The Mad Cleric

Tabletop RPGs, real community, and purposeful lives

So what’s the deal with Shadowdark?

If you’re into TTRPGs and haven’t heard someone talk about Shadowdark… I’m guessing you either only play 5e or you’re really new to the hobby. Because honestly? I can’t go thirty minutes online without someone bringing it up.

So what’s the deal with Shadowdark?

At GaryCon last month, I had the chance not only to play Shadowdark for the first time, but also to pick up a copy and meet Kelsey Dionne, the game’s creator. In the two weeks since, I’ve read the book pretty thoroughly—and I think I can now answer my own question. What is the deal with Shadowdark?

I think Kelsey Dionne might be a genius. Here’s what she’s done: she’s functionally rewritten B/X D&D.

NOTE: Shadowdark is not a retroclone.

Instead, Kelsey has managed to capture the tone, intent, and fun of B/X while streamlining its wonky, time-consuming, and often frustrating mechanics. Here are the game-changers, in my opinion:


Big Deal #1:
Darkness and the Torch Timer

Good guys can’t see in the dark. Bad guys can. So how do you explore a dungeon?

Torches and lanterns.

If you’re in darkness, anything requiring sight is rolled at disadvantage (yep, a 5e rule!). Also, random encounters become more frequent.

Light a torch? Great—normal rolls, fewer random encounters. But torches only last one hour. And when that torch dies out? You’d better not be in a pickle.

(If you read my GaryCon report, you’ll know our torch went out at the absolute worst—and most cinematic—moment. It was some of the most intense, memorable gameplay I’ve had in a long time.)

The torch timer adds pressure. You’re constantly thinking: Let’s not fool around—get in, get it done, and get out. Sure, you can bring more torches… but rest assured, the enemies are going to shoot at the one carrying the light.

As Kelsey wrote in the front cover of my book:
“Welcome to the Shadowdark! Don’t drop your torch…”


Big Deal #2:
Holy Crap, She Fixed Magic

OK—I’m one of those weird AD&D nerds who actually likes spell slots. I’ve even tinkered with my own homebrew magic rules over the years. And for the love of Jack Vance… Kelsey fixed it.

Here’s how Shadowdark handles spellcasting:

  1. Spellcasters have a list of spells—no prep required.
  2. When you want to cast one, roll 1d20 and add your spellcasting modifier.

If you succeed:

  • The spell works and you can cast it again later.
  • On a crit? Double effect. Boom.

If you fail:

  • The spell fizzles—you can’t cast it again today.
  • If you’re a wizard and you critically fail, a magical mishap occurs.
  • If you’re a cleric and you critically fail, your god is displeased—you’ll need to do penance to get the spell back.

It’s just better. Top to bottom.

“But wait!” you might say. “That’s brutal! What if I fail all my spells early in the session?”

Well, you might have a Luck Token (basically 5e’s Inspiration) to reroll.

Even so—it’s still better than the clunky Vancian system that regularly has bad feels. At least here, you have a fighting chance. And when you’re rolling hot? It feels amazing to be a caster.

She fixed it. Plain and simple.


Big Deal #3:
Simple Characters With Character

This was the first thing that stood out when reading the book.

I’ve played a number of OSR games: Pirate Borg, Knave 2e, Cairn 1e, Mörk Borg, Maze Rats. And I’ve read even more. They all pride themselves on fast character creation—but some lean so hard into random zaniness that the characters feel goofy, unrelatable, or outright unlikeable.

That might be fine in a meat-grinder dungeon. But if your PCs are just faceless avatars with no real personality, what are you playing?

I don’t think any of these OSR designers intend for that to happen—but the tone of many of these games does lean heavily toward low-narrative dungeon crawls.

Shadowdark hits a sweet spot.

First, character creation feels like B/X or even 5e—just simpler.
Want to play a dwarf? Great! +2 HP per level. Speaks Common and Dwarvish. Done. Elf? Choose +1 to ranged or spellcasting. You get Elvish. Done.

No clutter. Just the essentials.

Second, there’s meaningful variation even within a class—through talent rolls, spell choices, gear, etc. Characters don’t feel bland, but you’re also not building a Pathfinder spreadsheet. There’s enough complexity to be interesting, but not so much to take a tax accountant to interpret.

You get a solid, classic D&D-style character—quickly. And while there’s no skill system like in 2e–5e, you shouldn’t expect that in an OSR game, because B/X didn’t have one either. As Luke Stratton recently said:

“Your character sheet isn’t a control panel. It’s a springboard.”

Be the character. Use your noggin. Metagame a little. You’re allowed to do that in OSR. The result? A simple character who isn’t simplistic.


Big Deal #4:
Common Sense Initiative

Everyone rolls a DEX check at the start of the dungeon. The highest roll goes first. After that? Clockwise.

No re-rolling. No debates. Everyone knows when they go. It’s clean and it works.

If a player wants to delay their action to wait on another? No problem. But otherwise, you stay in initiative order throughout the delve.

Why didn’t we think of this before?

I’ve only seen it used in dungeon settings so far—so I’m curious how it translates to wilderness or town scenes. That’s for a future blog.


Big Deal #5:
Simplicity, Generally

Simplicity is Shadowdark’s signature strength. It’s everywhere. It shines in the monster and treasure sections—you don’t have to read a novella to understand what a monster does. Everything is short, functional, and flavorful.

Is Shadowdark for everyone? No. But if you’re a fan of B/X, OSR, or rules-light play, this is a must-have.

Our home group starts a short Shadowdark campaign next week, so I’m sure to have more thoughts then.

Until next time… don’t drop your torch.

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