1.0 TURN ORDER: Order of play for the game turns is determined by placing each player's marker in a cup and drawing one out randomly to see who goes next. Once that player has completed his turn, a new marker is drawn from the cup. After every player has gone, repeat the procedure.

2.0 UNIT PLACEMENT: Infantry are built directly into original territories (those of the player's color) or territories won through economic conquest. All other units require an installation of the appropriate type in order to be built.

2.1 Installations: An installation is a port, factory or AA gun. Installations can be built directly into controlled teritories and cannot be moved or voluntarilly destroyed. A new port or factory can be built for 4 times the IPC level of the territory into which it is placed. An AA gun can be built for 2 times the IPC level. Installations may not be built into territories with no IPC value. The number of units a port or factory may build in a single turn is equal to the IPC level of the territory halved rounded up. Original facotries and capital factories do not have unlimitted production capability.

2.1a Tank Factories: These factories may be used to build tanks, heavy artillery, and panzer units. Start the game with tank factories in Britain, Germany, Russia, Karelia, Japan, Eastern US, and Western US.

2.1b Plane Factories: These factories may be used to build fighters, bombers, air transports, jets, and heavy bombers. Start the game with plane factories in Eastern US, Western US, Russia, Germany, Britain, Southern Europe, and Japan.

2.1c Ports: Ports may be used to build transports, subs, supersubs, destroyers, carriers, and battleships. They may also be used to repair damaged battleships. Ports are located on land territories but affect each seazone adjacent to the land territory equally. Whoever controls the land territory, controls the port. Start the game with ports in Eastern US, Western US, Hawaii, Japan, Phillipines, India, Soviet Far East, Karelia, Southern Europe, Western Europe, Germany, and Britain.

2.1d AA Guns: AA guns are considered installations instead of units. As a result, they can be built directly into a land territory without a factory but cannot be moved. They may also be the target of bombing raids. Start the game with AA guns in Eastern US, Western US, Japan, Britain, Germany, Southern Europe, Western Europe, Russia, and Karelia.

2.2 Infantry: Infantry may only be built in friendly territories, those being territories the player began the game with, or those won through economic conquest. No factory is required. The maximum number of infantry that may be built into a territory on a given turn is equal to the IPC level halved rounded down. Germany should begin the game with 4 infantry in Finland, Ukraine, Western Europe, and Eastern Europe.

3.0 MOVEMENT: The rules in which planes move and fight have been altered drastically. In an effort to keep the scale of the board in the Pacific and Europe close, some board changes are necessary. Also, rules regarding how ships move and block are explained.

3.1 Plane movement: Planes can only move upto half of their total movement during combat. This is known as their combat range. When combat is done, planes may only use half their total movement to land. Note: it does not matter if a plane has extra movement left after the combat move. A plane can use its total movement during a noncombat move to rebase.

3.2 Interception: Whenever planes move into a target territory either during combat movement or a bombing run, defending fighters or jets in that territory may intercept the attacking planes. This will result in a dogfight. Note: Planes passing through a territory may not be intercepted.

3.3 Blocking: All ships can move a total of 2 spaces during combat movement unless they are blocked. Ships may only move through enemy controlled seazones during combat movement. A surface ship can only be blocked by an enemy battleship, carrier, sub, or destroyer. A defending ship does not have to block but may only block one ship if it does. Blocking does not in anyway determine what units can be selected as casualties of combat. If ships are not blocked they may move through the territory, or stay and perform a combat.

3.3a Subs: Subs can only be blocked by destroyers. If a sub chooses not to block, the enemy ships may remain in the seazone with the sub. Similarly a sub may into or through any enemy occupied seazone as long as there are no defending destroyers that choose to block it.

3.3b Transports: Transports may not block enemy movement and may exist in the same seazone as enemy ships. Transports do not control sezones and so enemy ships may pass through them during non combat movement. Loading and unloading of units is considered part of the transport's movement. Loading and unloading occurs after the decision to block. Transports may not move during combat movement unless they are being used in an amphibious assault.

