Last Stand

Lead Designer: Brandon Schmelz

Author: Brandon Schmelz
Monster Concepts: Rolando Guerra
Additional Writing: Darren Pearce
Cover: George Cotronis
Interior Art: Gill Pearce
Card Design: Kyle Strohbeck
Layout: Christopher Lee

Fortune System
Lead Designer: Brandon Schmelz
Concept Team: Rolando Guerra, Stillman Jordan III, Gregory Mulhern, Boabdil Perez, Brandon Schmelz,
Kyle Schmelz

© Fünhaver Games Brandon Schmelz

ISBN-13: 978-1480108776
ISBN-10: 1480108774

Special Thanks:

Brandon
Thanks to my parents David and Jackie for everything, from encouraging me to write from an early age to
helping out as I got Fünhaver on its feet. To Kyle for those same things.
Thanks to my writing mentors - Michael Goodwin for getting me into this industry and William Woods for
advice and encouragement.
Shoutouts to the Something Awful Traditional Games forum, the grognards.txt crew and badwrongfun. Also
the other Fortune System designers.
The Kickstarter backers are awesome folks.
Thanks also to everyone I forgot or don’t have room to list - Fünhaver wouldn’t be around today without the
help and support of a lot of people.

Rolando
The Fitzgroveijas- for being there. You guys are the best.
Alvin- for putting up with my nerd babble and being so talented. Love you!
the Fünhaver Crew- for staying kids even though we are “adults”.
My parents- for always being there no matter what I decide to do. Without you I wouldn’t be as strong as I
am.
To all of the creative people out there, seeing your work inspires me to do the same, keep it up!
And lastly, to unemployment- without you, this wouldn’t be possible because we would’ve been way too
busy otherwise.

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Kyle
Major thanks to everyone who donated to the Kickstarter project or pre-ordered the book - this game
wouldn’t exist without you guys. Also massive props to Brandon for actually following through after saying,
“hey guys, we should make our own tabletop game.” Not a lot of people can take an idea like this and
really make something of it.

Stillman
I’d like to thank my wife Jenny and daughters Bailey and Daphne. If they hadn’t sacrificed some of their time
with me, I wouldn’t have been able to help. This book will also help me achieve one of my lifelong goals: to
have nerdy kids.

Boabdil
I want to thank the other Fünhavers for letting me live in their house, our Prima Fangirl for finally sending in
her model release form, and my little sister Kristen for always thinking we were cool for doing this.

Greg
I am just happy to be a part of this.

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Contents
What is Last Stand? 6
Mechanics 9
Reading Powers 15
The Director 18
The First Invasion 26
Field Reports 29
Giant Invaders 55
Invader Creation 62
Bio-Armor 68
Armory 73

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Welcome to the war for Earth. The SPN Corporation is devoted to protecting mankind from an invasion
of giant insects and the terrors of the deep. If you’re the kind of person that believes giant ants shouldn’t
rampage through Las Vegas or UFOs shouldn’t swoop through our cities, you’re the kind of person the SPN
needs for the experimental Bio-Armor Initiative. You will become the last line of humanity’s defense. You are
the Last Stand.
Last Stand puts you in the role of an SPN Bio-Armor Agent, ready to throw down with fast, exciting action.
This is a huge Hollywood summer action movie blockbuster. You’re here for explosions, one-liners, terrifying
monsters and over the top everyman heroes armed with the latest high-tech weapons corporate money can
buy. After all, if the Earth is destroyed by invaders who’s going to be left to buy everything?
Not the bugs, we can tell you that!
If you want to jump right into Last Stand the following data, rated Classified by the Board of Directors,
should be everything you need to know to face the alien threat.
The original invasion happened years ago. The creature that would become the Flying Bio-Armor Fortress
Bastion crashed into the town of Aurora, TX late one night, near the edge of the city. Its arrival on Earth was
officially an accident, a coincidental collision, and yet hundreds of black-clad agents were on the scene
hours before the crash. They hauled the creature away almost immediately, paid off any witnesses and
cleaned up the scene as if they’d rehearsed the procedure for years.
They had, is the thing. The story never got out and the damage was repaired, people went on with their
lives. Until recently, when the invaders came back.
As part of humanity’s defense against the invaders, you’ve been implanted with a biological organism
termed Bio-Armor. This wonderful alien-tech suit enables you to fight single-handedly against swarms of
giant insects and marauding radioactive lizards. Pretty cool, huh?
The SPN creates each suit from the corpses of the invaders. Once implanted, it can only be removed after
the death of its owner. (There is a process the SPN uses for swapping suits, but after you’re implanted there’s
no going back). It’s not all bad; you get the package for life, excellent salary, sweet benefits, and the suit
can be improved when you attach new invader parts.
This book contains everything you need to know for Earth’s Last Stand against the invaders.

5
What is Last Stand?
Last Stand is a game for 3-7 players, preferably in the 5-7 range, and it’s all about saving Earth from
B-movie horrors. You know, mutated giant insects and radioactive lizards and the terrors of the deep. You
and your friends are all that stands between Earth and these terrifying creatures.
Well, not all of your friends. One of you gets to take the role of the invaders and cackle as you unleash
swarms of giant insects. It’s even more fun than it sounds.

Gather everyone around the table. You’re gonna want a minimum of two ten-sided dice, maybe two twelve-
sided dice, pencils and paper, maybe some snacks. I also recommend the official Last Stand Armory Deck,
available from the Fünhaver Store. (Product placement is a thing these days. Sorry.) Oh, and miniatures
or something to indicate where all of the characters are. You can buy plastic bugs from the toy store super
cheap.

One of you is the Director. The Director plays the invaders and any humans that aren’t the player
characters. Being the Director is fun! You get to control giant insects and make things difficult for everyone
else and watch over everything that happens in the game. You’re the J.J. Abrams of Last Stand.
The Director’s job is to keep things flowing smoothly. She’s not in charge, necessarily, but a good Director
watches over the game and keeps watch of the big picture.

The rest of you are the Player Characters. You control one person each, one of the soldiers implanted with
the Bio-Armor. Being a Player Character is fun! It’s you and your buddies against the world, ripping through
giant monsters and stealing their powers. You’re the big name actors, the Will Smith and Michelle Yeoh and
Vin Diesel of Last Stand.
The Player Character’s job is to work with the other player characters, help out the Director and keep things
exciting.

All of you, Director and Player Character both, are responsible for making the game fun for everyone at
the table. Everyone narrates through events, comes up with ideas and works together. Nobody is more
important than anybody else at the table; you’re all friends and adults.

Keep Dice Fun There’s a game board for fighting off bugs, but a lot of the game
Rolling dice is fun! It’s exciting to see
is about imagination. You’ll talk out what you want to do, describe
if the right numbers come up.
how your character flies through the air and lands on top of a
Like all fun things, rolling dice is
giant bug before it barrels through a building. It’s a lot like improv
best used in moderation. Don’t roll
with a few rules.
dice to walk across the block or
tie your shoes. Last Stand is a big
Taking Action
action game, so you probably don’t
even need to roll dice for things like
When there’s a question of whether something will succeed - if
climbing buildings or other action
you’re holding up a collapsing building so civilians can escape,
hero stuff. If you’re rolling dice all
going toe-to-tail with a giant komodo dragon or leaping from the
the time, it makes dice a lot less fun.
Flying Bio-Armor Fortress Bastion - it’s time to roll the dice.
Keep dice fun.
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This part is easy. Whenever you need an impartial referee, roll two ten-sided dice. (Abbreviated as 2d10 - 2
for the number of dice, d to represent dice, and 10 for the size of the die.) Set aside the highest of the two
dice. Add that number to one of the four stats.

The Four Stats

Last Stand uses four stats to represent the abilities of each player character.

Disruptor: When you’re causing disorder, making things chaotic, doing anything explosive and annoying,
roll Disruptor. In combat you might roll Disruptor to drop a building on an ant swarm, toss a grenade
down that Tarantank’s plasma cannons, or set off a chain of exploding cars. Out of combat you might roll
Disruptor to shout someone down, reveal (or create) an awful secret, or stage a loud diversion.
Leader: When you’re being heroic, rushing to the front of the line, choosing the honest and direct path,
roll Leader. In combat you might roll Leader to stare down the radioactive giant lizard, stand your ground
and fire on the horde, or direct civilians to safety. Out of combat you might roll Leader to lead by example,
inspire bravery with a long speech, or insist on telling the truth no matter the consequences.
Operative: When you’re sneaking around, lying like crazy, staying out of the public eye, roll Operative.
In combat you might roll Operative to stage a sneak attack, aim right at an enemy’s weak spot, or take
advantage of an opening. Out of combat you might roll Operative to lie about where you’ve been, stay out
of sight from the security cameras, or acrobatics through a maze of tripwires and lasers.
Tactician: When you’re being clever, coming up with brilliant plans, seeing through their defenses, roll
Tactician. In combat you might roll Tactician to guide your ally’s attacks, discover the enemy’s weak spots,
or trick the giant lizard to step on some giant ants. Out of combat you might roll Tactician to see through
someone’s lies, solve a dilemma, or notice that they can’t have gotten too far if their seat is still warm.

When you make your character, you’ll have a number next to

each of these four stats. That’s the number you add to your die Overlap
roll. There’s some thematic overlap in
the four stats. That’s fine. If you’re
Creating a Character not sure if a certain action should
use Disruptor or Leader, don’t worry
Write down the names of the four stats on a sheet of paper. You about it. Just go with whatever seems
can also use the official Last Stand character sheet, an index card, best. Worried your players are trying
whatever’s handy. It won’t take up much room. to game it so they get to roll their
Each of the stats begins at 1. highest stat? Don’t. It’s fine.
Using the Last Stand Armory Deck (you do have one, don’t you?), set aside seven Armory cards for each
player and shuffle them all together. Set aside two Bio-Armor cards for each player, too.
Pass out seven of the shuffled cards to each player. Prepare for the card draft.

Each player selects one of the cards in their hand. They’ll keep this card. Once everyone selects a card,
pass the remaining six cards to the player on your left. Select a card as before, then pass the hand of five
to the left. Continue until each player selects 6 cards. The remaining unselected cards are returned to the
Armory deck.

Then pass each player two Bio-Armor cards. Select one of the Bio-Armor cards, then return the other to the
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 deck.
I don’t have an Armory
Deck or I don’t like this This hand of six Armory cards and one Bio-Armor card make up
draft thing your character.
No worries. You can pick up Whether you pick your cards for their stat bonuses, their powers or
an Armory Deck at http://www. because they have cool names, you’ll still have a fun and effective
funhavergames.com or through character. That’s the Fünhaver guarantee.
select retailers.
If you’re not a fan of the draft Each card includes stat bonuses. Add these to the stats on your
mechanic or you don’t want to use sheet (keeping in mind that each stat already starts at one). Every
cards, each player can select six player also begins with three tokens.
Armory powers and one Bio-Armor That’s it! You’re done.
suit from the back of the book. Both
methods provide equally competent
characters. You can also randomly
select powers or pull random cards
from the top of the deck. As long as
you have 6 Armory powers and 1
Bio-Armor suit, everything works out
right.
The draft method works best for
groups with 4+ players, isn’t too
bad at 3, and probably won’t work
for 2. One of the other methods
is probably a better fit for a small
group. 1
2

Reading A Card
1: Name of the card.
2: Type of card. This indicates what
kind of action the card falls under.
3. Card power. When you use the
card, this is what happens. 4
4. Stat bonuses. The Armory
card increases your stats by these
numbers.

8
Mechanics
Actions in Last Stand are pretty easy. Roll two ten sided dice and take the highest result. Add that to one of
your stats. That’s it.
When you’re doing something like climbing a building, leaping through flames or anything that’s not
opposed by another PC or NPC, you need a 12 or higher. If it’s particularly difficult, increase it by 3. (So
climbing a building might need a 12 or higher; climbing a building during an earthquake and it’s on fire
and giant ants are swarming all over it, you might need an 18 or higher.)

If you’re in a contest with someone else - an arm-wrestling contest with a teammate, racing against a
landshark before it gets to the civilians, that kind of thing - both players (or the player and the Director) each
make a roll. Whoever gets the higher roll wins. For every three
you beat your opponent by, you get an extra success. In combat I Don’t Like This Sector
this is extra damage; out of combat, this is a greater advantage. Thing
That’s cool, too. It’s easy to change
things around and play Last Stand in
Combat
a more traditional method.
If you’re using regular battle grids
Bio-Armor was built for one thing: fighting back against the
(like you’d see in a certain popular
invaders. As such, SPN Agents can expect to see a lot of combat.
fantasy roleplaying game), use the
Combat can take place just about anywhere - inside an office
following conversions:
building, throughout the entire city, on top of the in-flight Flying
Characters move 5 squares for every
Bio-Armor Fortress Bastion. To keep things easy, you can represent
Sector they would move.
all of these scenes with Sectors.
Melee attacks can be used against
anyone one or two squares away.
Sectors
If a Ranged attack can be used
against an adjacent sector, it can
Last Stand combat uses an abstract battlefield. It’s a grid of 12
affect anything 5-10 squares away.
squares, usually (but not always) in a 4x3 pattern. Each square
Add 5 squares for every additional
might represent a city block or an individual room - the scale is up
Sector.
to you, but the rules work the same way regardless.
Attacks that target an entire Sector
There’s more information on Sectors a bit later in this book. For
affect a 5x5 block of squares. Refer
now, just remember Sectors are what make up the battle map and
to the measurements above for how
are the main measure of movement.
far they reach.
For giant monsters, they take up a
Turns
5x5 block of squares for each Sector
they normally comprise. They’re
The Director and the players take turns in a fight. A full set of turns
huge! You can reduce that to 3x3
is a round.
blocks if table space is an issue.
During each round, the players go before the Director. Whichever
player has the lowest number of tokens goes first, then the next
Above all, make sure there’s a lot of
player, and so on. If there are ties, either decide randomly or
room for everyone to move around.
come to an agreement. After all of the players take a turn, the
Last Stand excels with a large
Director takes a turn and performs actions for all of the invaders.
battlefield.
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 During a turn, the player (or each invader) gets a set of actions.
The Combat Bribe
If you want to shake things up a little, Actions
the Combat Bribe is for you.
At the beginning of each round, There are four kinds of actions in Last Stand.
place a token in front of each player.
If a player takes this token, they Standard actions are the big one. Most powers and attacks are
instead act after the Director’s turn. Standard actions. Attacking an enemy is a Standard action. You
If a player didn’t take the Combat can also use a Standard action to use a power that requires a
Bribe the round before, put another Move or a Minor action.
token in front of them. Eventually Move actions are what you use to move around the Sectors. A
those tokens will be too good to pass regular move requires a Move action, as do most movement
up. powers. You can use a Move action to use a power that requires a
This is an optional rule, but I Minor action, too.
recommend using it - it helps the Minor actions are easy or fast, they don’t take up as much time as
token economy keep flowing. Standard actions. Some powers require a Minor action. You can
also heal yourself or an ally with a Minor action.
Reactions are a bit different from the other three - you get one of these each round, and you can even use
them when it’s not your turn. Some powers require a Reaction.

During a turn, you can use one of each of these actions.

Common Actions
Every Bio-Armor agent can make an attack, move one sector or heal themselves/an ally.

Regular Attack
Standard, Ranged. Make an attack against an enemy in your sector or an adjacent sector.

Regular Move
Move. Move to an adjacent sector.

Healing
Minor. Spend three tokens. Heal one point of damage to yourself or to an ally.

Attacks
Attacking an enemy is a lot like any other opposed action; the attacker and defender both roll dice and the
higher number wins. There are a few differences though.
The attacker chooses which of their stats to attack with. The defender must roll this same stat to defend.
Whichever side rolls higher deals one point of damage to the other side’s stat. That’s right, the defender
might actually damage the attacker. The winner deals an extra point of damage for every three they exceed
the loser’s total.
For example, if an attacker rolls a total of 12 and the defender rolls a total of 15, the attacker takes two
points of damage to the stat rolled.
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Taking Damage
Damage isn’t necessarily just physical injury; it can also represent stress, fatigue, insult, a hit to your
reputation, all kinds of things.
When a Bio-Armor Agent or invader takes damage, the damage is applied to one of their stats. It works
differently for Agents and invaders, so let’s look at each individually.

Agents (Player Characters)

When a player character takes damage, it is applied to one of the four stats. Each individual stat can take a
number of points of damage equal to its value; an agent with Disruptor 5 can take five points of damage to
that stat.
You always roll the full value of your stat, as long as it is above 0. Even if you’ve taken 3 points of damage
to Disruptor 5, you still add 5 when you roll Disruptor. Once that stat hits 0, though? You’re rolling 2d10+0
whenever you use Disruptor and that’s not going to be very effective.
If you take damage to a stat that is at 0, the damage spills over into one of your other stats. You select
which.

When a power doesn’t specify what stat it damages, the player decides which stat takes the damage.

