)
7 +4 +5 +1 +4 +1 level for each mastermind (+3 total)
8 +5 +5 +2 +4 +1 scope (+2 total), +1 new threat resource
9 +5 +6 +2 +5 +1 level for each henchman (+4 total)
10 +6 +6 +2 +6 +1 level for each mastermind (+4 total)

Table 3.26: Redemption Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +0 +2 +1 +2 levels for each minion
2 +0 +2 +3 +1 +1 level for each mastermind
3 +1 +2 +4 +1 +1 scope, Fanatics
4 +1 +2 +5 +2 +2 levels for each henchman
5 +2 +2 +6 +2 +1 level for each mastermind (+2 total)
6 +2 +2 +8 +3 +2 levels for each minion (+4 total)
7 +2 +4 +9 +3 +1 level for each mastermind (+3 total)
8 +3 +4 +10 +3 +1 scope (+2 total), Martyrs
9 +3 +4 +11 +4 +2 levels for each henchman (+4 total)
10 +4 +4 +12 +4 +1 level for each mastermind (+4 total)

Table 3.27: Revelation Agenda

Level Wealth Tech Loyalty Influence Special
1 +1 +1 +0 +0 +1 level for each minion
2 +2 +1 +1 +0 +1 scope, Worse Than Death
3 +3 +2 +1 +0 +1 level for each henchman
4 +3 +2 +1 +0 +1 scope (+2 total), Fanatics
5 +3 +2 +1 +3 +2 levels for each mastermind
6 +3 +4 +2 +3 +1 level for each minion (+2 total)
7 +4 +3 +2 +4 +1 scope (+3 total), +1 new threat resource
8 +4 +3 +3 +5 +1 level for each henchman (+2 total)
9 +4 +3 +4 +6 +1 scope (+4 total), +1 new threat resource (+2 total)
10 +4 +3 +5 +7 +2 levels for each mastermind (+4 total)

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Table 3.28: Revenge Agenda
Level Wealth Tech Loyalty Influence Special
1 +0 +0 +2 +0 +1 scope, Hardened Killers
2 +0 +1 +3 +1 +2 levels for each mastermind
3 +0 +2 +3 +2 +1 level for each minion
4 +1 +3 +3 +2 +2 levels for each mastermind (+4 total)
5 +1 +3 +4 +3 +2 levels for each mastermind (+6 total)
6 +1 +3 +6 +3 +1 scope (+2 total), Master Plan
7 +1 +4 +7 +4 +2 levels for each henchmen
8 +1 +5 +7 +5 +1 levels for each minion (+2 total)
9 +2 +6 +7 +5 +2 levels for each henchman (+4 total)
10 +2 +6 +8 +6 +2 levels for each mastermind (+8 total)

Table 3.29: Secrecy Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +1 +0 +1 +1 scope, Secret Identification Method
2 +1 +2 +0 +1 +1 secrecy and +1 security at each action site
3 +1 +2 +1 +2 +1 scope (+2 total), Secure Communications
4 +2 +3 +1 +2 +1 secrecy and +1 security at each action site (+2 total)
5 +2 +4 +1 +3 +1 scope (+3 total), Media Blackout
6 +2 +5 +1 +4 +1 scope (+4 total), Nerve Center
7 +3 +6 +1 +4 +1 secrecy and +1 security at each action site (+3 total)
8 +3 +6 +2 +5 +1 scope (+5 total), Integrated Agendas
9 +4 +7 +2 +5 +1 secrecy and +1 security at each action site (+4 total)
10 +4 +8 +2 +6 +1 scope (+6 total), Foolproof Plan

Table 3.30: Subversion Agenda

Level Wealth Tech Loyalty Influence Special
1 +0 +2 +0 +0 +1 level for each henchman
2 +0 +3 +0 +1 +1 scope, Manipulators
3 +0 +4 +0 +2 +1 level for each mastermind
4 +0 +4 +1 +3 +2 secrecy at each action site
5 +0 +5 +1 +4 +1 scope (+2 total), Moles
6 +0 +7 +1 +4 +1 level for each henchman (+2 total)
7 +0 +8 +1 +5 +1 scope (+3 total), Legitimate Front
8 +0 +9 +1 +6 +1 level for each mastermind (+2 total)
9 +0 +9 +2 +7 +2 secrecy at each action site (+4 total)
10 +0 +10 +2 +8 +1 scope (+4 total), Government Affiliation

Table 3.31: Takeover Agenda

Level Wealth Tech Loyalty Influence Special
1 -1 +1 +0 +2 +2 security at each action site
2 -1 +1 +1 +3 +2 security at each action site (+4 total)
3 +0 +2 +1 +3 +5 to DC of each favor check targeting the organization
4 +1 +2 +1 +3 +1 scope, Media Blackout
5 +3 +2 +1 +3 +1 scope (+2 total), +1 new threat resource
6 +2 +3 +1 +5 +2 personnel at each action site
7 +2 +3 +2 +6 +2 personnel at each action site (+4 total)
8 +3 +4 +2 +6 +5 to DC of each favor check targeting the organization (+10 total)
9 +4 +4 +2 +6 +1 scope (+3 total), +1 new threat resource (+2 total)
10 +6 +4 +2 +6 +1 scope (+4 total), +1 new threat resource (+3 total)

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Table 3.32: Terrorist Agenda

Level Wealth Tech Loyalty Influence Special
1 +1 +0 +1 +0 +1 scope, Worse Than Death
2 +2 +1 +1 +0 +1 level for each henchman
3 +2 +2 +3 +0 +1 secrecy and +1 security at each action site
4 +3 +2 +4 +0 +2 levels for each mastermind
5 +2 +4 +5 +1 +1 scope (+2 total), Fanatics
6 +2 +4 +6 +2 +1 scope (+3 total), Martyrs
7 +2 +5 +6 +3 +1 level for each henchman (+2 total)
8 +2 +6 +6 +4 +2 personnel at each action site
9 +2 +6 +6 +4 +2 levels for each mastermind (+4 total)
10 +2 +6 +6 +7 Government Affiliation, Weapons of Mass Destruction

Table 3.33: Transformation

Level Wealth Tech Loyalty Influence Special
1 +0 +2 -1 +1 +1 scope, Fall Guy
2 +1 +3 -1 +1 +1 level for each henchman
3 +2 +3 -1 +1 +2 personnel and +2 security at mastermind’s HQ
4 +3 +3 -1 +2 +1 scope (+2 total), +1 new threat resource
5 +3 +3 +2 +2 +2 levels for each mastermind
6 +3 +5 +1 +3 +1 scope (+3 total), Integrated Agendas
7 +4 +6 +1 +3 +1 level for each henchman (+2 total)
8 +5 +6 +1 +3 +2 personnel and +2 security at mastermind’s HQ (+4 total each)
9 +6 +6 +1 +4 +1 scope (+4 total), +1 new threat resource (+2 total)
10 +6 +6 +4 +4 +2 levels for each mastermind (+4 total)

Table 3.34: Visionary Agenda

Level Wealth Tech Loyalty Influence Special
1 +1 +0 +1 +0 +2 secrecy and +2 security at mastermind’s HQ
2 +2 +1 +1 +0 +1 scope, Benevolent
3 +2 +2 +1 +1 +2 levels for each mastermind
4 +2 +2 +2 +2 +1 scope (+2 total), +1 secrecy at each action site
5 +3 +2 +3 +2 +1 level for each henchman
6 +4 +2 +4 +2 +1 scope (+3 total), Legitimate Front
7 +5 +3 +4 +2 +1 level for each mastermind (+3 total), Public Sympathy
8 +5 +4 +4 +3 +1 scope (+4 total), Public Support
9 +5 +4 +5 +4 +1 level for each minion
10 +6 +4 +6 +4 +1 scope (+5 total), Government Affiliation

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N EW T HREAT
RESOURCES
The following new resources may be acquired by any
threat, per the rules on page 98 of the Fixer/Pointman
Class Guide.
Basic Cloning
The organization has the technology to create
primitive clones.
Prerequisites: Technology 7+, wealth 6+.
Benefit: Through the use of genetic manipulation,
the organization can create clones of specific individu-
als. Each clone has an MP cost equal to the cost of
an identical henchman, and matures to the desired age
at 100 times the standard rate (e.g. a 30-year old clone
matures in 3.6 months). A clone created with this threat
resource is identical in all physical respects to the
individual copied, but is a blank slate, possessing no
skills, personality, memories. The clone is capable of
basic speech and can communicate about as well as
an average teenager at its “birth”.
Unfortunately, the clone is physically unstable
and degrades quickly. At 2d20+8 hours past the clone’s
maturation, the clone suffers a fatal stroke and dies.
For more cloning-oriented threat resources, see the
Shop Threat Book, page 85.
Possible Sites: Private clinic, guarded hospital wing,
university research lab.
Benevolent
The organization has managed to dupe the world —
and even the Agency — into believing that it is largely
harmless, and its public relations machine continues
to grind away to support this false front every minute
of every day.
Prerequisites: Credibility, enlightenment, grail,
peace, or visionary agenda.
Benefit: At the beginning of each serial during which
the agents are scheduled to contend with this threat,
the GC may spend a number of his action dice up to the
site’s hierarchy rating to reduce each agents’ available
GP by the number of action dice spent. This modifier
only affects GP gained from the mission’s threat code,
and has no effect upon each agent’s class-granted GP.
Possible Sites: Popular grass roots political move-
ment’s HQ, public relations office, soup kitchen.
Bundle Dispensary
Having taken a cue from the Agency and its peers,
the organization bundles mission-critical gear in
uniform packages and trains its personnel to take
full advantage of them in the field.
78
Prerequisites: Wealth 5+.
Benefit: Each minion type gains 1 bundle costing 25
BP or less at no cost.
Possible Sites: Cargo freighter, dockside warehouse,
manufacturing plant.
Death Camps
The organization maintains death camps in which
prisoners spend their last — often very painful — days.
Prerequisites: Loyalty 8+.
Benefit: When the agents are located in an action
site controlled by the organization, all morale penalties
inflicted upon them are increased by an additional 1⁄2 the
site’s hierarchy rating (rounded down).
Possible Sites: Former Agency operative chain gang,
subterranean manufacturing plant, wilderness work camp.
Dungeons
The organization maintains a large, subterranean
prison complex.
Prerequisites: Influence 5+, wealth 4+.
Benefit: If one of the organization’s masterminds or
henchmen captures the agents, the DCs of the agents’
skill checks are increased by the hierarchy level of the
action site in which they were captured until the team
leaves the premises.
Possible Sites: Castle dungeon, corrupt penitentiary,
remote island interrogation center.
Elite Guard
The organization assigns a cadre of bodyguards to
its most critical staff.
Prerequisites: Loyalty 7+, Faceless Legions.
Benefit: Each of the organization’s masterminds,
henchmen, and foils is accompanied by a number of
bodyguards equal to his agent level +2 at all times, even
when not on duty. These bodyguards are culled from
one of the minion types featured in the same serial, but
are encountered in addition to the minions typically
encountered during the serial.
Possible Sites: Bloodsport arena, “doubling” prison,
paramilitary training camp.
Faceless Legions
The organization supports an inordinate number of
minions.
Prerequisites: Loyalty 3+.
Benefit: When the agents encounter one or more
minion squads in an action site controlled by the
organization, the GC may roll 1 die and add a number
of minions to each of the encountered squads equal to
the result. The die type rolled is equal to the highest
action die type possessed by any agent (though the die
granted by this threat resource is not an action die and
does not explode).
 organization
Possible Sites: Cubicle farm, military boot camp,
prison compound.
Fearsome Reputation
The organization is so feared that people speak of it
only in hushed whispers.
Prerequisites: Influence 5+, Hardened Killers.
Benefit: The DCs and error ranges of all Gather
Information checks made to gain information about the
organization or its resources are increased by the site’s
hierarchy rating. Further, if an agent making such
a check scores a threat, he must spend an additional
action die to activate it as a critical success.
Possible Sites: Mass grave, organized crime head-
quarters, secret police headquarters.
Fluid Assets
The organization is incredibly wealthy, allowing it
to maintain several pools of emergency funds for
unexpected upsets.
Prerequisites: Wealth 8+.
Benefit: This threat resource grants no immediate
benefit on its own. Instead, at the beginning of any
serial, the GC may choose any other threat resource for
which the organization meets all agenda and resource
prerequisites, and exceeds all power base rating prerequi-
sites by at least 2. If this increases a power base rating
prerequisite above that rating’s standard maximum, that
resource is unavailable using Fluid Assets.
Example: At the start of a serial, the GC wants
to replace Fluid Assets with Integrated Agendas. The
organization must possess the Nerve Center threat
resource and a scope rating of 6 or higher.
Example 2: At the start of a serial, the GC wants
to replace Fluid Assets with Dungeons. the organization
must possess an influence rating of 7 or higher and
a wealth rating of 6 or higher.
Possible Sites: Hidden Nazi gold stockpile, Swiss
bank, secret vault.
Foolproof Plan
The organization has not only considered every
contingency, but taken measures to foil all possible
interference.
Prerequisites: Influence 8+, Master Plan.
Benefit: When an agent is located at an action site
controlled by the organization, he must spend 1 addition-
al action die when he spends one or more action dice
for any purpose other than to activate a threat or error.
This additional action die grants no additional benefit.
Possible Sites: Secure office complex, booby-trapped
mansion, well-patrolled fortress.
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Integrated Agendas
The organization is sufficiently well coordinated
that it may pursue multiple agendas at once, without
perceptible loss of efficiency.
Prerequisites: Scope 4+, Nerve Center.
Benefit: The organization may alternately gain
levels in any number of different agendas without
losing access to the Special benefits of any (see page 66
for more information about gaining multiple agendas).
Possible Sites: Bureaucratic office, situation room,
think tank.
Master Plan
The organization has considered every contingency.
Prerequisites: Influence 4+.
Benefit: Once per session, when one of the organi-
zation’s masterminds or henchmen is located within 30
miles of the action site containing this threat resource,
the character may spend 1 action die to gain any class
ability offered by a class in which he already possesses
at least 1 level. This class ability must be offered at
a level equal to his current level in the class +1⁄2 the
organization’s current influence rating (rounded down).
Possible Sites: Chemical lab, mystic commune, secret
project warehouse.
Motor Pool
The organization maintains a well-supplied motor
pool.
Prerequisites: Wealth 5+.
Benefit: Each of the organization’s minion squads
gains a number of bonus GP equal to 1⁄2 the organiza-
tion’s wealth rating (rounded up). These GP may only be
spent to purchase vehicles (but not vehicular gadgets or
ordnance).
Further, each of the organization’s special NPCs
gains a number of bonus GP equal to the organization’s
wealth rating, with the same restrictions.
Possible Sites: Aircraft carrier, helicarrier launch
platform, private airstrip.
Nerve Center
The organization is controlled from one well-
equipped central nerve center.
Prerequisites: Technology 5+.
Benefit: The organization may alternately gain
levels in up to 2 different agendas without losing access
to the Special benefits of either (see page 66 for more
information about gaining multiple agendas).
Possible Sites: Luxury airliner, corporate headquarters,
mountain research facility.
 mastermind
Public Support
The organization’s cause is so widely supported that
even elements within the Agency’s parent government
are inclined not to thwart it.
Prerequisites: Influence 8+, scope 5+.
Benefit: The GC chooses 1 nation, within which the
agents must spend 1 additional action die to make each
favor check and the time required to fulfill each favor
check is doubled. These modifiers apply to all agent favor
checks made in the nation, even those not targeting the
threat organization.
Special: This threat resource may be taken multiple
times, each time granting the same benefits in a different
nation.
Possible Sites: Legislative building, missionary station,
politico’s office.
Public Sympathy
The organization enjoys public sympathy, either
because it harbors genuinely good intentions or due
to skilled spin doctoring.
Prerequisites: Influence 5+, Benevolent.
Benefit: At the beginning of each serial during
which the agents are scheduled to contend with this
threat, the GC may spend a number of his action dice
up to this site’s hierarchy rating reduce each agents’
available BP by 5 × the number of action dice spent.
This modifier only affects BP gained from the mission’s
threat code, and has no effect upon each agent’s
class-granted BP.
Possible Sites: Public relations firm, electronic
billboard control station, TV or radio station.
Self-Destruct Mechanism
The organization routinely rigs its action sites to
explode if compromised, usually in order to prevent
its secrets from being revealed but occasionally merely
out of spite.
Prerequisites: Technology 5+, Martyrs.
Benefit: Each of the organization’s action sites
features a self-destruct mechanism that may be
triggered as a half action by the special NPC in charge
of the facility or set to go off when a set trigger event
occurs, as chosen by the GC when this threat resource
is acquired. Possible trigger events include accessing
a secure area without the proper security clearance,
triggering a trap within the site, or even just tripping
a laser security wire. The GC may choose a different
trigger event for each of the organization’s action sites,
but must immediately choose all of them when this
resource is acquired.
When an action site’s self-destruct mechanism
is triggered, the entire site is reduced to rubble and each
character, vehicle, and object within suffers an amount
of blast damage equal to the site’s hierarchy rating
80
× 2d6. Each character within may make a Reflex save
to reduce this damage to 1⁄2 standard (rounded down),
as usual, and may benefit from evasion and any similar
abilities they possess. The blast increment of this explo-
sion is a number of squares equal to the site’s hierarchy
rating, beginning at the site’s outermost walls.
Possible Sites: Cold War bomb cache, military demo-
litions depot, terrorist bomber cell.
Torture Chambers
The organization maintains a cadre of skilled pain
engineers, furnishing them with a lavish workspace
and all the most impressive implements of the trade.
Prerequisites: Dungeons.
Benefit: The loyalty rating of each of this season’s
foils is increased by the hierarchy rating of the action
site containing this resource. Further, each minion
squad gains a morale bonus with morale checks equal
to the hierarchy rating of the action site containing
this resource.
Possible Sites: Brainwashing and interrogation
facility, Russian gulag, submarine or helicarrier brig
(read: airlock).
BUILDING A THREAT
ORGANIZATION
The process of building a threat organization
is involved. In addition to simply assigning values to
a threat’s various elements, such as its power base values,
henchmen, minions, and so forth, the GC must put a face
to the numbers — and in many cases, each of these
numbers. He must determine the threat’s means and ends,
as well as its weaknesses and many other details.
In order to streamline the process — or at the very
least, jumpstart the creative juices — this section breaks
a threat down into its component parts. New options are
presented for each, along with random tables so that
a GC who wants to quickly create an organization can
do so without worrying about the ideas or the numbers.
While the threats generated from these tables are
random, and therefore may seem outlandish at times,
the tables are structured to present thematically
and mechanically consistent threats, which are ready
to be dropped into any Spycraft game.
Concept
A threat’s concept is shorthand for what the master-
mind or organization is, though not necessarily what
they do or how they do it. Examples include, “elusive
terrorist organization,” “rising world government,”
and “one-man army.”
 organization
In many cases, a threat’s concept suggests several
later choices for the organization. A group of “fanatical
eco-terrorists,” for example, probably foster a grand
scheme that revolves around the preservation of Nature
over Man, for example; while a “financial mogul”
likely possesses the greed agenda. Of course, the GC
should never be afraid to play against type, should
inspiration strike: a squad of “ruthless freelance
assassins” might wish to save the rainforest as much
as the aforementioned eco-terrorists, though perhaps
only because the dense jungles are an excellent place
to hide from international authorities.
Each threat concept’s initial “seed” idea is fairly
simple — many are even archetypical — and the GC
should flesh them out before he uses them in play.
We’ve provided plenty of detailed tables for use later in
this chapter, though the GC should ask himself several
questions to get the ball rolling regardless. What makes
a “rival agency” different from any other such foe?
Perhaps it’s actually a pawn working for a secret
shadow government within the agents’ own nation?
Perhaps the rival agency is made up predominantly
of patriots, men and women who would do anything —
even commit murder — to preserve their ideology. In this
case, the agents should be ethically repelled by the rival
agency, though perhaps occasionally tempted to join in
order to “get the job done.”
A “rogue military division” prompts several different
questions. What flag did the division serve? Is the
division actually a division, or a brigade? A platoon?
A rag-tag mercenary outfit? What is the division
commander’s name, rank, and nationality? When and
why did he go rogue?
Answering such questions is a great head start
toward fleshing out the GC’s threat.
To generate an original threat’s concept, choose
from, or roll 1d20 and consult, Table 3.35: Threat
Concept (see page 82). Descriptions of all results follow.
Corrupt Local/Provincial/National Government: The
threat is an established government, and may even be
part of the agents’ own allegiance. Likely Threat
Options: High influence rating, control agenda, political
machination agenda, Propaganda resource, Public
Support resource, plentiful low-level minions.
Cunning Behind-the-Scenes Manipulator: The threat
is controlled by a shadowy figure that seems to have
interests and influence wherever the agents turn. Likely
Threat Options: High scope rating, megalomania agenda,
subversion agenda, Faceless Legions resource, Integrated
Agendas resource, plentiful, well-paid informants.
Elusive Terrorist Organization: The threat harasses
segments of the global community to achieve a political
or social end. Likely Threat Options: High loyalty rating,
81
high action site secrecy ratings, agitation agenda,
terrorist agenda, Martyrs resource, Secret Identification
Method resource.
Fanatical Eco-Terrorists: The threat seeks to combat
the violence against nature with violence of its own.
Likely Threat Options: High loyalty rating, Luddite
agenda, visionary agenda, Benevolent resource, Public
Sympathy resource.
Financial Mogul: This threat is a mastermind —
or perhaps a group of villains — willing to do anything
the preserve and expand their fortunes. Likely Threat
Options: High wealth rating, expansion agenda, greed
agenda, Filthy Stinking Rich resource, Fluid Assets
resource.
Genetically Engineered Super Soldiers: This threat
is a bit on the fringe, probably masterminded by a mad
scientist or similarly exotic figure. Likely Threat
Options: High technology rating, evolution agenda,
transformation agenda, Basic Cloning resource, Rapid
Transit Link resource.
International Smuggling Cartel: This threat is devot-
ed to financial success through illegal trade, possibly
involving controlled substances, slavery, or weapons.
Likely Threat Options: High wealth rating, power
agenda, secrecy agenda, Media Blackout resource,
Fleet Support resource.
Large Scale Thieving Ring: This threat is a cadre of
high tech thieves, along with the necessary supporting
personnel (i.e. fences, smugglers, etc.). Likely Threat
Options: High personnel rating, conquest agenda, greed
agenda, Exotic Poisons resource, Master Plan resource.
Mad Scientists with Experimental Weapons: This
threat is develops, tests, sells, and/or uses experimental
weaponry. It may leach from the Agency and similar
think tanks, or it might be generations ahead of every-
one else, leading the charge toward the future. Likely
Threat Options: High technology rating, high action site
security ratings, enlightenment agenda, revelation
agenda, Orbital Bombardment resource, Weapons
of Mass Destruction resource.
Masterful Thinker: This threat revels in testing
its genius against the agents. The particular plots
are almost irrelevant, so long as the agents present
a respectable challenge. Likely Threat Options: Meddler
agenda, megalomania agenda, Foolproof Plan resource,
Private Hunting Ground resource.
Mercenary Espionage Team: This threat is the Agency
through a glass darkly, with all-too-similar capabilities,
but an opposing mission. Likely Threat Options: Low
personnel rating (focusing on masterminds, henchmen,
and foils, with few minions), counter agenda, takeover
agenda, Departmental Access resource, Self-Destruct
Mechanism resource.
 mastermind
Modern Day Pirates: This threat consists of raiders Well Meaning Philanthropist: This threat is perhaps
seeking to dominate a region’s transit routes, make the hardest to deal with, as its intentions are often
it rich by capturing and re-selling vehicles and goods, noble, but its methods have debatable merit. Likely
or both. Likely Threat Options: High loyalty rating Threat Options: High wealth rating, meddler agenda,
(as a single traitor could endanger the entire operation), visionary agenda, Independent Energy Source resource,
control agenda, greed agenda, Fearsome Reputation Propaganda resource.
resource, Private Collection resource.
One-Man Army: This threat is dominated by a single Table 3.35: Threat Concept
individual, who may or may not employ flunkies to Roll Concept
do his bidding. Likely Threat Options: High influence 1 Corrupt local/provincial/national government
rating, redemption agenda, revenge agenda, Armory 2 Cunning behind-the-scenes manipulator
resource, Hardened Killers resource. 3 Elusive terrorist organization
Organized Crime Family: This threat is “mobbed up,” 4 Fanatical eco-terrorists
as it were, and is likely either part of, or linked to, 5 Financial mogul
a known cartel such as the Russian Mafia, the Italian 6 Genetically engineered super soldiers
Mob, or the Chinese Triads. Likely Threat Options: High 7 International smuggling cartel
influence and loyalty ratings, peace agenda, revenge 8 Large scale thieving ring
agenda, Fall Guy resource, Legitimate Front resource. 9 Mad scientists with experimental weapons
Rising World Government: This threat is a newly 10 Masterful thinker
established government out to prove itself in the global 11 Mercenary espionage team
political environment. Likely Threat Options: High influ- 12 Modern day pirates
ence rating, credibility agenda, political machination 13 One-man army
agenda, Manipulators resource, Nerve Center resource. 14 Organized crime family
Rival Agency: This threat is often the tool of a for- 15 Rising world government
eign power, but may just as easily be another arm of the 16 Rival agency
agents’ own government. Likely Threat Options: High 17 Rogue military organization
technology and action site secrecy ratings, assassination 18 Ruthless freelance assassins
agenda, counter agenda, Bundle Dispensary resource, 19 Third world revolution
Secure Communications resource. 20 Well-meaning philanthropist
Rogue Military Organization: This threat is an
unsanctioned military force, working toward the aims Front
of its leaders. High profile, rogue military organizations Almost as important as a threat’s concept is its front,
are often the focus of extremely tenuous public its public face. The threat’s front defines what it
relations nightmares in which the agents’ actions are pretends to be. Of course, not all threats engage in
extremely limited, even as the public calls for swift and such masquerades; some seek complete anonymity,
precise response. Likely Threat Options: High loyalty while others boldly claim responsibility for their
and action site personnel ratings, destruction agenda, actions, hoping to sway or incite the public with
proletarian agenda, Hardened Killers resource, Motor their reputation.
Pool resource. A threat’s front should provide the GC with a good
Ruthless Freelance Assassins: This threat engages idea of how the organization goes about its business.
the agents in the ultimate game of cat and mouse, For example, a rival agency with a “telecommunications
presenting mind boggling challenges to all who attempt magnate” front is probably in the business of electronic
to track them down. Likely Threat Options: High action surveillance, and uses its access to spy on whomever
site secrecy ratings, assassination agenda, greed agenda, it pleases. Alternately, a masterful thinker with the
Armory resource, Exotic Poisons resource. “billionaire playboy gamblers” front might enjoy
Third World Revolution: This threat seeks to making wagers with the agents on whether or not
undermine or overthow a government allied to the they can stop his latest scheme.
Agency. Likely Threat Options: High influence rating, To generate an original threat’s front, choose from,
propaganda agenda, subversion agenda, Elite Guard or roll 1d20 and consult, Table 3.36: Threat Front
resource, Public Support resource. (see page 84). Descriptions of all results follow.
Anonymous: The threat has no public face, as it
strives to maintain an impenetrable veil of secrecy.
Likely Threat Options: Secrecy agenda, Secret
Identification Method resource.

