Character Build: The Chameleon

They draw closer every day. Every time I think I've shaken them, they somehow pick up my trail once more. I need to be more unpredictable, more untraceable. I've invented some new cocktails that should throw them off for a little while... assuming they don't get me killed. But I don't have a choice: I need to keep running, keep morphing, keep changing... Otherwise I'm through.




The jack-of-all-trades is an alluring, yet elusive concept. Such a build can use any armor, any weapon, any spell or any skill with a certain degree of expertise, and is thus very versatile. The price these builds often require, however, is a ton of grinding and leveling. For each skill you use, you usually have to level and perk it first, and the result is that you don't really get to enjoy the versatility these builds offer until an outrageously high level, and much of your gameplay leading up to it is mind-numbing power-leveling.

This build seeks to find a way around this issue, putting perks into only one skill: Alchemy. Using this build, you will utilize specific cocktails of potions of various effects to imitate and seamlessly blend between any classes you want, constantly adapting and changing according to your immediate surroundings. In other words, you will become...


The Chameleon 1284423652?profile=RESIZE_710x


Note: This build makes use of the Ordinator perk overhaul for certain conveniences and boosts, though it should be relatively simple to convert it to Vanilla. I'll be explaining the reasoning behind my perk choices, so you should be able to translate the build fairly well.


~Build Overview~


Race: Obviously the ideal race for a build named after a lizard is Khajiit I'm just kidding. Honestly, the choice of race is up to you, since there are no real benefits to Alchemy from any of the Vanilla races. I went with Argonian, because chameleons.

Stats: 0 Magicka / 1 Health / 3 Stamina. Fortification potions will mostly account for Health and Magicka pools. You'll want to invest a lot in Stamina because you'll be carrying around a bunch of potions, ingredients, and gear.

Standing Stone: Thief -> Choice. Use the Thief Stone to help with leveling Alchemy, then switch to whichever one you like. Heck, roll some dice and pick one randomly for a bit, then change it up.

Spells: Any. As you play classes that use spells, you'll inevitably level up your magic skills, even though you won't be perking them. As a result, you'll still be able to purchase higher-level spells. The increased Magicka cost will be offset by potions and gear.

Shouts: Any. Whether or not the Chameleon is the Dragonborn is up to you, and whatever Shouts he may or may not use is also your choice. If you do decide to use Shouts, I recommend using the Shouts that synergize most with whatever class you're currently playing.

Major Skills: Alchemy

Minor Skills: None



My back aches from lugging all this junk around. I've gotten better at changing in and out of clothes and weapons than I ever thought I'd need to be. But it's necessary to keep them guessing. Just wish I'd picked something lighter to wear...

Admittedly the gear for this build can get a bit hairy, as with most jack-of-all-trades builds. The fact is that you'll need to carry around everything a specific class may need, and since you'll be changing classes spontaneously, you need to carry everything all the time. This is why you'll be putting most of your points into Stamina. The payoff is completely worth it though, trust me.

I also recommend some kind of inventory mod like SkyUI or iEquip to make managing your gear and potions more efficient.



  • One-Handed weapon of choice
  • Two-Handed weapon of choice
  • Bow + arrows of choice
  • Any staves you may want to use

For the weapons, you may want to consider using silver. The enemies that they are most effective against are often immune to poison, which this build uses to a large extent, so the extra damage will help balance things out.



  • One set of Light Armor + Shield
  • One set of Heavy Armor + Shield
  • A set of clothing/mage garb

What your armor is and what enchantments (if any) it has is up to your preference. Ideally you'd pick something that works across a variety of classes and playstyles, for maximum compatibility. Examples would be enchantments along the lines of elemental resistances instead of fortifying a specific skill.


You should also put together an "Alchemy outfit" for whenever you make batches of potions. Wear as much gear with the Fortify Alchemy enchantment as possible; this includes Circlets/Hoods/Helmets, Necklaces, Rings, and Gauntlets/Gloves. You can find these things around the world and in shops. Check out the Radiant Raiment in Solitude for some enchanted jewelry.


~Gameplay and Perks~


I'm nothing without my potions. They keep me safe, anonymous... deadly. The day I find myself without 'em is the day I get caught.

The Chameleon is totally reliant on Alchemy, having no perks in any other skill. As a result, you can bet that this skill is well-developed for taking on nearly any situation. In other builds, the boosts and perks for Alchemy you'll be using here would certainly be overpowered, but for a build that relies so completely on potions, maximizing your effects is a must.

3770127688?profile=RESIZE_710xThe Physician perk allows you to choose between increasing the effect of potions that boost Health, Magicka, or Stamina. I recommend choosing Magicka, because you may find that potions of Fortify Magicka aren't enough without it when using higher-level spells.

Ordinator's Advanced Lab offers you a +25% boost to the potions you make there. Taking the further perks will give you additional benefits, such as doubling your potion output, which is very handy when you use the rarer--and stronger--ingredients later on. Where you put the Advanced Lab is up to you, but since you can only have one at a time, you should choose someplace accessible. I personally had my Chameleon holed up at the Alchemist's Shack. The alchemy lab there is out in the open, amongst a pretty little garden. Seemed fitting.

