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Fear is the path to the dark side

Obsidian on KOTOR 2 and what KOTOR 3 might have been.

Please note that there are spoilers about Knights of the Old Republic 1 and 2 in this article, although I try to keep them to a minimum.

To this day one decision still plagues Chris Avellone's mind: should Knights of the Old Republic 2: The Sith Lords have had more Revan in it? BioWare and LucasArts hadn't forbidden it - instead, Obsidian had decided to focus on new characters to allow more creative breathing room.

"But I don't know if that was the best decision," Avellone ponders, speaking in a Eurogamer KOTOR 2 podcast other members of Obsidian and The Sith Lords Restored Content Mod join us for. You can listen to it in full right now, jokes 'n all.

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"There's a lot of design decisions that occurred in Knights of the Old Republic 2 that, to this day, I still question whether that was the right thing to do or not, and one was, ideally we should have maybe looked for more ways to introduce Revan in the sequel.

"But then again," he adds, "when we were plotting out the idea of doing the third game we just thought it would be cool if we were foreshadowing what Revan was really doing in Knights of the Old Republic 1, and what he was preparing for in Knights of the Old Republic 2, and then bring it to a close, the end of the trilogy, but we didn't get a chance to do that."

Yes, a Knights of the Old Republic 3 game existed in pre-production at Obsidian Entertainment.

"I always liked the idea that Revan, as smart and powerful as your player-character was, was actually even more of a brilliant strategist than became apparent in the first game," Avellone goes on.

Where did Revan go?

"The entire second game is littered with clues as to 'why didn't Revan destroy the infrastructure here? What was he trying to make sure was still intact? What did he/she see that no one else saw?' I thought that was giving a nice nod to 'wait a minute, Revan realises there's an even larger force at work here, and he's focusing his efforts on that and keeping the big picture in mind'. That was one thing - the idea that there was a larger, global conspiracy."

That third game would cast you as "the Exile" and allow you to track Revan's path. "Whether you encounter him or not..." he pauses, wary of spoilers in case the game ever happens in the future. "The idea was that even before the 'modern day' Sith came into being in The Old Republic ... there were even more distant Sith Lords that were considered the true Sith, and the idea that they were still lurking out there in the galaxy waiting for a chance to strike, kind of like the Shadows in Babylon 5, I thought would be a cool finale for that Old Republic trilogy.

"Part of the fun with designing them," he adds, "was if you have these incredibly powerful Force users and they have their whole hidden domain out in the distant reaches of the galaxy, what would that Sith empire really look like at the hands of these things?

"If they could shape entire planets or galaxies or nebulas, and they had all these slave races at their disposal, how cool would that be, to go into the heart of darkness and you're the lone Jedi and/or new version of the Sith confronting these guys? What would that be like? I thought that would be pretty epic."

Whimper. Yearn.

"It felt like we were pitching and pitching and it just wasn't going anywhere..."

Chris Avellone

Knights of the Old Republic 3 would still involve the Ebon Hawk ship, your base and your home, and you'd have "a few" of the companions from the other KOTOR games. "You definitely have T3-M4 and HK-47 with you," he says, and at one point HK-47, its legs dismantled, would "ride around in your backpack like C-3PO does with Chewbacca in Empire Strikes Back". "So during one of the sequences in the game," Avellone expands, "you'd actually have HK-47 firing behind you and being your cover support while you're carrying him around on your back and getting to a repair station."

That KOTOR 3 pitch, which is different to the Star Wars pitch Obsidian is trying on Disney, never got past pre-production. "It was a matter of getting LucasArts to greenlight the title and I... To be honest I don't know all the reasons that went into this, whether they wanted to have an internal team do it, whether they logistics didn't work out...

"Ultimately," he says, "it felt like we were pitching and pitching and it just wasn't going anywhere, and at some point people just drew a line and said 'it's just not going to happen', which made us kind of sad, but, OK, if that's the business, that's the business."

