Ken Levine and the Infinite Idaho

BioShock Infinite creator Ken Levine speaks exclusively to Polygon about his past, his fears and his irrational process.

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No one notices Ken Levine.

It’s a cool December morning and we’re seated on the rooftop of the plush Montage Hotel in Beverly Hills. Levine blends in. He’s got a solid base tan and a fresh, prickly haircut. His retro X-Men T-shirt, which flatters his muscular frame, might give him away as a nerd if it weren’t 2012 — a time when form fitting comic book shirts are conventionally chic.

Unlike in movies, the most talented creators in video games are often unknown by their biggest fans. The forty-something game designer is the video game equivalent of a Steven Spielberg or a James Cameron, an outspoken creator of colossal and expensive worlds; fans love his characters so much they’ve had them tattooed across backs and arms and, yes, even a face or two.

It’s possible you’ve heard of his most successful game, BioShock. I glean our waiter hasn't, as he affords Levine the indifferent California cool he’d show any other schmo. Same goes for the lone slick-haired celebrity photographer stalking the patio, who creeps past us to get a close look at an orange-skinned teenager in a Bible paper tank top. In a town where Kevin Federline gets two minutes on TMZ, Levine doesn’t get a second glance.

His treatment will change tonight. At the behest of his publicist, he will switch out of the comic book tee into something more formal. Then he will be driven to the Sony Pictures lot for the Spike Video Game Awards show, where, on the red carpet, he will be treated with the respect and attention afforded a Kardashian.

The oddball mix of journalists, enthusiasts, publicists and fans will want to know about his next big game, BioShock Infinite. They’ll ask about the game’s box art and marketing materials and protracted development cycle, and he’ll be on his best behavior.

Levine doesn’t particularly enjoy awards shows. On the rooftop patio, an hour passes before he places his order (the egg white omelette). Here, he asks me, under the sun, on top of a beautiful hotel, overlooking the sprawl of Los Angeles, just talking with someone about games and movies and stuff — who wouldn’t love this?

He laughs. “It’s sort of a vacation.”

The Process


"The way I create video games, it's more like sculpture," Levine says. He finishes chewing a mouthful of egg white and sets down his fork. He explains the following, using his hands to visualize his words.

First, he says, his hands creating a box, he accumulates materials. Books and art, music and films. Comic books, Wikipedia pages and bric-a-brac from tourist pit stops. A lecture on gilded age objectivism, a non-fiction best seller about the Chicago World's Fair or an etching of an ancient torture device.

These many strange and precious things are then mentally pressed together — his hands pulverize one another — into a raw slab of inspirational clay. Inside this clay, he says, will be a game. He and his team will just need to find it.

The process is a creatively exhausting one. Sometimes it takes months. Sometimes years. Sometimes large chunks of the game, Levine tells me, must be broken off like the arm of a statue to make way for a better product. His index finger and thumb snap an invisible appendage.

With a team ranging from 20 to 200, Levine has spent the last half decade chipping away at his latest opus. As of Friday, November 30, he's officially stepped away from sculpting duties on BioShock Infinite. His job now is to meet the press, review marketing materials, respond to questions about what tiny things can and can't be cut or switched or polished, attend award shows — like the VGAs — and ultimately ship the game.

Int. Frat House - Day

"How many of you have played Call of Duty?"

A petite and well put together blond woman stands amongst a crowd of men in a dank frat house in the center of the country. The men fire their palms towards the ceiling, and the woman jots onto a notepad.

"And how many of you have played Halo?" she asks. The same thing happens. All hands shoot up, and the young publicist scribbles another note.

"Now, how many of you have played BioShock?"

She rewords the question: "How many of you have heard of BioShock?"

The frat house is perfectly still. "Okay," she says, "I'm going to introduce you to BioShock. I think you're really going to like it."

What's a Bioshock

In 2007, BioShock won Game of the Year at the Spike Video Game Awards. The award winner was announced via the painted nude body of a model with BioShock printed across her buxom chest, two bubbles tastefully obscuring her nipples.

It was unforgettable. Levine smiled into the camera and walked towards the podium to deliver his acceptance speech when, suddenly, a group of rowdy developers in capes and rooster masks Kanye Wested the moment and hijacked the stage to promote their new studio, Gamecock.

"I was Taylor Swift before Taylor Swift," Levine groans. The stunned designer was ushered off stage before he could give his speech.

In BioShock the player embodies Jack, a voiceless, rugged man who uncovers the mysteries of an abandoned metropolis at the bottom of the ocean. To expedite his process, he uses guns and biological upgrades called plasmids to maim, burn, sting and eviscerate the dangerous locals that interfere.

The game is a first-person shooter, the red meat genre familiar to anyone who's seen Call of Duty or Halo or Doom. What distinguishes BioShock from most members of the genre is how, between all of the shooting people in the face, it manages to tell a compelling story while commenting on history, philosophy, ideology and the value of video games as an art form.

Set in 1960, BioShock spins together Randian philosophy, objectivist architecture and post-World War II nihilism. Characters have names like Atlas and Fontaine, and the bathysphere setting is called Rapture, described by its founder as a man-made escape from communism, democracy and the church.