You'll also want to take the poison-related perks. The Chameleon will use lethal poisons to make up for any damage deficits. Bottomless Cup is a gods-send for poisoning your enemies, giving you one additional poisoned hit for every 10 levels. Alkahest lets you ignore some armor rating, and Amplify Lethality is perfect for dealing with particularly strong enemies or bosses.

Witchmaster and Chymical Wedding both give you a chance for additional effects, which usually benefit your current class in some way. The rest of the perks are either for getting to later perks or provide helpful, but not crucial boosts to the Chameleon.

The last perk you'll want to acquire is That Which Does Not Kill. This perk gives you a huge bonus to potion making, but it'll make you work for it. Lots of preparation is needed for taking this perk: upon taking it, for 60 seconds, you'll take 150 damage per second, so having a full stock of restorative elixirs is key. The payoff is a massive boost to your potions and therefore your gameplay as a whole. Think of this as the Chameleon's final mastery of Alchemy.



I'd like to see someone else who can sweep through the front lines with a greatsword and heavy armor, blast someone else apart with magic, then disappear into the shadows without a trace, all in the span of the same battle. Oh, and without any kind of training. I'd be the best alchemist in Tamriel if I wasn't constantly running for my life. What sick cards Fate has dealt me...


The gameplay for this build is as unlimited as your imagination. I know that sounds cheesy, but it's true. Once you finish the relatively brief process of leveling and perking Alchemy, as well as getting the necessary gear, you will be able to mimic nearly any class you want, with the right mixture of potions. These mixtures will be discussed further in the next section, along with some premade examples.

The classes you choose to imitate are entirely up to you, but I recommend choosing the class that most benefits you at a given moment. For example, dealing with a lot of ranged/magic enemies may encourage you to pick an archery or magic-based class, while dealing with a swarm of melee enemies might best be done with a tanky melee class. To get started, you may want to look at the premade classes from Oblivion, and work from there.

Switching to a different class causes you to inherit that particular class's weaknesses as well, which adds a level of balance to this build that makes it all the more enjoyable. It further forces you to commit to that specific playstyle in order to stay alive, and thus strays from being overpowered.

An apparent drawback to utilizing potions over developed skills is that most of the potions you'll be using only have a duration of about 60 seconds. But this is actually a blessing in disguise. Your cocktails will last roughly the duration of one or two battles, then you're given the opportunity to entirely change your effects and gear to become an entirely new class for the next battle or two. Essentially, you'll be constantly adapting to whatever your immediate situation is, blending seamlessly between classes of your choosing. This idea is where the build gets its name.



-Cocktails of the Chameleon-

Last week's creation was a disaster. Dunno what I was thinking, combining my potions like that. Nearly got myself killed. Bright side is that it must have thrown my pursuers for a spin. Lucky me.

The Chameleon's versatility stems from its use of specific combinations of potions, which imitate the devlopment of certain skills otherwise achieved through leveling and perking. What these combinations are is entirely up to you, but this may seem a bit overwhelming at first. Below are some basic class templates--with potion effects and playstyles--for you to reference while you get the hang of juggling the moving parts of this build.

For each class you use, you should poison its weapon, if it uses one. The damage boost from your poisons in combination with fortifying that particular weapon's corresponding skill should be enough to render you a deadly warrior.


Mixture of the Knight3770148595?profile=RESIZE_710x

  • Fortify Block
  • Fortify Heavy Armor
  • Fortify Health
  • Fortify Health Regen (optional but really nice)
  • Fortify One-Handed

You probably know how to play this one. Your basic bash-and-whacker. Very noble.



 Mixture of the Assassin

  • Fortify Sneak
  • Fortify One-Handed
  • Fortify Archery
  • Fortify Light Armor

This one's likely a fan-favorite of just about any game (P.S. It's mine too). You're a sneak archer until you get close enough to stabby stabby. This class also benefits greatly from potions of invisibility, so keep some of those handy, too.




 Mixture of the Spellsword

  • Fortify One-Handed
  • Fortify Magicka
  • Fortify Magicka Regen (optional)
  • Fortify Destruction/Other Magic Schools
  • Fortify Heavy/Light Armor (your choice)

Spellswords are a tad more complex, but come with a ton more versatility. You wield a blade in one hand and some kind of magic in the other, usually a Destruction spell. This is a great introduction to the complexity this build can achieve once you get the hang of things.




These classes, along with the other premade classes from Oblivion, are great starting points. With these, you'll be able to handle just about anything that comes your way. But that's not where the fun stops: this build really shines when you mix and match different potions and gear, creating your own custom classes and playstyles. Sometimes you'll become an abomination, lacking any kind of synergy, but other times, you'll discover new playstyles that you may even want to explore further in a dedicated playthrough.


