The mirror men of Arkane

How the co-Creative Directors of 'Dishonored' went from Origin to Bethesda.

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It is 1993. It is a time of great change.

Bill Clinton is the president of the United States. A bomb explodes in a parking garage at the World Trade Center. Intel introduces its new Pentium processors. Computer scientists at CERN invent the World Wide Web.

Jurassic Park is in theaters. Nirvana is on the radio.

Doom is on computers.

Meanwhile, a company called Origin Systems is publishing a game made by Looking Glass Studios, called System Shock. Like Doom, it will change the way games are made forever, but in a different way and for different reasons.

Where Doom is brash, bold, massively popular and a harbinger of the blockbuster multiplayer games to come, System Shock is introspective, narratively rich and technologically innovative. Aggressively single-player. It will spawn a lineage of direct and spiritual sequels that are still revered among gamers today, and will inspire game makers for decades to come.

Two of those game makers are Raphael Colantonio and Harvey Smith.

Both men will fall in love with a game called Ultima Underworld. Both men will assume it was made by Origin Systems (it wasn't). Both men will decide to break into games so that they make one just like it.

Over the next 20 years, their resumes will include stints working with companies like EA, Valve, Origin, Ion Storm, 2K Games, Activision, Ubisoft, Looking Glass, and Midway. Separately, they will help build games like System Shock 2, Deus Ex, Thief, Dark Messiah, Relentless and Arx Fatalis.

Twenty years later, along with a team of like-minded folks, they will build a game called Dishonored.

This is their story. It begins in 1993.

The Bomb Drops

Sandbox_pac_strike_screen_410The 'Just ok' endingSandbox_bomb_410_shutterstock_91644467

In Austin, Texas, at the headquarters of Origin Systems, Harvey Smith is playing tour guide. He is escorting a group of visiting dignitaries from Origin's parent company, Electronic Arts. Showing them around the Origin studio. Pointing out the highlights. Demonstrating games.

Smith works in the Quality Assurance (QA) department at Origin. He plays the games before you play the games, and tells the developers what's broken. He will be in charge of QA for System Shock, when the time comes, but today, he is in charge of the tour.

The tour group includes a "very senior" member of EA's Japanese team. This person doesn't speak a word of English and Smith doesn't speak Japanese.

Smith shows the man a game called Pacific Strike. It is a flight simulator combat game using the Wing Commander engine. The game is a sort of alternate history version of the World War II Pacific theater. As you play the game, the war will end differently depending on how well you perform. If you do well, the game will give you the "good" ending. If you do "just OK," you will get the "medium" ending. If you do terribly, you will get the "bad" ending.

The bad ending involves General MacArthur offering his surrender to the Japanese forces. Defeat. In the good ending, you win the war and go home. The medium ending is something altogether different. This is the ending we got, in real life. In the medium ending, The Bomb drops, obliterating Japan in a cloud of nuclear fire.


As Harvey Smith is explaining this part of the game to his tourists, the Japanese developers, he becomes animated. He likes this part. It's one of his favorites.

"I'm talking and not even thinking about cultural sensitivity," Smith told Polygon in a recent interview. "I'm just, like, going off, and the translator was translating what I'm saying as fast as he could, and I'm enthusiastically saying: 'And what I'm going to show you here is that in this scenario the player only did OK, so in order to win the game we show this cinematic at the end where the nuke goes off.'"

And then the nuke goes off.

The two men from Japan grow silent. Their faces become unreadable. Moments pass.

By the time Smith's perception catches up with what's happening beside him, it is over.

"It was a mortifying moment," he said.

The interpreter begins speaking to the Japanese developer. The developer speaks back. The tour moves on.

There will be no political fallout for Smith as a result of his gaffe, but after nearly 20 years of ups and downs in the game industry, he remembers that day as vividly as if it were yesterday. It will not be the last time over the course of his career that he will put his foot squarely into his mouth.



Raphael Colantonio, age 5

I like creativity, so I either wanted to be a rock star, or to work in video games.

It is 1993. Raphael Colantonio is just a kid living in the South of France with no idea what he wants to do with his life. He is studying engineering because that's what his family wants, but he isn't so sure. He is 18, bored, and playing in a band.

"I like art. I like creativity, so I either wanted to be a rock star, or to work in video games," Colantonio told Polygon. "I got lucky."

Colantonio spots an ad in the back of a French video game magazine advertising a contest. The winner will receive a trip to Texas to play Origin's newest game before it is released. The game is Ultima VIII.

"It was one of those things that you feel a little guilty for filing, like, it was super nerdy," Colantonio said. "Like, 'How big of a nerd are you?' Things like, 'What's the name of the hero?' Or other things like, 'What are the eight names of the companion of the hero?' Really in-depth questions."

As nerdy as it is, Colantonio knows all of the answers. He submits his entry and waits. What he doesn't know is that the contest is a sham.

"I was hoping I would win," he said. "And they called me back and they said that 'you haven't won the trip because that was a fake way to find somebody to work for us.'"