82
 organization
Billionaire Playboy Gamblers: The threat’s leaders —
or subordinates, if they’re very well paid, enjoy excit-
ing lives in the world international high-stakes.
This front is excellent for any organization that moves
in circles of power and influence. Likely Threat Options:
Entertainment agenda, Filthy Stinking Rich resource.
Charitable Organization: This is the perfect cover for a
variety of threat organizations, particularly those dealing
in biological research or human experimentation — when
a soup kitchen regular disappears, it’s unlikely anyone
will miss him. This front also engenders good will with
the public, especially when the threat keeps its more
sinister activities Top Secret. Likely Threat Options: Any
agenda, Benevolent resource.
Fanatic Terrorists: This front could easily be the
actual threat, though a pragmatic threat might conceal
its motives by pretending to fight for a cause — perhaps
even leading its minions to believe in the cause while
the mastermind manipulates that zeal to support his
own designs. Likely Threat Options: Any agenda,
Faceless Legions resource.
Fashion Mogul: The threat’s mastermind maintains
a front business in the fashion world, allowing him to
travel the world with impunity and make many contacts
among the rich jet set. Likely Threat Options: Credibility
agenda, Fleet Support resource.
Fringe Religious Sect: The threat conceals its secular
motives behind religious robes, drawing in true believers
to serve as footsoldiers, and to shield the organization
from government interference. Likely Threat Options:
Reconstruction agenda, Propaganda resource.
Government Bureau: The threat has thoroughly
penetrated a government bureau, gaining the freedom
to act with the authority of a government body, and
a ready-made army of informants trained to report on
the activities of foreign interests. Likely Threat Options:
Political machination agenda, Moles resource.
Grassroots Revolutionaries: This front also plays
upon the sympathies of the public, though usually in
a third world country — or possibly a remote hideout
in America. Likely Threat Options: Subversion agenda,
Public Support resource.
Impartial Mediator: This front is an excellent start-
ing point for any mastermind seeking to foment war by
playing two or more sides against the middle. Likely
Threat Options: Anarchist agenda, Fall Guy resource.
Import/Export Firm: The threat maintains a front
that allows it great latitude when moving personnel
and gear across the globe. Likely Threat Options: Any
agenda, Fleet Support resource.
Independent Research Lab: An excellent front for
any mastermind on the bleeding edge of technology,
this front accepts research contracts and grants, then
throws up low-cost smoke screens to justify them.
In truth, it funnels the money to private projects into
83
such illicit arenas as cloning, disease, and superweapons
technologies. Likely Threat Options: Greed agenda, any
resource.
Island Resort: An island resort can finance a crimi-
nal empire, while simultaneously providing a remote
location from which the mastermind can coordinate
operations. Even better, such a front is often remote
enough that it doesn’t fall under any nation’s legal
jurisdiction. Likely Threat Options: any agenda, any
resource.
News Magazine Publisher: With this front, a threat
gains press access to global events and information, and
an outlet for organization dogma. Likely Threat Options:
Any agenda, Satellite Networks resource.
Provisional Government: This front is most appropri-
ate for an established threat, particularly one attempt-
ing to dominate a small corner of the world. After the
threat succeeds in toppling the region’s former rulers, it
can dominate the provisional government from the
shadows. Likely Threat Options: Conquest agenda,
Nerve Center resource.
Political Lobby: A nice, sensible political lobby is an
excellent way to draw sympathy. Politically minded
threats can use interest in a lobby’s cause to screen for
potential minions. Likely Threat Options: Political
machination agenda, Public Sympathy resource.
Righteous Crusaders: While some threats believe
wholeheartedly in their causes, a threat hiding behind
this front uses it as an excuse, rather than a reason.
Likely Threat Options: Grail agenda, Martyrs resource.
Simple Thugs: Some small-scale threats consist of
little more than simple thugs, while worldwide threats
may disguise local operations using this front. Also, the
lowest rungs of a larger threat might behave like simple
thugs, as is the case with many organized crime threats.
Likely Threat Options: Any agenda, any resource.
Telecommunications Magnate: A financial empire
provides a wonderful cover for a scheming mastermind,
and it’s even better when the nature of the business
allows him to monitor global communications. Likely
Threat Options: Any agenda, Satellite Network resource.
Wall Street Financial Firm: A front within the
world’s money market provides an excellent route for
laundering illegally gained funds, and also provides the
mastermind and his henchmen with limitless go-getter
informants looking to trade for the next great tip. Likely
Threat Options: Greed agenda, Fluid Assets resource.
None: The threat is well known around the world,
and doesn’t bother to hide its true activities. This is
often true of terrorists and other organizations known
to “claim credit” for violent incidents. Likely Threat
Options: Any agenda, any resource.
 mastermind
Table 3.36: Threat Front Control the Moon: The threat plans to gain control
Roll Front of the Moon, either to use it for its own purposes
1 Anonymous (e.g. to establish a private colony), or to somehow
2 Billionaire playboy gamblers ransom it to the world. More bizarre seasons might
3 Charitable organization feature a threat attempting to destroy the world by
4 Fanatic terrorists influencing the tidal forces the Moon exerts upon
5 Fashion mogul the Earth. Likely Threat Options: Expansion agenda,
6 Fringe religious sect Independent Energy Source resource.
7 Government bureau Destabilize Global Economy: The threat wishes to
8 Grassroots revolutionaries destabilize the world economy, perhaps as a highly
9 Impartial mediator focused attack on a single nation’s currency, sparking
10 Import/export firm a domino effect, or as a massive campaign intended
11 Independent research lab to throw the entire world into immediate financial
12 Island resort chaos. Similarly, the intended result may be temporary
13 News magazine publisher or permanent, depending on the threat’s ultimate
14 Provisional government agenda. Likely Threat Options: Subversion agenda,
15 Radical political lobby Private Collection resource.
16 Righteous crusaders Destroy/Steal Monument(s): The threat seeks to
17 Simple thugs capture or destroy one or more man made or natural
18 Telecommunications magnate monuments, ranging from Buckingham Palace to Mt.
19 Wall Street financial firm Fuji to the Kremlin to the Devil’s Tower. This could be
20 None a symbolic act (particularly in the case of a terrorist
threat), or an attempt to ransom the monument back
Grand Scheme to its rightful owner. Alternately, it might be an attempt
Espionage is very much a game of “What have you to secure a monument the threat feels it should own
done lately?” and a true threat isn’t just the sum of its (e.g. a religious fundamentalist threat attempting
parts, but what it plans to do with those parts. As to steal monuments in the Holy Land). Likely Threat
the Agency’s attention is rarely drawn by a threat that Options: Control agenda, Fanatics resource.
simply lurks in the background, never truly threatening Destroy/Subvert the Agency: The threat has targeted
anything, the assumption is that most, if not all, threats the Agency itself, intending to destroy it or use it as
appearing on the home office radar are already on the a stalking horse. This grand scheme often comes into
move according to a set plan. play after the agents have previously foiled one or more
While it would seem that a threat’s agenda should of the threat’s schemes, thrusting the Agency into the
dictate its grand scheme (or vice versa), these two facets threat’s view. Likely Threat Options: Counter agenda,
of a criminal organization aren’t indelibly linked. For any resource.
example, a grand scheme result of “destabilize global Dominate/Topple Global Government(s): The threat
economy” might indicate anything from an anarchist seeks to either usurp control of a national or global
threat sowing economic chaos to a greed threat creating government, or invade a neighboring nation. Likely
a recession from which it can profit to a visionary threat Threat Options: Expansion agenda, Filthy Stinking Rich
attempting to demonstrate the folly of relying on resource.
government backed currency. The independent facets Eliminate Foe(s): The threat has a veritable rogue’s
are merely parts of the collective whole, used here to gallery of enemies, each of whom it intends to elimi-
spark the creative process (and help quickly design nate. These enemies might be individuals, organizations,
Mastermind System threats, as shown on page 89). or even nations. The target may or may not be aware
To generate an original threat’s grand scheme, choose of the threat’s intentions, but regardless, it shouldn’t be
from, or roll 1d20 and consult, Table 3.37: Threat Grand able to deal with the problem through ordinary channels
Scheme (see page 85). Descriptions of all results follow. (such as calling the police, or at a larger scale, the U.N.);
Advance Scientific Knowledge: The threat seeks to otherwise, the need for the Agency’s involvement
advance scientific knowledge — either its own or, more wanes. Likely Threat Options: Assassination agenda,
benignly, that of the entire world. The means through Foolproof Plan resource.
which the threat pursues this end often questionable, Exterminate Population: The threat wishes to exter-
however, involving human experimentation and other minate a specific segment of the population. It might
dangerous or immoral research methods that draw the target a particular race, creed, or nation. Alternately,
Agency’s attention. Likely Threat Options: Enlighten- a threat with a tenuous grip on reality may simply
ment agenda, Death Camps resource.

84
 organization
intend to wipe out all life on earth. Likely Threat Remake the World: The threat wishes to establish
Options: Genocide agenda, Weapons of Mass a New World Order. Perhaps it seeks a Marxist world
Destruction resource. government, or wishes to end man’s abuse of the natur-
Gain Followers: The threat is in the process of build- al world. Regardless, the threat’s cause is frequently
ing its infrastructure, and is mounting a propaganda a mundane agenda taken to an extreme length, necessi-
war to gain the manpower required to move on to its tating the Agency’s involvement. Likely Threat Options:
true agenda. Likely Threat Options: Reconstruction Transformation agenda, Fearsome Reputation resource.
agenda, Benevolent resource. Save the World: The threat wishes to save the world
Go out with a Bang: The threat is nearing the end of from a real or perceived threat, such as global warming,
its lifespan. Perhaps it teeters on the brink of financial nuclear disaster, or — in the case of a more deluded
or political collapse, or its members are literally dying threat, or unusual season — an alien invasion. Naturally,
out. Regardless, when it goes out, it intends to take the mastermind has managed any number of ways to
everyone else out in the process. Likely Threat Options: endanger the world in pursuit of its own purportedly
Extinction agenda, Orbital Bombardment resource. heroic agenda. Likely Threat Options: Redemption agen-
Hearts and Minds: The threat plans to mount da, Manipulators resource.
a public relations campaign to win the hearts and minds Turn Back the Clock: The threat seeks to bring
of the local populace. This is more than a simple back the “good old days,” whether by destroying
ad campaign, however — the threat intends to blackmail the world’s satellite network, crippling automated
or frame its opponents, or even resort to murder. Likely industry, or using another, similar scheme. Alternately,
Threat Options: Power agenda, Exotic Poisons resource. the mastermind may miss the “bad old days” of the Cold
Lead Mankind: Idealistic, the threat wishes to lead War, or communist domination of Russia, and strive
mankind into a new era, perhaps by forcing man’s to bring them back. Likely Threat Options: Evolution
evolution, or by sparking conflict in order to fuel agenda, any resource.
technological advancement. Likely Threat Options: Win the Game: The threat considers the Agency its
Visionary agenda, Basic Cloning resource. personal opponent in a vastly entertaining game of
Maintain/Reveal Conspiracy: The threat rests at the global espionage. Its schemes and plans are turned
center of a web of secrets and lies, with the Agency toward one purpose: draw the Agency into its latest
searching for the truth. Alternately, the threat is caper, then beat it at the game of espionage. Likely
attempting to dig up the bones of those the Agency Threat Options: Counter agenda, Self-Destruct
would rather remained buried. Likely Threat Options: Mechanism resource.
Revelation agenda, Faceless Legions resource.
Make a Profit: The threat wants to make money the Table 3.37: Threat
old fashioned way, by stealing it. Alternately, the threat Grand Scheme
may operate a smuggling or slavery ring. Likely Threat Roll Grand Scheme
Options: Greed agenda, any resource. 1 Advance scientific knowledge
Mundane Political Agenda: The threat pursues an 2 Control the Moon
ordinary political agenda through extraordinary means. 3 Destabilize global economy
It might wish to end taxation or the death penalty, 4 Destroy/steal monument(s)
nationalize health care, or push gun control legislation 5 Destroy/subvert the Agency
through Congress. In the last case, for example, the 6 Dominate/topple global government(s)
threat might stage a series of armed rampages through 7 Eliminate foe(s)
metropolitan areas, in order to bias Congress toward 8 Exterminate population
draconian gun control laws. Likely Threat Options: 9 Gain followers
Political machination agenda, Master Plan resource. 10 Go out with a bang
Ransom/Steal Unique Item(s): The threat is looking 11 Hearts and minds
to steal one or more unique items, such as the Mona 12 Lead mankind
Lisa, the Shroud of Turin, or the United States 13 Maintain/reveal conspiracy
Constitution. It’s possible the threat may have a buyer 14 Make a profit
already lined up, or it may use the item to demonstrate 15 Mundane political agenda
the validity of a greater cause. This last option is 16 Ransom/steal unique item(s)
particularly appropriate if the item is a religious relic. 17 Remake the world
Alternately, the mastermind may simply wish to expand 18 Save the world
his private collection. Likely Threat Options: 19 Turn back the clock
Megalomania agenda, Elite Guard resource. 20 Win the game

85
 mastermind
Threat Source of Power
Every threat has a power base, a foundation from
which it can launch its grand scheme. The possibilities
in this category are broad, from the literal (an undersea
geothermal generator) to the symbolic (control of the
“promised land” or a precious icon) to the intangible
(a massive informant or mole network). Without
a formidable source of power, a criminal organization
can’t truly be a threat to anyone.
A threat’s power source might be secret, as is likely
the case with the aforementioned undersea generator, or
the threat might flaunt its resource. Indeed, some
sources of power may need to be public knowledge in
order to grant any advantage (e.g. the true Promised
Land).
Without its power source, the threat is crippled.
Some seasons may be constructed around the idea of
finding and destroying a threat’s source of power, while
in others, the agents may either stumble across it
or gain information about it from captured NPCs loyal
to the threat (see Snitching, page 13).
To generate an original threat’s source of power,
choose from, or roll 1d20 and consult, Table 3.38:
Threat Source of Power (see page 88). Descriptions
of all results follow.
Arsenal/Army: The threat controls a standing army.
Alternately, the threat has access to an arsenal of pow-
erful weaponry, possibly including biological, chemical,
and nuclear weaponry. Likely Threat Options: Conquest
agenda, Armory resource.

86
 organization
Control of Promised Land/Precious Icon: The threat
controls an object or location that is highly valued by
many, such as a culture’s ancestral home, or a religion’s
holy relic. Regardless of the item’s nature, it grants
the threat ideological leverage with a vast number
of people. Likely Threat Options: Grail agenda, Martyrs
resource.
Criminal Empire: The threat controls a criminal
empire of some size — perhaps a smuggling ring or
a vast racketeering and protection operation — that
provides a source of both income and warm bodies
to fill the lower ranks. Likely Threat Options: Any
agenda, Filthy Stinking Rich resource.
Dirty Little Secret: The threat is a source of shame
for one or more powerful organizations, and is thus
ignored by the authorities. While there are lines the
threat cannot cross, so long as it doesn’t breach these
boundaries, it is allowed to operate largely with impuni-
ty. Likely Threat Options: Redemption agenda, Fearsome
Reputation resource.
Government Backing: The threat is subsidized
and supported by one or more national governments,
whether foreign or the Agency’s own. It can draw
on any number of government resources for financial
and personnel support. Likely Threat Options:
Credibility agenda, any resource.
Graft and Corruption: The threat bribes or black-
mails select individuals, either at a local level (e.g.
police commissioners), at a national level (e.g. senate
subcommittees), or at a global level (e.g. the UN Security
Council). Targeted individuals are paid not only to
ignore the threat, but perhaps to support its operations
as well. Likely Threat Options: Takeover agenda, Torture
Chambers resource.
Fear/Hate: The threat capitalizes on base human
emotion, spouting propaganda to align public opinion
to its cause (or to simply deflect attention elsewhere).
Likely Threat Options: Propaganda agenda, Manipulators
resource.
The Grassy Knoll: The threat maintains an army
of highly skilled operatives who intimidate potential
opponents, and when necessary, eliminate them. These
operatives are faceless and seemingly impossible to
apprehend. The threat may allow some of its potential
foes to live in fear of assassination, spreading the
message of terror and supporting the cause. Likely
Threat Options: Agitation agenda, Hardened Killers
resource.
Inertia: The threat is well entrenched in the public
consciousness, perhaps as a national government,
business conglomerate or a political movement. While it
has its opponents, they are largely dismissed as radical
idealists. The threat prospers because — as far as the
public is concerned — nothing can, or should, be done.
Likely Threat Options: Proletarian agenda, Media
Blackout resource.
87
Limitless Wealth: The threat commands vast finan-
cial resources, perhaps in the form of controlling
interest in dozens of corporations, or debtors who owe
millions of dollars, or simply cold hard cash. Likely
Threat Options: Any agenda, Filthy Stinking Rich
resource.
Long Arm: The threat operates around the world,
from the boardrooms of Wall Street to the neon streets
of Tokyo. Nowhere is safe for the threat’s foes. Likely
Threat Options: Expansion agenda, Rapid Transit Link
resource.
Low Profile: The threat is highly secretive, allowing
it to operate below the radar. Likely Threat Options:
Secrecy agenda, Secure Communications resource.
Massive Informant/Mole Network: The threat might
be blackmailing its foes, or it might have the inside
track on financial or political developments. Either way,
its vast information network keeps it well informed
at all times. Likely Threat Options: Meddler agenda,
Moles resource.
Mind Control: Through widespread subliminal
messages, targeted brainwashing, or another incredible
coup, the threat easily subverts potential foes. Likely
Threat Options: Control agenda, Death Camps resource.
Public Apathy: By all appearances, the threat simply
doesn’t present a danger to the world at large, so little
outcry is raised when it makes a move. Likely Threat
Options: Peace agenda, Benevolent resource.
Public Sympathy: The threat appears to have the
world’s best interests at heart (or at least, the best inter-
ests of the majority), so it’s overlooked as a marginally
beneficial organization. Likely Threat Options:
Reconstruction agenda, Public Sympathy resource.
Puppet Government: The threat controls a national
government from behind the scenes. This is frequently
the case in a dictatorship, in which the threat can
cultivate power over the course of the ruler’s lifetime.
Likely Threat Options: Political machination agenda,
Government Affiliation resource (see Paradigm Concept’s
Most Wanted).
Seller’s Market: The threat has something everybody
wants — maybe a serum for eternal life, or perhaps the
secrets of cold fusion. Whatever it is, no one is willing
to move against the threat for fear of losing (or losing
out on) the potential resource. Likely Threat Options:
Megalomania agenda, Private Collection resource.
Superior Technology: The threat’s research and
development arm has been busy, and now controls
technology far beyond that of any other world power.
Likely Threat Options: Enlightenment agenda, Elite
Guard resource.
Undersea Thermal Generator: The threat has
established the infrastructure for its own isolated soci-
ety, outside the jurisdiction of any world government.
Likely Threat Options: Visionary agenda, Independent
Power Source resource.
 mastermind
Table 3.38: Threat port. If the agents can find and cut off this resource,
Source of Power they can cripple the threat in turn.
Roll Source of Power Embittered Staff: Harsh treatment — possibly
1 Arsenal/army including arbitrary execution following failed assign-
2 Control of promised land/precious icon ments — has left the threat’s minions with extremely
3 Criminal empire low morale. The agents may be able to gain allies in
4 Dirty little secret exchange for sanctuary from such treatment.
5 Government backing Grandiose: The threat is given to grand, theatrical
6 Graft and corruption gestures. Rather than simply assassinate a member of
7 Fear/hate a legislative body, for example, the threat may choose
8 The grassy knoll to bomb the legislative building while the body is in
9 Inertia session. Eventually, word of such bold maneuvers is
10 Limitless wealth likely to reach the outside world — and the agents — in
11 Long arm time for the Agency to move against them.
12 Low profile Hedonism: The threat’s minions frequently engage
13 Massive informant/mole network in common vices, and often grow careless in the
14 Mind control process. Alternately, the threat’s mastermind and/or
15 Public apathy henchmen spend more time enjoying simple pleasures
16 Public sympathy than pursuing world domination, leaving them vulner-
17 Puppet government able to counter-espionage.
18 Seller’s market Hubris: The threat believes that it’s invincible.
19 Superior technology This most frequently manifests in the mastermind
20 Undersea geothermal generator himself, and can lead to a prideful revelation of his
grand scheme to the agents.
Threat Achilles’ Heel Ignorance: The threat’s minions are told only what
An organization is only as strong as its weakest link, they need to know, and only when they need to know
and this is doubly true in the world of espionage, where it. They never see the big picture, and therefore make
a careless word in the wrong ear can foil the most decisions that, while beneficial for the immediate oper-
carefully planned scheme, or a single traitor can reveal ation, might also lead to the threat’s ultimate defeat.
a global criminal’s ultimate plot. Even the most Impatience: The threat has little patience for the
powerful mastermind must rely on every minion’s subtle maneuverings of the espionage game, and instead
discretion, whether he compels that discretion through launches massive operations with little preparation or
dogmatic loyalty, promised wealth, or simple fear, forethought.
because when that discretion is breached, the entire Lax Discipline: The threat’s minions have little
organization is left vulnerable. fear for their masters, and are frequently careless
Even when an organization’s human element when executing their duties.
is flawless, it can fall victim to faulty technology, Obsession: The threat is obsessed with something —
careless political missteps, and even public outrage. maybe revenge for a past slight, proving the superiority
Every group has its weakness — even the most of a “master race,” or simply playing the ponies. Once
impenetrable bastion of evil. the agents discover this obsession, they might be able
To generate an original threat’s Achilles’ heel, choose to predict the threat’s upcoming moves.
from, or roll 1d20 and consult, Table 3.39: Threat Office Politics: The threat is plagued with internal
Achilles’ Heel (see page 89). Descriptions of all results strife, as each henchman tries to one up the other.
follow. Even the threat’s minions are constantly angling for
promotion, making coordinated action difficult.
Bluffing: The threat can rarely back up its grand
Old School: The threat first appeared during the Cold
claims and threats. The key word here is “rarely,” as an
War, or even earlier, and hasn’t yet adjusted to the Game
organization that can never back up its claims and
in the information age. Technologically adept agents
threats is eventually ignored.
might be able to catch it off guard.
Compartmentalized: The threat is overly compart-
Outsourced: The threat outsources one or more vital
mentalized, to the point that its various operations
elements of its operations. It may hire a private security
sometimes come in conflict. The agents may be able to
firm to guard its facilities, contract an outside
cause the threat’s henchmen and minions to stumble
manufacturer to fabricate vital components for its
over one another, sowing chaos in the enemy’s ranks.
super weapons, or even hire secretaries through a temp
Dependent: The threat relies on an outside organiza-
agency. The agents may be able to infiltrate the
tion — frequently a government — for funding and sup-
threat through this outside group.

