Fallout Rulebook

Table of Contents

Table of Contents

• Surviving the Wasteland
  • The Card Library
• Components
• Setup
• The Game Round
  • Resolving a Turn
  • You, the Survivor
• Explore Action
• Move Action
  • Terrain
  • Move Action Example
• Quest Action
  • Quest Markers
  • Card Results
• Encounter Action
  • Encounter Icons
  • Encounter Level
  • Resolving Encounters
  • Performing Tests
    • Test Example
• Shop: Buying and Selling
  • Caps!
• Inventory and Equipment
• Fight Action
  • Inactive Enemies
  • HP and Rads
  • Weapons and Apparel
  • Enemy Abilities
  • Fight Example
  • Exhaust and Unexhaust
• Camp Action
  • Trading with Survivors
• End of the Round
  • Enemy Activation
    • Enemy Activation Example
  • Drawing the Last Agenda Card
• Winning the Game
• Additional Rules
  • XP and Leveling
  • Perk Cards
  • Traits
    • Well Rested
• Factions
  • Faction Power
  • Loyalty
• Solo Play
• Credits

Surviving the Wasteland

This Learn to Play booklet teaches new players how to play Fallout: The Board Game. To make your first game easier, this booklet omits some rules exceptions and card interactions. The Rules Reference contains the complete rules of the game and addresses all special exceptions that are not addressed here. The Rules Reference should be consulted as questions arise while playing the game.

If you are playing this game by yourself, make sure to read the "Solo Play" rules on page 15 of this document after reading this Learn to Play!

The Card Library

Many quest and encounter cards are labeled with a number in the upper-left corner of the card. These cards form the card library and are set aside in their own deck during setup. This deck will have cards of all types and colors mixed together. Throughout the game, you may be called to retrieve a card from this stack by number. It is recommended that you keep these cards organized by number to make this as fast and easy as possible.

Components

• Rules Reference
• 21 Map Tiles
• 75 Encounter Cards (34 Wasteland, 21 Settlement, 20 Vault)
• 3 V.A.T.S. Dice
• 100 Quest Cards
• 14 Perk Cards
• 2 Power Tokens
• 34 Loot Cards
• 25 Asset Cards
• 11 Unique Asset Cards
• 23 Agenda Cards
• 4 Scenario Sheets
• 5 Plastic Figures
• 5 Character Cards
• 5 Character S.P.E.C.I.A.L. Tokens
• 4 Player Boards with 8 Connectors
• 12 Pegs
• 27 Enemy Tokens
• 35 S.P.E.C.I.A.L. Tokens
• 54 Caps Tokens
• 12 Trait Tokens
• 10 Faction Tokens
• 8 Quest Markers

Setup

1. Choose Scenario: As a group, choose which scenario you would like to play. For your first game, we recommend playing the scenario "The Commonwealth." Take the corresponding scenario sheet and place it above the play area.

2. Build the Map: Separately shuffle the dangerous and deadly map tiles, and then construct the map following the image on the back of the chosen scenario sheet, placing the appropriate faceup map tiles in the indicated locations and a random dangerous or deadly map tile facedown in each indicated location.

3. Sort Tokens: Create piles of the S.P.E.C.I.A.L., Caps, trait, and enemy tokens, making sure the S.P.E.C.I.A.L. and enemy tokens are facedown and randomized; the enemy tokens should be further separated into individual stacks by type.

4. Create Encounter Decks: Separate the starting encounter cards—cards that have a star in the upper-left corner—into two different decks based on their card backs, shuffle them, and place them facedown in the play area.

   Take the remaining encounter cards and the quest cards and put them in numerical order. This is the card library (not shown).

5. Create Other Decks: Remove all cards from the agenda deck that show a number in the bottom-left corner that is greater than the current number of players. Then, separately shuffle the agenda (influence), loot, and asset decks and place them facedown in the play area. Lastly, make sure the perk cards, unique asset cards, and V.A.T.S. dice are within easy reach of all players.