EA is opening an office in France and they are looking for motivated gamers to fill out the ranks. Colantonio doesn't win a trip to Texas, but he does get an interview. Then he gets a job. As a bonus he gets out of the Army.

"Military service in France was mandatory back then," Colantonio said. "And when I filed this competition I didn't think I would win because if I did win it would be complex. Instead what happened was that EA got me out of military service by interviewing and liking me enough to do the paperwork. It's a heavy process to get someone out of that."

Remember when Colantonio said that starting in the same year, on the same game, was his and Smith's first commonality? This is the second. They were both in the military. Colantonio in France, and Harvey in America. And for both of them, working on System Shock was the way out.

Harvey Smith's ride will be just a little bit more intense.


Harvey's Way Out



Havery Smith during basic training

It is 1993. Harvey Smith is a little lost. He is a military veteran, and an orphan. He is leaving the Air Force after six years in uniform and has nowhere else to go.

"People don't realize this, but when you get out of the military they do this weird thing," Smith told Polygon. "They come to you with a form and they say: 'Put the address where you want all your shit sent.' And you just have to pick one."

Smith doesn't have an address. He has served in Germany and Saudi Arabia. He served in Operation Desert Storm. He has lived all over the world on the Air Force's dime, but he doesn't have a home of his own. As a result, he doesn't know where to have his shit sent. What he does know is that he's not having it sent back to Freeport.

"I grew up on the Texas Gulf Coast," Smith said. "My dad was a welder and my mom was ... she overdosed in front of me when I was 6. And my dad killed himself. And he was violent. So for me, it was like ... it was a question of what am I going to do? I wanted to write, and I loved video games, but I hated my small town. I hated life there. It was so oppressive."

Smith joined the Air Force to escape. They promised him a college degree and a chance to see the world in exchange for his service. But the most important thing to Harvey Smith was getting the hell out of Freeport. So he joined up under a scholarship plan, attended the University of Maryland's creative writing program and served his country.

Now he is trying to decide where to send his shit.

Smith remembers traveling to the Austin, Texas, area as a child. Camping near Dripping Springs with his Boy Scout troop. Roughing it with no food, just a tent. He remembers loving it. Loving the area. He thinks he'd like to live there. He remembers he has a friend in Austin who has a job working at a video game company.

Smith writes "Austin" on the form, flies there, gets an apartment and spends the next six months rattling around loose, trying to find his way. Then he joins his friend working at Origin, in the QA department.

"I was a little older than the other people there," Smith said. "We had guys that were 17, that had come out of high school and gone straight to work in a video game company where no one wore shoes and you worked 12 to 16 hours a day and they fed you pizza and barbecue at night and you ran around like mad shooting each other with Nerf guns and playing Doom in the hardware compatibility lab. Multiplayer network games where nobody in the world knew what those were yet, but we did them every night and it was crazy."

Fitting in with his new coworkers becomes a full-time job for Smith. Aside from the young guys, the "crazy, no-perspective" kids who've never had a job, there is another breed of designer Smith bumps up against that leaves a lasting, negative impression.

"There were people in the mix that didn't like video games," Smith said. "Origin had become this place where there were not only the negative EA influences but also there were guys who had signed on because they were history buffs or part of an organization that dressed up like knights on the weekends. And that's great, those are great influences but in a particular way that hurt Origin because nobody was thinking about the gamers' experience."

Smith has escaped from the lunacy of the roughneck Gulf Coast, survived a trial by fire in the Middle East and now finds himself surrounded by crazy people. He is a writer. He wants to make games. Not because of the free soda or late-night, pizza-fueled LAN parties, but because he wants to make something for gamers to enjoy.

Smith puts in his time doing odd jobs for producers at Origin, but dreams of making his own game. A game that will change the world. He plans it out in his head. It will have dinosaurs. And rocket launchers. And as crazy as it seems, he will actually get a chance to make it.

A chance intersection on the tour


Ultima VIII

Sandbox_ultima8_cover_410A chance intersection on the tour

In spite of the incident with the Japanese developers, he has moved up in the world. From his work in QA, he finds himself on the path to becoming an associate producer. He works with the translation team, then the writing team. Now he is a producer working on his own game.

He is working alongside some of the biggest names in game development. Men who will, years later, be legends. Doug Church. Richard Garriott. Raph Koster. Chris Roberts. Warren Spector.

"It was like boot camp," Smith told Polygon. "It was the education of a lifetime, honestly, working for those guys. Even in bug reports, the reason they had done this or that was educational."

Smith knows bug reports. At first, he is content to work in QA, banging away at the games, filing reports. Occasionally conducting tours.

On his first day, in 1993, he is given a clipboard and assigned to a work station on a folding table at the back of the room. He's handed a 3DO console and told to play Wing Commander missions and "rat out bugs." Smith knows the missions inside and out already. He was a big software pirate before joining up with Origin. He's played all of the Wing Commander games. He's such a fan, in fact, he doesn't realize he's playing a broken game. He just thinks it's more challenging, which to him is more fun.