88
 organization
Overextended: The threat has a few too many irons Threat Randomizer
in the fire — so many that it lacks either the manpower
Building a truly menacing threat organization can
or wealth to manage all its current projects. Security is
be one of the GC’s most rewarding tasks, but it can also
consequently poor throughout.
be one of the most time-consuming. Bringing a threat
Overzealous: The threat is fanatical in pursuit of
from concept seed to fully fleshed out organization is an
its goals, to the point that its agenda is repellent to
exacting process with many steps. Should the GC desire
virtually every national government and citizen of the
a quick and dirty option for threat design, we present
world. The agents have little trouble convincing third
the following step-by-step randomizer.
party informants to come forward with information.
All of the information here corresponds directly to
Presumptuous: The threat makes gross assumptions,
the original Mastermind System presented in the
either regarding the geopolitical situation, the agents’
Spycraft Espionage Handbook, and to the expansion
capabilities, or its own minions’ intelligence. If the
material presented in the Fixer/Pointman Class Guide.
agents zero in on the threat’s blind spot, they might
These two books are required to use this randomizer.
be able to capitalize upon it.
Many options contained herein are found in other
Secretive: The threat is so secretive that it removes
Spycraft and Shadowforce Archer products, and
itself from the day-to-day world, probably isolating
Paradigm Concepts’ Most Wanted, and these books are
itself on some remote island, or deep in an inhospitable
recommended as well.
clime. While this makes it difficult for the agents
to reach the threat’s headquarters, the threat’s response Step 1: Threat Concept and
time when a crisis arises is extremely poor. Agenda
Soft Spot: The threat has a soft spot for something,
When building a random threat, the initial step is
perhaps the mastermind’s precious daughter, or the
to determine its basic nature. The GC chooses from,
organization’s loyalty to a particular nation or cause.
or rolls 1d20 and consults, Table 3.35: Threat Concept
Its personnel refuse to knowingly endanger the subject
(see page 82), then chooses from, or rolls 1d20 and con-
of its affection, thus providing the agents a way to
sults, Table 3.40: Threat Randomizer — Agenda
manipulate the threat.
(see page 91). This will provide the fundamental idea
Superstitious: The threat holds one or more supersti-
behind the threat, as well as its general intent.
tions to be fact. Perhaps its members refuse to shed
blood on holy ground, or place too much confidence Step 2: Determine Power
in the trappings of a tribal religion. Base
Table 3.39: Threat Next, the GC determines his threat’s power base rat-
Achilles’ Heel ings (wealth, technology, loyalty, influence, and scope).
Roll Achilles’ Heel He chooses from, or rolls 1d20 and consults, Table 3.36:
1 Bluffing Threat Front (see page 84), then finds the threat’s front
2 Compartmentalized on Table 3.41: Threat Randomizer — Power Base Ratings
3 Dependent (see page 92), rolling the listed dice to determine each
4 Embittered staff power base rating.
5 Grandiose
Step 3: Movers and Shakers
6 Hedonistic
7 Hubris Now that the foundation for the GC’s threat is estab-
8 Ignorance lished, he can move on to its mastermind, henchmen,
9 Impatience and foil (if any). This process has 4 steps, as follows.
10 Lax discipline
Step 3.1: Special Characters and
11 Obsession
Season Length
12 Office politics
13 Old school All threats begin with a mastermind. In order
14 Outsourced to determine the level of a threat’s mastermind, the GC
15 Overextended chooses from, or rolls d% and consults, Table 3.42:
16 Overzealous Threat Randomizer — Season Details (see page 94). The
17 Presumptuous mastermind’s level is presented as a positive modifier —
18 Secretive simply add this modifier to the average agent level
19 Soft spot at the beginning of the season to determine the
20 Superstitious mastermind’s agent level.

89
 mastermind
Table 3.42 also indicates the length of the season
featuring the mastermind (i.e. the number of serials the
agents must complete before their final encounter with
the mastermind), as well as the number of henchmen in
the threat/season, the number of those henchmen who
appear in each serial (beginning with the first), and
whether the season features a foil.
Step 3.2: Mastermind Background
and Class Levels
In order to determine the mastermind’s classes, the
GC chooses from, or rolls 2d12 and consults, Table 3.43:
Threat Randomizer — Special Character Class Levels (see
page 96). If the result indicates that the mastermind has
multi-classed, the first class rolled is assumed to be the
first class in which he gained a level, and therefore the
class from which he gained his base class core ability.
Once the mastermind’s class levels are determined,
the GC generates his statistics per the standard Spycraft
agent creation rules.
Special Note: The GC may wish to flesh out his
mastermind by using the information in Chapter 2. In
particular, he may wish to choose from, or roll 1d20 and
consult, each of the following: Table 2.5: Mastermind
Hooks (see page 46), Table 2.6: Mastermind Quirks (see
page 47), Table 2.7: Villainous Motivations (see page
52), and Table 2.8: Villain Flaws (see page 53).
Step 3.3: Henchmen Background
and Class Levels
Each henchman’s agent level is equal to the team’s
average agent level + the number of the serial in which
he appears (maximum 20).
Example: A henchman appears in the 4th serial of
a season and the team’s average agent level is 7.
The henchman’s agent level is 11.
If more than 1 henchman appears in the same serial,
the first henchman’s agent level is determined per
this formula and the agent level of each additional
henchman is the same, modified by rolling 2d4 and
consulting Table 3.47: Threat Randomizer — Additional
Henchmen Agent Levels (see page 100). Again, the
henchman’s maximum agent level is 20.
In order to determine each henchman’s classes, the
GC chooses from, or rolls 2d12 and consults, Table 3.43:
Threat Randomizer — Special Character Class Levels
(see page 96). If the result indicates that a henchman
90
has multi-classed, the first class rolled is assumed to
be the first class in which he gained a level, and there-
fore the class from which he gained his base class
core ability.
Once a henchman’s class levels are determined, the
GC should generate his statistics per the standard
Spycraft agent creation rules.
Special Note: The GC may wish to flesh out
his henchmen by using the information in Chapter 2.
In particular, he may wish to choose from, or roll
1d20 and consult, each of the following: Table
2.3: Henchman Hooks (see page 46), Table 2.4:
Henchman Quirks (see page 47), Table 2.7: Villainous
Motivations (see page 52), and Table 2.8: Villain Flaws
(see page 53).
Step 3.4: Foil Background and
Class Levels
In order to determine a foil’s agent level — and the
serial in which the foil appears — the GC chooses from, or
rolls 1d20 and consults, Table 3.48: Threat Randomizer —
Foil Agent Level and First Appearance (see page 100).
This table’s results are applied as follows.
The foil’s agent level is determined by applying the
modifier in the Agent Level column to the mastermind’s
agent level (minimum equal to the team’s average agent
level +1).
The serial in which the foil first appears is deter-
mined by applying the modifier in the First Appearance
column to the season length. If the result is 0 or less,
the foil first appears in Serial #1.
In order to determine a foil’s classes, the GC
chooses from, or rolls 2d12 and consults, Table 3.43:
Threat Randomizer — Special Character Class Levels
(see page 96). If the result indicates that the foil has
multi-classed, the first class rolled is assumed to be the
first class in which she gained a level, and therefore the
class from which she gained her base class core ability.
Once a foil’s class levels are determined, the GC
should generate her statistics per the standard Spycraft
agent creation rules.
Special Note: The GC may wish to flesh out his foil
by using the information in Chapter 2. In particular,
he may wish to choose from, or roll 1d20 and consult,
each of the following: Table 2.1: Foil Hooks (see page
42), Table 2.2: Foil Quirks (see page 43), Table 2.7:
Villainous Motivations (see page 52), and Table 2.8:
Villain Flaws (see page 53).
 organization
Step 4: Rank and File
After the threat’s leadership is laid out, the GC
develops its legions. The GC generates 1 set of minion
squad statistics for each special NPC in the threat
(including the foil, per his discretion). This process
has 6 steps, as follows.
The resulting statistics are used for all minions
encountered under a special NPC’s command for the
duration of the current season.
Special Note: The GC may wish to flesh out his
minions by using the information in Chapter 1. In par-
ticular, he may wish to choose from, or roll 1d20 and
consult, each of the following: Table 1.1: Minion Tags
— Accessories (see page 11), Table 1.2: Minion Tags —
Behavior (see page 12), and Table 1.3: Minion Tags —
Dress (see page 12).

Table 3.40: Threat Randomizer — Agenda

Corrupt Cunning Elusive Fanatical Financial Genetically Engineered International Large Scale
Roll Government Manipulator Terrorist Eco-Terrorist Mogul Super-Soldiers Smuggling Cartel Thieving Ring
1 Conquest Agitation Anarchist Agitation Control Anarchist Assassination Agitation
2 Control Anarchist Assassination Anarchist Counter Assassination Control Assassination
3 Counter Control Control Assassination Credibility Conquest Credibility Control
4 Credibility Counter Credibility Counter Destruction Control Destruction Counter
5 Destruction Credibility Destruction Credibility Enlightenment Destruction Expansion Destruction
6 Expansion Entertainment Expansion Enlightenment Entertainment Evolution Greed Enlightenment
7 Genocide Greed Genocide Evolution Evolution Expansion Meddler Entertainment
8 Greed Meddler Luddite Grail Expansion Extinction Megalomania Grail
9 Meddler Megalomania Megalomania Luddite Grail Genocide Power Greed
10 Megalomania Peace Power Meddler Greed Grail Proletarian Luddite
11 Peace Power Proletarian Peace Meddler Megalomania Propaganda Meddler
12 Political Machination Proletarian Propaganda Proletarian Megalomania Power Reconstruction Megalomania
13 Power Propaganda Revelation Propaganda Peace Reconstruction Redemption Power
14 Propaganda Reconstruction Revenge Reconstruction Power Revenge Revelation Proletarian
15 Reconstruction Revelation Secrecy Redemption Redemption Secrecy Revenge Redemption
16 Revenge Revenge Subversion Revelation Revelation Subversion Secrecy Revelation
17 Secrecy Secrecy Takeover Takeover Revenge Takeover Subversion Revenge
18 Subversion Subversion Terrorist Terrorist Subversion Terrorist Takeover Secrecy
19 Takeover Takeover Transformation Transformation Takeover Transformation Terrorist Subversion
20 Terrorist Visionary Visionary Visionary Visionary Visionary Transformation Takeover

Masterful Mercenary Modern Day One-Man Organized Rising World Rival

Roll Mad Scientist Thinker Espionage Team Pirates Army Crime Family Government Agency
1 Anarchist Agitation Agitation Agitation Agitation Assassination Conquest Agitation
2 Assassination Assassination Assassination Anarchist Assassination Control Control Assassination
3 Conquest Control Control Assassination Control Credibility Credibility Control
4 Control Counter Counter Control Counter Destruction Destruction Counter
5 Credibility Credibility Destruction Destruction Destruction Expansion Evolution Credibility
6 Destruction Destruction Expansion Entertainment Entertainment Greed Expansion Destruction
7 Enlightenment Enlightenment Genocide Expansion Extinction Meddler Genocide Expansion
8 Entertainment Entertainment Greed Grail Genocide Megalomania Greed Genocide
9 Evolution Grail Meddler Greed Grail Peace Megalomania Grail
10 Extinction Greed Megalomania Meddler Greed Power Peace Meddler
11 Genocide Meddler Power Megalomania Meddler Proletarian Political Machination Megalomania
12 Grail Megalomania Proletarian Power Megalomania Propaganda Power Peace
13 Greed Power Reconstruction Proletarian Power Reconstruction Propaganda Political Machination
14 Megalomania Redemption Revelation Redemption Redemption Redemption Reconstruction Power
15 Power Revelation Revenge Revelation Revelation Revenge Revenge Propaganda
16 Revenge Revenge Secrecy Revenge Revenge Secrecy Secrecy Redemption
17 Takeover Subversion Subversion Secrecy Subversion Subversion Subversion Revelation
18 Terrorist Takeover Takeover Subversion Terrorist Takeover Takeover Revenge
19 Transformation Terrorist Terrorist Takeover Transformation Terrorist Terrorist Secrecy
20 Visionary Visionary Transformation Terrorist Visionary Transformation Visionary Subversion

91
 mastermind
Step 4.1: Minion Level and Squad Size
In order to determine a minion squad’s agent level,
the GC chooses from, or rolls 1d12 and consults, Table
3.49: Threat Randomizer — Minion Level and Squad
Size (see page 100). The minion squad’s agent level
is determined by applying the modifier in the Minion
Level column to the agent level of the special NPC
commanding the minions (minimum 1). The squad size
is used as listed.

Table 3.40: Threat Randomizer — Agenda (Cont.)

Rogue Ruthless Third-World Well Meaning
Roll Military Assassins Revolution Philanthropist
1 Agitation Anarchist Agitation Agitation
2 Anarchist Assassination Anarchist Control
3 Conquest Control Assassination Counter
4 Control Counter Control Credibility
5 Credibility Destruction Credibility Enlightenment
6 Destruction Entertainment Destruction Entertainment
7 Expansion Genocide Evolution Evolution
8 Genocide Greed Greed Expansion
9 Greed Luddite Luddite Grail
10 Megalomania Megalomania Megalomania Luddite
11 Peace Political Machination Proletarian Meddler
12 Political Machination Power Propaganda Political Machinations
13 Power Proletarian Reconstruction Power
14 Proletarian Redemption Redemption Proletarian
15 Reconstruction Revelation Secrecy Reconstruction
16 Revenge Revenge Subversion Redemption
17 Subversion Secrecy Takeover Revelation
18 Takeover Subversion Terrorist Takeover
19 Terrorist Terrorist Transformation Transformation
20 Visionary Visionary Visionary Visionary

Table 3.41: Threat Randomizer — Power Base Ratings

Agenda Wealth Tech Loyalty Influence Scope
Anonymous 1d4+2 2d8 2d4+2 1d4 1d4
Billionaire playboy gamblers 2d4+2 2d8 1d4 1d4+2 1d4+6
Charitable organization 2d4 1d8 1d4+2 2d4+2 1d4+2
Fanatic terrorists 1d4 1d8+2 2d4+2 2d4 1d4+4
Fashion mogul 2d4+2 1d8 1d4+2 2d4 1d4+4
Fringe religious sect 1d4+2 1d8 2d4+2 2d4 1d4
Government bureau 1d4+2 2d8+4 1d4 2d4 1d4+6
Grassroots revolutionaries 1d4 1d8+2 2d4+2 2d4 1d4+2
Impartial mediator 1d4+2 2d8 1d4 2d4+2 1d4+2
Import/export firm 2d4 1d8+2 1d4 2d4+2 1d4+4
Independent research lab 1d4+2 2d8+4 1d4 2d4 1d4+4
Island resort 2d4 2d8+4 1d4+2 1d4 1d4+2
News magazine publisher 1d4+2 1d8 2d4+2 2d4 1d4+2
Provisional government 2d4 1d8+2 1d4 2d4+2 1d4+4
Radical political lobby 1d4+2 1d8 2d4+2 2d4 1d4+2
Righteous crusaders 1d4+2 2d8 2d4+2 1d4 1d4+2
Simple thugs 1d4+2 1d8 2d4+2 2d4 1d4
Telecommunications magnate 2d4 2d8+4 1d4 1d4+2 1d4+4
Wall Street financial firm 2d4+2 2d8 1d4+2 1d4 1d4+6
None 1d10 1d20 1d10 1d10

92
 organization
Step 4.2: Minion Type Step 5.2: Other
Next, the GC determines the minion type that makes Headquarters Ratings
up the squad by choosing from, or rolling 1d20 Next, the GC determines each site’s personnel,
and consulting, Table 3.50: Threat Randomizer — secrecy, and security ratings. First, he finds the site’s
Minion Type (see page 101). hierarchy rating on Table 3.55: Threat Randomizer —
Other Action Site Ratings (see page 102), then he rolls
Step 4.3: Minion Vitality the listed dice to determine each site rating. If the sum of
Next, the GC determines how durable, lucky, all three results exceeds the number in the correspond-
or downright tough the minions are, by choosing from, ing Maximum Sum column, continue reducing the high-
or rolling 1d20 and consulting, Table 3.51: Threat est of the 3 ratings by 1 until the sum equals the listed
Randomizer — Minion Vitality Dice (see page 102). maximum. If at any time two or more ratings are tied for
highest score, the GC chooses which to reduce.
Step 4.4: Minion Ability Scores
Example: The GC generates the ratings for a site with
Next, the GC determines how many points the min-
a hierarchy rating of 10, rolling a personnel rating of 9,
ion squad has to distribute amongst its ability scores,
a secrecy rating of 7, and a security rating of 2. This
by choosing from, or rolling 1d20 and consulting,
exceeds the number in the Maximum Sum column by 3.
Table 3.52: Threat Randomizer — Minion Ability Score
The site’s personnel rating is highest, so it is reduced
Points (see page 101). For information about spending
by 1, from 9 to 8. Thereafter, the site’s personnel rating
these points, see the Spycraft Espionage Handbook,
is still highest, and is reduced by an additional 1,
page 245.
from 8 to 7. At this point, both the site’s personnel
Step 4.5: Minion Feats and secrecy ratings are 7, so the GC decides to reduce
the site’s personnel by an additional 1, bringing it down
Each minion in the squad gains Armor Group
to 6. Now that the sum of the three ratings equals
Proficiency and Weapon Group Proficiency feats
the number in the Maximum Sum column (15), no
according to its minion type (see Step 4.2, above).
additional reductions are required.
In order to determine additional feats, the GC chooses
from, or rolls 1d20 and consults, Table 3.53: Threat Step 6: Threat Resources
Randomizer — Minion Feats (see page 101).
Each threat may feature many possible resources,
Step 4.6: Minion Details and most threats built with this randomizer feature at
least one (based on the threat’s agenda). The GC
Finally, the GC generates each minion squad’s statis-
determines a threat’s resources using the following
tics per the standard Spycraft minion creation rules.
3-step process.
Step 5: Action Sites Step 6.1: Base Threat Resource
Once the threat’s players are outlined, the GC builds
In order to determine a threat’s base resource, the GC
a field upon which they can contend with the agents.
finds the threat’s agenda on Table 3.56: Threat
The GC generates 1 headquarters action site for each
Randomizer — Base Threat Resources (see page 103),
special NPC, using the following 2-step process.
then chooses the resource from the listed option or rolls
Special Note: The GC also generates 1 standard
1d20 to generate it randomly. If the threat doesn’t meet
action site for each threat resource commanded by
the prerequisite(s) for a randomly rolled resource, the
the threat, using the same 2-step process (for more
threat does not gain a base resource.
information, see Step 6.3, page 95).
Step 6.2: Additional
Step 5.1: Headquarters
Threat Resources
Hierarchy Rating
Next, the GC determines the threat’s additional
The hierarchy rating of the mastermind’s HQ is
resources (if any). For each serial except the first, the
automatically equal to the threat’s scope (see Step 2,
GC chooses from, or rolls 1d20 and consults, Table 3.57:
page 89). For each henchman’s HQ, the GC consults
Threat Randomizer — Additional Threat Resources
Table 3.54: Threat Randomizer — Action Site Hierarchy
(see page 105).
Rating (see page 102), cross-referencing the threat’s
scope with the serial in which the HQ appears to
determine it’s hierarchy rating.