6. Create Shop: Deal four asset cards faceup in a line next to the asset deck to form the shop.

7. Choose and Place Survivors: Randomly determine a first player and move the agenda deck to his or her right side. Starting with that player and proceeding clockwise, each player chooses a survivor and takes the corresponding figure, character card, and S.P.E.C.I.A.L. token marked with that character's silhouette on the back. Then, the player places the figure in an unoccupied space—one of the individual sections of tile divided by the white lines—in the "Crossroads Camp" tile.

8. Prepare Player Boards: Each player takes a player board and places a green peg in the "0" hole, a red peg in the "16" hole, and a gray peg in the hole to the left of the XP track. Each player also places his or her starting S.P.E.C.I.A.L. token in the slot on the player board with the matching letter, then draws one additional S.P.E.C.I.A.L. token at random and places it in its slot; if that player already has that letter, he or she randomly draws a different S.P.E.C.I.A.L. token instead. Then, each player draws one agenda card, keeping it secret from the other players. Finally, each player takes three Caps.

9. Resolve Starting Effects: Resolve any effects on the back of the scenario sheet. Then, for each space on the map with an icon matching an icon on an enemy token, take one random enemy token matching that icon and place it faceup in that space (enemies will be described later). Finally, place the star faction and shield faction power tokens on the topmost space of the power track on the scenario sheet.

To "stage," take the card with that number from the card library and put it into the play area.

The Game Round

Players take turns in clockwise order, starting with the first player. After all players have taken a turn, enemies on the map activate and attack, and then a new round begins with the first player taking another turn. Players continue resolving rounds in this way until a player achieves enough influence to claim victory or one of the factions in the scenario reaches the end of the power track.

Resolving a Turn

When it's your turn, it's your time to shine! This is when you get to explore the wasteland, fight dangerous enemies, and complete quests.

During your turn, you may perform up to two actions. You can perform the same action multiple times. After you complete your actions, your turn ends, and the next player takes his or her turn.

You can perform the following actions:

• Explore: Reveal an adjacent facedown map tile.
• Move: Move your figure around the map.
• Quest: Complete one of the available quests.
• Encounter: Draw and resolve an encounter card according to your position on the map.
• Fight: Fight and attempt to kill an enemy in your space.
• Camp: Recover some HP, unexhaust your companions, and exchange stuff with other survivors.

All actions are described in detail in the following sections.

You, the Survivor

When this Learn to Play uses the word "you," it refers to both the player who is resolving his or her turn and the survivor that he or she controls. The survivor and the player are inseparable. This player is also referred to as the "active player" by some cards and rules.

Explore Action

No one is exactly sure what is waiting out there in the wasteland, but you're going to find out! There's a lot of unexplored territory out there represented by facedown map tiles, and you can use the explore action to find out what mysteries they hold.

Each map tile is divided into spaces, which are defined by white borders. If you are in a space with a border touching a facedown map tile, you can perform the explore action to flip the map tile faceup. Then, orient the tile so that the arrow on the top of the tile is pointing the same direction as the arrow on the starting map tile.

After revealing a new map tile, if there are any enemy icons on the map tile, draw a random enemy token of the matching type and place it faceup in that space.

Move Action

You use the move action to (you guessed it) move around the map! But be careful; the wasteland is hazardous, and there is rough terrain and plenty of radiation awaiting you.

When you perform a move action you gain two movement points. You can spend each point to move your figure into an adjacent space. You may interrupt your move action to perform your second action, and after you are finished performing this second action, you may finish performing your move action.

Additionally, if you perform two move actions during your turn, the points of movement from both actions can be combined and spent together (see the "Move Action Example" below).

Terrain

Some spaces have terrain that affects a survivor who moves into that space. The terrain is indicated by the color of the space's border:

• Difficult (red): You must spend two points of movement to move into this space.
• Irradiated (green): You suffer one rad when you move into this space (rads are described later).

Move Action Example

1. The Vault Dweller performs two move actions, gaining four movement points. He spends the first point to move into the adjacent space.
2. He spends his second and third movement points to move into a space that has difficult terrain.
3. He spends his fourth and final movement point to move into a space that has irradiated terrain; so he suffers 1 rad.