Invaders
There are three kinds of invaders - vermin, regular invaders and giant monsters.

Vermin don’t take damage to their stats. Instead, they have a pool
of hit points. Once that pool is gone, the vermin is defeated.
Regular invaders work like player characters, with one big
difference - they don’t roll the full value of the stat, they roll the
current value. If an invader took three damage to its Disruptor stat
of 4, it only rolls 2d10+1 for Disruptor rolls.
Giant monsters work exactly like player characters. They always
roll the full value of the stat.
When an invader takes damage to a stat that is at 0, the damage
spills over into one of the other stats. The player that damaged the
invader decides which.

When a power doesn’t specify what stat it damages, the player

who used the power should decide.

Zero
When a player character is at 0 in every stat, they’re temporarily
down. They aren’t dead - the Bio-Armor’s regenerative systems
see to that - but they are incapacitated until the suit can do its
11
 thing.
Banking and Variety While down, a player gets only a Minor action during their
Players might want to have a stockpile turn. Once any of the stats are back to 1 or higher, they are
of Slotted powers, especially during a fully active and ready to get back into the fight.
long campaign. It’s also neat to have a
collection of different Bio-Armor to use Healing
depending on the situation. Here are two
options to handle banked powers and a All characters fully heal after they’ve had a chance to rest
variety of options. for a few minutes. Whenever there’s a change in scene or a
rest period, all four stats go back to their maximum.
Cold Storage
Before each session, players may select Field Effects
which powers to Slot and into which stats.
Slotted powers in excess of the four stats Some powers (and a lot of monsters) create Field Effects.
can be held in cold storage, and players These are permanently added to one of the Sectors. Each
may reselect powers during periods of one has associated rules that change up the battlefield.
downtime. This makes for more versatile Field Effects can be used by anyone, both player and
agents, but can result in a loss of niche Director, unless the power says otherwise. The Director can
protection. It’s also rough on players only use a specific Field Effect once per round.
that like to analyze and have a hard time
selecting between options. Of course, Ripping and Slotting
that means it’s excellent for folks who
enjoy going through a list of options and SPN scientists created Bio-Armor from the corpses of the
selecting the perfect set of powers. first invaders. Agents can temporarily Rip body parts from
their enemies and attach them to the Bio-Armor for new
Permanent abilities, or have those body parts surgically implanted
Once a power is Slotted to a suit of Bio- during periods of downtime.
Armor, that power is permanently attached. This works differently for vermin than it does regular and
If a player Slots Flight in the Centipede giant invaders, but the concept is the same. Body parts
Armor’s Tactician stat, Flight is permanently Ripped in the heat of battle are not as strong or dependable
Slotted in their Centipede Armor’s Tactician as those Slotted after. Ripped powers last for one game
stat. Agents can still create multiple suits of session. After the session, any Ripped powers that aren’t
Bio-Armor and have specialized Bio-Armor Slotted decay and become unusable.
for different occasions. Players may choose Slotted powers are permanent. At the end of a game
at the end of a session to store a power session, each player may select one Ripped power to
instead of attaching it to their Bio-Armor, become a permanent Slotted power. Slotted powers are
saving it for future use. stronger and more dependable, and the newly attached
Players who like to experiment with new body part can prove to be a strong narrative advantage as
power combinations or don’t like making well. (Implanting a scorpion tail in your Bio-Armor gives
permanent, character-altering decisions you an extra limb to work with, on top of the power, for
won’t like this one as much. example.)
When you Slot a power, you must select one of your stats.
The Permanent option is the official Last The Slotted power is attached to that stat, and if that stat
Stand rule, but feel free to select either (or hits 0 you can’t use the Slotted power until the stat is back
come up with your own). above 0. Unless specified otherwise you can only have four
12
Slotted powers - one in each of the stats.
Agents are free to swap Ripped body parts with one another during downtime, and if players agree they can
select from each other’s Ripped powers during the Slotting process.

When a Bio-Armor agent kills an entire swarm of vermin, they can select from one of the Ripped powers the
vermin knows.
When a Bio-Armor agent reduces one of a regular or giant invader’s stats to 0, the agent gains the
Ripped power attached to that stat. The regular or giant invader can no longer use that power, even if they
somehow heal the stat back above 0 - even if that Butterfly heals its Leader stat, you still Ripped its wings off.
Those don’t grow back.

Creating New Bio-Armor

Bio-Armor is the secret weapon in humanity’s war against the invaders. Unfortunately, it’s a difficult and
costly process. Each suit must be crafted from one of the invaders, attuned to its wearer and maintained by
the flying Bio-Armor Fortress Bastion.
So how can an agent change or craft new Bio-Armor? Is it possible to create strange chimaera Bio-Armor
from the strongest qualities of the invaders they face?
Yes. In addition to Ripping and Slotting, agents can retrieve invader corpses to create new Bio-Armor.

There are a few requirements for crafting new suits of Bio-Armor.

The Frame
For a suitable frame, a player must defeat an invader and elect to harvest the creature’s frame instead of
ripping one of its powers. This determines the main appearance of the Bio-Armor.

Power
To outfit the Bio-Armor for combat, you must have four Slotted powers. These can either be powers Slotted
in the current Bio-Armor or powers not currently equipped.

The Process
At the end of a session, when characters would normally select a Ripped power to Slot, a player may instead
choose to craft a new suit of Bio-Armor.
First, the frame receives necessary modifications from the scientists working in the Flying Bio-Armor Fortress
Bastion. This includes resizing, technological implants and everything else involved in the secret process.
Second, the player selects two Slotted powers from their stock. These powers will become permanent powers
for the Bio-Armor.
The player then selects two other Slotted powers. These powers are destroyed as the technicians attune the
new Bio-Armor to its owner.

The Mechanics
As a consolation for losing two Slotted powers, custom Bio-Armor grants two more points of bonuses than
standard Bio-Armor. A new suit of Bio-Armor has six points of bonuses to divide between the four stats. You
can allocate them however you like.
The two Slotted powers you selected become permanent powers for the new suit of Bio-Armor. They also
13
alter its appearance - a suit of Bee Bio-Armor implanted with spider legs and gills is a weird, terrifying thing
indeed.

The previous suit of Bio-Armor is placed in storage along with unused Slotted powers. You can change suits
of Bio-Armor between sessions, or mid-session if there’s enough downtime.
Suits of Bio-Armor are unique to each individual and can’t be shared with allies. Tell them to make their
own monstrosity.

Example: Masaru Daisato is an experienced soldier. He’s seen plenty of battles, fought lots of giant
insects, lost more than a few allies to Collateral. It’s time for him to construct a suit of custom Bio-Armor.
In his next battle, he defeats a swarm of Fireflies. Rather than rip a new power, he harvests their frame
to create a new suit of armor.
At the end of the session, Masaru decides to create a suit of custom Bio-Armor instead of gaining a
new Slotted power. He already has four Slotted, along with a few on reserve, so it won’t be much of a
hassle.
His Slotted powers are Flight (butterfly wings), Earth(worm)quake (from the Giant Earthworms) and two
others. He chooses to destroy the others and keep Flight + Earth(worm)quake.
For his stats, he assigns 2 to Operative, 2 to
Disruptor and 2 to Tactician.

Once finished, the armor looks like this:

Firefly Custom Bio-Armor

Disruptor +2 Operative +2 Tactician +2
Flight
You can move freely through the air, and fly
about as fast as you can run.
Earth(worm)quake
Standard, Wager 2. Deal one damage to
enemies in your sector. On a 1 or 2, you win
your Wager and move that many sectors.
Deal one damage to each enemy in any
sector you move through.

14
Reading Powers Winning Wagers and Special
Tokens
Powers have some keywords and common structure to make In the Field Report and Armory
things easy to read. Let’s look at one of these powers. chapters, there are special tokens -
things like Poison, Stun, Medic. What
Sniper Rifle happens when you wager these
Operative +1, Tactician +1 tokens? Here are a few options,
Standard, Ranged, Wager 3. Select an enemy one or two with advice on how they change the
sectors away. You deal one damage to each of the enemy’s game:
stats. If you roll a 10, you instead deal two damage to each
of the enemy’s stats and win your Wager. (4 HP or 8 HP to Regular tokens for everyone.
swarms) No matter what you wager, the
tokens you get back are all normal
Sniper Rifle is the name of the card. This is the equipment you tokens. The tokens you wager, the
received from the SPN, a maneuver you’ve learned to perform, tokens you get from the Director, are
things like that. Feel free to jazz these up! If you’re big and strong all regular tokens. Even if you wager
enough to throw a car at the invaders, make sure everybody three Poison tokens, you’ll get six
knows about it. People respect that kind of thing. regular tokens. This is the “official”
Operative +1 Tactician +1 indicates what stats gain a bonus Last Stand rule.
from this card. When you create your character add these bonuses With this option, it’s easier for
to determine your final stats. players to avoid the negative effects
Standard indicates the card requires a Standard action to use. of special tokens. It’s also easier
We’ll talk more about action types in a moment, but it’s a good to keep up a bank of tokens for
idea to have a spread of Standard and Minor action cards. activating powers. This is a more
Ranged is a keyword that interacts with some powers. cinematic option.
Wager 3 means the card requires you to wager 3 tokens to
activate the power. This is a gamble - if you win the wager, you’ll Get what you give.
get even more tokens back. When you wager special tokens and
Select an enemy one or two sectors away. You have to select win, you get back the tokens you
a target based on the criteria in the power text. Since it specifies wagered and regular tokens from the
one or two sectors away, you can’t select an enemy in your current Director. If you wager three Poison
sector. tokens, you get those three Poison
Deal one...if you roll a 10, you instead. The Sniper Rifle power tokens back along with three regular
deals one damage to each of an enemy’s stats. If you roll a 10, tokens from the Director.
you don’t deal one damage to each of an enemy’s stats. Instead, It’s harder to get rid of special tokens
you deal two damage and win the Wager (gaining extra tokens). with this option, so expect players
to take more damage and suffer
Not too bad, right? Every power looks like this, a combination of negative effects more often and
keywords and rules. for longer periods. It improves the
Before reading the detailed descriptions below, make sure to utility of powers that spend tokens
remember the core Last Stand mechanic: roll two ten-sided dice, directly, since they can easily get rid
add a stat to the highest of the dice. Everything works off of that of special tokens. If Last Stand feels a
foundation. bit too heroic for you, if you want to
emphasize the danger of the
15
 Rolling Dice For Powers
Winning Wagers... cont.
invaders without making things too
Both Wager and Collateral activate depending on the results
difficult, go with this option.
of your dice. If a power requires you to make an attack (usually
with the phrase “Make an attack”), use the results of the attack
Like for like.
to determine Wager and Collateral effects. You don’t need to roll
Whatever you wager, that’s what you
twice, once for the attack and once to see if anything activates -
get back. If you wager two Poison
just use the attack roll.
tokens and one regular token and
If a power doesn’t include an attack, like Sniper Rifle, just roll
win, you receive four Poison tokens
2d10.
and two regular tokens.
That’s harsh! Go with this option if
you want your SPN Agents battered
Wagers and Collateral
and bruised. There’s a gamble
This is the big one. The Fortune System is all about gambling,
to this, though - some power
going big or going home, and Last Stand has two ways to do this:
combinations want negative effect
Wager and Collateral.
tokens, and it’s great to get more
positive effect tokens on a successful
wager. If you want a more difficult
Wager
game or you want to emphasize the
When a card asks you to Wager, you have to ante up a number of
risk/reward in Fortune System, this is
tokens. This is listed after the Wager keyword, so Wager 3 means
the best choice.
you need to ante up 3 tokens.
If you win the wager, you get those 3 tokens back and the Director gives you 3 more. If you lose the wager,
those 3 tokens are gone.
Each power will list how to win the wager. In the power description it will state you win the wager on a
specific number or numbers. If either of your 2d10 show one of those numbers, you win the wager.
Looking at Sniper Rifle again:
Standard, Ranged, Wager 3. Select an enemy one or two sectors away. You deal one damage to each
of the enemy’s stats. If you roll a 10, you instead deal two damage to each of the enemy’s stats. (4 HP
or 8 HP to swarms)

Sniper Rifle requires you to Wager 3 tokens. Place three of your tokens in the middle of the field. If you win
the wager, you’ll get those three tokens back plus three more from the Director. If you lose the wager, the
Director takes your three tokens.
You win the wager if you roll a 10 on either of the 2d10. Different powers will list different numbers - some
wagers are won on a 1 or 2, or only a 6, and so on. As long as either of the dice display one of these
numbers, you win the wager.

Collateral
SPN Agents commonly use rocket launchers, grenades, thrown cars, all sorts of explosive and dangerous
equipment. Sometimes saving a city means a little Collateral damage.
Collateral works a lot like Wager. The main difference? You generally don’t want to activate Collateral -
when you roll a Collateral number, everyone on your team takes 1 damage. To make up for it, Collateral
16
powers tend to be more consistent and a bit stronger.
The damage might be getting caught in an explosion, getting hit with a chunk of collapsing building
or taking a giant ant to the face. Collateral isn’t all physical damage, though. Sometimes it’s a blow to
the SPN’s reputation or a reprimand from a superior officer. It can be terrified civilians and unfortunate
situations. Whatever the justification, Collateral powers gamble health for increased benefit.

Throw A Car At It is an excellent example of a Collateral power:

Throw A Car At It
Disruptor +1 Leader +1
Standard, Melee, Collateral (1, 2, 3). Make an attack against an enemy. You also deal two points of
damage to that enemy.

Throwing cars is effective, but dangerous. It’s also kind of rude, since people still need a way to get to work
after the giant bugs leave. When you Throw A Car At It, make an attack as usual. If either of the dice show
a 1, 2, or 3 then Collateral activates and everyone on your team (including you) takes 1 damage to a stat
of your choice. Maybe you get caught in the blast or you get yelled at by the civilian who’s gonna ride the
bus to work for a while.
Whether Collateral activates or not, you still deal that extra two points of damage.

Drop D10
Some powers require you to Drop D10. When
you roll for one of these powers, instead of
rolling 2d10 (and using the highest of the two
numbers), you only roll 1d10.

Creative Use of Powers

Does a player want to do something cool and
creative with one of their powers? Let them. If
it’s important whether a power can succeed or
fail, keep these things in mind.
If a power requires someone to spend tokens or
another resource? Generally, let them succeed.
They’re using a resource.
If it’s unclear, ask the player to roll. 12 or better
is the usual threshold for success. Add 3 to that
requirement if it’s particularly difficult.
Is it really, really cool? Let it succeed.

17
The Director
This chapter is mostly for Directors. If you’re one of the players it’s fine to read this chapter too, but Directors
will get the most benefit from it.

Directing - Ideas
Being the Last Stand Director can seem like a lot of work. You’re likely the person who read the rules first
and explained it to the cast, or you’re the one who bought Last Stand (thank you!) and asked your group to
give it a shot. Either way, this chapter is your list of tips and tricks to make running Last Stand easy and fun.

The Stage
There are a lot of excellent guides to running a roleplaying game. Robin Laws wrote his Robin’s Laws
of Good Game Mastering and it’s still probably the standard of standalone game advice. Other well
designed, cool games like Apocalypse World and Dungeon World or Tenra Bansho Zero have strong
chapters discussing this subject. (You’ll be fine with just the advice presented here in Last Stand, but further
reading is always a great thing.)

Playing Last Stand isn’t complicated. Break it down to its most basic of basics: it’s hanging out with friends,
having a good time. You already know how to do this. You probably even play games together, whether it’s
roleplaying games or traditional card games or video games or football or anything. Don’t overthink it. The
actual mechanics aren’t too complicated and nobody is going to judge you for not being creative or funny
enough; you are all adults (or teenagers, but close enough) and you’re there to have a good time.

The Last Stand mechanics are robust and tested enough to do their part of the job. As the Director, your
main goal should be to come up with neat ideas and keep things moving along. Feel free to ask the players
for help with this if you’re stuck; it’s a group activity.

Theme
Last Stand is, by default, a goofy action movie. Bio-Armor Agents crack witty one-liners, blow up some bugs,
quote movies they’ve seen. The rules and tone as presented are great for this kind of game. It’s easy to play
up the action movie feel by focusing on the heroic actions and over the top power each Bio-Armor Agent
commands.
There’s something darker and more horrific going on with Last Stand, though. Bio-Armor is constructed from
the corpses of these creatures that just keep coming. Agents are forever attached to the corpse of a gigantic
insectoid - removing it entirely will kill the Agent. From this point on, the Agent is more property of the SPN
than person.
The player characters represent the literal Last Stand of humanity; if they fail, that’s it. A giant corporation is
all that stands between Earth and a terrifying force no one quite understands.

It’s best to discuss this with all of the players. Are they looking more for Independence Day or Alien? In other
words, do you see Last Stand as more of an Action Movie or a Horror Movie?
18
Description is your best bet for enforcing a specific feel. It’s all about detail and word choice, about a
shared effort from both players and Directors to portray a certain kind of concept.