3.4 Board Changes: To better reflect movement, it is suggested that several seazones be divided vertically. These include the Eastern Canada Seazone, the British Seazone (do not divide the land territory), the Red Sea Seazone (at the horn of Africa), and the New Zealand Seazone (do not divide the land territory). The British fleet should start the game in the eastern most seazones created in this way. Also, the northwestern border of Germany should be shifted to include Belgium thus resulting in Germany and Britain being adjacent to the same seazone.

4.0 COMBAT: All combats during a player turn are resolved simultaneously round by round. This is done because defending units can now retreat, but only to territories not under attack.

4.1 Phases: Each combat round is divided into 2 phases during which only certain units are allowed to attack. Phase 1 is reserved for units whose targets do not get to roll an attack if they are hit. So AA guns fire in phase 1 and planes hit do not get an attack roll. Other phase 1 attacks include sub combat, Shore Bombardment and Shore Defense.

4.2 Retreats: At the beginning of each combat round after the first, the attacker announces if he is continuing the attack or retreating. If he continues, the defender may choose to stay or retreat. Attacking units may only retreat back to the territory/seazone they entered the combat from. Thus attacking units from different territories should be grouped seperately. Units attacking from a transport may retreat back onto the transport. All units in an attack must fight or retreat at the same time. Defending units may retreat to a friendly territory that is currently not under attack but must all retreat to the same space. Attacking units may retreat from an amphibious assault in which case they must retreat back onto the transports. Scrambled aircraft may retreat upto half their total movement away. Defending units may retreat onto friendly transports in adjacent seazones. All defending units in a territory must retreat to the same space.

4.3 Plane combat: Planes can engage in two types of combat, dogfights and ground assaults. When a territory that contains planes is attacked, the player must decide wheather to scramble the defending planes. A scrambled aircraft can participate in the combat whereas an unscrambled aircraft has no defensive value but may still be a casualty of the combat. Fighters and jets may scramble, air transports and bombers may not.

4.3a AA guns: Instead of firing only once at the beginning of combat, AA guns fire in phase 1 of every combat round. AA guns roll one attack for each enemy plane performing a ground assault but are limited to half the IPC level of the territory rounded up. AA guns do not fire at planes passing through the territory.

4.3b Dogfights: Whenever both attacking and defending aircraft enter combat, a dogfight ensues. A dogfight is an air battle that occurs apart from the ground battle, if any. The player with the smaller number of aircraft must commit them all to the dogfight. The player with extra planes may commit the extras to the dogfight, or to the ground battle in which they may perform ground assaults. Each combat round this procedure is repeated. Note: planes may be assigned to the dogfight even if there are no enemy planes which results in a safe holding pattern for that round.

4.3c Ground assaults: A plane performing a ground assault fires in phase 2 but may choose its target from the defending land or naval units. Thus these attack rolls are resolved before any others so that casulties may be selected properly. A plane can be a casulty of the ground/naval battle but is not targeted by the defending unit which it is attacking.

4.3d Paratroops: During combat movement an Air Transport can pick up 1 infantry unit and move 2 spaces to a combat site. The transport must perform a ""ground assault"" in order to drop the paratrooper. A paratrooper can not retreat and attacks at +1 value for the entire combat and may roll an attack on the combat round in which it is dropped. Note: bombers may not be used to carry paratroopers.

4.3e Kamakaze: Whenever Japanese fighters or jets are performing a ground assault they may choose to dive into their target. This will destroy the attacking unit but the attack is made at +2 normal value. In addition, the defending unit makes no combat roll (since all fire is assumed to be directed at the kamakaze unit.

4.4 Ship combat: Anytime ships are blocked, a combat results. All ships in the seazone are involved in the combat and are potential casualties. No amphibious assaults can take place until all defending enemy ships are destroyed or retreat.

4.4a Sub actions: Attacking and defending subs roll in phase 1 of every combat round. Subs may choose not make a combat roll on any given round. If so, then only destroyers and planes can hit the sub. If the sub makes a combat roll, any ship can hit it. A sub can retreat from combat simply by submerging. This can only be done if there are no destroyers or planes in the enemy force.