Quest Action

To gain influence in the wasteland, you are going to have to help other people, whether it be some random wastelanders or one of the powerful factions determined by the scenario. All of the ways you can help people are represented by quests.

All quests available for you to complete are staged faceup in the play area. One quest is staged this way during setup, and then others are added as you play the game. Each quest has multiple objectives, each with different results. Each objective has its own unique requirements. Some might provide a name of a space or type of space on the map that your figure must be in, others might list specific actions you must perform.

Some objectives are marked with a quest-action icon, indicating that you must perform a quest action to complete that objective. After you have fulfilled the requirements of such an objective, if there are no enemies in your space, you can perform a quest action to complete that quest.

If an objective does not have a quest-action icon, you complete the quest automatically when you fulfill the objective's requirements; no action is necessary!

When a quest is completed, you resolve all effects listed in the results bar presented below the objective you fulfilled (see "Card Results" below).

Quest Markers

If a quest instructs you to place a quest marker, choose a pair of quest marker tokens with a matching color. Place one on the map as indicated by the quest and the other on the quest card itself. When that card is trashed, discard both quest markers.

Card Results

When a quest is completed, it can have several effects on the game. These effects are listed in a shorthand shown in a results bar under a given objective on the card.

Resolve these effects left to right, as follows:

• Add #: Retrieve the card indicated by the # from the card library. Then, take a number of cards equal to the number of players from the top of the deck matching the retrieved card's back. Finally, shuffle all the cards together and place them on top of the matching deck.
• Stage #: Search the card library for the card indicated by # and place it faceup in the play area with the other quests.
• # XP: Gain the amount of XP indicated by # (described later).
• # Caps: Gain the number of Caps indicated by #.
• Become X: Take the trait token matching X.
• Loot, asset, or influence (agenda) icon: Draw a card from the deck that has a back matching the icon shown. If the icon is followed by a number, such as loot x 2, draw that number of cards.
• Gain the X unique asset: Search through the unique asset deck for the card specified by X and take it. If that asset has already been taken, draw one unique asset at random.
• Shop #: Buy or sell a number of items from the shop determined by # (described later).
• Star faction + or shield faction +: The faction corresponding to the icon shown gains an amount of power equal to the number of + symbols after the icon (described later).
• Trash: Return this card to the game box. If the quest is not trashed, it is left in the play area and can be completed again.

Encounter Action

There's a whole lot of nothing out there since the war, but key locations still have pre-war artifacts and gatherings of survivors that have formed towns in the intervening centuries. You can have encounters to hunt around in the wasteland, trade with people at settlements, or investigate vaults.

If you are in a space marked with an encounter icon (shown below), you can perform an encounter action to resolve an encounter card from the deck matching that encounter icon. You can encounter each location only once per turn, and you cannot perform this action if you are in the same space as an enemy.

Encounter Icons

There are two encounter icons at the start of the game:

• Wasteland Encounter: Cards in the wasteland deck allow you to scavenge the location for useful loot or search for things in the wasteland.
• Settlement Encounter: Cards in the settlement deck allow you to buy and sell things from the shop track and search for things in settlements.

There are also two vault-encounter icons: Vault 84 and Vault 109. However, the vault-encounter cards are not added to the game until you complete specific quests. Until the vault-encounter cards are added to the game, you cannot have an encounter at a vault location.

Encounter Level

Each encounter icon on the map has a corresponding number that indicates its level. When the result bar shows an encounter icon (wasteland or settlement) in place of a number, treat that as being equal to the level of the encounter icon you are at.

For example, if you are resolving an encounter at the level 2 Red Rocket station and the encounter reads "loot x wasteland," you would draw two loot cards.

Resolving Encounters

To resolve an encounter, the player to your right draws one encounter card and reads the italicized text at the top of the card aloud. Then, he or she reads the bold text at the start of each numbered option, including any tests or requirements. Then, you choose which option you would like to resolve, and the player reading the card prompts you to perform any listed requirements for that choice; these may include performing tests, fighting enemies, or paying Caps.