During a climactic second act turn, the game bluntly questions the notion of player agency and free will. When we pick up the controller, it asks, are we really in control? Or to put it another way, are we playing games or are they playing us?

It's hardly subtle, but hey, neither was Oedipus Rex.

Levine's mix of highbrow and lowbrow calls to mind Tarantino and Nolan, both mavericks of dual purpose violence as cultural commentary/badass rodeo. All three attract broad audiences to thinly veiled art house fare and the indie-oriented erudite to popcorn flicks swaddled in cerebrum — there's something for everyone.

BioShock established Irrational Games as an elite video game studio and Levine as its creative figurehead. It sold over four million copies and won nigh unanimous critical praise, including the infamous award Levine never formally accepted.

BioShock was the toast of the gaming scene, but just that: a game beloved mostly by people who already play games. With BioShock Infinite, Levine wants to attract a bigger audience.


"I was Taylor Swift before Taylor Swift"

The Announcement

Back in the summer of 2010, Levine and a hit squad of publicists occupied the banquet hall in New York's famed Plaza Hotel. Located on the southeast side of Central Park, the building is an ode to turn-of-the-century Americanism, with its decadent columns, arches and murals. It's the place you drop $50 per person on afternoon tea.

The night of the announcement, a group of international politicians were occupying the neighboring space inside the Plaza. Outside the hotel, local reporters were roped to defend a local government official under heat for an alleged financial cover-up.

It was an unintended but welcome piece of set decoration for what would be the announcement for another game about the fallibility of powerful, ideological men — a recurring theme in Levine's work.

Allowed past the police line, like scabs, were groups of game reporters, including me, in ratty jeans and t-shirts. We were ecstatic to learn what Levine had been working on for three years, a substantial amount of development time, even by the game industry's lengthy standards.

In the interim, sister developer 2K Marin, which many Irrational employees had left to found, produced and released BioShock 2. That sequel established BioShock as a brand, though sold short of its publisher's five million unit expectations.

"This game," I recall a fellow reporter telling me as we waited for Levine to take the stage, "isn't [just] the BioShock sequel we've been waiting for. It's the game we've been waiting for."

The lights went down and the anticipation wafted off the people in the crowded room into clouds of hot, enthusiastic perspiration.

Barring a cheeky and misleading intro, the ten minutes of gameplay that proceeded featured none of the settings, characters or powers of BioShock, but retained the overall feel. Here were two warring factions of ideologues in a fantastic metropolis, this time floating in the sky like a series of immense hot air balloons. It had political, philosophical and religious overtones, featured first-person perspective, and included plenty of obligatory shooting people in the face.

The climactic title card, BioShock Infinite, both connected and distanced the game from its predecessor. In interviews (which took place in a novelty turn-of-the-century fairground built inside the hall, complete with popcorn, hotdogs and Dixieland music) Levine was cagey about where this new story fit into the established universe.

He was also unwilling to say when the game would be finished. Or if the footage, which looked measurably better than any video game released to that date, was actual in-game footage or just a proof of concept, a computer-animated imagining of what the final product might look like.

So many questions, so few answers. Don't worry, a publicist told me, you'll know a lot more soon.

It would be nearly a year before I spoke with Levine again.

Thirty miles and forty odd Years away

Levine grew up roughly 45 minutes by car from the Plaza Hotel, in a sleepy suburb of New York City called Upper Saddle River, New Jersey. His mother was a housewife and his father managed a diamond shop in Midtown Manhattan.

"[As a kid] I sounded like this," Levine says, sliding his tongue across the roof of his mouth to create a soft and elongated lisp. "My family could understand me, but at school my brother would have to translate for me. It was very…"

Ken Levine wears the nerd label like a battle scar — cool, but intrinsically tied to something more sinister and painful. The tan, the muscle, the cool clothes: they're relatively new additions to Levine's style.

As a child, Levine waded in the substratum of his school's social sphere — the nerd's nerd, a bully magnet, a soft kid with a thick lisp and affinity for books. He recalls how one boy in seventh grade would punch him in the arm every morning before class. Hard. Repeatedly. His defense was a secret revenge fantasy that he'd draft and revise on the wall of his brain.

Fantasy was the boy's drug of choice and the local mall was his top pusher. Books, comics, video games — Levine couldn't get enough.

He talks about using media to sculpt his projects, but as a child it sculpted him. Logan's Run made him an obsessive chronicler of dystopian fiction. An Atari, given to him for Chanukah, catalyzed a video game fanaticism. He loved X-Men the way some people love religion: a pure, burning, unfailing love.

The fictions allowed him, in his words, "to navigate this space between childhood and adulthood from a safe distance." Comics, games and books were his sex, drugs and rock 'n' roll, which made him as uncool to fellow 12-year-olds as you'd expect.

The Levine family patriarch was a hard worker, an attitude he tried to instill in his awkward son through example. Each morning, the man would take the 3:30 a.m. bus route to Port Authority, then walk to Times Square in darkness.

Levine loved to visit his father. The booming metropolis was its own escapist dystopia drawn with neon, steel and soot. This is the New York City of Taxi Driver and Mean Streets and the boy was awed both by how majestic and scary it could be.

What he liked most about the city was how it wasn't school.


The tan, the muscle, the cool clothes: they're relatively new additions to Levine's style.


Friendship buff


High school was better.

