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Gears of War 3 artwork
Microsoft/Epic

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How Bungie, bright colors, and four-player co-op shaped Gears of War 3

A new book excerpt tells the story of Epic’s trilogy finale

[Ed. note: On July 16, Udon Entertainment is releasing Gears of War: Retrospective — The First 10 Years, a book looking back at the art and making-of story behind every Gears game to date. Written by former Polygon reviews editor Arthur Gies, the book includes interviews with many of the staff who were involved with the franchise in its early days, and includes new comments from former Gears design director Cliff Bleszinski, who has otherwise avoided interviews since closing his recent studio Boss Key Productions.

The book also looks ahead at the upcoming Gears of War 5, which technically breaks the whole “first 10 years” thing, but there are bigger things to worry about. Below, we have an excerpt of the book’s third chapter, which looks at different aspects of the development of Gears of War 3.]


Once Gears of War 2 shipped, the studio knew that there would be another game, and they had a rough idea as to when it would need to be finished.

Epic’s agreement with Microsoft as publisher socketed the studio into the Xbox 360’s flagship release calendar along with Microsoft’s biggest gun: the Halo franchise. Microsoft anticipated both Gears of War and Halo to release on two year cadences, so that the franchises could alternate. As the console generation started, this seemed to work out, as Gears of War shipped in 2006, Halo 3 in 2007, and Gears of War 2 shipped on time in 2008. Epic expected that Bungie would follow suit with a new Halo game in 2009, leaving the holiday period in 2010 for a new Gears game.

This timing was important. While Microsoft was committed to advertising heavily for Gears of War, the competition for holiday advertising space and retail dollars would always be fierce, and it made little sense pitting Epic and Bungie against each other.

“When Gears of War 2 finished, we moved over to Gears of War 3,” former senior gameplay designer Lee Perry said.

“I thought it was really important for us to try and add some major new gameplay verb to the game at that point. But we thought we were on a two-year cycle again. We figured we weren’t going to be able to do that much, so we’re going to focus on four player co-op, which was a pretty big deal. So we thought, okay, that’ll be our tent pole for the game.”

As Epic worked on Gears of War 3, Bungie was untangling knots. Bungie and Microsoft had ambitious plans for the Halo franchise with Lord of the Rings director Peter Jackson, which included a feature film as well as a spin-off game: Halo Chronicles. However, the film’s financing vanished, leaving the movie project in long-term purgatory, and Halo Chronicles was canceled, leaving a sizable team within Bungie without a project.

That team needed work, and a new game concept was floated using the Halo 3 engine. The idea was a sort of expansion to the 2007 game, starring the series’ elite Orbital Drop Shock Troopers. In early 2008 work began on Halo 3: Recon, which Bungie announced later that Fall.

The problem for Epic was Bungie’s other project: Halo: Reach. Reach was already in pre-production when work on Halo 3: Recon — which, in 2009, was renamed Halo 3: ODST — got underway. Halo 3: ODST was slated into the 2009 holiday season, pushing Reach into 2010 — and into the spot Epic had assumed Gears of War 3 would occupy.

“After about a year of [us] working on Gears of War 3, Bungie changed up their schedule with ODST,” Perry said. “They decided they were going to ship at Christmas, which kind of screwed us. We never wanted to compete for advertising dollars or visibility, when Microsoft of course own Halo. So we decided to push Gears of War 3 back.”

The timing wasn’t optimal for Epic. “It was kind of frustrating,” Perry said. “Had we started [Gears of War 3] knowing that we would have three years to work on it, we could have done much more ambitious designs from the start. But we kind of got this refresh halfway through and then it was a little too late to add some major component to the game.”

Gears of War 3
Microsoft/Epic

Story help

After the success of Gears of War, Epic saw additional opportunities for developing the story’s universe, particularly outside of games.

The ‘00s were a period of transmedia reach by game studios and publishers, and Gears of War found its way into comics and novels quickly. For the first Gears of War novel, Epic turned to author Karen Traviss, who had made a name for herself both with her own original sci-fi novels and a well-regarded series of Star Wars books centered on the prequel trilogy’s Republic Commandos. Gears of War: Aspho Fields, set between the events of Gears of War and Gears of War 2, released in late October.

In 2009, as pre-production got underway for Gears of War 3, Epic approached Traviss about additional opportunities. “I was doing story consulting for Epic,” Traviss said in a later interview with outlet Computer and Video Games, “and they asked if I’d like to have a crack at the third game.”

Traviss brought a level of “hard” science fiction legitimacy to Gears of War 3’s story in the lead-up to release, and the opportunity to more closely tie Gears of War’s in-game fiction to its expanding universe.

“We’ve always carefully integrated the books and the games, but now that Karen’s writing the game as well, the storyline is even more tightly woven,” former Epic director of production Rod Fergusson said in a press release announcing the partnership in 2010. “All the characters have a rich and troubled history, and the events between the second and third games plunge them into an even more desperate struggle to survive.”