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 mastermind
Table 3.42: Threat Randomizer Table 3.42: Threat Randomizer
— Season Details — Season Details (Cont.)
Mastermind Season Number of Henchmen Mastermind Season Number of Henchmen
Roll Level Length Henchmen Per Serial Foil Roll Level Length Henchmen Per Serial Foil
1 +2 1 0 — N 51 +7 5 4 — N
2 +2 1 0 — Y 52 +7 5 4 — Y
3 +2 1 1 — N 53 +7 5 5 1d4+1 N
4 +2 1 1 — Y 54 +7 5 5 1d4+1 Y
5 +3 1 0 — N 55 +7 5 6 1d3/1d4+1 N
6 +3 1 0 — Y 56 +7 5 6 1d3/1d4+1 Y
7 +3 2 1 — N 57 +7 6 5 — N
8 +3 2 1 — Y 58 +7 6 5 — Y
9 +3 2 2 1d2 N 59 +7 6 6 1d4+2 N
10 +3 2 2 1d2 Y 60 +7 6 6 1d4+2 Y
11 +4 1 0 — N 61 +7 6 7 1d4/1d3+3 N
12 +4 1 0 — Y 62 +7 6 7 1d4/1d3+3 Y
13 +4 2 1 — N 63 +8 5 4 — N
14 +4 2 1 — Y 64 +8 5 4 — Y
15 +4 2 2 1d2 N 65 +8 5 5 1d4+1 N
16 +4 2 2 1d2 Y 66 +8 5 5 1d4+1 Y
17 +4 3 2 — N 67 +8 5 6 1d3/1d4+1 N
18 +4 3 2 — Y 68 +8 5 6 1d3/1d4+1 Y
19 +4 3 3 1d3 N 69 +8 6 5 — N
20 +4 3 3 1d3 Y 70 +8 6 5 — Y
21 +5 2 1 — N 71 +8 6 6 1d4+2 N
22 +5 2 1 — Y 72 +8 6 6 1d4+2 Y
23 +5 2 2 1d2 N 73 +8 6 7 1d4/1d3+3 N
24 +5 2 2 1d2 Y 74 +8 6 7 1d4/1d3+3 Y
25 +5 3 2 — N 75 +8 7 6 — N
26 +5 3 2 — Y 76 +8 7 6 — Y
27 +5 3 3 1d3 N 77 +8 7 7 1d6+1 N
28 +5 3 3 1d3 Y 78 +8 7 7 1d6+1 Y
29 +5 4 3 — N 79 +8 7 8 1d4/1d4+3 N
30 +5 4 3 — Y 80 +8 7 8 1d4/1d4+3 Y
31 +5 4 4 1d4 N 81 +9 6 5 — N
32 +5 4 4 1d4 Y 82 +9 6 5 — Y
33 +6 3 2 — N 83 +9 6 6 1d4+2 N
34 +6 3 2 — Y 84 +9 6 6 1d4+2 Y
35 +6 3 3 1d3 N 85 +9 6 7 1d4/1d3+3 N
36 +6 3 3 1d3 Y 86 +9 6 7 1d4/1d3+3 Y
37 +6 4 3 — N 87 +9 7 6 — N
38 +6 4 3 — Y 88 +9 7 6 — Y
39 +6 4 4 1d4 N 89 +9 7 7 1d6+1 N
40 +6 4 4 1d4 Y 90 +9 7 7 1d6+1 Y
41 +6 5 4 — N 91 +9 7 8 1d4/1d4+3 N
42 +6 5 4 — Y 92 +9 7 8 1d4/1d4+3 Y
43 +6 5 5 1d4+1 N 93 +9 8 7 — N
44 +6 5 5 1d4+1 Y 94 +9 8 7 — Y
45 +6 5 6 1d3/1d4+1 N 95 +9 8 8 1d8 N
46 +6 5 6 1d3/1d4+1 Y 96 +9 8 8 1d8 Y
47 +7 4 3 — N 97 +9 8 9 1d6/1d4+5 N
48 +7 4 3 — Y 98 +9 8 9 1d6/1d4+5 Y
49 +7 4 4 1d4 N 99 +10 7 6 — N
50 +7 4 4 1d4 Y 100 +10 7 6 — Y

94
 organization
Step 6.3: Resource Site Ratings
Finally, the GC determines the ratings for each action
site containing one of the threat’s resources, according to
the rules described in Step 5.2 (see page 93).
The hierarchy rating of the first action site containing
a threat resource during any serial is equal to the
hierarchy rating of the corresponding henchman’s HQ –
1 (minimum 1).
Example: The 2nd serial of a season features the
Weapons of Mass Destruction resource. The henchman’s
HQ during the same serial has a hierarchy rating of 3.
The action site containing the Weapons of Mass
Destruction resource has a hierarchy rating of 2.
95
If more than 1 threat resource is featured in any given
serial (as determined in Steps 6.1 and 6.2), the hierarchy
rating of each additional action site containing a threat
resource is determined by subtracting 1 from the last
(minimum 1).
Example: Alternately, the 2nd serial of a season
features the Weapons of Mass Destruction and the
Orbital Bombardment resources. The action site
containing the Weapons of Mass Destruction resource
has a hierarchy rating of 2 and the action site
containing the Orbital Bombardment resource has
a hierarchy rating of 1.
With these hierarchy ratings in hand, proceed
to Step 5.2 to determine each action site’s personnel,
secrecy, and security ratings.
 mastermind
Threat Randomizer Example Step 2: Scott consults Table 3.60 to generate his
threat’s power base ratings. He rolls 2d4 for wealth
Scott sits down to roll up a threat organization to
(scoring a 6), 1d8+2 for technology (scoring an 8), 1d4
oppose a team of agents with an average agent level of 4.
for loyalty (scoring a 2), and 2d4+2 for influence (scor-
Step 1: Rolling on Tables 3.35 through 3.39, he ing a 7). Finally, he rolls 1d4+4 to generate the threat’s
determines that his threat is a rival agency hiding scope (scoring a 7).
behind an import/export firm front. This rival agency
Step 3.1: Moving on to season length and special
plans to dominate a global government by exploiting its
characters, Scott rolls d% on Table 3.42 to determine the
superior technology, but its agents frequently succumb
season’s length, the level of the mastermind in charge of
to their hedonistic tendencies.
the rival agency, the number of henchmen beneath the
Next, Scott dives into the threat’s mechanics, rolling
mastermind, and whether a foil is involved. A result of
on Table 3.40 to determine the rival agency’s agenda.
49 indicates a 4-serial season and a mastermind whose
He scores a 12, which indicates that the threat seeks
agent level is equal to the team’s average agent level +7
peace. He decides that the rival agency is within the
(i.e. an 11th-level mastermind). Four henchmen appear
Agency’s own government, but has been subverted by
over the course of the first 3 serials, and Scott rolls 1d4
a foreign power with which the Agency’s government is
to determine the serial in which the extra henchman
on the brink of war.
appears (scoring a 3 — the extra henchman will appear
in Serial #3). The season will not feature a foil.

Table 3.43: Threat Randomizer

— Special Character Class Levels
Roll Class
2 Multi-classed. Roll 2 base classes for the character, in which he possesses levels at a 3:1 ratio.
Ignore further results of 2, 3, 11, and 12.
3 Multi-classed. Roll 2 base classes for the character, in which he possesses levels at a 2:1 ratio.
Ignore further results of 2, 3, 11, and 12.
4 Base class — Faceman.
5 Base class — Fixer.
6 Base class — Pointman.
7 Base class — Snoop.
8 Base class — Soldier.
9 Base class — Wheelman.
10 Special — Choose or roll 2d4.
Roll Class Reference
2 Explorer Hand of Glory Threat Book, page 41.
3 High Roller African Alliance Chamber Book, page 49.
4 Martial Artist Pan-Asian Collective Chamber Book, page 32.
5 Scientist Shop Threat Book, page 49.
6 Sleuth Archer Foundation Chamber Book, page 47.
7 Spin Doctor European Commonwealth Chamber Book, page 49.
8 Wire 1960s Decade Book, page 148
11 Prestige Class — Choose or roll 2d12 on this table to determine 1 base class. If the character has a total
agent level of at least 6, then choose or roll 1d20 on the appropriate prestige class table, based on the
character’s base class (see Tables 3.44–3.46, pages 97, 98, and 99). If the character has a special base
class (see result #10), then choose or randomly determine the prestige class table. The character possesses
5 levels in the base class, and the rest of his levels in his prestige class. Ignore further results of 2, 3, 11,
and 12.
12 Prestige Class — Choose or roll 2d12 on this table to determine 1 base class. If the character possesses
a total agent level of at least 6, then choose or roll 1d20 on the appropriate prestige class table, based
on the character’s base class (see Tables 3.44–3.46, pages 97, 98, and 99). If the character has a special
base class (see result #10), then choose or randomly determine the prestige class table. The character
possesses 5 levels in the base class, and the rest of his levels are split between his base and prestige class.
Ignore further results of 2, 3, 11, and 12.

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 organization
Step 3.2: Next, Scott determines his mastermind’s
classes. Consulting Table 3.43, he rolls 2d6 and scores
an 11, indicating that the mastermind possesses levels in
a prestige class. As instructed by the table result, he rolls
2d6 again, scoring a 6, indicating that the mastermind’s
base class is pointman. Then he rolls 1d20 on Table 3.45
to determine the prestige class into which the master-
mind transfers at 5th level. He scores a 9, indicating that
the mastermind gains levels as an inventor. According
to the instructions under his original roll on Table 3.43,
the mastermind gains all levels after 5th in the prestige
class, so the mastermind is a 5th-level pointman/6th-
level inventor. It looks like R&D dominates the roost in
the rival agency threat!
The GC further develops the mastermind, rolling on
Table 2.5 to determine the character’s hook (fringe ide-
ologue), on Table 2.6 to determine his primary quirk
(God complex), on Table 2.7 to determine his primary
motivation (legacy), and on Table 2.8 to determine his
primary flaw (self-destructive). The GC decides that the
mastermind is a political radical seeking to install his
own brand of law while hamstringing the Agency and
its allies, but tends to create impossible plans that even
he knows he can’t possibly complete. These plans
will cause the agents quite a lot of grief before they
fail, however.
The GC decides to hold off generating the master-
mind’s statistics until he has a full view of the threat.
Step 3.3: Per the formula presented in this step,
the threat’s henchmen are 8th level (in the 4th serial),
7th level (in the 3rd serial), 6th level (in the 2nd serial),
and 5th level (in the 1st serial). To determine the level
of the second henchman in Serial #3, Scott consults
Table 3.47 and rolls 2d4, scoring a 4. This indicates that
the additional henchman’s level is 1 lower than
the other henchman appearing during the same serial
(i.e. 6th level). Finally, Scott determines each of the
henchmen’s classes…

Table 3.44: Faceman/Snoop Prestige Classes

Roll Prestige Class Reference
1 Attaché 1960s Decade Book, page 150
2 Bounty hunter Faceman/Snoop Class Guide, page 6
3–4 Casanova Faceman/Snoop Class Guide, page 7
5 Code Breaker 1960s Decade Book, page 152
6 Detective Faceman/Snoop Class Guide, page 10
7–8 Doppelganger Faceman/Snoop Class Guide, page 12
9 Examiner Faceman/Snoop Class Guide, page 15
10 Hacker Shadowforce Archer Worldbook, page 167
11 Journalist Faceman/Snoop Class Guide, page 17
12 Negotiator Faceman/Snoop Class Guide, page 19
13–14 Networker Faceman/Snoop Class Guide, page 22
15 Oracle Faceman/Snoop Class Guide, page 24
16 Politico Faceman/Snoop Class Guide, page 26
17 Profiler Faceman/Snoop Class Guide, page 28
18–19 Sentry Faceman/Snoop Class Guide, page 30
20 Special — Choose or roll 1d20

Roll Prestige Class Reference

1 Accuser European Commonwealth Chamber Book, page 52
2–3 Betrayer See page 115
4–5 Deceiver Agency, page 109
6–7 Eavesdropper Agency, page 64
8–9 Expert Agency, page 8
10–11 Illuminati European Commonwealth Chamber Book, page 59
12–13 Manipulator See page 57
14–15 Mole Pan-Asian Collective Chamber Book, page 38
16 Paranoid Agency, page 38
17 Pretender African Alliance Chamber Book, page 52
18 Technocrat Shop Threat Book, page 55
19–20 Tyrant See page 63

97
 mastermind
• Serial #1: Scott rolls an 11 on Table 3.43 (prestige class The GC decides to hold off generating the henchmen’s
— ignored, since the character is only 4th level), then statistics until he has a full view of the threat.
an 8 on the same table (soldier). This henchman is
Step 3.4: Scott’s threat features no foil, so he skips
a 5th-level soldier.
this step.
• Serial #2: Scott rolls a 10 on Table 3.43 (special), then
Step 4.1: Scott consults Table 3.49 to determine
rolls a 6 on the special sub-table (high roller).
the agent level of each of his threat’s minion squads,
This henchman is a 6th-level high roller.
rolling a 20 for the minions in Serial #1 (1st-level,
• Serial #3 (first henchman): Scott rolls a 7 on Table 3.43 squad size of 14), a 4 for the minions in Serial #2
(snoop). This henchman is a 7th-level high roller. (3rd-level, squad size of 3), an 7 for the first henchman’s
minions in Serial #3 (5th-level, squad size of 4), a 1 for
• Serial #3 (second henchman): Scott rolls a 9 on Table 3.43
the second henchman’s minions in Serial #3 (4th-level,
(wheelman). This henchman is a 6th-level high roller.
squad size of 3), and a 16 for the mastermind’s minions
The GC further develops each henchman using Table in Serial #4 (6th-level, squad size of 10).
2.3: Henchman Hooks, Table 2.4: Henchman Quirks,
Steps 4.2–4.5: Next, Scott determines each minion
Table 2.7: Villain Motivations, and Table 2.8: Villain
squad’s type, vitality die, ability score points, and feats…
Flaws, establishing a personality for each character
in turn. These personalities are unimportant for the
purposes of this example.

Table 3.45: Fixer/Pointman Prestige Classes

Roll Prestige Class Reference
1–2 Cleaner Fixer/Pointman Class Guide, page 6
3 Courier Fixer/Pointman Class Guide, page 7
4 Counter-Terrorist Shadowforce Archer Worldbook, page 165
5 Forward Fixer/Pointman Class Guide, page 9
6–7 Goodfella Fixer/Pointman Class Guide, page 11
8 Grifter Fixer/Pointman Class Guide, page 13
9 Inventor Fixer/Pointman Class Guide, page 15
10–11 Menace 1960s Decade Book, page 153
12 Ninja Fixer/Pointman Class Guide, page 17
13 Officer Fixer/Pointman Class Guide, page 19
14 Provocateur Fixer/Pointman Class Guide, page 21
15 Ranger Fixer/Pointman Class Guide, page 23
16 Saboteur Fixer/Pointman Class Guide, page 24
17–18 Smuggler Fixer/Pointman Class Guide, page 26
19 Spymaster 1960s Decade Book, page 155
20 Special — Choose or roll 1d20

Roll Prestige Class Reference

1 Cat Burglar Shadowforce Archer Worldbook, page 163; Agency, page 62
2–3 Commander African Alliance Chamber Book, page 50
4–5 Dai Lo Pan-Asian Collective Chamber Book, page 37
6 Field Analyst Archer Foundation Chamber Book, page 49
7–8 Field Commander Agency, page 111
9 Guide Agency, page 10
10–11 Lord Archer Foundation Chamber Book, page 54
12–14 Mentor See page 59
15 Producer Agency, page 87
16–17 Tamer See page 119; African Alliance Chamber Book, page 53
18 Trainer Agency, page 89
19–20 Troubleshooter African Alliance Chamber Book, page 55

98
 organization
• Serial #1: Scott rolls a 12 on Table 3.50 (strong minion),
a 9 on Table 3.51 (d6 vitality die), a 20 on Table 3.52
(135 ability score points), and a 7 on Table 3.53 (1 addi-
tional feat).
• Serial #2: Scott rolls a 19 on Table 3.50 (special —
he rolls 4d20 and scores a 29 (heavy)), a 12 on Table
3.51 (d6 vitality die), a 9 on Table 3.52 (80 ability score
points), and a 4 on Table 3.53 (no additional feats).
• Serial #3 (first henchman): Scott rolls a 4 on Table 3.50
(smart minion), an 11 on Table 3.51 (d6 vitality die), a 10
on Table 3.52 (85 ability score points), and a 5 on Table
3.53 (no additional feats).
• Serial #3 (second henchman): Scott rolls an 8 on Table
3.50 (stealthy minion), a 1 on Table 3.51 (d4 vitality die),
a 6 on Table 3.52 (65 ability score points), and a 2 on
Table 3.53 (no additional feats).
• Serial #4: Scott rolls a 17 on Table 3.50 (corresponding
minion type — since the mastermind’s first base class
was pointman, the minions possess the smart minion
type), a 16 on Table 3.51 (d8 vitality die), a 9 on Table
3.52 (80 ability score points), and a 4 on Table 3.53
(no additional feats).
The GC further develops each minion squad using
Table 1.1: Minion Tags — Accessories, Table 1.2: Minion
Tags — Behavior, and Table 1.3: Minion Tags — Dress,
establishing a combined schtick for each squad in turn.
These schticks are unimportant for the purposes of
this example.
Step 4.6: The GC decides to hold off generating
the minion squads’ statistics until he has a full view
of the threat.
Step 5.1: Now that he’s got the players, Scott needs
a stage. Following the instructions under Step 5.1, he fins
that the hierarchy ratings of the various HQ action sites
are 1 (Serial #1 henchman), 2 (Serial #2 henchman), 3
(both Serial #3 henchmen), and 7 (Serial #4 mastermind).
Step 5.2: Scott consults Table 3.55, looking up each
of his HQ sites’ hierarchy ratings to determine their
site ratings…
• Serial #1: Scott rolls 1d4–1 for personnel (scoring a 2),
1d3–1 for secrecy (scoring a 1), and 1d3–1 for security
(scoring a 2). The sum of these results is 5, so none are
reduced.

Table 3.46: Soldier/Wheelman Prestige Classes

Roll Prestige Class Reference
1 Ace Soldier/Wheelman Class Guide, page 6
2 Armorer Soldier/Wheelman Class Guide, page 7
3–4 Bodyguard Soldier/Wheelman Class Guide, page 9
5–6 Grunt Soldier/Wheelman Class Guide, page 10
7 Hunter Soldier/Wheelman Class Guide, page 12
8 Mariner Soldier/Wheelman Class Guide, page 13
9 Medic Soldier/Wheelman Class Guide, page 15
10 Slammer Soldier/Wheelman Class Guide, page 17
11–12 Sniper Shadowforce Archer Worldbook, page 170
13 Stingray Soldier/Wheelman Class Guide, page 18
14–15 Street Fighter Soldier/Wheelman Class Guide, page 20
16 Street Knight Soldier/Wheelman Class Guide, page 21
17 Tactician Soldier/Wheelman Class Guide, page 23
18–19 Triggerman Modern Arms Guide, page 8
20 Special — Choose or roll 1d20

Roll Prestige Class Reference

1–4 Conqueror See page 54
5–7 Drifter Agency, page 36
8–10 Eternal See page 56
11–13 Hitman See page 117
14–17 Predator See page 61
18–20 Raptor Pan-Asian Collective Chamber Book, page 39

99
 mastermind
• Serial #2: Scott rolls 1d4 for personnel (scoring a 4), 1d3–1 Step 6.1: Consulting Table 3.56 using his agenda
for secrecy (scoring a 2), and 1d3–1 for security (scoring (peace), Scott rolls 1d20 and scores a 7. The threat
a 1). The sum of these results is 7, so none are reduced. possesses no base resource.
• Serial #3 (first henchman): Scott rolls 1d4 for person- Step 6.2: Scott makes one roll on Table 3.57 for each
nel (scoring a 4), 1d3 for secrecy (scoring a 3), and 1d3 serial from #2 to #4…
for security (scoring a 3). The sum of these results is 10,
• Serial #2: Scott rolls 1d20, scoring a 16 (special).
which is 2 higher than the listed maximum, so the
He rolls another 1d20, scoring a 19 (Worse Than Death
personnel rating is reduced to 3 and Scott chooses
— the threat meets this resource’s minimum loyalty
to reduce the site’s security rating to 2.
requirement, so it keeps it). Scott rolls a third 1d20,
• Serial #3 (second henchman): Scott rolls 1d4 for scoring a 7 (the serial also features Fanatics, Martyrs,
personnel (scoring a 2), 1d3 for secrecy (scoring a 2), and/or Self-Destruct Mechanism). However, since the
and 1d3 for security (scoring a 2). The sum of these threat doesn’t meet the minimum requirements for any
results is 6, so none are reduced. of these additional resources, it doesn’t keep them.
• Serial #4: Scott rolls 2d4–2 for personnel (scoring a 4), • Serial #3: Scott rolls 1d20, scoring a 1 (special). He rolls
1d6 for secrecy (scoring a 2), and 1d6 for security (scoring another 1d20, scoring a 19 (no resource). The hierarchy
a 4). The sum of these results is 10, so none are reduced. rating of this serial’s HQ is not lower than the threat’s
scope – 1, so it doesn’t change.
• Serial #4: Scott rolls 1d20, scoring a 9 (special). He rolls
Table 3.47: Threat Randomizer another 1d20, scoring a 20 (no resource). The hierarchy
— Additional Henchman rating of this serial’s HQ is not lower than the threat’s
Agent Levels scope – 1, so it doesn’t change.
Roll Henchman Level
2–3 –2 agent levels Step 6.3: Scott’s threat possesses only one resource
4–5 –1 agent level — Worse Than Death, during Serial #2. Following
6–7 +0 agent levels the instructions under Step 6.3, he determines that the
8 +1 agent level hierarchy rating of the site containing the resource is 1.
He then proceeds back to Step 5.2 to determine the
resource site’s personnel, secrecy, and security ratings.
Table 3.48: Threat Randomizer He rolls 1d4–1 for personnel (scoring a 1), 1d3–1 for
— Foil Agent Level secrecy (scoring a 1), and 1d3–1 for security (scoring
and First Appearance a 1). The sum of these results is 3, so none are reduced.
Roll Agent Level First Appearance Once Scott fleshes out this threat’s characters
1 –6 –7 and locations, and completes the statistics for each
2 –5 –7 of the special characters and minion squads, he can pit
3 –7 –6 the finished product against the agents!
4 –6 –6
5 –5 –6
6 –6 –5
Table 3.49: Minion Level
7 –5 –5
and Squad Size
8 –4 –5 Roll Minion Level Squad Size
9 –5 –4 1 –2 3
10 –4 –4 2 –2 4
11 –3 –4 3 –3 5
12 –4 –3 4 –3 6
13 –3 –3 5 –4 7
14 –2 –3 6 –4 8
15 –3 –2 7 –5 9
16 –2 –2 8 –5 10
17 –1 –2 9 –6 11
18 –2 –1 10 –6 12
19 –1 –1 11 –7 13
20 –1 –0 12 –7 14

