Main problem with that game is that leveling is the same bullshit as it was 15 years ago. It's broken and it will always be broken unless they choose to redesign it.
Most RPG have the same problem but majority use different system with levels which require fixed amount of XP, and after that you can upgrade your char (typical crpg, or pen&paper system like in AD&D).
Elder Scrolls games use more realistic approach where you progress is based on what you do during the game. But it's broken and you can abuse it.
It makes no sense that grandmaster two handed warrior leveled from novice just by swinging his sword the same way for, lets say, 50 hours. I can jump in place for 3 months every day and I'll never become good basketball player.
What they should do is to implement that awesome system from that silly console game called Tony Hawk Pro Skater and tweak it a little bit.
For example, you're novice in two handed sword mastery, you want to get better so you practice and fight. Your progress depends of what you do and it's mainly based on creativity. So if you're creative and don't attack using the same pattern all over again, you will progress. There should be some algorithm which will measure creativity. I would do it by previously recording all possible combinations of moves and those which look the most elegant would grant most XP.
Only change I would make would be to eliminate time as skill factor and make so that you can downgrade from grandmaster back to novice if you play bad. Such system would be awesome for most rpgs and especially for MMORPGs and I would like to see it in c-rpg as well.
Every competitive game should reward skill (reflexes) and intellegence (smart play). Sadly, time is the only thing that matters in modern games, skill is marginalized.
