Level One Wonk: Don’t Rest Your Head

Welcome to a special and spooky edition of Level One Wonk! Here on Halloween Eve, we’re going to take a look at horror in RPGs: how it’s different than most genres, why it’s so tough to pull off, and how Don’t Rest Your Head manages to do so. Don’t Rest Your Head was published by Evil Hat in 2006, and both serves as a great precursor to the player-facing narrative tools developed for Fate Core, and a creepy tale of downward spiral into madness as your insomnia awakens you to the true nightmares in the world.

Let’s start by talking about horror in general. RPGs can be great tools to tell horror stories, but doing so takes a lot more work than telling fantasy stories or science fiction stories. Horror as a genre is designed to scare people, and in this century films, TV and even video games have been consistently the most effective media for freaking people out and creeping people out. These media rely on provoking reactions through visceral imagery and jump scares, and building tension to these moments of release. Horror tabletop games, like horror fiction, can’t easily do either of these things.

In 1826, Ann Radcliffe posthumously published “On the Supernatural in Poetry”, an essay on horror. In this essay, she distinguished terror, the feeling of dread leading up to an event, and horror, the feeling of revulsion after an event has happened. Good horror RPGs utilize both of these elements, but elicit these emotions in ways that run counter to how most RPGs are run. Terror in RPGs is usually evoked by making players feel powerless, as their enemies cannot be stopped or their palette of possible actions cannot possibly stop what is coming. Horror is usually evoked by making impactful and irreversible or nearly irreversible changes to either the characters’ perception of the world or the characters themselves. Outside of horror games, these elements are likely to merely frustrate players. But within a horror milieu, they can all contribute to a sense of creeping doom that makes the game scary and compelling.

Don’t Rest Your Head is an RPG that successfully uses the elements of terror and horror to help build a creepy universe in which nothing is as it seems. The characters are all insomnia sufferers who become Awake, aware of the strangeness lurking under the surface of the world as they know it. Now, though, they can’t go back to sleep. If they do, then the Nightmares will come for them. Each character needs a path through this strange world, the Mad City, and following that path is the only hope they have of making it through the city alive, and without becoming that which they fear, a Nightmare.

Don’t Rest Your Head is built on four statistics, three for the players and one for the GM. Each of these stats gets their own dice pool, and these dice should all have different colors to distinguish the pools from each other. This mechanic is more involved than the core mechanic of many other games, but as it is literally the only mechanic in Don’t Rest Your Head, the game ends up being quite simple. The first player stat is Discipline, which represents the character’s focus and baseline ability. This starts at three. The second player stat is Exhaustion, which represents how far a character has pushed themself physically. A character starts with no Exhaustion, but may add an Exhaustion die to any roll, at which point they gain that die permanently. Get up to six Exhaustion, and you must crash and fall asleep…which is a serious problem. The third player stat is Madness. Madness dice represent mental strain which the character undertakes to power through an obstacle. Madness dice can be added and taken away from the dice pool at will, at least if they aren’t permanent. The GM stat is Pain, which represents the power of the obstacle or enemy the characters are facing.

The dice pools produce two different elements which affect the result. First, success is determined by a conventional dice pool mechanic. Any result under four is considered a success, and the side (player or GM) with the most successes wins. The other important element of the dice pools is which pool out of the four is dominant. The dominant pool is the pool with the highest die result, and each pool has a different effect. If Discipline is dominant, the situation stays under control. If Exhaustion is dominant, the character is forced to confront their need for rest and gains an extra Exhaustion die. If Madness dominates, the character must use one of their responses. The responses are divided between “fight” and “flight”, and the character must make an action characteristic to one of these responses. Each character only has three responses, and if they have none left, they snap…not only do they suffer a breakdown, but they gain one permanent Madness and lose one Discipline. If a character ever loses all of their Discipline, they’re gone, now a Nightmare.

If Pain dominates, the character must give a Coin of Despair to the GM. The GM can spend these coins to change die results to a 6…usually setting which pool dominates and often targeting a character’s weaknesses. These Coins of Despair, once spent, get converted into Coins of Hope. These can be spent to buy down responses or Exhaustion…but if there’s enough coins, they can also be spent to restore Discipline, the only way to heal this psychic damage.

Generally, the Madness and Exhaustion pools expose characters to increasingly quick descents towards crashing or snapping, and the cruel fates those entail. However, Madness and Exhaustion also power talents, which give characters potent and sometimes supernatural abilities. Exhaustion talents allow characters to set a success floor for certain abilities, while Madness talents are true supernatural abilities. The more Exhaustion or Madness dice you roll, the more powerful your abilities…and the more likely that those pools will dominate.

Don’t Rest Your Head exercises a similar horror storyline as the well-known Call of Cthulhu. In both, the crushing inevitability of your descent into madness drives the game. In Don’t Rest Your Head, while the enemies aren’t ineffable eldritch horrors (and in fact, the rulebook advises against making foes which are unbeatable in this way), calling on the abilities you need to defeat them merely accelerates your fall towards the twin dooms of insanity and sleep. Like most good horror stories, the resolution of the story is less important than the horror of what has happened. The only advancement mechanic in Don’t Rest Your Head is called Scars, which drives this point home nicely.

Don’t Rest Your Head also succeeds at creating horror stories. The game opens with five key questions that are asked of the players to establish their character, and the path their character must follow to make it out of the Mad City. The establishing questions and narrative control are precursors to similar structures used by PbtA games. While this is the earliest example I’ve personally read of these mechanics, Ron Edwards’ Sorcerer is listed as the inspiration both here and in Apocalypse World itself. What really shines in Don’t Rest Your Head is the game’s ability to both give the players strong narrative control and never let them have total control of the outcome.


Horror can be a very different beast than the typical RPG campaign. Players used to triumphing over evil or using their powers of awesome to advance the story may not immediately take to tales of creeping doom and terrors of the unknown. Given the right framing (and adequate warning!), though, horror provides a whole different set of story beats and scenarios with which to explore characters and conflicts. Don’t Rest Your Head is a great game for either horror newbies or the more genre savvy, as it combines a quick and understandable system with really tense and evocative mechanics. Whether you dive into the Mad City once or keep on coming back to escape its clutches, it’s a fantastic way to have a gaming Halloween.

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