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As lead designer and writer of Fallout 3, Bethesda's Emil Pagliarulo is in a unique position to craft the game's style -- and he talks in-depth to Gamasutra about designing the much-awaited title.

Chris Remo, Blogger

September 4, 2008

18 Min Read

During development of The Elder Scrolls IV: Oblivion, Bethesda Game Studios designer Emil Pagliarulo was tasked with creating the game's "Dark Brotherhood" scenario, which he says is "for those players who have jumped over [the] moral fence and never want to look back."

The experience of designing that kind of quest surrounded by a high fantasy world may be part of what prepared him to take the lead on the bleak, post-apocalyptic and darkly humorous Fallout 3.

In development for four years and subject to the vocal scrutiny of longtime series fans all along the way, Fallout 3 must both live up to Black Isle's classic 1997 PC RPG Fallout as well as differentiate it from Bethesda's own classic PC RPG setting, The Elder Scrolls.

The closest area of scrutiny for those expectations is likely the game's prose, and so for the first time in the studio's history, it assigned the title of lead writer -- a duty Pagliarulo considers parallel to his role as lead designer.

During the Penny Arcade Expo in Seattle, Pagliarulo sat down with Gamasutra to discuss Fallout 3's lengthy development process, which will culminate in an October 28 release for PC, Xbox 360, and PlayStation 3; his challenges in finding the right tone for the game; his thoughts on video game writing; and how his early days at now-defunct Looking Glass Studios were "like a crash course in good game design."

You previously worked on Oblivion, which has more of a standard fantasy backdrop compared to Fallout's cynical post-apocalyptic world, although your Dark Brotherhood quest in Oblivion has been singled out for its quality of writing. As a writer, how do you approach the change in tone between those games?

Emil Pagliarulo: You just hit it right there. The toughest thing at first -- the very first thing I wrote for the game was the Ron Perlman introduction. If there's one thing you don't want to screw up, it's that.

[I was] listening to the original Fallout introduction with Ron Perlman, then trying to emulate that, but do our own thing too -- what kind of story do we want to tell with our introduction?

Going from that into writing for the game, the biggest hurdle to overcome was that in Oblivion, it's not only fantasy, but it's an empire at the height of its power. The Oblivion Gates are opening up, and hell is breaking loose, but everybody's pretty well off.

2K Games/Bethesda Softworks' The Elder Scrolls IV: Oblivion

The world is thriving.

EP: It's thriving, exactly. But in Fallout, people are living on the fringe of existence -- it was trying to get that tone. Myself and the other designers started writing, and you're still writing with the voice of those other people in your head. Some people have gone a little bit crazy, and some people are living in their own fantasy world, and some people are just cynical and vicious.

I'll give you an example. Lucien Lachance, from the Dark Brotherhood, is evil, but he's sort of sinister -- deliciously evil: "Mua ha ha." Mr. Burke, the guy who wants you to blow up Megaton [in Fallout 3], is a real prick. He wants you to blow up a whole town.

It's more raw.

EP: That's right. There's a rawness there. Being Fallout, we needed some level of profanity. Boy, you've got to be careful. Later on in the editing pass, I did a profanity pass, cutting out half the profanity in the game.

Unless it's written well and voice acted well, it comes across so cheesy. You know, you play games where you hear it, and it's just, "Ugh." Even the most innocuous swear word has to be done just right for it to sound well. That was one of the challenges too.

Those are the challenges -- finding the right tone. It took a while, but I think we got it pretty well in the end.

So that's Oblivion versus Fallout, but what about the separate challenge of writing for a sequel that is being made by none of its original creators, and that has gained something of a mythical status, even among a lot of gamers who never played the original titles?

EP: Being completely honest, you don't. You don't try to. When you try to, you're setting yourself up to fail. You have to be confident in your own abilities and do the best you can do. We looked at Fallout 1 as our model.

