The second edition is a coffee table-style book, designed by Headless Hollow, with a ribbon bookmark; it is called the "Great White Book" by Nobilis fans. Full-page black and white art was commissioned for this book, in particular from Charles Vess and Michael William Kaluta; Borgstrom's flash fiction, set in the game world, fills its large margins. This edition won the Origins Award for Best Graphic Presentation Book Format Product 2002 and the 2003 Diana Jones Award for Excellence in Gaming. Guardians of Order ceased operations in 2006, with an announcement that they would attempt to find other publishers for their games.
Unlike most role-playing game systems, Nobilis does not use random elements in determining success in characters' actions. Instead, Nobilis uses a resource management system; players may spend Miracle Points to succeed at certain actions, but otherwise they rarely fail at what they set out to do. Instead of the action centering on whether or not the characters succeed, the emphasis is instead on the consequences of those actions. Since combat between Nobilis uses up Miracle Points very quickly and a Nobilis can easily defeat even great numbers of humans, social roleplaying is encouraged over combat. Though the characters may seem to have limitless power, in reality they must take into consideration both the outcome of every act and what other Powers or Imperators they may offend in the process.
Each character has 4 attributes: Aspect, which governs their ability to perform superhuman physical and mental acts; Domain, which covers their power over their estate; Realm, which determines how much power they have in their Chancel; and Spirit, which describes how much magical power the Nobilis has. Spirit creates the Auctoritas, a shield that protects them from the Miracles of other Powers. A character's Spirit also determines how many Anchors they may have. Each attribute has a number of Miracle Points associated with it.
The character creation system also makes Nobilis notable by giving players an unusual amount of control over the setting. In addition to creating their own characters a process which already allows for considerable customization the players create their Imperator and Chancel. Players receive a number of points to invest in their Chancel equal to the total amount they spent on their characters' Realm; they may use these to buy special attributes for their Chancel such as special technology or magical inhabitants. They do not receive any points for their Imperator, so they must take a corresponding drawback for every special attribute they wish their Imperator to have. Each Nobilis also has an Affiliation, which is a moral code they follow in order to regain Miracle Points, as well as character flaws called Limits and Restrictions. Much like their Affiliation, these allow the character to regain Miracle Points when they become an inconvenience.