4.4b Amphibious assaults: These attacks occur simultaneously with all other combats. On the first combat round where attacking troops are unloaded from a transport, the defending ground units may make a Shore Defense roll which is simply their combat roll done in phase 1 with +1 bonus. The defending player may choose to perform shore defense with any or all defending ground units. Only units attacking from a sea transport can be hit by shore defense. Also in phase 1 of the combat round in which transports unload, any battleships in the same seazone may perform Shore Bombardment. This attack hits on a 4 if any defending units are performing Shore Defense, else it hits on a 2.

5.0 UNIT LIST: Below is a complete list of all units available. Units marked with a ""*"" require the appropriate technology to be built and should be painted a slightly different color. Max # is the total number of units of that type the player may have on the board. No unit markers may be used and no new units may be built in anticipation of losing old units in combat that turn.

Unit Type       GER   JAP   UKD   RUS   USA   Max #    Att   Def   Move
 ---------       ---   ---   ---   ---   ---   -----    ---   ---   ----
 Infantry         3     3     3     2     4      -       1     2      1
  Marines         -     -     -     -     5      2       3     2      1
  Commandos       -     -     4     -     -      2       2     2      1
  Home Gaurd      -     -     -     3     -      2       1     4      1
  SS Troops       4     -     -     -     -      2       2     3      2
 Tanks            4     5     5     5     6      -       3     2      2
  Panzers         5     -     -     -     -      2       4     3      2
 Artillery*       4     5     5     5     6      -       2     3      1
 Fighters         7     8     9     9     7      -       3     3      4
  Jets*          10    11    11    12    10      4       4     4      6
 Bombers         13    11    13    12    12      -       4     1      4
  Heavy Bombers* 16    14    16    15    15      2      4x2    2      6
 Air Transports   7     5     7     6     6      -       0     0      4
 Subs             5     6     7     9     8      -       2     2      2
  Supersubs*      8     9    10    12    11      3       3     3      2
 Transports       8     6     7     9     8      -       0     0      2
 Destroyers       9     7     8    10     9      -       3     2      2
 Carriers        17    13    15    19    17      -       1     3      2
 Battleships     20    16    18    22    20      -       4     4      2
  -Damaged       10     8     9    11    10      -       2     3      2

5.1 Elite infantry: Each nation except Japan (who has Kamikaze pilots) may build upto 2 elite infantry units. These units must be placed on the player's capital. Of the specialized infantry units, only SS troops may not be used as paratroops. This is because they are a mechanized infantry unit, however they do have the ability to Blitz.

5.2 Battleships: In addition to the 4/4 combat value and Shore Bombardment, a battleship also has a 1 die AA gun capability. Also, it takes 2 hits to sink a battleship. After the first hit, place the unit on its side to indicate damage. A damaged battleship has reduced combat value, may not shore bombard, and looses its AA gun capability. A damaged battleship may be repaired in any friendly port (a seazone adjacent to a friendly territory with a port piece on it). The battleship may not be moved or envolved in combat on the turn it is repaired. The cost of the repair is paid by the owner of the port. Repairing a damaged battleship counts towards a port's build capacity.

5.3 Destroyers: These units are treated just like normal units. Begin the game with an American destroyer in the Eastern US seazone and the Western US seazone; a British destroyer in the Eire seazone and the India seazone; a German destroyer in the Swedish seazone and the Southern Europe seazone; a Russian destroyer in the Soviet Far East seazone; and a Japanese destroyer in the Phillipines seazone, the Caroline islands seazone, and the Japan seazone.

5.4 Air transports: These units are treated just like normal units. An air transport has no combat value. It may transport 1 infantry unit to a combat site as a paratrooper during combat movement. It may also make a paratroop drop during noncombat movement. Or it may transport an infantry with it upto 4 spaces when the plane itself rebases. Begin the game with an air transport on each player's capital.

6.0 Bombing: Bombers only perform missions during the bombing phase. These missions may be against installations (strategic) or military targets (tactical). Bombers may be intercepted by fighters or jets in the target territory in which case escort planes may be assigned and a dogfight conducted.

6.1 Escorts: If bombers are intercepted by defending aircraft, the active player may then choose to send over escort planes as long as the combat is within their combat range. Note: first the bombers are sent, then intercepted, then escort planes sent over. Fighters or jets used as bomber escort are not used again in the combat or noncombat phases, but defending planes that intercept bombers may intercept again in the combat phase. A dogfight is then fought. Before a bombing run can be conducted, all defending aircraft must be destroyed or driven off and a round of AA gun fire endured. Note: escort planes do not accompany bombers on the actual bombing run and therefore do not suffer AA gun fire.

