It created some of the most influential games of all time and produced a wealth of talent that would go on to shape the industry long after its demise. Paul Walker-emig explores the roots of Looking Glass’ enduring legacy
Looking Glass Studios was a studio that was always at the edge. It was at the edge technologically, a pioneer in the world of 3D gaming. It was at the edge creatively, taking risks that produced classic games with an enduring influence. In part because of its creative brinksmanship, it was also often on the edge financially and, eventually, fell into the precipice.
The studio was cofounded by Paul Neurath and Edward Lerner, who met at college. Their first major collaboration, Deep Space: Operation Copernicus, was not a success and the two parted ways.
Edward founded Lerner Research and developed Chuck Yeager’s Advanced Flight Simulator for EA, and Paul went to work with Origin Systems on titles such as Space Rogue. When Origin decided to relocate from Southern New Hampshire to Austin, Texas, Paul decided to found his own studio, Blue Sky Productions. There, Paul and his team would create a game that, in many ways, embodied what Looking Glass was to become: Ultima Underworld: The Stygian Abyss.
“I had done an experiment in the late Eighties where I got a very simple texture mapper working on an Apple IIGS,” Paul recalls. “It was barely fast enough to draw five texture maps in real time, but I knew it could work if I had a more powerful system. Fast forward a couple of years to 1990 and the IBM PC, I think it was a 286 class at that time, it was just capable enough to do real-time texture mapping on a very limited basis. For Underworld, we couldn’t do the whole screen, so we cut out a window and then created a UI around it.”
Edward offers a nice anecdote that helps illustrate just how technologically impressive Underworld was at the time. “John Carmack, who wrote Wolfenstein and all those wonderful ID games, he saw Ultima Underworld at E3,” he says. “He basically went, ‘Oh shit!’, and went home and, because he was a genius, within like a month he had duplicated the tech and actually done it better.”
That pushing of technical boundaries that Ultima Underworld represented would come to be a Looking Glass trait. The game also set a template for the kinds of experiences the studio would come to be known for. “I’ve been a role-player – penand-paper D&D and games like that,” says Paul. “I wanted to try and marry that role-playing – you play through a narrative and make choices with characters and make choices of which factions you support or not – together with this immersive firstperson experience. I didn’t know where it would go. There was some sense of, ‘We’re just going to try this and see if it works,’ knowing that it might not, but it did. Once it worked, we said: ‘Let’s do more of this.’
System Shock, and Thief, and all of that came out of that source.”
Of course, before System Shock, Thief, and the rest, there was the founding of Looking Glass. Though Paul and Edward had parted ways after developing Deep Space, they had continued to collaborate both formally and informally, including on Ultima Underworld. The duo eventually decided to merge Paul’s Blue Sky Productions with Edward’s Lerner Research in 1992 and Looking Glass was born.
“I remember the first time I flew up there, many members of the team were living together in a house that they called ‘Deco Morono’ – the house of ten dumb guys,” begins former Looking Glass developer Warren Spector, recalling what kind of place Looking Glass was to work. “I walked into that place and it took me five minutes to realise that I was the stupidest person in that room. And it was great. Hanging out with people that smart and that talented and that dedicated was pretty incredible and I think speaks to the quality of the games that they made.”
Recruiting a bunch of smart talent – in particular, Looking Glass recruited from MIT – no doubt helped in what the studio would go on to achieve, but just as crucial was the environment they were working in.
I walked into that place and it took me five minutes to realise that I was the stupidest person in that room Warren Spector
“We were literally trying to invent the future of games,” says Edward. “On some level, we wanted that VR future that you could read in a book like Neuromancer or Snowcrash and were trying to kick that thing off. There was a tremendous amount of discussion about what we were doing and what the future would be.
It was a culture where everyone was kind of an equal in that we were all figuring it out, so it was a very flat structure and everyone’s opinion was valued,” he continues. “A bunch of other game companies ended up with a similar kind of culture. I think the ones that come to my mind are Valve and Naughty Dog.”
Paul tells us that team ethos was key to what the studio was able to achieve. “We really celebrated the teams,” he says. “We had some more than standout people – developers like
Doug Church, he’s a genius – but we worked really hard at bringing together diverse skillsets.” Paul explains that the team ethos was complemented with a commitment to creative risk taking, inspired by Chris Roberts and Richard Garriott, who he met when working at Origin Systems. “They are people who are willing to gamble on some new design and maybe it works or it doesn’t work. I brought that piece of the spirit to Looking Glass.”
