Penny Arcade's On the Rain-Slick Precipice of Darkness 3
The Startling Developments Detective Agency springs into action as On the Rain-Slick Precipice of Darkness 3 begins, set in motion by a call from a mysterious source. The ever escalating perils on the Rain-Slick Precipice of Darkness will season our tender heroes to their very core!
User reviews:
Very Positive (488 reviews) - 85% of the 488 user reviews for this game are positive.
Release Date: Jun 25, 2012

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About This Game

The Startling Developments Detective Agency springs into action as On the Rain-Slick Precipice of Darkness 3 begins, set in motion by a call from a mysterious source. The ever escalating perils on the Rain-Slick Precipice of Darkness will season our tender heroes to their very core! Expect cunning evil doctors, a series of unexplainable thefts, a mysterious book of power, enigmatic supernatural forces, hoboids, roboids, time travelling dinosaurs, and more!

Key Features:

  • Old-School RPG style mixed with modern design sensibilities!
  • Bizarre and humorous story written by Penny Arcade & Zeboyd Games!
  • View the town of New Arcadia in all its pure, 16-bit glory!
  • 8-12 hour quest with even more content to be added later via free updates!
  • No random battles!
  • Gain the powers of the Tube Samurai, the Hobo, the Apocalypt, the Dinosorcerer, the Delusionist, and more through a unique multi-class job system!
  • Disrupt enemy attacks with powerful interrupt abilities!
  • Rechargable MP & items! Unleash your full power in every battle!
  • Leverage "Help-Yu," our haiku-based help system. An Industry first!
  • No previous experience with Rain-Slick 1 or 2 necessary!

System Requirements

    • OS:Windows XP
    • Processor:1.6Ghz
    • Memory:1 GB RAM
    • Graphics:DirectX 9.0c compatible
    • DirectX®:9.0c
    • Hard Drive:200 MB HD space
    • Sound:DirectX 9.0c compatible
    • Additional:Current version of Windows Media Player
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Very Positive (488 reviews)
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Most Helpful Reviews  Overall
37 of 42 people (88%) found this review helpful
1 person found this review funny
12.2 hrs on record
Posted: December 3, 2013

A solid jRPG.
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24 of 25 people (96%) found this review helpful
2 people found this review funny
13.9 hrs on record
Posted: November 12, 2014
Before the release of final fantasy titles on steam, there was Penny Arcade's On the Rain-Slick Precipice of Darkness 3. Bearing in mind that this game doesn't relate much to the previous two titles (as they were 3D games and developed by different team), you can easily go head first into this game without playing the others which is nice. The music is alright at setting the mood of the game. The dialogue and story is funny at times and quite unique.

The gameplay is like final fantasy 3 and 4. You start a few roles (i.e classes) for each character, but you unlock and can switch between more roles later in the game as your character levels up. The combat is similar to the 'Active Time Battle' system in final fantasy IV. Each character (including enemies) will have to wait until their portrait on the top screen passes a line before they are able to make a move. This may be seen as a good thing as you have some time to plan out moves for your characters, however the combat may seem slow to some (especially those who haven't played previous 2D final fantasy titles). There are a limited of monsters in each area and they don't respawn after you defeat them, but you can see them so you won't be walking into a trap. There is also a colliseum where you can easily grind to level up quicker if you wish. There are also some stores laying around which some decent items and equipment at decent to rediculously expensive prices.

Besides the normal campaign, there is also a prequel campaign that doesn't really offer much to the story, but contains more challenging monsters.

If you are looking for a cheap final fantasy-like game or never played any of them before you should try this game out. However, if you don't like turn base combat (like previous final fantasy games) you should stay away.

