Five mighty empires are at war for the world.

Their banners flying boldly, they march towards glory.

The ferocity of the Bear. The pride of the Lion. The endurance of the Horse.
The reach of the Eagle. The power of the Elephant.
Come the dawn, the world will be remade, and one empire will rule over them all...

But it is in the shadows that true power lies… a Serpent, a Spider, a Raven, a Rat.
This is not a war for the mighty, with battles waged on the open field.
This is a war fought by empires unseen—a war of whispers.

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 THE PALE RAVEN
Empires rise and fall, but
the everlasting and growing
knowledge of the Pale Raven
endures. It is a wise ruler that would
seek such sure counsel. The Pale Raven
seeks no reward but that their knowledge
survives and grows.

THE SUPPLICANT
SPIDER
They walk the halls of
power as lowly servants, heads down,
unfeared and unloved. They are spiders
hidden in high corners, spinning a web in
service to no king or lord, but in service of
the downtrodden and forgotten.

THE CULT
OF THE RAT
A mysterious new religion
has arisen among the royal families of
the five great empires. The Cult of the Rat
tempts the rich and powerful to join their
feast, and of course to contribute their
worldly goods and influence.

THE ENDLESS
SERPENT
The followers of the Endless
Serpent encircle the globe. The Serpent
often takes a more physical approach to
coercion. The goals of the Serpent are many,
and seemingly not all nefarious, but no
outsider can make head or tails of them.

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 OVERVIEW
A War of Whispers is a competitive board
game for 2 to 4 players. Five mighty
empires are at war for the world, but you
are no mighty ruler. Instead, you’ll be
playing a secret society who is betting
on the results of this war while pulling
strings to rig the results and ensure your
bets pay off. A War of Whispers is a game
of deep strategy, hidden agendas, and
shifting loyalties.

GOAL
You start the game with 5 loyalty
tokens, each corresponding to one
of the 5 different empires. You will
bet randomly on a loyalty value. Your
primary goal is to ensure that when the
game ends, the empires you are most
loyal to control the most cities across
the globe.

CREDITS
Game Design
Jeremy Stoltzfus

Game and Creative Development

Dann May
Brenna Noonan

Art
Tomasz Jedruszek

Art Direction and Graphic Design

Dann May

Kickstarter and Marketing

Brenna Noonan

Executive Producer
Dan Yarrington

Published by Starling Games

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 COMPONENTS

40 Empire Cards
(8 x 5 kinds)

100 Banner Cubes

(20 x 5 kinds)

1 Game Board

36 Agent Tokens
(9 x 4 kinds)

4 Turn Trackers

4 Player Boards

1 First Player Token

20 Loyalty Tokens
(5 x 4 kinds)

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 SETUP First Player
Determine which player will go first
Player Boards and Tokens by any means. That player takes the
To start the game, each player chooses first player marker (J). The first player
a matching player board (A), set of marker will change hands throughout
agents (B), and loyalty tokens (C), the game, and the player who holds it
and sets them aside. Place the “1” turn will be referred to as the first player.
marker beside the “Start” space on
the board (D) and the other three turn Loyalty
markers near the turn tracker (E). During setup, you and your opponents
will each need to place your initial
The Five Empires loyalty bets on the five empires. To do
Once that is done, it’s time to set up the so, shuffle your five loyalty tokens and
empires. There are 5 empires in the randomly place them face-down on
game, each represented by a different the five indicated loyalty slots on your
color and animal: The Bear empire (blue), player board. After placing your bets
The Lion empire (yellow), The Horse you may peek at them, and may do
empire (brown), The Elephant empire so at any time during the game. Each
(green), and the Eagle empire (red). loyalty token represents a bet on one
of the five empires. Loyalty tokens and
For each empire, place all banners
scoring are described in detail on page 8.
(cubes) of that color beside the board in
a pile near their associated councils to
create the banner reserve piles (F).

The empire cards are then split into 5

MAP SYMBOLS
empire decks and placed beside each Farm: Referred to in council
of the corresponding empires (G). position actions. Expands the
supply limits in a region to 6.

