good game

the only downs were the aweful timing when u press a key to attack, sometimes u have to press it for a long time for it to work

Impressive!

Not bad at all for a first time post, though I'm guessing this isn't your first tackle with action script.
It all seemed like a great vision, and very well done for a first try.
Putting aside gameplay issues for a moment, the main thing which hit me here is user friendliness.
Though you did, very kindly indeed, add pretty informative help screens ON EACH SCREEN (which is already a great start by me, especially in a complex game such as this), I still found myself getting lost rather quickly, and would have quit playing - if not for the general feel of effort put into the game.
Try starting out with a simple tutorial, instead of pushing in front of the player long (although quite informative) help screens, which he frankly probably won't read anyway (considering the amount of information).
How to buy, how to equip, how to level up - all these steps could be SHOWN to the player, before the first battle. It would seem to me, a simpler way to begin the (wouldn't get lost by trying what to figure out what to do first), and by helping players other than having them to read long pieces of text.
If you need an example of a good tutorial try "TheSwain" 's "Mastermind" game.
You'll find it easily if you search for it on newgrounds.

Secondly, it seems there's A LOT of information on character stats and such.
Damage, damage per second, critical chance, attack speed etc etc...
Limiting the amounts of stats, even simply the amount of stats which the player can actually see, would give everything a more professional look and make things a hell of a lot less confusing.
Just having the basic 4 stats and a life bar - usually gives the player enough of a feel of accomplishment without confusing him too much.
Having larger buttons for upgrading would help as well, though I did love the fact that you could also diminish from skills to add to others, which gives you a dynamic character build strategy.
And what does 'Required level: 8.333333333333333333334' mean anyway?

In the buy screen items seem to appear at random (?), which just confused me even more. While I was offering a legging which needed a resistence of 70 (!), I couldn't buy even one decent weapon for my naked (?) troops.
This is just plain confusing to me, and I just can't think of WHY it is so. It certainly doesn't add any gameplay value.
Adding a button to shift between the buy and stat screens, might be a good idea as well for smoother gameplay.

Battles, seemed kinda boring just heading straight-forward and swinging a weapon with a continuous pressed button, isn't much of a gaming experience.
I didn't really bother to get a special power - by the simple impression that it won't be anymore exciting.
Adding a combo or two instead (which could be bettered with skill or stat upgrading perhaps...), would be a simple an ingenious improvement to battles, even if it's just for looks and has no real effect on actual damage.

I was pleasently surprised to find the AI pretty good.
Though battles aren't overly complex, soldiers seemed to know where the hell they're going, they attacked enemy troops (archers taking a step back from melee fighting !!!), and didn't seem to get stuck for no reason or some ridiculous thing like that.
Same goes for enemies, who seemed to do all the actions above well.
Just a thought, how about adding modes for the AI controlled characters?
'Defend base', 'Attack Enemy base' and 'Follow Player' would probably work quite well, and would add extra strategic value to gameplay...

Battles seemed kinda easy, though I had 3 naked troops - which again, is funny.
I'd think some more balancing wouldn't hurt at all, though I HAVEN'T gone too far in the game.

I'm sure you're aware of your drawing skills and it's qualities, so I won't be saying much about that - though I DID like the backgrounds.
Try having the upper layer which appears on the bottom of the screen as extra scenery shift somewhat though.
It could be simply done by just shifting two different animations.

All in all, good effort!
As usual, ran out of room quickly, contact me for more if you wish.

G'luck

i would blow my whistle...

spawns pop ups