Levine found friends, a small gaggle of like-minded guys permanently seated at the front of the school bus near the driver — where it was safest. It was a meet-cute: The two boys were discussing science fiction, and for the first time, quiet Levine couldn't resist speaking up. Their names were Bill and Doug, and Levine got so caught up in their conversation that he missed his stop and had to walk three miles home.

Levine describes high school as a friendship crucible, in which the pressure of conformity, anxiety of academia and disappointment of teenage heartbreak create intense, lasting bonds. He's still close with that group of guys.

But even amongst the outcasts, a young Levine didn't always fit in. Bill and Doug had girlfriends; he didn't. And when girlfriends start joining, as Levine puts it, "the days of your D&D group are fucking numbered."

Levine attended a summer arts camp when he was 15 years old. He mostly passed time by working sound in the camp's theater, until a counselor recommended he write and stage a play for the final talent show.

He took a day to pen the one act and another day to stage it. The campers loved the show, and Levine was, for the first time in his life, popular.

"I was never really good at anything," Levine says. "I was never athletic, I had a speech impediment, and all of sudden, it was like finally I have this power that I didn't know existed and it can affect people, and all of a sudden people liked me when they read this stuff.

"That was very powerful for me. And then I started writing short stories and plays and I kept writing and writing and writing."


Inspired by his time at the summer arts camp, Levine attended Vassar's drama program where he acted, wrote, smoked pot and bussed tables, not always in that order.

The summer of his junior year, Levine got fired from his job bussing tables. Needing to fill the time and make some extra cash, he attended the university's Powerhouse theater workshop, where he served as a carpenter.

At the time, Powerhouse was attracting up-and-coming theatrical talent. Playwrights like Ann-Marie MacDonald and John Patrick Shanley used the students and local audience as a test venue for new work.

One writer, Jon Robin Baitz, who'd established himself in both Los Angeles and New York with his play The Film Society, took a shine to Levine. After reading one of the student's scripts, he asked if he could perform in its reading. A flattered Levine agreed and the two developed a friendship.

On the day the program wrapped, Levine mustered enough confidence to ask the working playwright how he made money. Without hesitation, Baitz introduced Levine to his Hollywood agent, Tracy Jacobs (who is now co-head of the Talent Department at United Talent Agency), inducting him into Hollywood culture.

Studios flew Levine out first class for meetings in Los Angeles between his senior year seminars and recitations. He met a woman at Paramount, who informally gave him his first gig. You can imagine how seductive and empowering this would be for a twenty-something taking drama classes in Poughkeepsie, New York. One minute you're carrying dishes and kissing up to a professor, the next moment you're being courted by genuine professionals, who no doubt are promising the stars and the moon and whatever other heavenly body you'd like, so long as you write a hit.

The moment he graduated, Levine booked one more flight to Los Angeles, this time one-way.


What's a Bioshock infinite


Jean-Luc Godard famously said all you need to make a movie is a girl and a gun. That's pretty much where Infinite starts.

Fast forward roughly two decades.

The whole reason I'm in Los Angeles is to get my hands on BioShock Infinite. Hands-on time with an upcoming blockbuster video game is a significant landmark on its path to final release. By the time members of the press, like myself, are able attain this hands-on time, the game must work well enough to be playable by said critical press.

It's crucial for any game's development timeline — but particularly important for BioShock Infinite.

It's been two years and change since we saw the first playthrough at the Plaza Hotel, way back in New York City. Since then, the game's had a critically adored preview at the Electronic Entertainment Expo in June 2011 and a publicity lead up into early 2012, followed by a number of set and switched release dates.

The good news, I am told at the demo, is that I will play the first few hours of the game. The bad news is the release date will be moved — the last time! They promise! — from February 26, 2013 to March 26, 2013.

"I could talk for hours about this stuff, but that's not what either of us want," says Levine, standing in front of a claustrophobic hotel room of press. "I want you to play it because it's real, it exists."

It is most certainly real, and while I won't go so far to say what I played was as impossibly intensely paced and beautiful as that first video, it comes awful close. And its story, with hours of play under my belt, is a whopper.

Jean-Luc Godard famously said all you need to make a movie is a girl and a gun. That's pretty much where Infinite starts.

It's 1912 and we're off the coast of Maine. A former Pinkerton agent, in some sort of trouble, opens a box to find some money, a pistol and instructions to bring back a young woman. A man and a woman in yellow raincoats row our hero across stormy seas to a lighthouse, bickering about "the exercise" and something about knowing the subject will fail.

Our hero departs the boat and climbs to the top of the lighthouse where he finds a red leather chair. He sits, some machinery clinks about and FWOOSH! He is rocketed into the sky, through the clouds and onto the floating city of Columbia.

It's stunning, truly. An ode to Americana and Dixieland, striped in red, white and blue and plumed with gold. This is the city on the hill. The literal face of imperialism and evangelism, floating across the globe representing a proud and strong United States. Or so it seems.

This is an Irrational game — a city of ideologues is most certainly doomed. It's not long before we see the conflicts of this time and place. The lathered preachers, the racist store clerks, the anarchist opposition.