The studio’s first project was a sequel: Ultima Underworld II: Labyrinth Of Worlds. The game was well-received and performed well commercially, but it left Looking Glass with an appetite to do something different.
“We’d spent three very intensive years on the two Underworld games,” says Paul. “All of us said: ‘We don’t want to do another fantasy RPG for a bit. We want to continue with the immersive simulator and Rpg-ish space, but let’s do it in a different context.’ The other thing is that we just wanted to explore the genre in a different way, so System Shock became a good platform to do that because of the bio upgrades, and the hacking, and the cyberpunk elements. It brought a whole different dimension to role-play.”
“I was as sick of fantasy games as Paul having worked on several Ultima games and Underworld and Underworld II,” echoes Warren. “I had a design spec for a game that was called Alien Commander, which was going to be a first-person science fiction game using the Wing Commander technology, and then along comes Paul with Citadel [System Shock’s original title] and I just dumped the
Alien Commander proposal and System
Shock went ahead.”
System Shock’s importance in the history of videogames is now well established, regarded as it is as one of the most influential games of all time. However, the game was not a success at the time, losing the company money and raising difficult questions about the studio’s direction.
“To be honest, my confidence was somewhat shaken,” Paul admits. “It was the most ambitious in the scope of design. Unproven elements all thrown in the mix. It was kind of crazy; we were aware of that. There was some questioning of are we going too far out on a limb on this and so we weren’t certain what the commercial success may or may not be when we launched. When we look back on it in hindsight, we fully recognise the user interface was too demanding. Now you talk about ramping people in, layering stuff on so you’re not throwing everything at the player day one. System Shock didn’t even attempt to do anything like that!”
“Look at the opening ‘help screen’ and hear the air quotes around help,” Warren chimes in. “It is astonishing. We thought it was a good idea to use every key on the keyboard or something!”
Paul concedes that the lack of accessibility hurt the game’s commercial success but reveals there were other factors, too. EA acquired Looking Glass’ publisher, Origin Systems, prior to System Shock’s release and, in Paul’s words, “They didn’t get it.” Indeed, EA came close to cancelling the game mere months before its release. It didn’t go that far in the end, but EA’S ambivalence towards System Shock still had an impact. “This is still retail days,” Paul explains.
“If you didn’t have good retail shelf space, your game would not do well. EA senior management and sales couldn’t get their head around it, it was too weird, and so [they] had low expectations.
In that era, that led to you capping your sales potential. We didn’t get much marketing and retail.”
“In fact, I remember going down to the marketing department and getting into a shouting match with them,” Warren recalls. “The short version is me shouting, ‘What do I have to do to get
a hit around here!’ and the answer was a very quiet, very calm, ‘Sign Mark Hamill to star in your game.’ That was the thinking at the time.”
The commercial failure of System Shock was, unfortunately for Looking Glass, not an aberration. Terra Nova: Strike Force Centauri (1996) and British Open Championship Golf (1997) both failed to recoup development costs, tightening the screws on a company that had always operated on thin margins. Looking Glass was only able to survive these successive commercial failures thanks to the success of Flight Unlimited (1995) and Flight Unlimited 2 (1997). Those flight simulators kept the company’s head above water as it went into development on what would come to be another difficult, but ultimately defining, project.
“We were about a year and a half into the project, and I’m not counting the first four or
I remember going down to the marketing department and getting into a shouting match with them Warren Spector
five months where we were trying to figure out what game we wanted to make, before we even got stealth working,” Paul recalls of Thief: The Dark Project’s troubled development. “It was getting a bit desperate because we weren’t sure we could pull it off and if we didn’t have stealth working, we didn’t have a game. If it had taken another two or three months to get stealth working, I think Eidos would have just cancelled it and it probably would have killed the studio. It was a stressful time.”
Paul remembers a “heroic” intervention from a team member that saved the project. “We had an AI system that kind of worked half the time and half the time was completely broken. We’d been trying to fix it for months and months,” Paul explains. “Our lead engineer on the project, Tom Leonard, came up with a new approach. He pitched it and we said, ‘Let’s just give it a try.’ Literally three weeks later he had rewritten the AI system and it worked brilliantly. We had other pieces come together,” Paul continues. “Around the time we had a sound system to do sound propagation, reflection, attenuation off walls, which was key to making stealth work. That came online robustly around that same time. A few of these pieces fell into place and, suddenly, we had a game. The rest is history.”