6.2 Strategic bombing: The target of this type of bombing run is any installation (plane factory, tank factory, port or AA gun). Bombers do 1-6 damage. This is represented by putting a damage chip under the installation. Damage chips effectively reduce the IPC level of the territory for that installation. So a factory in an 8 IPC level territory can produce 4 units a turn. If it has 2 damage chips on it, it can only produce 3 units a turn. Similarly an AA guns maximum dice are reduced. If a factory recieves damage equal to the IPC level of the territory, it is destroyed and removed. Damage chips may be repaired for 2 IPCs per chip for installations, 1 IPC per chip for AA guns. The damage chips are removed at the end of the turn when other builds are placed.

6.3 Tactical bombing: The target of this type of bombing run is any defending enemy units in the territory. After any interception and AA gun rolls, the bomber rolls its attack. It hits on a roll of 4 or less on 1 die (2 for heavy bombers). The defender may select the casualty. Bombers may perform only a single bombing run per turn.

7.0 TECHNOLOGY: At the beginning of each player's turn one die is rolled to see if a technological breakthrough has been made. A chart can be drawn up on a piece of cardboard to keep track. No money is paid to make this roll and it may not be modified in any way. On a roll of 5 or 6 a breakthrough is made and the result is determined by rolling two dice and consulting the table below. Duplicated results should be rerolled.

Die Roll  Technology 
1 Enemy Code 
2 Industrial 
3  Radar 
4  Espionage 
5  Long Range Aircraft 
6 Artillery 
7 Supersubs 
8  Heavy Bombers 
9  Jets 
10  Rockets 
11  Atomic Bombs 

7.1 Enemy Code: Player must also have Espionage. Once per game turn, after a player's control marker is drawn from the cup, you may send it back into the cup. This represents breaking an enemy's code and sending him disinformation thus giving your side an advantage. Because of this you may use this ability on any control marker you choose.

7.2 Industrial: An economic boom hits the player's nation. All purchases made by the player may be deducted by %20 in IPCs rounded down. So for every 5 IPCs something costs, subtract 1. This deduction is calculated per item however, if more than one damage chip is being repaired on a single installation, the total cost of the repair is considered one item.

7.3 Espionage: The player has set up an extensive spy network. Once per turn after the regular tech roll is made, the player may try to steal any one technology from ANY other player. Roll one die to determine the outcome: 1 agents are killed, may not steal tech from that player ever again; 2-5 attempt not successful; 6 attempt successful. The tech may be used on the turn it is stolen. Note: the victimized player still has the technology that was stolen. Enemy Code and Industrial may not be stolen.

7.4 Radar: When radar technology is developed the player may upgrade any of his AA guns for 5 IPCs each. Represent radar with a colored chip. Enhanced AA guns hit planes on a 1 or 2. When the AA gun is bombed out the radar is also lost. Captured radar may only be used once the tech is obtained.

7.5 Long Range Aircraft: All planes extend their total movement by 2 and their combat range by 1. This is an instant upgrade and specially marked units are not required.

7.6 Artillery: The player has developed powerful long-range artillery. These units are represented by AA gun pieces painted a different color. They may be built at any tank factory. A transport may carry up to 2 artillery units. They can't fire from a transport. Artillery may not be used to capture a territory thus if the attacker has only artillery for land units he must withdraw them after the battle instead of claiming the territory.

7.7 Supersubs: These subs work like regular subs with improved combat stats and the ability to choose their targets in combat.

7.8 Heavy Bombers: These bombers roll 2 dice for damage in bombing raids and hit on a 2 in dogfights. They may be used to drop A-bombs.

7.9 Jets: These planes have better stats than regular fighters. Probably the best all around fighting unit available.

7.10 Rockets: Player may upgrade any AA guns for 5 IPCs to be able to launch rocket attacks. Rocket capability should be marked with a colored chip. During the bombing phase any AA guns with rocket tech can launch one rocket attack against any target up to 2 spaces away. They do 1-3 damage points against installations. Damaged AA guns can fire rockets like normal but when the AA gun is bombed out the rocket capability is lost. Captured rockets may only be used once the tech is obtained.