Then there's Elizabeth, the beautiful young woman (think Belle from Beauty and the Beast) you've been sent to bring back to Earth, who both the anarchists and followers of the local prophet Comstock see as the proverbial air keeping Columbia afloat. Some locals will protect her, others just want her dead, but no one wants you involved.

Elizabeth is magical. Her delicate frame wields the power to rip holes in the fabric of reality and time — which might explain why the barbershop quartet on the Columbia promenade croons the Beach Boys' "God Only Knows" more than half a century before it will be written.

This is what Levine does: he pits two contrasting philosophies against one another, and you, the indifferent protagonist, are caught in the middle of it. It's a great way to bring out the worst in both sides.

BioShock games, including the first few hours of Infinite, have an uncanny ability to bring disparate ideas to work. The alternate history time bending, the floating city, the political and religious head butting — everything acts in harmony.

And all of this serves what is, on its most base level, a first-person shooter. A game where you go from one place to the next killing shit.


"I guess I'm a demagogue against demagogues," Levine says, speaking to his recurring interest in larger-than-life men with larger-than-life beliefs. "You know like I'm demagogic about that, because I'm so uncertain about my own beliefs about everything and I'm constantly wondering.

"My relatives are very much of the Tea Party persuasion," says Levine. "When they first saw [Infinite] they were furious. 'Cause they thought the game was an attack, specifically designed to be an attack on the Tea Party. When people saw the Vox Populi they thought it was a knock on the Occupy Wall Street movement."

The original BioShock kicked up similar dust storms. Its commentary on objectivism riled everyone from mommy bloggers to neo-Nazis.

"I went to a ... for some reason I ended up one night on like a Nazi website," says Levine, laughing at what he's just said. "And there was a quote, and I kid you not ... I may be slightly changing it or I may be slightly misremembering but it was effectively, 'The Jew Ken Levine has created a white person killing simulator.' And so the games we make I think tend to be a bit of a Rorschach, and an anti-Rorschach, like a negative Rorschach. Sometimes people see, especially people who are very certain about their views tend to see the games as attacks on their beliefs."

I ask Ken about the revenge fantasies he used to have, if these slings rekindled that flame.

"[When I was a kid] I wanted to have to the courage to fight back and I didn't have it. As an adult, I have kinda become fairly fearless in terms of the kinds of risks I have taken in my life, in the businesses I've started, the stuff we made. My wife goes on and reads things about me on the Internet that are good and bad, right, and it upsets her and sometimes it upsets me but generally I have a pretty thick skin for this stuff. I mean, you have to."

Levine's changed so much since childhood. There is only the slightest echo of his speech impediment. He speaks with confidence, and nine times out of ten, I see him wearing a skin tight black polo that would give Simon Cowell a run for his money. On the outside at least, he's not the boy he used to be.

Back to the past


Levine moved here, to Los Angeles, nearly two decades back, for his first professional writing gig. It's about six hours in the air from New York to Los Angeles, but Levine might as well have boarded a spaceship to another world.

A studio wanted Levine to pen a romantic comedy that would turn Christian rock singer/songwriter Amy Grant into a movie star. The working title was The Devil's Advocate (not to be confused with the Keanu Reeves/Al Pacino film of the same name, that my wife tells me is not Keanu's best, but certainly not his worst).

"The story was a devil gets a job to come corrupt her and she is this perfect woman, so nice to everybody. He comes to corrupt her and guess what happens? They fall in love. It was fucking atrocious. I was completely hopeless at making it any better."

How did it end? I ask.

"For me? Badly. I don't remember, he ends up not being a devil and becomes a full person, I don't know. So stupid, so stupid. But hey, I took the job, they paid me a lot of money for the time. It didn't go anywhere. That was it, I couldn't get another job."

He used the paycheck to buy a SEGA Master system and a VCR.

Levine cycled through a number of writing gigs that never materialized as final products. He did the Los Angeles thing, entered a long term relationship with a minor celebrity, and moved into an apartment with some former semi-stars and a couple other then-fresh faces pursuing the new American dream.

Time passed.

After nearly five years, Levine found himself clock-watching as a computer consultant. At night, he'd gorge on video games and comics. It was a dark place that resembled his elementary school days.

You know what, if I like a girl I'm going to go up to her, I'm going to talk to her, I'm going to tell her I like her.

And then, fate or coincidence or whatever you believe in interceded. A fellow writing friend invited Levine to a theater festival in Idaho. The friend didn't have much cash, but he could spare a room and some food. "I went up to Idaho to do the play," Levine says, "and I basically got away from my life for three weeks."

He ran every day. His skin took on a rich tan. His hair grew out, a beard grew in. And he rediscovered how writing could boost his confidence and happiness.

"I came back [to Los Angeles] and all of a sudden I was like, 'Okay, I am going to be a writer. I'm going to break up with this girl who I don't love. I'm going to ...' You know everything changed in my life. How I pursued my life, how I approached women, you know I was always kind of nebbish-y, nerdy guy and I said to myself, 'You know what, if I like a girl I'm going to go up to her, I'm going to talk to her, I'm going to tell her I like her.' So that was the real moment and I think that if I didn't have that happen, I don't think I would've been able to go on and have the balls to start up a company and do all the things you have to do."


So, inspired, he moved to New York. He wrote a play. And it wasn't very good. And Levine realized, even if it was great, what career would he have as a playwright in the 1990s?