It's interesting to me. I will lurk in a lot of forums -- never post, but see -- and one of the things you hear a lot is, when we've released a couple dialogue screenshots, "Oh, those dialogue options are so short!" Well, if you look in a lot of --

Todd Howard, executive producer: (Pokes head into interview) Emil lies!

EP: It's all true! I swear! I created Fallout.

But really, if you look in Fallout, there are a lot of short dialogue options. So you're right, there is a bit of a mythical quality there.

We really looked at Fallout 1 as our model. It's all about giving players a choice and giving the player the voice they want to use. We backed away from the stuff in Fallout 2, the more campy, pop culturey stuff.

We tried to stay away from trying to emulate anyone specifically. You know, [Fallout 2 co-designer] Chris Avellone -- fantastic writer; those are huge shoes to fill. You can't think about that too much. You'll become paralyzed.

With your title "lead designer," what is your balance between writing and design? How does that work at Bethesda?

EP: Bethesda's interesting because this is the first time we've actually had a "lead writer." The model for Fallout 3 was different than it was for Oblivion. With Fallout 3, I wrote the main quest and I laid out all the miscellaneous quests, and came up with most of the characters and stuff, but then everything was passed off to the designers. When the designers came onto the project, they were given a framework that was already in place.

My duties as lead writer and lead designer have shifted over the course of the project. It's been interesting.

Even as lead writer, since the designers are implementing the gameplay, they would write the dialogue for a lot of the characters. It was much more of an editorial role, giving them general creative direction after things had already been in place. It was interesting.

But I would still write some stuff -- the radio stations, I wrote all that. Every time I get a chance getting my hands dirty writing stuff, I love to jump in. It's hard to get used to passing it off to somebody else. You know -- "Auuughh... Okay, you do it. It's okay."

Does Bethesda have a role that's actually "creative director," like a lot of studios these days, or is that basically you?

EP: We don't. I think the role of creative director -- ultimately, Todd as executive producer is the creative director as well. I am sort of the creative director in his stead. That's a good way to look at it.

Fortunately, Todd and I are on the same page creatively 95 percent of the time. Even when there are 50 people who are not on the same page as us -- "Sorry." (laughs)

So yeah, I would say those duties are pretty much shared between us.

At some studios the head of the project is called the creative director, some the lead designer, or the project lead, or the director. Lead designer and creative director are diverging these days.

EP: Even the title of designer itself -- as a designer at Looking Glass, or Ion Austin, you'd be writing and doing quest design, and building spaces too. So a designer was a level designer as well, and that's not true anymore. We have dedicated level designers now, and designers do all the quest writing.

Do you have any thoughts as to the importance, or unimportance, of creating more consistency in development roles, akin to as in films?

EP: You know, I've heard that. I think the title's not important. The important thing, and this is something I love about Bethesda, is working with people you know, and you trust.

It doesn't matter what my title is, as long as I know what Todd needs from me, or what I need from another designer, and how well we interact with each other. It really depends on the company, and how well the people in that company work with one another.

Bethesda Softworks' Fallout 3

Despite not being involved in the original Fallout games, you do have a history that goes back to some of that series' contemporaries in that fairly influential era of PC gaming -- Thief, and so on.

EP: Yeah, I started in the industry in 1996 or 1997, working with Pete Hines, our marketing director -- we both worked at The Adrenaline Vault together, a popular gaming website at the time. We reviewed Fallout back then. (laughs) We had a friendly argument with the writers about who would review Fallout -- I didn't.

My background is very much hardcore PC gamer guy. Now, I'm a big Xbox 360 player too, but I definitely still have those PC sensibilities, and those have definitely worked their way into Fallout 3.

You look at Fallout 3, there are a lot of old-school PC clues -- reading text, going into old computer screens. It's charming in a way. Old-school PC games have a lot of depth, and I think we definitely bring that.