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 organization
Table 3.50: Minion Type
Roll Minion Type
1–5 Smart Minion (see page 14)
6–10 Stealthy Minion (see page 14)
11–15 Strong Minion (see page 14)
16–18 Corresponding Minion Type — If the commanding special NPC’s first base class was pointman or snoop, his minions
gain the smart minion type. If the commanding special NPC’s first base class was faceman or fixer, his minions
gain the smart minion type. In all other cases, the commanding special NPC’s minions gain the strong minion type.
19–20 Special — Choose or roll 4d20.
Roll Special Mission Type
4 Academic (see the 1960s Decade Book, page 192, or the Archer Foundation Chamber Book, page 80)
5 Android (see page 30)
6 Aristocrat (see the European Commonwealth Chamber Book, page 90)
7 Bloodstained Penitent (see the Pan-Asian Collective Chamber Book, page 63)
8 CIA Field Officer (see the 1960s Decade Book, page 193)
9 Civil Servant (see Agency, page 76)
10–11 Community Criminal (see the 1960s Decade Book, page 194, or the Pan-Asian Collective Chamber Book, page 64)
12–13 Conscript (see the 1960s Decade Book, page 194)
14 Contract Killer (see the 1960s Decade Book, page 195)
15 Counter-Intelligence Agent (see the 1960s Decade Book, page 196)
16 Deep Cover Operative (see the Pan-Asian Collective Chamber Book, page 65)
17 Desk Jockey (see Agency, page 120)
18 Diplomat (see the African Alliance Chamber Book, page 84)
19–20 Drug Lord (see the Hand of Glory Threat Book, page 73)
21 Emergency Medical Technician (EMT) (see Agency, page 22)
22–23 Femme Fatale (see the Archer Foundation Chamber Book, page 80)
24 Financier (see the European Commonwealth Chamber Book, page 91)
25 Frogman (see the Hand of Glory Threat Book, page 74)
26 Gangster (see page 31)
27 Gunner (see page 32)
28–29 Heavy (see the European Commonwealth Chamber Book, page 92)
30 Hot Rodder (see the African Alliance Chamber Book, page 85)
31 Instructor (see Agency, page 96)
32 KGB Agent (see the 1960s Decade Book, page 197)
33 Lackey (see the 1960s Decade Book, page 198)
36 Lawyer (see the European Commonwealth Chamber Book, page 93)
37 Lone Gunman (see the European Commonwealth Chamber Book, page 94)
38 Mad Bomber (see page 33)
39–40 Martial Arts Mook (see the Pan-Asian Collective Chamber Book, page 66)
42 Media (see the European Commonwealth Chamber Book, page 95)
43–45 Mercenary (see Agency, page 47, or the Archer Foundation Chamber Book, page 81)
46 Monitor (see the African Alliance Chamber Book, page 86)
47 Monkey Wrench (see the Shop Threat Book, page 96)
48 Mouthpiece (see the African Alliance Chamber Book, page 86)
49–51 Operative (see the 1960s Decade Book, page 199, or the Archer Foundation Chamber Book, page 83)
52 Paper Pusher (see Agency, page 97, or the Archer Foundation Chamber Book, page 84)
53 Police Official (see the 1960s Decade Book, page 200, or the Archer Foundation Chamber Book, page 84)
54–56 Professional (see the 1960s Decade Book, page 200, or the Archer Foundation Chamber Book, page 85)
57 Professional Athlete (see Agency, page 77)
58 Rabble-Rouser (see the African Alliance Chamber Book, page 87)
59 Raider (see the Archer Foundation Chamber Book, page 87)
60 Region Commander (see Agency, page 121)
61 Researcher (see Agency, page 22)
62 Resistance Fighter (see page 34)
63–65 Security Guard (see the African Alliance Chamber Book, page 88)
66–67 Shadow Warrior (see the Pan-Asian Collective Chamber Book, page 66)

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 mastermind
Table 3.50: Minion Type (Cont.)
68–70 Shocktrooper (see the Hand of Glory Threat Book, page 78)
71 Sleeper (see page 35)
72 Special Forces Operator (see page 36)
73 Special Inspector (see the Pan-Asian Collective Chamber Book, page 68)
74–75 Squad Leader (see the African Alliance Chamber Book, page 89)
76 Stalker (see the African Alliance Chamber Book, page 90)
77 Street Fence (see Agency, page 47)
78 Technophile (see the Pan-Asian Collective Chamber Book, page 68)
79 Urban Biker (see the Pan-Asian Collective Chamber Book, page 69)
80 Wingman (see the 1960s Decade Book, page 201)

Table 3.52: Minion

Ability Score Points
Roll Points
Table 3.51: Minion Vitality Dice 1–5 60
Roll Vitality Dice 6 65
1–5 d4 7 70
6–15 d6 8 75
16–20 d8 9 80
10 85
11 90
12 95
Table 3.53: Minion Feats 13 100
Roll Additional Feats 14 105
1–5 0 15 110
6–10 1 16 115
11–15 2 17 120
16–20 3 18 125
19 130
20 135
Table 3.54: Action Site Hierarchy Rating
Scope Serial #1 Serial #2 Serial #3 Serial #4 Serial #5 Serial #6 Serial #7 Serial #8
1 1 1 1 1 1 1 1 1
2 1 1 1 1 2 2 2 2
3 1 1 1 2 2 2 3 3
4 1 1 2 2 2 3 3 3
5 1 1 2 2 3 3 3 4
6 1 2 2 3 3 4 4 5
7 1 2 3 4 4 5 5 6
8 1 2 3 4 5 6 6 7
9 1 2 3 4 5 6 7 8
10 2 3 4 5 6 7 8 9

Table 3.55: Other Action Site Ratings

Hierarchy Personnel Secrecy Security Maximum Sum
1 1d4–1 1d3–1 1d3–1 6
2 1d4 1d3–1 1d3–1 7
3 1d4 1d3 1d3 8
4 1d6–1 1d4 1d4 9
5 2d4–2 1d4 1d4 10
6 2d4–1 1d4 1d4 11
7 2d4–2 1d6 1d6 12
8 2d4–1 1d6 1d6 13
9 2d4 1d6 1d6 14
10 2d6–2 1d6+1 1d6+1 15

102
 organization
Table 3.56: Base Threat Resource
Agenda Roll Base Threat Resource
Agitation 1–10 None
11–15 Manipulators (influence 2+ only)
16–17 Moles (influence 6+ only)
18–20 Propaganda (influence 5+ only)
Anarchist 1–10 None
11–16 Armory (wealth 5+ only)
17–19 Hardened Killers (loyalty 6+ only)
20 Weapons of Mass Destruction (technology 7+ only)
Assassination 1–10 None
11–13 Armory (wealth 5+ only)
14–15 Departmental Access (loyalty 3+ only)
16–17 Exotic Poisons (technology 3+ only)
18–20 Hardened Killers (loyalty 6+ only)
Conquest 1–10 None
11–13 Fleet Support (wealth 3+ only)
14–18 Manipulators (influence 2+ only)
19–20 Training Facilities (loyalty 5+ and wealth 3+ only)
Control 1–10 None
11 Legitimate Front* (influence 3+ only)
12–15 Manipulators (influence 2+ only)
16–19 Moles (influence 6+ only)
20 Secret Identification Method (influence 4+ only)
Counter 1–10 None
11–14 Departmental Access (loyalty 3+ only)
15–16 Manipulators (influence 2+ only)
17–18 Public Support (influence 8+ and scope 5+ only)
19–20 Secret Identification Method (influence 4+ only)
Credibility 1–10 None
11–14 Manipulators (influence 2+ only)
15 Media Blackout (influence 6+ only)
16–20 Secure Communications (technology 5+ only)
Destruction 1–10 None
11–12 Armory (wealth 5+ only)
13–18 Hardened Killers (loyalty 6+ only)
19 Master Plan (influence 5+ only)
20 Weapons of Mass Destruction (technology 7+ only)
Enlightenment 1–10 None
11–15 Filthy Stinking Rich (wealth 7+ only)
16–18 Private Collection (wealth 8+ only)
19–20 R&D Division (technology 10+ only)
Entertainment 1–10 None
11–12 Deathtraps (technology 8+ only)
13–17 Filthy Stinking Rich (wealth 7+ only)
18–20 Private Collection (wealth 8+ only)
Evolution 1–10 None
11–13 Master Plan (influence 5+ only)
14–18 Worse Than Death (loyalty 2+ only)
19–20 Weapons of Mass Destruction (technology 7+ only)
Expansion 1–10 None
11–14 Armory (wealth 5+ only)
15–18 Fleet Support (wealth 3+ only)
19–20 Manipulators (influence 2+ only)

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 mastermind
Table 3.56: Base Threat Resource (Cont.)
Agenda Roll Base Threat Resource
Extinction 1–10 None
11–14 Exotic Poisons (technology 3+ only)
15–17 Weapons of Mass Destruction (technology 7+ only)
18–20 Worse Than Death (loyalty 2+ only)
Genocide 1–10 None
11–14 Armory (wealth 5+ only)
15–16 Fleet Support (wealth 3+ only)
17–18 Hardened Killers (loyalty 6+ only)
19–20 Weapons of Mass Destruction (technology 7+ only)
Grail 1–10 None
11–12 Escape Routes*
13–17 Filthy Stinking Rich (wealth 7+ only)
18–20 Private Collection (wealth 8+ only)
Greed 1–10 None
11–13 Independent Energy Source (technology 11+ only)
14–17 Manipulators (influence 2+ only)
18–20 Satellite Networks (technology 9+ only)
Luddite 1–10 None
11–12 Exotic Poisons (technology 3+ only)
13–17 Secret Identification Method (influence 4+ only)
18–20 Worse Than Death (loyalty 2+ only)
Meddler 1–10 None
11–12 Escape Routes*
13–17 Manipulators (influence 2+ only)
18–20 Legitimate Front* (influence 3+ only)
Megalomania 1–10 None
11–12 Filthy Stinking Rich (wealth 7+ only)
13–17 Private Collection (wealth 8+ only)
18–20 Worse Than Death (loyalty 2+ only)
Peace 1–10 None
11–13 Manipulators (influence 2+ only)
14–17 Media Blackout (influence 6+ only)
18–20 Propaganda (influence 5+ only)
Political Machination 1–10 None
11–13 Legitimate Front* (influence 3+ only)
14–20 Manipulators (influence 2+ only)
Power 1–10 None
11–12 Departmental Access (loyalty 3+ only)
13–17 Master Plan (influence 5+ only)
18–20 Secure Communications (technology 5+ only)
Proletarian 1–10 None
11–12 Armory (wealth 5+ only)
13–18 Propaganda (influence 5+ only)
19–20 Worse Than Death (loyalty 2+ only)
Propaganda 1–10 None
11 Media Blackout (influence 6+ only)
12–19 Propaganda (influence 5+ only)
20 Worse Than Death (loyalty 2+ only)
Reconstruction 1–10 None
11–12 Departmental Access (loyalty 3+ only)
13–16 Legitimate Front* (influence 3+ only)
17–20 Secure Communications (technology 5+ only)

104
 organization
Table 3.56: Base Threat Resource (Cont.)
Agenda Roll Base Threat Resource
Redemption 1–10 None
11–13 Filthy Stinking Rich (wealth 7+ only)
14–17 Propaganda (influence 5+ only)
18–20 Worse Than Death (loyalty 2+ only)
Revelation 1–10 None
11–13 Moles (influence 6+ only)
14–16 R&D Division (technology 10+ only)
17–20 Secure Communications (technology 5+ only)
Revenge 1–10 None
11–13 Deathtraps (technology 8+ only)
14–16 Fleet Support (wealth 3+ only)
18–20 Hardened Killers (loyalty 6+ only)
Secrecy 1–10 None
11–12 Deathtraps (technology 8+ only)
13–15 Escape Routes*
16–20 Media Blackout (influence 6+ only)
Subversion 1–10 None
11–13 Manipulators (influence 2+ only)
14–17 Moles (influence 6+ only)
20 Legitimate Front* (influence 3+ only)
Takeover 1–10 None
11–13 Departmental Access (loyalty 3+ only)
14–17 Master Plan (influence 5+ only)
18–20 Training Facilities (loyalty 5+ and wealth 3+ only)
Terrorist 1–10 None
11–13 Armory (wealth 5+ only)
14–16 Hardened Killers (loyalty 6+ only)
17–20 Worse Than Death (loyalty 2+ only)
Transformation 1–10 None
11–15 Fall Guy (influence 4+ only)
16–18 Propaganda (influence 5+ only)
19–20 Secure Communications (technology 5+ only)
Visionary 1–10 None
11–12 Filthy Stinking Rich (wealth 7+ only)
13–15 Legitimate Front* (influence 3+ only)
16–20 Master Plan (influence 5+ only)
* See Paradigm Concept’s Most Wanted, available everywhere.

Table 3.57: Additional Threat Resources

Roll Consult Table
1–5 Special — roll 1d20.
1–2 Basic Cloning (technology 7+ and wealth 6+ only)
3–4 Armory (wealth 5+ only)
5–6 Benevolent (credibility, enlightenment, grail, peace, or visionary agenda only). Roll 1d20 — with a result
of 1–10, the threat also gains the Public Sympathy resource during the same serial (influence 5+ only)
7–8 Bundle Dispensary (wealth 5+ only)
9–10 Death Camps (loyalty 8+ only)
11–12 Deathtraps* (technology 8+ only)
13–14 Departmental Access (loyalty 3+ only). Roll 1d20 — with a result of 1–10, the threat also gains the
Departmental Training resource during the same serial (loyalty 4+ only)
15–16 Dungeons (influence 5+ and wealth 4+ only). Roll 1d20 — with a result of 1–10, the threat also gains
the Torture Chambers resource during the same serial
17–18 Escape Routes*
19–20 None. If the hierarchy rating of this serial’s HQ is less than the threat’s scope minus 1, it is increased by 1.

105
 mastermind
Table 3.57: Additional Threat Resources (Cont.)
Roll Consult Table
6–10 Special — roll 1d20.
1–2 Exotic Poisons (technology 3+ only)
3–4 Faceless Legions (loyalty 3+ only). Roll 1d20 — with a result of 1–10, the threat also gains the Elite
Guard resource during the same serial (loyalty 7+ only)
5–6 Fall Guy (influence 4+ only)
7–8 Filthy Stinking Rich (wealth 7+ only)
9–10 Fleet Support (wealth 3+ only)
11–12 Fluid Assets (wealth 8+ only)
13–14 Hardened Killers (loyalty 6+ only). Roll 1d20 — with a result of 1–10, the threat also gains the
Fearsome Reputation and/or Sleepers* resource(s) during the same serial, per the GC’s discretion
(influence 5+ and loyalty 7+ only, respectively)
15–16 Hunting Grounds (wealth 4+ only)
17–18 Independent Energy Source (technology 11+ only)
19–20 None. If the hierarchy rating of this serial’s HQ is less than the threat’s scope minus 1, it is increased by 1.
11–15 Special — roll 1d20.
1–2 Legitimate Front* (influence 3+ only)
3–4 Manipulators (influence 2+ only). Roll 1d20 — with a result of 1–10, the threat also gains the
Government Affiliation* resource during the same serial (influence 6+ only)
5–6 Master Plan (influence 4+ only). Roll 1d20 — with a result of 1–10, the threat also gains the Foolproof
Plan resource during the same serial (influence 8+ only)
7–8 Media Blackout (influence 6+ only)
9–10 Moles (influence 6+ only)
11–12 Motor Pool (wealth 5+ only)
13–14 Nerve Center (technology 5+ only). Roll 1d20 — with a result of 1–10, the threat also gains the
Integrated Agendas resource during the same serial (scope 4+ only)
15–16 Private Collection (wealth 8+ only)
17–18 Propaganda (influence 5+ only)
19–20 None. If the hierarchy rating of this serial’s HQ is less than the threat’s scope minus 1, it is increased by 1.
16–20 Special — roll 1d20.
1–2 Public Support (influence 8+ and scope 5+ only)
3–4 Rapid Transit Link (technology 15+ only)
5–6 R&D Division* (technology 10+ only)
7–8 Satellite Network (technology 9+ only). Special — roll 1d20.
1–5 ECM power rating (see the Fixer/Pointman Class Guide, page 103)
6–10 Surveillance bonus (see the Fixer/Pointman Class Guide, page 103)
11–15 Chase bonus (see the Fixer/Pointman Class Guide, page 103)
16–20 Search bonus (see the Fixer/Pointman Class Guide, page 103)
9–10 Secret Identification Method (influence 4+ only)
11–12 Secure Communications (technology 5+ only)
13–14 Training Facilities* (loyalty 5+ and wealth 3+ only). Roll 1d20 — with a result of 1–10, the threat also
gains the Raw Recruits* resource during the same serial (loyalty 7+ only).
15–16 Weapons of Mass Destruction (technology 7+ only). Roll 1d20 — with a result of 1–10, the threat also
gains the Orbital Bombardment resource during the same serial (technology 13+ only)
17–18 Worse Than Death (loyalty 2+ only). Roll 1d20 — with a result of 1–10, the threat also gains the
Fanatics, Martyrs, and/or Self-Destruct Mechanism resource(s) during the same serial, per the GC’s
discretion (loyalty 5+, loyalty 8+, and technology 5+ only, respectively)
19–20 Roll twice more on this table, adding both resources to the current serial.
* See Paradigm Concept’s Most Wanted, available everywhere.

106
 “In Italy for 30 years under the Borgias they had
warfare, terror, murder, and bloodshed, but they
produced Michelangelo, Leonardo da Vinci, and the
Renaissance. In Switzerland they had brotherly love…
they had 500 years of democracy and peace, and what
did that produce? The cuckoo clock.”
— Harry Lime, The Third Man

Playing
a villain
campaign 4
 mastermind
INTRODUCTION TVYPES OF
ILLAINOUS
In the shadowy world of espionage, black-and-white
CAMPAIGNS
morality often fades to gray. Agents tread a murky
ethical path — they must kill to prevent murder, wage
war to maintain peace, and lie in the pursuit of truth.
By most people’s standards, their actions would make
them criminals or villains.
Like any team of ‘good’ agents, the operatives of
a criminal organization undertake missions on behalf
of a hierarchy with great resources and sometimes-
shadowy goals. They may even be affiliated with
a government or international coalition. But while these
surface similarities exist between villainous operatives
and their Agency counterparts, the campaign in which
they shine is quite different at its core.
The villainous campaign offers a new and exciting
twist to Spycraft, challenging the players and the GC in
new and interesting ways. What follows is a discussion
of the nature of the villainous campaign, its advantages
and pitfalls, and an offering of new mechanical options
to support the arsenals of villainous characters and
their minions.
Defining the Opposition
The world of the villainous campaign is
topsy-turvy — bad is good, white is black, and the
Agency is likely one of the team’s most prominent
enemies. But how does a team define the Agency
as an enemy in the Spycraft system? The answer
is simple — design the Agency using the Mastermind
System!
Most governments and intelligence agencies have
access to resources similar to those of a criminal
organization — weapons of mass destruction, research
and design facilities, military training camps, and the
like. Likewise, a criminal organization can function
almost exactly as an intelligence agency; it receives
material support, wields super-science gadgets,
taps into an worldwide information network, calls
on the assistance of outside sources, and engages
in globe-hopping adventures — just like the spies
on the Agency’s front line.
Conversely, if the GC wants to determine the
specific rules and benefits provided by a criminal
organization, he should consult the home office
creation rules presented in The Agency sourcebook.
108
Bad guys have been around as long as there have
been heroes — one can’t exist without the other. In the
same way, the villainous campaign is a dark mirror
image of the standard Spycraft game, in which power-
ful and secretive organizations plan ruthless conquests,
execute calculating plans for world domination, and
battle against the forces of good that conspire to ruin
their master plans.
There are three distinct types of villainous campaign
— the antihero campaign, in which the players become
the Agency’s antithesis, the conspiracy campaign,
in which agents pursue a long term and shadowy goal
or conspiracy, and the prankster campaign, in which the
villains become a foil that seeks to disrupt or undermine
the efforts of others.
The Antihero Campaign
The antihero campaign is the ‘classic bad guy’ story,
in which the players become part of an organization
working against the system to further their own
maniacal goals. The villains in an antihero campaign
believe themselves to be misunderstood champions
pursuing an ambiguous but far-reaching goal, such
as global domination, destruction of their enemies,
or attaining limitless wealth. Rogue agencies such
as Alias’s SD-6 and criminal syndicates such
as S.P.E.C.T.R.E. from the James Bond franchise
are excellent examples of antihero organizations.
The antihero campaign inverts the morality and
perceptions of the standard Spycraft game. The Agency
is transformed from a benevolent super power to
a domineering collective seeking to crush all who stand
against it, and world governments become misguided
bureaucracies that have lost sight of their true
ambitions. Only the villains can show them the path
to truth. Operatives of antihero criminal organizations
feel justified in their actions, and little remorse for those
that dare stand in their way — after all, their ends
always justify their means.
Antihero organizations always have clear enemies,
and thusly operate both covertly and overtly to achieve
their goals, approaching problems with a certain level
of moral authority. Agents of these organizations
fight with just as much fervor as operatives
of the Agency. Though they may blow up buildings,
 playing a villain campaign
assassinate enemies, and take hostages as often as they The Prankster Campaign
attack financial infrastructures or secretly infiltrate
The prankster campaign is much less heavy-handed
enemy operations, they claim that the only difference
than the antihero and conspiracy campaigns. Prankster
between them and more altruistic agents is methodology.
organizations are driven by their beliefs, rather than
An antihero organization is familiar to most
a particular mission or plan, seeking a fundamental
Spycraft players, consisting of a strong hierarchy
change in the world, its freedoms, or its ideals. Toward
built upon ambition and treachery, lead by a cadre
this end, pranksters shake things up by revealing
of powerful and intelligent leaders, and manned
secrets, thwarting authority, and otherwise disrupting
by legions of minions and mercenaries. In this model,
“the establishment.” Good examples of a prankster
the mastermind is the organization’s ultimate ruler and
at work include the Joker of the Batman franchise, Tyler
his henchmen are hand-chosen for their devotion and
Durden of Fight Club, and David Lightman in the film
effectiveness. Absolute loyalty is demanded of minions,
War Games.
and threats to the organization — both external and
Pranksters are villains in part due to their ignorance
internal — are stamped out with impunity. This makes
of the consequences of their actions. While not
life in an antihero organization quite harsh; failure is
as threatening as a nuclear power or secret plot to take
often repaid with death, and ambitious junior members
over the world, a prankster organization nonetheless
must be ready to fight their way to the top — and defend
tears at the cloak that conceals the secret wars between
what power they attain at all times, with their very lives.
nations, threatening to uncover secrets that could
The Conspiracy Campaign endanger the security of a nation, or the entire world.
In the end, most pranksters view their actions as a sort
There are great and shadowy powers that exist
of twisted altruism, an attempt to guide the world
outside of the average person’s perception, unseen
toward a new era free of the tyranny of law, politics,
puppeteers pulling the strings that make the nations
secrecy, financial debt, and other social establishments.
of the world dance. The villains in a conspiracy
Prankster organizations are often small, mainly
campaign are these calculating manipulators who
because they’re often built upon a specific interest and
covertly seek a specific but far-reaching plan — the
partly due to the great risk their actions entail.
creation of a New World Order, control of international
Operatives of a prankster organization are brought
finance, or domination of a power beyond human
together by mutual beliefs — commonly a desire for
comprehension. The Cigarette Smoking Man and his
truth, anarchy, or revenge — and thus the organization
cohorts from the X-Files TV series are a prime example
is much more collegial than hierarchical, with members
of a grand conspiracy in action.
coming and going as they please. Yet the loyalty of
Subtlety and secrecy define a conspiracy campaign,
a prankster organization is incredibly high, as each
in which villainous organizations rarely make moves
operative forms an important part of the whole and/or
that reveal their true motives, or even their existence.
plays a key role in the organization’s work.
Agents of these organizations are trained extensively
to sow disinformation and confusion at every turn,
transforming misdirection into high art. In many ways,
this makes a conspiracy campaign the closest to that
of a standard Agency game.
BEING A BAD GUY
The villainous campaign opens up an entirely different
The structure of a conspiratorial organization
set of roleplaying and storytelling opportunities, both for
is much like that of a spider and its web. At the center
the players and for the GC, but playing villains for the first
of this web lies the plan, the ultimate aspirations upon
time can be a daunting task. This section discusses what it
which the entire organization radiates. The leadership
takes to be a villain, what’s different from a standard
remains confined to a small body in order to keep
‘heroic’ campaign, and the ways criminal organizations
the plan secret, building a vast network of contacts,
approach problems and tackle missions.
freelancers, mercenaries, and informants to serve as
its minions. These underlings have no knowledge of What is a Villain?
the organization or their ultimate purpose, instead
A villain is a person employed by or affiliated with
conducting each task in isolation from their colleagues.
an organization that pursues its own goals and objec-
This structure is contrived to make unraveling the
tives, without concern or consideration of the world at
web incredibly difficult, giving the conspiracy time
large. He may range from a low-ranking minion to
to execute its master plan before anyone is the wiser.