"As a playwright, there really was no [career path] and all of sudden it occurred to me: oh, boy, I made this big move. But shortly after that I thought of the game thing. So I had this big huge energy, but you know what, it was the wrong direction."

He began chipping away at what it was he wanted to do. And he found an idea in the back page of a video game magazine. An ad: Looking Glass Studios, Game Designer Wanted.

The folks at Looking Glass, enticed by Levine's Hollywood resume, invited the 29-year-old with no experience in game development in for an interview. Needless to say, they were charmed — even though he lacked some fundamental skills of the craft.

"I don't think [Looking Glass] actually knew what they were going to have him do," says Jon Chey, a former employee of Looking Glass Studios, "so nobody actually gave him anything to do for the first few weeks he was there."

At the time, Looking Glass was operating from a modestly sized office in Cambridge, Massachusetts. Its team of technical savants produced complex 3D games like Ultima Underworld and System Shock, that incorporated ideas that were years (if not decades) ahead of their time.

"Looking Glass was like an MIT farm," says Ian Vogel, one of Levine's former co-workers at both Looking Glass and Irrational. Smart as Levine was, he wasn't quite like them. He was the artsy theater nerd.

Doug Church noticed this, and Doug Church saved Ken Levine. Under the mentorship of the veteran designer, the creative mind behind System Shock and Underworld, Levine began writing for ACTION RPG, which would become Thief.


"I would go there and Doug was the classic sort of genius, he'd show up to work at one in the morning sometimes and then he'd disappear for a couple of days. I knew he was such a genius I would wait for him to show up and I would be at work for all hours because I was just desperate to learn and this is basically my last shot at something in life. I was determined to make it happen. So it turns out, Doug is going to show up at one in the morning, I'm going to wait, I'm going to be here. Those hours I would get to talk to him and work on this game design and how much I learned from in that time was incredible. I think that his willingness to throw out ideas was incredibly influential on me because that kind of entered a process, not being afraid to throw stuff out, which is such an important part of Irrational's way of working."

Church can take credit for Levine's willingness to break the arm off the statue.

At Looking Glass, the many pieces of his life — the video games and comic books, the literature and screenplays, his former quiet self and his newer confident self — began to lock into place.

"It's my presupposition that Ken's really good at connecting dots," says Vogel. "You've got games. You've got culture. You've got storytelling. You've got a desire to be an entrepreneur. I think it wasn't 'til Looking Glass that those dots connected for him for the first time."

But Thief was just half of Levine's job.

Looking Glass was expanding rapidly and had begun taking on franchise work. Chey and Levine were assigned to a Star Trek: Voyager point-and-click adventure project, a genre the studio hadn't previously attempted.

Chey recalls the project: "We were like, 'Well, we're new to this industry, we're working with all these guys who know what's going on, right? And they must be doing the right thing, but this seems really weird. Why are we building a physics engine system and an AI for a point-and-click adventure game?' which is actually what I was doing."

Church can take credit for Levine's willingness to break the arm off the statue.

The duo met outside the office along with their co-worker Rob Fermier to talk through their concerns with the project. They found they enjoyed just talking with each other about design and development and stuff. They also shared an affinity for business, and had big ideas for how a studio could be run.

Eventually, the Voyager project found itself canceled, and Levine found himself with half a day to do nothing. He'd regularly go watch movies for inspiration, something Chey compares to Don Draper in Mad Men. This was a change for him from his past life in Los Angeles, this willingness to just leave work. It was a small thing that marked a broader personal outlook:

"I remember I used to go to a job," says Levine, "and I wouldn't leave until I sort of checked in with everyone to make sure they liked me. And it was all of a sudden, why don't you just walk out the door and go home? Why don't you stop giving a shit about what all these people think of you because that itch will never get scratched if you care about that itch. Once you stop caring about scratching that itch, about the other people itch. It made my life a lot easier and those skills help me now."


Rob, Jon and Ken decided they needed to branch out on their own, and formed Irrational Games. Vogel, who would eventually join them at Irrational, described Rob as the technology side and Jon and Ken as the creative and business side. The three began pitching work to publishers.

Vogel tells me he joined Irrational shortly after, because it had the creativity of Looking Glass with a strong business acumen he credits to Chey and Levine.

Paul Neurath, a co-founder of Looking Glass, saw Irrational as an opportunity, and allowed them to use the studio's space and contract its engine to create their first project. Levine admits that returning to the game they'd just left was weird, but the structure was just different enough to work. "I've always tried — whether I work for them, or they work for me — not to leave in a bad way."

The three Irrational employees began development out of the Looking Glass office on an action role-playing game tentatively titled Shock. Electronic Arts finally agreed to publish the game as System Shock 2. Fourteen months later Irrational shipped its first game.

Irrational got its own home and Looking Glass closed less than a year later.

In the beginning, the team was just trying to get phones plugged in. The office had a startup culture about it. The Boston development scene was like the Wild West then. Artists and designers hung out at rock 'n' roll bars until one in the morning, then would show up on time for work the next day.

The team was small, only a couple dozen employees. A tight and brotherly group, but Vogel says some were walking HR violations, and "Ken was like the detached but aware oil baron or magnate."

