Dark Souls 3
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About this mod

Vanilla-friendly Overhaul+difficulty mod.
Weapons and WA rebalance; Passive FP regen; Slabs randomly drop from late game enemies; Shields rework; Scaling rework; Infusions rework; Enemies have 3x HP; Rings improved; Bigger drop rates; Twinkling and Titanite Scales drop from the tougher enemies; And more.

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Between me and Dark Souls 3 there has always been a love-hate relationship, but I guess that's the case with all Souls players.

One thing that I absolutely loved about the game was the abundance of different types of melee weapons. However, it's not all cool and dandy because most of those weapons become redundant fast, and are easily replaced by others that are simply superior, while some are just...useless, and they won't be used, ever, and I despise that with all my heart. <3  Wanna use that cool new whip you've just got your dirty casul hands on? Well... YOU CAN'T! 'CAUSE YOU'LL SUCK EVEN HARDER BY USING IT! That being said, if you are a melee weapons junkie like me, you're gonna probably like this mod.

Also a big let down was when I realized that the dreaded Dark Souls combat was becoming more and more of a stun-lock-one-shot-mortal-kombat-style-flawless-victory fest, which got old fast. Then, I somehow managed to kill the Old Demon King in my first try ever pretty much by accident by mashing buttons together, not knowing where my character was or what was exactly happening due to the size of the boss combined with the awful camera the game has. I've later found out from the wiki that the boss was also immune to my Vordt's Great Hammer frostbite and that he apparently has multiple phases. Yeah...It was pretty difficult for me to notice. All I knew was that the boss had a spiny butt and that I was taking damage...from..stuff. So after I emerged victorious from the very pits of hell feeling confused and a little violated, my face still being sore from all that brushing against the demon's "cheeks", I knew something must be done.

Another thing that I fu...hated was the lack of "mana" regeneration. I mean what's up with that? Is it still 1990? They didn't get the memo or something? ZeLdA sOuLs In ThE hOuSe!%$#  For real now. How many times did you actually use your weapon's skill during your playthrough not wanting to deplete your FP bar? I don't know about you, but wasting my precious estus flask to allot it into some ashen flasks nonsense is a big no-no. And to be honest, when I finally learned how to use the weapon arts I was already halfway through the game thanks to the delightful mouse and keyboard controls the game has. What kind of game needs an online guide for teaching players to use their controls?!

Anyways, this rambling doesn't seem to lead anywhere so...thanks to TKGP's Yapped modding tool and to the Corona Virus quarantine which allowed me to have lots of spare time, I hereby present to you a very serious mod from a very unserious guy...hey, wait...am I still allowed to call myself a guy? Is that politically correct and s***? Never mind, Ta-da!:

Another Introduction:
It's my own mod, I can do as many introductions as I want to. Hah!

Darker Souls is a true-to-vanilla single player *ONLY* overhaul mod (Don't use this online. You will get banned). The game still is very much Dark Souls 3, but more balanced, challenging and with more quality of life things and fixes. It does not add new weapons, bosses or any other new content.

At it's core, it is a combat oriented mod meant for melee characters, designed to turn the sword-poking from this game into actual combat.

All melee weapons have been balanced between each other making every melee weapon a viable and competitive choice. The weapons are obviously still different, with different stats and behavior. The weapons will feel even more balanced as you get more into the late game.

The mod also introduces a new FP regeneration 'mechanic' allowing players to act independently of the ashen estus flask.

Armor is not just for show anymore. Due to the fact that fights are longer now, the amount of damage you will receive overall will be higher, so stacking resistances can make the difference between survival and death when dealing with bosses or troublesome enemies. Weight management will also have more depth because of these reasons.

Increases base item discovery rate and the amount of item discovery rate gained by investing into the LUCK attribute.

All the shields have been reworked, giving players a greater sense of progression, like a RPG should feel like. The further you get into the game, the stronger shields you will find.

Improves on most of the rings found in game, which I felt were too weak or too situational to ever use.