"There was a break point in the code where if the number of ships that ever came into an action sphere ever exceeded the memory, it would just crash," Harvey said. "So at the very end of that project, to fix a bug, one of the programmers, instead of fixing the bug and telling the designer, 'No you can't use five types of ships, you can only use four,' he just turned off that check in the code."

The programmer's shortcut means that the game will not crash, but it will also not display the ships. In the game's story, the enemies have discovered cloaking technology, rendering their ships "invisible" to the player. Smith's 3DO, struggling to display the variety of ships, but prevented from crashing and shutting down, simply stops rendering ships. To Smith, they appear invisible. He believes they are cloaked.

"We're flying these missions where we're fighting invisible ships and the only thing you can see is if the AI uses the afterburners, because those are shared between all the ships. They all have the same afterburners. So periodically you would see the afterburners jet on.

"One day, one of the programmers was in there and he was like, 'What the fuck are you guys doing?' And we're like, 'We're fighting the cloaked Kilrathi ships; what are you talking about?' That's the way QA was at the time ... we would just throw ourselves at the wall until we solved the problem."

There are some problems, though, that QA can't fix, and when Ultima VIII is released, it has a lot of them. One hundred, by Smith's counting..

Smith (at right) in Warren Spector's officeSandbox_spector_410
Warren SpectorSandbox_garriott_410
Richard Garriott, aka "Lord British"

TSmith is so frustrated by the state of this game that he writes a list detailing the reasons why he didn't like it. All 100 of them.

"I literally said it was a slap in the face to Ultima fans and RPG fans," Harvey said. "And I sent it to my boss. I don't know why I did it, but it was the kind of thing I did back then."

Where the list goes after that is anyone's guess, but it eventually comes to the attention of Richard Garriott himself. Also known as Lord British. Also known as the co-founder of Origin and the creator of Ultima. Garriott stops by Smith's work area, sits down on his desk, and asks him about the list.

"He was super gracious," Smith said. "He was like: 'This is very insightful and I regret that we didn't do these [things]. We disappointed people.'"

Then Garriott makes Smith an associate producer on the spot, gives him a small team, and puts him in charge of fixing the game.

"We fixed probably 60 of the 100 things. We fixed story holes, and gameplay mechanics. QA was so fluid at the time, whereas if you were a senior programmer you were locked into your role; you were optimizing the compression algorithm for getting it on floppy disk. Whereas I was running around like mad doing things like this."

Things like fixing Richard Garriott's game, and also, giving the Origin tour to visiting dignitaries.

On this day in 1995, that list includes Raphael Colantonio, employee #8 at EA France, where he is the IT/technical lead, and also works in QA. As it happens, he is also a QA tester for the French version of a game called System Shock.

"I was also presenting it for French distribution," Colantonio told Polygon. "And I was explaining why this game was so cool."

"We both were freaking out," Smith said, interrupting.

Over the course of our two-hour interview, Smith finished a lot of sentences for Colantonio, who, in turn, seemed to know just what sentences to start in order to get Smith going.

"I would go to a meeting, and there would be people who were interested in how many numbers the Wing Commander series could move, and I would be like, 'You don't understand. This game is not a shooter. It's different at a deep level.' And marketing wanted it to be Doom, but it wasn't. It was this strange thing that we loved so much," Smith said.

"So that was the first commonality," said Colantonio. "We both started in really the same year, and the same game."

Same year. Same game. Same company. In 1995, they meet in person on the VIP tour at Origin.

Seventeen years later, they will become partners.


Dinosaurs and rocket Launchers

It is 1995. After nearly two years at Origin, Smith is ready to make his move.

"I finally decided that I don't need to be on somebody else's team," Smith told Polygon. "I need to be driving things. So I pitched this project called Technosaur ... the subtitle was 'dinosaurs and rocket launchers.'"

Technosaur is to be a strategy game in the tradition of Dune 2, the seminal real-time strategy game from Westwood Studios that will sell half a million copies and inspire a company called Blizzard to make a game called Warcraft. Technosaur, like Dune 2, will have a simple, mouse-based interface. It will have voice response. Stealth modes. Weather systems that affect the performance of weapons. Modifiable vehicles. And of course, dinosaurs with rocket launchers.





"One side had modern military vehicles ... and that side was called 4-DAR — 4th Dimensional Assault Response. The other side was invaders from Earth's own future, and it was, like, an ecologically wrecked future, so they picked up dinosaurs and brought them to the 20th century. So they're all freaky and post-human in a way."

Smith recruits a team within Origin, but it isn't easy. The company is notorious for infighting. The major players have become massive stars in the industry. Their personal franchises compete for attention and resources. Some of them are kind of jerks.

"There were five competing producer groups at Origin," Smith said. "And they were always at war with each other in this weird way ... I convinced people that we were going to be the next group, and I convinced some of them to leave their safe positions on the Ultima team or the Wing Commander team."

Smith then plays his hole card: He gets his mentor, Richard Garriott, to sign off on Technosaur. The game is greenlit and Smith is off to the races, building his own game for the very first time.