"I'm not a boss who is going to go out and drink with the guys," says Levine, "and hang out with them. Because the next day I have to say 'I need you to do this rather than that.' Those are hard orders to negotiate sometimes and I think there are probably people who do a much better job than I do."

"There's no such thing as the average gamer"

Ken made it clear he didn't just want to make highly rated games. He wanted financial and mainstream success. And he wanted both without huge boobs or condescending story lines.

"There's no such thing as the average gamer," Vogel says. "That was something we repeated to ourselves at Irrational." With that ethos, the studio would create beloved and successful games like Freedom Force, SWAT 4 and BioShock.

The Model Sons

Back at Breakfast


The weather shifts on the balcony of the hotel in Beverly Hills. Levine calls his wife and asks her to bring down a jacket. He can't afford to get sick. "Not today," he says.

Levine will be presenting footage of BioShock Infinite at the awards ceremony tonight. I ask him if awards — of which BioShock won many — mean anything to him. He stops and thinks about it.

"I love being married," Levine says. "My wedding was really nice 'cause I saw my ... the only moment that was super meaningful to me at my wedding was when I saw my wife walking down the aisle, and we just looked at each other, and we both knew. I knew looking at her, and she knew looking at me, that we were doing exactly the right thing […] They say weddings are not for you, they say it's for the relatives. Which I guess I never understood that […] To me the wedding was about committing my life to her. And it was fine if other people see it, and it's fine if other people didn't see it, because it didn't change my commitment to her in any way.

"And an award doesn't change a game. The moments for me that are meaningful are being in that room with that writing team, and realizing we can knock that arm off that statue and it'll be a better statue. Those are the moments I remember.

"I view ... the high point for me of BioShock 1 was the release party with the team the night before it got released, and then it went downhill from there. And the next day the thing came out and I think I immediately kind of went into a bit of a depression, because it was done and I didn't know what I was doing in my life next."

Life After Bioshock

A Big Daddy, one of the hulking mechanical guards of BioShock, stands in a puddle of sudsy water, polluted with ceiling debris. The water trickles down from the floor above, splashing alongside him.

This isn't a scene from BioShock, but what happened in the Irrational offices shortly after that game's release. A pipe one floor up busted, flooding Irrational's Boston office.

The flood was just one hurdle in the five-year process that has led to BioShock Infinite.

Following BioShock's release, the studio shrunk. A handful of employees left to form 2K Marin. Others left for jobs with different developers. According to one former employee, at its smallest point Irrational consisted of roughly twenty employees, mostly senior level staff. For BioShock's follow-up, the studio needed to rebuild.

A former employee tells me that Shock games are notoriously difficult to produce, creatively taxing even the most talented team. A similar exodus took place after the studio shipped System Shock 2 in 1999. Jon Chey returned to Australia and opened a new Irrational branch. (Chey took a buyout in 2011, leaving Irrational to open an independent studio.)

Irrational also underwent some labeling and structural changes. Following the 2K acquisition it became 2K Boston and 2K Australia (the name wouldn't stick for 2K Boston). In 2010, 2K Australia merged with 2K Marin, and announced its own game, an FPS update of Xcom.

Conspiratorial fans and critics wondered whether the publisher was exerting any control over its newly acquired studio. Or if there was significant internal strife. Levine has stated many times that neither was the case.

Then there was the task of making the game, or, as Levine says, finding it.

The critical praise of BioShock had set expectations high. As to not be pressured into churning out a traditional sequel, Irrational passed BioShock 2 onto 2K Marin. Irrational pitched a number of new projects. Ultimately, Levine settled on the broad idea of a sequel to BioShock, but in the loosest possible sense.

BioShock in the sky.


Conspiratorial fans and critics wondered whether the publisher was exerting any control over its newly acquired studio.

Selling it

"Most executives have no understanding of how I work"

Here's what Levine had to say about pitching to his publisher when we spoke at PAX East this past winter.

"You know, what it was honestly, it was me knowing I had to put ... Most executives have no understanding of how I work. They think that you start with this big story and you work from there. There are still plenty of things about Infinite that I don't know the story answers to. Because I leave myself open to change, leave myself open to seeing some small thing an artist put on a desk and oh my god, I got to write about that. Oh my god, I can integrate this and that."

Levine gives an example in which he realized a monstrous creature and beautiful location were meant to be together — despite being situated at different places in the game's story — and so the Irrational team set about restructuring parts of the game so that the two could be united.

"It makes executives very uncomfortable because they want to come in and be told the story of the game and I'm like, 'Dude I don't know what it is.' That [pitch document] you saw [at the Irrational panel] was basically me knowing I had to had to have something, I really didn't think it through. I knew I wanted it to be an isolated place, I knew - that's what makes System Shock and BioShock work, is we can build a self-contained environment. A spaceship, an underwater city, a city in the sky. But that's really not it, all that shit was basically I got to tell them something."

At one point, the game was about technologists versus luddites. At another, it included Levine's take on multiplayer gaming. BioShock Infinite is ever changing, shedding extraneous bits and having additions grafted on. Its designers mustn't get too attached to any one thing.

The Sculpting

In a December Reddit Ask Me Anything, Levine had this to say about his process: "BioShock games are the hardest kind of games to make that I've ever worked on. I think sometimes people on the team look at the old timers and wonder, 'Do these guys have any idea what they're doing?' Because we know part of the process is not knowing, but discovering. But that's hard for people who haven't been through it before to always understand."