There are a number of ways to play Last Stand. Most games won’t fall 100% into one or the other of these
categories - most likely somewhere in between - but here are some things to keep in mind.

Action Movie
When invaders attack a city or there’s some kind
of danger, gloss over the details - they might
damage buildings or tear up the streets, but
there’s no need for reports of civilian casualties.
Emphasize how powerful the Bio-Armor is, how
useful it is, make it more along the lines of
powered armor than biological construct. Injuries
are cosmetic or minor, with attacks more likely
to knock someone into a car or up into the air
than any real damage. There might be product
placement from the SPN on a battlefield or
obnoxious reporters trying to obtain coverage.
Bio-Armor agents are more like celebrities and
idols than mysterious, frightening saviors of
humanity. Collateral is frustrating but expected.
If everyone follows the general tone of the book
and the rules, it won’t be hard to keep the Action
Movie feel.

Horror Movie
I can’t emphasize this enough - please make sure
everyone is on the same page if you’re looking at
this option. Don’t make anyone uncomfortable. Last Stand is a game; it’s meant to be enjoyed, not inflicted.
More detailed is (to a point) the way to go with a Horror Movie game of Last Stand. The town is overrun by
gigantic ants and spiders and lizards. People are already terrified or bothered by smaller versions of these
things - describe the mandibles, the chitin, the alien features. People are in very real danger during attacks.
When a building gets destroyed or a car explodes, it has very real consequences after the battle. Your
average person is helpless to do anything about the invasion.
The monsters won’t stop coming, either. There’s no time to rest. There are no backups to call, no relief
force. The players are it.
Bio-Armor Agents are both savior of humanity and terrifying inhuman construct. They might operate in
secret or find themselves alienated from the people they’ve sworn to protect. Even if the public is okay with
them, how do the agents feel? They are trapped in Bio-Armor, bound forever to a parasitic corpse.
Play up the ambiguity of the SPN. Is profit its primary motivation? It was their actions that provoked the
recent invasion, after all.
Mechanically, look at the rules options presented throughout the book. Each should be clear in what kind of
19
mood it best fits.

Directing - Mechanics
The last few chapters had the basic rules for playing Last Stand and everything the players need to know, but
there are a few things in this chapter that only apply to the Director.

Spending Tokens
The Director has, effectively, an infinite amount of tokens. When a power requires the Director to spend
tokens, place the tokens in the center of the table. Once there are tokens equal to the number of players,
every player takes one of the tokens.
When a power requires the Director to Wager tokens, it’s a similar process. If the Director loses the Wager,
place the tokens in the middle of the table. If the Director wins, don’t.

The Bribe
If players are taking a while to decide or you want to convince them to do something dangerous,
give them a bribe. Place 1-4 tokens in the center of the table, then call out “Bribe”. The first
player to touch their nose gains those tokens. Everyone who touched their nose has to take that
course of action, but doesn’t get any tokens. Life is rough.

Example: Brandon and Rolando keep arguing with Kyle about whether the party should split up
and investigate the Broken Glass/Fireworks Manufacturing Nuclear Plant. Dan, the GM, is kind
of a jerk and knows he’ll ambush the party if they do. He places three tokens in the center of the
table and says “Bribe”. Brandon, Rolando, and Bobby touch their noses, but Brandon does it
first. Brandon gets three tokens, but all three players have to split off to do their own thing. Kyle
gets to choose whether he stays behind or runs into certain danger.

Sector Design
The default 4x3 grid is large enough for everyone to move around without getting cramped, but small
enough to force conflict. Every battle can take place on that 4x3 grid and keep things exciting, but there are
a lot of options with Sectors for creating interesting, dynamic battlefields.

Changing Size

Going with more or less squares than 12 changes things up considerably. Fewer squares means less room
to move around, less dynamic combat, but also emphasizes a close-quarters scramble. A larger field opens
up new tactics, but might be too easy for agent and invader to avoid one another.

Changing Shape

The standard rectangle arrangement of 4x3 is great for most situations, but changing the shape and layout
of the 12 squares can create exciting battlefields. One popular option during playtesting was moving
20
squares to approximate different locations, like a 3D building or jumping from boat to boat during a high
seas storm.
For example, if you want a 3D building place 4 squares on the table. Using tape or building blocks or any
other kind of platform, place the next 4 squares above the original. Then create a third floor in the same
way. It’s still 12 squares of battlefield, but now the bugs can move up and down the building to ambush the
players. Maybe certain Sectors contain stairs for changing floors, or players are expected to break through
floors and ceilings to get around.

Field Effects

These are your best tools for creating fun Sectors. They work the same way as Field Effects created by
enemies or player powers, but you place them on the battlefield before the fight begins. They can represent
just about anything, from natural disasters to city features to invader construction.
Try not to clutter up the map with excessive Field Effects - leave some room for players and invaders to make
their mark on the battlefield.
The following is not an exhaustive list of Field Effects, but a starting point. Feel free to create your own or
use the Field Effects from player/monster powers.

Sample Field Effects

Cracks and Fissures
The ground is unstable, whether it’s from an earthquake or creatures bursting out from the earth. Watch
out for rubble.
When you enter this sector, you take one damage unless you roll 12 or better on a relevant stat. Creatures
with Flight take no damage and don’t have to roll.

Panicked Mob
You try staying calm when bus-sized ants march down the street.
At the beginning of each round, before players decide to take combat bribes, the Panicked Mob moves
toward the nearest sector without invaders. If there are none, the Panicked Mob stays put.
The Panicked Mob has 6 HP. When a PC fails a Collateral roll in the Panicked Mob’s sector, it takes one
damage. As a Standard action, a PC may heal the Panicked Mob for 2 damage with a DC 12 check.
If the Panicked Mob is attacked, they defend with 2d10 + 4.
If the Panicked Mob survives the battle, all PCs gain three tokens.

City Block
You know, a normal city block. Homes, gas stations, grocery stores, fast food, giant radioactive lizards
stomping around.
The City Block begins with a number of tokens on it equal to the number of players. If a PC fails a Collateral
roll in this sector, remove a token.
At the end of the battle, each PC gains a number of tokens equal to the tokens remaining on City Block.

Coastline
Sandy beaches and warm waters. Giant crabs and mutated sharks. A place to relax.
Anyone with the Aquatic ability gains a +3 to all rolls while in this sector.
21
The Ocean
Or any large body of water, really.
Anyone with the Aquatic ability gains a +3 to all rolls while in this sector. Anyone without the Aquatic or
Flight ability gains a -3 to all rolls while in this sector.

The Ocean (Alternate)

Or any large body of water, really.
Anyone without the Aquatic or Flight ability must spend two tokens to move into or out of this sector.

Bee Hive
There aren’t any giant rocks around.
If anyone rolls a Collateral effect in this sector, place a swarm of three Stingers in this sector.

Thick Forests (or Crowded Streets or anything that’s full of stuff)

It’s really hard to aim accurately around here.
Reaction: When you’re in this sector and suffer damage from an attack, you may spend 3 tokens to reduce
the damage by one. However, this does not apply to Collateral damage. You take one extra point of
damage from Collateral while you’re in this sector.

Wide Open Skies

Feels like you could float around for days, like a cloud.
Place a Wide Open Skies sector next to the battlefield. The Wide Open Skies Sector is adjacent to any
sectors with a Wide Open Skies field effect. Only creatures with Flight can move into the Wide Open Skies
sector. (only one extra sector, not one per field effect).

Open Sewers (or Fireworks Factory, or anything explosive)

Thank you for not smoking.
If anyone rolls a Collateral effect in this sector, everyone takes an extra point of damage.

Fire Ant Mound

At least they’re big enough you won’t accidentally step on them. They might step on you though.
Replace one of the 12 sectors with a Fire Ant Mound sector. At the end of every round, place a swarm of
three Fire Ant Drones in the Fire Ant Mound sector.
When anyone triggers a Collateral effect, place a token on this sector. When the number of tokens equals
the number of players, the Fire Ant Mound stops producing Fire Ant Drones and each player gains a token.

Non-Combat Encounters

Bio-Armor Agents spend most of their time fighting, but other challenges present themselves as well.
For most of these, it’s sufficient to call for a basic roll. (The highest of 2d10 plus one stat.) Sometimes it’s an
opposed roll, with the highest result declared the winner.
The following system is for more detailed events.

22
Social Encounters

Some of the powers, for example, refer to a social encounter. Agents might end up arguing with elected
officials about their tactics or with the SPN about funding or even with one another. Most of the time an
in-character discussion is enough to handle this. If not, these mechanics provide an impartial method to
decide what happens.

Social Encounters play out like combat, with a few changes.

• While all players can participate, each side must select one representative. They handle all of the actual
rolls.
• Players may act in any order, though only one can act and roll dice at a time.
• When someone attacks, they select a stat to use for the attack as usual. The defender is free to use any
stat for the defense roll.
• When someone takes damage, reduce the stat as usual. They also get a token, detailed below.

Social Encounters only happen when something important is at stake. At the beginning of a Social
Encounter, each side clearly states what it wants the other to do (give us money, stop with the Collateral
damage, etc). Whoever wins gets what they want, and the loser must make a good-faith effort to comply
with the demand.
There can be more than two sides - players can be split on an issue, and competing groups might have
different demands.
When someone takes damage, they also take a token from the token pool and set it aside. At any time
any side can give in, take the accumulated tokens and make a concession. It’s not quite as strong as
utter defeat; they don’t have to follow the other side’s demands exactly, but they must give ground and
compromise.
If either side has a stat, any stat, reduced to 0 through damage, that side immediately loses. They do not
gain any of the tokens they set aside and must follow the other side’s demands.

Designing a Social Encounter

These guidelines will help design any Social Encounter. You can change up the numbers and alter however
you’d like, but this is a great starting point.

1. What is the opponent’s greatest strength? Look at the four stats and select whichever seems best. (A
group of well-reasoned, intelligent people will have high Tactician. Anyone who likes to shout down dissent
will have a high Disruptor.) This stat starts at 7.
2. What is the opponent’s greatest weakness? Look at the remaining three stats and select one. This stat
starts at 3.
3. The other two stats are at 5 and 4, your choice of which.
4. Mess with the numbers a bit, if you want - subtract or add 1 here and there.

23
Social Encounter Powers

For further variety during Social Encounters, you can give the opponents their own powers. These powers
can’t be Ripped or Slotted - they aren’t invader body parts, after all - but they can certainly be effective.
This isn’t an exhaustive list of powers; more will be available in free Fünhaver Monthly supplements on the
company website (http://www.funhavergames.com) and other supplements, but these are an excellent start.

Expert
When arguing a specific field of expertise (art, biology, baseball trivia) add +1 to the roll.

Evasive
Select one stat. When that stat takes damage, reduce the damage by one.

Smooth
Select one stat. When that stat deals damage, it deals an extra point of damage.

Leverage
Once per Social Encounter, this group or individual reveals they hold some kind of power over the
opponent. Add +3 to the next roll and remove a token from those the opponent set aside.

Combat
Designing An Encounter

Whether you like to spend time before each game planning out cool fights or just want to throw together a
scene at the drop of a hat, designing a combat encounter is easy in Last Stand.

By default, a balanced encounter is one regular invader for every player +1. Five invaders for four players.
Two or three vermin are equivalent to one regular invader. Six vermin and three regular invaders is a fair
encounter for four players.
Giant invaders are worth about two or three regular invaders. One giant invader and three regular invaders
is a fair encounter for four players.

“Fair”, in this case, is still rather difficult. The agents will likely take a lot of damage and have to fight smart
to survive. If your players seem to be struggling, reduce encounters by one regular invader.

Vermin

Some vermin include two or more creatures in a group, like a swarm of ants or roaches. They are a group
of creatures acting as one. They move together, attack together, grow old together.
Each swarm includes an HP value. Whenever the swarm takes that much damage (in total), remove one of
the vermin from the swarm.
When an attack hits every creature in a sector, a swarm of vermin take that damage for each vermin in the
swarm. Area attacks are an excellent way to fight off vermin, for this reason.

24
Example: A swarm of Boomer Bees includes 4 bees in the swarm, each with 3 HP. If the swarm takes
3 damage, it is reduced to 3 bees. If it instead took 4 damage, it is reduced to 3 bees and will lose
another when it takes 2 damage.

Example: An attack hits every creature in the Boomer Bee sector for 1 point of damage. The Boomer
Bee swarm takes 4 points of damage - 1 for each bee present - and loses one of the bees. 2 more
damage will destroy another bee.

A swarm of vermin operates at full strength until every individual vermin dies.

25
The First Invasion
In 1897, the small town of Aurora, Texas experienced its first brush with what they thought was
extraterrestrial life. A vessel crashed into Judge Proctor’s windmill and brought some chaos into the
otherwise quiet location. Reports later determined it was a hoax, and Aurora, Texas faded back into daily
life.
A hundred years later, 1997, a much larger crash destroyed nearly everything on what was Judge Proctor’s
land. This time, someone was ready. Black suits rushed the area and dragged everything away. They
paid off any witnesses and went to work. These individuals were representatives of the SPN, an enormous
corporation.
That second vessel would become the Flying Bio-Armor Fortress Bastion. The invaders inside would become
the first suits of Bio-Armor.

Bio-Armor
Bio-Armor is a fusion of mechanics and biology, an invader corpse implanted into a human host. It grants
significantly enhanced strength, speed, reaction time, fitness, mental acuity - those few implanted with the
Bio-Armor are superhuman. Bio-Armor Agents can heal from any wound and are immune to disease. In
return, the Bio-Armor mechanism can never be removed; any
Interview attempt will result in the death of the owner.
Casidhe Nebulosa, Bio-Armor Interfacing Only a handful of Bio-Armor Agents exist. The process is
Specialist dangerous, untested and - more importantly - expensive. These
agents are all that stand between Earth and the insect invasion.
“I can’t believe we’re finally getting
They must be everywhere at once, ready to fight at a moment’s
in new Bio-Armor frames! The
notice. They must be unflinching and heedless of danger. If they
old ones were so boring. I mean,
fall, so too shall humanity.
we had those old things [gestures
dismissively] for so long. Agents are
under orders to bring in all kinds of
History
new toys to play with. [Pauses, takes
The first Bio-Armor test suits came from the initial crash site. The
sip of water] I mean, we solved the
SPN retrieved both the vessel and its inhabitants, then spent the
embalming and protection process
better part of a decade investigating its findings. Then, quietly, the
for the ants ten years ago. Who
SPN began the first of its recruitment campaigns.
cares? I want to attach a bee to
No one is sure what happened to the first recruits. The current
somebody.”
crop are probably the second wave, though nobody can quite
confirm that either.

Recruitment Process
The SPN is aggressive in pursuing new Bio-Armor candidates. For whatever reason, not all people are
equally able to handle the stress of the implantation process.
Now that the invasion is in full swing, the SPN recruits openly and will admit just about anyone to test for
Bio-Armor compatibility. Prior to the new invasion, however, the corporation took a more covert approach.
Initial recruitment campaigns were full of misdirection. The SPN released ads seeking medical testers and

26
scouted universities for promising candidates. They also reached out to people who might benefit from the
regenerative capabilities of the Bio-Armor - those with terminal illness or physical injury, for example.
The SPN claims it no longer keeps up such practices and recruits only through direct application. This might
be true, but it is far more likely for Bio-Armor Agents to come to the job through personal tragedy than
through volunteer effort.

Benefits
Interview
Bio-Armor, despite its grotesque origin, is a marvel of ingenuity. Dr. Maxanne Groven, Lead, Bio-Armor
As mentioned above, its owner becomes genuinely superhuman. It Initiative
heals existing wounds and eliminates even the most grave illness,
“I wasn’t here during the old days,
returning the agent to the peak of physical health.
so I can’t say whether or not we did
While the attachment is permanent, most of the armor can be
bad things. I want to think we didn’t,
retracted to allow agents to interact with regular people. The Bio-
but, well. Things have changed
Armor is always obvious and can’t be retracted fully - particularly
significantly since those days.”
once agents begin attaching invader body parts - but it’s enough
“Your average candidate doesn’t
to allow a semblance of normality.
need to be strong or fast or even
smart. We’ve got programs for that,
Downsides and the suit does the rest. Not many
people can bond with the Bio-Armor.
There’s the obvious - Bio-Armor is the corpse of a giant bug or
We’re working on that, too. It would
something else creepy and crawly. It’s always around you. It’s a
be nice to have a team in each
part of you.
major city, just in case, but I don’t
The Bio-Armor process is irreversible. Once an agent receives the
think we have the funding for that.”
implant, there’s no going back (short of death). No chance at a
normal life, no escape from battling invaders. They are forever a
part of the SPN.
That might be the worst of all. An agent is essentially property of
the SPN, a giant, faceless corporation. Agents are expected to
follow orders unconditionally and are kept on a very short leash.
Interview
Flying Bio-Armor Fortress Bastion Andrew Sier, Bastion Maintenance Squad

Back in 1997, a large vessel crashed into Aurora, Texas. “It’s alive. I don’t care what anyone
Details were unclear, but now the secret is out - the craft was an says, it’s alive. You look real close
enormous invader. The SPN transported it back to their research at the walls and I swear you can see
facilities and began conversion. it breathing. And the crew, the ones
That invader is now known as the Flying Bio-Armor Fortress attached to it? There’s something
Bastion. A crew of SPN employees, all implanted with a hybridized wrong, something real wrong, with
Bio-Armor mechanism, are permanently attached to the Bastion. It those guys. You look in their eyes
serves as mobile home base and response unit for the SPN. When and there’s more there than there
an alert sounds, the Bastion drops off Bio-Armor Agents to the should be. I don’t really know how to
battlefield. Bastion is also equipped with everything necessary to explain it. But just you watch, you’ll
alter, create or repair Bio-Armor. see. That thing is still alive. And it’s
At any given time Bastion might have two or three hundred mad.”
27
 people stationed inside of it. Most of the creature’s interior has
Interview been hollowed out to provide more room for equipment and
Suzanne Cartwright Fiol, Mayor passengers.