All rings versions can be found during the first playthrough.

Adds rare upgrade materials to the random drop lists of stronger enemies, so players can experiment freely with as many weapons as they like and upgrade pretty much every weapon to +10/+5 in their first playthrough.

And more... Read on for more details.


I will not be listing every single little change (stuff like base weapon damage, weapon scaling etc.) here for obvious reasons. Only bigger or more weapon specific changes will make the list here.
As updates went by, many changes have been left out of these lists. If you're really interested, you must read the changelogs.


  • All enemies, including bosses, hostile phantoms and hostile NPCs, now have 3 times more hp, making the fights feel like actual combat.

  • These changes make dodging, proper positioning and stamina management much more important than before. Long gone are the days when you were just rushing and insta-killing enemies. 

  • Choosing your battles is much more important. Biting more than you can chew by engaging multiple enemies is particularly risky now, since you can no longer dispatch of one of them so easily.

  • Fights will last long enough for Bleed, Frostbite and Poison to be able to proc, making them much more viable now, especially with how the new Poison infusion behaves now (see Poison changes down below). 

  • It WILL turn you into a better player. You won't have a choice really. You will either get better or die miserably over and over again. YAY!

  • Buffed some of the unique NPC enemies so they'll kinda feel like minibosses.

  • Buffed the HP of some of the minibosses.

  • Buffed the bleed/poison/toxic/frostbite resistances of some of the bosses/minibosses so they won't be cheesed by those effects.

  • In NG+ every level will be at roughly the same difficulty as The Ringed City level.


The mod is meant to make players approach battles differently. Going in hard while being under-leveled or fashion-souls-style is most of the time a really bad idea. Gear resistances matter now. Your shield's damage resistances make a huge difference now. Finding the type of damage the boss is weaker to, and using an appropriate weapon can be very important also.

The core of this mod is in the increased difficulty and the huge weapon variety and viability. You're not supposed to play the entire game using the same 2-3 different weapons like you do in the vanilla game, so don't expect to be able to do so with that much ease. Experiment and adapt.

FP and Spells:

  • A new passive FP regeneration 'mechanic' has been introduced: I have added a passive FP regeneration effect to all covenant emblems in the game.

  • Players start the game with a new custom covenant emblem equipped which allows them to benefit from the passive FP regeneration right from the start.

  • The effect regenerates 1 FP point per 0.375 seconds, which means that it takes 33.75 seconds to regen from 0 to 90 FP.

  • Every class starts with 90 base FP which cannot be increased by investing into Attunement anymore for balance reasons.

  • All weapon arts FP costs have been adjusted accordingly. The FP bar will act sort of like a cooldown bar for WA and spells.

  • FP costs of spells have been adjusted accordingly.

  • Spells no longer require INT or FTH to be used. All spells require just one attunement slot. If you find it, you can cast it, as long as you have a catalyst.

  • Spells scale with STR and DEX now. This is a side effect of some other changes I've made to how non-physical weapon damage works.

  • Poison Mist and Toxic Mist spells don't travel as much when cast, making them more comfortable and easier to use for catching enemies inside their 'cloud'.

  • Lifehunt Scythe restores 10% of max HP on top of the usual effect.

  • Due to the FP regen changes, abusable spells (like heals and buffs) are no longer obtainable or usable.

List of removed spells:


  • Weapons scaling has been reworked. The non-physical damage of weapons no longer scales with INT and FHT, instead it now scales with STR and DEX, WA included.

  • The native INT and FHT scaling of weapons has been removed. Weapons that previously had INT and FHT scaling have received a small boost to STR and DEX scaling to compensate.

  • All Infusions have been reworked from scratch with balance in mind.

  • Now, Crystal and Dark infusions will be better suited for weapons with high DEX scaling, while Chaos and LIghtning will be stronger on STR scaling based weapons.

