Feature Article

The Legendary Designer Behind Thief and System Shock Returns with Underworld Ascendant

Through the looking glass.

Paul Neurath is one of those dimly familiar yet somehow elusive names that, in a just and righteous world, would be inscribed in fine gold lettering on the back of every single game box. As the founder and company-wide Creative Director of the legendary--though now defunct--development house Looking Glass Studios, Neurath helped pioneer design techniques and gameplay mechanics that still inform many of our favorite games to this day. The studio produced classics like the original Thief and System Shock 2 and fostered influential talent like Deus Ex creator Warren Spector, BioShock mastermind Ken Levine, and Rock Band overseer Greg Lopiccolo.

Their Ultima Underworld games in particular provided some of the earliest examples of what we now call "emergent gameplay," as well as the choice-and-consequences narrative structure that defines games like Deus Ex: Mankind Divided and Fallout 4. Now, after 23 years away from the series, Neurath has assembled a new team at OtherSide Entertainment to revive Underworld's systemic, open-ended gameplay in first-person fantasy RPG Underworld Ascendant, which is due out in late 2016. Along with Design Director Joe Fielder, Neurath recently stopped by GameSpot's offices to demo the game and answer questions about Looking Glass's legacy.

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GameSpot: So just broadly speaking, tell us a little about the demo we just saw.

Paul Neurath: We're highlighting a particular encounter with a particular character where the creature physically overmatches them. They would never stand a chance in a hand-to-hand fight, so instead they have to use their wits. That's sort of leveraging the improvisation engine we have that allows the players to kind of come up with clever solutions using the environment and things around them.

Joe Fielder: It's kind of the suite of technologies that we're using to give the player a ton of choices on how to solve a particular challenge. Basically, we'll present you with challenges, and how you solve [them] is up to you.

Neurath: This is kind of a peek at what we're calling our strategic ecology. We want to make it so that you can really quickly understand the creature's strengths and weaknesses and wants so you can formulate strategies around it. The game is constantly giving you tangible gameplay, even our supplemental narrative will have hints at things to do, better ways to play the game. We'll always be kind of teaching how to play the game.

Is every situation going to have an elaborate, contextual solution like the lava we saw in the demo?

Neurath: We're designing those spaces with dynamics and things you can, what we call "frob." In this case, we're showing some lava flow going through, but in the actual game, we would have multiple things going on. You might also have other fluids, a subterranean stream that you could dam up or redirect. There could be a landslide that you could start. There could be a creature that you could charm and [have] fight on your side, if you had some magical skills.

In the original Thief, one of the things that was very important to that game was, we allowed you to manipulate the environment. If you had some corridor you had to traverse that was patrolled and it started with a set of torches, you could use a water arrow to create a corner of shadow that you could then take advantage of. That's a very important step, because the player is now looking around the environment and saying, "What can I change in this environment to give myself an edge and an advantage?"

If Indiana Jones taught us anything it's that you must always leave behind a replacement when stealing artifacts.
If Indiana Jones taught us anything it's that you must always leave behind a replacement when stealing artifacts.

Fielder: We'll also allow the player to fail. It may be that, "There's a finite amount [of lava], and I'm using it to try to open up a door, and I've accidentally diverted it to the wrong place and now it's gone. I can't go in there now." Other than say like Dark Souls, I can't think of too many games that have done that.

Neurath: There have to be consequences. You have player choices; the choices have to matter. I think that's the unique power of games, as opposed to a film or a book. That's the lens we look through: "Does this empower the player to craft their own experience?"

Fielder: We're not going to create a super-high difficulty curve. There's often many solutions, and so [with] trial and error, at least, you'll probably get there.

Neurath: If you slam one door in your own face on accident, there's potentially another one around the corner, if you just look for it.

Can you tell us a little more about how the moment-to-moment gameplay will feel?

Neurath: The original Underworld still had one leg back in traditional pen-and-paper gaming, so it's still dice roles for strength and dexterity, all that stuff. We're jettisoning all of that. There's numbers crunched in the back, but the player doesn't experience it. We want it to feel like an authentic experience. If you were really this character, really in a fantasy world, you're not thinking about, "I have a 17 strength." You're thinking "I'm learning a skill, I'm getting better and better at wielding a sword" or "I've learned now how to cast some more spells."

Fielder: We don't really have hardcore classes, per se. We have skills and abilities that fall into combat, stealth, and magic. If you want to just focus on one of those areas, you could. You would have a very, very different experience. For magic, I'm referring to it as you're kind of unlocking the source code of reality. We have a runic spell system, similar to the original Ultima Underworld's, but we're doing a procedural spell system that our lead designer, Tim Stellmach, has developed. It really allows you to kind of customize your own favorite spells. He was the lead designer on Thief, and he worked on Ultima Underworld II as well.