[Visibly angry] We don’t like to talk The New Invasion

about that day, if we can help it. The
rest of the world might appreciate The prior crashes were no invasion. This is the SPN’s dark secret;
the spectacle of this and thats, their actions, their research, provoked the new invasion. The
of these tv movie creatures, but invaders are no saints or wronged party, however. It was that the
we have entire blocks of the city SPN drew their attention and alerted them to an opportunity.
destroyed. There are people, good The first new invasion is also the first sighting of the Bio-Armor
people, hard working people, laid Agents. As the ants burrow from the ground, as the bees buzz
up in the hospital. I - we - don’t have overhead, as a radioactive lizard thinks about stomping on
time for this.” buildings, the Bio-Armor Agents arrive.
“Those people that saved the town? Initial response is mixed. Citizens are grateful for the rescue, but
[pauses] I’m sorry, I need a moment. there’s a lot of misinformation and fear tainting the reception. It’s
While we appreciate the aid, I have going to take some time before the public is fully accepting of the
no official statement regarding monstrous, imposing image of Bio-Armor soldiers.
these ‘soldiers’. I can confirm I’ve
heard nothing from their employers Invaders
concerning the massive property
damage caused by their antics.” No one knows what the invaders are, or where they came from.
[Shakes head, clears throat] “We are There are plenty of theories and it’s a popular topic all around the
still in the process of rebuilding our world, but there are still no hard answers.
town, so you’ll understand if I have Some believe they are aliens. Others believe they might not be
to cut this short. Please excuse me.” extraterrestrial but were caused by aliens mutating Earth creatures.
Still others talk about an underground world full of giant creatures
slowly making its way to the surface.
A relatively new (and unpopular) theory posits all invaders are the
manifestation of mankind’s obsession with bad B-movies and pop
culture.
Regardless, right now all that matters is that the invaders are here,
they keep coming, and they need to be stopped.

28
Field Reports

BEES
Boomer Bee HP
3
Type
Vermin (3-4)
When you Rip Boom!, gain:
Standard. Spend one token.
All enemies in your sector take
Disruptor Leader Operative Tactician one damage. You take three
5 1 4 1 damage.

Invader bee hives seem to have multiple mutated workers. The When you Slot Boom!, gain:
worst and most dangerous we dub “Boomers”, for their tendency Standard. Spend one token. All
to explode. They are roughly the size of a car. Boomers do not enemies in your sector take one
possess a stinger, so rookie agents often believe they possess little damage. You take one damage.
threat compared to the others. Rookies don’t make that mistake When you Rip Boooooom!, gain:
twice. Standard, Melee. Spend one
token. An enemy in your sector
If possible, fight these pests at range. Don’t bunch up. Boomers takes three damage. You take
seem attracted to groups of SPN agents. This seems to be an four damage.
adaptation of the “heat balling” effect displayed by regular bees,
only far beyond 110 F. When you Slot Boooooom!,
Disruptor: Boom! Standard. Spend one token. All enemies in your gain: Standard, Melee. Spend
sector take one damage. You take three damage. one token. An enemy in your
sector takes three damage.
Boomers are able to control their explosions, centering the blast on
a specific target. While we advocate weaponizing the invaders,
what kind of SPN agent would choose to explode?
Operative: Boooooom! Standard, Melee. Spend one token. An
enemy in your sector takes three damage. You take three damage.

29
 When you Rip Bee Sting, gain:
Stinger Bee HP
2
Type
Vermin (3-4)
Minor. You may convert one
token into a Poison token.
Disruptor Leader Operative Tactician When you Slot Bee Sting,
3 4 4 1 gain: Standard, Melee. Make
an attack. Convert one of your
The more immediately threatening of the invader worker bees.
tokens into two Poison tokens.
Their stinger averages at five feet long. Some SPN agents collect
these stingers as trophies or use them as weapons in battle. When you Rip Worker Bee,
gain: Reaction. When anyone
The stinger’s poison is more dangerous than its stab. We speculate triggers a Collateral effect, spend
we might be able to synthesize the venom and filter it through the one token to reduce the damage
Bio-Armor, providing increased strength at the cost of the owner’s you take from Collateral by one.
health.
Leader: Bee Sting. Passive. When the Stinger deals damage, convert When you Slot Worker Bee,
one of the enemy’s tokens into a Poison token. gain: Reaction. When you take
damage from a Collateral
Stingers create new hives if left unchecked. In an interesting turn trigger, enemies in your sector
of events, agents can attach sections of the hive to their Bio-Armor. take a point of damage.
The bees inside do not appreciate loud noises and will swarm if
provoked.
Tactician: Worker Bee. Standard. Place a Bee Hive field effect on the
Stinger’s sector. (Bee Hive field effect: When anyone rolls a Collateral
effect in this sector, place a swarm of three Stingers in this sector.
These Stingers act on the next invader turn.)

30
 When you Rip BEEEEES, gain:
Queen Bee Type
Regular
Bee Drones. Two bee drones
orbit your armor at all times.
Disruptor Leader Operative Tactician They can be used for cool
narrative effects.
5 4 2 2
When you Slot BEEEEES, gain:
As far as we can tell, the invaders are Earth insects (and other
Bee Drones. When you attack or
unsettling creatures) mutated or augmented, though they don’t
are attacked, you can take one
always act exactly like their counterparts. Aside from rampaging
point of damage to deal one
through city streets we’ve found the bee invaders mimic the hive
point of damage to the enemy.
structure completely.
When you Rip Flight, gain:
While we’ve found evidence of invader hives, the queen Ornamental Bee wings.
bees seem capable of spawning new bees immediately. It’s a
fascinating bit of spontaneous warfare and I can’t wait to implant When you Slot Flight, gain:
it in one of the agents. Flight.
Disruptor: BEEEEES. Standard. Spend four tokens. Place a swarm of
three Boomers or Stingers in the Queen Bee’s sector; the swarm acts
immediately.

The queens will try to escape if they are outnumbered and unable
to continue spawning new soldiers.
Operative: Flight. The Queen Bee can fly.

31
 CRAWLIES
When you Rip Poison
Centipede Type
Regular
Mandibles, gain: Standard,
Melee, Wager 1. Make an attack
Disruptor Leader Operative Tactician against an enemy. If you roll an
8, 9, or 10 you win the Wager
4 3 4 4
and gain two Poison tokens as
Many of our agents are hesitant at first. The Bio-Armor process well.
grants them the power to fight the invaders, but old fears and
When you Slot Poison
anxieties care nothing for physical prowess. This is most common
Mandibles, gain: Standard,
with arachnid invaders.
Melee, Wager 1. Make an attack
Even the bravest are unsettled to fight the centipedes. For good
against an enemy. If you have
reason - these invaders are among the most dangerous. The
any Poison tokens and damage
clashing mandibles and hundreds of grasping legs don’t help.
the enemy, you may spend up to
three Poison tokens to deal an
Do not let the centipede bite you. That is, unfortunately, the extent
extra point of damage per token
of our tactical advice at this time. The prospect of attaching these
spent. If you roll an 8, 9, or 10
to a suit of Bio-Armor is intriguing. Perhaps attaching one to one of
you win the Wager and gain two
the arms? We’ll have to find a volunteer.
Poison tokens as well.
Disruptor: Poison Mandibles. Passive. When the Centipede damages
an enemy, give that enemy a Poison token for each point of damage When you Rip Hundreds of Legs,
dealt. At the beginning of your turn, if you have any Poison tokens gain: Move. Spend three tokens.
you take one damage. Move one square, ignoring any
field effects in the square you
Each leg is about the size of an adult human. There are one move into.
hundred of them. Ugh.
Tactician: Hundreds of Legs. Move. Move one square, ignoring any When you Slot Hundreds of
field effects in the square you move into. Legs, gain: Minor. Spend three
tokens. Move one square,
ignoring any field effects in the
square you move into.

32
Caterpillar HP
3
Type
Vermin (3-5)

Disruptor Leader Operative Tactician

3 3 3 3

Special Rule: If the Caterpillar swarm ever rolls a 9 or 10, replace

the Caterpillar swarm with a Cocoon. The Cocoon is a new monster
and does not retain any of the damage dealt to or effects on the
Caterpillar swarm. The Cocoon does not act the round it enters play.

The swarms of caterpillars are no more than a nuisance. We’re

not certain of their purpose among the invaders - perhaps an early
experiment by whoever created them? Either way agents, feel free
to deal with other threats first. [UPDATE SEE BELOW]

Cocoon Type
Regular
When you Rip Be the Change,
gain: Standard. Spend two
tokens. Target ally in any sector
Disruptor Leader Operative Tactician gets +3 to its next roll.
1 1 3 6
When you Slot Be the Change,
Special Rule: The Coccoon may defend, but not attack. When the gain: Minor. Spend four tokens.
Cocoon spends four tokens, it transforms into a Butterfly, heals all Target ally in any sector gets +3
damage and all enemies in the Cocoon’s sector take two damage. to its next roll.

Oh, were we ever wrong. Agents, do not let the caterpillars live. When you Rip Passive
This intermediary stage is a sign of far worse things to come. Resistance, gain: Passive. If you
would deal more than 1 damage,
Invaders seem invigorated in the presence of the cocoon. It’s as if you instead deal 1 damage.
they know what comes next.
Operative: Be the Change. Standard. Spend two tokens. Target ally in When you Slot Passive
any sector gets +3 to its next roll. Resistance, gain: When you
trigger Collateral, you do not
The cocoon itself is not dangerous. If dealt with quickly, agents take damage. (Your allies still
may be able to prevent the emergence. do, of course, and you still take
Tactician: Passive Resistance. Passive. If the Cocoon would deal more damage when other players
than 1 damage, it instead deals 1 damage. trigger Collateral)
33
 When you Rip Pollen Missile,
Butterfly Type
Regular
gain: Standard, Ranged,
Collateral 1. Deal one damage
to all enemies in an adjacent
Disruptor Leader Operative Tactician
sector.
4 4 6 6
When you Slot Pollen Missile,
It emerges from the cocoon forcefully enough to damage its
gain: Standard, Ranged,
surroundings, destroying an entire city block. The butterfly is almost
Collateral 1, 2. Deal one
large enough to deserve G Status. Agents, consider this your first
damage to all enemies in an
priority.
adjacent sector. You may spend
up to two Poison tokens to deal
We do not know how it creates them, but these blasts of pollen
one more damage per Poison
are exceptionally dangerous. We request an agent return with an
token spent.
intact specimen if at all possible.
Disruptor: Pollen Missile. Standard, Ranged, Collateral 1, 2. Deal When you Rip Flight, gain:
one damage to all enemies in an adjacent sector. Give each enemy Ornamental Butterfly wings. You
a Poison token. At the beginning of your turn, if you have any Poison can’t fly but they look pretty.
tokens you take one damage.
When you Slot Flight, gain:
The butterfly’s flight is part of what makes it such a threat. Agents Flight.
without wings of their own must resort to leaping off tall buildings
When you Rip Chaos Theory,
or otherwise grounding the creature to effectively combat it.
gain: Standard, Wager 3.
As much as I’d like to pin these up in glass, our research indicates
Enemies in a row of sectors take
the wings can be easily grafted to the Bio-Armor.
one damage. If you roll a 10, all
Leader: Flight. The Butterfly can fly.
enemies in a row of sectors are
instead pushed one sector away
A butterfly in downtown San Antonio flaps its wings. The tornado
and take two damage.
happens immediately.
Tactician: Chaos Theory. Standard, Wager 2: On a 9 or 10, all When you Slot Chaos Theory,
enemies in a row of sectors are pushed one sector away and take two gain: Standard, Wager 2. All
damage. enemies in one row of sectors
take one damage and are
pushed one sector away. On a
9 or 10, all enemies in a row
of sectors are instead pushed
one sector away and take two
damage.

34
 When you Rip Earth(worm)
Giant Earthworms HP
3
Type
Vermin (3-5)
quake, gain: Standard, Melee.
Spend two tokens. All enemies in
Disruptor Leader Operative Tactician your sector take one damage.
3 1 5 3 When you Slot Earth(worm)
quake, gain: Standard, Wager 2.
Even the lowliest of creatures rise up, ten feet tall, ready to attack.
Deal one damage to enemies in
The worms are a one trick pony, but they do that trick very well.
your sector. On a 1 or 2, you win
your Wager and instead move
A few days before the resurgence of the invaders, civilians
that many sectors. Deal one
complained about the earth shaking in locations that have never
damage to each enemy in any
before seen an earthquake. Now we know why.
sector you move through.
Operative: Earth(worm)quake. Standard. Spend two tokens. Place
the Giant Earthworms in any sector; all enemies in that sector take 1
damage.

35
 FROGS

When you Rip Frog Drones,

Cargo Toad HP
8
Type
Vermin (1)
gain: Two frog drones orbit you
at all times. They can be used for
Disruptor Leader Operative Tactician cool narrative effects.
2 2 1 4 When you Slot Frog Drones,
gain: Two frog drones orbit you
Special Rule: the Cargo Toad gets two move actions per turn
at all times. They can be used
for cool narrative effects. When
A number of invaders are able to deploy new combatants during
you attack with the slotted stat,
battle. None are worse than the creature we call the Cargo Toad,
if you roll a 1 or 2 and still deal
a highly mobile transport invader. I know I’ve said this in other
damage you deal one extra
writeups but I mean it: make these invaders your first priority.
damage.

A Cargo Toad’s sole purpose is to hop throughout the battle,

dropping off groups of smaller toad invaders. “Smaller” in relative
terms, of course - they are the size of a small car, compared to the
Cargo Toad’s department store.
Tactician: Ribbit. Standard. Spend a token. Drop four Baby Toads
onto the battlefield in the Cargo Toad’s sector. They may immediately
take a turn.

Baby Toad HP
1
Type
Vermin

Disruptor Leader Operative Tactician

4 4 4 4

36
LIZARDS

37
 When you Rip Bacteria Mouth,
Komodo Lizard Warrior Type
Regular
gain: Standard, Attack, Drop
d10. Make an attack. Whether
Disruptor Leader Operative Tactician you win or lose, deal one extra
point of damage to the enemy.
2 6 5 2
When you Slot Bacteria Mouth,
We once thought these were the largest of the giant lizards,
gain: Standard, Attack, Drop
though we know better now. (See “Supplemental - G Status
d10. Make an attack. If you deal
Collection”.) Despite the filtration systems included in the Bio-Armor
damage, you deal an additional
process, the bite of a komodo lizard invader is able to bypass
point of damage and gain one
most of our protections. We’re not happy about that.
token.

It’s unsettling that an agent can infest their own Bio-Armor with the When you Rip Big Freaking
bacterial process from the komodo lizard’s mouth and somehow Lizard, gain: Reaction. When
turn it into increased power. you are forced to move, you may
Disruptor: Bacteria Mouth. Standard, Attack, Drop d10. Make an spend three tokens to negate that
attack. If the enemy takes damage, it loses two tokens and gains two movement.
Bacteria tokens. While you have a Bacteria token, you can’t gain
any other tokens other than Bacteria tokens, and can’t spend non- When you Slot Big Freaking
Bacteria tokens. Lizard, gain: Passive. When you
When the Komodo Lizard Warrior’s Disruptor becomes 0, the enemy are forced to move, you may
who brought the stat to 0 loses two tokens and gains two Bacteria spend a token to negate that
tokens. movement.
When you Rip A Little More
Despite the Bio-Armor’s physical properties, even our strongest Pressure, gain: Reaction. When
agents can’t stand up against the komodo in single combat. you deal damage with a Melee
Yes, that is a challenge to the agent reading this right now. You, attack, deal an extra point of
personally. Prove us wrong. damage.
Leader: Big Freaking Lizard. Passive. The Komodo Lizard Warrior
can’t be moved unless it chooses to move. When you Slot A Little More
Pressure, gain: Reaction. When
We haven’t had an intact specimen to study, but I’m almost certain you deal damage with a Melee
the komodo invader has mechanical augmentation in its jaws. Be attack, deal an extra point of
a dear and rip one out. damage or add two tokens to the
Tactician: A Little More Pressure. Reaction. When the Komodo Lizard Director Token Pool.
Warrior deals damage, it deals an extra point of damage. The
damaged enemy gains two Bacteria tokens.