The participation of Traviss marked a continuation of Epic’s willingness to bring in outside talent in order to augment the studio’s abilities and strengths. The studio would continue to involve outside story contributors for all of Gears of War 3’s follow ups, even as ownership of the game changed hands.

Gears of War 3 screenshot
Microsoft/Epic

One announcement, three release dates

With a Fall 2010 release date no longer in the cards, Epic found Gears of War 3 bumped to the following spring.

As development progressed on the game in 2009 and early 2010, there was not yet an indication that spring releases could have the kind of horsepower that the holiday had typically provided, so Microsoft and Epic went even more mainstream with Gears of War 3’s release strategy.

While rumors of the game’s development had swirled almost as soon as Gears of War 2 shipped, Gears of War 3 was only formally announced on April 13, 2010 in the biggest, most mass-consumer way available to games at the time: on Late Night with Jimmy Fallon. Fallon had begun featuring games on the program to a great deal of buzz, and Cliff Bleszinski’s strengths as a media-savvy front man for the franchise made it a perfect fit.

After debuting the Ashes to Ashes trailer, which featured Gears of War 3’s defining tagline, “Brothers to the End,” Bleszinski teased the game’s new enemies and story, calling it “the final chapter in the story of Marcus Fenix and his companions in Delta Squad.” Bleszinski also revealed a release date: one year later, on April 8, 2011 — a date which Microsoft corrected the following day to April 5, 2011.

Neither were correct, as it would turn out. In October of 2010, Microsoft and Epic announced that Gears of War 3 would instead ship the following fall, inheriting the Halo franchise’s now traditional September release window.

This move still stings for some staff who worked on Gears of War 3. The additional time came at a point where the game was essentially final, and there wasn’t time to rescope elements of its design or structure to take advantage of an additional four months of time. Instead, it allowed Epic the opportunity to produce a multiplayer beta for Gears of War 3 that launched around the game’s original release date in April of 2011.

The Gears of War 3 multiplayer beta accomplished several goals. Guaranteed entry into the beta was attached to Epic subsidiary People Can Fly’s in-development game Bulletstorm, set to release in February 2011, and, later, to any pre-orders of Gears of War 3. The beta also served to keep up awareness of Gears of War 3 and generate early positive buzz for the game thanks to its newly welcoming, colorful, and fast-paced multiplayer suite. And finally, the beta’s most critical goal was to ensure that the matchmaking problems that beset Gears of War 2 — problems which persisted for months after the game’s launch — would not once again sabotage its playerbase.

Gears of War 3 artwork
Microsoft/Epic

Color and light

As Lee Perry and the other Epic designers worked to find new gameplay hooks for Gears of War 3, the artists and engineers took on a new mission statement for Unreal Engine 3 and the Gears series.

While the original Gears of War was considered a visual revelation in video games in 2006, its style was so frequently reproduced and so pervasive during the first years of the console generation that it eventually became something of a punchline. “Greys of War” was frequently cited by Epic’s developers as they sought to make improvements on Unreal Engine 3, but Tim Sweeney and Epic’s engineers also needed to adapt to a cohort of engine competitors from developers like Crytek’s CryEngine and Valve’s Source engine. CryEngine in particular was becoming known for driving huge environments lit using a technique known as global illumination, which simulated the interaction of light bouncing off of contact points in an environment and creating indirect, colored light sources.

Epic didn’t ignore the development of these lighting techniques, and was hard at work on its own solution, Lightmass. For Gears of War 3, Lightmass killed two birds with one stone: it advertised a major new feature for Unreal Engine 3, and it allowed Epic’s artists to resaturate and brighten Gears of War, a direct rebuke to the criticisms labeling the series as overly dark and monochromatic. “With Gears of War 3, we wanted to bring color and lighting,” former Gears lead artist Chris Perna said. “That was the biggest thing. We had done the drab stuff, and there were a lot of other games kind of taking that post-processed look and doing it as well.”

In Perna’s assessment, Gears of War as a franchise was in danger of losing its distinctiveness. “We looked pretty same-y at that point,” Perna said. “The question became, how could we take Gears and expand the audience a little more?”

According to Perna, Cliff Bleszinski complained that the Sera of the first two Gears of War games was too dark and drab. “Cliff said he didn’t want to spend too much time in a world that made him feel like this, and he asked if we could put color into it.”

While Perna’s aesthetic preferences weren’t necessarily oriented toward the colorful world Sera would become, he did get an opportunity he had been waiting years for.

