Step 1 - Character Concept
     The first and most important part of character creation is to develop a character concept.  What career does your character pursue?  What does he (or she) look like?  Are they fast or slow?  Are they strong or weak?  Dumb or smart?  Once you have a basic idea of what you want your character to be, you can begin.  However, before you do, write down some basic info, like a physical description, for future use.

Step 2 - Ability Scores
     Generate you character's six basic ability scores first off, using the basic system found in the PHB.  Remember that each ability affects a different part of your character.  Strength increases his melee combat ability.  Dexterity makes him more accurate with a gun, and faster in reaction.  It also increases his Defense score.  Constitution gives him more Vitality points, and determines his Wound Points.  Intellgence gives him more skills.  Wisdom gives him greater willpower, and grants him ability in many skills.  And Charisma aids him in interacting with others.  Remember your character concept at this step.  If your character is fast, give him high Dexterity.  If he is strong, give him high Strength.

Step 3 - Background Skills
     In Call of Duty, all characters start at '0th level', i.e. before taking any classes, with a number of limited skills.  They receive a number of skill points equal to 6 plus their Int modifier.  These may be spent on the following skills, and none other: Climb, Computer Use, Craft(any one), Diplomacy, Electronics, Entertain(any one), Intimidate, Jump, Knowledge(any one), Language(any one), Mechanics, Pilot, Profession(any one), and Swim.  These represent skills learned during childhood and adolescence, be they skills learned in high school, or mere hobbies.

Step 4 - Classes
     Once you've determined your character's ability scores, you can choose his classes.  Remember what career you wanted your character to have during this step.  The classes in Call of Duty are as follows:
   Academic- a free-form class, Academics are intellectuals or students who have a large number of skill points to spend.  Many characters take a few levels in Academic to indicate a period of higher education, where they learned a number of valuable skills.
   Civilian- usually an NPC class, Civilians are a free-form class that details all the non-combatants of the world.  Some characters take levels in this class to improve their skills.
   Criminal- sometimes a character, but usually an NPC, class, Criminals are those sneaky individuals who defy the law for their own gain.  They are skilled, and have a number of career opportunities.
   Investigator- dedicated and intelligent, the Investigator works in law enforcement agencies or with spy agencies to investigate and solve mysteries.  They have a wide variety of skills, and a number of contacts.
   Operative- the sneaky and intelligent spy, these characters work for nations, terrorist groups, or other interests to procure information.  They have a variety of skills and possess a number of contacts and resources other characters don't.
   Protector- the brave men and women who serve others in police forces, Protectors are those who put others well-being in front of their own.  Competent fighters, Protectors also have a number of skills available to them.
   Soldier- trained and proficient warriors in modern armies, these characters are handy with weapons and can handle themselves in combat.  They are masters of special training, and have a long list of career opportunities.
   Tough- generally an NPC class, the Tough is a self-trained soldier.  They are enforcers or mercenaries, without any formal training, but formidable in combat none the less.  They make poor characters, but good henchmen for enemies.
     Unlike in other d20 RPGs, characters in Call of Duty are not expected to start at 1st level.  Novice agents are rarely sent out into the field, at least not on the type of missions that make good RPG fodder.  That's why it is recommended characters start at at least 3rd level.  This can make character creation a little more complicated, as you keep track of every level's new skills and abilities.  It's generally best to proceed one level at a time.  For each level in each class, follow steps 5-7 below.
     Note that the rules for multi-classing have changed from those in D&D.  Having balanced levels no longer matters.  Every character may multi-class once without suffering any penalty.  Every other time beyond the second that a character multi-classes, they suffer a 10% penalty to XP.  Some STOs allow a character to multi-class, and have their new class not count against their multi-class total.

