Midnight is a very creative take on the OGL content for D&D--classes, races, and the magic system are significantly altered, giving a game that is actually a lot of fun to play. Add to that the flavor of the setting, and you have a game that is (my opinion) more D&D than the actual D&D. Heroic paths and restrictions on magic and equipment create a built-in sense of desperation in the game mechanic. The dark forces aren't just stat blocks ... they are malevolent beings who have plunged an entire world into darkness. This is one of the few non-WotC d20 settings that truly competes with the original, and ties Monte Cook's Arcana Evolved for being the most original, most enjoyable way to play fantasy d20. Kudos to fantasy flight for supporting such a great product.
I don't give this 5 stars for 1 reason only: no bookmarks. I bought the pdf because I didn't want another book to lug around, and aside from not having bookmarks, it's a top quality file.
And to the reviewer who gave this item 1 star due to the price ... I don't see the logic in your being angry about how much you decided to pay for something; I mean, you knew how much it cost before you bought it, didn't you?
[4 of 5 Stars!]