“We remodeled all the characters,” Perna said. There were multiple reasons to go back to the well, according to Perna. Most of Gears of War’s character modeling dated back to 2003 for creatures and 2005 for its heroes, and the ensuing years had brought dramatic improvements in the tools available to Epic’s artists. It was an opportunity to add facial animation support to the models as well, technology which had improved as the console generation progressed, and the move to Lightmass meant character lighting and shadows had changed dramatically.

But for Perna, it was more visceral than that. “You get to [fix] your mistakes,” Perna said.

Perna valued the chance to try again, but laments some of the game’s change in direction. “We so badly wanted to redo stuff to look better with new technology,” Perna said, “and I think we made the characters too big and bulky and they shouldn’t have gone that way.” He expressed concern that the dark tone of the story was harder to follow due to the changes. “Gears of War 3 is probably the most colorful of the Gears games ... the most cartoonish if that’s it.”

But much of Perna’s thought process now is dictated by the time passed since Gears of War 3’s release. “Artists, when they look back at their past work, it’s never good enough,” Perna said. “That’s part of where my thinking is going as well. At the time I was tickled pink with them.”

Gears of War 3 artwork
Microsoft/Epic

Random, ugly, and fun: Four-player co-op

As Epic’s engineers and artists rebuilt Unreal Engine 3 and Gears of War’s menagerie, its designers battled with the realities of its primary gameplay hook: four-player cooperative play.

This feature had been oft-requested, and made a great deal of sense structurally. Gears of War and Gears of War 2 both frequently featured a four-person-strong Delta Squad fighting alongside one another — why not let players fill in the gaps?

The “why not” list was, as it turned out, lengthy.

Co-op had always undermined key elements of Gears of War’s tone and story, as well as basic principles of rhythm or pacing. “The very first thing I noticed as a designer is anytime you have people playing co-op, no matter how conservative or scary your game is, it’s suddenly a foot race,” Lee Perry said. “‘Who’s going to get into the next room first, who’s going to shoot first,’ whatever. It kind of blows a lot of pacing methodologies out of the window from the design point of view.”

Designing for these requirements forced several changes and additions. While Gears of War 2’s spaces were bigger than the first game, Epic designers like Dave Nash and Perry had to place more cover and points of progress and movement within Gears of War 3’s combat spaces.

The need for new solutions to challenge four players led to a rethinking of cover and how players could use it.

“One of the things I really wanted to push forward with was moving cover,” Perry said. “A lot of other games were getting much more dynamic with moving around things in the environment and we had challenges with that in Gears of War 2. But I really wanted to tackle that, where entering an environment in Gears of War 3 and looking around was just the starting point of how it would look. I think we made about 25 or 30 prototypes of new ways to get into cover. Things could move, and you could kick them around and move them and do interesting things with them, and some had weapons mounted on them. It kind of became this whole other system.”

Many of those ideas proved to be more ambitious than Rod Fergusson believed the studio could support. “I think I might’ve given Rod a heart attack,” Perry said.

Gears of War 3’s new antagonists provided a means of changing things up that were less of an engineering challenge than fundamentally changing the cover system. “I was trying to find a way to make a series of enemies that didn’t feel like Locust particularly,” Perry said. “I knew that we didn’t have a ton of time.”

The Lambent provided that solution.

While they might initially behave like the Locust, their mutations provided a number of new gameplay opportunities. Some transformations were player-triggered or preventable, which added a new level of strategy, and, in turn, some Lambent abilities contradicted longstanding player expectations. “I was trying to make an enemy that we could use in lots of different ways,” Perry said. “That was where the modularity part of it kind of came in — the ability to shoot over cover or get tall, that design was partially influenced by the fact that we were pushing co-op so hard.”

The Lambent’s unpredictability and toughness also worked to give four players enough to do while running a game on what would be six-year-old hardware. “We needed to make enemies that were tough and big enough that when they pop up, it’s okay if there were up to four players shooting at it,” Perry said. “When you put four players in a level, it didn’t necessarily mean we could draw four times as many enemies for those people to fight. So it became pretty critical to make an enemy that could engage multiple players at the same time — [one] arm shoots that guy, this arm shoots this guy, etcetera.”

Perry admits that players may not have even noticed. “Four player co-op is pretty intense and it definitely pushes stuff right to the edge of [a game’s systems],” Perry said. “But if your players are actually playing with friends, it’s almost like designing on easy mode, because people are having fun with each other. It gives you a certain amount of leeway. They’re having fun with their friends, so they’re way less nitpicky about the behavior of a particular enemy. It’s just one of the trade-offs of designing for co-op. Things are going to get more random and ugly. People generally enjoy the hell out of it anyways.”

The Lambent made it easier for Epic’s designers to keep four players busy, but Perry knew that wasn’t the only way Gears of War 3 would be played. “I knew that four player co-op could be awesome, but I also knew that a lot of people don’t have three other friends online,” Perry said. “Part of [the Lambent’s design] was trying to make enemies that could scale lower if a player was only playing by herself.”