The Map
The map on the game board is broken Fort: Referred to in council position
down into different colored empires actions. Adds 1 banner to the defending
army during an attack.
which are further broken down into
regions. If any region on the map
contains a small banner image, it City: Referred to in final scoring. See
indicates that a banner of the color page 8, Loyalty Tokens and Scoring.
matching this empire should be placed
there. For example, a yellow region Banner: Marks the regions an
with two yellow banner images receives empire’s starting banners are added to
two yellow Lion empire banners. before the game begins.

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 D
E
F
x20
G
G

x20

F
x20

G G

x20
F
F
x20

G J
A
B C

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 LOYALTY TOKENS Example: At the end of the game, your loyalty
AND SCORING tokens are flipped to reveal their empire side.
If your Elephant loyalty token is placed on
Loyalty tokens are your primary means the Dutiful loyalty slot and the Elephant
of winning the game. empire ends the game with 3 cities, your bet on
Elephant will earn you 9 points at the end of
You have a total of five loyalty tokens, the game (3 cities x 3 loyalty = 9 points).
one for each empire. You also have
five loyalty slots on your player board: In the below graphic, the score for each of your
Devout (x4), Dutiful (x3), Affiliated (x2), loyalty tokens would be:
Unallied (x0), and Opposed (x-1).
Lion: 4 loyalty x 2 cities = 8 points
Elephant: 3 loyalty x 3 cities = 9 points
Your loyalty tokens will score you Bear: 2 loyalty x 1 cities = 2 points
points at the end of the game by Eagle: 0 loyalty x 4 cities = 0 points
multiplying the number of cities the Horse: -1 loyalty x 2 cities = -2 points
corresponding empire controls at the
end of the game by how loyal you were Your total score would be 17 (8 + 9 + 2 + 0 - 2).
to that empire.

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GAMEPLAY OVERVIEW Gameplay will repeat itself in this order
Gameplay consists of turns broken 4 times, with the 1st player marker
down into four phases: being passed clockwise after each
time. When the “End Game” space on
1. Deploy Agents Phase: In player the turn track is filled, the game ends
order, starting with the first player and immediately and scoring commences.
proceeding clockwise, each player
removes (except for the first turn)
DEPLOY AGENTS PHASE
and then deploys agents to empire Each empire council consists of 4
councils, the positions on the board council positions (Sheriff, Steward,
marked Sheriff, Steward, Marshal, and Marshal, and Chancellor) on which you
Chancellor. can place agents. Starting with the first
player and proceeding clockwise, you
2. Empire Turns Phase: Each empire’s will remove 1 of your agents currently
council position takes an action. on the board (if any) and then take
turns placing 1 agent on any open
3. Cleanup Phase: Add the turn marker council position on the board until each
to the next space on the turn tracker, player has placed 2 agents. The effects
then each player discards down to the and descriptions of these council
hand limit of 5 cards. positions are detailed in the following
Empire Turns Phase section on page 10.
4. Swap Phase: In player order, each
player may swap 2 of their unrevealed 2 Player Games: In a 2 player game,
loyalty tokens. If you choose to do so, each player places 3 agents instead of 2.
you must reveal both of the swapped
loyalty tokens. They remain revealed
for the rest of the game.

The flow of these phases can be seen

by following the arrows around the
perimeter of the board. They flow from
the Deploy Agents space on the board,
onward to each of the council positions,
to the turn tracker, and finally to the
Swap and Reveal Loyalties spaces. You
may move the turn marker piece around
the edge of the board, marking these
spaces to track where you currently are
in the turn.
Agents deployed to the Bear empire’s
Steward and Chancellor positions.

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 EMPIRE TURNS PHASE Empire Control
The Empire Turns Phase begins with A region is controlled by an empire if
the Bear empire’s turn and proceeds it has at least 1 banner there, or if it is
clockwise around the board. During one of their home regions and contains
an empire’s turn, each council position no enemy banners. A home region
in that empire’s council will take one is a region whose color matches the
available action determined by the empire’s color.
player who controls it, starting with
the Sheriff and following the arrows
up to the Chancellor. Available actions
are described in the Council Positions
section on page 11.
The player who controls a council
position is determined as follows:

• If a council position contains one Example: Brown regions are the home regions
of your agents, you control that of the Horse empire. Because of this, a brown
council position. region with no banners present is controlled
• If a council position contains no by the Horse empire. However, a brown region
agents, the player who owns the next containing a blue banner would be controlled
agent to its right within this council by the Bear empire.
will control that council position.
If there are no Agents to its right, Controlling Cities
no player will control it and it will
At the end of the game, the
choose to do nothing as its action.
number of cities an empire
controls multiplied by a
player’s loyalty to that empire will grant
the player that many points. To control
a city, an empire must simply control
the region the city is in.

