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Message: <blockquote data-quote="77IM" data-source="post: 7308182" data-attributes="member: 12377">I'd make flying "pseudo-tiring;" not using actual exhaustion rules, just making it time limited. For example:While flying, you can ascend for a number of rounds equal to your Constitution modifier (minimum 1 round). The rounds don't need to be consecutive; a round in which you gain no altitude (just gliding on the level or descending) doesn't count towards this limit. Once you have reached your limit, you can no longer fly upwards, only horizontally and downwards, until you finish a short or long rest.Very few PCs ever get Constitution up above +3, so you're basically talking about 1-3 rounds of upward motion. If they have a fly speed of 50, that's at most 150 feet up, but probably only 50-100 feet for most PCs. This should keep the typical PC within range of enemy ranged attacks most of the time.</blockquote>