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14 of 14 people (100%) found this review helpful
21.9 hrs on record
Posted: August 6, 2013
Whether you're acquainting yourself with eldritch horrors that seep through the frayed weave of reality or just punching a bunch of filthy hobos in their filth-filled mouth-parts, On the Rain-Slick Precipice of Darkness 3 is a delight. Combining the creative power of Penny Arcade with Zeboyd's love for old-school role-playing games creates a package of hilarious weirdness and nostalgic vibrations (with a couple hints of modernity) that feels neither derivative nor stale. The turn-based combat has a perfectly applied dose of additional strategy, which can bring even a high-leveled party of characters to their doom if their actions are dictated without thought. To compliment this, the story, dialogue, items, and enemies all carry the ridiculous, eloquent, occasionally poetic writing of Jerry "Tycho" Holkins as well as art inspired by Mike "Gabe" Krahulik. All of these elements together make On the Rain-Slick Precipice of Darkness 3 a funny, bizarre quest that any fan of early RPGs is sure to enjoy.
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12 of 12 people (100%) found this review helpful
3 people found this review funny
13.8 hrs on record
Posted: March 23, 2015
Penny Arcade's On the Rain-Slick Precipice of Darkness 3 is a comedic RPG with some parody elements and convenient features. I can't tell you too much about the story, as I don't want to spoil the game. Also, I can't fill you in on the backstory because... I haven't played the first two games. The reason I started on this game, and the fourth, is because they were in a pack and I had played the previous two games the new developers had done before getting asked to do these, which were Breath of Death VII and Cthulhu Saves the World. That's where my perspective is coming from, so keep it in mind. Basically, you're a company that investigates supernatural happenings, and supernatural things happen. So... you investigate them. That's really all I can tell you without getting into potential spoiler territory.

You can explore specific locations on a world map with well defined places to go. Inside these places, you can search for treasure, battles, and main plot points for going there. While there is some interesting story and dialogue, the battles are the meat and potatoes of the game. The battles are nice because they are not random. Instead, they are represented by monsters clearly visible on the map. You battle in a turn based fashion, however there's a meter on the top of the screen. This determines the order the combatants will attack. It will be initially set by speed stats and certain passives, but it can also be changed by using slows, stuns, and interruptions. A combatant can also move up their position on the command line by defending, although this will not allow them to attack on that turn. So why bother? Well, to reduce major damage from a major attack, or possibly to help utilize another interesting mechanic. In this game, you don't have a pool of MP to work with. Instead, you start battles with zero MP and gain 1 MP per turn. So if you want to build it up, you can use items, use certain abilities to boost it, or simply do something that does not require MP. This forces you to manage your health and position on the timeline much more carefully, rather than having magic users spam abilities right from the get go.

So what gives you your abilities? Well, each character starts with their own class. The classes dictate what abilities, passive or active, these characters have. This will affect how you use them. Beyond this, as the game goes on you will receive badges, each with their own additional classes. You get to add one, and eventually two, to each party memeber. This gives them a total of three classes, and many possibilities on how you can build them. However, badges can only be on one person at a time, so you can't use the same class on every character at once. All of the badges and characters level up as you win battles, although the ones you actively use will level up faster. Also, you can further customize your characters with equipment as well.

This game is full of conveniences, such as the aforementioned blanket leveling and visible battles. Whenever you finish a battle, all characters are revived and restored. If you lose a battle, you get to try it again. You can save or change badges at any point. Convenient traveling through an easy world map, with shops in fixed positions and a training area to grind if needed. The game does a lot to try and ease the burdens of RPGs while still being an RPG.

However, I found a few things a bit disappointing. One is that there are too many classes leveling up constantly. It seems that after every battle, at least one if not multiple classes gain levels and often new abilities, which is a lot to look at and manage. You'll be constantly checking your new abilities to see what they do and who they will be good for, depending on how you're trying to build characters. Plus, the fighting system is somewhat complex for newcomers, which detracts from the game's convenience factor a bit. Also, while the game tries to teach you one thing at a time to gradually get you familiar with the gameplay (which I like), it feels like once you finally understand how to fight and manage your badges and equipment and strategize, the game is basically done. It also ends on a cliffhanger story-wise. So, this whole game essentially feels like it is a buildup for the sequel, both in story and basic gameplay ideas. Although the sequel (which I will review once I finish) is rather different in some aspects. I guess I just felt like the game was getting me ready for the real adventure to start, and then it abruptly ended.