If you succeed at all requirements, the other player reads all text following the "Succeed" header under that option. If you fail to meet all requirements, the other player reads all text following the "Fail" header under that option. Finally, you resolve all effects listed in the results bar for the appropriate outcome (see "Card Results"). After completing an encounter, place that card on the bottom of its deck.

Performing Tests

Many encounters and quests require you to complete a test. Each test shows one or more S.P.E.C.I.A.L. tokens followed by a difficulty number; for example: Charisma Agility 4. To perform the test, you roll the three V.A.T.S. dice and count the number of hit icons shown on the dice results. If the number equals or exceeds the difficulty of the test, you succeed!

If you have any S.P.E.C.I.A.L. tokens that match those used by the test, you can reroll any number of dice before the final results of the test are resolved. You can perform one such reroll for each S.P.E.C.I.A.L. token that matches one used by the test.

Test Example

1. The Brotherhood Outcast is prompted to test Strength Endurance 4. He rolls the V.A.T.S. dice and gets three hit icons. Not enough to succeed.
2. He has the Strength token, so he chooses any number of dice to reroll. In this case, just the die showing no hit. His new roll gets the fourth hit he needs to succeed!

Shop: Buying and Selling

When performing an encounter at a settlement, you will often get the chance to sell items, buy items, or recruit companions from the shop. When this happens, draw one card from the top of the asset deck and add it to the left side of the shop. The encounter specifies a number; this is the maximum number of items that you can buy and sell. For example, if the encounter reads "shop twice," you could buy two assets, or buy one asset and sell one asset, or sell two assets.

To buy an asset, spend a number of Caps equal to the cost in the upper-right corner of the asset card. Some cards, such as companions, show a token or trait in the corner in place of a cost. You can take such cards only if you have the indicated token or trait.

To sell an item, discard it from your inventory to the appropriate discard pile and gain Caps equal to one less than the item's cost.

After you are finished buying and selling, discard or draw new asset cards until there are four cards in the shop. If you have to discard cards, discard them from the right side of the track. If you have to add new cards, draw them from the asset deck and add them faceup to the left side of the track.

Caps!

Caps are the widely accepted currency out there and can be gained by scavenging and selling stuff from wasteland locations. Each player tracks his or her personal supply of Caps using Caps tokens. When you gain Caps, take that many Caps tokens from the supply, and when you spend Caps, return that many to the supply. There are Caps tokens worth both "1" and "5." Feel free to make change as needed!

Inventory and Equipment

When you acquire an item or companion, place it in your play area; it is now in your inventory. You can have up to three assets in your inventory at the same time. If you would ever acquire cards in your inventory beyond three, you must choose and discard cards until you have only three.

Additionally, you can have up to three cards equipped at a time—one apparel, one weapon, and one companion, indicated by the slots on your player board. Equipped cards do not count toward your inventory. You can change out what cards you have equipped when you acquire a new card, at the start of your turn, or when you perform a camp action.

Fight Action

We're not going to sugarcoat it: it's dangerous out there. There are mutated creatures, raiders, and worse things waiting for a bright-eyed survivor to come along. You are going to need to be prepared to fight off these enemies.

You can perform a fight action to choose one enemy in your space to fight.

Each enemy token shows its name, type, level, abilities, and V.A.T.S. vulnerability.

When you fight an enemy, you are trying to score a number of hits on it equal to or exceeding its level while avoiding getting hit back. You can hit the enemy's head, arms, legs, or body, but only hits against an area in which the enemy is vulnerable count!

To fight an enemy, you roll all three V.A.T.S. dice. Some weapons, which are described later, allow you to reroll your V.A.T.S. dice. If there are any hit icons showing on the V.A.T.S. dice after the roll is final, the enemy hits you! For each hit icon, you suffer damage equal to the enemy's level.