109
 mastermind
a faithful lieutenant to a mastermind behind the orga-
nization’s ultimate schemes. Nearly all villains foster
some sort of goal or master plan, employing tactics
ranging from clandestine operations to all-out warfare.
The pursuit of this goal is commonly all encompassing,
and the realization of it forms the basis of the origin and
existence for the villains and their organization.
What does it mean to be a Villain?
Being a villain means more than being ‘evil,’ in
the traditional sense of the word. More than anything,
a villain is incredibly selfish, pursuing his own ends with-
out regard for the rules or welfare of others. Unlike the
Spycraft superspy, whose work is predominantly altruistic
in nature, a villain’s only moral and ethical checkpoints
are those set by his organization. A villain believes there
is no right or wrong — just actions taken by people
pursuing their own selfish goals — and thus, the villain
believes that the ends always justify the means.
Much like a successful superspy, a successful villain
has a strong sense of commitment. A criminal’s life is
difficult — he’s constantly harassed by the authorities,
plagued by enemies, and struggling to realize his grand
goals — and so commitment to the ideals or goals of his
organization are key to his success. Criminal organiza-
tions rely upon this loyalty and effectiveness just as
much (or even more so) than intelligence agencies,
for they often lack the human and material resources
to retry efforts after they fail.
Likewise, self-sufficiency is a key attribute of any
good villain. Unlike the classic Agency superspy, the
villain’s worldview and ultimate goals set him apart
from public opinion, and the organization he works for
usually works without the sponsorship of a legitimate
political body. Furthermore, internal politics within
a criminal organization can often consume aspiring
leaders, as the powers that be eliminate threats to their
control before they grow too powerful. Consequently,
good villains learn to survive on their own merits, and
to solve problems with creativity rather than resources.
Types of Villains
While a villain can take many conceptual forms,
Spycraft players are likely to come across five basic
archetypes — the corrupter, the killer, the powermonger,
the saboteur, and the schemer. Each can be found in any
type of villain campaign, and provide players a solid
grounding in which to frame their characters.
• Corrupter: The liar and the cheater, the snake with the
proverbial apple who lures the unsuspecting into
his schemes, the corrupter’s power base is built on ill-
gotten consensus, formed lies, blackmail, seduction,
and corruption. Like the devil, the corrupter uses subtle
deception and temptation to force the hands of others,
110
often turning them to his ends without them ever
realizing it. Corporate powerbrokers, con artists, and
femme fatales are all classic corrupter archetypes.
Potential Pitfalls in
a Villain Campaign
The villain campaign offers players and the GC
many unique options for exploring Spycraft’s darker
corners, but this genre is not without its perils — most
players are not used to the idea of playing bad guys.
When running or playing a villainous campaign,
watch out for the following pitfalls.
Being Bad for the Sake of Badness: This is the
‘Chaotic Evil’ syndrome — the player or GC resorts to
playing their villains in such an utterly evil fashion
that the characters become simplistic sociopaths with
little character depth. When this happens, the guilty
parties should be reminded that villains are not
always evil so much as morally ambiguous (a much
more playable ethic). A villain doesn’t have to be
truly evil all the time, and most likely has at least
some beliefs that line up with those held by the rest
of society. By portraying villains as misguided but
essentially human beings, everyone can expect
a much more satisfactory gaming experience.
The Danger of Camp: Camp is another common
issue in villain campaigns. Sure, many James Bond
villains were unabashedly campy — men who painted
their women gold, threw razor-sharp hats, or bit
through sheet metal with their bare teeth. But in the
end, these rather silly villains were only on screen for
an hour or two at a time (less than half of a normal
game session)! Good villain roleplaying is about
subtlety and nuance — no amount of maniacal
laughing or quirky behavior can prove one’s villainy
over calculated maneuvering and callous ambition.
Dealing with Depravity: Sometimes, players can
go a little over-the-top in their depiction of ‘evil’
behavior, to the point of excess. Wantonly murdering
innocent civilians, mutilating and torturing captives
for information, and worse can all bring an otherwise
enjoyable game to a screeching halt. But being a bad
guy — or the player of a bad guy — doesn’t give some-
one the right to do whatever they want. Remember
that if one player’s actions make even one other
player uncomfortable, he risks ruining a night of fun
roleplaying — and devolving his character to a mere
caricature in the process. Everyone should remain
sensitive to the feelings and sensibilities of the GC
and their teammates when dabbling at the fringes
of acceptable behavior — your campaign can only
benefit from the effort.
 playing a villain campaign
• Killer: The most straightforward of the villainous
archetypes, the killer is destruction incarnate. The worst
kind of human being, he preys upon his targets with
ruthless precision and efficiency, destroying things
simply because they don’t fall within his narrow plans
— often with bold, decisive moves designed only to
shock. Serial killers, assassins, anarchists, and rogue
generals are all examples of killers in action.
• Powermonger: The powermonger lusts after control —
over a group, an asset, or the entire world — simply for
control’s sake. His desire for utter dominance drives him
ever forward, prompting him to expend all his worldly
resources to crush those in his path. Good examples
of powermongers include power-mad dictators, inter-
national kingpins, and money-hungry businessmen.
• Saboteur: These villains tear down the edifices created
by others, either literally, wantonly destroying the
assets of their enemies, or though subversion and
undermining. Though a saboteur’s destructive impulses
make him similar to the killer, this character destroys
as a means of bringing his enemies’ worlds down
around their ears, preferably by using their own
weapons against them. Terrorists, expert thieves,
and corrupted journalists all make good saboteurs.
• Schemer: The killer’s antithesis, the schemer is defined
just as much by what he doesn’t do as what he does.
A careful planner weaving an impenetrable cloak
of misinformation and secrecy, he lurks and pursues
hidden agendas to change the face of the entire world.
Shadowy illuminati, mad scientists, crazed mystics,
and their ilk fill this ambitious role.
G OALS AND
OBJECTIVES
A villainous organization’s objectives are quite
different from the Agency’s mostly altruistic goals.
It is typically concerned with some form of control —
perhaps control of others (e.g. conquest of a nation
or destruction of the organization’s enemies), control
of an asset (e.g. maintenance of a conspiracy or
acquisition of a new type of technology), or freedom
from the control of others (e.g. independence from
global political influence or the law).
Each villainous campaign type touches upon these
different aspects of control in how they approach
missions and objectives. With its grand scope and bold
moves, an antihero organization tends to focus mainly
upon control of others — the conquest of a nation, the
annihilation of its enemies, and the power to call the
shots. Control of assets takes a close second, if only
111
because these assets — money, weapons, and technology
— are tools that can help the organization achieve its
ultimate goals. The antihero organization’s concern with
revenge and power also ties back to freedom from
control, if only to circumvent the laws that ‘tie its hands,’
hampering its ultimate aspirations.
Conspiracies are usually preoccupied with control
of assets; these villains seek to hoard secrets and
resources all for themselves, as these stockpiles gives
the organization the edge it needs to survive and
eventually realize its master plan. A conspiracy’s
obsession with secrecy and asset control plays naturally
back into concern for freedom from the control of
others as well, as a conspiracy’s very existence is
a declaration of independence and exclusive ownership.
Control of others is relegated to hindsight by these
villains — while dominating at least part of the world is
usually the end result of their final plan, the deliberate
nature of their operations means the organization
is unable to focus on the big picture most of the time.
Finally, the prankster organization places most of its
stock in freedom from control of others, for by under-
mining the status quo it is declaring independence from
the norm. Its belief that its work is for the betterment
of society manifests as a form of control of others,
but most pranksters could care less about controlling
assets beyond the information they need to carry out
their goals.
Tackling Villainous Missions
Though the types of missions undertaken by villains
rarely differ from those of normal agents, the approach is
often completely different. Whether due to organization-
al differences or fewer mission parameters, the villainous
campaign provides players with whole new venues
in which to operate. The following sections describe
how and why villains tackle missions, and detail the
differences from standard Spycraft missions.
Assassination and Revenge
The assassination and revenge mission takes on an
entirely new meaning in the villainous campaign. Many
criminal organizations are created for just these purposes,
either to profit from the death of others or to wreak havoc
on those who have opposed them in the past.
‘Wetworks’ missions undertaken by villainous orga-
nizations have a tendency to be messy and loud affairs.
Unlike spies, who must kill then obscure evidence
of their involvement to protect the legitimacy of their
sponsors, villains actually gain legitimacy in many peo-
ples’ eyes when they’re linked to the deaths of others.
Murder can be used to prove a point, threaten an enemy,
or send a message that the villains are not to be trifled
with — and in these cases, the higher the profile,
 mastermind
the better. Likewise, a revenge mission can prove to the
villains’ enemies that no matter who they are or where
they go, there’s no escaping the organization’s furious
wrath or fell hand.
Antiheroes sometimes make assassination and
revenge missions a full-time job. For example, the comic-
book antihero Frank Castle (aka the Punisher) devotes his
entire life to hunting down and eliminating powerful or
dangerous criminal syndicates, one by one. Conversely,
conspirators use murder and revenge as a surgical tool,
biding their time for months or years before taking out
their opponents at their weakest and when suspicion is at
its lowest. Pranksters avoid murder most of the time,
if only because it has a tendency to draw too much heat
from the authorities, though they occasionally make
moves against their foes solely for vengeful reasons.
Infiltration
Infiltration missions are a classic villainous mission.
The double agent spreading disinformation through
an enemy’s ranks or the saboteur slipping through
enemy lines to commit acts of terror are both common
missions undertaken by villains.
Like agents, villains infiltrate enemy ranks in order
to gather information, capture assets, and disrupt opera-
tions. But these missions usually serve a dual purpose —
to deny an enemy its resources and to simultaneously
112
build the organization’s own. Thus, these missions tend
to involve destruction as much as reconnaissance, for if
the organization cannot have the asset, no one should.
These missions have a variety of goals, depending
on the organization initiating them. Antiheroes tend to
use these missions to try and set back their enemies
as much and possible, through sabotage, disinformation,
and theft. Pranksters often infiltrate to establish provoca-
teurs and other long-lived information pipelines, hoping
to ultimately learn their enemy’s secrets and sabotage
upcoming operations. Conspirators are the subtlest in
their use of infiltration, building networks of moles inside
enemy outfits in the hope that they will eventually be
able to predict an enemy’s moves and counter threats to
their agendas without showing their hand.
Recruitment
Locating fresh blood and new resources is an ongo-
ing mission of any covert organization, and villains are
no exception. Some outfits, such as terrorist cells and
rogue agencies, rely almost entirely upon recruitment to
keep their ranks full and their threats unpredictable.
Unlike Agency defection missions, which task agents
with convincing valuable assets to turn on their current
superiors and then escaping with them (or just getting out
alive), the purpose of villain recruitment is usually build-
ing leverage against the organization’s enemies. Such
missions include aggressive brainwashing and sleeper
campaigns, corruption of enemy agents, indoctrination
and training of subversive assets, and the construction of
extensive networks of moles and saboteurs.
Conspirators most frequently engage in recruitment
missions, both as a method of building assets on the road
to their long-term goals and to establish and tailor foils
against potential threats before they strike. Antiheroes are
less concerned with the more far-reaching ramifications
of recruitment missions, instead focusing their efforts
on attracting sympathetic enemies and acquiring new
subversive tools. Pranksters are forged by dissent, so the
incidence of an enemy asset willing to further their cause
makes recruitment missions a top priority for them.
Salvage and Recovery
Though not as highly regarded by villain organiza-
tions as by the Agency, these missions nonetheless have
a place in any villainous campaign. Instead of trying to
recover equipment lost during an accident, however,
villains undertake salvage or recovery missions to
capture technological secrets and grab assets they’ve
lost to enemy action.
Antiheroes might engage in a recovery mission to
regain a critical stronghold lost to Agency raids, while
conspirators may try to capture a relic of power, and
pranksters could engage in a widespread mission to
recover scraps of data pertaining to their enemies located
 playing a villain campaign
across the Internet. In all of these missions, returning the
asset intact is of paramount importance, if only because
the organization doesn’t have the resources or ability to
replicate it in the first place.
Search and Rescue
The search and rescue mission takes on quite
a different form from in a villain campaign. Because
criminal organizations are rarely affiliated with
a government, they have little concern for the lives
of those outside their own circles. Thus, search and
rescue missions generally crop up here in one of two
flavors: manhunts for traitors, escapees, or targets of the
organization’s leadership, and rescue missions to save
a person of standing within the organization. These
missions may take the form of daring jailbreaks,
ruthless purges, or all-encompassing military sweeps.
Both antiheroes and conspirators frequently engage
in search operations. The former uses these missions as
a means of catching and eliminating threats (almost
a sort of revenge mission), while the latter maintains
low-key, ongoing search operations to reconnoiter
suspected traitors for future elimination. Antiheroes also
engage in rescue missions more than the other two
types of villain groups, because of the three, their
leaders are the ones most exposed to and involved in
the fight with the organization’s enemies. Pranksters
rarely choose to join either search or rescue missions
unless forced, and then participate only out of loyalty to
colleagues who have been captured in the line of duty.
Theft
Theft is a central tactic of all villainous organizations,
for the same reason as salvage and recovery missions —
to capture resources beyond the organization’s reach
or capability. Like theft missions undertaken by Agency
operatives, criminal thefts must be planned in two stages
— first, the villains gather information on the location
and nature of the item of interest, and second, they steal
it while evading the authorities.
Other than conspiracies, criminal organizations
rarely make an issue of hiding a theft, for a valuable
piece of equipment or information can be used as
leverage to intimidate foes or to negotiate for more
intangible objectives. In this way, theft affirms
a villainous organization’s power and highlights
its opponent’s weaknesses — both excellent strides
toward the group’s ultimate goals.
Threat Codes
Villain organizations have distinctly different priori-
ties than the Agency, and so threat codes are handled a
bit differently here than in the standard Spycraft mission.
Villains are always preoccupied first and foremost
with the issue of their continued survival. Unlike intel-
ligence agencies, most criminal organizations operate
113
Disciplinary Actions in
Criminal Organizations
Criminal organizations tend to be a bit more judg-
mental of their operatives than intelligence agencies,
mainly because villains who fail have few if any ways
to offer excuses and no way to appeal any judgment.
Using the 4 isolation rules as a basis, the following
equivalent punishments are appropriate in villainous
campaigns. All isolation mechanics remain unchanged
— this information is merely descriptive (for more
information about isolation, see the Faceman/Snoop
Class Guide, page 108).
Administrative leave: Villains receiving the lowest
level of punishment are typically thrown into a holding
cell or put under house arrest while their superiors
decide what to do with them.
Suspended: ‘Suspended’ villains are often given
a choice between personally apologizing to and
repaying their debt to the mastermind, or rejecting
this option at some heinous cost — often death.
Reparation can take many forms, such as self-mutila-
tion (a la the Yakuza ritual of “finger cutting”) or
engaging in a dangerous mission without assistance.
Failure to repay a debt usually results in the villain
being disavowed or burned.
Disavowed: A villain found guilty of a disavowable
crime suffers a severe punishment — one harsh
enough, perhaps, to make him wish he’d died. Such
punishments can range from severe demotion (e.g.
from henchman to minion), torture, mutilation, or the
sacrifice of treasured belongings or even loved ones.
Burned: Criminal organizations rarely eject failed
agents from their ranks — the risk of the individual
turning to the enemy or coming back to haunt them
is simply too high. A villain whose failures warrant
burning is often summarily executed. It’s the excep-
tional villain indeed who can salvage his life once this
decision is made.
entirely without the support of a government or other
legitimately sponsor. Further, most have enemies with
substantially more impressive resources than their own.
Villains are also routinely focused on keeping their
actions secret until they can commit to their master stroke.
Revealing their hands too early gives the aforementioned
superior foes an opportunity to turn the tide, and given
the overwhelming evidence that heroes can pull off the
impossible, it’s in any villain’s best interest to ensure that
they don’t get the chance.
These two focuses — survival and secrecy — funda-
mentally change the way villains prioritize missions,
as follows.
 mastermind
• Code: Yellow: The mission typically doesn’t pertain or
contribute to the organization’s central goals. Unlike an
N EW
Agency Code: Yellow mission, this operation may still be
BACKGROUNDS
a dangerous affair, such as running distractions for
another, more important op, breaking into a secured
facility to steal technology, or assassinating a minor The following backgrounds are presented with villains
annoyance to the organization. in mind, but are appropriate for agents of any type.
• Code: Red: The mission is almost always directly related Disavowed
to furthering or defending the organization’s central
Suggested Qualities: Discredited, on the run, suspect.
goals. Most field missions, and nearly all missions
You’ve been cast out of the Agency for insubordina-
involving potential exposure, are assigned this code.
tion, failure, or treason, and are now considered a “rogue”
Code: Red villainous missions are always a high priority,
operative. The Agency may still be hunting you, and your
and characters carrying them out are often assigned
reputation precedes you when trying to find new work.
1 squad of appropriate minions or specialists to assist
them in their work, per the GC’s discretion (see the Obsessed
Cronies feat, page 125, for how this works mechanical-
Suggested Qualities: Commitment, distraction, objective.
ly). Sample villainous Code: Red missions include retak-
You’re utterly consumed with an object or goal,
ing a former stronghold, blackmailing a scientist to help
and will stop at nothing to achieve or obtain it.
the organization build a weapon of mass destruction,
You might seek to own the world’s gold supply, conquer
or dispensing a deadly virus into the population of
an old romantic flame, or utterly destroy your enemies.
a non-compliant country.
• Code: Black: The mission is absolutely central to the
organization’s continued survival and prosperity.
These missions take priority over everything else, as the
organization scrambles to save itself or realize its
N EW
DEPARTMENTS
ultimate goals. Villainous characters are expected
Criminal organizations draw recruits from all walks
to drop everything and stop at nothing in achieving
of life, collecting gang-bangers, mercenaries, anarchists,
such an objective, which might include defending the
activists, and others to work toward their cause. The
organization’s headquarters against an all-out Agency
following departments offer new options for building
assault, launching the final stages of the organization’s
villains from roads frequently less traveled by agents.
master plan, or rescuing the organization’s mastermind
from the Agency’s clutches. When a villainous team Hired Gun
is assigned to a Code: Black mission, they are usually
Mercenaries, torpedoes, button men — no matter
assigned at least 1 squad of appropriate minions
what you call them, hired guns are ruthless killers who
or specialists to assist them in their work, and often
make their living by ending the lives of others. Since
more, per the GC’s discretion (see the Cronies feat,
World War II, hired guns have found their way into the
page 125, for how this works mechanically).
espionage world as CIA and KGB contract killers and
soldiers of fortune, diving into conflicts the world over.
NPC Backgrounds Masterminds frequently retain the services of hired guns
in their schemes, both for their efficiency on the battle-
If the GC wishes to add a little detail to his NPCs’ field and their loyalty to the almighty dollar.
lives, he can assign each NPC up to 5 background
points. For each background point assigned to an Special Talents
NPC, the GC gains 1 additional d4 action die. These
• –2 to Intelligence, +2 to any one physical ability
action dice may only be spent to increase the results
(Strength, Dexterity, or Constitution).
and activate the abilities of the NPC possessing the
background, and are subject to all of the NPC’s agent • +1 department bonus with Intimidate and Move Silently
options, and those of his teammates and allies, checks. This bonus increases by an additional +1 at 4th
that typically affect his action dice. level and for every 4 agent levels gained thereafter.
NPC backgrounds provide openings through
• +5 BP to personal budget at 1st level, which may only
which the character may be exploited, however.
be spent to requisition weapons and ammunition.
The power rating of any blackmail or coercion
This bonus increases by an additional +1 BP every
information targeting the NPC is automatically
agent level gained thereafter.
increased by 1 per background point he possesses.
• Bonus Feat: Contracts.

114
 playing a villain campaign
Programmed page 66 and the Faceman/Snoop Class Guide, page 74).
Each of these bonuses increases by an additional +1 at
Programmed agents have been the subjects of intense
3rd level and for every 3 agent levels gained thereafter.
psychological manipulation, be it through brainwashing,
indoctrination, or psychic influence. This tampering • At 1st level, the agent gains one 3-point background,
makes them nearly impossible to identify before they’re chosen from the following: black mark, disavowed,
activated — and high priority Agency targets. hunted, off the reservation, or suspicion. This back-
ground is resolved as normal, and does count against the
Special Talents agent’s standard background limit. Further, the agent
continues to be targeted by his former employers, and is
• +2 to Dexterity, –2 to Wisdom.
always considered to have at least 1 point in his chosen
• +1 department bonus with Cultures and Hide checks. background for the purposes of class abilities, skill
This bonus increases by an additional +1 at 4th level checks, and investigation, even after he resolves it.
and for every 4 agent levels gained thereafter.
• Bonus Feat: Private Identity.
• Once per session, the agent may spend 1 action die to be
“activated” by his handler. An activated agent receives
1 specific mission from the GC or his handler, as
appropriate (e.g. “shoot Senator McCulley at the Monte
Vista political rally”, rather than “kill the senator”).
BETRAYER
This is a prestige class.
While activated, the agent gains a +1 department bonus The betrayer excels at hiding information about his
with all attack rolls, skill checks, and saving throws made background and prior exploits, becoming a shadow upon
to complete the mission, and ignores all morale-based the espionage landscape. He excels at entering rival
penalties with attack rolls and skill checks. If the agent organizations to steal their secrets or conduct sabotage.
is unable to complete his mission by the end of the scene Abilities: A betrayer must appear sincere and loyal at
in which he’s activated, all benefits are lost and he suffers all times, making Charisma his most important ability.
a –1 penalty with all skill checks and Will saving throws Due to his finer understanding of social behavior,
made until the end of the current session. The bonuses the betrayer also needs a reasonable Wisdom score.
granted by this ability increase by an additional +1 at 5th Vitality: 1d10 + Con modifier per level.
level and for every 5 agent levels gained thereafter.
• Bonus Feat: Mingling Basics. All prerequisites for this
Requirements
Agent Level: 5+.
feat are waived.
Charisma: 13+.
Turncoat Bluff: 6+ ranks.
Disguise: 6+ ranks.
Whether for money, power, or pursuit of their own
Gather Information: 4+ ranks.
ideals, turncoats have turned their backs on the countries
Profession (Espionage): 2+ ranks.
and agencies that brought them into the fold.
Sense Motive: 4+ ranks.
Unfortunately for them, in a community built upon
Feats: Credible, Private Identity.
loyalty and trustworthiness, traitorous agents are amongst
Special: If using the allegiance rules (see the 1960s
the most reviled.
Decade Book, page 137), the agent must possess an
Special Talents allegiance other than that of the organization for which
he works.
• +2 to Wisdom, –2 to Charisma.
• +1 department bonus to the threat ranges of all Bluff
Class Skills
The betrayer’s class skills and key abilities are:
and Surveillance checks made by the agent. This bonus
increases by an additional +1 at 5th level and for every Class Skill Key Ability
5 agent levels gained thereafter. Bluff Cha
Bureaucracy Cha
• +1 department bonus to the DCs of all Sense Motive Computers Int
checks made to determine the agent’s intentions Craft Int
or allegiance (see the 1960s Decade Book, page 137). Cultures Wis
Further, the agent’s total Bluff skill bonus is considered Diplomacy Cha
to be 1 higher when he’s the subject of an interrogation Disguise Cha
or interview (see the Fixer/Pointman Class Guide, Driver Dex