7.11 A-Bombs: Player also needs Heavy bomber technology. Once per turn, each heavy bomber may deliver one A-Bomb. For strategic bombing raids, 6 dice are rolled to determine damage (6-18). For tactical bombing raids 6 dice are rolled each hitting on a 4 or less, defender may pick casualties.

8.0 NEUTRALS: Every neutral country has an IPC value and an indiginous force listed on the table below. Any player can attempt to gain control of a neutral by economic conquest or military conquest.

Country  IPC value  Indigenous Force 
Afghanistan  1  1 inf 
Argentinia  3  2 inf, 1 transport 
Eire  1  1 infantry 
Mongolia  1  1 infantry 
Peru  2  2 infantry 
Saudi Arabia  1  1 infantry 
Spain/Portugal  4  3 infantry, 1 armor 
         Angola  1  1 infantry 
         Mozambique  1  1 infantry 
         Rio d'Oro  1  1 infantry 
Sweden  3  2 infantry, 1 transport 
Switzerland  3  2 infantry, 1 fighter 
Venuzuela  3  2 infantry, 1 armor 
Turkey  3  2 infantry, 1 armor 

8.1 Economic conquest: A player may attempt economic conquest of any neutral to which he controls an adjacent territory or territory adjacent to the same seazone. German may attempt to control Eirie or Turkey for example. During the purchasing phase the player pays the IPC level of the neutral and places his marker upsidedown on the territory. At the end of that player turn after builds have been placed and IPCs collected, he rolls d6. On a 1-2, he flips his marker over and places the indiginous force there using his units. For the rest of the game, that terriotry is treated like an original territory of the player. On any other roll, the attempt fails and the marker removed.

8.2 Interference: If an enemy player also controls an adjacent territory, he may pay the IPC level of the neutral and place his marker upside on the space as well to indicate interference. This reduces the chance of a positive result to 1 in 6. Note only one enemy player may interfere in this way. If the attempt fails, both players retrieve their markers. The decision to interfere must be made at the same time as the decision to influence.

8.3 Military conquest: Neutrals may be conquered by any player. There is no IPC penalty but the neutral will fall under the immediate control of the nearest enemy player. He will then be able to treat the neutral like an original territory for the rest of the game. If conquered, the invading player places his control marker on top of the original marker. If the neutral is liberated, control will revert to the original marker. Violating the airspace of a neutral is considered a hostile act and control will fall to the nearest enemy player as above.

9.0 SOVERIEGNTY: Russia will not allow foreign units of any nation on its soil. Thus, no other allied units may move into or through russian territory. Allied planes may fly over Russian space. And allied ships may occupy the same seazone and use each others ports to repair damaged battleships. In addition, no units of one nation may load onto a transport, air transport or carrier of another without first undergoing a command transfer. Germany and Japan may occupy the same territories.

9.1 Liberation: Usually when a player's original territory is liberated by an ally, control of that territory reverts back to the original controller. However, any allied territories ""liberated"" by Russia are kept by that player. This territory may not be attacked or ""reliberated"" by other allied forces. The same applies to Russian territories liberated by the other allies. Germany and Japan do not liberate each others territories. German and Japanese forces may occupy the same territories.

10.0 VICTORY CONDITIONS: Victory conditions are evaluated at the end of each full game turn. The Axis powers recieve a victory if a) UK and USSR capitals are conquered and/or surrendered b) the axis have a combined IPC level of 100 or more or c) the US capital is conquered or surrendered. The allies recieve a victory if a) both axis capitals are conquered and/or surrendered or b) if the allies have a combined IPC value of 130 or more.

10.1 Victory points: A player recieves 1 point for being on the side which recieves a victory. If that player's capital is under enemy control, his score is reduced by 1/2 a point. If Russia has an IPC level of 45 or more, US and UK reduce their score by 1/2 a point. Any player on the losing side has a score of 0. A player who surrenders gets 0 victory points. If a player controls more than one nation, he gets the victory points (minus 1/2) for each. A nation cannot recieve less than 0 vicotry points.