Late in the day on May 24, 2000, Paul Neurath called a meeting. It was a Wednesday, and he never called meetings on Wednesdays. The co-founder of Looking Glass Studios asked every employee to attend, so they shuffled out of their offices, between tight cubicles and into a conference room overlooking the streets of Cambridge, Mass. Producer Lulu LaMer entered among the throngs, and as she stood in front of Neurath, she felt anxious. AverStar, a parent company, had recently divested Looking Glass because of growing debt. And the studio needed financial support to stay afloat. "We usually had meetings on Fridays," LaMer says. "There was always some little update about attempts at funding. Maybe Sony was going to buy us, or maybe Eidos, or maybe this was going to happen." The crowd was quiet. Team members had stumbled upon hard times, and they knew the company was in financial limbo — repo crews had already taken the plants lining the window sills while outside supervisors made sporadic visits to evaluate the company’s financials. But some still hoped that Neurath could pull them out of the hole. "It didn't register with me that there was a slow bleed of people who saw the writing on the wall," LaMer says. "At our weekly meetings, we always had cake when somebody quit. And that year, we had cake every single week." Looking Glass began in 1990. It was the first studio to create story-driven 3-D worlds, and it influenced designers for years to come. With titles such as Ultima Underworld, System Shock and Thief, it proved that video games could be immersive phenomena. But by 2000, Looking Glass had devolved into a collection of line graphs, each sloping downward at a steep angle. "We’re closing," Neurath told the anxious crowd. The decline of Looking Glass sent employees in numerous directions, sparking a creative flood that led to numerous influential projects: the Xbox, Microsoft’s first home console; BioShock, the critical darling that merged narrative and combat; Deus Ex, developer Ion Storm’s breakout hit; Dishonored, Arkane Studios’ recent success story [Editor’s note: This story originally cited Dishonored as Arkane’s "inaugural release," which is incorrect. We regret the error.]; Gone Home, a first-person title laced with contextual storytelling; and many more across a variety of genres. The Looking Glass office closed that day, and its employees left for good. And today, at companies across the U.S., they look back, describing the studio as a company ahead of its time.

The early days Before Looking Glass, there was Origin Systems, a company rife with talent at the dawn of a new decade. Neurath got his start there and fostered close ties with several of its members — chief among them, Origin co-founder Richard Garriott and Warren Spector, a prolific producer of more than 20 titles, and director of the Denius-Sams Gaming academy, a nine-month development program at the University of Texas at Austin. It was Garriott who founded Origin after having problems under previous publishers. "They basically stopped paying me because one guy was a drug addict and snorted all of his profits," says Garriott. "So he went out of business, and when I went to a second publisher, they didn’t pay me the money they owed me either. They screwed me, to be frank. And the foundation of Origin came from that willingness to treat people fairly." To give a sense of what Looking Glass games could look like today, Polygon asked former Looking Glass concept artist To give a sense of what Looking Glass games could look like today, Polygon asked former Looking Glass concept artist Robb Waters to reimagine characters from cult favorite System Shock, 20 years later. Here he shows the Drone. "I wanted to push the 'of one mind' concept by switching the half mask of the old concept to a larger and more iconic worker bee-themed full mask," says Waters. In a Manhattan townhouse in 2014, Garriott sits among various collectibles and souvenirs. They’re keepsakes of a storied life, itself composed of numerous identities — an avid magician, an astronaut and professional boxing cornerman. But he’s also a game developer. Shroud of the Avatar: Forsaken Virtues, his upcoming RPG, is a spiritual successor to the Ultima series that began in the early '80s. The franchise helped spark the fantasy role-playing video game and went on to become a cornerstone franchise in the genre. Ultima games established party-based combat, the use of time travel as a plot device and an overarching narrative to contextualize the game. Garriott, a Texas native, is also credited with the first use of the term "MMORPG" (massively multiplayer online role-playing game). Although he calls Austin his home city, Garriott spends much of his time in New York these days. And as he speaks, he’s in the late stages of a lingering cough, courtesy of a cold Northeastern December. "Most people think of [Origin] as a company based in Austin," Garriott says, "But we actually formed the company in my parents’ garage in Houston in 1993." He coughs. "Sorry, 1983. It’s been a while." Garriott calls himself a reasonably good programmer, a reasonably good designer and reasonably good at imagining what the mechanics of a virtual world might be. But he’ll be the first to say he wasn’t the best at organizing an interactive story. That’s where Warren Spector came in. Garriott says that the Ultima titles Spector worked on were the high points of the series — better games with better