Smith believes his game will be as big as Dune 2. Possibly the biggest strategy game ever made. Bigger than the upcomingWarcraft and Command & Conquer, even. EA agrees. They just have one suggestion: Change the perspective.

Smith has designed Technosaur as a top-down game. Meaning players will be looking at the game as if positioned directly above the ground. EA wants it to be isometric, as if the player is looking down at an angle. Isometric is a cheap and effective half-step to full 3D graphics.

EA believes isometric games will be the next big thing, and in this, they are correct. Civilization II, Diablo, Fallout, and Origin's own Crusader: No Remorse will all be released as isometric games and will all become wildly successful. Meanwhile, top-down graphics will go the way of the dinosaur.

As will Technosaur.

Harvey ignores the feedback from EA and presses on. EA calls his bluff. Technosaur is canceled.

"I kind of made a mistake," he said. "It's my fault that it got canceled. But it got canceled. ... All but three of us got fired. I watched some of my friends carry boxes down the hall with HR and I felt the weight of the world. Like, 'Wow, I did this. We worked on this game for a year. We spent a million dollars [and] a bunch of people got fired.'"

Smith's project isn't the only game getting canceled. Origin is undergoing a massive culture shift. The fire is dying. Smith begins to wonder if he would be better off somewhere else.


the origin of arkane

It is 1997. Raph Colantonio, at EA France, is beginning to wonder if he would be better off somewhere else.

After four years working his way into production from the computer help desk, recording French voice-overs, doing what needs to be done, Colantonio realizes that EA France has changed. The company that had once prided itself on acquiring and nourishing creative minds has turned a corner. Working there is no longer fun.

"This machine called PS1 came out and that was the beginning of a big, big shift," Colantonio told Polygon. "Suddenly EA didn't like Origin. All they liked were sports games and that's the new thing for EA — consoles, sports. 'Don't like it? Sorry.'"

Colantonio quits EA to work for Infogrames, where he learns the practicalities of managing a small team versus working for a large company. He earns his producer stripes shipping The Smurfs for PS1. Then he jumps ship to start his own studio.




"My uncle was a very good businessman and he was pushing me," Colantonio said. "The funny part is that he was very practical. He didn't believe in dreams. He believed in 1+1=2. You made pizza; you can sell them."

With his uncle's support, Colantonio and four of his friends found Arkane. Colantonio wants to make his uncle happy and become a successful businessman, but he is learning enough about the games business to know that he has a very good chance of failing. He doesn't want to let his uncle down.

Arkane's first project will be a spiritual sequel to Ultima Underworld. He has learned since joining EA in 1993 that the game was created by Looking Glass Studios, based in Boston, and not, as he'd assumed, by Origin. He has also learned that Looking Glass still holds half the rights to the IP.

Colantonio meets with Paul Neurath, the CEO of Looking Glass. Colantonio shows Neurath a demo of the game he wants to make. He tells Neurath he wants it to be Underworld 3. Neurath loves the idea. He agrees to set up a meeting with EA.

"I was like, 'Man, awesome,'" said Colantonio. "'Let's go to EA and pitch this game with Looking Glass. This is going to be awesome!'"

Colantonio and Neurath visit EA. They show off the demo. They pitch Underworld 3. EA decides quickly.

Their response: "We're not interested."

"'However, if you want to make it about blah blah blah blah,'" Colantonio said. "I was so set on doing that game and not another version of it. It was very hard for me."

Colantonio refuses EA's offer. He gives up the Underworld license to make the game he had envisioned. It is the first major test of his artistic will versus the demands of running a business. He sides with art.

Arkane calls its game Arx Fatalis. It will become one of the most highly regarded RPGs of all time. Making it will almost cost Colantonio his business.

Underworld with Guns



It is 1996. The cancellation of Technosaur shakes the last remaining threads of Harvey Smith's faith in Origin. Like Colantonio, he sees it as a company that has lost its way. He spends a short time working on Ultima Online, Origin's massively multiplayer game based on the Ultima franchise, but his heart isn't in it. He decides to move on.

"I could have stayed," Smith told Polygon, "But I was just done with this place. It was just too crazy, and the people who love games don't run the company anymore."

Smith finds a team of former Looking Glass developers working in San Francisco, on a new type of game. Squad versus squad. Multiplayer only. Voice communication. The company is called Multitude. Their game: Fireteam. No one has ever made anything like it.

Smith is drawn to the group by their Looking Glass pedigree. What he described as: "This blend of Austin music scene and MIT and a bunch of nerdy guys getting together. They were just way ahead of the curve at the time in terms of thinking of game design and player experience. It would take the industry a long time to catch up to what they were doing."

Fireteam is released in 1998. It is a commercial failure. Multitude co-founder Art Min lists the various reasons he believes Fireteam failed in a detailed Gamasutra postmortem: The game lacked AI. They didn't release a demo. Available internet speeds were not yet sufficient to support a game of Fireteam's complexity. They underestimated the importance of community management.

