Your Attributes all start at 2. You gain 1 Attribute point per level.
Attributes each give you:
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Strength: +1 Weapon damage, physical feats
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Dexterity: +1 Accuracy, +1 Evasion
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Endurance: +3 Life, +3 Stamina
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Intelligence: +3 Mana, +1 Spell Damage, Science & Magic skills
Accuracy: Roll vs Evasion when attempting to Damage Life
Evasion: Roll vs Accuracy to avoid all Damage
Life: Defense vs damage, when 0, pass out/die
Stamina: Defense vs exhaustion, when 0, pass out/be helpless
Mana: Spent on casting spells, Defence vs transformation, when 0, pass out/transformation becomes permanent
Rolling: For any test, whether hiting a foe with a weapon or spell, or trying to sneak past a guard, you win if your value + 2d6 is greater or equal to your opponent's value (or a value fixed by the gm if your attempt is not resisted by a character) + 2d6
(Note that Skills, Classes, and Traits here are examples. You can make them up too!)
Skills use 1/2 its Attribute, but skills your classes have use the whole Attribute. You get them from Classes. Multiple sources of Skills or Traits do not give you extra bonuses; they just mean that if you lose a Class, you won't lose a Skill/Trait from it as long as you still have another source for that Skill/Trait.
Examples:
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Combat-Strength-Damages Life with weapons, costs 1 Stamina per 5 Weapon Damage
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Evocation-Intelligence-Damages Life with spells, costs 1 Mana per 3 Spell Damage
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Stealth-Dexterity-roll vs Perception
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Perception-Endurance-roll vs Stealth
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Sex-Endurance-'damages' stamina, costs 1 Stamina per 5 Stamina 'damage'
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Vore-Strength-'damages' stamina. Prey completely devoured when their stamina reaches 0, costs 1 Stamina per 5 Stamina 'damage'
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Transformation-Intelligence-'damages' Mana, costs 1 Mana per 3 Stamina 'damage'
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Healing-Intelligence-costs 1 Mana per 3 Life healed, causes Stamina damage equal to Mana cost
Traits modify abilites, play options, or XP methods. You get them from Classes, however special quest rewards or significant events may award them as well.
Examples:
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Quick Recovery: You recover Endurance/5 Stamina when resting instead of the default
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Arcane Focus: You recover Mana equal to your Intelligence/5 per turn
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Inanimate: unable to move or take actions, with possible circumsantial exceptions, ie, within 5 meters of a party member, or only when unobserved
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Object: Stealth is doubled while Inanimate and unable to act
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Shrunken: Your Strength is halved, but you get +10 Stealth
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Giant: Your Dexterity is halved, but you get +10 Weapon Damage and +20 Life
You start with 1 Class, but can get more from quest rewards or significant events. You can have as many Classes as you want, but each class only levels from its own XP type, however XP awarded from Quests can be applied to any class, and XP that shares a source with multiple classes may be split at will among those classes.
Classes each require Class Level * 10 XP to level up
Every 5 Class Levels, you gain Class Level / 5 times that Class's Milestone bonus
Class Examples: (You can get as many as you want!)
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Fighter: +1 Life per Fighter Level, XP from physical combat or training
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Skills: Combat
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Traits: Quick Recovery
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Milestone: 1 Strength
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Mage: +1 Mana per Mage Level, XP from spellcasting and learning magic/science
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Skills: Evocation
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Traits: Arcane Focus
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Milestone: 1 Intelligence
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Rogue: +1 Evasion per 3 Rogue Levels, XP from winning Stealth checks, theft, and sneak attacks
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Skills: Stealth, Security Penetration
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Milestone: 1 Dexterity
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Pred: +1 Vore per 2 Pred Levels, halve damage taken from consumed Prey, XP from completely devouring prey
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Skills: Vore
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Milestone: 1 Strength
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Prey: You take only half Stamina Damage from being devoured, but you count as completely devoured at half Stamina or lower, also, once completely devoured, your pred may damage your Life instead of your Stamina with further Vore actions, XP from being completely devoured
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Milestone: 1 Endurance
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Sexdoll: +1 Endurance per 2 Sexdoll Levels, XP from sexual activity and being treated like a sextoy
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Skills: Sex, Stealth
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Traits: Inanimate, Object
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Milestone: 1 Endurance
Balancing classes: generally, classes function like these, with more benefits coming with more restrictions. Sexdoll has some play restrictions, whereas others may have mechanical ones. Ie, a Dragon class might have +1 Strngth per level, a Milestone of 1 Attribute point, but gain xp only from sleeping, which also requires having a full belly and eating a princess at least once per month (whether this is in the literal or colloquial sense is up to the gm).
Class changes: If a new class conflicts with old class(es), the new class replaces them, preserving Level
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ie A Level 3 Stud Beefpile, Level 5 International Man of Mystery has a bizarre cake related accident and gets the class Chocolate Goo-girl, losing the previous classes and becomming a Level 8 Chocolate Goo-girl
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Note that if the new class is from a willing situation or a Quest reward, it can be rejected to keep the old classes instead
Skipping an action during your turn (resting) lets you recover Staming equal to Endurance/10
Sleeping recovers half of your Life, Stamina, and Mana
Loot:
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For every class you have, you may equip one pice of loot appropriate for that class, and that piece can have a maximum (net) benefit of that Class's level / 2 in an Attribute's effect or equivalent. A single piece of loot gets a +3 bonus to this limit. The 'point cost' of Loot may be reduced by having negative effects, but only by half the value it would cost to have those effects as a positive bonus.
Examples:
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Sword of More Goodness: Tis a sword. Tis good. +2 Weapon Damage, 2 pts
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Femail: A full suit of armor that makes you look like a chick. +15 Life, 5 pts
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Pocket Archive: It's got everything in there. +4 to rolls involving research or study, 4 pts
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Tome of Evocation: +1 Spell Damage and +1 to all rolls for casting spells, 4 pts
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Chainmail bikini: It's somehow less protective than nudity. +1 to Stripping, Cosplay, and Look I'm a Distraction rolls, -3 Life, 1 pt