Overall, it's still a good game. Fun for people new to RPGs and looking for good value games. The characters and story have enough charm to carry some of the weight. Plus all the conveniences, well paced learning curve, and constant upgrades to manage, make for an entertaining experience throughout. I guess it's good that the game left me wanting more rather than being sick of it, and the extra mode recommended after you finish the main game gives it some more for you to play and satisfy your cravings. However, I'd say that if you're looking at this game, which is only 5 dollars alone, you might as well just pay the 8 bucks and get the two pack because you'll be well prepared to take on the fourth game after this. I got them both on sale for a dollar which was well worth the price. Judging this game on its own, I'd give Penny Arcade's On the Rain-Slick Precipice of Darkness 3 a solid 6 out of 10 for being an engaging RPG experience without the common headaches that befall so many other RPGs.
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14 of 17 people (82%) found this review helpful
16.2 hrs on record
Posted: January 13, 2014
This game was an enjoyable throwback to 16bit turn based RPGs, but with a twist. They improved the combat system by adding some complexity without making it overly complicated. Since the core of all these turned based RPGs is mostly how well and fulfilling the combat is, the majority of this review will go over that section in detail to give you a greater understanding of how the game plays. I broke down the review in bold sections so you can read what is most important or what is most interesting to you in order of importance.

At the end of this page there will be a Pro's Con's and overview which would be the closest thing I have to a "TLDR"

THE GUI (Graphic User Interface)

When you get into a battle in this game, you will see a very familar layout, the graphic user interface or (GUI) will probably remind you of a plethora of similar older turn based titles like the final fantasy series, chrono trigger, or the breathe of fire series. You'll see fight or attack, item and Defend. However this is where the similarities end and some of the polishing of these older combat system begins. The menus themselves are fairly easy to navigate and use, nothing new to see here but nothing bad either.

The GUI also has one new feature which is really nice, which is a bar on the top of the screen with the portraits of each of your characters and the enemies on a visible time line which shows you who or what enemy is likely to be next in turn. I say likely because in this game there is a "speed" stat and interrupt mechanic attribute which can be manipulated to increase or decrease the likelihood of who's next to perform an action. Speed is exactly as it sounds, a flat given rate at how quickly your next turn comes. Once their portrait goes from the right side of the screen to the end of the bar on the left they start somewhere back on the right, distance moved on the bar per action or round spent is based on your speed stat.

Hovwering over an enemy unit will tell you the current hp of the unit, and how many elemental weaknesses it has, but not which ones. Its your job to explore and find them your self! It will also usually include some kind of humorous description of the unit, generally relevant or commenting on its aesthetics.

Other cool features are the skin changes, at any time outside of battle you may change your skin from "furry" "gender swapped" "undead" or "normal". I remember one battle actually had a condition of increasing the power of all female characters during it, but it wasn't an issue and this feature really is just there for your visual enjoyment.

One more thing of important note: This game has a range of 4 preset difficulties which can be changed at any time (outside of combat/dialogue), should the game not be challenging you enough or too much. It defaults on normal.


You can slow targets, stop them, or increase your own speed, but the best feature is the interrupt feature. The interrupt feature allows you to push back the time it takes of a current foes next turn. When you use an ability that has this feature you will see their portrait be pushed back. This effect generally is on a diminishing return so you can't "lock down" an opponent from ever being able to preform an action, but you certainly can hinder it, and many interrupt abilities later still deal damage, or have other bonuses like not costing MP! Usually every 2nd interrupt wont hit as hard as the previous. So interrupt 1 will give you a good knock back, 2 maybe not so much, but 3 will be powerful again and the pattern continues.


This game has the traditional armor, weapon and accessorie slot, but the real customization begins with class pins.
Each character has its own unique abilities, and later on you get up to 14 (1 from an optional boss) "pins" which provide new abilities, passive abilities, and bonus to certain stats and pretty much work much like Espers or Materia for you final fantasy fans.