On top of that, we have our faction system, which is there are three main factions who aren't openingly warring, yet they're definitely at odds. All three factions have their own wants and desires that are very much on a collision course. Based on who you decide to ally with, you are unlocking different quests. You're unlocking different narrative, different endings, potentially, and also access to exclusive weapons and rooms. Really, it's very much a player-directed experience.

The original Underworld still had one leg back in traditional pen-and-paper gaming, so it's still dice roles for strength and dexterity, all that stuff. We're jettisoning all of that.

Neurath: Your approach to many of these encounters can come out very differently depending on your character or the strategy that you decide to take. Replayability is something we really want to go for here. We're a mini-studio. We only have six people in-house, and so we're not going to build some massive game that has 500 hours' worth of linear content. Instead, we can create a game that's very dynamic, and every player who plays it can have a different sort of experience.

One of the things I thought was really significant and interesting about the demo is that your character talks. That's a big design choice.

Neurath: That's the one element of this which is in some sense misleading. In the actual game, your character's not going to talk because we want you to roleplay it. It's you as a character, so we don't want to voice you. [The character in the demo is] an NPC who you will probably encounter, but we wanted to explain what the player was thinking in the video.

Fielder: There will be a substantial narrative, but it won't necessarily manifest the way that we just saw.

Neurath: This is a game that will not have cut scenes. We'll have narrative that will be kind of bread-crumbed throughout, a lot like a lot of the early Looking Glass games, a lot like the original Ultima Underworld and System Shock and in Thief, and the BioShock games as well.

Where a fighter sees a brawl, a rogue may see only trouble.
Where a fighter sees a brawl, a rogue may see only trouble.

So your character is a human who's been transported into this realm, is that correct?

Neurath: Yes, it's a sequel. We're taking the same trope where you're the avatar. You come from Earth, from today. You are you, in essence, and you go through a rune gate and find yourself in the Stygian abyss. [In the] early stages, you're just trying to survive and get a lay of the land.

I suppose that's going to make players feel a little isolated, as you're very much an alien in this world. You're, I assume, the only human.

Neurath: No, there would be other humans. This rune gate connects Earth and the Stygian abyss. It also connects Shroud of the Avatar [and] New Britannia as well, and potentially other worlds. The dark elves are a band that left New Britannia a couple generations ago to come into the Stygian abyss. You're not the only one who's been a stranger to this experience.

Fielder: It's pretty neat to have narrative hooks into one of [Ultima creator] Richard Garriott's projects. Obviously, Ultima Underworld tied in with Ultima as well. Our dark elves come from New Britannia.

Neurath: Yeah, Tracy Hickman--New York Time's best-selling fantasy author, he did some of the Dragonlance stuff…

Fielder: Yeah, he's doing a novel for us, based on the story of the dark elves coming from New Britannia, and kind of the start of that society.

So you're really embracing and leveraging the Ultima lore, then. This is truly an experience for Ultima fans.

Neurath: To clarify, we don't have the Ultima brand. They didn't want to release it to us. We have everything else, though. We have all the characters and setting and narratives from the original Underworlds. For the fans, it's fun continuing that connection.

To clarify, we don't have the Ultima brand. They didn't want to release it to us. We have everything else, though.

Fielder: You can play Underworld Ascendant and enjoy the story entirely without having played the early games, but if you have, we have narrative hooks that are tied into both Ultima Underworld 1 and Ultima Underworld 2.

Neurath: So fortunately the use of the Ultima brand doesn't really impact anything fictionally, because we didn't really use Ultima as a brand in the game.

What would you say to someone who isn't familiar with Ultima or Underworld, who doesn't know your game from Skyrim? What sets your project apart, and what will entice those new players to come give your game a shot?

Neurath: There's a similarity I'll draw with Minecraft. People play Minecraft because it really empowers them to play in the sandbox the way they want. I think there's a similarity there, that there's sort of an empowerment to play the game the way you want to play it, which is not really so much the case with these other fantasy games. They're more a, "We're presenting you the desire to come up with a path, a quest that you have to solve." It's a very different experience.

Underworld Ascendant's graphics could use some work, but the game is still in its pre-alpha stage.
Underworld Ascendant's graphics could use some work, but the game is still in its pre-alpha stage.

It sounds like it's not going to be a completely linear experience, but it's also not set in a massive open world. Can you talk about the way the game is structured, and about how players will experience the story?

