Best system IMHO was in VtM: Bloodlines (and Deus Ex before that). Every point mattered, which is something Larian want to do as well IIRC. In Bloodlines you could focus on hacking and sneaking, or looks and a charming attitude, or just be a melee brawler with swords, or a sniper, and so on, and so on.
You got experience (read: points for distribution) only for completing certain parts of the story, not for killing enemies, which allowed the designers to make good assumptions about the character's strength in any given circumstance.