115
 mastermind
Forgery Int At 3rd level, the betrayer’s XP cost to rebuild a secret
Gather Information Cha identity gained from the Private Identity feat is reduced
Hobby Wis to 1/2 standard (rounded up).
Innuendo Wis At 5th level, each of the betrayer’s teammates gains
Knowledge Int the benefits of the Superior Documentation feat, so long
Languages Wis as they remain in verbal communication with him.
Perform Cha At 7th level, each of the betrayer’s teammates gains
Profession Wis the benefits of the Private Identity feat, so long as they
Search Int remain in verbal communication with him.
Sense Motive Wis At 9th level, the betrayer gains an additional
Spot Wis number of secret identities from his Private Identity
Surveillance Wis feat equal to his Charisma modifier.
Skill Points at Each Additional Level: 6 + Int modifier. Two-Faced: The betrayer knows that he will come
under scrutiny, and weaves a tapestry of false leads and
Class Features misinformation about his own past to shield him from
All of the following are class features of the betrayer. close inspection. At 2nd level, the time required
Acquaintances: Levels in this class are added to to develop a biographical or psychological profile of the
the agent’s faceman levels when determining the betrayer is doubled (see the Fixer/Pointman Class Guide,
effectiveness of his backup ability. page 75, for more information about profiles).
Class Feats: At 1st level, the betrayer gains the At 7th level, the DCs of all skill checks made to form
following feats. a biographical or psychological profile of the betrayer
Armor Group Proficiency (Light) are increased by +10 (often making it impossible to
Weapon Group Proficiency (Handgun) create an exact profile). Further, if using the allegiance
Weapon Group Proficiency (Melee) rules (see the 1960s Decade Book, page 137),
the betrayer may change his allegiance once per serial
Fatal Attraction: The betrayer is a master at ingrati-
without penalty. This change lasts until the end of the
ating himself with important people… and using them.
current serial, at which point the betrayer regains his
At 1st level, when the betrayer successfully improves
true allegiance.
the disposition of any character, he may make a second
Disinformation: The betrayer is remarkably adept at
check to influence that character, with the character’s
providing information that sounds good, but isn’t quite
modified disposition as his “starting” disposition. This
right. At 4th level, the betrayer may increase the DC of
is the betrayer’s core ability.
any inspiration or favor check made by a special char-
False Front: The betrayer prepares a number of iden-
acter who considers him to be an ally or better by +5.
tities in advance, both to work his way into a target
At 8th level, the betrayer may increase the DC of any
organization, and to cover his escape. At 1st level,
inspiration or favor check made by a special character
the betrayer gains the Superior Documentation feat.
who considers him to be an ally or better by an

Table 4.1: The Betrayer

Base Fort Ref Will Def Init Budg Gadg
Lvl Att Bon Save Save Save Bon Bon Pts Pts Special
1 +0 +1 +0 +2 +1 +0 2 1 Acquaintances, false front
(Superior Documentation),
fatal attraction
2 +1 +2 +0 +3 +1 +1 4 2 Two-faced (time)
3 +2 +2 +1 +3 +2 +1 6 3 False front (rebuild identity)
4 +3 +2 +1 +4 +2 +2 8 4 Disinformation +5, sell-out
5 +3 +3 +1 +4 +3 +2 10 5 False front
(team documentation)
6 +4 +3 +2 +5 +4 +2 12 6 Minor setback
7 +5 +4 +2 +5 +4 +3 14 7 False front (team identities),
two-faced (DC)
8 +6 +4 +2 +6 +5 +3 16 8 Disinformation +10,
uncanny foresight
9 +6 +4 +3 +6 +5 +4 18 9 False front (extra identities)
10 +7 +5 +3 +7 +6 +4 20 10 Silent Betrayal

116
 playing a villain campaign
additional +5 (for a total increase of +10). Alternately, Class Skills
he may increase the DC of any inspiration or favor
The hitman’s class skills and key abilities are:
check made by a special character who considers him
to be helpful by +5. Class Skill Key Ability
Sell-Out: The betrayer charges the highest dollar Bluff Cha
for the secrets he steals. At 4th level, when the betrayer Bureaucracy Cha
makes a Profession (Espionage) check to generate Cultures Wis
income, the amount of money he earns is multiplied Craft Wis
by the highest scope rating of any organization he is Demolitions Int
currently infiltrating (see the Faceman/Snoop Class Disguise Cha
Guide, page 124). Driver Dex
Minor Setback: At 6th level, once per day, the double Escape Artist Dex
agent may spend 4 hours interfering with the operations Forgery Int
of an organization he is currently infiltrating to reduce Gather Information Cha
the level of 1 of that organization’s agendas by 1. This Hide Dex
penalty last for 24 hours after the double agent ceases Intimidate Str or Cha
to interfere. Knowledge Int
Uncanny Foresight: Through disinformation or phys- Listen Wis
ical sabotage, the betrayer takes great care to foil his Move Silently Dex
target organizations at every turn. Beginning at 8th Open Lock Dex
level, when one of the betrayer’s opponents scores an Search Int
error opposing him during an infiltration, the betrayer’s Sense Motive Wis
action die cost to activate the error is reduced by 1 Sleight of Hand Dex
(to a minimum of 0). Surveillance Wis
Silent Betrayal: The betrayer can turn even the Skill Points at Each Additional Level: 6 + Int modifier.
slightest bit of trust into a deadly weakness. At 10th
level, the threat ranges of the betrayer’s attack rolls and Class Features
Bluff, Bureaucracy, Disguise, Forgery, and Gather All of the following are the class features of the hitman.
Information checks are increased by 2 when targeting Starting Feats: At 1st level, the hitman gains the
any teammate or ally, or any character in verbal following feats.
communication with the betrayer whose disposition Armor Proficiency (Light)
toward him is helpful or better. Weapon Group Proficiency (Handgun)
Weapon Group Proficiency (Hurled)
Weapon Group Proficiency (Melee)
HITMAN
This is a prestige class.
Weapon Group Proficiency (Rifle)
Blood Money: The hitman is a contract killer who
measures success in blood spilt. At 1st level, each time
Masters of subtlety, hitmen are the phantom killers
the hitman reduces a special NPC’s wounds to –1
of the world’s shadow communities, specializing
or below, he gains twice the normal experience for
in hunting down and eliminating problematic targets —
defeating that opponent. This experience is never
often including agents. Hitmen are highly valued
shared with the rest of the team.
by cruel and paranoid masterminds for their ruthless
If the hitman is an NPC, each time he reduces
guile and ability to remove a problem without revealing
a special NPC’s wounds to –1 or below, the GC gains 1
the organization’s hand.
additional action die instead.
Abilities: A hitman relies upon subtlety and stealth
This is the hitman’s core ability.
before raw power, so Charisma and Dexterity are his
Killer Instinct: The hitman has a predatory instinct
most important abilities.
that rarely leads him astray. At 1st level and for each
Vitality: 1d10 + Con modifier per level.
class level gained thereafter, the hitman gains 1 addi-
Requirements tional skill point, which must be spent to improve his
Move Silently skill.
Agent Level: 5+.
Further, the hitman gains the basic virtual skill feat,
Disguise: 4+ ranks.
“On the Hunt,” which grants him a +2 bonus with
Move Silently: 4+ ranks.
Disguise, Move Silently, and Surveillance checks, and
Sleight of Hand: 4+ ranks.
increases the threat ranges of each of these skills by 1.
Surveillance: 4+ ranks.
Feats: Concealed Weapon, Traceless.

117
 mastermind
At 5th level, the hitman gains the Advanced Skill
Mastery feat for his On The Hunt feat.
At 9th level, the hitman gains the Grand Skill
Mastery feat for his On the Hunt feat.
Cruelest Cut: When the hitman attacks an opponent,
he makes sure they stay down. At 2nd level, when the
hitman makes an attack that reduces an opponent’s
wounds to –1 or below, that opponent may not make
any checks to stabilize (though another character may
attempt to use First Aid to stabilize the opponent
as standard). Further, the DCs of all First Aid checks
made to heal or stabilize the target are increased by 5.
At 7th level, when the hitman makes an attack that
reduces an opponent’s wounds to –1 or below, that
opponent’s wounds are immediately reduced to –8.
Wetwork: At 3rd level, the hitman gains the
Assassin feat.
At 7th level, the hitman gains the Master Assassin feat.
In both cases, all prerequisites for these feats are
waived.
Quick Change: The hitman may change his manner-
isms and clothes just enough to appear as someone else.
Starting at 4th level, once per session as a half action,
the hitman may make a standard Disguise check to alter
his appearance (see the Spycraft Espionage Handbook,
page 50). The hitman suffers no penalty for not
possessing a disguise kit when making this check.
The hitman cannot use this ability while he is being
observed, unless he is able to momentarily step out
of sight (e.g. behind a column). The hitman’s disguise
stands up under casual scrutiny, but any careful
inspection gains a +5 circumstance bonus with Spot
checks made to penetrate the disguise.
At 8th level, the hitman may use this ability up to
twice per session.
This ability is identical to the quick change ability
possessed by the faceman. If a benefiting character
possesses the quick change ability from one or more
other classes, he may add levels from these other classes
in a limited fashion to determine the effectiveness of this
ability. The character’s level in one other class granting
him the quick change ability is increased by 4.
From the Shadows: The hitman is a relentless hunter,
and hard to evade once he’s caught a target’s scent.
Beginning at 4th level, the hitman gains a bonus with
all skill checks made to tail a target equal to his class
level. Further, the DCs of the prey’s Spot checks made to
notice the hitman is tailing him are increased by the hit-
man’s class level. For more information about tailing,
see the Faceman/Snoop Class Guide, page 83.
Chink in the Armor: Hitmen train themselves
and their teammates in the best ways to circumvent an
opponent’s defenses. Beginning at 6th level, whenever
the hitman or one of his teammates makes a melee or
ranged attack within 1 range increment, the attack
is considered to possess the armor-piercing quality
(ignoring the target’s first 3 points of damage
reduction). If the weapon, the ammunition, and/or
the attack already possess the armor-piercing quality,
the attack ignores the target’s first 5 points of damage
reduction instead. This ability’s benefit is unaffected
by the weapon’s ammunition type.
Two Behind the Ear: The hitman knows how to make
the most of any combat opportunity. At 8th level,
the hitman need no longer spend an action die to
activate an extremely deadly situation (see the Spycraft
Espionage Handbook, page 179). The GC remains the
arbiter of what situations qualify to become extremely
deadly situations (see page 119).
Silent Kill: The hitman can deal a fatal blow without
ever alerting others to the event. At 10th level,
all Listen, Spot, and Surveillance checks made to notice
the hitman when he attacks an opponent automatically
fail unless the result is a threat, even if other class

Table 4.2: The Hitman

Base Fort Ref Will Def Init Budg Gadg
Lvl Att Bon Save Save Save Bon Bon Pts Pts Special
1 +0 +0 +1 +1 +1 +1 2 0 Blood money,
killer instinct (basic)
2 +1 +0 +2 +2 +1 +2 4 1 Cruelest cut (cannot stabilize)
3 +2 +1 +2 +2 +2 +3 6 2 Wetwork (Assassin)
4 +3 +1 +2 +2 +2 +3 8 3 From the shadows,
quick change 1/session
5 +3 +1 +3 +3 +3 +4 10 3 Killer instinct (Advanced)
6 +4 +2 +3 +3 +4 +5 12 4 Chink in the armor
7 +5 +2 +4 +4 +4 +6 14 5 Cruelest cut (–10 wounds),
wetwork (Master Assassin)
8 +6 +2 +4 +4 +5 +6 16 6 Quick change 2/session,
two behind the ear
9 +6 +3 +4 +4 +5 +7 18 6 Killer instinct (Grand)
10 +7 +3 +5 +5 +6 +8 20 7 Silent kill

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 playing a villain campaign
Extremely Deadly Requirements
Situations Revisited Agent Level: 5+.
Handle Animal: 8+ ranks.
The extremely deadly situation (EDS) — described Profession (Veterinarian): 2+ ranks.
on page 179 of the Spycraft Espionage Handbook — Survival: 4+ ranks.
is a frequently misunderstood corner of the Spycraft Feats: Animal Partner, Outdoorsman.
combat system. Some GCs and players believe that
even common situations, such as a gun fired point- Class Skills
blank at a target, should trigger them. The tamer’s class skills and key abilities are:
The rule of thumb when using extremely deadly Class Skill Key Ability
situations is that, almost without exception, they take Balance Dex
place outside of combat. As soon as either side has Boating Dex
rolled initiative, it’s too late to use this combat option. Climb Str
By that point, all targets are aware that something Craft Int
is up and at least partially ready for combat. After Driver Dex
initiative is rolled, the coup de grace action covers First Aid Wis
most, if not all, such circumstances. Handle Animal Cha
Thus, sneaking up behind an unaware guard, Hide Dex
putting a gun to his head and pulling the trigger Hobby Wis
would probably count as an extremely dangerous sit- Intimidate Str or Cha
uation, while firing a weapon at an adjacent target — Jump Str
even one who is flat-footed — is not. Listen Wis
Further, extremely deadly situations are allowed Move Silently Dex
only at the GC’s discretion. Players may not declare Profession Wis
they are initiating an extremely deadly situation Sense Motive Wis
(though they may request one). That said, GCs should Spot Wis
also remember that crafty agents should be allowed to Survival Wis
use EDS both as a reward for creativity and to keep Swim Str
the session moving along at a good clip. Tumble Dex
Use Rope Dex
Skill Points at Each Additional Level: 6 + Int modifier.
abilities would typically allow for an automatic success
or critical (e.g. flawless search). Even with a threat, Class Features
the skill check must still be a success in order to notice
The following are class features of the tamer.
or identify the hitman as the attacker.
Starting Feats: At 1st level, the tamer gains the
following feats.
Weapon Group Proficiency (Melee)
TAMER
This is a prestige class.
Weapon Group Proficiency (Handgun)
Weapon Group Proficiency (Rifle)
Rare assets in the intelligence community, tamers are Doolittle: At 1st level, the tamer may spend action
professionals who specialize in domesticating and training dice to increase the results or activate the critical
even the most dangerous beasts. They also take the field successes of any animal controlled by any member of
with their charges, lending talents wholly outside the his team, so long as the animal is located within the
realm of human ability to even the most dangerous tamer’s line of sight or is in verbal communication with
or esoteric operations. Masterminds employ tamers him. When the tamer spends one or more action dice
to attend to and train their many fantastic pets. to increase a result generated by his animal partner
Abilities: Charisma and Wisdom are critical to any (see page 124), he rolls two dice for each action
competent tamer, the former to help when commanding die spent, adding the results of both. The tamer’s action
animals and the latter when anticipating dangerous die modifiers supersede those of the animal when this
behavior. A high degree of physical fitness is also ability is used. This is the tamer’s core ability.
required to keep up with most animals, so Strength Naturalist: At 1st level, the tamer gains either 1
and Dexterity are also important. terrain ‘training’ feat or 1 advanced skill feat linked
Vitality: 1d10 + Con modifier per level. to his Outdoorsman feat. The tamer must meet all
prerequisites for the feat before choosing it.

119
 mastermind
The tamer gains 1 additional terrain ‘training’ feat or
advanced skill feat linked to his Outdoorsman feat at
3rd level and for every 2 class levels gained thereafter,
with the same restrictions.
Master Trainer: The tamer is an expert on animal
behavior and can safely take shortcuts when training
animals. At 2nd level, the interval of the tamer’s
complex skill checks made to domesticate or train
an animal are reduced to 1⁄2 standard (rounded down).
At 7th level, the interval of the tamer’s complex skill
checks made to teach an animal a trick are reduced to 1⁄2
standard (rounded down). Additionally, the tamer’s error
ranges with all skill checks made to domesticate, train,
or teach an animal are reduced by 2 (to a minimum of 1).
“Get ’Em, Boy!”: The tamer is accustomed to fighting
with animal allies. At 4th level, he gains the benefits
of the Precise Shot feat when firing at a target who is
in melee combat with an animal.
At 8th level, the tamer gains the benefits of the Wolf
Pack Mastery feat when adjacent to an opponent who
is in melee combat with an animal.
Pack Alpha: At 4th level, the tamer ignores penalties
inflicted by an animal’s primal (PRI) quality, including
error range increases (see page 17 for more about
animal qualities). Additionally, the tamer gains a +2
competence bonus with all Intimidate checks.
Evasion: At 6th level, whenever the tamer success-
fully makes a Reflex save to reduce blast damage to
1
⁄2 standard, he instead suffers no damage. If the tamer
already possesses this ability, or later gains it from
another class, whenever he fails a Reflex save to reduce
blast damage, the damage he suffers is reduced to
1
⁄2 standard (rounded down). Finally, if the tamer
possesses the improved evasion ability, or later gains it
from another class, whenever he fails a Reflex save to
reduce blast damage, the damage he suffers is reduced
to 1⁄4 standard (rounded down).
Hunter and Hunted: At 8th level, the tamer gains the
benefits of the wheelman’s daredevil class ability when
in any foot chase. This benefit extends to the tamer’s
animal partner (see page 124), as well as to any mount
upon which the tamer rides.
Additionally, the tamer’s base speed increases by 5 ft.
Man and Beast: The tamer’s relationship with his
animal partner is sufficiently developed that they act as
one. At 10th level, at the start of the tamer’s initiative
count, he may sacrifice 1 half action to allow his animal
partner to take 1 half action. Likewise, at the start of
the animal partner’s initiative count, the tamer may
sacrifice 1 of the animal partner’s half actions to grant
himself 1 half action.
If the tamer possesses multiple animal partners,
he may sacrifice up to 2 half actions to allow up to 2 of
his animal partners to take 1 half action each. Likewise,
at the start of the animal partner’s initiative count,
the tamer may sacrifice up to 1 of each animal partner’s
half actions to grant himself 1 half action per animal
partner half action sacrificed (to a maximum of 2 half
actions gained).
The tamer must be located within 10 ft. of his
animal partner(s) in order to use this ability. All extra
half actions gained in this fashion occur immediately
when the sacrifice is made, and may not be delayed
in any manner — if an extra half action is not taken
immediately when it’s gained, it is lost.

Table 4.3: The Tamer

Base Fort Ref Will Def Init Budg Gadg
Lvl Att Bon Save Save Save Bon Bon Pts Pts Special
1 +0 +2 +2 +1 +1 +1 1 0 Naturalist, doolittle
2 +1 +3 +3 +2 +1 +1 2 1 Master trainer
(domesticate/train)
3 +2 +3 +3 +2 +2 +2 3 1 Naturalist
4 +3 +4 +4 +2 +2 +2 4 2 “Get ’em, boy!” (Precise Shot),
evasion
5 +3 +4 +4 +3 +3 +3 5 2 Naturalist
6 +4 +5 +5 +3 +4 +4 6 3 Pack alpha
7 +5 +5 +5 +4 +4 +4 7 3 Master trainer (teach),
naturalist
8 +6 +6 +6 +4 +5 +4 8 4 Get ’em, boy!
(Wolf Pack Mastery),
hunter and hunted
9 +6 +6 +6 +4 +5 +5 9 4 Naturalist
10 +7 +7 +7 +5 +6 +6 10 5 Man and beast

120
 playing a villain campaign
NEW SKILL USES
The following skill uses support the animal rules in
Chapter 2 and the tamer prestige class in this chapter.
They are appropriate for any character, villain or no.
Handle Animal
(Cha; Trained Only)
You can domesticate a wild animal, then train it
to perform a variety of tasks, and to earn money
by doing so.
Check (Varies): You may domesticate a wild animal
as a complex Handle Animal skill check. This check’s
DC is equal to 5 × the sum of the animal’s Wisdom
and challenge rating (CR), and its interval is 4 weeks (for
a mature adult specimen), or 2 weeks (for an adolescent
specimen). With success, the animal is domesticated,
gaining the domesticated (DOM) quality (see page 17).
Further, when domesticating an animal as a job,
success also earns you $100 × this check’s DC.
Critical Failure: Thanks to your gross mistreatment,
the animal becomes hostile to all humans and may
never be domesticated.
Check (Varies): You may train a domesticated animal
as a complex Handle Animal skill check. This check’s
DC is equal to 10 × the sum of the animal’s Wisdom and
challenge rating (CR), and its interval is 4 weeks. With
success, the animal is trained, gaining the trained (TND)
quality (see page 18).
Further, when training an animal as a job, success
also earns you $75 × this check’s DC.
Critical Failure: The animal learns a number of bad
habits from you, not the least of which is disobedience.
It may never be trained.
Check (varies): You may teach a trained animal
1 trick as a complex Handle Animal skill check.
This check’s DC is equal to 50, +10 per trick the animal
already knows, and its interval is a number of days
equal to 30 – the animal’s Intelligence score (minimum
1 day). With success, the animal learns the desired trick
(see page 18).
Further, when teaching an animal a trick as a job,
success also earns you $100 × this check’s DC.
Critical Failure: Your poor handling traumatizes
the animal, which may never learn the desired trick.
Profession (Veterinarian)
(Wis; Trained Only)
You can provide medical care for most domestic
animals and their wild cousins.
121
Check: As per the standard Profession skill check
(see the Spycraft Espionage Handbook, page 61),
you may use this skill to earn money as a veterinarian.
This skill may also be used as a Knowledge skill
concerning matters directly related to veterinary
medicine and animal physiology.
Finally, you may use Profession (Veterinarian)
in place of First Aid skill when attempting to stabilize,
diagnose, or treat an animal. All rules for the First Aid
skill apply under these circumstances.
Special: If you possess 5 or more ranks in Profession
(Veterinarian), you gain a +2 synergy bonus with Handle
Animal checks made to domesticate wild animals
(but not with Handle Animal checks made to train
a domesticated animal, or teach a trained animal a trick).
N EW B ASIC
COMBAT FEATS
The following feats are considered part of the basic
combat feat tree (see the Spycraft Espionage Handbook,
pages 68–71).
“Completely Outnumbered!”
When you show up in force, you show up in force!
Benefit: When your team — including all teammates
and allies — outnumbers its opponents by at least
2-to-1, you and each of your teammates, but not your
allies, gain a +2 morale bonus to all damage rolls
for attacks made within 1 range increment. Further,
if an opponent gains a bonus to initiative during
combat (including his class bonus), it is reduced to
1
⁄2 standard (rounded down, minimum 0).
These benefits are lost when the triggering numerical
advantage is lost. No character may be targeted by
more than 1 “Completely Outnumbered!” feat ability
per round.
Contempt
You have no time for lesser foes.
Prerequisite: Agent level 6+.
Benefit: As a free action, you may make a single
attack against an opponent whose total agent level is
at least 4 lower than yours. Your full base attack bonus
is applied to this attack. If you score a threat, you need
not spend an action die to activate it. This feat ability
may only be used once per session, plus one additional
time per session for every 4 agent levels you possess.
This feat may never be used more than once during any
single round.
 mastermind
“Cover Me!” equal to your Strength modifier. This is a ‘named
mastery’ unarmed combat ability (see the Spycraft
It’s good to have friends who’ve got your back.
Espionage Handbook, page 78, for more about named
Prerequisite: Base attack bonus +1 or higher.
combat abilities).
Benefit: When your team — including all teammates
and allies — outnumbers its opponents by at least 2-to- Human Wave
1, you may, once per round as a free action, take a cover
You’ve elevated swarm tactics to an art form.
fire action to support one of your teammates or allies.
Prerequisite: “Completely Outnumbered!”
These benefits are lost when the triggering numerical
Benefit: When your team — including all teammates
advantage is lost. No character may be targeted by more
and allies — outnumbers its opponents by at least
than 1 “Cover Me!” feat ability per round.
2-to-1, you and each of your teammates, but not your
“Dog Pile!” allies, benefit from one-quarter cover.
When your team — including all teammates and
You crush your opponents under the sheer weight
allies — outnumbers its opponents by at least 3-to-1,
of bodies.
you and each of your teammates, but not your allies,
Prerequisites: “Completely Outnumbered!”
benefit from one-half cover.
Benefit: At the end of any round during which
This cover benefit does not stack with cover benefits
you’re grappling an opponent and 1 or more of your
gained from other sources.
teammates or allies is located adjacent to your target,
These benefits are lost when the triggering numerical
your opponent suffers an additional 1d4 subdual
advantage is lost. No character may be targeted by more
damage per adjacent teammate or ally of yours.
than 1 Human Wave feat ability per round.
Further, when your team — including all teammates
and allies — outnumbers its opponents by at least “It’s a Trap!”
2-to-1, you and each of your teammates, but not your
There’s no better way to start a fight than with
allies, gain a +4 morale bonus with all checks made
a nasty surprise.
as part of a grapple action targeting a flanked opponent.
Prerequisites: Hide skill 4+ ranks.
These benefits are lost when the triggering numerical
Benefit: When your team — including all teammates
advantage is lost. No character may be targeted by more
and allies — outnumbers its opponents by at least
than 1 “Dog Pile!” feat ability per round.
2-to-1, the benefits of any successful ambush made by
“Give It Up!” you or any of your teammates, but not your allies, lasts
for the surprise round and for the first 3 normal rounds.
Once you got them surrounded, its not so hard
These benefits are lost when the triggering numerical
to reason with them…
advantage is lost. No character may be targeted by more
Prerequisite: Intimidate skill 4+ ranks, “We Have
than 1 “It’s a Trap!” feat ability per round.
You Surrounded!”
Normal: The benefits of any successful ambush
Benefit: When your team — including all teammates
last only for the duration of the surprise round (see the
and allies — outnumbers its opponents by at least
Fixer/Pointman Class Guide, pages 60-61).
2-to-1, you may, once per round as a free action, make
an Intimidate check or take a threaten action against “Lure Them In!”
a number of opponents equal to your Charisma
Once you have your opponents off balance, you tend
modifier (minimum 1).
to keep them that way.
These benefits are lost when the triggering numerical
Prerequisite: Bluff skill 4+ ranks, “It’s a Trap!”
advantage is lost. No character may be targeted by more
Benefit: When your team — including all teammates
than 1 “Give It Up!” feat ability per round.
and allies — outnumbers its opponents by at least
Knockout Blow 2-to-1, you may, once per round as a free action, take
a feint or taunt action against 1 opponent.
You dispatch minions with jaw-shattering blows.
These benefits are lost when the triggering numerical
Prerequisites: Strength 13+, Contempt, Martial Arts.
advantage is lost. No character may be targeted by more
Benefit: Once per round, when you successfully
than 1 “Lure Them In!” feat ability per round.
make an unarmed attack against a standard NPC
possessing an agent level at least 4 levels lower than Massive Crossfire
yours and inflict at least 1 point of damage (after
Once your foes are in the killing zone, you make
damage reduction, class abilities, and other agent
short work of them.
options are applied), your target must make a Fortitude
Prerequisite: Base attack bonus +3 or higher,
save (DC equal to the damage inflicted). With failure,
“Cover Me!”
the NPC is knocked unconscious for a number of rounds