38
 When you Rip Camouflage,
Chameleon Type
Regular
gain: Reaction. When you take
damage from an attack with
Disruptor Leader Operative Tactician the Ranged keyword, pay three
tokens to reduce the damage by
1 1 7 5
one.
The chameleon invader is another example of a mutation altering
When you Slot Camouflage,
the natural capabilities of an Earth creature. The creature’s natural
gain: Passive. When you take
camouflage property becomes full on invisibility.
damage from an attack with the
Ranged keyword, take one less
We once had a swarm of these things latch on to the Bastion and
damage (to a minimum of 1).
wait until we were in the air to attack. Completely invisible. The
Bastion was equipped to handle that kind of thing, but it was still When you Rip A Really Long
an unpleasant surprise. Tongue, gain: Standard, Ranged,
Operative: Camouflage. Passive. The Chameleon takes no damage Drop d10. Make an attack
from attacks with the Ranged keyword. against an enemy in an adjacent
sector. If you deal damage, move
Once it’s in a good position, the chameleon lashes out with its them into your sector.
tongue and draws in its prey. We once saw a chameleon invader
ingest an entire cow. When you Slot A Really Long
Tactician: A Really Long Tongue. Standard, Ranged. Select an enemy Tongue, gain: Standard, Ranged,
in any sector. Move that enemy into your sector (through the most Drop d10. Make an attack
direct path). The enemy takes 1 damage for every sector they move against an enemy in any sector.
through. If you deal damage, move that
enemy into your sector (through
the most direct path). The enemy
takes 1 extra damage for every
sector they move through.

39
 When you Rip Noxious Fumes,
Terragator Type
Regular
gain: Minor. Spend four tokens
to deal a point of damage to all
Disruptor Leader Operative Tactician enemies in your sector.
4 5 1 2 When you Slot Noxious Fumes,
gain: Minor. Spend three tokens
Special Rule: When a Terragator is in play, add a special “Terragator”
to deal a point of damage to all
sector on the board. This sector is considered adjacent to all sectors
enemies in your sector.
adjacent to the Terragator. When someone attacks the Terragator from
this sector, the Terragator takes one extra point of damage from a When you Rip Enormous Jaws,
successful attack. The Terragator sector always has a Crud Vapors field gain: Standard, Melee, Wager 3.
effect. Deal two points of damage to an
enemy in your sector. If you roll
Straight out of a cable made for TV movie. We’ve heard reports of a 10, instead deal four points
this enormous alligator but no confirmed sightings. Any information of damage to an enemy in your
in this packet is purely speculative. If the agents can bring in a sector.
specimen, I guarantee there will be a nice bonus waiting.
If the public can be believed, this creature (please stop calling it When you Slot Enormous Jaws,
the “Terragator”, I don’t want that name to stick) emits noxious gain: When you make an attack
fumes at all times. It’s also about the size of a building. At least roll with the Slotted stat, add
we’ll see it coming, if it exists. three to your total.
This creature is just short of G-Status.
When you Rip Crud Vapors,
gain: Standard. Spend three
The fumes kill all vegetation and small animals they touch. Since
tokens to create a Crud Vapors
this thing only attacks cities it’s not much of an issue. Fumes
field effect in your sector.
probably aren’t good for people either though.
Disruptor: Noxious Fumes. Minor. Spend two tokens to deal a point of When you Slot Crud Vapors,
damage to all enemies in the Terragator sector. gain: Minor. Spend two tokens to
create a Crud Vapors field effect
You ever watch that show with the guy who wrestled alligators? in your sector.
Think about how hard those things could bite. Now imagine it’s as
big as a grocery store and mutated by some kind of outer space
nonsense. I want to attach it to some Bio-Armor and see what
happens.
Leader: Enormous Jaws. Standard, Ranged, Wager 3. Deal two points
of damage to an enemy in your sector or an adjacent sector. If you
roll a 10, instead deal five points of damage to an enemy in your
sector or an adjacent sector.

I genuinely hope the agents are mature enough to avoid obvious

jokes when we implant the creature’s gas production glands.
Operative: Crud Vapors. Minor, Field Effect. Spend two tokens to
create a Crud Vapors Field Effect in an adjacent sector. (Crud Vapors

40
effect: Passive. Enemies who begin their turn in Crud Vapors gain one When you Rip Tail Swipe, gain:
Poison token, then lose one regular token. If you begin your turn with Standard, Melee. Spend two
any Poison tokens, you take one damage.) While this power is active, tokens to deal a point of damage
the Terragator takes no damage from Poison tokens. to all enemies in your sector.

For G-Status invaders, or those close to it, climbing the creature is When you Slot Tail Swipe, gain:
an effective combat tactic. Good thing too, that kind of stuff makes Standard, Ranged. Spend three
for solid ratings. tokens to deal a point of damage
Tactician: Tail Swipe. Standard, Ranged. Spend three tokens to deal to all enemies in your sector and
a point of damage to all enemies in all adjacent sectors (except the an adjacent sector.
Terragator sector). One enemy on the Terragator sector may use a
Reaction to make a Standard action attack.

41
 When you Rip Rolling Flames,
Fire Salamander Type
Regular
gain: Standard, Ranged,
Collateral (1, 2). An enemy in
Disruptor Leader Operative Tactician an adjacent sector takes two
damage.
5 3 1 4
When you Slot Rolling Flames,
Special Rule: The Fire Salamander takes no damage from Rolling
gain: Standard, Ranged,
Flames attacks.
Collateral (1, 2, 3). Select a row
of sectors. Enemies and allies
The insect invaders are rough, but it’s the lizards that are the
in that row of sectors take one
biggest threat. Where do these things come from? Is it some
damage.
kind of manifestation of collective unconscious, a reaction to our
viewing of awful B-movie monster horror? We’re looking into that. When you Rip Ambient Heat,
gain: You’re always warm and
The salamanders spew fire through a process we don’t totally comfortable. How convenient.
understand yet. I’d love to inspect an intact specimen but
something about them brings out the dragon slayer in our agents. When you Slot Ambient Heat,
Disruptor - Rolling Flames. Standard. Spend two tokens. Select a row gain: Minor. Spend three tokens
of sectors. Enemies and allies in that row of sectors take one damage. to deal one damage to all
enemies in your sector.
The fueling system in the Flying Bio-Armor Fortress Bastion (what
an overwrought name) uses something similar to the salamander’s
ability to produce intense heat.
Tactician - Ambient Heat. Passive. At the beginning of the Fire
Salamander’s turn, all enemies in its sector take one damage.

42
 BUGS

When you Rip Shield Wall, gain:

Passive. When an ally in your
sector takes damage, negate that
damage. You take that damage
instead.

When you Slot Shield Wall,

gain: Reaction. When an enemy
attacks the Slotted stat, spend
two tokens to reduce their roll by
Shield Beetle HP
1
Type
Vermin (7-8)
three.

Disruptor Leader Operative Tactician When you Rip Rolling Charge,

2 5 1 4 gain: Standard, Collateral (X).
Move one or two sectors. This
These beetles have hard shells to provide their allies protection.
attack is Collateral 1, 2 for one
Unlike most cover, they run at high speeds and charge into battle.
sector and Collateral 1, 2, 3 for
two sectors. Deal one point of
They’ll protect higher priority targets if given the opportunity.
damage to all enemies in your
Don’t give them that opportunity.
sector.
Leader - Shield Wall. Passive. When an enemy in the Shield Beetle’s
sector takes damage, negate that damage. The Shield Beetle swarm When you Slot Rolling Charge,
takes that damage instead. gain: Standard, Collateral (X).
Move one, two, or three sectors.
A line of these invaders, all charging at full speed, is a terrifying This attack is Collateral 1 for one
thing. sector, Collateral 1, 2 for two
Tactician - Rolling Charge. Standard, Collateral (X). Move one, two, sectors, Collateral 1, 2, 3 for
or three sectors. This attack is Collateral 1 for one sector, Collateral three sectors. Deal one point of
1, 2 for two sectors, Collateral 1, 2, 3 for three sectors. Deal one damage to all enemies in your
point of damage to all enemies in your sector. sector.
43
 When you Rip Scarab Bomber’s
Scarab Bomber HP
5
Type
Vermin (1)
Disruptor, gain: Standard,
Collateral (1). Make an attack
against an enemy. You also push
Disruptor Leader Operative Tactician
them into an adjacent sector.
5 3 1 3
When you Slot Scarab Bomber’s
Special Rule: The Scarab Bomber has Flight. Disruptor, gain: Reaction. When
an enemy moves into your sector,
The scarabs often appear alongside the shielded beetles. They fly
spend three tokens. That enemy
over the battlefield, dropping explosive blasts at regular intervals.
takes one damage and is pushed
Scarabs also drop pods that, eventually, will release another
into an adjacent sector.
scarab into the air.
When you Rip Reinforcements,
Between the explosions and what might be a rudimentary force gain: Scarab Drones hover
field it’s difficult to fight the scarab from up close. Swarm tactics around you at all times and can
work, if you can trick a friend or two into absorbing some hits. be used for cool narrative effects.
Disruptor: Reaction. When an enemy moves into the Scarab Beetle’s
sector, spend three tokens. That enemy takes two damage and is When you Slot Reinforcements,
pushed into an adjacent sector. gain: Scarab Drones hover
around you at all times and can
It takes a little while for a new scarab to grow. A desperate agent be used for cool narrative effects.
can reach into the pod and ingest a portion of it to both stop the When you make an attack with
growth and replenish their energy. the Slotted stat and roll doubles
Operative: Reinforcements. Minor. Spend three tokens to place a you gain one token.
Reinforcements field effect in an adjacent sector. (Reinforcements
effect: Passive. At the beginning of each round, this effect gains one
token. When it gains three tokens, another Scarab Bomber appears
and the field effect disappears. Anyone can end this field effect by
spending a Standard action in the field effect’s sector; when they do,
they gain all tokens placed so far.)

44
 When you Rip Symphony of the
Cricket Assault Force HP
2
Type
Vermin (3-4)
Might, gain: Standard, Melee,
Collateral (1). All enemies in
Disruptor Leader Operative Tactician your sector take one damage.
8 2 2 2 When you Slot Symphony of the
Might, gain: Standard, Ranged,
These crickets are an excellent example of invaders not performing
Wager 2. All enemies in your
quite like their Earth analogue. A swarm of crickets lets out a
sector or an adjacent sector take
deafening cry and annihilates a city block, before leaping to the
one damage. If you roll a 1 or 2
next and continuing in the process. They revel in destruction and
select one enemy in that sector to
debris.
take two extra damage.

When all of the crickets begin their song, duck and cover. The When you Rip Harm of
debris they kick up will make every action a gamble. Dissonance, gain: Standard,
Disruptor - Symphony of the Might. Standard, Ranged, Collateral (1, Ranged, Collateral (1). Make an
2). All enemies in an adjacent sector take one damage and gain a attack against an enemy in an
Collateral token. While an enemy has a Collateral token, all of their adjacent sector.
rolls gain Collateral (1).
When you Slot Harm of
The worst part is, they won’t stay in one place. The destruction Dissonance, gain: Standard,
they cause doesn’t slow them in the slightest. Ranged, Collateral (1). Move
Operative - Harm of Dissonance. Standard, Ranged, Collateral (1). to an adjacent sector. Make an
Move to an adjacent sector. Make an attack against an enemy in an attack against an enemy in an
adjacent sector. adjacent sector.

45
 When you Rip Web Slam, gain:
Weaver HP
3
Type
Vermin (3-5)
Melee. Push an enemy into an
adjacent sector. That enemy
Disruptor Leader Operative Tactician takes 1 damage.
3 1 4 3 When you Slot Web Slam, gain:
Minor, Melee. Push an enemy
We test candidates thoroughly for any field liabilities, phobias
into an adjacent sector.
included. Arachnophobia is a common one. We have therapy
and hypnosis and all kinds of methods to combat this, but some When you Rip Wall Crawl, gain:
soldiers find in-field practices most effective. There’s something Your armor grows little hairs and
therapeutic about blowing up the big spiders. hooked attachments. It looks
menacing, but doesn’t do much.
Arachnid invaders truly do whatever a spider can; we have, in
fact, seem them spin a web of any size and catch civilians just like When you Slot Wall Crawl,
flies. gain: You stick to buildings, crawl
Disruptor - Web Slam. Minor, Melee. Push an enemy into an adjacent up surfaces. You’re all kinds of
sector. That enemy gains a Webbed token. Until they spend this adhesive.
token, they can’t move. When you Rip Skitter and Leap!,
gain: Standard, melee. Move
They don’t swing from a web of any size, but you should into an adjacent sector. Make an
absolutely take a look overhead. These invaders can crawl up attack against an enemy in that
walls. sector.
Operative - Wall Crawl. You stick to buildings, crawl up surfaces.
Spiders are all kinds of adhesive. When you Slot Skitter and Leap!,
gain: Standard, Melee. Move
Also, they jump at your face without any warning. This isn’t a into an adjacent sector. Make an
reference - they really do that. attack against an enemy in that
Tactician - Skitter and Leap! Standard, Melee. Select an enemy in an sector. You may spend tokens
adjacent sector. Move into that enemy’s sector. Spend a number of after your roll to increase your
tokens equal to the Weavers remaining in the swarm; the enemy takes total by 1 for every token spent.
that much damage.

46
 When you Rip Wrecking
The Crusher Type
Regular
Claw, gain: Standard, Ranged,
Collateral (1, 2). All enemies
Disruptor Leader Operative Tactician in an adjacent sector take one
damage.
2 5 2 3
When you Slot Wrecking
The invader known as The Crusher is another near-G Status.
Claw, gain: Standard, Ranged,
It’s also a sign of a disturbing trend in invaders; the others are
Collateral (12 2). All enemies
dangerous, sure, but this one seems deliberately weaponized.
in an adjacent sector take one
Who’s doing this? Where do the invaders come from?
damage. If you trigger the
At any rate, this is an angry fiddler crab. All invaders seem
Collateral effect, the enemies
attracted to attacking the Bio-Armor candidates (for obvious
take an additional amount of
reasons) but The Crusher actually seems to revel in destruction.
damage equal to the number
Crack it wide open, agents.
that triggered Collateral.

The Crusher’s larger claw is attached by some kind of chain and When you Rip Crab Shell, gain:
propelled by an explosion we can’t quite replicate. It’s capable of Reaction. When you are attacked
causing mass destruction of an entire city block. (Or our agents.) and would take damage, spend
Leader - Wrecking Claw. Standard, Ranged. Spend four tokens. All five tokens to reduce the damage
enemies in an adjacent sector take one damage. Place a Wrecked by one.
Field Effect in that sector. A sector may have multiple Wrecked field
effects. When you Slot Crab Shell, gain:
(Wrecked Field Effect: Passive. All attacks in this sector gain Collateral Reaction. When you are attacked
1. Attacks with existing Collateral effects add an additional, and would take damage, spend
sequential number - Collateral 1 2 3 becomes Collateral 1 2 3 4. three tokens to reduce the
Add an additional Collateral number for each additional Wrecked damage by one.
field effect.)
When you Rip Crushing Claw,
gain: Standard, Melee, Wager
It should come as no surprise that the shell’s hard to crack. We
2. Make an attack against an
caught a lucky break in having a smaller crab frame already present
enemy. If you roll a 1 or 2, the
in the initial invasion because I’m not sure we’ll ever work with this
enemy takes that much damage.
one.
Operative - Crab Shell. Passive. Reduce all damage The Crusher When you Slot Crushing Claw,
takes by one. gain: Standard, Melee, Wager
1. Make an attack against an
The larger claw is dangerous enough to disrupt the inner workings enemy. If you roll a 1, 2, or 3 the
of the Bio-Armor and implanted technology. enemy takes that much damage.
Tactician - Crushing Claw. Standard, Melee. Make an attack against
an enemy. That enemy gains a Crushed token. While an enemy has a
Crushed token, they can’t use powers that require Wagers.

47
48
 When you Rip Stinging Bite,
Fire Ant Drone HP
2
Type
Vermin (3-5)
gain: Passive. When you attack
or defend and lose the roll,
Disruptor Leader Operative Tactician the opponent takes a point of
damage.
5 1 3 X
When you Slot Stinging Bite,
They’re a pain in the ass, but most of us decided we like them
gain: Passive. When you attack
better car-sized than we do normal size. At least we’ll never step
or defend and lose the roll, the
in one of the mounds and deal with itchy welts for weeks on end.
opponent takes two damage.
The part where some of them actually breathe fire is unpleasant,
but it’s still better than the alternative. When you Rip Hive Mind, gain:
Reaction. When an ally in your
Their bite still stings, but unless you’re an SPN agent you won’t sector spends or Wagers tokens,
have to worry about the itch. That’s not as much of a positive as it you may instead pay the cost for
sounds. your ally. You must pay or Wager
Leader - Stinging Bite. Passive. When the Fire Ant Drone attacks or the full cost, and if the ally wins
defends and loses the roll, it still deals a point of damage. the Wager you gain the reward.