There are no restrictions on what character can wear what pin, so you can have quite a few different combinations. The equipped pins gain experience along with the character's core abilities as well, and unlike other older games the unequipped pins will still gain experience but not as quickly as the ones being used. However, each character will inevitably be able to wear 2 pins, so that only leaves 5 pins not at use at any given point in time. So this lets you balance and combined 3 classes abilities on one character, his own, and the two pins you equip on to them. So any character can fit the role you decide to give to it.


The most important feature in the combat here is that, you can drag out a boss or any battle until you win but.... it gets much harder.. Ever so often the power of the NPCS get stronger, the longer the battle goes the more damage the abilties and attacks of the NPC's do. So only using one character to deal damage, while healing all the incoming damage is rarely an effective strategy. When you hover an enemy unit you'll see something like XXX% power, every interval they gain 10% more power. The longer you go... well... they start to hit harder and hurt more...

Certain battles even have conditions where certain types of damage or stats are increased (which affects everyone in most cases, you and your enemy). Most of the time these bonuses can be used in your advantage. Other times they add in a new element to the fight to over come and conquer.


Essentially every turn you get 1 MP or Magic point and you get a variety of abilities to use, but like any ability it has a cost, some are free, some have greater effect on the first turn, others cost more, and/or have other conditions or bonus effects. However there are items and abilites later in the game that allow you to gain MP faster, such as stealing it from your other allies, or energite, an item that can only be used so many times per battle thatr grants X MP.
Now to items, Items in this game are consumables that you can upgrade and have a limited number of charges per battle. Every battle they reset to full.

There are 6 different items to use in the game and they can be upgraded in two different ways, their effect (how powerful) and charges (how many uses).



The tone of this review may sound to some overtly positive but this game isn't without its flaws so we will start with Con's first. There aren't too many though I am happy to say.


Certain abilities or ability combos can become overwhelmingly powerful which cause you to stop using previous abilities or fall into routines.

The game is rather linear, and besides 2 optional bosses, and the Arena, there is little room to "Grind" or gain additional experience or $$$ to farm items, upgrades, and accessories.

The plot line of the game is a bit hazy if you haven't played the two previous installments. Some of the events and dialogue can leave you feeling questioning your self, If I were to have played the two previous games would I have a much greater understanding of what the hell these people are talking about and who they are?


Innovative combat system that holds true to turn based combat while adding in new features to keep it as fresh as possible

Lots of character customization and combinations in terms of classes.

Despite the potential plot confusion the game's dialogue has made me chuckle, laugh or bust a gut on many occassions and was still enjoyable regardless of any confusion.
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10 of 10 people (100%) found this review helpful
12.5 hrs on record
Posted: September 14
This is part 3 of the episodal penny arcade series of 4. NOTE: THIS IS NOT FOR KIDS. I PERSONALLY RATE THIS GAME AS "A" FOR ADULTS.

This game is quite different than the previous games in the series. First off, it is now more traditionally a rpg in this game..the comic book style in previous games are gone and have been replaced by rpg goodness. This may turn off people that played the 2 previous games, but i think it is much better this way. Also, if you wonder what happened to your character from the previous 2 games, there is short little side game that answers that question in the game. Note that you must be used to this game to try the extra mission.

I actually like the changes they did for this game. Anyways, i recommend playing the first 2 games because the storyline is required for this series. Recommended game for new rpg aspects in it and fun dialogue and humour.
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13 of 16 people (81%) found this review helpful
12.6 hrs on record
Posted: July 7, 2014
The long-delayed sequel. Gone is the ability to make your own character; you'll be playing the PA guys the whole game. Also gone are the 3D polygon graphics and animation, replaced with SNES-esque sprites and tiles. This would be a big step back in some ways, but fortunately, the combat makes up for that. It's got some ideas borrowed from other games (like Grandia and FFT A2), and some new ones. The classes are also pretty interesting, and offer some good combinations. Fights are less plentiful than some games, but still relatively common, and the enemies are tough, so they can take a while.
I was annoyed by the fact that, if you stick with the same classes the whole game, you won't wind up with all of them capped out. To explain further, you start out with no class equipped and quickly gain your first set, then later get another set and the ability to equip a second. There will still be leftovers, however, and unequipped ones earn less exp than selected ones. Add in 2 more factors: the number of fights (and thus exp) in the game is limited (monsters don't respawn), and there's a bonus dungeon that can only be unlocked by maxing out all the classes. You can see how this would be frustrating, to finish the game and be stuck with no way to get into the bonus area. Now, there is an arena where you can fight stuff, but I'm not sure if they give much exp. Might try this later on.
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26 of 42 people (62%) found this review helpful
12 people found this review funny
0.4 hrs on record
Posted: November 4, 2014
It's Like Final Fantasy, Except you Fight Cthulhu, and you can play as a furry.


