This is a comprehensive tutorial about Japanese animation style cel-shading. It's divided into two modules. The first module will cover some basic software operation for cel-shading, includes explaining the Pencil+ material parameters, making cartoon stroke by Pencil+, lights and rendering settings of 3DS Max camera, specifications to make models and basic explanation of human body. The second module will cover how to use Pencil+ and 3DS Max to make complete game models with Japanese cartoon styles through cases in Never Gone.