Over the course of the past decade, Levine has nurtured the wisdom of Doug Church — his mentor at Looking Glass — into a full blown creative philosophy.

From System Shock 2 to BioShock Infinite, Levine has taken the notion of iteration to its furthest extreme in pursuit of finding the perfect game in the ashes of hundreds, if not thousands, of scrapped ideas.

With Irrational's success came creative freedom, and with creative freedom came incredibly loose deadlines and the opportunity to polish to a degree afforded very few other video game developers — Blizzard and Valve come to mind. Both are able to rely financially on profit streams other than regular game releases, a privilege Irrational doesn't have.

In fact, iteration may be a misnomer. Iteration is a process in which an idea is revised and revised until it's the best it can be.

From System Shock 2 to BioShock Infinite, Levine has taken the notion of iteration to its furthest extreme in pursuit of finding the perfect game in the ashes of hundreds, if not thousands, of scrapped ideas.
To say the developers at Irrational have a reputation for throwing stuff away is like saying Garfield has a reputation for eating lasagna. (Understatements, both.)

This is Levine's sculpting progress at work, and it's in effect at all times, whether it be a month into a game's development or a month from its completion. Entire levels, characters and pieces of artwork: nothing is sacred, including Levine's own ideas.

This past summer, Levine had a breakthrough on what role a character plays and where it should be introduced, resulting in significant changes to the game. He tells me the story was being finalized up to the last possible moment.

All that remains consistent on a given project is its broadest ideas, the mountain top to which the studio is climbing. This is Ken's role. He provides this vision, the genre, story and character arcs, the structure, the philosophical ideas and moral compass.

Some employees learn to embrace this style of development, others find it overwhelming.

"He has very high level ideas," says one former employee, "and anything more specific than that he's completely reactive to […] Ken does not give a clear indication of what he wants because I don't believe he knows what he wants."

Members of the Irrational team have joked about "Ken Whispering," a talent some employees have for deciphering their boss' ideas. Levine will give a general idea of what he wants a character to look like or an event to sound like. The artist will then go away and create that product. Ken will then examine what has been made, say why it isn't what he wants and give further direction.

Or as Levine would put it, it takes time to find the statue inside the stone. His games aren't a military shooter or an alien adventure. He can't just say, "let's make a BioShock."

Breaking off the arm

In the past year, a number of high level employees quietly left Irrational for similar jobs at other studios. Levine acknowledges that, in some part, departures are a response to the company's abnormally intense iteration practices.

"I'm a bit of a slow chiseler, you know?" says Levine. "So it doesn't bother me that much. I think it's probably tougher for other people on the team. I think that's probably hard for some people."

Nate Wells, the art director of BioShock Infinite, and arguably the best known Irrational employee after Levine, was susceptible to massive creative gutting. This anecdote from a colleague of Wells gives an idea of what iteration, at its most extreme, was like in the office.

Levine and Wells had a blowout fight over Finkton. In BioShock Infinite, Finkton is the shantytown, home to the workers and outcasts of the floating city of Columbia.

The art team and level designers had been working on Finkton for a long time, with Wells directing the style. The inspiration was like the slums in Jamaica or Key West. All of the housing was wooden and colorful, as if painted by the residents to make the depressed quarters more livable. And each bright shack was stacked atop the next, climbing into the sky like an anthill, with the skyline piercing through it.

Ken had been in level reviews numerous times. Then one day, the Finkton team was doing a play test, when Ken decided the entire stage was wrong. It looked like the residents lived in garbage. It needed to be beautiful, because Columbia was designed so that even the poor lived beautifully.

It was all wrong. And it had to go.

Wells was furious. Levine had been looking at this for months. In August of this year, Wells announced his new role as art director at Naughty Dog Studios.

"I'm very friendly with a lot of people from work," Levine says. "but at the end of the day you have to accept the fact that you as a person are sometimes going to be — whether it's 'you can't have that raise' or 'hey, can you change this thing that you worked really hard on?' — you are going to be a person who sometimes disappoints people. If you get really stuck over the fact that they may be upset with you for that, you compromise the game for that, they may like you less as a friend. You have to be very careful about that because you can end up really not fulfilling your responsibilities."


Mending the arm


Levine has tried to streamline this process. Most recently, he brought on fellow writers — until late in Infinite's development, he was solely responsible for the story. Drew Holmes, formerly of Volition, was his first hire.

"I asked him what's the most important part about writing for video games, and he said brevity. I hired him right there."

After Holmes, Levine expanded the writing team into something akin to a television writers' room.

They meet in a conference area, where Levine will throw out ideas. The team converses, trying to crystalize the mental vapors, beating out a full scene before putting anything to paper. Once Levine's content with an outline, a writer will take a day to write a complete scene.

"I work so hard, and sometimes I think he's going to love it the first time," says Holmes, "and inevitably he's like, 'This is kind of obvious, I think you can change that.'"

I ask Holmes if he finds the structure tough to keep up with. He says he understands Levine's work flow.

"It's like the supreme court justice and porn. Ken's like, I know it when I see it, but I have to see it before a call can be made. It's so hard to make a judgement call until you can actually play it."