Next, you inflict hits! Each filled-in area on the dice indicates the part of the enemy you can potentially hit. For each die showing an area that matches one or more of the enemy's vulnerabilities, you inflict one hit. Each die can hit only one area. If the number of hits equals or exceeds the enemy's level, you kill it!

When you kill an enemy, you gain XP (described later) equal to its level and discard the enemy from the map; it is returned to the supply. Then, you take a random enemy of the same type from the supply and place it facedown on the closest matching icon on the map that does not already have an enemy of that type on it. While an enemy is facedown, it is inactive.

During a fight, if you do not kill the enemy, it remains in its space. Your hits do not carry over from fight to fight. The next survivor to fight that enemy will have to start over.

Inactive Enemies

Inactive enemies are facedown on the map. You cannot fight or use an ability to target an inactive enemy, and they do not stop you from performing actions in their space. When a specified type of enemy activates at the end of the round (described later), all inactive enemies of that type are flipped faceup and become active.

HP and Rads

When you suffer damage, move the red peg on your player board a number of holes down the track equal to the amount of damage suffered. Similarly, when you suffer rads, move the green peg up the track a number of holes equal to the rads suffered. If the red peg is ever in a lower hole than the green peg or would be in the same hole as the green peg, you are killed!

When you are killed, place your figure in any space on the "Crossroads Camp" map tile, discard all cards in your inventory, keeping any equipped cards, and recover all HP by moving the red peg back to the highest number on the track. When you are killed, you do not recover rads. After you recover your HP, if you are still killed because your rads are in the highest hole, you lose the game and are eliminated.

Weapons and Apparel

The weapons and apparel you have equipped can help you during a fight.

Each weapon has one or more S.P.E.C.I.A.L. tokens shown on its card. For each of these S.P.E.C.I.A.L. tokens that matches a S.P.E.C.I.A.L. token you have, you can reroll any number of dice before the final results of the fight are resolved. You can perform one such reroll for each S.P.E.C.I.A.L. token that matches one on your equipped weapon.

Additionally, weapons can have the ranged icon, which allows you to fight enemies that are in spaces adjacent to you. When you fight an enemy that is in an adjacent space that does not also have a ranged icon, you automatically inflict one additional hit against that enemy when resolving the fight.

The apparel you have equipped can provide you with armor, which is shown as a value in the armor icon. When resolving a fight, you cancel a number of hit icons on the dice equal to the value of armor you have equipped.

Enemy Abilities

Enemies can have abilities that alter a fight, shown as icons on their token:

• Aggressive: When this enemy moves into your space, or you move into its space, you immediately fight it; this fight is not an action.
• Armor: This enemy requires one additional hit to kill.
• Loot: When you kill this enemy, draw one loot card.
• Radiation: When this enemy hits you for any amount of damage, suffer rads equal to the enemy's level.
• Ranged: When this enemy activates (described later), it can fight you from an adjacent space. If it does this, and you do not have a ranged weapon, add one hit to the dice results.
• Retreat: If you fail to kill this enemy during a fight, the enemy becomes inactive and is flipped facedown.

Fight Example

1. The survivor fights a Raider Psycho in her space. She rolls the three V.A.T.S. dice.
2. The survivor has an equipped Ripper, and since she has the Agility token, she chooses to reroll two of the dice. Good choice! She has better results after rerolling.
3. There are hits showing, so the Psycho hits her! The survivor has a Singed Duster equipped, and its one armor cancels one of the hits. Then, the survivor suffers four damage—two for each of the two uncanceled hits.
4. The survivor hits the Raider Psycho. She inflicts two hits, one for each die that matches a vulnerable area on the Psycho—the two V.A.T.S. areas shown on its token. Since she inflicted hits equal to the Psycho's level, the Psycho is killed.
5. The survivor gains two XP and draws a loot card thanks to the loot icon on the Raider Psycho.

Exhaust and Unexhaust

Some cards must be exhausted to use their abilities. To do this, turn the card 90 degrees on its side. An exhausted card cannot be exhausted again. When instructed to unexhaust a card, turn it 90 degrees to be upright again.

When a companion unexhausts, check the condition listed on the bottom of its card. If you do not meet this condition, that companion is discarded.