Fielder: There is an arc to the story. It's funny because we do talk about it's sort of an open world, but it's a very comparably small open world. It's a very intimate space, so it's not an open world in terms of a Skyrim. This is a much more tightly-knit, inter-knit, but much more crafted experience.

Two games that pop into my mind that I think might use a similar structure are Deus Ex and Dishonored. Sort of open but dense…

Neurath: Both of those developers came out of Looking Glass. I did some design work for the Arcane guys, and Harvey Smith was a playtester on Ultima Underworld. That's where he started his career.

Any final thoughts?

Neurath: We've been planning to do Underworld 3 since 1993, and this is finally, all these years later, our chance to do it. We're going to really push, and try to set a new high bar for the category.

Got a news tip or want to contact us directly? Email news@gamespot.com


Scott Butterworth

Yes, his mother is Mrs. Butterworth.
Underworld Ascendant

Underworld Ascendant

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26 Comments  RefreshSorted By 
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Avatar image for Hurvl

"If Indiana Jones taught us anything it's that you must always leave behind a replacement when stealing artifacts" Leaving a replacement didn't work for Indiana Jones, he still had to run away from the giant boulder set to squish anyone trying to take the treasure.

I think the graphics look very nice, but I never play RPG's for the graphics.

Avatar image for Servare

Holy crap this looks absolutely terrible!

Avatar image for Cloud_imperium

You are only 8 months late. But glad that you finally covered this game. It looks great so far. Thief 1 and 2 are still the masters of immersion.

Avatar image for Brakkyn

Seems kind of neat. Admittedly, I have never played an Ultima game.

Avatar image for Azghouls

I really enjoyed the games that Paul has been involved in, starting with Space Rogue. Also great article too. I wish the team all the best and hopefully we see more of Ultima's lore (even though they cannot use the name, at least they can use the lore for which is awesome).

Avatar image for GhoX

By the time this game comes out, I should hopefully have a great set of VR gear to play it in VR.

Avatar image for slayerming1

Probably one of my most anticipated games of next year!

Avatar image for thermalmotion

Thief and System Shock 2 are still my favorite games. I'm always interested to hear what the Looking Glass Studios folks are up to. I'll be looking forward to this one!

Avatar image for deactivated-58ce94803a170

Arent the real team behind these games working on other games for other companies now? I mean, that team left long ago and helped create some awesome games like Dishonored, Dues Ex games, Half-Life 2 etc.

"Neurath recently stopped by GameSpot's offices to demo the game and answer questions about Looking Glass's legacy."

More like stopped by and dropped a check, why else would you hype a dude that hasnt made a game for 15 years?

Avatar image for Setho10

@mesome713: Some are and some aren't. Like he said in the Interview, they have six people on staff, all but one of whom I believe served senior roles on Ultima Underworld, Thief or UW2. Looking Glass was a relatively large studio with several dozen employees, so some work at other studios, including Valve, Irrational, and Arkane, among others, some have largely left game development entirely, and several do contractor work. For example, Warren Spector is not on staff for this game, but he is working on the game as an external contractor alongside his job as a professor. So long story short, you are right and so is the article. This is a single game studio compared to the 3-5 games Looking Glass worked on.

As per the second question, look at that list of games you just wrote, add on Guitar Hero, Rock Band, The Elder Scrolls, the original Xbox, and numerous other massive gaming projects, and tell me that the man who gave the people behind all those games and systems their big break doesn't deserve to get an interview? Neurath also has 30 years of experience, was at the forefront of numerous gameplay and technological breakthroughs and quite a few people would easily call him and Doug Church, the other creative head of Looking Glass the two greatest developers of all time. Some things Church and Neurath invented: looking up and down in a first person game, textured ceilings and floors in a first person game, dynamic lighting and shadows in real time rendering environments, polygonal objects that could interact with 2D projected sprites, AI routines that take into account not only player location, but how much light the player is in and how much noise he is making, faction systems where the player's actions with one faction might improve or lower his standing with another, sloped surfaces and multi-level structures in a first person game, dynamic music that changed depending on what was happening in the game, positional audio that changed depending on the player's distance from the source, the first non-linear, first person, free roaming, open world in a game, and numerous other accomplishments, especially revolving around player choice and freedom and nonlinearity.

Simply put, a significant portion of modern game design and programming originated with the work of these two men and one of them wanted to be interviewed. Now I know this article didn't go into his legacy, but for comparison, if you ran a movie site would you not interview Sean Connory because his last big movie is 15+ years old? How about Jack Nicholson who hasn't acted in nearly a decade? Of course you would interview them, because their work is legendary and defining and seminal and their decades of experience and success mean they have a level of perspective no actor who hasn't even been alive more than a couple decades could hope to have. Ridiculous comment.