It could have had something to do with new consoles - PS3 and Xbox 360 - arriving and engines needing redoing, which would have been expensive and time consuming, points out Dan Spitzley, then senior programmer, now lead programmer at Obsidian. "That's a good point," concedes Avellone. "Thanks, consoles, thank you."

Aboard the Ebon Hawk for a new adventure.


As integral as Revan was and is to the Knights of the Old Republic experience, when Obsidian first started working on KOTOR 2 - the studio's first game - no one in the team had heard of him. "We hadn't played the original game," Avellone reveals. "LucasArts hadn't signed the contract before we started working on it, so even though we were getting paid for milestones, they didn't want to give anyone a release copy of the game, so we were kind of guessing as to what the first storyline might be like."

They threw together concept art for characters who only might exist, and whipped up a tentative story around them. When Chris Avellone finally played Knights of the Old Republic he realised how terrible and out of kilter with BioWare's his story had been, and flung it into the bin. He also realised something else: this was going to be one hard act to follow.

"The moment I hit the planet Manaan and I was walking around in the sea-floor I almost threw the controller at the TV because the game was getting so f***ing awesome. And then when the storyline played out..." I imagine him mouthing a whistle. "Incredible kudos to those guys - I thought it was a great story, I thought the team had assembled all the right beats for what made a Star Wars game and," he adds, "they made me love Star Wars again."

But, also: "Wow, I'm screwed," he laughs, recalling his thoughts. "It's a rough act to follow! Like, I'm going to Garfunkle this up."


It's easy to look at the first Knights of the Old Republic, and at BioWare, and assume Obsidian had the same conditions to make a sequel in. Obsidian did not; Obsidian had it hard. When the deal was inked, there were only seven people working at Obsidian, all huddled in a makeshift office in Feargus Urquhart's attic. This dream job had been landed through old ties and BioWare rejecting a sequel, as it was uncomfortable with producing one in the 14-16 month timeframe LucasArts wanted. (BioWare's Chris Priestly echoed this in a panel recently.) But Obsidian couldn't and wouldn't turn that kind of work down.

"It's a rough act to follow! Like, I'm going to Garfunkle this up."

Chris Avellone
Knights of the Old Republic 1.

Nevertheless, Obsidian was ill prepared for what lay ahead. It didn't even have a full team, which would number around 30 people (many inexperienced), let alone luxuries like in-house IT support, in-house audio and in-house QA. The engine was new and contractors, though working hard, were making mistakes that were hard to track down. Obsidian didn't even have a proper office. Someone would turn on the microwave and all the animators would lose power, Anthony Davis, gameplay programmer, recalls. "It was a real challenge," he says, but he loved it.

"We just had so many good times," he expands. "Because, you know, you're thrown into this situation where you've got cables running everywhere, you've got machines, you're like 'who took my Xbox development kit? What's going on?' It was a little bit crazy." But everybody, top to bottom, was working, and doing multiple jobs.

"Feargus Urquhart would be in his office playing the Children of Dune soundtrack over and over again, and he would be in that office and he would be working, working on the game - everybody worked on the game. And you knew everybody was pulling their weight, everybody was in the same boat."

"One of our senior designers, Tony Evans, his wife was pregnant at the time and I was like, 'Tony, why are you in the office?'" Chris Avellone recalls. "And he's like, 'I am going to get this done,' and I'm like, 'Tony Evans, I always want to work with you - you are amazing,' although I feel horrible right now."


But however valiant the team's efforts, Knights of the Old Republic 2 would not be properly finished - "broken", the team implores polite old me - and asking LucasArts for an extension was out of the question. "There would have been substantial penalties had we not have made that date," Avellone tells me. But LucasArts isn't the Sith Lord in all of this, the Obsidianites are quick to point out. The house that Star Wars built sent QA people over to help in-house, and did "crucial" work getting all the game's cinematics together. The LucasArts people were so nerdy about Star Wars they could even understand the fictional language written on posters in the game, which resulted in some odd bugs being filed on Obsidian staff who didn't think such a thing was possible.

