Mm, frankly the mechanics of the Elder Scrolls never interested me. The world did.

The issue with the primary mechanic "schtick" is that you had to constantly be consciously aware of how your actions would affect your character. Though I suspect it will work better as a PnP game than as a CRPG, to be honest. On the other hand, the system requires that you keep track of a lot of activities as you play, to keep track of how much you've used individual abilities. That's going to be an issue.

Anyway, back to the lore, since that's what interests me, and you'll need to think about it eventually. Personally, I find the lore from TES A: Redguard and TES III: Morrowind the most compelling, cohesive, and interesting in the series. Yay for the old guard. TES I: Arena's lore wasn't even particularly thought out, with only minor variations from straight D&D, actually. TES II: Daggerfall started to create their own world, but a lot of the actual sitting down and figuring everything out happened after Daggerfall (and you thus you see more of it in TES L: Battlespire, TES A: Redguard, and TES III: Morrowind). Then TES IV: Oblivion decided to LotR-ize everything, losing a lot of the really unique lore that had been built up. Knights of the Nine and Shivering Isles did a somewhat better job, but then they were really trying to cobble together anything coherent at that point after Oblivion had ruined everything (I'm only being somewhat facetious here).