In short, Multitude got in over its head. They had a great idea and failed to execute. This is not a new story in game development.

"The process of actually finishing and shipping a game is the hardest part of the development cycle," Min said to Gamasutra. "Not many people actually know how to ship a game."

Multitude fades into history. Harvey Smith moves on.

"I had been emailing with Warren [Spector] again," Smith said. "We'd always talked about: How do you take Underworld or System Shock to the next level?"

Smith has ideas for a spy game. Spector wants to make a science-fiction action game. The two men begin bashing together mission concepts and design ideas.

"I was trying to ground it more," Smith said. "Like, you're in one hotel room across the courtyard. Twenty stories up, there's a pool and the guy that's the target is in the other hotel room and you have to use a laser microphone to eavesdrop on the conversation and then assassinate him in a way that makes it look like an accident ... we were exchanging ideas like that."

The exchange leads to a job offer, and Smith reunites with Spector at Ion Storm Austin. The game they build together is called Deus Ex.

"There was a moment near the end where firing a rocket in a room would destroy shit," Smith said. "Like, a trash can would break apart, but if you hit it with a crowbar it would get darker and darker and then break. We added a simple script to the game that was like, if you ever do that there's a 20 percent chance that it will spawn a piece of trash and a 20 percent chance that it will spawn a rat that will run away."


"The very first time that we let an outside person into the office to play Deus Ex, she ran around on the dock for a while and she would do things like pick up the trash can, pick it up, throw it down, go pick up a crate and throw it into the water, dive into the water next to it, try to chase some fish. Then [she] got on top of the crate as it got out of the water, broke it, then swam back down to pick the things up, swam under the dock, tried to get the bird from the dock.

"We were sitting in agony thinking that we failed. 'She's miserable! Like, she's just running around the dock. The first 30 meters; she hasn't even left it yet. She hasn't gone on the mission. She hasn't gotten her gun yet. Like, what the fuck?' And then she kept on playing and she was like, 'This is fantastic! I fucking love this! I can do this all day!'"

Deus Ex will be remembered as a seminal role-playing game and, like System Shock, will inspire and captivate gamers and game developers around the world. For Smith, it is the realization of an ambition: "Underworld with guns."

It will be a brief moment of glory.

Arx Fatalis



It was a disaster.



It is 2001. Colantonio has driven his fledgling studio to the brink of bankruptcy. Arkane has continued working on Arx Fatalis, while Colantonio shops the game around for a publisher. So far, no one is interested.

The realization of his worst fear is upon him. He has made the pizza, but no one wants it. Arkane is one week away from closing its doors for good.

Colantonio meets with a small publisher who saw a story about Arx Fatalis on a website, based on a press release. They sign a deal just in time to save the company. Then, to Colantonio's horror, that publisher goes under. After another month in limbo, Arkane finally signs with publisher JoWood. Arx Fatalis ships in 2002.

"It was a disaster," Colantonio said. But it is done. "The game was really good. And that was satisfying more than making sales back then. Because you need to start somewhere, and we came out of nowhere and made this game."

Arkane is nominated for the "Rookie of the Year" award at the 2003 Game Developers Conference in San Francisco. But there is better news in store for Colantonio: Richard Garriott is playing his game.

"He's known for not playing any games," Colantonio said. "He was stuck in [Arx Fatalis]. He didn't have enough arrows, so he asked me for a script to have infinite arrows. And I was like, 'Fuck yeah!' So I custom-made a script for him so that he could have his magic bow that shot as many arrows as he wanted."

At GDC, Colantonio is approached by the game makers at Valve. Valve is showing off Half-Life 2 and looking for customers for their brand-new Source engine. An agreement is reached. Development on Arx Fatalis 2 begins, using Source.

It will be the beginning of a tortured partnership between Arkane and Valve — the start of two major game projects that will never come to fruition. The second will become a game industry legend: a game called The Crossing, which many in the industry doubt actually exists. (Spoiler: It does.) The first will be Arx Fatalis 2.

Although Arx Fatalis had been critically well-received, it was a commercial failure. No publisher will touch a sequel. The only interest in the game comes from Ubisoft, who doesn't so much want an Arx Fatalis sequel as the engine underneath the game strapped onto one of its own IPs — Might and Magic.

With the bruising from sticking to his guns on Arx Fatalis still fresh on his mind, Colantonio agrees to give Ubisoft what they want. He believes that trying to build the sequel to Arx Fatalis will be the death of his company. This time, he sides with business. Arx Fatalis 2 becomes Dark Messiah.

"Looking back, the deal with Ubisoft was not a great deal, but would I do it again? Of course," Colantonio said. "It took us somewhere and I don't regret it. People always want to go from A to Z directly, but the reality is that you climb two steps and come back one. Every little success in between matters, even if they are semi-failures. It takes you somewhere. Dark Messiah was not as good as we hoped, but it helped us grow."