The drones are smarter and more organized when they’re around When you Slot Hive Mind, gain:
their hivemates. If we could harness the pheromones they use to do Minor. You may transfer any
this, imagine the possibilities. number of your tokens to an ally
Tactician - Hive Mind. Passive. If a Fire Ant Worker is in the Fire Ant in your sector.
Drone’s sector, the Drone’s Tactician score is 3. If a Fire Ant Queen
is in the Fire Ant Drone’s sector, the Drone’s Tactician score is 5. If
neither are present, the Drone’s Tactician score is 1.

49
 When you Rip Repair the Nest,
Fire Ant Worker HP
4
Type
Vermin (1-2)
gain: Minor. Spend three tokens
to place a Small Colony field
Disruptor Leader Operative Tactician effect in this sector.
4 2 3 X When you Slot Repair the Nest,
gain: Reaction. When an ally
We don’t have much to say about the workers. They are less
places a field effect, spend five
dangerous than the other specimens, but capable of building nests
tokens. Place a copy of that field
and aiding their betters. Agents wearing ant-frame Bio-Armor do
effect in your sector.
report an odd sense of...regret? when fighting these enemies, and
I worry there might be some kind of brain alte (REDACTED) When you Rip Hive Mind, gain:
Reaction. When an ally in your
There’s a question on the enrollment form that new recruits usually sector spends or Wagers tokens,
laugh at - “Were you the kind of kid that kicked over ant mounds?” you may instead pay the cost for
- and I can’t stress this enough: we’re not joking. That’s what we’re your ally. You must pay or Wager
looking for. the full cost, and if the ally wins
Leader - Repair The Nest. Standard. Spend four tokens to remove a the Wager you gain the reward.
field effect from the Worker’s sector. Place a Small Colony field effect
in this sector. When you Slot Hive Mind, gain:
(Small Colony field effect: Passive. Fire Ants in this sector gain +3 to Minor. You may transfer any
all rolls. This includes players using a Fire Ant frame for their Bio- number of your tokens to an ally
Armor.) in your sector.

It would be a mistake to assume the Workers are unintelligent.

They don’t seem particularly motivated, but when around a queen
or a drone they do seem to take on a disturbing intelligence. It’s
more than just following orders - they become cunning and more
dangerous.
Tactician - Hive Mind. Passive. If a Fire Ant Queen is in the Fire Ant
Worker’s sector, the Worker’s Tactician score is 5. If the Queen is not
present, the Worker’s Tactician score is 2.

50
 When you Rip Hurl Flames, gain:
Fire Ant Queen HP
8
Type
Vermin (1)
Passive. You can’t gain On Fire
tokens, even if you want to.
Disruptor Leader Operative Tactician When you Slot Hurl Flames,
6 3 1 3 gain: Minor, Ranged. Spend
three tokens. Place an On Fire
Your average hive is going to have one dominant queen, but we
token on one enemy in an
have not seen that behavior in the fire ant invaders. It is another
adjacent sector.
reason we suspect the invaders may have forms similar to Earth
insects (and aquatic life, and lizards, and others) but are not
necessarily mutated versions of the same. When you Rip They Came From
It is an unpopular theory, granted. Below!, gain: Reaction. When
one of your stats hits 0, spend
The queen spits out a mix of flammable chemicals that serves a four tokens. Heal that stat for
dual purpose - the workers ingest it, while enemies combust. one point.
Disruptor - Hurl Flames. Minor, Ranged. Add an On Fire token to all
enemies in an adjacent sector. While you have any On Fire tokens, When you Slot They Came From
you take one damage at the beginning of your turn. If you have any Below!, gain: Reaction. When
On Fire tokens at the end of your turn, you gain an On Fire token. all of your stats hit 0, you lose
all but three tokens. (If you have
Queens also birth new fire ants directly in battle. Explosives work less than three tokens, keep all
well to disrupt the egg sacs. of them.) Place three Bio-Armor
Leader - Minor. Spend four tokens to place an Egg Sac field effect in Swarm minis in different adjacent
the Queen’s sector. sectors. Remove yourself from
(Egg Sac field effect: Passive. At the end of the monster turn, if no the battlefield. Each of the Bio-
one has used an ability with the Collateral keyword this round, place Armor Swarm minis have 3 HP
a swarm of three Fire Ant Drones in this sector and remove this field and stats equal to their current
effect. The Drones act immediately.) HP. They share a pool of actions,
but when one moves the others
When defeated, the fire ant queen quickly envelops itself in a may as well. If two Bio-Armor
strange, viscous concoction. Shortly after the queen explodes into Swarms share the same sector
a swarm of drones. Don’t let this catch you by surprise. (or the battle ends), return
Tactician - They Came From Below! Passive. When the Queen hits 0 yourself to that sector (with 1 in
HP, remove her from the board. Replace her with two swarms of Fire all stats) and remove all of your
Ant Drones. Bio-Armor Swarm minis from the
battlefield. If all of the Bio-Armor
When you Rip Egg Sacs, gain: Two ant Swarms die, return yourself to
drones orbit your armor at all times. They can the battlefield in any sector with
be used for cool narrative effects. 0 in all stats.

When you Slot Egg Sacs, gain: Two ant

drones orbit your armor at all times. They can
be used for cool narrative effects. Increase
the slotted stat by 1.

51
 When you Rip Plasma Cannon,
Tarantank Type
Regular
gain: Standard, Ranged, Wager
2. Deal one damage to an
Disruptor Leader Operative Tactician enemy in an adjacent sector. If
you roll a 3 or 4, you win the
6 6 1 2
Wager and instead deal that
A tank-sized tarantula with plasma cannons attached to its back. damage.
So creepy. The legs can’t handle all that weight, so it’s really easy
When you Slot Plasma Cannon,
to shut down its movement.
gain: Standard, Ranged, Wager
2. Deal two damage to an
Special Rule - Does not get a move action.
enemy in an adjacent sector. If
you roll a 3 or 4, you win the
Many of the invaders are mutated, but recognizable variations
Wager and instead deal that
of Earth insects. Few show signs of explicit modifications. One
much damage; in addition, the
such invader we dub the “Tarantank”, a tarantula outfitted with
enemy can’t use powers that
an enormous energy device upon its back. Fortunately for us, the
require a Wager this round.
weight of the device significantly impairs the tarantula’s movement.
When you Rip Impact Webbing,
Unfortunately, the device fires explosive blasts of energy. It is gain: Standard, Ranged, Drop
fueled by its host and can not operate for long if removed. d10. Attack an enemy. If they
Disruptor: Plasma Cannon. Standard, Ranged, Wager 2. Deal one take damage, push the enemy
damage to an enemy in an adjacent sector and remove one of their one sector away.
tokens. If you roll a 3 or 4, you win the Wager and instead deal that
much damage (but still remove only one token). When you Slot Impact Webbing,
gain: Standard, Ranged, Drop
It might prove a more effective combatant without its weapon. d10. Attack an enemy. If they
Blasts of webbing can hold agents in place while other invaders take damage, push the enemy
approach. This is a popular adjustment for many SPN agents - they one sector away or pull the
seem inspired by some comic book character. enemy one sector closer.
Leader: Impact Webbing. Standard, Ranged, Drop d10. Attack an When you Rip Eight Legs, gain:
enemy. If they take damage, give the enemy two Webbed tokens.
Minor. Spend three tokens to
Until they spend these tokens, they do not get a Move action.
move one sector.

The Tarantank visibly struggles under the weight of the energy When you Slot Eight Legs, gain:
device. It moves with great effort. Minor. Spend two tokens to move
Operative: Eight Legs. Minor. Spend two tokens to move one sector. one sector.

52
53
 When you Rip Implanted Anti-
Robot Invaders HP
3
Type
Vermin (3-4)
Biological Raygun, gain:
Standard, Ranged, Collateral
Disruptor Leader Operative Tactician (1, 2). An enemy in an adjacent
sector takes two damage.
5 5 5 5
When you Slot Implanted
Whether the invaders are from outer space, the center of the
Anti-Biological Raygun, gain:
earth or our fevered pop culture dreams, we’ve yet to encounter a
Standard, Ranged, Collateral (1,
sentient invader. They operate on instinct or programming.
2, 3). An enemy in your sector
The robot invaders don’t bear any obvious signs of manufacture.
or an adjacent sector takes two
The one we’ve been able to deconstruct didn’t have gears, circuits,
damage. If you have any Poison
a power source, anything that might betray its origins. It’s not even
tokens, you may spend up to
really a robot, we think - just a creature made to look and act like
three of them to increase the
one.
damage by one per token spent.

The robot’s arms both contain a device that disintegrates regular When you Rip Adaptive System,
people. For our Bio-Armor agents, the device instead filters through gain: Reaction. When you are
the Bio-Armor and sickens the person inside. Agents report it might damaged by a power, you gain
be the most unpleasant attack they’ve faced. the Ripped version of that power
Disruptor - Implanted Anti-Biological Raygun. Standard, Ranged, for the rest of this battle. You may
Collateral (1, 2). An enemy in an adjacent square takes two damage. only use this power once per
Convert two of the enemy’s tokens into Poison tokens. encounter.

The robots learn quickly. Once hit with an attack, they immediately When you Slot Adaptive System,
grow or subsume the necessary tools to use that attack as well. gain: Passive. You permanently
We’ve seen one swarm of robot invaders fly through the air on lose one of your Armory cards. At
bee wings, mouths full of crocodile teeth, chewing through tanks the start of each encounter, draw
and snapping at civilians. the top card from the Armory
Operative - Adaptive System. Reaction. When the Robot Invader is deck and add it to your hand.
damaged by a power, it may use that power as long as Adaptive At the end of the encounter, you
System remains available. lose that Armory card.

54
Giant Invaders
Giant monsters are a lot like regular monsters - except, you know, giant. You can climb on top of them and
they’ll stomp on you if you aren’t paying attention.

All Giant Monsters have the following special rule:

When a giant monster moves into a sector, everyone in that sector takes one damage. Giant monsters are
immune to field effects, unless specified otherwise in the field effect’s text.
The monster replaces any sectors while it’s on top of them. If you are on a giant monster sector when it
moves, roll 2d10 + stat (determined by the monster, usually a choice of two) and try to beat a number (also
determined by the monster). If you get thrown off, you get thrown into an adjacent sector and take a point of
damage.

Giant monsters take up multiple sectors. They can even move off the 4x3 sector grid - as long as they are
adjacent to at least one of the original 4x3 sectors. Usually they are 4-6 sectors.

Giant monsters are about the equivalent of two monsters, sometimes three. They always roll their full stat
total until it hits 0.

55
 When you Rip Shellshocked,
Alligator Snapping Turtle Type
Giant
gain: Standard, Ranged. Enemies
in all adjacent sectors take
Disruptor Leader Operative Tactician one damage; you take three
damage.
6 4 5 6
When you Slot Shellshocked,
gain: Standard, Ranged. Enemies
in all adjacent sectors take one
damage; you take two damage.

The top of the creature (the single sector, When you Rip Turtle Shield,
A-2) is the head. gain: Reaction. When you defend
against an attack, spend two
tokens to reduce the enemy’s roll
The G -Status snapping turtle seems like a minor threat, aside from by 3 (before the roll).
its size.Flip it on its back, right? Just let those building-sized legs
wiggle in the air. If only. When you Slot Turtle Shield,
When the snapping turtle attacked for the first time, it accidentally gain: Passive. When you defend
flipped itself attempting to crush a shopping mall. While on against an attack, spend one
its back, the shell opened up (revealing a number of dormant token to reduce the enemy’s roll
invaders, suggesting the snapping turtle might work as some kind by 3 (before the roll).
of personnel carrier). The opened halves of the shell rotated to the
bottom, moving the legs and head right side up, and the snapping
turtle continued its rampage.

Climbing - To resist getting thrown off, characters must roll 12 or

better on a Leader or Tactician roll.

Like all mutant turtles, this creature is an expert breakdancer.

(Note: How did this description get in here? One of the agents
must have access to my passcode.)
Disruptor: Shellshocked. Standard. Rotate the Alligator Snapping
Turtle’s head sector 180°. At the end of this rotation, all enemies
currently on the Alligator Snapping Turtle are thrown off into an
adjacent sector and take two damage.
When the Alligator Snapping Turtle’s Disruptor becomes 0, it deals
two points of damage instead of one when it steps on a sector.

Attacks against the Turtle’s shell prove ineffective; either attack the
head or find a way inside it.
Leader: Turtle Shell. Passive. Attacks against the Alligator Snapping
Turtle deal one less damage. This does not apply to attacks against
the head.

56
When the Alligator Snapping Turtle’s Leader becomes 0, its successful When you Rip Peckhamian
attacks and powers deal one extra damage. Mimicry, gain: Passive. When
you are damaged by an ally’s
Alligator Snapping Turtles possess an unsettling, worm-shaped power (not a Collateral trigger),
tongue. They use this to lure prey near the mouth, right before the gain one token.
mouth closes with inhuman force.
Operative: Peckhamian Mimicry. The Alligator Snapping Turtle’s When you Slot Peckhamian
head must be out of the shell to use this attack. Passive. Anyone who Mimicry, gain: Passive. When
damages the Alligator Snapping Turtle’s head gains two tokens, but you are damaged by an ally’s
takes two damage. power or Collateral trigger, gain
When the Alligator Snapping Turtle’s Operative becomes 0, the one token.
Climbing difficulty becomes 15.
When you Rip Snap, gain:
The jaws of the snapping turtle close with enough force to bite Standard, Melee. Spend two
through a building. It’s not quite enough to do lasting damage to tokens; make an attack with a
the Bio-Armor. +3 bonus to the total.
Tactician: Snap. The Alligator Snapping Turtle’s head must be out When you Slot Snap, gain:
of the shell to use this attack. Minor, Ranged. Spend two tokens. An Standard, Ranged. Spend three
enemy in an adjacent sector takes one damage. Place that enemy on tokens. An enemy in an adjacent
the Alligator Snapping Turtle’s head sector. While this enemy remains sector takes one damage. You
on the head sector, whenever the head takes damage the enemy move into that enemy’s sector.
takes an equivalent amount of damage. As long as you both remain in
When the Alligator Snapping Turtle’s Tactician becomes 0, it retracts that sector, whenever you take
its head into the shell. Remove the head sector from play. damage that enemy also takes a
single point of damage.

57
 When you Rip Radioactive
Radioactive Lizard Type
Giant
Blast, gain: Standard, Ranged,
Collateral (1, 2). Choose an
Disruptor Leader Operative Tactician adjacent sector. Everyone in that
9 6 3 3 sector takes one damage.

When you Slot Radioactive

Blast, gain: Standard, Ranged,
Collateral (1, 2, 3). Choose an
The two F sectors, the Feet, lie flat with the
adjacent sector. Everyone in that
regular 4x3 sectors. The other three
sector takes one damage. Gain
sectors ascend. H is the head.
one token
If an attack with the Melee keyword deals
damage to the Head sector, it deals an When you Rip Sharp Nasty
extra point of damage. Teeth, gain: Reaction. When you
deal damage with an attack that
has the Melee keyword and only
This invader bears a striking, if legally different and distinct, damage one enemy, deal one
resemblance to a movie creature. That’s where we get the term additional damage.
G-Status from (and why we never, ever spell it out. No need to
make trouble for our legal team). When you Slot Sharp Nasty
This radioactive lizard emerges from the ocean and exists to Teeth, gain: Reaction. When
destroy cities. you deal damage with an attack
that has the Melee keyword and
Climbing - To resist getting thrown off, characters must roll 12 or only damage one enemy, spend
better on a Leader or Operative roll. two tokens. Deal two additional
damage.
SPN soldiers, beware! If you hear the Radioactive Lizard’s iconic
sound effect, it’s too late to escape its nuclear breath.
Disruptor: Radioactive Blast (Iconic Sound Effect). Standard, Ranged.
Choose an adjacent sector. Enemies in that sector take one damage.
Each enemy may select to take three damage instead and gain two
tokens.
When the Radioactive Lizard’s Disruptor is reduced to 0, when it loses
an attack roll it deals two points of damage.

The head is its weak point, but it’s a risky proposition.