-Some Notes-

Alchemical Supplements - Most of your potions will go towards combining into certain classes. But there are many potions in the game that benefit you in a different way; elemental resistance and attribute regeneration most prominent among them. Feel free to sprinkle these kinds of supplemental potions into whatever class you see fit for an extra bit of survivability.

Master of None - Now, I'd be remiss if I didn't admit that this build has some downsides. Because you aren't actually taking perks in any of the skills you're using in your classes, there's no way you'll achieve "completeness" in any of them. By that I mean you won't achieve the level of development and synergy that can only come by carefully selecting certain perks and unlocking new abilities. However, I feel that the versatility and low cost (time and effort) of this build more than makes up for it.


~Quests and Roleplay~


I don't even know what I'm doing at this point. I'm just taking whatever comes my way, praying that it's enough to throw them off my trail. Slaying dragons one day and murdering emperors the next? That's gotta confuse 'em... Right?

Recommended Quests: Any and all of them.

With this build, all doors are open to you. You can join any and all Factions without worrying about whether or not they "support" a certain playstyle: You can simultaneously be the most fearsome warrior of the Companions, the most sly thief of the Thieves Guild, and the wisest wizard of the College, all without taking any perks in their respective skills. It's really quite liberating.

Stories will follow of the Chameleon's exploits, but each one will detail a seemingly entirely different person. No one will realize that the Chameleon is the one responsible for everything, and no one will be able to catch up with him.

The aim of the game here is to mix up what the Chameleon does in order to throw off his pursuers; the more mis-matched the quests and Factions, the better. 


The Chameleon is a fugitive of his homeland with his pursuers hot on his heels, forced to constantly run, constantly change, constantly morph. His interactions with the people of Skyrim will be as unpredictable and varied as his gameplay, by necessity. Every time you talk to someone, adopt a different personality. At one time you'll be honest, wide-eyed, and innocent; another, you'll be a disillusioned, sarcastic jerk.

You can take this further by having the Chameleon adopt the stereotypical personality traits of whatever class he imitates. For example, being a Knight would make him more noble and chivalrous, donating to the poor, while being a Mage could actually make him smarter, and being a Thief could make him more shifty and likely to steal things. Who knows how he'll act when morphed into one of your mashed-up classes?

Eventually all the changing and hiding is going to get to him. Will he even remember who he really is by the time this is through? That's for you to decide.



~Closing Remarks~

And that's it! I figured that a shorter build would be a welcome change compared to my usual monsters. I hope that you found this concept interesting, and maybe even worthy of a playthrough. I certainly had a lot of fun with it. So long, and happy building!


Credit to Curse for helping me figure out the writeup. And, you know, actually getting me to post this thing.


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  • Hey Shadon,

    I’m proud of you mate. From everything that I’ve heard about this build over the weeks as you worked on it, made me become more and more excited to see it finished. Combining a simple role play with an unique build is just great, especially with those little passages of yours detailing the character’s ‘stories’

    One little nitpick is that the red in the Perk Spread is a little hard to read but that’s it. I’ve definitely got to try this out for myself. Would be interesting hearing about what ‘classes’, potions and situations people get themselves into.

    +1 from me!

    • Thanks, Lee. I'll definitely try to fix the perkspread when I get the chance.

  • It's hard to be original but by the nine, you've done it! I love that this is a realistic build that can be fulfilled in a relatively short amount of time. Roleplaying-wise, I like how you kept it super open so that we could rp as we please and according to the playstyle at hand.

    Your writing was very succinct per section and each monologue that you wrote was awesome. Other than Lee's comment on the colours for the perk spread, I think this build will be a Ning classic!


    • Thank you!

    • To echo what Awareness has said this is  quite easily one of the most creative uses of Ordinator perks I’ve ever seen. Bravo friend!

      • Thanks, man. I'm really happy that the build turned out to actually be viable.

  • I'm glad I had the opportunity to help you with the build. Hard to believe you were hesitating to post something this unique. It really is the best Jack of all trades type build I've ever read. 

    • Thanks, Curse. I guess I just needed a kick in the pants. Hopefully I'll learn from this and be less hesitant in the future.

  • This is a fantastic build from concept to the end presentation. I think the only thing I am missing is an argonian pic or how you see your character but then I thought DUH that would change constantly. But it would be nice to see a "default" of when your character is brewing potions.

    I don't know ordinator at all besides some videos from a few skyrim youtubers describing some perks and some other builds. My eyes usually glaze over from the crazy amounts of effects and perks lol. I can only say from your write up that this sounds amazing and puts a huge +1 for mods opening up some possibilities.

    Great job and I look forward to more character builds from you. Hope you plan to do more! 

    • Thanks, Henson!

      Honestly for the "default" look of my character I just had some robes equipped or something. The rest went towards making that "alchemy suit" I mentioned early on. It was basically a mishmash of anything I could find that fortified Alchemy.

      And I do plan to do some more builds, though probably not as unique in terms of gameplay as this one.

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