stories than the rest of those in the franchise. Garriott created living, breathing fantasy worlds that advanced the role-playing genre with each entry — but Spector gave the titles meaning. He created narratives when most developers didn’t look much beyond combat. Garriott raises his hands, shrugs and laughs. "I could not have achieved what I did without him." The two met in Austin. On weekends in the 1980s, they gathered at the house of a mutual friend, Steve Jackson of Steve Jackson Games, to playtest the company’s prototype board games. Spector and Garriott quickly became friends. And as Origin grew in Texas, the company brought Spector on board. Shortly after, Garriott moved the company to Massachusetts, where his brother and co-founder Robert was living. Along with Spector, they continued to grow the company, despite its relocation. They also tapped into a new talent pool, which they didn’t have access to in Texas. Garriott says it was hard to make games in Massachusetts without meeting Paul Neurath. The budding designer was already experimenting with his Apple II, showing his games to anyone possible. The man who would later found Looking Glass was one of Origin’s "first great authors," Garriott says, and the company was eager to bring him on board after several chance meetings. Neurath led design on Space Rogue, a sci-fi role-playing game that laid the foundation for his later titles: a blend of role-playing elements and simulation that allowed the player, and not designer, control of things. And after Space Rogue’s release, when Origin returned South, Neurath was left with a studio, development tools and funding of his own. So with newfound experience from his time with Origin, he founded Blue Sky Productions, the company that would become Looking Glass Studios. "That’s really what formed the studio," Garriott says. "Paul having a home base when Origin sort of abandoned him up there. And I think Looking Glass was very ahead of its time, setting the standards which other studios are finally starting to pick up." Neurath recruited Doug Church, a programmer at Massachusetts Institute of Technology, to help with Blue Sky’s first project: a first-person role-playing game set in a fantasy world. Church would go on to establish the project’s technological base and play leading roles on the studio’s later projects. "I was blown away. I remember thinking as I watched that demo that the world had just changed." Neurath also contacted Doug Wike, a former Origin employee, to create a short animation that showed a creature moving toward the player in real time. It took a month’s work, but when they finished it, the small team had a tangible demo to showcase. In search of a publisher for the project, Neurath showed the animation at Consumer Electronics Show in 1990, where Garriott and Spector happened to be in attendance. "I was blown away," Spector says. "I remember thinking as I watched that demo that the world had just changed." Garriott was also impressed — previous Ultima titles weren’t first-person, so the approach struck a cord. So Garriott lent Neurath the Ultima name to help with publicity. They called it Ultima Underworld: The Stygian Abyss. First-person exploration-based role-playing games are commonplace today. But in the early '90s, they didn’t exist. Ultima Underworld changed that. Influenced by Garriott’s role-playing innovations with the Ultima series, Looking Glass combined Neurath’s design skills and Church’s first-person tech to create the inaugural first-person role-playing game — before genre juggernauts Deus Ex, System Shock and The Elder Scrolls 5: Skyrim. As the game’s publisher, Origin wasn’t fully confident in Ultima Underworld during its first year of development. Neurath says the publisher seemed apathetic about the project — communication was scarce, with progress meetings occurring "once in a great while." Neurath says this may have been a result of Blue Sky’s 1,500-mile distance from Origin, or because the title had no precedent to base sales projections on. Regardless, Origin only advanced Blue Sky $30,000 for the title. Its end cost would be $400,000, largely funded with Neurath’s royalties from Space Rogue, as well as some from Ned Lerner, Neurath’s founding partner. And after two producers at Origin left the project for undisclosed reasons, Neurath says he thought Origin would drop the project. From inside Blue Sky, the situation looked dire. But then Spector took over production. He had initially asked Origin higher-ups to supervise the project from the start but was redirected to other projects. Upon taking over, though, he visited Blue Sky’s office, coordinated from inside Origin, and regularly kept the developers on track as the game approached release in 1992. He became, as Neurath says, the "champion of Underworld." "They placed a premium on innovation and player empowerment that resonated strongly with me," Spector says. "The combination of working with Richard Garriott on several Ultima games, and with Looking Glass folks during [Underworld], set me on a creative course I’m still on today." The trio’s friendship continues today. Neurath, Garriott and Spector each worked side by side with people who weren’t content to just make games, but to create story-driven 3-D worlds that elevated the medium. "From the beginning, Neurath and Looking Glass were looking to change things," Garriott says. "And from the beginning, they had their work cut out for them."

