I'm curious why we don't see more game systems where you automatically and gradually improve as you use skills. Use diplomacy a lot? Your ability in it would improve, just like in real life. No need to clicky buttons on a level-up screen. Suddenly decide you like to chop, chop a lot with mighty axe of vorpalness instead? In that case your ability with axes would start improving -- perhaps even slowly degrading the diplomacy skill if you rarely use it anymore. The only place explicit points ever made sense to me RP-wise was during chargen. That aside, I loathe the level system a whole lot more than the skill system. Although the skill system doesn't make much roleplay sense, it's more flexible and fun than the artificial railroad of the level system.