  • Poison, Frostbite and Bleed have been completely reworked:

  • Poison caused by the player's weapons now deals 1% of max HP damage plus 10/12/14/16/18/20/22/24/26/28/30 unmitigated flat damage per second for 6 seconds. Changes apply to Rotten Pine Resin too.

  • Bleed now deals 5% of max HP damage plus 50/60/70/80/90/100/110/120/130/140/150 unmitigated flat damage. Changes apply to Carthus Rouge too.

  • Frostbite now deals 5% of max HP damage plus 200 flat unmitigated damage (300 for Vordt's). Also, increases the damage that the target receives to 15%. Lasts for 16 seconds now.

  • Durability of all paired weapons greatly increased.

Specific weapons changes:



  • The skill of all regular (non-infused) shields is 'Weapon Skill' now, since combat will revolve more around weapon arts. Unique shields with bad skills are also affected by these changes. If you want to use 'Parry' or whatever skill the respective shield originally had you must infuse the shield with any gem.

  • The way shields infusions and reinforcements work have been completely reworked. Now, infused shields gain stability when reinforced, the same way as the regular shields do. This is how things should have been in the first place, but apparently FROMSOFTWARE was lazy as hell and didn't gave shields their own reinforcements parameters, so they used the same ones the weapons used. Also, a few regular shields that used the wrong type of reinforcement parameters in the vanilla game have been fixed.

  • The physical defense and stability of all the shields in the game have been reworked based on their weight, how difficult it is to obtain them and far into the game they can be found.

  • The game will feel more like an RPG, the sense of progression being much stronger now. The player will now constantly find better shields as he advances through the game.

  • All greatshields weigh 25% less.


  • Deprived: Starts at level 0.

  • Herald: Starts with Force spell.

  • Assassin: Starts with Poison Mist spell.

  • Cleric: Starts with Lightning Spear.


Base item discovery rate has been increased to 250 and each point of LUCK grants 5 item discovery rate so that gear farming won't be a seemingly endless, frustrating chore that gets you overleveled.

--Fun story: The first time I've encountered the Black Knight just before the Farron Keep area I knew I needed to have his gear, so I farmed him... When I managed to gather the whole set I was over level 50. Not fun, man, not fun--

  • Symbol of Avarice increases item discovery rate by 200.

  • Sage Crystal Rapier increases item discovery rate by 100.

  • Covetous Gold Serpent Ring increases item discovery rate by 50/100/150/200.

  • Rusted Coin increases item discovery rate by 150 for 180 seconds.

  • Gold Rusted Coin increases item discovery rate by 300 for 180 seconds.

  • I have added twinkling titanite and titanite scales to the loot tables of stronger enemies which I have deemed appropriate to be dropping the mentioned materials.

  • Drop rates for most upgrade materials and gems have been increased, so upgrading lots of weapons is less of a hassle.

  • Titanite slabs also have a chance of dropping from late game enemies allowing players to upgrade as many weapons to +10/5 per playthrough as they want to.

  • Bosses now drop 2 souls (Dancer only drops 1 soul while the Nameless King drops 3 souls) allowing players to get all their transposeable items in the first playthrough.

  • Covenant Currency item drops increased.

  • Armor sets/pieces that normally become available for buying from the shrine handmaid after defeating various bosses or unique NPCs will no longer be sold by her. Instead, they will be dropped or received automatically by defeating said boss or unique NPC.


  • The weight of all rings has been set to 0.5 so the player won't have to switch his entire gear if he goes over the 70% weight limit after changing rings.

  • All rings versions are now obtainable during the first playthrough. I have scattered them across levels as evenly as I could. Explore thoroughly to find 'em all.

Ring specific changes:



  • Stupid looking colorful phantoms glow removed.

  • Thorns Set's damage has been increased giving players a good reason to wear the full set.

  • All armor pieces weigh 25% less.

  • Players can now carry two times more arrows and bolts.

  • Players can now carry 99 rusted coins and gold coins.

  • Players can now carry only 5 Charcoal Pine Bundles and 5 Gold Pine Bundles due to their buffs (see below).