Leader: Sharp Nasty Teeth. Standard, Melee. This attack can only be
used on an enemy on the head sector. That enemy takes two damage
and must roll its lowest stat. (Counting maximums, not current.) If the
enemy rolls 11 or less, the enemy is thrown off and placed on a
sector adjacent to one of the Radioactive Lizard’s feet. The enemy
takes another point of damage if thrown off.
When the Radioactive Lizard’s Leader is reduced to 0, damage dealt
to the Feet sectors is reduced by one.
58
 When you Rip Detachable Tail,
The Radioactive Lizard has a disturbing tendency to detach its gain: Smack Things Around With
tail and then immediately grow a new one. The tails remain A Detached Tail. Passive. You
dangerous. grab one of the detached tails
Operative: Detachable Tail. Move. Spend two tokens. The Radioactive and use it as a weapon. For the
Lizard moves one sector. Place a Detachable Tail field effect in one of rest of this combat, your regular
the sectors it just left. attacks gain Collateral (1,2) but
(Detachable Tail effect: Passive. When an enemy moves in to this you deal an additional point of
sector, it must spend one token or take one damage.) damage when you deal damage
When the Radioactive Lizard’s Operative is reduced to 0, when with a regular attack..
it steps on field effects those field effects are removed from the
battlefield. When you Slot Detachable
Tail, gain: Tail Whip. Standard,
Collateral (1, 2, 3). Enemies in
all adjacent sectors take one
damage.

59
 When you Rip Tractor Beam,
UFO Type
Giant
gain: Standard. Select an enemy
in any sector. Place that enemy in
Disruptor Leader Operative Tactician your sector.
5 4 7 8 When you Slot Tractor Beam,
gain: Standard, Collateral (1, 2).
Select an enemy in any sector.
That enemy takes one damage.
The UFO hovers one sector
Place that enemy in your sector.
over the battlefield. It does not
stomp on sectors or take the When you Rip Scouting Party,
place of sectors. The UFO is gain: Remote Drone. If you
adjacent to the sectors it concentrate, a little version of
hovers over. yourself pops out of your armor.
It’s pretty useless, but can be
used for cool narrative effects.

When you Slot Scouting Party,

The unidentified flying object should be enough to confirm the gain: Remote Control Drone.
theory that the invaders are aliens, sent from space to take over Minor. Spend three tokens. Place
humanity, but there are no aliens. Each UFO contains nothing a Remote Control Drone in your
but robots. Robots like you’d see in old 1950s sci-fi illustrations - sector or an adjacent sector and
lending credence to the pop-culture theory I detest so much. remove your character from the
battlefield. It is a tiny little version
Climbing - When the UFO moves, anyone on the UFO must roll 12+ of yourself that you can control
(on any stat) or be thrown off. with your thoughts. It has all of
your stats and powers. When
The unidentified flying object flies over the battlefield, pulling the Remote Control Drone takes
civilians from the ground into the construct. three damage, remove it from
Disruptor: Tractor Beam. Move. The UFO moves one sector. Select the battlefield and place your
an enemy underneath the UFO and place it on top of the center UFO character in the same sector. You
sector. can’t use this power again this
When the UFO’s Disruptor becomes 0, the UFO can move two battle.
sectors in one Move action. Anyone on top of the UFO takes one
damage at the start of their turn.

We haven’t had a chance to investigate the inside of the

unidentified flying object, but we believe it is staffed entirely by
robots. We have not seen a biological alien or sentient being on
the battlefield.
Leader: Scouting Party. Standard. Place a group of four Robot
Invaders on a sector underneath the UFO. The group acts this turn.
When the UFO’s Leader becomes 0, it gains a new power.
UFO Lasers. Standard, Ranged, Collateral (1, 2). All enemies
60
underneath or on UFO sectors take two damage. When you Rip Just A Weather
Balloon, gain: Whenever you
While not biological, we are able to implant the unidentified flying move, you make weird whee-oo
object’s thrusters into the Bio-Armor system. It allows for flight whee-oo noises.
without wings, though an odd hum accompanies each motion.
Tactician: Just A Weather Balloon. Passive. The UFO has Flight. When you Slot Just A Weather
When the UFO’s Tactician becomes 0, it crashes. It no longer hovers Balloon, you gain Flight, but it’s
one sector above the battlefield; place it directly on the battlefield. through cool spooky UFO effects
Anyone under the UFO at this point takes three damage and must instead of wings.
move themselves to the nearest non-UFO sector.

61
Invader Creation
1. Concept
The first step is the easiest. Come up with a general concept for For this example, let’s make a
the monster – giant toad that creates smaller toads, swamp gas Firefly enemy. There aren’t any
alligator, barely disguised Godzilla. This will give you an idea of in the Last Stand core and it’s got
how to design the mechanics. some fun options for powers.

2. Vermin Or Regular Monster?

Generally, anything that will be a swarm of small monsters should be classified as vermin. Larger and
tougher monsters are usually regular monsters. There are a few exceptions (the Cargo Toad, the Fire Ant
Queen).

Vermin take a set number of damage before they die. Their stats never degrade, so they always fight at full
efficiency. However, they usually die faster than a regular enemy. Vermin are also great for “glass cannon”
enemies like the Baby Toads – they have high stats (4s around the board) but can only take one damage
each. The Cargo Toad itself uses the opposite approach – its stats are low, but its 8 HP keep it in the battle
long enough to drop off frustrating enemies.
If the vermin is a part of a swarm, each creature should generally have a low HP value. If it is an individual
vermin, aim for the 5-8 HP range. Remember that swarms take a lot of damage from attacks that deal
damage to each enemy in a sector.
A fight generally has players + 1 regular monsters. You can swap one regular monster for 2-3 vermin, so
vermin are great for large battles.
Summary: in general, vermin are easier to kill than regular monsters but you can play around with this by
using different stats and hit point values.

Regular monsters take damage to their stats as players do, but their effectiveness decreases with damage.
(An enemy damaged to Disruptor 3 only adds 3 to all die rolls, not whatever its maximum value might be.)
This is great for larger, tougher monsters since they will be on the battlefield for a while.
Since regular monsters do get weaker as the battle continues, it is a good idea to have abilities that either
change their powers (as you’ll see with some of the Giant Monsters) or inflict a punishment for reducing a
stat to 0 (like with the Komodo Lizard Warrior’s Bacteria Mouth power) so that combat doesn’t become a
boring slog.

What’s nice about the two options is that it gives a lot of freedom for making different enemies out of the
same concept. The Scarab Bombers from the Last Stand core are non-swarm vermin with 5 HP. They fly
around the battlefield as pests, trying to create new Bombers and bombarding enemies.
You could also create a swarm vermin version of the Scarab Bombers. Smaller Bombers more focused on
bombardment, making areas of the battlefield even more dangerous, and can be more easily defeated by
bombing them right back.
There’s also room for a regular monster Scarab Bomber. Bigger and tougher, probably larger explosions.

62
 I could make it more like a comic book helicarrier and have it
With the Firefly, the first thing I
fly around the battlefield, shooting out smaller Scarab Bomber
think of is a swarm of bright lights.
Drones to attack the SPN Agents. Sounds like fun.
I could also go for a spotlight
approach, with an enormous Firefly
3. Stats
descending upon the city and
turning night into day. The vermin
Disruptor, Leader, Operative, Tactician. Just like player characters.
swarm is more iconic but I really
like that last image, so let’s go with
While the numbers are a little more work, a rough idea of the
a regular monster. This is a giant
stats is easy. Is the monster explosive and frustrating? Probably a
Firefly about the size of a large
high Disruptor stat. Is the monster enormous and loud? Probably
plane.
a low Operative stat.
This is a great way to indicate the battle tactics and descriptions for a particular enemy. An enemy with low
Tactician won’t be smart or cunning, while an enemy with low Leader probably avoids direct confrontation
and showy displays of force.

For vermin, you have some room with assigning stats. It’s okay to have one particularly high stat, for
example, or even a bunch of high stats, since you can balance that with a low HP value. (As mentioned
above with the Baby and Cargo Toads.)
A powerful vermin will have stats that total between 14-18. These are generally vermin with low HP values.
Weaker vermin, especially swarm vermin, will have stats that total between 8-12. The Cargo Toad is at
the low end of this scale (9 total), while the Weaver Spider swarm is at the higher end with 11. However,
the Cargo Toad has a higher HP value (8) and appears by itself, while Weavers have 3 HP and appear in
groups of 3-5.

A regular monster’s stats are more important. They determine a few things – how long it stays alive, how
long it stays effective and how long it retains access to its powers.
Regular monsters will have stats that total between 12-20. The 12-15 scale is more common, with monsters
like the Butterfly topping the charts at 20. The Butterfly is a bit of a special case though, what with the
caterpillars and cocoons.

For the Firefly stats, it’s obvious it

should have a high Disruptor score. A high individual stat is a stat that will remain useful for most of
(Firefly and Lightning Bug are two the fight, will be difficult for players to target with attacks and will
common names for them, after retain attached powers for longer. This is the best way to include
all.) They can also be a pain to iconic powers. The Komodo Lizard Warrior’s Leader stat of 6,
catch, even though they are easy for example, means it will be ripping and tearing and pushing
to spot while lit up. Let’s go with through SPN Agents more often than not. The attached power,
high Disruptor and fairly balanced Big Freakin Lizard, prevents it from being forcibly moved – so it
otherwise, with a total of of 14 is going to be a big, immovable, unstoppable force for quite a
points. while.
Disruptor 6 A low individual stat usually represents a weakness. It’s also a
Leader 3 great place for stronger powers – the Komodo Lizard Warrior’s
Operative 2 terrifying Bacteria Mouth and A Little More Pressure powers are
Tactician 3 attached to low stats; their strength is balanced by how easy the
powers are to disable.
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It’s best to have either balanced stats (as with the Centipede) or to have an assortment of high and low stats
(as with the Komodo Lizard Warrior). A creature with balanced stats can be tough to fight since it has no
weaknesses, but SPN Agents can use any kind of tactics. A creature with high and low stats is dangerous
with its high stats, but those stats can be more easily damaged by first lowering the weaker stats.

4. Powers
This is the fun part. We’re operating on b-movie logic here; anything’s possible as long as there’s a dumb
pseudo-science explanation behind it. Fire Ants literally breathe fire and inflict stinging wounds, when they
aren’t creating instant hives.

The best way to start is by looking at the abilities of the real world creature. Then it’s a matter of how much
you want to exaggerate. Bugs are already really, really weird so you might not have to exaggerate much.
For example, the Caterpillar’s eventual change into a Butterfly isn’t too much of an exaggeration. The pollen
missiles and wind gusts are.
Bees do this weird thing where they swarm invaders and cluster around to cuddle them to death, eventually
heating the invader above 47c/116f. Just exaggerate that a bit and we have the Boomers, bees capable of
heating up so much they explode. (Okay, exaggerate it a lot. The cluster thing is still weird.)

Oh. You should also give your power a cool, goofy name.

The actual mechanics of the power are a little more complicated. The Fortune System has a lot of available
tools for power construction. Let’s go through them, one by one, and discuss what they do. Then we’ll look
at the different kinds of actions.

Make An Attack: This is usually attached to something else, since all enemies can make normal attacks.
Note that these get less useful as a stat decreases. They also give the SPN Agents a chance to react,
whether through a power or the opposed attack roll.

Melee or Ranged: Decide if you want something to fight in close, from far away or to give it a variety of
options. With Ranged, you also have to decide if it’s going to be a power that only hits from far away or can
be used up close as well (either in an adjacent sector or both adjacent/same sector).

Penalties and Bonuses: Most penalties and bonuses are a +3 or -3, since that is one step of success or
failure. Avoid lots of little modifiers – they’re fiddly and annoying – and it’s best to make them immediate
modifiers instead of recurring or situational.

Damage: There’s a lot to consider here. Some powers only damage one enemy, others damage multiple
or all enemies in a sector. Generally it’s okay for a single target power to do a little more damage (2-4)
while an area attack should stay at the low end (1-2). Dealing automatic damage like this is usually more
consistent than making an attack and safer.

Spend Tokens: Powers that require spent tokens help balance out stronger effects, since using it indirectly
powers up the SPN Agents.

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 Wager X: This is the same principle as Spend Tokens, but
So what does the Firefly do? It
introduces variability. You can have a power that usually does a
obviously needs something related
smaller effect (say, 1 damage to an enemy) but attach an unlikely
to its glow. It’s not too much of a
Wager 3 for a stronger effect (deal 3 damage instead). This is a
stretch to say that should be the
great way to help the token economy, since a lost Director Wager
focus of most of its powers. There’s
puts the tokens into the token pool. Keep in mind that a Wager
actually a lot of room to work with
1 power will be weaker than a Wager 2 or 3 power, since it is far
here, and I could probably make
more likely to occur.
four or five mechanical variants of
a regular monster Firefly.
Collateral: Powers with Collateral are rough on monsters
I’d like a power where it focuses
and especially rough on swarms, since it deals 1 damage to
the light and explodes it, catching
everything.
everything on fire. Then a more
focused light, maybe one where
Narrative Effect: These are a little harder to balance, but are a lot
it shines so bright it blinds its
of fun to play with.
enemies? That’s a good start.
The explosion feels like it should
Special Tokens: You have a lot of flexibility here. Special Tokens
be attached to Disruptor, since it
can do just about anything (from the damage of On Fire and
matches so well. Disruptor is also
Poison tokens to the denial of Bacteria tokens). In general, a
the highest stat and this is what I
special token is neat because it introduces a choice to players. A
consider the most iconic power.
special token can be used and spent just like a regular token, but
So it explodes? That sounds like
players will have to gamble on saving them up (if it is beneficial)
area damage. Let’s say 1 damage
or spending them too soon (if it hurts).
to all enemies in the Firefly’s sector.
That’s useful, but not too powerful.
When Stat Hits 0: This is a good choice for regular monsters to
It’s also going to set everyone on
prevent them from getting boring as their stats decrease. It can be
fire. There are a number of ways
a one time effect (the Komodo Lizard Warrior’s Bacteria Mouth)
I can represent this, but Last Stand
or even change the power entirely (the UFO’s powers do this a
already has the On Fire tokens (that
lot). One use for this is multi-phase monsters, where it can change
it technically stole from Ragnarök).
dramatically as different stats go to 0. (For inspiration, check out
SPN Agents hit by this power
basically any Final Fantasy final boss.)
take 1 damage now, will take 1
damage later, but gain a token out
Place New Monsters: This is a powerful effect! You’ll see it on
of the deal. That’s fair.
monsters like the Queen Bee or Fire Ant Queen. Make sure to
I’d like to make it a Minor action
balance it out with Spend Tokens or something similar.
but that would be way too good. A
Move action would fit though – the
Place Field Effects: Field Effects are their own topic, but in general
Firefly stays in place and lights up.
it’s a good idea to require a cost or specific condition to place a
It fits both balance considerations
field effect.
and verisimilitude feels right.
There’s a chance it can use the
Movement: Increased mobility makes for a more engaging,
power twice per turn though, so
tactical battlefield.
I’m going to give it more of a cost.
Collateral on a 1 fits the feel of the
Special Rules: If there’s something about a creature that you’re
power and balances it out.
having trouble representing as a power, or you want to guarantee
65
that it can’t be disabled, make it a special rule. See the
You might notice a lot of “feel” and
Terragator for an example.
“should” here – the Fortune System
is designed to make it so it’s easy
Flight and Aquatic: Assign these as they make sense, usually. They
to make new things but hard to
aren’t going to unbalance a creature significantly.
break them.
Disruptor: Bioluminescence. Move,
Standard: Stronger powers and most attacks will be standard
Melee, Collateral 1. Enemies in
actions. A monster will only ever get one of these a turn.
your sector take one damage and
gain one On Fire Token.
Move: Great for representing a mobile or immobile creature,
The next power is a targeted move.
really – a fast one can use a Move power to move multiple
It gets up in someone’s face, lights
sectors, while if you have a Move action power without any actual
up the chemical reaction enough
movement the creature is more likely to stay in place.
to blind them. This one’s easier –
it’s an attack that gives the enemy
Minor: A creature can hypothetically perform three of these
a penalty. Standard action. It’s a
in one turn, so be careful. This is a good spot for powers that
clever kind of move so I’ll attach it
a creature is likely to use every turn. Minor actions that deal
to Tactician.
damage are especially powerful and need to either be avoided or
Tactician: Cheap Shot. Standard,
given a lot of downsides.
Melee. Make an attack. The enemy
takes a -3 penalty to its roll.
Reaction: Like SPN Agents, an individual monster only gets one of
The last power is even easier.
these a round.
Flight. Might as well attach this one
It’s a good idea to have at least two powers and you’ll never
to Operative, since fireflies tend to
have more than four. Powers are fun! SPN Agents can steal them,
go dark and fly away.
the Director can use them to make exciting fights.
Operative: Flight.

5. Ripped and Slotted

I’ll explore this further in the player powers section. Generally, a Ripped power is weaker than the monster’s
power and a Slotted power is on par. Ripped and Slotted powers can change drastically from the original
monster power or even from each other.