Example: The Pale Raven has placed an agent

in the Chancellor position of this council, and
The Endless Serpent has placed an agent on
the Sheriff position. On the empire’s turn, The
Endless Serpent will first get to take an action
for the Sheriff. Since both Steward and Marshal
are empty and The Pale Raven controls the
next agent to the right (Chancellor), The Pale
Raven takes the action of all three positions. Example: The Bear empire controls this region
and the city within it.

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Council Positions For every 3 icons present
across all regions controlled
Each council position has one or more
by this empire, draw 1 card
available actions to choose from.
from this empire’s deck and add it to your
hand.
Add Banner Actions
For every 2 icons present
Add 2 banners to any region(s) across all regions controlled
controlled by this empire. by this empire, draw 1 card
from this empire’s deck and
For each icon present across add it to your hand.
all regions controlled by this
empire, add 1 banner to any For every 3 icons present
region(s) controlled by this empire. across all regions controlled by
this empire, draw 1 card from
For each icon present this empire’s deck and add it to your hand.
across all regions controlled
by this empire, add 1 banner to Swap Agent Action
any region(s) controlled by this empire.
Swap this agent with any other
agent within this council, then
For each icon present
immediately take its action.
across all regions controlled
(This does not reset the turn.)
by this empire, add 2 banners
to any region(s) controlled by this empire. Checking Supply
A region may only contain 4 banners at
Attack Action the end of an empire’s turn. If at the end
of the turn there are more than 4 banners,
Attack an enemy army adjacent return banners to the supply until there
to a region controlled by the are only 4 left. If a region contains a farm,
active empire (see Attack
it has a higher limit of 6 banners.
Action on page 12 for details). Only one
region may be attacked using this action.

Draw Empire Card Actions

Draw 1 card from this empire’s
deck and add it to your hand.

For every 2 icons present Example: Two Horse empire banners must be
across all regions controlled removed from the region on the left at the end of
by this empire, draw 1 card the Horse empire’s turn. The region on the right
from this empire’s deck and add it to your contains a farm, so the six Bear empire banners
hand. were permitted to remain in the region at the end of
the Bear empire’s turn.

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 Attack Action Combat
Choose a region controlled by another Combat occurs when banners from one
empire. Move any number of banners empire move into a region controlled by
from an adjacent region controlled by the another empire. Losses are then taken
active empire into the chosen region. You with each side discarding banners at a 1:1
cannot attack across oceans or seas. ratio until one (or both) side is depleted.
If either side has any banners remaining,
If any banners are being moved from they have won the battle.
a conquered region (e.g. a region
containing the active empire’s banners
which is not one of its like-colored
home regions), you must leave at
least 1 banner behind. You can never
completely abandon a conquered
enemy region using an attack.

Example: Horse attacks with 3 banners, and

Bear defends with 2 banners. Horse wins the
battle, and all banners killed are returned to
the supply.

Regions with forts add an extra

Example: The Bear army making the attack banner to the defending army for the
must leave a banner behind to maintain duration of the combat.
control of the Horse home region.

You may never use the Attack action to

simply shift banners among an empire’s
controlled regions, it must be used to
attack into an enemy-controlled region.

Example: Bear attacks with 3 banners, and

Horse defends with 2 banners and a fort. The
battle is a tie. All banners are killed and returned
to the supply. The Horse empire retains control
Example: The Horse army cannot use an Attack of the contested region as it is one of its home
action to move into another region it controls. regions.

12
MARK THE TURN
Place the current turn marker on the
next available space on the turn tracker.
The first player marker now passes to
the next player clockwise. If the last
turn marker is placed, the game ends
(without performing the Swap and
Cleanup Phases), and you proceed to
Final Scoring (see page 15).

