Foreword:
I've been looking into various means of a classless d20 system trying to make it work. However, too many advancement assumptions and such want class levels for a balanced and sensible game experience. My approach to this conundrum is generic classes, which can easily be fit into any mold. The Generic Classes from Unearthed Arcana will be my basis, but I'll do an adjustment to better ensure the gain of the various class features over the levels instead of just a grab bag of bonus feats.
Talents:
Classes will have a number of features called Talents, divided into minor and major. You can take two minor talents over one major talents, but not vice versa.
Classes:
Warrior:
Hit Die: d10
BAB: Full
Saves: one good, two bad
Proficiencies: All armors and shields, simple and martial weapons
Talents: two major, six minor
Skills: 4 + Int mod per level, quadruple that at Level 1.
Class Skills: Craft, Profession, any six others.
Caster:
Hit Die: d4
BAB: Half
Saves: one good, two bad
Proficiencies: No armors, any six simple weapons
Talents: one major, three minor
Skills: 4 + Int mod per level, quadruple that at Level 1.
Class Skills: Craft, Profession, any eight others.
Spells: Choose a mental stat. If your casting is based on Intelligence or Charisma, you count as an arcane caster; if your casting is based on Wisdom, you count as a divine caster. You may draw your spells known from any nonprestige class with nine levels of casting. You have a number of spells known equal to a Sorcerer and use the Sorcerer's spells per day table; except you can one less spell per day of each spell level. Your casting stat must be 10 + the spell's level to be able to cast a spell.
Expert:
Hit Die: d6
BAB: 3/4th
Saves: two good, one bad
Proficiencies: Light armors, simple weapons
Talents: two major, five minor
Skills: 8 + Int mod per level, quadruple that at Level 1.
Class Skills: Craft, Profession, any sixteen others.
Battlecaster:
Hit Die: d8
BAB: 3/4th
Saves: two good, one bad
Proficiencies: Light and medium armors, shields without tower shields, simple and martial weapons
Talents: two major, four minor
Skills: 6 + Int mod per level, quadruple that at Level 1.
Class Skills: Craft, Profession, any twelve others.
Spells: Choose a mental stat. If your casting is based on Intelligence or Charisma, you count as an arcane caster; if your casting is based on Wisdom, you count as a divine caster. You may draw your spells known from any nonprestige class with six or less levels of casting plus Summon Nature's Ally V and VI. You have a number of spells known equal to a Bard and use the Bard's spells per day table. Your casting stat must be 10 + the spell's level to be able to cast a spell.
List of Talents:
Minor:
Improved Chassis: Increase your class' hit die by one step (maximum d12), improve your BAB by one step (maximum Full), change one of your weak saves to a strong one or gain 2 additional skill points per level, quadruple at first level (maximum 8 + Int mod).
Education: Gain all knowledge skills as class skills, taken seperately. If you take this talent again, instead gain every skill as a class skill.
Evasive: Gain the Evasion feature at 2nd level. Also, gain Improved Evasion at 9th level.
Trap Expert: Gain the Trapfinding feature of the rogue at 1st level. Additionally, gain the Trap Sense feature at 3rd level with a +1 bonus; this improves every three levels.
Damage Reduction: Gain DR 1/- at 7th level. This increases by 1 every three levels.. This DR stacks with all other sources of DR.
Uncanny Dodge: Gain the Uncanny Dodge feature at 2nd level. Also, gain Improved Uncanny Dodge at 6th level.
Turn/Rebuke Undead: Gain the ability to turn undead if you're good-aligned or the ability to rebuke undead if you're evil-aligned. If you're neutral on the good/evil axis, choose either one of them. You may turn/rebuke a number of times per day equal to 3 + your Charisma Modifier. You may not use turning attempts for Divine Metamagic or similar features unless you take them as a major feature.
Animal Companion: At 4th level, gain an animal companion with your effective Druid level being half your class level. If you take this as a major feature, your effective Druid level is equal to your class level and you gain this at 1st level.
Druidic Traits: Gain Druidic as a bonus language. You lose your class features except proficiencies if you attempt to teach this language to a character without this talent until you atone. Also gain Wild Empathy at 1st level, Woodland Stride at 2nd, Trackless Step at 3rd, Resist Nature's Lure at 4th, Venom Immunity at 9th, A Thousand Faces at 13th and Timeless Body at 15th.
Wild Shape: At 5th level, gain the ability to transform into a small or medium animal for a number of hours equal to your class level once per day. At 6th, 7th, 10th, 14th and 18th level, gain another use of Wild Shape per day. If you take this as a major feature, gain the ability to turn into a large animal at 8th, a tiny animal at 11th, a plant at 12th level (same size as an animal) and a huge animal at 15th level.