Avatar image for deactivated-58ce94803a170

@Setho10: I think this is more of, if this dude was so good, then why hasnt he developed a game in so long. And why all the sudden does he want to develop one now?

Paul Neurath use to work with the famous Richard Garriott and Warren Spector from studio Origin who seem to be the famous guys behind the Ultima Underworld. Along with the key writer Alex Grossman who would later be the famous writer behind System Shock. Which of course bring us to Doug Church, the famous director behind System Shock. Doug is famous for his awesome well driven story telling, of course he would later take his talent to Valve for Half-Life 2. But before that he worked with the famous Ken Levine on the Thief series who would later be key with his work in the Bioshock series, where he is still very famous.

All these dudes have and always have, created great games. Looking Glass Studios would later collapse, which from my understanding was hurt by mismanagement. Their games were way over budget for the amount of sales they were getting which lead to the studio going under. If Neurath is famous, i have no clue why he is. Maybe im misinformed, but i know nothing about the dude really. Im guessing all his famous people left the studio from lack of good pay.

Avatar image for elheber

@mesome713: It's quid-pro-quo. Paul Neurath and his development studio want to hock their wares, and GameSpot wants to make articles for people to click on and mine ad revenue. No check is necessary.

I'd be more concerned if the subject weren't a small independent studio and instead were a large publisher with their advertisements directly plastered onto the background of GameSpot. We've been burned before and it's fine to stay wary. Trust lost isn't easily recovered.

Avatar image for deactivated-58ce94803a170

@elheber: Yeah, i feel this is more Gamespot either advertising the game for them, the author writing about a random dev that stopped by, or the author is a fan and is excited for the upcoming game in late 2016. If they want clicks, they picked the wrong thing to write about.

Avatar image for butterworth

@mesome713: Not every article can be about Halo or Fallout.


Avatar image for deactivated-58ce94803a170

@butterworth: And yet they are just about. So many games out right now that get no love, yet people hype up games that dont even exist yet.

Look at all that Destiny stuff they have on our site, over 10+ articles dedicated to it before the expansion even released, yet so many other good games wont even get a mention. We are oversaturated.

Avatar image for butterworth

@mesome713: If only we would publish articles about smaller titles from interesting developers...

Avatar image for deactivated-58ce94803a170

@butterworth: Or just post more about existing games. I understand we have to be informed about these games, how else would we know what and when to buy them. I understand there is too much to cover. I understand that majority people want the big games. But i feel it all needs to be regulated, why does this person get an article but others dont. Why do we hype more about games in development over games that are out, and when we do hype game that are out, its always the same dang games. Its all a complex situation that doesnt really belong under this games discussion.

Avatar image for butterworth

@mesome713: What specific games would you like to see covered more?

Avatar image for deactivated-58ce94803a170

@butterworth: Thats the hard one, i dont know, i have to go look for them. I find them everywhere, we have to many games coming out. Yall cover the big stuff great though. Its really not something yall can fix i guess. It just is what it is.

Avatar image for butterworth

@mesome713: To address your first question, here's a sentence from the opening paragraph: "The studio produced classics like the original Thief and System Shock 2 and fostered influential talent like Deus Ex creator Warren Spector, BioShock mastermind Ken Levine, and Rock Band overseer Greg Lopiccolo."

And to answer your other question: "The studio produced classics like the original Thief and System Shock 2 and fostered influential talent like Deus Ex creator Warren Spector, BioShock mastermind Ken Levine, and Rock Bandoverseer Greg Lopiccolo."

Avatar image for deactivated-58ce94803a170

@butterworth: Sounds good to me, lets hope his new team can do as good. Cant wait to see their game when its finished.

Avatar image for slayerming1

@mesome713: yeah I really don't think a team that small could drop a check...

Avatar image for deactivated-58ce94803a170

@slayerming1: Youd be surprised after your team collects almost a million dollars from fans.

Avatar image for DeviantCode

@mesome713: You haven't noticed the Star Citizen hype, then?

Avatar image for deactivated-58ce94803a170

@DeviantCode: Sure have, a team that hyped themselves and asked for and received funding from fans.

He was also busy doing great things like The Punisher, The Jacket, Lucky Number Slevin and Lord of War. Which if you havnt seen, are some awesome movies.

Avatar image for DeviantCode

@mesome713: Oh, I was just being snarky. :) I hope SC is a big, updated Freelancer with Squadron being the updated Starlancer side. Wing Commander was one of my favorite games in its day and I hope they can deliver on all their promise.