6. Finished!
That’s it, the enemy is done. Go invade.

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The finished Firefly:
Disruptor 6
Leader 3
Operative 2
Tactician 3
Disruptor: Bioluminescence. Move, Melee, Collateral 1. Enemies in your sector take one damage
and gain one On Fire Token.
Ripped: Standard, Collateral 1. Enemies in your sector take one damage.
Slotted: Move, Collateral 1, 2, 3. Enemies in your sector take one damage
Operative: Flight.
Ripped: Decorative wings.
Slotted: You gain Flight.
Tactician: Cheap Shot. Standard, Melee. Make an attack. The enemy takes a -3 penalty to the roll.
Ripped: Standard, Melee. Make an attack. Spend up to three tokens – the enemy takes a penalty to
the roll equal to the number of tokens spent.
Slotted: Standard, Melee. Make an attack. Spend any number of tokens – the enemy takes a penalty
to the roll equal to the number of tokens spent.

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Bio-Armor
Ant
+1 all stats
Standard Issue
You have a fifth slot for invader powers. This slot can’t be broken.
Proportional Strength
Select two stats. As long as you wear Ant Bio-Armor, increase those stats by
one each.

Beetle
Disruptor +1 Leader +2 Tactician +1
Charge and Smash
Standard, Melee, Collateral 1. Attack a creature. Move yourself and any two
creatures into an adjacent sector.
Carapace
Reaction. When an ally in your sector takes damage, spend two tokens. You
take that damage instead to a stat of your choice.

Centipede
Disruptor +1 Operative +3
Hundred Legs
Minor. Spend two tokens. Move into an adjacent sector.
Paralyzing Poison
Standard, Melee, Drop d10. Attack an enemy. If the enemy takes damage,
give the enemy a Paralyze token. When the enemy makes an attack, they
take one damage.

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Crab
+1 all stats
Aquatic
You can breathe underwater. You also move through water at full speed.
Crab Shell
Reaction. When you are attacked and would be damaged, spend three
tokens to reduce the opponent’s roll by three.

Dragonfly
Leader +1 Operative +1 Tactician +2
Flight
You can move freely through the air, and fly about as fast as you can run.
Grab N Go
Move. Spend one token to take an ally along with you.

Cricket
Disruptor +2 Leader +2
High Jump
Move. Spend three tokens to move two sectors this turn. During this
move, you ignore any sector effects from the first sector you move
through.
Sonic Boom!
Standard, Ranged, Collateral (1, 2, 3). Deal two damage to all enemies
in an adjacent sector.

69
Eel
Disruptor +2 Leader +2
Aquatic
You can breathe underwater. You also move through water at full speed.
Shock Storm
Standard, Melee, Wager 2. You deal one damage to all enemies in your
sector. On a 1 or 2, you win the Wager and instead deal that much
damage to all enemies in your sector.

Hornet
Disruptor +2 Operative +2
Flight
You can move freely through the air, and fly about as fast as you can run.
Needle Cannon
Standard, Ranged, Wager 2. Make an attack against an enemy in an
adjacent sector. On a 1 or 2, you also deal one damage to each of the
enemy’s stats (or an extra 4 HP against a swarm).

Jellyfish
Disruptor +1 Operative +2 Tactician +1
Aquatic
You can breathe underwater. You also move through water at full speed.
Budding Polyps
Minor, Field Effect. Spend four tokens to place a Budding Polyps effect in
an adjacent sector.
(Budding Polyps Effect: Passive. When someone in this sector makes
an attack, they gain a Budding Polyps token. When you make any roll,
subtract 1 for every Budding Polyps token you have. When you spend a
Budding Polyps token you take one damage.)

70
Mantis
Operative +2 Tactician +2
Silent Hunter
Standard. Spend two tokens to camouflage yourself with your
surroundings. Outside of extraordinary circumstances, no human will
spot you until you take overt action. This doesn’t work in battle though -
the insects know how to spot you.
Elbow Blades
Standard, Melee, Wager 2. Make an attack against an enemy. On a 2
or 3, you deal that much additional damage.

Mosquito
Disruptor +1 Leader +1 Operative +2
Flight
You can move freely through the air, and fly about as fast as you can run.
What Is A Man?
Standard, Melee. Make an attack against an enemy. You can spend two
tokens to heal one point of damage.
Moth
Disruptor +2 Operative +2
Flight
You can move freely through the air, and fly about as fast as you can run.
Energy Drain
Standard, Melee, Wager 2. Make an attack against an enemy. On a 9
or 10, that enemy receives an Energy Drain token. The GM must spend
one extra token whenever that enemy uses a power.
Octopus
Operative +2 Tactician +2
Aquatic
You can breathe underwater. You also move through water at full speed.
Eight Arms To Hold You
Reaction. When an enemy moves away from your sector, spend two
tokens to stop that movement.

71
Pill Bug
Disruptor +1 Leader +2 Operative +1
Immovable Object
Reaction. If an attack or effect forces you to move, spend two tokens to
negate the forced movement.
Spin Dash
Standard, Collateral (1, 2, 3). Move up to two sectors. Deal two points of
damage to a single enemy in each Sector you move through.

Pistol Shrimp
Disruptor +3 Operative +1
Aquatic
You can breathe underwater. You also move through water at full speed.
Gun Arm
Standard, Ranged, Collateral (1 2 3). Make an attack against an enemy
in an adjacent sector. That enemy receives a Stun token. If that enemy
makes an attack, it loses the Stun token and takes three damage.

Spider
Disruptor +1 Operative +1 Tactician +2
Wall Crawl
You stick to buildings, crawl up surfaces, you’re all kinds of adhesive.
Web Lasso
Standard, Drop d10, Ranged. Make an attack against an enemy one or
two sectors away. Move that enemy into your sector.

72
Armory
1. Sniper Rifle 8. Strike At The Right Moment
Operative +1, Tactician +1 Leader +1 Operative +2
Standard, Ranged, Wager 3. Select an enemy one When you roll Operative against an opponent’s
or two sectors away. You deal one damage to each Leader in a social challenge and fail, you still deal
of the enemy’s stats. If you roll a 10, you instead one damage.
deal two damage to each of the enemy’s stats and
win your Wager. (4 HP or 8 HP to swarms) 9. Catch The Lie
Operative +2 Tactician +1
2. Rocket Man When you roll Operative against an opponent’s
Disruptor +1 Leader +1 Tactician in a social challenge and fail, you still
Move, Collateral (1). Move two sectors. deal one damage.

3. Frontline Specialist 10. Dampening Field

Disruptor +1, Leader +2 Disruptor +1 Operative +1
If you succeed on a Leader roll during a social Reaction, Drop d10. When you are attacked
challenge, you may spend three tokens to treat your and the opponent spends tokens, drop d10. The
opponent’s Disruptor as if it were 0 for the next opponent must spend two more tokens.
action.
11. AT Field
4. Quick Decisions Disruptor +1 Operative +1
Leader +2, Tactician +1 Standard, Melee, Drop d10. Make an attack
If you succeed on a Leader roll during a social against an enemy. After the attack, push the enemy
challenge, you may spend three tokens to treat into an adjacent sector.
your opponent’s Tactician as if it were 0 for the next
action. 12. Overcharge
Disruptor +1 Operative +1
5. Overt Force Standard, Melee, Drop d10. Make an attack
Disruptor +2 Leader +1 against an enemy. If you deal damage, deal an
When you roll Disruptor against an opponent’s additional point of damage.
Leader in a social challenge, spend two tokens.
Your opponent must select a different defense. 13. Minefield
Disruptor +1 Tactician +1
6. The Escape Clause Minor, Field Effect. Spend two tokens to create a
Leader +1, Tactician +2 Minefield effect in up to two adjacent sectors.
When you roll Tactician against an opponent’s (Minefield Effect: Reaction. When someone moves
Leader in a social challenge and fail, you take one into a Minefield, pay two tokens to deal two
less damage. damage. A creature can only be damaged by the
Minefield effect once per round.)
7. Give Me A Lever
Disruptor +1, Tactician +2 14. Giant Web
When you roll Tactician against an opponent’s Disruptor +1 Tactician +1
Disruptor in a social challenge and fail, you take Minor, Field Effect. Spend two tokens to place a
one less damage. Giant Web effect in an adjacent sector.
73
(Giant Web Effect: Reaction. When a creature They are not adjacent for the purposes of
moves out of this sector, pay two tokens to negate attacking.)
that movement.)
21. Targeting Systems
15. Stasis Field Leader +1 Tactician +1
Disruptor +1 Tactician +1 Reaction. When an ally makes an attack and does
Minor, Field Effect. Spend two tokens to place a not deal damage, pay 3 tokens to increase their roll
Stasis Field effect in an adjacent sector. by 3.
(Stasis Field Effect: Reaction. When a creature
moves into this sector, pay two tokens to negate that 22. Force Field
movement.) Leader +1 Tactician +1
Reaction. When an ally is attacked, pay three
16. Flame Field tokens to reduce an opponent’s roll by 3.
Disruptor +1 Tactician +1
Minor, Field Effect: Spend two tokens to place a 23. Supply Drop
Flame Field effect in an adjacent sector. Leader +1 Operative +1
(Flame Field Effect: Standard. Pay three tokens Minor, Field Effect. Spend four tokens to place a
to damage every creature in this sector for one Supply Drop effect in any sector.
damage.) (Supply Drop Effect: Minor. If you are in this sector,
gain one token.)
17. Smoke Screen
Disruptor +1 Tactician +1 24. Threat Analysis System
Minor, Field Effect: Spend three tokens to place a Disruptor +1 Tactician +1
Smoke Screen in an adjacent sector. Standard, Ranged. Spend one token. Select one
(Smoke Screen Effect: Passive. Any creature making enemy or swarm in an adjacent sector. You learn
an attack in this sector must spend one token.) their highest stat (based on the maximum score, not
current) and deal one point of damage to that stat.
18. Haul Ass
Leader +1 Operative +1 25. Everybody Out!
Move, Wager 2. You and one ally can move one Disruptor +1 Tactician +1
sector. On a 4 or 5,you win the Wager and you Standard, Collateral (1, 2). Select up to three
and all allies may move one sector. enemies in your sector. You may push each enemy
into an adjacent sector.
19. Clean Sweep
Leader +1 Operative +1 26. Inspiration
Standard. Spend three tokens to remove a Field Leader +1 Tactician +1
Effect from your sector. Reaction. You may pay Wager 1 or Wager 2 costs
for an ally. You wager these tokens, and gain or
20. Underground Tunnel lose them based on your ally’s results.
Leader +1 Operative +1
Minor, Field Effect. Spend three tokens to place an 27. Bladed Arms
Underground Tunnel effect in your sector and any Disruptor +1 Operator +1
other sector on the field. Standard, Melee, Drop d10. Make an attack
(Underground Tunnel Effect: Anyone may move against an enemy. If you deal damage, place a
between the two sectors as if they are adjacent. damage over time token on the enemy.
74
28. Orbital Strike you roll a 1, 2, or 3 you may move one sector after
Operative +1 Tactician +1 the attack resolves.
Standard, Ranged, Collateral (1 2 3). Select an
enemy in any sector. Deal two damage to that 36. Toxin Filtration System
enemy. Operative +1 Tactician +1
Standard, Melee, Wager 1. Make an attack against
29. Shared Strength an enemy. If you roll a 3, 5, or 7 you may convert
Leader +1 Tactician +1 any special tokens you have into regular tokens.
Standard, Melee. Make an attack against an
enemy. Transfer two of your tokens to an ally. 37. Experimental Regeneration System
Operative +1 Tactician +1
30. Focused Effort Standard, Melee, Wager 1. Make an attack against
Leader +1 Tactician +1 an enemy. If you roll an 8, 9, or 10 you may spend
Standard, Melee, Wager 2. Make an attack against three tokens to heal one point of damage.
an enemy. On a 2 or 3, you may split your wager
earnings (four tokens) among your allies as you 38. Adrenaline
choose. Leader +1 Tactician +1
Standard, Ranged. Spend two tokens. Make an
31. Showoff attack against an enemy in your sector or an
Operative +1 Tactician +1 adjacent sector. You roll 2d12 instead of 2d10.
Standard, Melee, drop d10. Make an attack
against an enemy. After the attack, gain one token. 39. Cheating The House
Leader +1 Operative +1
32. Experimental Teleportation Process Reaction, Wager 1. When an ally falls to zero in all
Operative +1 Tactician +1 stats, you may instead take three damage and heal
Move, Wager 3. You move two sectors this turn. If your ally for two. If you roll an 8, 9, or 10 you take
you roll a 5, you win the Wager and place yourself two damage instead and heal your ally for three.
in any sector on the board instead.
40. Combat Medic
33. Throw Caution To The Wind Operative +1 Tactician +1
Disruptor +1 Leader +1 Standard, Wager 1. You gain three Medic tokens.
Standard, Melee, Collateral (1). Move one Sector. If you roll a 1, 2, or 3 you instead win your Wager
Make an attack against an enemy. and gain five Medic tokens. Medic tokens can be
spent only to heal damage to yourself or an ally.
34. Come Back, Caution!
Leader +1 Tactician +1 41. Flamethrower
Standard, Ranged, Wager 1. Make an attack Disruptor +1 Leader +1
against an enemy in your sector or an adjacent Standard, Melee, Collateral (1, 2, 3). Make
sector. If you roll a 1, 2, or 3 you win the Wager. an attack against an enemy. You also deal one
Replace the total of your roll + modifiers with a damage to each of an enemy’s stats.
total of 12.
42. Throw A Car At It
35. The Ol’ Houdini Disruptor +1 Leader +1
Operative +1 Tactician +1 Standard, Melee, Collateral (1, 2, 3). Make an
Reaction, Wager 1. When an enemy attacks you, if attack against an enemy. You also deal two points
75
of damage to that enemy. If you damage both, they each take one extra
damage.
43. Point Man
Leader +2, Operative +1 50. Energy Pulse
If you succeed on a Leader roll during a social Disruptor +1 Tactician +1
challenge, you may spend three tokens to treat your Minor, Field Effect. Spend two tokens to place an
opponent’s Operative as if it were 0 for the next Energy Pulse effect in your sector.
action. (Energy Pulse Field Effect: Standard. Spend three
tokens to deal one damage to an enemy in this
44. Right Place, Right Time sector and push them into an adjacent sector.)
Disruptor +2 Operative +1
When you roll Disruptor against an opponent’s 51. Teamwork
Operative in a social challenge, spend two tokens. Leader +1 Operative +1
Your opponent must select a different defense. Minor, Field Effect. Spend three tokens to place a
Teamwork effect in your sector.
45. Controlled Explosion (Teamwork Field Effect: Passive. If you have at least
Disruptor +2, Tactician +1 one ally in this sector, add 1 to the total of any roll
When you roll Disruptor against an opponent’s you make.
Tactician in a social challenge, spend two tokens.
Your opponent must select a different defense. 52. Last Ditch Effort
Leader +1 Operative +1
46. See Through It Standard, Melee. Attack an enemy. Spend up to five
Operative +1, Tactician +2 tokens; you and the enemy each take that much
When you roll Tactician against an opponent’s damage.
Operative in a social challenge and fail, you take
one less damage.

47. Where’d It Come From?

Disruptor +1 Operative +2
When you roll Operative against an opponent’s
Disruptor in a social challenge and fail, you still
deal one damage.

48. Tactical Voice Connection

Leader +1 Tactician +1
Standard, Wager 3. You may activate an ally’s
Standard Wager 1 as if you used that power. On a
10, you win your Wager and may also select from
Standard Wager 2 powers.

49. Spread Shot

Disruptor +1 Leader +1
Standard, Ranged, Collateral (1, 2). Make an
attack against an enemy in your sector. Then make
an attack against an enemy in an adjacent sector.
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Index
• Actions 10 • Giants 55
• Armory 73 • Invader Creation 62
• Bee, Boomer 29 • Lizard, Komodo Warrior 38
• Bee, Queen 31 • Lizard, Radioactive 58
• Bee, Stinger 30 • New Bio-Armor 13
• Beetle, Scarab Bomber 44 • Ripping 12
• Beetle, Shield 43 • Robot Invaders 54
• Bio-Armor • Salamander, Fire 42
Benefits 27 • Sectors
History 26 Field Effects 21
Stats 68 Shape 20
• Butterfly 34 Size 20
• Caterpillar 33 • Slotting 12
• Centipede 32 • Social Encounter 23
• Chameleon 39 • Spider, Tarantank 52
• Character Creation 7 • Spider, Weaver 46
• Cocoon 33 • Stats 7
• Collateral 16 • Terragator 40
• Combat Bribe 10 • Toad, Baby 36
• Cricket Assault Force 45 • Toad, Cargo 36
• Crusher 47 • Turtle, Alligator Snapping 56
• Damage 11 • UFO 60
• Drop D10 17 • Wager 16
• Earthworm, Giant 35
• Encounter Design 24
• Field Effects 12
• Fire ant Drone 49
• Fire Ant Queen 51
• Fire Ant Worker 50

77