Step 5 - Personal Feats, Special Training Oppotunities and Ability Increases
     The system of feats present in most d20 RPGs has been replaced by two similar systems in Call of Duty.  Personal Feats are most like the old feats.  They represent special skills and attributes that come naturally to a character, or that are a part of his background.  Special Training Opportunities are different.  They indicate unique skills and specialties that characters develop in their given careers.  An example of a Personal Feat would be Alert, meaning that your character is particularly perceptive, and picks up on things in his surroundings.  Meanwhile, a Special Training Opportunity, or STO, would be Sharpshooter, which indicates the character has received training in how to be remarkably accurate with a rifle.
     The occasional Personal Feat and most STOs have requirements to take them.  Some are ability score requirements, such as Dex 14+.  This would mean that they would need a Dexterity score of 14 or more.  Others have skill requirements.  If there were a requirement of, say, Bluff 3, this would mean that they would need at least 3 ranks of Bluff.  However, if it said Bluff +3, than they would need a net Bluff score of 3 or more, including ability score modifiers and modifiers for other feats/STOs.  Some STOs and Feats have proficiency requirements as well, which mean the character merely needs to have that proficiency to take it.  Finally, some STOs and Feats have combat requirements.  Treat these as skills in terms of with or without the '+'.  With the '+', the character should count his ability score adjustments, either Strength for melee or Dexterity for ranged.  Without it they should just take the base score.
     Note that all STOs and Feats gained in a single level are assumed to be taken at the same time.  Therefore, no STO's adjustments can be used to meet the requirements for another STO or Feat in the same level.  Also, note that many Feats and STOs add skills to a class's class skill list.  If acquired through an STO, these only apply to the class which the character has just gained a level in, and is adding new STOs for.  If acquired through a Personal Feat, they apply to all classes the character possesses.
     Personal Feats can be found here on this list.  As said above, they represent personal traits and characteristics of the character, or skills acquired by the character on his own time, not related to his career.  All characters acquire personal feats at the normal rate for feats, as perscribed in the PHB, at 1st, 3rd, 6th, and 9th levels.  Note that these refer to character level, i.e. including all of the different classes which the character might possess.  So a 3rd/4th level Soldier/Operative would have received Personal Feats when he was a 1st level Soldier (2 at this level, actually, since humans get an extra Personal Feat at 1st level), a 3rd level Soldier, and a 3rd/3rd level Soldier/Operative.  As well as Personal Feats, these Personal Feat Slots can also be spent to buy from a limited list of Special Training Opportunities.  These STOs represent skills available to civilians from the private sector, such as helicopter piloting lessons or a background with the Boy Scouts.  Class skills and adjustments for these STOs apply to all classes.
     The following is the list of STOs that may be bought with Personal Feats .  Note that the words in brackets after each feat is an example place where such a skill may be learned in the civilian sector: Airborne Operations [parachute lessons], Aquatic Operations [SCUBA certification], Martial Artist [tae kwon do lessons], Medical Training [first aid classes], Pilot(civilian helicopter, light aircraft) [pilot lessons], Proficiency(knives, rifles, sidearms, motorcycles, trucks, hang-gliders, jet-skis, snowmobiles, boats and sailboats) [NRA membership; frivilous purchases], Unarmed Combat [karate lessons], Unarmed Strike [kung fu lessons], Vehicle Focus [too many pilot lessons], Weapon Focus [life-long NRA membership], Wilderness Survival [Boy Scouts].
     All of the STOs can be found here on this list.  As stated above, STOs are fields of special skills or specialties characters acquire as part of their career.  Most, but not all, classes provide class STOs, i.e. special fields of training for those in that career.  Academics, Civilians, and Toughs have no class STOs.  These are merely members of the civilian sector, and receive no access to STOs (besides those acquired with Personal Feat Slots), and no additional STO slots.  Other classes, namely the Criminal, Investigator and Protector, acquire STOs at the normal rate of at 1st, 3rd, 6th, and 9th levels.  Note, however, that these refer to class levels.  For each class the character has, the count is separate.  Therefore, a 3rd/2nd level Protector/Investigator would have received a Protector STO as a 1st level Protector and a 3rd level Protector, and would have received an Investigator STO as a 3rd/1st level Protector/Investigator.  These are in addition to the Personal Feats they normally receive.  Finally, some classes, namely the Operative and Soldier, receive extra STOs at given levels, described in the Special Benefits section of the class description.
     Finally, skill increases come at the normal rate, and affect the character normally.  Skill decreases, such as from aging, also affect the character normally, but they cannot result in the loss of a Feat, STO, or class.

Step 6 - Skills
    After choosing STOs and Feats, it is generally best to next proceed on to Skill selection.  Each class description described the number of skill points that the character receives at each level.  Also note that since all characters in Call of Duty are human, they receive an extra skill point every level.  As opposed to in normal d20 where every character receives 4x their normal skill points at 1st level, in Call of Duty they only receive 2x.  However, they receive this at 1st level in every class, so that when they multi-class, they once again gain 2x their normal skill points to spend in that class.  Skill points buy a rank in class skills just as in the PHB.  Characters can buy non-class skills, but at 3x the normal cost, as opposed to 2x the normal cost in the normal d20 rules.  No character may have a rank in a skill higher than his character level +4.
     The list of skills for CoD can be found here.  Many are the same from other d20 games, while some have changed.