Arkane will spend the next several years taking industry odd jobs, working to survive. Along the way, they will amass experience, expand their repertoire, and earn credibility. Most importantly, they will stay alive long enough to be purchased by a major publisher with the vision and backing to allow Arkane the freedom to finally make their own games. A publisher who, ironically, had been interested in working with Arkane all along.

But first, Colantonio and Arkane will learn another hard lesson. They will try to launch another original IP. They will try to ship The Crossing, and they will fail.


The Crossing

It is 2007. Arkane is working in partnership with Valve to create a brand-new type of game. Colantonio calls it "crossplayer," a type of multiplayer game merging single-player aspects with the spontaneity of online play. Arkane tells Games for Windows magazine that it will be the end of AI programming.

It is an ambitious plan. And an expensive one. Colantonio needs $15 million to make the game. He's shopping it to all of the major publishers. He calls it The Crossing.


the crossing' was almost there


it was a very hard sell and it came very close


they wanted us to sign it in blood


there are so many ways to get fucked

"I've met a lot of publishers lots of times for many games," Colantonio told Polygon. "So I know how to make the distinction between 'almost there' and 'not there at all' ... The Crossing was almost there many times."

One sticking point is the budget. All of the publishers Colantonio is talking to want more for their money than Arkane is willing to give. But beyond the cash, what's worrisome to the publishers is the innovation itself. They are concerned that they won't be able to market a game that is neither single-player nor multiplayer, even if it is actually both. They don't understand it, so they don't think gamers will, either.

Colantonio's response: They have built-in marketing. They have Valve. They have a team of former Bungie developers who'd made Halo. They have a technology no one else has, and an internal demo that is blowing people away. They don't need marketing; they just need cash.

"It was a very hard sell and it came very close," Colantonio said. "It came so close that we had a deal from a publisher — a certain publisher that I won't name — and their deal was really, really bad. They wanted to keep the IP even though we had developed everything ... the budget was not what we wanted, they wanted a PS3 version, and they wanted us to sign it in blood before we started."

The deal also contains a host of odd penalties. Colantonio has signed major deals with publishers. He knows what should and should not be in a contract. He knows that this contract is a piece of shit.

"When you know how deals function, there are so many ways to get fucked," he said. "Like, there are so many ways to get hurt in a deal. Not to go into details, but it was an ugly deal ... and every time we would discuss with them they would send a worse version of the deal. That was an awesome strategy on their part, like, 'We better sign it now otherwise it's going to get even worse.'"

Yet in spite of all the ways he could get fucked, Colantonio wants to sign this deal. After shipping Dark Messiah at Ubisoft's request, now he wants to side again with art. The team at Arkane has sweated blood on The Crossing, and they believe in the game. They want to make it, even if they lose money. Even if they lose the IP to the publisher. Even if it kills them.

Fate intervenes — EA calls. They want Arkane to help make LMNO, the experimental game project involving Doug Church, Randy Smith, and filmmaker Steven Spielberg. Even better, EA isn't screwing around. They'll pay monthly, and they'll pay well.

"It was a way more secure deal than the other one," Colantonio said. "The other deal was setting us up for failure with The Crossing, with a lot of suffering. But doing ... this other game ... was actually pretty fucking cool, too, because those were my heroes."

It's a heart-rending decision, but in the end it's really no decision at all: Sacrifice the company for The Crossing, or cash a check from EA to work with Spielberg. Colantonio makes the call.

"I called this other publisher and told them, and it was a very satisfying moment."

Two years later, EA is suffering from the global economic downturn and a contraction of the game industry. In an ironic twist, they pull the plug on LMNO to focus on safer bets.

Arkane loses The Crossing and the LMNO paycheck. The silver lining is what they have gained: The experience. The credentials. The extra time their hard decisions have given them to finally get back to making their own games. And of course, the demo.

"There's a ritual at Arkane," Colantonio said. "One of the questions that most people ask when they join us is, 'What of The Crossing? Does it exist?' So what we do is we wait until we have enough new employees and we do a play session where the full company plays it together so that they can see it."

The battle at Midway

Smith at the 2002 Game Developers Conference



It is 2003. Ion Storm's Dallas office has collapsed under the weight of mismanagement and disastrous product launches. Ion Storm Austin, now fully owned by publisher Eidos, has built a sequel to Deus Ex specifically for gaming consoles.

"We made some mistakes on the sequel," Smith told Polygon. "We bit off more than we could chew. ... There was pressure to make the game for Xbox, and we didn't know what we were doing."

Ion Storm's inexperience with consoles makes for a rocky development cycle and a disappointing game. It lacks the depth and complexity of the original. PC fans revolt. Xbox gamers ignore it.

"It was all a shocking, weird experience," Smith said. "We went from: struggling, nobody knows who we are, we're fighting to stay alive, we think we've got something cool, we're shipping it, the world totally reacted. Our little world blew up, and then we rolled straight into the sequel thinking that this is how it is now. ... We wanted more time for the game. It didn't work out that way."

Ion Storm begins to unravel. Spector departs in 2004. Eidos closes the doors in 2005. Harvey Smith moves on.