Do you feel there's a certain tone or feel that PC games of that era share? Deus Ex, Thief -- they sort of attempt to model reality in a way that's a little grittier than many other video games. It's hard to define.

EP: You know, my first design job was working at Looking Glass Studios. I did some work on Thief Gold; I was a designer on Thief 2. I was in really good company -- it was like a crash course in good game design. I couldn't have asked for a better experience joining the industry.

A lot of what I like to bring personally is that old-school Looking Glass depth -- Ultima Underworld and Thief. I'm a really big fan of Deus Ex, which making Fallout 3 is a real inspiration to me. It's not Deus Ex in Fallout 3, but it has sort of that same vibe. And the gun works the same way. (laughs)

I could be getting my wires crossed, but did you ever work with [BioShock 2 creative director] Jordan Thomas?

EP: Yes, I did! Jordan's a very good friend of mine. We ended up working together at Ion Storm Austin on Thief 3 -- when it was Thief 3, before it was Deadly Shadows.

So you're here heading up Fallout 3, and he's heading up BioShock 2, both big anticipated multiplatform games with that lineage dating back to that whole Looking Glass-centered PC crowd.

EP: Yeah! It's funny, because Jordan and I definitely have a lot of the same design sensibilities, and a lot of the same passions, in terms of what we both appreciate in the genre. It's fantastic for me to see him doing so well. I'm so proud of him. It's great.

What are your thoughts on writing in games? It still feels like the area of development with the least attention paid to it.

EP: Oh, sure. It's coming from such a low place. The thing with games and game writing -- you know, there's a sense that some people want to go from where we were two years ago to Hollywood level. It's not going to happen that quickly. You're starting to see really strong stories in games now, in Mass Effect, in BioShock.

I think story is important, but I'm much more interested in story that is told through gameplay, through the medium of games. BioShock does that incredibly well. Call of Duty 4 does that probably better than anyone. It's the old "show, don't tell" rule.

At Bethesda, we call them "lore bombs" -- you talk to an NPC, and they just drop 50 lines of dialogue on you. That's not the way to tell a story -- even in an RPG, with a lot of text.

I think there's a lot of room for better stories, but I think there's a lot of room for better storytelling. Look at Valve and Half-Life. Valve is the master of telling a story through their gameplay. And the Looking Glass model is a good model for me too. It's one I look back on.

Thief feels like an RPG, but there's no dialogue. Garrett never talked to anyone. The story was told through what you experience. I think there's a lot more you can do with that.

I was talking to Ken Levine at one point, and he said something to the effect of, "Anyone can write a 20-minute cutscene." The challenge is more in conveying that same information through organic means.

EP: I agree with that 100 percent.

Are you familiar with what the Far Cry 2 guys are doing in that area?

EP: Yeah! I think their stuff looks incredible. My love of first-person -- I'm a sucker for any fully-realized first-person gameplay, like Mirror's Edge or Far Cry 2. It's the type of stuff where -- because we're both first-person and third-person, we're not a dedicated first-person game -- we haven't been able to get to that level yet.

We'll see what the future holds. But I love their setup -- if you're looking for [Far Cry 2's assassination target] The Jackal, how do you go about doing that? I can't wait to get my hands on that.

You mentioned Mirror's Edge, a first-person game that isn't explicitly a shooter -- Portal was also that. What do you think about the future of such games, that treat "first-person" as a broad design element, rather than as a synonym for the specific genre "first-person shooter"?

EP: For me, it's all about, as a gamer who likes first-person games, what do I want to do? I want to experience different things. It seems trite, it seems simple, but that really is the reality. If shooting a gun falls into that experience, fine. If it doesn't, even better. For me, it's escapist fantasy. There are a lot of things I would like to experience and fantasize about.

I don't want to be a baker in the twelfth century, but there are a lot of other things! Mirror's Edge is a good step forward in that regard. Give me something different. I can't wait to see what else they'll come up with.