No, the real fault, Avellone says, was Obsidian's eyes being bigger than its belly. "There's a number of design decisions we could have done to de-scope the game. We should have removed all mini-games - that was a huge waste of time. And all those cut-scenes we had, the in-engine sequences: all of those were such a huge pain in the arse to set up and we could never count on them reliably." There's a reason why so many cut-scenes take place on the Ebon Hawk, and that's because Obsidian could ensure people would be standing in the right places when they triggered. Oh and redesigning the interface was also "a huge waste of time".

Chris Avellone had originally even wanted players to visit the home of Princess Leia, Alderaan, "but they nixed that", he recalls. And some of the team's visions, such as the siege of Khoonda, were neutered by the restrictive power of the Xbox console they were working on. "It was practically finished," says Anthony Davis, "or at least several working versions of it were finished, but poor performance on the Xbox forced us to cut it and turn it into movies." The siege would go on to provide the inspiration for the siege at the keep in Neverwinter Nights 2.

The outstanding HK-47.


But for all that didn't work out, there was plenty that did. The villains of Knights of the Old Republic 2 are far more memorable than those in KOTOR, with the exception of Revan. Darth Nihilus, Lord of Hunger, is the most recognisable. He's a wound in the Force and feeds on the lifeforce and Force of those around him - sometimes entire planet's worth - and is so lost to the dark side he tore his spirit out and encased it in his mask and robes, becoming a manifestation of primitive intent! Malak from Knights of the Old Republic 1 is a burly bully with a mechanical jaw. Oh whoopdie doo.

Don't call Darth Nihilus "the face" of KOTOR 2 around Chris Avellone, though. He doesn't like that. "One pet peeve I've always had about the Nihilus [art] that sometimes people use is there was never intended to be any hint of what was beyond the mask, so every time I see the Nihilus picture and there's the outline of his nose behind the mask, I freak out! It's supposed to be a void - that's the metaphor of what he is, so it drives me crazy when they try and imply that he's human."

A small voice, that of lead concept artist Brian Menze, interjects. He drew that nose for a magazine cover way back when. "Chris didn't like it but he went soft on me that day and let it go," he says. "I wish he would have stopped me because we probably wouldn't be in this predicament any more if he had." Nevertheless, Menze earned lasting prestige by creating Nihilus, a concept created and greenlit in all of 15 minutes. "That character has gone on to be bigger than the game we created, and I'm very thankful for that."

" drives me crazy when they try and imply that he's human."

Chris Avellone
Darth Nihilus, the Lord of Hunger.

Darth Sion, Lord of Pain, took much longer to get right. Typically Brian Menze didn't have time to dilly-dally because he was modelling the characters as well, so he usually sketched them quickly and roughly. But he couldn't get Sion - a corroding immortal whose excruciating pain was caused by the very anger and hatred holding him together - to Avellone's liking (Avellone having been inspired by a stone demon dying in anime Ninja Scroll). The pair had "a great many" conversations about how to get him right.

"We were trying to imagine how you would have some guy who was literally telekinetically holding himself together," says Avellone, "and trying to get the feel of having those small pieces of his body actually orbiting around him. We were trying to get the engine to pull that off. And me and Brian went through many frustrations trying to get that correct, and I'm not sure if it ever exactly turned out the way we wanted it to.

"No, not really," adds Menze. "The engine just couldn't do it." That's how Darth Sion ended up looking more human than originally intended - a bit like a decomposing monk.

But the strongest and most memorable character of Knights of the Old Republic 2 was Kreia, the blind old Jedi who guides you every step of the way. Her strength was in how she was written rather than how she was drawn, and she personified Knights of the Old Republic 2's other defining characteristic: grey areas. The light side/dark side polarity of KOTOR was questioned by Kreia at every turn. Help a poor person out with some money? They may be mugged and killed for it. "She was questioning everything about the Star Wars universe that I thought should be questioned," Avellone remarks. She was the alternate perspective without the need for ruthless and cringe-worthy evil.


