I agree with all points here. I suspect the devs shifted focus away from inns and beds as it was a sort of tedious mechanic in Oblivion, however it would drastically alter the challenge of the game (and finding beds does seem a bit easier in Skyrim regardless). Perhaps expanding the Rested Bonus mechanic... Well Rested: Skill mastery speed +10%. Health, Magicka, and Stamina regeneration +10%. Awake: Default (Normal skill master speed. Normal regeneration rates.) Exhausted: Skill mastery speed -15%. Health, Magicka, and Stamina regeneration -50%. Players would become exhausted after spending an amount of time in the Awake state (after the Well-Rested bonus wears off). Food and alcohol could be given a more intuitive and vital role of temporarily removing the Exhausted debuff (bringing you back to the Awake state, and indirectly increasing your skill mastery speed and regen rates). Additionally, I think we need a cap on consumables (those you're literally consuming) such as food and potions. That or give potions the inverse effect of food/alcohol and temporarily Exhaust players once the effects of any Potions wear off.