On that topic of Valve and Half-Life, did you play Half-Life: Episode Two?

EP: I have, yeah.

I thought its writing was a step forward in terms of breadth of characters for the series but was perhaps understandably overshadowed by Portal. Any thoughts as a writer?

EP: I think it might something to do simply with the delivery method, the fact that it is an episode. Episodic content has proven to be great, but it just didn't get the press.

People talk about the quality of writing in Oblivion, how it's a little schizophrenic. But if you read the reviews of Shivering Isles, the expansion, people rave about the quality of the writing. It's a tremendous step up. But nobody thinks about that -- it's in the expansion.

Unless it's a full game, unless it's got that full PR marketing blitz, unless people really know about it, I think people miss out. I think Valve has more talent in their pinky than most people have in their entire body, but it doesn't surprise me.

So what do you think about episodic gaming? It hasn't really spread. Valve is in between episodic and full-length, Telltale is doing true episodic, and Hothead is just getting started. Do you think it's actually a valuable way to go?

EP: You know, it depends on who the company is. It says a lot about the state of PC gaming too. You've got companies like Valve and Blizzard who say, "PC gaming is great!" I think that's a little misleading. It's great for them, because they're Valve and Blizzard. Valve has Steam, the most important PC distribution network in the world. It's fantastic.

I don't think a lot of games have that opportunity. That's why I think [Xbox] Live [Arcade] is great. [For] smaller games like Braid, it's a great avenue.

For us personally, we've had a lot of success with our downloadable stuff, just our add-on stuff. But again, I think full releases simply generate more excitement for people. An expansion can be exciting, but it will never generate as much excitement as something new and fresh.

Going back to your comments on the PC industry, where do you think that's going? It seems like the PC industry is trying to figure itself out right now.

EP: It's funny. There are a lot of great PC games still being made, don't get me wrong. Now you're seeing a lot of great Eastern European games that are coming into their own. You look at something like The Witcher, which is a fantastic game. It's going to be made even better with the huge patch they're doing.

At the end of the day, it's a numbers game. It's still the case that a decently-selling PC game sells 300,000 copies or 400,000 copies, while a decently-selling console game sells around a million copies.

For a lot of publishers, they can't help but look at that. It's hard to take a chance on a new, high-scale PC game, unless it's [World of Warcraft expansion Wrath of the] Lich King or Half-Life 3.

PC gaming will never die. But I think there's definitely a tendency towards consoles because of that. As more smaller developers get eaten up by the larger publishers, and that's what they want... We're still committed to PC gamers, and we'll never stop doing that, but I think we're a dying breed. We'll see.

I think a lot of that is due to scale -- a big, full-scale project like Bethesda's would be impossible to justify as a PC exclusive, but then you look at what Stardock does. They just teamed up with Gas Powered Games, another PC-oriented dev.

EP: Yeah, it's funny you mentioning Stardock, because it was such a good feeling to look at the PAX exhibit hall map and see that Stardock has such a big booth. Good for them! I've played Stardock games, and I think they're great.

It's a good model. That model works for them. They don't sell millions of copies of their games, and that's okay for them. They've got a little bit of a lower budget. If that's the model that works for the future, then great.

Are you guys pretty much in the home stretch on Fallout?

EP: Yeah, now that we've announced a release date -- October 28 -- the game's pretty much done. We're fixing the worst crashes, and the glaring bugs, but for all intents and purposes it's done. It's hard to wrap your head around that.

It's funny. Todd and I were talking the other day, and he showed me a design document that I had written, and it was like four years ago. It seemed like yesterday, really. We couldn't believe we had started pre-production on the game so long ago. It's been a great road.

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About the Author(s)

Chris Remo


Chris Remo is Gamasutra's Editor at Large. He was a founding editor of gaming culture site Idle Thumbs, and prior to joining the Gamasutra team he served as Editor in Chief of hardcore-oriented consumer gaming site Shacknews.

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