Camp Action

Does all of this have you exhausted? When the wasteland is becoming too much for you, find a safe place to hunker down, recover a bit, and trade with your fellow survivors.

When you perform a camp action, you recover three HP and unexhaust all of your exhausted cards. Then, you gain the Well Rested trait by taking the Well Rested trait token and placing it on your player board (traits are described later). Finally, you may trade with any other survivors within one space of you.

You cannot perform this action if you are in the same space as an enemy.

Trading with Survivors

Survivors can trade assets, loot, agendas, and Caps. When you perform a camp action, you may choose another survivor within one space of you and exchange any number of assets, loot, agendas, and Caps. You must both agree to the exchange. You can also trade promises of future deeds, though whether or not you decide to keep those promises is up to you.

End of the Round

There are many dangers in the wasteland, including terrifying enemies and powerful factions working toward their own goals. So far, the survivors have been having all the fun, but at the end of the round, these forces get their chance to act.

After all players have taken their turns, enemies activate. You reveal the top card of the agenda deck and resolve the enemy icons shown along the bottom of the card, and then discard it. All text on agenda cards is ignored during enemy activation—this text is used only if a player has drawn it and is described later.

Enemy Activation

From left to right, for each enemy icon shown on the bottom of the drawn agenda card, that type of enemy activates. When an enemy type activates, you move each enemy of that type one space toward the nearest survivor. If, before moving, that enemy is either in the same space as a survivor or adjacent to a survivor and has the ranged icon, the enemy fights that survivor instead. After all enemies of a type have activated, you flip all inactive enemies of that type faceup.

When an enemy fights a survivor, that survivor and the enemy resolve a fight as if that survivor had performed a fight action.

If there is ever a tie for the closest survivor, the enemy moves toward or attacks the survivor with the lowest HP value. If two survivors are tied for lowest HP value, the tied player that acts earlier in turn order is chosen.

Enemy Activation Example

1. All human and critter enemies activate.
2. The inactive human is flipped faceup, revealing a Looter! Then, critters activate, and the Mole Rat in the Wastelander's space fights her!

Drawing the Last Agenda Card

When the last agenda card is drawn, you shuffle the agenda discard to create the new agenda deck. Then, you pass the deck to the player to the right of the first player; that player is now the first player. Whose turn it is and whose turn is next does not change. Finally, you advance both faction tokens one space down the track on the scenario sheet to represent their power growing over time.

Play continues with the next player in turn order. The round will end, and the next agenda card will be drawn, before the new first player's next turn.

Winning the Game

Completing quests throughout the game can grant you agenda cards. These cards track your accomplishments in the wasteland. Each agenda card is kept secret from the other survivors. An agenda card automatically grants you a single influence and can grant you additional influence if you meet the condition outlined on the card. Your goal is to reach a certain amount of influence before the other players. You can have a maximum of four agenda cards in your hand; if you draw a fifth, choose one and shuffle it back into the agenda deck.

The amount of influence you need to win depends on the number of players in the game:

• 1 Player: 11 influence
• 2 Players: 10 influence
• 3 Players: 9 influence
• 4 Players: 8 influence

As soon as the total value of your agenda cards is this amount of influence or more, the game ends and you win! Reveal your agenda cards to the other players. At this time, any other survivors who also reached or exceeded the required amount of influence can reveal their cards and claim a joint victory alongside you.

Additional Rules

There are a few more things you need to know before heading out into the wastes! The next few sections will tell you about gaining XP, acquiring traits, and the factions you will confront during your adventures.

XP and Leveling

As you kill enemies, have encounters, and complete quests, you will gain XP and become more powerful . . . and more S.P.E.C.I.A.L.! Each time you kill an enemy, you gain XP equal to that enemy's level. Other game effects that grant XP will specify the amount gained.

