General ideas and information to be considered when making a long lasting, memorable villain : (Information given is being summarized and taken from personal experience and few sources. Most Notably: Palladium: Villains Unlimited ) Remember to make them pretty powerful, almost seemingly over powered in some way shape or form. The reason being that the villain, especially villains acting individually, will eventually be facing the group of PCs. Meaning the villain will already be outnumbered and if your villain is around the same level of power or only slightly stronger than your PC characters, they will make short work of your villain. Alternatively you can keep the the villain around the same level as the PCs and give the villain minions, henchmen, or some other advantage over the PCs. It is alright to have a villain that can defeat a whole PC team by themselves, this in turn encourages teamwork, cunning, thinking outside of the box, and strategy by the PCs to defeat the villain. Which evidently adds to drama, fun, and excitement. It is not only the strength of and power of the villain that makes them a good one, like any good character, the secret to making one is making sure they have a personality and my opinion it is the personality and little things that makes a villain or a believable one that the PCs will turn "want" to take down. Now the little and commonly over looked details: 1) Evasion: A good villain should be hard to find and hard to track or capture. The obvious reason being that you do not want the PCs to just stroll up to the villain's place of known habitation and end it right then and there, especially if you plant to make it a reoccurring villain. If the PCs know where to find and how to track a villain straight from the get go, you have wasted or chose not to utilize the advantages that it gives in adding to the story, character interaction with the world and more. This also gives some character to the villain, in reference to how the villain is, "does he have a giant castle hidden behind a magical forest that they hide in and use as a sanctum? or is he always on the run just being one step in front of the law and the PCs?". 2) Danger: A very obvious detail, if the villain presents no danger, there is no threat or interest to the PCs. The stronger the villain, means the stronger the danger to the PCs, creating a more tense confrontation. If the PCs go into a challenge "knowing" they will win with no real danger, it becomes a bit boring. Do not think however that sheer power is the only means of danger that a villain can present to PCs, sometimes a very simple trick, a small amount deception and misdirection, and cunning can be used at equal or greater effect. A good measure to see if the villains in your campaign are too powerful or do not provide enough danger is just measuring the effort the PCs put out to defeat a villain and the number of times they do defeat the same villain. If the PCs are defeating "Mr. Evil" too often without even breaking a sweat, you might want to consider upping up the danger and difficulty. 3)Threat: Different from Danger, but commonly misinterpreted for one another. Threat is the interpretation of the danger that a villain posses, such a man eating shark being dangerous but not very threatening if you are on land. For a villain to be a villain they must also pose a threat. They can not just be a dangerous villain and just hide in their little hole doing nothing at all. Threats can be big such as world ending or small affecting one person. But then again, threat, is all about perception, for example a villain with a weapon of mass destruction can be just as threatening as one who has the loved one of one of the PC as hostage. 4)Personality: One dimensional characters are boring. So are one dimensional villains. Most exciting stories and people are not simple, and neither should "evil" or your villains. Create a background and history for your villain; where do they live? Do they have a life besides being just a villain? What do they do when they are not committing evil acts? This is not only for your PCs but for you as the DM/GM it allows you to slip into the mentality and mind of your villain and what they think and do, and how they act and re-act. "Do they feel guilty about what they do? Do they steal money because of an obsession or sheer boredom? Do they inflict pain on others because they can or because they were beaten as a child?" Why are they a villain? and what makes them one? 5)Balance: Just as not all PCs are totally good not all villains are totally bad. Villains are just PCs in reverse who believe in a different idea of what is "right and wrong". A good idea to gauge the balance of a villain is put them in a situation and imagine what they would do? What if after a battle with the PCs, your villain hears the crying and screams of children beneath a building knocked down during the fighting. How would your villain react? Would they feel guilty? How would they react if it was the PCs fault that the building collapsed instead? Who is around and watching? Do they save the children or not? What to Avoid: Simplicity and Repetition There is a difference between a bad guy and villain. Some bad guys maybe villains, but not the villains that your group of LVL.5 PCs are looking for. There are criminals and true