It took the material that Bard Games had in the Complete Alchemist put it into a new book along with other systems hinted at & touched upon within "The Complete Spellcaster" & "The Complete Adventurer". This made it into a completely different package. What's in this package?
"Rules covering 8 character races, 32 "professions" (classes), a relatively easy combat system, a large magic and spell section, alchemical creations, and magic items. This edition contains many revisions and new material."
All of this came out right at the height of D&D popularity & the Satanic Panic, the red pentacle on The Arcanum 2nd edition book was like giant target for every parent, priest, and preacher around when this book hit the shelves. But the basic systems of The Arcanum 2nd edition were far easier to grasp then Rolemaster at the time & far more accessible. This book was the first part of the Atlantean Trilogy, released in 1984 (with a 2nd edition in 1985).
The Arcanum 2nd edition hit that sweet spot between mythological, legendary, & semi mythical rpging without shying too far away from AD&D first edition. There were the usual races of Elves, Dwarves, Hobbit analogs to be sure but there were other far more interesting PC choices such as beast men, demon blooded races, etc. The system mechanics are simple: a basic d20 roll for most results, armor subtracts from damage, etc. Wizards & magic users were encouraged to stay out of harms way. They are not walking artillery pieces but don't have to memorize spells ala the Vancian system of AD&D. Magic user classes don't do will in one on one confrontations instead they really should have fighter types as associates. This plants the occult muscle squarely in the center of the Ray Harryhausen style of school of magick ala 'The Seventh Voyage of Synbad'. Transformations such as those below were available to Wizards & other magic using classes back in '85.
There have been a number of incidents when I've run across gamers who resented having a skill based system within a book like the The Arcanum 2nd edition because it went against the grain of AD&D 1st edtion's 'rulings not rules' tradition. As for my players over the years the skill system was simple, innovative, and well within the bounds of our style of D&D.
The material here is packaged for both the dungeon master & his players with spells keyed into the PC classes, flavored filled occult symbols, minor magicks, etc. all made within the confines of the classic pseudo pop culture mythological world of Atlantis. There are layers & layers of flavor filled text that pump the book into a class by itself.
The Arcanum 2nd edition is more of a curiosity piece today then a living & breathing rpg system. Sure there are ton of fans who fondly remember both this book & system but many OSR retroclone systems & products have overtaken it. But back in '84 it was state of the art! So are there still things worth looking into?! On the whole if you can find a book for less then a hundred dollars & a group willing to invest the time in a system that exists as its own self contained universe then I believe so. Vernie Taylor & Stephan Michael Sechi the authors of the The Arcanum 2nd edition book would go on to greater success with Talislanta the spirtual sucessor to Atlantis trilogy.
All in all The Arcanum 2nd edition remains a fine resource for a dungeon master looking for something different then the usual 1st edition material Advanced Dungeons & Dragons material.
If your looking for a far more in depth review I did one back in 2015. This review has all kinds of details about ins & outs of the Arcanum system.
For now keep em rolling!