Smith attempts to form his own studio while offers of employment pour in. Most are unattractive. Some are outright offensive.

"Everybody wanted me to sign up for something that I thought was dumb," Smith said. "I won't name the companies, but people would offer these contracts that were like a noose, basically. I actually had a deal that I could have signed, but it was such a trap. To this day I wonder if it was the right call to sign it or not, but given that my main motivator is making games that I love and am proud of, and working with people that I enjoy working with in a good environment, I don't think that even if we finished a game, that it would have been the right call to sign the deal. There wasn't enough independence in it. We didn't have enough leverage against the publisher to say no at the right moments."

Midway Austin Sandbox_harvey_wright_410
Smith and fellow developers Will Wright, David Jaffe and Cliff Bleszinski (from left)

Instead, Smith ends up at Midway, where he plans to make his own game. It will be an "immersive game ... similar to Michael Mann's Heat." The company has other plans. They need his help rebooting a project that has gone haywire. Halfway through his own game, Harvey agrees to work on BlackSite: Area 51.

"The project was really in trouble," Smith said. "I ... tried to rescue it, but Midway was in the process of doing what they did. Which I don't know how much I can say ... I don't want to think about that."

It is 2007. BlackSite is released to middling reviews. Harvey is frustrated with his employer, the game and the industry.

"This project was so fucked up," Smith says to an audience of game developers and industry press at the Montreal International Game Summit. He says he wasn't surprised by the low review scores, but argues it should have been scored higher. He takes some of the blame himself, but blasts Midway for setting unreasonable deadlines. It is, essentially, a meltdown.

He and Midway part company less than a week later. Both sides call it "mutual."

"[I] was really getting disgruntled with the industry," Harvey said to Polygon. "How do I get back to working on stuff that I love?"

As it turns out, love will be the answer. Harvey's girlfriend works for a studio from France, with an office in Austin. A studio owned by someone Smith has met before, over a decade ago.



It is 2005. Raphael Colantonio is being inexorably drawn to Austin, Texas. Something about the games being made there. The people. The community.

"It's a bit of a hippie town," Harvey Smith told Polygon. "It's a bit of a music town. It's a bit of an art town. People stay young longer. ... [They're] interested in more than just making money or just doing business. Also interested in how we can get attention. How can we change things? How can we do something novel and worthwhile?"

Colantonio leaves the Lyon studio in the hands of his colleagues and begins to set up an arm of Arkane in Austin. He discovers almost immediately that some of his preconceived notions of what Austin will be like are flawed.

"You know how some people think that in France, everybody is super elegant and poetic and they all eat very delicately?" Colantonio asked.


"And then you go there and it's not quite that. My perception was that coming [to Austin], everybody in the street would be big fans of Ultima and that we would all understand the same things. In reality, what you realize is that it really hinges around a few people. Like Harvey."

Colantonio doesn't set out intentionally to recruit Harvey Smith, but the two have known each other since their early, chance encounter at Origin. They have kept in touch as their careers arced across incredibly similar trajectories. And they share with each other their passion for very similar types of games. Games that, as Smith describes, "straddle this land between action-packed shooter and something with a little more depth."

The two men spend time together. Get to know each other. Edge closer to inevitably working together.

It is 2008. Smith and Midway have parted company. Smith needs a job. He is considering moving back to California to work on a "high-profile game." Colantonio suggests, halfway joking, that Smith work for Arkane. Then Arkane sweetens the deal, offering to make Smith a co-owner.

The offer takes Smith by surprise. At first he isn't sure if it will work. He and Colantonio are too similar. By Smith's math, he and Colantonio share about 85 percent core competencies. He isn't sure that will work. Something about too many cooks in the kitchen.

'Dishonored' Concept Art:




"Then at some point," said Smith, "the obvious answer became, 'Wow, what if we worked together on the same game?'"

An action stealth game, with a little more depth. Something in the tradition of Underworld, System Shock, Thief, and Deus Ex. Something like the games that had brought these two men into the industry in the first place.

There are moments in the execution of any endeavor when those involved stop and look at each other and marvel at the potential. Moments they know instinctively that they will remember for years to come. Moments they make a point of remembering, because whatever happens next will be borne upon them.

For Harvey Smith and Raphael Colantonio, this is one of those moments.

The two men figure out a way to share responsibility and authority without stepping on each other's toes. To cover each other's weaknesses and build on each other's strengths. To build a game.

The game is the key. They call it "the ninja pitch."

"It was basically: 'first-person ninja assassin with magic powers, like ninjas have,'" said Smith. "And so we were: 'We like that idea, but what if...'"

"'What if it was all weird?'" Colantonio finished the thought.

"'All super weird,'" Smith picked up the thread. "'What if it was in London? What if it wasn't a ninja?'

"And then it slowly ... organically gravitated toward this sort of pseudo-Victorian alternate reality."

This is how the "ninja pitch" becomes Dishonored, and how Colantonio and Smith become a creative team. At the 2012 E3 video game expo, Dishonored will be nominated Best of Show. It will be one of the most highly anticipated games of that year. It will earn the loyalty and passion of fans before it is even released.

