I'd like to see a more dynamic world in TES V, kinda like what SureAI did in Nehrim. For example being able to break down walls to uncover hidden areas and such. Also, stop labeling EVERY single activator... It'd be more exiting to explore ruins and then stumble upon a hidden room than going through a dungeon and have every single activator pointed out for you. And for God's sake get rid of that horrid leveling system. It is ineffective to the extreme. Id rather have an XP based leveling system like Oblivion XP. Exploring all the different regions would also be pretty cool. And maybe have a choice in starting area based on race and class. Maybe create sort of a simple background story for your character, instead of starting in prison like EVERY other TES game. Basically take: Oblivion XP's Leveling System Deadly Reflex's Combat System Supreme Magicka's Spell Fixes Midas Magic's New Spell Types Make Quest Award Leveling unneeded by giving atifacts a static level. There are no artifacts in ANY game that should be weaker just because the player is low leveled. Rather make the Artiacts harder to get. Get rid of the fake lights everywhere. Add more varying armors and weapons. Maybe take back Unarmored and Medium Armor from Morrowind Build a more dynamic world and stop labeling all activators. Doors and such are fine, but labeling hidden levers and triggers kind of ruins the immersion. More variety in creatures and enemies, and get rid of the leveled lists making the different enemy types dissappear and spawn as you level. Rather make them dissappear and spawn as things are happening in the world. Perhaps a better way of placing objects. I like arranging my books, but it's utterly impossible to do so, because of the terrible physics system. I can't even make a potion bottle stand... Make sura that if you have an endgame award of armor, that the armor is the strongest armor you can get (excluding artifacts). It's a little silly completing a game and then getting armor that is worse than what you already have... Make it so you can be devoted to a Divine or Daedric Prince, and give them unique bonuses, missions and give them conflicts with each other. That's everything I can think of right now...