This project is primarily focused on creating an advanced NPC system. To make the process of creating this system as fun as possible I decided to include a first-person shooter system which lead to the game idea "RAID". The player is the leader of a SWAT team and must lead the team on raids of many different scenarios. The main goal for the NPC system is of course to make their behavior as human like as possible. As friendly co-op NPCs they must have reasonable and accurate logic when responding to player commands and actions but at the same time not just feel like robots that do exactly what the player commands. As enemy NPCs their behavior should be predictable but only to the same extent as a human enemy player would be. The ways the NPC goes about deciding what direction to approach the player from and evaluating areas where it can take cover out of sight of the player is the most important but I want them to have a variety of choices and be able to continuously evaluate their chance of survival and change their attack plan at any time if necessary.