Step 7 - Contacts
     An important part of any spy campaign, Contacts are people whom the character knows that he can reach out to for information, help, resources, or even a place to stay.  Instead of defining everyone a character knows, Call of Duty instead uses a unique quasi-skill system.  Contacts work just like skills, with the GM setting a DC, and the characters making Contact rolls to try and reach or beat that DC.  Success means that the character has contacts in the area, and can try and contact them.
     There are five Contacts quasi-skills: Civilian, Criminal, Government, Military, and International.  Civilian, Criminal, Government, and Military are all self-explanatory in their function: they represent the level of contacts held in that field.  Civilian contacts might be doctors or journalists.  Criminal contacts are smugglers, thieves, and the mafia.  Government contacts include not only politicians, but also law enforcement officers and intelligence officers.  Military contacts might be mere soldiers or specialized army intelligence officers.  International is a different kind of skill, which is paired with one of the other four skills when making a Contacts check.  It represents to what range, internationally, a character's contacts reach.
     When making a Contacts check, the GM fist decides whether or not a character is in his native area.  Generally this means the character's home country, though not always.  If he is not in his native area, a character must first make an International check, to make sure that his contacts can be reached or will be able to help him in the area where he currently is.  A character having access to unbidden help can ruin a scenario far too easily, so these rules leave the GM in charge of the DC for all Contact checks, including International checks.  If the character succeeds at the International check, he makes another check in the appropriate field, either Civilian, Criminal, Government or Military.  A separate International check is needed for each different check a character wants to take.  If the character is within his native area, than you can forego the International check.
     So, for example, let's say an American Operative is seeking to gather information on a group of Malaysian revolutionaries who are funding their operations through illicit heroin smuggling.  He has two fields which he wants to check for contacts: first, he wants to get information from the Malaysian police service on possible farm locations; second, he wants to inquire into the criminal element for possible links between the revolutionaries and the American market.  The character has International +5, Criminal +4, and Government +6.  His GM makes him roll for the Government check first, and sets a DC of 20 for reaching a member in the Malaysian government.  The character rolls the d20 die and gets a 13 which, added to the character's +5 International score, still does not reach the needed 20.  The character cannot find anyone he knows or can reach in the local government.  However, on his second International check for the Criminal check, which the GM also gives a DC 20, the character rolls an 18, successfully passing the check.  He now has to succeed at a Criminal check.  Since he has already determined that the character's field of Criminal contacts extends to the region, the character sets a DC 15 for the Criminal check.  He rolls a 12, beating the DC.  Fortunately for the character, one of his Criminal contacts hints him off to a possible drug trafficker who is known to associate with the revolutionaries; the harbor-master in the closest port city.
     Every character starts with a base rating in each of his Contact quasi-skills equal to his Charisma modifier.  As he increases in level, he gets higher ratings in some of the skills, as detailed in the class description.  A character also has the ability to increase any of his ratings through a number of feats and STOs.

Step 8 - Finishing Touches
     Like any d20 character, especially those starting beyond 1st level, CoD characters have a number of little details that need to be filled out.  The process on doing this is detailed below:
     Attack Scores- a character's attack score is detailed in his Class description, and is described either as Poor, Average, Good, or Excellent.  These mean you advance at the following rates, by level:
Poor- +0, +1, +1, +2, +2, +3, +3, +4, +4, +5
Average - +0, +1, +2, +3, +3, +4, +5, +6, +6, +7
Good- +1, +2, +3, +4, +5, +6, +7, +8, +9, +10
Excellent- +2, +3, +4, +5, +6, +7, +8, +9, +10, +11
Don't forget to add in modifiers for Ability Scores, Feats, and STOs.
     Saving Throws- each Class description also gives a verbal description of a character's advancement in each of the three fields of saving throws.  The following rates are the rate at which you advance, by level:
Average- +0, +0, +1, +1, +1, +2, +2, +2, +3, +3
Good- +1, +2, +2, +2, +3, +3, +4, +4, +4, +5
Excellent- +2, +3, +3, +4, +4, +5, +5, +6, +6, +7
Do not forget to add in modifiers for Ability Scores, Classes, Feats, and STOs.
     Vitality Points- every character gets a number of Vitality Points equal to his Constitution score plus a roll of his Hit Die at each level (plus his Constitution modifier each level).  There can be modifiers for Personal Feats.
     Wound Points- every character also gets a number of Wound Points equal to his Constitution score.  This number can get larger due to some Personal Feats.
     Initiative- every character's Initiative is equal to his Dexterity modifier, plus any adjustments for STOs or Personal Feats.
     Defense- equal to character's Dexterity modifier +10, can be adjusted by armor.
     Variant Rule: Alignment- while not generally used, GMs may include Alignment in their campaign if they so choose.  Use the same rules presented in the PHB.

Step 9 - Equipment
     As important as any other part of a character, his tools define who he is.  In Call of Duty, there is no set amount of equipment to start at, or specific lists of equipment.  Rules for translating real-world equipment into game stats are provided elsewhere on this page.  Your GM should tell you just how much equipment you get to start with.  If you are a GM, be sure to check the Campaign Options sheet for some guidelines, depending on what kind of campaign you want to run.