Paul tells us that Thief was the most successful game Looking Glass ever made. It was a vindication for the team that the kind of games they were interested in making could make money. The studios commitment to pushing the creative boundaries, even when things looked desperate, had finally been rewarded.
Unfortunately, it wasn’t a case of onwards and upwards. The studio would face more problems with its next big project: System Shock 2. “When we came out in 1999, that was months after the high school shooting in Columbine,” Paul remembers. “Larry Probst, who was the CEO of EA at the time, he reached out and said, ‘We may just want to walk away from doing shooters because there’s talk of those shooters causing these kinds of events.’ We had this meeting where we made our case that System Shock does not reward you for going in there and shooting everything that moves. You will lose if you do that; it’s a thinking person’s game. I think we halfway convinced them,”
Paul remembers. “We convinced them enough
to release the game, but they did almost zero marketing and they put it in the bargain discount $9.95 bin 45 days after the game launched. It never stood a chance to make any money. That really hurt us financially.”
Looking Glass would go on to create another successful game in Thief II: The Metal Age, but it wasn’t long after that the studio would close its doors for good. Why wasn’t the success of Thief II enough to save Looking Glass this time around?
“The answer is complicated,” says Paul. “Our largest investor was Viacom, who came in the mid-nineties. It all made perfect sense then, because they had just bought Virgin Interactive and had a couple of other studios. They were really building their game business as a Fortune
100 media company.” Not long after investing in Looking Glass, however, Viacom decided it wasn’t interested in games after all. It quickly sold off its studios and wanted out of Looking Glass, too. “That ended up being extremely painful and difficult,” Paul recalls. “We had no choice but to sell the studio to get our lead investor’s cash out.”
In the scramble to find a buyer, Looking Glass ended up being acquired by Intermetrics, who later changed their name to Averstar. “Averstar was a mid-size company doing, I don’t know, $80 million in revenue, but it was mostly for like General
Motors creating the computer software for their cars,” Paul explains. However, Averstar also had a small group enamoured with the Nintendo 64. They saw Looking Glass as a means for them to acquire the skills and credibility they needed to make their own games for the system. “We ended up over the next two years taking literally all of the profits we were making on games like Thief and pouring it into their team doing N64 games, which was a separate division under our hood,” Paul says. “We ended up with several million dollars of debt by the time 2000 rolled around on these Nintendo 64 games. When in the final stretch System Shock 2 sold extremely poorly, mostly because of the Columbine shooting, we had a couple of other things happen around the same time, and carrying over two million dollars in debt load, our parent company basically just said, ‘Guys, we want to sell you off for pieces.’ And that’s what happened.”
As sad as it is that a pioneering studio like Looking Glass had to close its doors, we can take heart in the fact that its legacy lives on. Its games are now recognised as some of the most important in videogame history and the people that worked on them have gone on to create a host of classics infused with Looking Glass DNA: Warren Spector and a number of former Looking Glass employees would develop Deus Ex at Ion Storm, System Shock 2 designer
Ken Levine went on to direct Bioshock, and a man who got his first break on System Shock, Harvey Smith, became known for creating Thief ’s spiritual successor, Dishonored, to name but a few.
“I like to think it’s not a coincidence,” says Paul of the wealth of talent that’s come out of Looking Glass. “We saw our job as developing the people, developing the talent. Putting them in a position where they could learn and stretch themselves. Taking creative risks. I think that culture carried on for people like Ken and others.”
“The level of thinking about game design and about the design of the game’s we were making was profoundly deeper than any place else I’ve ever worked,” Warren reflects. “I think a lot of it was that sense of mission. Not just a sense of ‘this is what we all want to do’, but that it was somehow important. I remember looking at the games we were making and thinking, ‘Why doesn’t everybody make games like this?’ This is what games can do that no other medium can do and we have a real chance to change the world of games.” Warren closes by expressing a sentiment that feels emblematic of the commitment this special studio had towards what it was doing. “If I can’t make games like this, like the Looking Glass games, I’m going to stop making games.”
that ended up being extremely painful and difficult Paul Neurath