Best game Ive ever spent less than a dollar on.
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14 of 20 people (70%) found this review helpful
7.1 hrs on record
Posted: January 11, 2014
Very good. The kind of quality you should expect from Penny Arcade. Very funny and can offer a challenge in some areas. If you are a fan of the 16-bit era of RPG's then this is for you.
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7 of 7 people (100%) found this review helpful
12.3 hrs on record
Posted: February 23
2 gods down, 2 remaining. And here we are again, on the rain-slick precipice of darkness!
Part 1+2 (which you should totaly check out - they're fun) used a mouse-based rhythm-clicking battle system, where well-timed buttonpresses powered up your attacks or activated special moves.

Part 3 ditches this whole mechanic - including the graphics style.
What you get is a homage to the classic 16bit-rpgs like the older final fantasy games.
With full controller support, playing this thing is a blast. I never really got used to the keyboard+mouse-clicky-thingy in parts 1+2. Now you get a very traditional battle system, as well. ATB-style, party of 4, skills, spells, items.
Once again, enemies are weird or downright ridiculous (which is good), Job classis for your party are hilarious (which is very good) and the dialogue is over-the-top nonsensical (which depends upon personal preference - I found it well-written and immensely entertaining).

Should you play it?
If you like the old 16bit-games and dig this kind of humor, then yes. Yes, you should. Hell yes. Did I say yes? Seriously, though. Play it.
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Recently Posted
21.8 hrs
Posted: October 18
Penny Arcade Adventures: Episode Three had a lot of unique ideas going for it, but it seems as though it has at least one mistake for every positive it has. Considering that this game is a sequel to a game that, itself, was meant to improve and expand on the ideas of its predecessor, it can feel like the series has not really gone anywhere with an entry that alters the formula. Despite being a successor to both Penny Arcade Adventures: Episode Two and Cthulhu Saves the World, it feels like Episode Three has not expanded upon what made either of those games great and instead tried its own experimental approach. While Penny Arcade Adventures: Episode Three is inferior to Episode Two, it has at least proven to be a better experiment than Episode One did, so hopefully Episode Four will expand on Episode Three's ideas in the same way Episode Two did with Episode One's. Regardless, i can still recommend Episode Three due to it's interesting humor and presentation.

Full Review Here
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14.7 hrs
Posted: September 25
Product received for free
IMHO, the best of the series. (I've played the others off Steam). While it doesn't have Hyperduck's awesome music (except for two tracks in the free bonus content), as the fourth episode does, this game still has some catchy tunes. Its job/class system is top notch, too. All of the skills are useful and even necessary at the higher difficulty levels. Zeboyd really knows what was missing from the 16-bit JPRG classics and made a game to plug those gaps.
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6.9 hrs
Posted: August 13
Super fun and entertaining game. Love the fun dialogs and wierd random comments, as well as the nostalgic feeling.
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One Who Watches the Crowd
2.8 hrs
Posted: August 12
This is a good game. Steam stopped tracking my hours for some reason, so my play time is not accurate. I put in about 10 total hours into the game, and have beaten everything but the DLC (I'd be interested if I didn't have to grind some classes to level 40. It would be easy, and quick, but I'm just not that interested).

Be forewarned. This game does not feature ANY carryover from the first two games, as it was developed by a different studio. Your custom character from the first two, also does not make an appearance or cameo, and is only barely spoken of, at all. For all intents and purposes, pretend you finally found a home, far far away from Tycho and Gabe, and thus, are safe.