XP is tracked by your XP peg (gray). The first time you earn an XP, you place the XP counter in the hole beneath the farthest-left S.P.E.C.I.A.L. token you have. Each time you earn XP, you move your XP peg to the next S.P.E.C.I.A.L. token on your player board. The number of times the peg moves is equal to the XP you have earned. If the XP peg moves beyond your last S.P.E.C.I.A.L. token, you level up! You place the XP peg back into the far-left hole and start the process over if you still have some remaining XP to gain.

When you level up, you draw two random S.P.E.C.I.A.L. tokens and choose one to keep. If you do not already have that token, add it to your player board. If you already have that token, you get a perk instead! You return the token to the supply and search the perk deck for the perks that match that token, and then choose one perk to keep.

Perk Cards

Perk cards represent powerful, one-time abilities. To use a perk card, you discard it during your turn to gain the effects described on the card. You cannot discard it while you are still in the middle of performing an action, except for a move action.

Traits

The choices you make during encounters and quests can have lasting effects on you or your reputation in the wasteland. These story details are tracked by trait tokens.

There are six traits tracked across three token types. When you have a trait token, you cannot also have the trait displayed on the opposite side.

• Idolized/Vilified: These traits track what people in the wasteland think of you. If you're idolized, people like you. If you're vilified . . . well, you get it.
• Synth/Super Mutant: These traits indicate whether or not you're a synth or a super mutant.
• Well Rested/Addicted: These traits track your well-being or dependence on the multitude of drugs available in the wasteland.

When you gain a trait, you take the corresponding token and place it in one of the slots in the upper-right corner of your player board. If you already have that token turned to the other side, flip that token over. You lose the trait on the other side of the token. However, if the faceup side of a trait token shows a lock icon, you cannot flip that token and do not gain the trait on the other side.

If you are ever instructed to lose a trait, you must discard that token. You can lose a trait even if it has a lock icon.

Well Rested

Most traits have no inherent rules, they simply track things about your character and change what options are available to you and which companions will follow you. The Well Rested trait, however, can be used to gain a benefit:

When performing a test or fighting an enemy, you can voluntarily lose Well Rested to gain one reroll, rerolling any number of the dice.

Factions

There are powerful factions at work in the wasteland, each working toward their own goal. The survivors can choose where and when to help or hinder these factions, but the factions continue to work toward their goals either way.

The scenario sheet outlines the two factions in the chosen scenario and shows their current power on a track. The sheet also shows an enemy for each faction. Faction tokens on the map represent the enemy shown next to that faction on the scenario sheet.

When a faction's icon is shown on the bottom of the agenda card drawn for enemy activation, that faction's enemy tokens activate following the same rules as normal enemies.

If an enemy on the scenario sheet shows an "X" or "Y" for a value, that value is determined by the position of that faction's power token. The values of "X" and "Y" are shown to the right of the power track.

Faction Power

Each faction's current power is shown by the position of its faction token on the track on the left side of the scenario sheet. This can be advanced down the track by survivors completing quests and by the agenda deck being depleted. Its position affects the value of certain agenda cards and can affect how powerful the corresponding faction's enemy tokens are.

A faction's token can be advanced by the survivors completing specific quests. Any quests that show the star faction or shield faction icons in their results advance that faction's token down the power track a number of spaces equal to the + symbols shown after the icon. Additionally, when the agenda deck is depleted, both factions advance one space down the track.

If a faction's token ever reaches the final space of the track, that faction has gained enough power to take over the wasteland, and the game ends! If that token advancing granted any survivors enough influence to win the game, they can declare victory and end the game first. If no survivor reached the required amount of influence, the faction that reached the end wins the game, and all survivors lose.

Loyalty

Certain agenda cards indicate that you have gained some favor with one of the factions. These agendas can be used to keep you safe from that faction's agents. At the start of your turn, you can reveal a star faction or shield faction agenda card from your hand and place it faceup in your play area to declare loyalty to that faction for as long as that card is faceup in your play area.

Declaring loyalty to a faction grants three effects:

• Enemies from that faction in your space do not prohibit you from performing any actions.
• When enemies of that faction activate, they do not take you into account—they only move toward and fight survivors that are not loyal to their faction.
• You cannot attack enemies of that faction.