Elemental Shape: Requires Wild Shape major feature. At 16th level, you can turn into a small, medium or large elemental once per day for a number of hours equal to your class level. Gain an additional use per day at 18th and 20th level. Also at 20th level, you can wild shape into Huge Elementals.
Combat Feats: Gain a Fighter Bonus feat at 2nd level and every 4 levels after that (6th, 10th, 14th, 18th). You can take this talent twice; if you do so, also gain a Fighter Bonus feat at 1st Level, 4th Level and every four levels after that (8th, 12th, 16th, 20th).
Unarmored Prowess: Gain your Wisdom modifier to AC while you're unarmored and don't wear a medium or heavy load. This AC bonus increases by 1 for every 5 levels (5th, 10th, 15th, 20th). Additionally, gain +10 ft movement speed for every 3 levels (3rd, 6th, 9th, 12th, 15th, 18th). If you're wearing light or medium armor and/or are carrying a medium load, you may only get up to 10 ft of extra movement this way.
Monastic Teachings: Gain Slow Fall as a monk, Purity of Body at 5th level, Wholeness of Body at 7th level, Diamond Body at 11th level, Abundant Step at 12th level, Quivering Palm at 15th level, Timeless Body and Tongue of Sun and Moon at 17th level, Empty Body at 19th level and Perfect Self at 20th level.
Spell Resistance: At 13th level, gain Spell Resistance equal to 11 + your class level. Whenever you are targeted by an effect that can be resisted, you may choose not to apply your Spell Resistance to it.
Aligned Combatant: Choose an alignment component opposed to your alignment. At 1st level, you can cast the detect spell corresponding to it at will. Gain a smite attack against creatures of that alignment once per day at 1st level, plus an additional time per day at 5th level and every 5 levels after that (10th, 15th, 20th)
Track: Gain Track as a bonus feat. At 8th level, also gain Swift Tracker, as the Ranger feature.
Minor Spellcasting: Gain spellcasting as a Battlecaster, except that you may only know spells up to 4th Level and gain the Ranger's spells per day list. You do not gain any spells known from a spell level you cannot cast yet. Your casting stat must be 10 + the spell's level to be able to cast a spell.
Roguish Guile: At 10th level and every three levels after that (13th, 16th, 19th), gain a special ability from the list of the Rogue class.
Familiar: You gain a familiar as a Sorcerer or Wizard. You must have a spellcasting progression to select this feature.
Wizardry: At 5th level and every 5 levels after that (10th, 15th, 20th), gain a bonus metamagic or item creation feat.
Major:
Rage: Gain Rage as a Barbarian once per day. At 4th level and every 4 levels after that (8th, 12th, 16th, 20th), gain another use of Rage per day. Also, Gain Greater Rage at 11th level, Indomitable Will at 14th level, Tireless Rage at 17th level and Mighty Rage at 20th level.
Bardic Music: Gain the Bardic music feature, along with all bard songs on their given level if the requirement for perform ranks is met.
Domains: Choose two domains. Gain the domain's special ability and add its domain spells to your spells known, provided you can cast spells of that level.
Unarmed Combat: Gain Flurry of Blows as a monk. Also gain Improved Unarmed Strike as a bonus feat and the monk's unarmed strike progression.
Holy Champion: Gain an Aura of Good equal to your class level, Divine Grace and Lay on Hands as a Paladin on 2nd level, as well as Divine Health and Aura of Protection at 3rd level. You can also cast Remove Disease once per week at 6th level, plus another use per week every 3 levels (9th, 12th, 15th, 18th). You must retain a Lawful Good alignment and follow the Paladin's code of conduct, or else you lose all class features except proficiencies until you atone.
Special Mount: Gain a special Mount as the paladin.
Favored Enemy: Choose a category of monsters as shown on the Ranger class. Gain a +2 bonus to Bluff, Listen, Sense Motive, Spot, Survival and to damage rolls against such creatures. At 5th level and every 5 levels after that (10th, 15th, 20th), choose another favored enemy and increase the bonus of an existing favored enemy by +2 (including the one just chosen)
Sneak Attack: At 1st level, when attacking an enemy whose denied a dex bonus to AC or is being flanked, deal an additional 1d6 damage with your attack. Enemies immune to critical hits are also immune to sneak attack. Every odd level, increase this damage by another 1d6 (3rd, 5th, 7th, 9th, 11th, 13th, 15th, 17th, 19th)
School Specialization: Only the Caster class may choose this feature. Select a school of magic (Abjuration, Conjuration, Divination, Enchantment, Evocation, Illusion, Necromancy, Transmutation). Gain an additional spell known at each level of that school, another spell per day that must be of that school, as well as +2 to Spellcraft checks related to that school. You also select two other schools as barred schools, from which you cannot learn any spells. You cannot choose Divination as a barred school and if you choose Divination as your specialization, you only need to bar one other school.