This game, I feel, is much better than the first two. Instead of relying on mediocre combat mechanics involving timing blocks and having to farm items, you have instantly replenishing items (thank you!) and a simple JRPG battle format, involving a simple turn based gage system,

The game is really simple and very easy if you have any idea how to juggle classes. The UI is kind of poor, but once you have the classes down, it's fairly easy to think out a good combination in your head. From what I understand, the DLC is a challenge, so if you find the base game too easy, perhaps you will find your challenge in the post game.

Having more of the humor that Penny Arcade is known for, with a more engaging story line, that feels to be the perfect length, this is probably the best game in the series (although I haven't played 4 yet, so...)

Pick it up when it's on sale, which it seems to go on, quite a lot. I bought this game for like 50 cents, and it was an incredible value (5 cents an hour just cannot be beat).
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26.3 hrs
Posted: August 11
I played Precipice of Darkness 1 and hated it, the shallow real-time combat system with mini-games that had you clicking like crazy on imprecise targets ruined it for me. I skipped 2, not wanting more of the same.

This is very different and a great improvement. First, it captures much better the spirit of the JRPGs of old it's emulating. The combat system isn't incredibly complex but has some depth to it, and with each character eventually combining two classes of your choice with his basic one, experimenting is fun.

Now like previous Zeboyd Games titles, this game is kind of lacking in terms of interface. There's no way to examine your character stats during battle, to see how much some effect buffed or debuffed you. You can't examine a class without equipping it, either, which makes for tedious shuffling when you're trying to determine which class combo is the best. And for some reason you can see the stats your character would have when buying weapons, but the same isn't true for equipment.

All in all this game feels stuck in an alternate timeline where the last console that came out was the SNES. Sure, it improved on classic JRPGs, but modern turn-based JRPGs like Shin Megami Tensei have refined the formula a lot and feel much slicker to play, as well as faster even on higher difficulties. In POD 3, raising the difficulty to Veteran mostly made the enemies feel like bullet sponges, with fights dragging on quite a bit - this automatically gives the advantage to the enemy since they grow in power every turn, a system I'm not too fond of.

The story is sometimes funny but not gripping, I was a bit bored in some dungeons since I wasn't looking forward to the next narrative bit. But overall there were some good moments and the combat mechanics kept me interested just enough to keep going.

Verdict: Worth playing, and it's won't eat a ridiculous amount of your time.
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10.4 hrs
Posted: July 7
This is a fun, witty little RPG game. I enjoyed the story and gameplay. It was about 10-12 hours worth of fun and I would recommend the series to anyone interested in NES-style Final Fantasy gameplay.
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Life is Strange™
0.7 hrs
Posted: July 2
Final Funtasy :)
Plus Minus
RPG/JRPG battle battle battle x
COmedy -
Final FUNtasy -
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7.8 hrs
Posted: June 26
What is there to say about this game? For starters, I haven't played the first two titles of the series. Because of that I wonder if I missed something important... I mean, some references were thrown during the playthrough and I really couldn't get a grasp on anything, but of course, I'm pretty sure that some of them (or mostly) could simply be meta. Back to the game, I think that I could define it as an unusual RPG title. I mean, there's no such thing as those awful random encounters, in other words, you always know when you're going to have a battle ahead. After every battle your characters will regain health, which makes everything much easier. Each character has special skills, some are good with melee attacks, other with spells, ranged and so on. There's not much to say about the graphics or the soundtrack, they're ok I guess (I think it's needless to say that the story is extremely wacky). Actually, for some reason the game concept made me think of one of those Adult Swim series... Well, if you enjoy RPGs and nonsense, give this one a try.
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14.0 hrs
Posted: June 21
I came into this series as a fan of Zeboyd games and with little knowledge of Penny Arcade. Zeboyd continues to demonstrate their love for old-school RPGs and their deep understanding of what makes for a good battle system. This game quietly has one of the very best battle systems of any JRPG style game. I cannot overstate how satisfying the battles are in this game and the difficulty setting allow you to adjust it to your liking. The story isn't super memorable overall, but the writing is funny and well done and moves the story along nicely.
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