'Dishonored' Gallery


Invisible Values


It is 2012. Raphael Colantonio and Harvey Smith are a little reserved, talking about their pasts. They don't think they are all that interesting, and some of their history still rankles.

Talking about their game, Dishonored, they are more enthusiastic, but just by a little. They're used to talking to people who don't understand what they're trying to do. They aren't salesmen of their particular niche; they're artists.

Talking about their future with Bethesda, however, they are positively glowing. They can't help themselves. They sound like two men who have won the lottery.

Colantonio has been meeting with Bethesda for years, in a series of missed chances and crossed connections that left him feeling like it was never going to happen. The first meeting was in 1999, for Arx Fatalis. Colantonio met with Todd Vaughn, VP of development for Bethesda. Colantonio showed Vaughn the demo. Vaughn liked it, then disappeared. In 2002, Colantonio showed Vaughn the demo of Arx Fatalis 2, which would become Dark Messiah. Vaughn liked the game, but again, Bethesda did not pull the trigger. They reached out to Colantonio just five days after Arkane decided to do the deal with Ubisoft, but by then it was too late.

Finally, in 2007, Vaughn came clean.

"He invites us, as we were doing The Crossing, to have a meeting to see if there was any way [Arkane] could work with Bethesda," Colantonio says. "And he tells me the full story from their side ... they were super excited by Arx but it was too late because we had signed ... and he was very excited with Arx 2, specifically the combat, and he came back to the office and told them how great the combat was."

But again, it was too late.

"All along for those years they had observed us and he knew that at some point he wanted to work with us. Whereas we had no clue that they had awareness about us. So at some point when they expanded outside of owning games and they had this plan to acquire studios ... one of the games that they wanted to make was exactly the genre that we're making now: first-person, immersive with depth and player choice and a mix of action and RPG at the same time. And he wanted that specifically ... so there was only one option."

"We got approached by Bethesda," Smith says. "There was a moment when I met with Todd and we had lunch and ... it was like ... 'Goddamn, this guy actually understands what made these games special.'"

The terms of Bethesda's acquisition of Arkane have not been made public, but the deal was announced in 2010 at the annual QuakeCon convention put on by id Software, creators of Doom. id Software is also now owned by Bethesda.

Colantonio will only say of the acquisition that it was a good deal.


It's important for us to work with people who 'get it.'

"The thing here, what I'm trying to say is the value of being hard-headed back then and sticking with the plan," Colantonio says. "Stick with what we want, and not be so attracted to whatever the trend is and whore around like most developers back then. The value was huge because eventually it paid off.

"In this case, paying off meant that we didn't sell to [just any] publisher; we sold to the publisher that was meant for us. That would understand our values and supported us for what we wanted. Because they came for us. It's not, like, 'We just wanted to acquire some dudes, and hopefully you can make some stuff for us but we don't know what yet.' It was, 'We want you guys to work on what you know, and do it with the right horsepower.' That is awesome."

For now Arkane is focusing on Dishonored, and holding the company steady. It doesn't want to get too far ahead of itself. It recognizes that for the kinds of games it wants to make, growing too big too quickly could be disastrous. Just as it was for Origin.

"Since we've been very consistent about what we like, then it naturally attracts the right people," Colantonio said.

He and Smith believe that the team at Arkane represents the perfect size and the perfect assemblage of creative talent. Video games are made by teams, not individuals, and Arkane understands this better than most.

"There are a lot of people here who worked on Arx Fatalis, Dark Messiah, Deus Ex ... like, tomorrow if we doubled the size of the studio those people would be drowned," Smith says, finishing the thought. "There are these invisible values here ... we don't want to have to fight that, so it's important for us to work with people who 'get it.'"

Colantonio says that this appreciation of invisible values, this shared love of games no one else is making, is what drew Arkane to Bethesda in the first place.

"They make games which again are consistent with our culture and values," Colantonio said. "They have games that are super hardcore. If you look at Arx Fatalis and the [Elder Scrolls] games, we're pretty close. They totally get our values and vice versa."

"I think we're better now at articulating them too," Smith said. "When you're younger you just kind of feel a certain way. You say, 'No, I don't think it should be that way.' And you have a big fight about why. But nowadays you can say, 'Here's why.'"

"It's funny, because those games like Skyrim, or our games," says Colantonio, "the experiences where people go crazy about these games is always because of ... the unpredictable weird things that get generated by the systems in an unexpected way, and they get away with it. Those are the moments that everybody talks about."

Moments like playing with trash cans and crates in Deus Ex or shooting unlimited arrows in Arx Fatalis. Moments that make the games that we play feel like more than just games. Moments that make us fall in love with playing. Moments we will remember long after we've stopped.

For almost 20 years, Raphael Colantonio and Harvey Smith have been creating those moments in game after game. And now, together, they're ready to do it again.

Image credits

ZeniMax,,,, Gamasutra,, IGDA,, The University of Texas