  • All Pine Resins last for 120 seconds now.

  • Charcoal Pine Bundles and Gold Pine Bundles last for 60 seconds now (their vendor prices have also been increased).

  • Bug Pellets last for 240 seconds now.

  • Carthus Rouge lasts for 120 seconds now.

  • Rotten Pine Resin adds 20 poison now, same as Carthus Rouge.

  • Mossfruit last for 120 seconds now.

  • The shop prices of all titinaite materials have been reduced since they're more plentiful now.

  • Most enemies from Ariandel will drop more souls.

  • Investing into Vigor past 50 grants more HP than before.

The mod is for the Regulation 1.35 APP Version 1.15 of the game, with both Ashes of Ariandel and The Ringed City DLCs.

1Go to DS3 Mod Engine's page and download it. Open the archive and put the files 'dinput8.dll' and 'modengine.ini' into the folder named 'Game' which is inside Dark Souls 3's main directory.
2. After that, open 'modengine.ini' and find the line modOverrideDirectory= and after the equal sign type this: "\Darker Souls"    - be sure to type it together with the quotes. The entire line must look like this: modOverrideDirectory="\Darker Souls"
3. Mod Engine will make sure you won't get banned when using Dark Souls 3 mods.
4. Then, extract the contents of my mod's archive into the main folder of the game.

Starting a new character with my mod installed is required for things to function properly. Not doing so may cause issues with the mod that I won't be able to troubleshoot. I am not to be held responsible for related problems if you'll not follow this step, and you'll be on your own.

Starting as depraved highly recommended.
If you're getting the "Failed to save game. Save data is corrupt." error, follow these steps:

1. Backup your saves folder in C:\Users\YourUsername\AppData\Roaming\DarkSoulsIII
2. Install the Champion's Ashes mod and create a new save with it installed.
3. Uninstall Champion's Ashes, but *KEEP* the save you've created with it installed.
4. Install my mod, and on the save you've previously made with Champion's Ashes, create a *NEW* character with my mod installed and play.

4b. If it is still not working, a nexus user reported that setting blockNetworkAccess=1 to 0 and useAlternateSaveFile=1 to 0 in modengine.ini worked for him. However, I do not fully understand how the game is sending data to the official servers. Thus, setting those lines to FALSE (0) can be risky, and I do not endorse it. If you choose to do so, be sure to do it in offline mode at least. I am not to be held responsible if you do this and get banned.

I have no idea why some people get this error, as I, obviously, haven't edited anything else other than 'Data0.bdt'.
To "uninstall" the mod, simply delete the 'Darker Souls' folder inside 'Game'. If you don't need the mod engine files for other mods, delete those too.

I personally like playing the game with a self imposed rule that says I can upgrade weapons by only one '+' every 10 levels/20 levels for unique weapons and shields.

What I mean by that is: +1 at level 10+2 at level 20+3 at level 30 and so on up to +10 at level 100, while for unique weapons and shields I upgrade only every 20 levels.

This way you will be able to keep most weapons that you find upgraded to the same reinforcement level at all times, and you will be able to play with any of them whenever you need it/feel like it.

It is pretty fun, and it makes the game a lot more challenging, and leveling up feels much more rewarding. I personally can't imagine myself playing the game any other way now.

Uploading this mod to other websites is not allowed.

Labeling this mod as your own and reuploading it isn't permitted 

You are not allowed to upload this mod as a translation fix.

Not having fun while playing with this mod is not allowed.

Thanks to:

TKGP for creating Yapped - a tool without which this mod could not have happened.
katalash for creating DS3 Mod Engine.
Xylozi for sharing some of his knowledge of Yapped on the Yapped forum.
Everyone who contributed to the making of the Dark Souls 3 Master Spreadsheet.
Awsome12321 for discovering the workaround for the 'Failed to save game. Save data is corrupt.' error.
My former employer for being such a nice guy letting me stay home and work on this project, for an indefinite period.

ith love, Cyclo