By being a tarnished gem, Knights of the Old Republic 2 also managed to inspire something else that KOTOR couldn't: modders. These fans would go on to exhibit a kind of loyalty even a Sith Lord would covet, their work eventually restoring KOTOR 2 to the game it should have been. Two members of The Sith Lords Restored Content Mod team - leader Zbigniew Staniewicz and anchorman Julian DeLange - join us for the podcast.

Obsidian didn't hide any content from the community; everything the team made is on the game disc. That's why Anthony Davis couldn't help but smile when he heard about the restoration projects first cropping up. "Yeah they've really bitten off a lot," he knew, "they really don't know how much is in there!" It wasn't a case of altruistic foresight on Obsidian's part, though, it was simply because pulling out any content (besides offensive placeholder language) was more dangerous to the game's overall stability than leaving it in.

"...some guy who was literally telekinetically holding himself together."

Chris Avellone

Of the content restored it's the HK robot factory quest that's the most significant, and entertaining. It's obvious when you play the game without the mod that something more was intended. What wasn't obvious to the Restored Content mod team, however, was how the quest was supposed to end. Chris Avellone fills in the blanks (in a subsequent email): "HK-47 went old school solo to destroy all his bulls*** 'upgraded' models hidden on Telos. "He sneaks in, they can't detect him because he's a similar model and then I believe he could either destroy the 50s/51s or make them part of the end battle." Or he could waltz off with his robot army into the distance, Spitzley recalls.

Beyond a minor upcoming update, work is at an end on The Sith Lords Restored Content Mod. Dreams of Obsidian releasing the game code to the community are just that: dreams. BioWare owns the engine and it has licensed middleware in. It's complicated, in other words, and Obsidian has no say in the matter.

The work The Restored Content Mod team has done, Obsidian is eternally grateful for. "One of the things we would talk about as the various Sith Restoration projects went on was just how lucky we were that the game was so well received by some great guys like you two guys," Anthony Davis tells Staniewicz and DeLange. "You would fix that which we could not fix. We were not allowed to. We're just - we're really appreciative of that.

"You helped complete the experience for many people. Many people who get the game for the first time, like from a Steam sale or whatever, their friends are going to tell them, 'Yeah, go get The Sith Lords Restored Content Mod, put that on their first - that's the way it was intended to be.' And that's correct. And just, really, thank you guys from the bottom of my heart, I mean it."

"I'm speechless now," says Staniewicz. "I love you Anthony!"


Knights of the Old Republic 2 launched Obsidian, a studio that's plied a trade making other people's sequels since, projects with tight deadlines, but struggled to manufacture breakout a hit of its own. Nevertheless, it's taken on some big names over the years, such as Fallout, and there's a really promising collaboration with the makers of South Park due out before the end of the year. There's also Project Eternity, a more modest production but a real talisman for the studio, plus a new IP no one at Obsidian will bloody tell me about. Humph.

What's most important is that Obsidian has survived, though there were storms to weather along the way, and that survival is in no small part due to The Sith Lords. "I mean it's what made Obsidian," comments Dan Spitzley, "it's the reason we're still here. For me, KOTOR 2 just represents, how do I say it, Obsidian as a whole."

If it weren't for that new studio and that new game, Spitzley's eight-year career in games would have sunk with Interplay. "I was in the same boat," Brian Menze adds. "I was finishing up at Interplay and when this project started, when they were able to start bringing those of us who were still lingering behind over to Obsidian... It felt like a fresh start, and that feeling carried over to a camaraderie that, I don't know - it was pretty exciting and I felt so blessed to be a part of it. Honestly, in my career - 20-some-odd games - it's probably in the top three favourite moments of my life."

"It was such an eye-opening, amazing experience," says Anthony Davis, whose first game programming job it was. "And even so, now that I'm out of the games industry after almost nine years in it, I do look back on it and it's got a lot of bitter-sweet memories for me. I wish we could have done more but I'm proud of what we did." It's a bitter-sweet notion shared by Chris Avellone.

"I miss the people," Anthony Davis closes. "I miss the good times that we had and the hard work that we put in."

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