You can have only one agenda card revealed in this way. If you reveal a new agenda card for loyalty, you must return the previously revealed card to your hand. You may also pick up a revealed agenda card at the start of your turn to withdraw your loyalty.

Solo Play

When playing Fallout solo, follow all the standard rules for the game with the following exceptions:

• When a quest requires you to be in the same space as another survivor, you must be in a settlement space instead. If it requires the other survivor to make a test, they are assumed to have a result of "3."
• When resolving encounter cards, read them yourself. Read only the text that would normally be read aloud, and then make your decision before reading the text for your chosen outcome.
• When the agenda deck is depleted, advance only the power token for the faction that currently has less power. If the factions are tied for power, they both advance as normal.

Credits

Fantasy Flight Games — Game Design and Development: Andrew Fischer with Nathan Hajek. Producer: Molly Glover. Editing and Proofreading: Adam Baker, Autumn Collier, and David Hansen. Board Game Manager: James Kniffen. Graphic Design: Monica Helland and Evan Simonet. Graphic Design Manager: Brian Schomburg. Map Tile Art: Ben Zweifel. Art Direction: Andy Christensen. Sculpting: Bexley Andrajack, Rob Brantseg, Cory DeVore, Niklas Norman, and Gary Storkamp. Managing Art Director: Melissa Shetler. Quality Assurance Coordinator: Zach Tewalthomas. Senior Project Manager: John Franz-Wichlacz. Senior Manager of Product Development: Chris Gerber. Creative Director: Andrew Navaro.

Asmodee North America — Licensing Coordinator: Sherry Anisi. Licensing Manager: Simone Elliott. Production Management: Jason Beaudoin and Megan Duehn. Publisher: Christian T. Petersen.

Bethesda Softworks — Bethesda Development: Matt Daniels, Jon Paul Duvall, and Alan Nanes. Bethesda Softworks Licensing Approval: Mike Kochis.

Playtesters — Andrew Aarestad, Brad Andres, Jono Barel, J-F Beaudoin, Martin Beauregard, Dane Beltrami, Michael Bernabo, Ryan Billington, Forrest Bower, Max Brooke, Frank Brooks, Christopher Brown, Donald Bubbins, Lucas Carrington, Daniel Lovat Clark, Steve Cornett, Tim Cox, Matt Daniels, Sydney Delp, Sébastien Dubé, Jon Paul Duvall, Emeric Dwyer, Rich Edwards, Shane Fernandes, Joshua Fountain, Paul Grimes, Brandan Haines, Matt Harkrader, Pete Hines, Betsy Munro Jeffrey, Clinton Jeffrey, Eric Johansen, Jeff Lee Johnson, Mike Kochis, Kurt Kuhlmann, Michael Lattanzia, Yuting Lian, Neta Manor, Maria Morphin, Luke Myall, Alan Nanes, Joe Olsen, Cliff Orme, Brandon Perdue, Katie Picotte, Carl Robison, Sébastien Rousseau, Rico Saucedo, Dominic Shelton, Phil Speer, Tom Sorenson, Sam Stewart, Daniel Stiles, Brandon Stillman, Jessica Stillman, Tim Stillman, Chad Stone, Gary Storkamp, Ricky Suarez, Paul Wallwork, Jessica Williams, Ben Wilson, David Withington, Jay Woodward, Curtis Wyatt, Galit Zeierman, and Idan Zeierman. Special thanks to all our beta testers!

© 2017 Bethesda Softworks LLC, a ZeniMax Media company. Fallout, Bethesda and related logos are registered trademarks or trademarks of ZeniMax Media Inc. and/or its affiliates in the U.S. and/or other countries. Fantasy Flight Supply and the FFG logo are TMs of Fantasy Flight Games. Fantasy Flight Games is a ® of Fantasy Flight Games. All rights reserved to their respective owners. Actual components may vary from those shown. THIS PRODUCT IS NOT A TOY. NOT INTENDED FOR USE BY PERSONS 13 YEARS OF AGE OR YOUNGER.