122
 playing a villain campaign
Benefit: When your team — including all teammates Tactical Advantage
and allies — outnumbers its opponents by at least
You are a veteran of far too many one-sided engage-
2-to-1, you may, once per round as a free action, make
ments…
a burst attack against 1 opponent.
Prerequisites: Tactics class ability.
These benefits are lost when the triggering numerical
Benefit: You may expend 1 use of your tactics
advantage is lost. No character may be targeted by more
ability to allow you and each of your teammates,
than 1 Massive Crossfire feat ability per round.
but not your allies, to count as 2 characters each
“No Man Left Behind!” when determining who possesses a numerical advantage
over their opponents.
You always watch out for your own.
Prerequisites: First Aid skill 4+ ranks, “Cover Me!” “We Have You Surrounded!”
Benefit: When your team — including all teammates
You can use superior numbers to surround and
and allies — outnumbers its opponents by at least
contain your foes.
2-to-1, you may, once per round as a free action, make
Prerequisites: Base attack bonus +1 or higher.
a First Aid check targeting 1 of your teammates or allies.
Benefit: When your team — including all teammates
Further, when your team — including all teammates
and allies — outnumbers its opponents by at least
and allies — outnumbers its opponents by at least
2-to-1, each opponent attacked from within 1 range
2-to-1 when you withdraw from combat, each of your
increment by you or any teammate, but not any ally,
injured and dead teammates and allies is automatically
is considered to be flanked.
brought with you.
These benefits are lost when the triggering numerical
These benefits are lost when the triggering numerical
advantage is lost. No character may be targeted by
advantage is lost. No character may be targeted by more
more than 1 “We Have You Surrounded!” feat ability
than 1 “No Man Left Behind!” feat ability per round.
per round.
“No Way Out!” Wolfpack Basics
Nobody’s leaving yet — the party is just getting
You are highly skilled at taking advantage of the
started…
openings provided by a well-placed teammate.
Prerequisite: “It’s a Trap!”
Prerequisite: Agent level 3+.
Benefit: When your team — including all teammates
Benefit: You gain a +4 circumstance bonus with
and allies — outnumbers its opponents by at least
attacks made against an opponent you’re flanking.
2-to-1, the speed of each of your opponents is reduced
Normal: An agent typically gains a +2 circumstance
to 1⁄2 standard (rounded down to the nearest 5-ft.
bonus with attacks made against an opponent
increment, min. 5 ft.).
he’s flanking.
These benefits are lost when the triggering numerical
advantage is lost. No character may be targeted by more Wolfpack Mastery
than 1 “No Way Out!” feat ability per round.
You are an expert at close combat teamwork.
“Pin Them Down!” Prerequisite: Agent level 9+, Wolf Pack Basics.
Benefit: Opponents adjacent to you are considered
Surrounded is merely the first step in your cunning
flanked so long as you and one other teammate
plan of destruction.
are adjacent to that opponent in any configuration.
Prerequisite: Base attack bonus +3 or higher, “We
Further, you gain a +1d6 sneak attack bonus to damage
Have You Surrounded!”
whenever you successfully attack an opponent you’re
Benefit: When your team — including all teammates
flanking. This bonus is subject to the same restrictions
and allies — outnumbers its opponents by at least
as the fixer’s sneak attack bonus (see the Spycraft
2-to-1, you may, once per round as a free action, take
Espionage Handbook, page 24), and stacks with all
a suppressive fire action to support one of your
other sneak attack bonuses.
teammates or allies.
Normal: An agent must be exactly opposite another
These benefits are lost when the triggering numerical
agent — i.e. the agents must be ‘sandwiching’ the target
advantage is lost. No character may be targeted by more
— in order to gain a flanking bonus against him.
than 1 “Pin Them Down!” feat ability per round.

123
 mastermind
Wolfpack Supremacy
Your close combat teamwork ability is unmatched.
Prerequisite: Agent level 15+, Wolf Pack Mastery.
Benefit: The threat ranges of all your attacks made
against an opponent you’re flanking are increased by 2.
Further, you gain an additional +1d6 sneak attack
bonus to damage whenever you successfully attack an
opponent you’re flanking (for a total sneak attack bonus
of +2d6 from Wolfpack feats). This bonus is subject
to the same restrictions as the fixer’s sneak attack bonus
(see the Spycraft Espionage Handbook, page 24), and
stacks with all other sneak attack bonuses — including
the sneak attack bonus granted by Wolfpack Mastery.
N EW U NARMED
COMBAT FEATS
The following feats are considered part of the
unarmed combat feat tree (see the Spycraft Espionage
Handbook, pages 78–81).
Savage Attack
Your natural weapons enable you to carve a bloody
trail of destruction through your opponents.
Prerequisite: At least 1 natural weapon.
Benefit: When you are located in a square adjacent to
1 or more opponents at the start of your initiatve count,
you may take a full action to make 1 attack with each of
your natural weapons, targeting any number
of adjacent opponents with them (up to the number of
natural weapons you possess). Each attack suffers
a penalty equal to the number of opponents you target +1.
NEW GEAR FEATS
The following feats are considered part of the gear
feat tree (see the Spycraft Espionage Handbook, pages
86–87).
Animal Partner
You possess an indispensable pet, mount, or other
animal companion that accompanies you on missions.
Prerequisites: Agent level 3+, Handle Animal skill 6+
ranks, personal budget must include at least 1 animal.
Benefit: Choose 1 animal that is part of your per-
sonal budget. The chosen animal’s BP cost is not
increased by the domesticated and trained qualities (see
pages 17–18). Further, the chosen animal gains the
clever (CLV) quality if it does not already possess it. It
also gains a number of bonus vitality points equal to
your agent level × its Constitution modifier, if positive
(the animal gains a minimum number of bonus vitality
points equal to your agent level).
124
If the animal is Medium-size or bigger, both you
and the animal gain the benefits of the Wolf Pack Basics
feat with respect to each other’s flanking positions only
(i.e. you only benefit from the feat if the two of you
are flanking an opponent opposite one another). If the
animal is Small-size or smaller, its size bonus to Defense
is doubled.
Like any animal, your animal partner gains and
may use no action dice, but you may spend your action
dice to increase its results, activate its threats as critical
successes, and activate any abilities it possesses that are
triggered by action dice. Likewise, your animal partner
gains and may use no budget, but you may spend your
personal or mission budget points to requisition items
for it (see page 21).
You are assumed to possess all documents necessary
for you to legally own the animal, regardless of local
laws or any endangered status it may possess.
The animal always recognizes you as its primary
trainer. It never intentionally attacks you, even if you
critically fail a Handle Animal check targeting it.
Special: You may take this feat a number of times
equal to your Charisma modifier + 1 (minimum 1), each
time applying it to a new animal. The feat’s Handle
Animal prerequisite increases by an additional 2 for
each successive time you take it (e.g. you must possess
8+ ranks in Handle Animal to take the feat a second
time, 10+ ranks in Handle Animal to take the feat a third
time, and so on).
The benefits of this feat may not be applied to the
same animal multiple times.
If your animal partner is killed, you may apply
the benefits of this feat to a new animal, following the
standard rules for replacing a deceased animal that was
part of your personal budget (see page 21).
Contracts
You’re a killer-for-hire with contracts on the side.
Benefit: During the Gearing Up phase of any mission,
you may spend and roll any number of action dice,
adding the sum result to your roll for field expenses for
the current mission. For each action die spent and rolled
in this fashion, you must kill 1 special character during
the current mission (i.e. reduce the special character to
–10 wounds or less each). If you fail to kill the necessary
number of special characters during the current mission,
you may roll no dice for determining field expenses
during the following mission.
Pet Project
You take a special interest in an aspect of your
organization, personally overseeing its operations.
Prerequisites: Special character belonging to a threat
organization only, Intelligence 13+.
Benefit: Choose 1 threat resource controlled by your
organization. When determining any benefit provided
 playing a villain campaign
by this resource, its hierarchy rating is considered to be
a number of points higher equal to your Intelligence
modifier. If the chosen threat resource is ever destroyed,
you may spend 3 action dice at the beginning of any
subsequent session to designate a different threat
resource as your new pet project.
Safe House Menagerie
Your safe houses have extra security… and it’s hungry.
Prerequisites: Safe House, Handle Animal skill
8+ ranks.
Benefit: Each of your safe houses features any
number of animals with a total cost of up to 12 BP.
You may also permanently allocate any number of BP
from your personal budget to boost this total cost, up to
a number no higher than double your agent level. All of
your safe houses’ menagerie animals possess the trained
(TND) quality and know the guard, speak, and subdue
tricks (see page 18).
If any of your menagerie animals are ever removed
from a safe house, they become highly agitated,
suffering a –4 penalty with all attack rolls and skill
checks until they are returned. Additionally, the error
ranges of all Handle Animal checks targeting them
are increased by 4 until their return.
Secret Hideout
You’ve turned one of your threat resources into your
personal HQ, and furnished it accordingly.
Prerequisites: Pet Project.
Benefit: When you’re located at an action site
containing the threat resource designated as your
Pet Project (see the previous page), you gain the bene-
fits of the Safe House feat. Further, the action site’s per-
sonnel, secrecy, and security ratings are increased by a
number equal to your Intelligence modifier.
NEW STYLE FEATS
The following feats are considered part of the style
feat tree (see the Spycraft Espionage Handbook, pages
91–94).
Cronies
You have access to a squad of loyal minions.
Prerequisites: Special characters only (agents with
GC permission only), agent level 6+.
Benefit: Once per session, you may choose one stan-
dard minion type (see page 14) and make an assistance
favor check (DC 15). With success, 2d6 minions of the
chosen type arrive within 1 hour. These minions are
considered standard NPCs and their agent level is equal
to 1⁄3 your agent level (rounded up). Their vitality dice
are d6s and they possess ability scores of 10, 1 feat of
125
your choice from the basic combat tree, and skill bonuses
in three class skills of your choice with total skill bonuses
equal to their agent level. The cronies are armed with any
weapons and gear of your choice with a maximum BP
cost equal to 1⁄3 your current mission budget.
The cronies have a disposition of ally toward you,
and assist you with 1 task designated when you make
the favor check to summon them. They leave at the end
of the current scene, even if the task has yet to be
accomplished. They also leave if more than 1⁄2 of them
are slain or incarcerated (rounded down), again, even
if the task has yet to be accomplished.
Industrial Sabotage
You’ve turned your network of moles into a vicious
web of provocateurs who actively sabotage enemy
operations.
Prerequisites: Agent level 12+, Handler.
Benefit: You may activate errors scored by members
of any organization in which you possess at least 1
mole, even if you aren’t present. Choose the number of
action dice you wish to spend to activate the error.
The action dice spent to activate the target error are
not deducted from your action die pool, but rather
are deducted from the number of action dice you’ve
invested in moles in the target organization. You may
not spend more action dice to activate the target
error than you’ve invested in moles in the target orga-
nization. This does not eliminate your mole(s) within the
organization unless it reduces the number of action dice
invested in moles in the target organization to 0.
Example: Donovan possesses the Handler feat, and
has invested 3 action dice in moles inside the Board,
a criminal organization he’s investigating. A minion
working inside the organization scores an error when
making a Demolitions check while working on
a weapon of mass destruction, and Donovan decides
to activate the error. Donovan chooses to activate
the error with 2 action dice in the hopes of setting the
organization back. Donovan is now considered to have
invested only 1 action die in moles inside the Board.
Political Clout
You’re known in political circles, and can exert some
influence in governments around the world.
Prerequisites: Agent level 9+, Bureaucracy skill 8+
ranks, Political Favors.
Benefit: Your bonus to influence the dispositions
of politicians and gain government intervention from
your Political Favors feat is increased by an additional
+2 (to a total bonus of +3). Further, you may use your
Political Favors feat ability to shrug off criminal charges
for capital crimes, and may gain legitimate access
to both secure and secret government facilities. You
may use either of these abilities up to twice per serial.
 mastermind
Political Immunity
Your political influence is extensive, placing you
above all but the Agency’s law.
Prerequisites: Agent level 15+, Bureaucracy skill 12+
ranks, Political Clout.
Benefit: Your bonus to influence the dispositions of
politicians and gain government intervention from your
Political Favors feat is increased by an additional +3 (to
a total bonus of +6). Further, you are now immune to all
criminal charges brought against you by organizations
outside the Agency, including capital crimes. Finally, if
you’re the subject of an investigation or manhunt from
inside the Conspiracy, you may make an intervention
favor check (DC 25) to have the investigation called off.
Right Hand Man
You are a favorite among your Agency or organiza-
tion’s followers.
Prerequisites: Agent level 3+.
Benefit: During the Gearing Up phase, you may
reduce the number of GP you receive by up to 1⁄2 your
agent level (rounded up). For each GP sacrificed in this
way, you gain a +1 bonus with all favor checks made
through the home office during the current serial.
This bonus does not apply to favor checks made outside
of normal channels.
Spy Hunter
You’re an expert at sniffing out traitors in your
midst.
Prerequisites: Wisdom 13+, Sense Motive skill 8+
ranks, Mark.
Benefit: As a free action, you may make a Sense
Motive check (DC 20 + the target’s ranks in the Bluff
skill + the power rating of any cover identity the target
is currently using). With success, you discover whether
the target’s allegiance is different from your own
(though you do not discover the target’s actual
allegiance). This ability may target an individual only
once per session.
N EW T RAINING
PROGRAMS
The following training programs are in common
use within criminal organization across the globe,
though standard Spycraft agents of any type may
also chose them. For rules concerning training
programs, see The Agency, page 13.
126
Guerrilla Warfare
Training
Devised as a mutual exchange between military
opposition groups around the world, the guerrilla war-
fare program has since become standard-issue for rebels
and terrorists around the world, preparing them for the
nuances of fighting in adverse conditions and terrain.
Qualifications: Intelligence 13+, Hide skill 4+ ranks,
Survival skill 4+ ranks.
GP Cost: 4.
Training Time: 7 days. The agent begins in a terrain
of his choice, where he joins up with a squad of guerril-
la fighters actively engaged in combat. He shadows
and assists them over the course of the training period,
during which he’s trained extensively to read the land,
create tactical advantage, and learn effective methods
for prepping an assault or ambush.
Final Exam: Within the chosen terrain, the agent
must successfully track and “kill” a unit composed of
5 enemy combatants within 2 hours, without being
“killed” himself. To score a kill, the agent must success-
fully attack his target with a melee or ranged attack
while the target is flat-footed. The agent is armed with
a paintball gun (identical in all ways to a 9mmP Beretta
M92 service pistol, save that it inflicts only 1 point
of subdual damage with each successful hit).
The agent is deployed 1⁄4 mile behind the target unit
at the beginning of the exercise. He must first determine
the targets’ direction by making a successful 10-minute
Survival check (DC 15), then move overland as quickly
as possible to catch up with them by succeeding with
2 additional 10-minute Survival checks (DC 15).
The agent’s opponents are 3rd-level strong minions
armed with identical paintball guns, ability scores of 12,
and total Spot and Listen skill bonuses of +5. They
travel approximately 200 ft. apart at all times. Each time
the agent fires his paintball gun, the GC makes a Listen
check (DC 15) to see if the closest squad member(s)
notices the noise and come to help.
The exercise is completed once the agent has “killed”
all 5 targets (i.e. successfully attacked each target
without being noticed). If the agent is successfully
attacked during this exercise, he is “killed” and must
retry the final exam the following day.
Benefits: While located in the chosen terrain type,
the agent gains the benefits of the Daring Ambush feat.
Additionally, the agent inflicts +1d6 sneak attack
damage when fighting in this terrain, suffering all
the restrictions described in the fixer’s sneak attack
class ability.
Recertification Time: 12 hours. An agent may
only recertify in terrain types in which he’s previously
completed this training program.
 playing a villain campaign
Tactical Disruption
Program
A favorite of aspiring provocateurs, the tactical
disruption program instructs field operatives in new
ways to wage psychological warfare with their enemies
using blackmail, harassment, and coercion.
Qualifications: None.
GP Cost: 3.
Training Time: 7 days. The agent spends the first
2 days studying under the tutelage of veteran provoca-
teurs, learning specific observational techniques,
and psychological deception methods. The rest of the
time, the agent put his skills to use in the field,
learning by experience.
Final Exam: The final exam consists of two separate
tests — blackmail and diversion — each using the
harassment rules found on page 63 of the Fixer/
Pointman Class Guide.
Blackmail: In the first exercise, the agent has 5 days
to force a target to hand over private information
against his will. The agent must successfully “force
a target’s hand,” as described on page 66 of the
Fixer/Pointman Class Guide. The agent may use any
of the following skills as part of this harassment
attempt: Computers, Gather Information, Innuendo,
Intimidate, or Surveillance. The target has an agent level
of 1d4+2 and a Will save bonus equal to 1⁄2 his agent
level (rounded up), rounded up, when determining
the results of harassment.
Diversion: In the second exercise, the agent must
successfully draw the attention of a parking lot security
guard while his colleagues steal 3 cars. The agent has
1 hour to either harass the sentry or prevent him from
witnessing the thefts. The security guard has an agent
level of 2, a total Will save bonus of 2, and a total Spot
skill bonus of +3. The DC of each Spot check made
to notice each theft is 15.
The clock starts at the beginning of the first
10-minute interval. The thieves attempt to steal the first
car after 10 minutes (i.e. at the end of the 1st interval),
the second car after 30 minutes (i.e. at the end of the
3rd interval), and the third car after 50 minutes (end
of the 5th interval).
Benefits: The agent gains the benefits of the Police
Training feat for the duration of the current serial.
Further, at the end of each interval of a harassment
attempt during which the agent makes a harassment
check, the running harassment check total is only
reduced by an amount equal to 1⁄2 the target’s Will save
bonus, rounded up (rather than equal to his Will save,
as standard).
Recertification Time: 4 hours.
127
Playing the Great Game
Villains are defined by their unique take on the
rules of the world, and this also applies to the way
they approach the business of espionage. Each
organization has a unique take on the 4 major tenants
of espionage, as described on page 6 of the Spycraft
Espionage Handbook:
Defeat is a manner of degrees: Failure is never
taken lightly in the intelligence community, but
criminal organizations tend to vary to one extreme or
the other here. Antiheroes are often utterly consumed
with their goals, their entire purpose defined by how
much power they can grab, or how severely they can
drive back their opponents, and thus failure is
received poorly. Conspirators, on the other hand,
often judge success by how little things change, for
their power derives from the status quo — anything
more is considered a bonus. Pranksters sit somewhere
in the middle: while they are concerned with short-
term goals, they also realize that failure is sometimes
necessary to draw their enemies in and prompt them
to make mistakes or reveal weaknesses.
Subtlety is your greatest weapon: Most villainous
organizations toss this tenant out the window, as they
live and die by their reputations. This is especially
true with pranksters, whose work is intimately tied
to exposure and making the Agency or their other
opponents look foolish. Likewise, antiheroes pride
themselves on doling out damage to their enemies,
so subtlety is rarely the point. Conspirators lean
the other way — their slow, deliberate moves rely
on subtlety, and little events, such as the corruption
of a key official, the elimination of a troublesome
investigator, or denying an enemy a key objective,
are all considered major successes.
Business is business: The rule that ‘you shouldn’t
take it personally’ rarely applies in a villainous
campaign. Conspirators tend to be the most prone
to avenging themselves, if only because disruptions
of their agendas can set them back years. Pranksters
are sometimes driven by a similar impulse, striking
back indirectly or at weak spots in their enemy’s
infrastructure. But oddly enough, antiheroes are
generally the strictest adherents to this code — though
they like bringing the fight to their foes, they also
expect their enemies to strike back in turn.
Never reveal your opponent to anyone outside the
Game: The final and most cherished tenant of the
espionage code is absolutely ignored by most
prankster organizations, whose entire purpose is to
lay bare their enemy’s secrets and plans, throwing
him into chaos. Conspirators occasionally make use of
exposure as a smoke screen to divert attention away
from them, and antiheroes usually don’t bother
with exposure at all, unless doing so gains them
a competitive edge over their enemies.
 mastermind
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128
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Copyright 2004, Alderac Entertainment Group, Inc.; Spycraft Faceman/Snoop Class Guide,
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The Open Game Content
This printing of Mastermind™ is done under version 1.0a of the Open Game License and
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