I'm trying to figure out how I should balance efficient leveling with actually playing and enjoying the game. I've read all the material at uesp.net about The Leveling Problem, efficient leveling, under-leveling, and optimal character creation. First of all, I don't plan on maxing out my character, so I'm not concerned with some of the issues of not being able to maximize all my attributes/skills at a given level, etc. If I waste a few skill points because I as having fun, or level up without all 5's, I'm not going to have a fit. This is my first playthrough, so I just want to experience as much of the vanilla content as I have time for and not spend a ton of time training skills. I've thrown in bunches of graphical/UI/weather type mods, but none that change vanilla gameplay by adding items, characters, abilities, locations, or change game mechanics (besides bugfixes). I know about all the other leveling mods (including the All 5's mod), but I'd really like to experience vanilla gameplay first so that I can say "I played through Oblivion" and have that actually mean something to someone else. I also want to play the game in order to form my own opinion of it, which I can't really do if I can't separate the game from the mods. Here are some questions: 1. Should I just ignore efficient leveling and drop the difficulty slider as the "Leveling Problem" catches up to me? 2. Should I semi-efficiently level to 25-30, then never sleep again so that I can experience all game content without super high level enemies? 3. What happens to skill points earned after the "You should rest" message, but before sleeping? Do skill points earned after "leveling up" contribute to the attribute bonuses you receive after sleeping? Do the roll over into the next level's skill points? Are they "wasted" in the sense that they contribute nothing to attribute bonuses? I realize that "wasted" minor skill points can decrease the max possible attribute level, and wasted "major" skill points decrease your max level. 4. Are wasted skill points (those that contribute to attributes you aren't raising this level, are >10 for a given attribute, or occur after "leveling" but before "meditating") an issue at low to mid levels? If I don't care to go beyond level 30 or 40, and my character's max level is around 50, then I have 100-200 major skill points to spare 5. Should I "under-level" by playing with mostly minor skills, and only using the major skills when I've gotten enough skill points to easily 5-5-5 my attribute bonuses? I realize that doing this may mean I can't achieve 100 in all attributes because I may get 100 in all the skills for a given attribute before I've maxed that attribute. Any thoughts, answers, questions, or suggestions?