SWAP PHASE
Starting with the first player and
proceeding clockwise, you each have
the opportunity to swap any two
of your unrevealed loyalty tokens.
To swap two loyalty tokens, simply
switch the loyalty slot in which the two
loyalty tokens you chose are currently
positioned in and flip them face up so
the empire symbols are now visible.
These are now revealed and cannot be
swapped in subsequent turns.

CLEANUP PHASE
At this point, each player must discard
any empire cards in excess of the
maximum hand size of 5.

Gameplay returns to the Deploy Agents

Phase and a new game round begins.

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 EMPIRE CARDS Playing Cards
To play a card, decide which card
Throughout the game, you will be you’ll be playing and choose one of the
acquiring empire cards and adding abilities listed on it. Then, pay its cost
them to your hand. These can be played —you’ll do this by discarding cards of
from your hand to affect the game in a the empire and quantities shown in the
variety of different ways. Each empire’s cost listed beside the chosen ability. The
cards will have their own symbol card being played counts as one of the
displayed at the top of the card. cards being discarded to pay the cost.
For this reason, the first ability on each
Empire card can be played without discarding
Symbol any additional cards.

You can play a card immediately before,

during, or immediately after using
one of your own agents, and the agent
doesn’t have to match the empire of
the card(s) being played. Any time a
Aer your attack, you may make card is played or discarded, it should
an additional attack with any
surviving banners. be shuffled back into the empire deck it
belongs to.
Aer your attack, kill all banners
involved in that attack.

Subjugate: Aer your attack, for each

enemy banner killed, add 1 banner of
the active empire to any region the
active empire controls.

Cost Abilities
Aer your attack, you may make
an additional attack with any
Note: Card abilities often allow you to break a surviving banners.

rule of the game. Therefore if there is a conflict Aer your attack, kill all banners

between a general rule and a card ability,

involved in that attack.

follow the instruction on the card. Subjugate: Aer your attack, for each
enemy banner killed, add 1 banner of
the active empire to any region the
active empire controls.

5-Card Limit
You may add as many cards to your Example: To play the above ability from an
hand as you like, but during the empire card, you’ll need to discard 2 empire
Cleanup Phase (see page 13), you must cards: this card with its Bear/blue empire
ability, and a Lion/yellow empire card. This
discard down to no more than 5 cards
is not in addition to any other cards, just two
in your hand.
cards total will leave your hand.

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FINAL SCORING ADVANCED RULES
The game ends after the Reveal Loyalty Assigning Agents to Regions
Phase of the 4th round. At this point all When assigning agents during the
loyalty tokens are scored (described on Deploy Agents Phase, instead of
page 8) and the player who scores the assigning an agent to a council position
most points is the winner. If two players you may choose to assign it to any
are tied for equal points then the player region on the map, even if occupied.
that swapped loyalty the least during
the game wins. If both players are still A player’s agent in a region counts as
tied, the player with the most empire a city for that player in final scoring.
cards in hand wins. Players can have a maximum of two
agents deployed to the map. Regions
Player Scores can contain more than one agent, but
Loyalty tokens will score you points not from the same player.
based on the loyalty level they are
bet on and the number of cities the Agents played to a region can be
corresponding empire controls. retrieved at the start of the Deploy
Agents phase, just like any other agent.
Note: Details on scoring loyalty tokens Agents cannot be added or removed
can be found in the “Loyalty Tokens and from the map in any other way.
Scoring” section on page 8.

The player with the highest score wins

and their secret society rules the world
from the shadows.

COMMON TERMS
Add: To take a banner from the supply
and add it to a region on the map.

Army: All allied banners in one region. Example: The Pale Raven has deployed an
agent to this brown region. At the end of the
Banner: A single empire unit, represented game, whatever empire controls this region
by a colored cube.
scores this player points based on their loyalty
to it. For instance, if the Bear empire controls
Home region: A region on the map that,
when empty of banners, is controlled by this region at game’s end and The Pale Raven
its like-colored home empire. has a Devout loyalty to the Bear empire, then
The Pale Raven player will score 4 points for
Kill: Remove a banner from the map and this agent.
return it to its home banner reserve pile.

15