Anywhere else, Holmes tells me, and you'd just be stuck running with the first thing you come up with because of tight deadlines and budget restraints. It hurts to throw things away, he admits, but it's a considerably better method for crafting a complex story.

Many employees have left Irrational only to return years later. One of Holmes's mentors, Jordan Thomas, returned to Irrational after being creative director on BioShock 2 at 2K Marin.

"I'm sure there are some people who walk away from working with me who […] had various degrees of liking it or not liking it," says Levine.

"We've had so many people return to the company after they left," says Levine, "because young guys and women, some need to go figure out what they want to do. Most of the time people leave, I'm like listen, I just want you to know, the door's open, go out and find out it's not what you like. I have no hard feelings. I feel that is really important, there is no value in an enemy and I cannot speak for everybody else."

Finding the statue

The waiter plops the check on our table, and I wonder if all the headaches and heartbreaks were worth it.

Every former employee I spoke with said the product — a Shock game — cannot be separated from the process.

"I sometimes thought, 'Why didn't we make that game [from the first press video]?'" says one former employee. "That would have been a good game. But the final version of BioShock Infinite will be the culmination of all the stops and starts. Could a game like this be made in half the time? Yeah, I think. But it wouldn't be a Ken Levine game."

I ask Levine what it feels like when the process finally produces what he wants.

"That moment when you come out of the park," he says, referring to the opening of Infinite, "and you see that city. When I first saw that it was like seeing something that you had seen in your head, but a hundred times better because these artists had worked their magic on it. I went home that night and I was so happy because I work with these people that helped be part of realizing this amazing visual space that to me was one of the most ... To me I thought it was a beautiful moment. I was so proud to be part of that, because I'm not an artist, I can't draw, but in the same way of, wouldn't it be cool to be part of some great band but I can't play guitar? But I can be part of a great band, because I can give feedback and pitch an idea, pitch a concept, and work with these great people for some reason are willing to sort of deal with my input, and there is so much talent to create this stuff."

Does that apply to life, I ask?

"I'm certain about what I want, but when I get it I'm not generally very happy, and that's 'cause I want to do the next thing. I remember before BioShock 1 came out I said, "I just want one of our games to sell a million units." And BioShock 1 sold five million plus units, and I didn't wake up that day, 'Okay great. I'm happy now. I'm settled.' I just think some people ... I think that's why you see a lot of very neurotic people who achieve some stuff in their lives, because it doesn't solve the problem. And, I don't want to fuck around, I am incredibly lucky. I am blessed in ten thousand ways, and the only way I'm not blessed is to have it give me a lot of comfort.

"But I mean look where we are. Somebody else is paying for this. Take-Two is paying for my room, and we get to sit out here in the sun, and have this lovely breakfast and talk about video games for a few hours."


What of postpartum depression? Will it reappear now that he's finished the majority of his work on Infinite?

"That came to me Friday night driving home," Levine says. "I realized all of a sudden that, 'Wait, this is my last Friday night driving home really working day-to-day on BioShock Infinite as a developer.' And that was weird, and I came home and I told my wife that and she was like, 'How do you feel about that?' I'm like, 'I have no idea how I feel about that.' Because it's like five years, it's like changing jobs, and not knowing what the future is."

Levine's thinking of taking a stab at the BioShock screenplay during his time off. The movie had stalled after Gore Verbinski, helm of the Pirates of the Caribbean franchise, left the project, citing financing issues and studio balking at the planned hard R rating. He's also collecting more ideas for whatever creative slab he'll begin to sculpt next. For this trip, he's brought an iPad, iPhone, 3DS, Vita. There is a larger meta product that all game developers are working on, he tells me, which is the art of gaming. His games are just part of it, inspired by the games before it, and hopefully influencing the games that will come after.

"I haven't really taken a break since [Idaho], and I realized that taking a step back was powerfully transformative for me once, that I think I need to do it again."

Levine tells me that he doesn't do vacations, that his wife is the Saint of Patience for putting up with his neuroses. But maybe, he says, it's time to change that.

"I haven't really taken a break since [Idaho], and I realized that taking a step back was powerfully transformative for me once, that I think I need to do it again. And I'm not talking about forever, I'm talking about for at least two, three weeks I need to stop."

(The Idaho state motto is "Esto perpetua," Latin for "Let it be perpetual.")

"Because I think that's important," says Levine, "because I've just been on autopilot for a very long time. Not creative autopilot, but I think: get up, go to work, go to work, go to work, go to work ... I sort of err on the side of workaholism, and I think that at my age it can become dangerous, you know? Like have heart attacks and die. My wife will flip out if you write that. But more importantly creatively, [Idaho] was transformative for me creatively. That I think it's really important that I step back because otherwise you don't end up ... You miss opportunities and so I think I do need to do that. So it's not really a vacation I need to take, it's a cleanse. A brain cleanse."

Can you see it? Ken Levine. The creator of BioShock Infinite, sitting in a cafe in Idaho or a cabana in the Caribbean. Far from fans and haters, journalists and publicists, work and responsibilities.

No one notices the man in the corner quietly playing video games. And I can't help but wonder if he'll find the statue in the stone. Esto perpetua.Babykayak