blue villains, and the difference between them can be boiled down to the "simplicity and repetition" of their confrontations with the PCs. A bad guy being someone your everyday police and city guards will deal with, because they do it everyday, while a villain being something completely different. Try to avoid the whole, "Figure out there is evil afoot, find evil, fight evil, defeat evil, then rinse and repeat." Realism and Plausibility There is always a place for some form or realism and plausibility within any story, movie, tv show, and PnP adventure. Sort of... Many players complain about the abilities of villains as not being "realistic", when expecting realism in a this kind of game world and medium is generally unrealistic in and of itself. Such as a PC complaining of a villain instantly neutralizing a PC with one hit as "unrealistic" when they themselves just killed 6 enemies with a single attack, while their magic friend shoots lightning from his finger tips, or when a villain has already robbed 37 banks and killed 124,459 people and have no one after them, but when the PCs steal a item from a store and the whole city is against them. When in actuality what players are looking for is plausibility. That although your villain has a upper advantage that actually "makes them a villain", they are also plausible and make a certain amount of sense as to why they are like that. Players what world that although are not realistic, do make sense. And one way is adding real life "laws" and "actions and reactions" to the actions and reaction of the villain and PCs. The addition of real life laws, actions and reactions to PC and villain actions make the world plausible no matter how unrealistic it may seem. 1)Looks over Substance: An evil looking good guy will be treated as a bad guy ,and a honorable looking bad guy will be treated as good guy at first, if neither has established themselves as what they truly are through actions, deeds, and words. Good guys aren't good guys until they do something good and bad guys are not bad until they do something bad. For example, a monstrous good guy having civilians and on lookers run away from him, resist his help, choose to fight him themselves, or be frightened by his appearance. Even after being established as a good guy , some may still fear, don't trust, or be wary of the hero and choose to believe any rumors of evil deeds the hero may have done if they have not met them or heard of him before. This also works for villains as well. Let's have a beautiful villain instead, who is less likely to invoke fear even though she is a murderous devil. She realizes this and uses this to her advantage and manipulates, charms, and influences others to her own agenda. And if found out, it will be easier to convince the local people that they are mistaken of that she is "sorry" for what she is has done and swears to "turn over a new leaf", with tears in her eyes. Or even convince them that it was all actually the monstrous looking good guy instead. It is human nature and logic, that we judge a book by it's cover and we know that better, but if a innocent looking 23 year old girl wearing a sundress and a 35 year old man in a spiked leather outfit approach you, who would you rather believe mugged that 60 year old grandma? 2)The Human Spirit No matter how alien, foreign or different a character or villain maybe, the human spirit still presides within them. This human element can help build memorable villains, epic adventures and include that sense of realism and plausibility. We all recognize fear, love, hatred, doubt, guilt, anxiety, honor, bravery, self-sacrifice, joy, laughter, pain, hopelessness, and misery. And the GM/DM should use the existence of these things and incorporate them within their story, characters, quests, and villains. No matter how powerful or implausible a character or villain is, if they still suffer and experience from the same emotions and things as ordinary folk, them become that much more real and memorable. Develop the joy, loves, fears, hates, weaknesses, strengths, of your characters and villains. It adds that human spirit. 3)Following the Path of Logic To keep this simple, imagine yourself as a regular person of ordinary inhabitant in your PnP world. And then imagine how you would react to all the crazy stuff that goes down in certain situations and act accordingly. Such as the mayors actions when he finally confronts a group of masked "heroes" who stopped a "super villain" but caused millions of dollars of property damage along the way. Or the actions of a city guard investigating unusual sounds from a closed local shop at night, to see a group consisting of a giant orc in ornate steel plate armor, an elf wearing skin tight black leather, and a human wizard wearing fiery red robes. This also should work against or in favor of the villains as well. With their presence and action creating the appropriate responses and reactions that a logical person would do at that moment in time. A good rule to follow is Newton's Law: "For every action, there is an equal and opposite reaction." There is a lot more information, and things to consider. I have very much summarized, but I hope this helps you or anyone making a villains but the last parts apply to villain, hero, NPC, and PC alike. Good Luck, and remember to have fun.