The big secret In the '90s, PC development technology was limited compared to modern machines, and Looking Glass had modern design principles in mind. The studio spent much of its time trying to circumvent this barrier, and because of that, there wasn’t much precedent to what it was doing; story-driven 3-D worlds were a thing of the future, and no one knew how to get there. But Neurath and Church were intent on doing so. They focused on player empowerment. They wanted to grant a sort of freedom to anyone playing the studio’s games. Most developers saw development as a practice of leading players along on a rope or funneling them through specific situations on the way to their next objective — but Neurath and Church knew games had potential to be something else. They wanted to merely set the stage and let the player be the actor. Robb Waters’ modern take on the Elite Cyborg may remind some of Robb Waters’ modern take on the Elite Cyborg may remind some of System Shock’s box art . "I wanted to play up the heavy footprint of the headpiece, really giving it a notable and distinct silhouette, while also adding a bit of art deco influence," says Waters. While Looking Glass was paving the way for immersive RPGs, id Software, a Texas-based developer, was focusing on first-person games as well. But it was focused on a different genre. Only two months after the release of Ultima Underworld, id released Wolfenstein 3D. Like Underworld, it shared first-person elements that were, at the time, brand new to video games. It sparked the first-person shooter genre as it’s known today and would propel id Software on to create the Doom and Quake series, Rage and multifarious other titles. Co-founders John Carmack, Tom Hall and John Romero would grow id Software into a prominent developer throughout the '90s and, much like Looking Glass, create influential titles that defined a genre. Some called it an arms race. Others, a friendly competition. But for many at Looking Glass, the dichotomy between themselves and id became an underlying motivation, a "reason to push things," says former-Looking Glass writer Austin Grossman. Video games are still a young medium, but in the '90s, they were infantile. These studios were digital pioneers. Because Looking Glass was a studio focused on narrative and immersive storytelling, writers played a prominent role in design. Grossman joined the company just as Ultima Underworld: The Stygian Abyss shipped, and he soon found himself surrounded by erudite MIT grads, working on the dialogue and high-concept writing for the groundbreaking RPG’s sequel. Grossman would go on to play a prominent role in planning for System Shock, the first-person action-adventure title that set a new benchmark for first-person storytelling. He also worked on the flight sim series Flight Unlimited and the tactical FPS Terra Nova: Strike Force Centauri. Grossman’s authorship can be traced through the majority of Looking Glass titles. As he speaks for this story, Grossman’s speech accelerates. He’s breathless as he talks about Looking Glass, with hurried epithets about that time in his twenties, when the world consisted of four office walls and barely more than a dozen co-workers. "You couldn’t mistake that this was a historical moment," Grossman says. "Everybody there felt like they were in on a big secret. We were doing something exciting at the dawn of 3-D." He says there was an energy when he came into work. An electrical charge, he calls it. These were driven young people, barely out of college, doing what they loved. They didn’t know what was possible, Grossman says, but more importantly, they didn’t know what was impossible. This led to a lot of dead ends — but it also led to thin walls, which Blue Sky was happy to break through. "Everybody there felt like they were in on a big secret. We were doing something exciting at the dawn of 3-D." And across the country, in the Lone Star state, id was doing likewise. The developer eschewed the role-playing influences of paper games, instead opting to create a new genre entirely. Carmack, Hall and Romero saw potential in the first-person perspective, and they placed a gun in its hand. "We were thinking, ‘Why don’t we just run around and shoot?’" Grossman says. "But we were interested in simulation and depth. We were driven by this holy grail of simulated worlds, by that enabled choice and creativity of the player." As a writer, Grossman spent most of his time figuring out Looking Glass’ scripting language. But he could always hear shouting and laughing, the constant footsteps between departments as programmers meshed with designers. It was an informal atmosphere, and many of these young developers had just shipped Ultima Underworld, their first game. They were gaining confidence. The next year, they released a sequel, Ultima Underworld 2: Labyrinth of Worlds. It was the studio’s first release since rebranding, marking the beginning of the Looking Glass catalogue. System Shock followed. Many consider it the progenitor to story-driven titles such as Metal Gear Solid, Resident Evil and Half-Life. System Shock lets the player drive the action and sparks emergent gameplay allowing complex situations to arise out of simple rules. With each new title, Looking Glass was building momentum, talent and expertise.

The Looking Glass legacy: Gone Home "In 2013, The Fullbright Company released Gone Home. It’s set in a large house in the Pacific Northwest on the day the protagonist returns from an overseas trip. But her parents are missing, along with her sister, without much explanation …" Read More

The House of 10 Dumb Guys The house on Harvard Street often vibrated. From the basement to its attic, through the floorboards and in its walls, the building shook. It was, in its own way, alive. They called it The House of 10 Dumb Guys. In the mid-'90s, programmer Marc LeBlanc slept on the first floor, sprawled on a futon in the clamor of the house. It was there where he first heard the lyrics of Honest Bob and the Factory-to-Dealer Incentives, an alternative rock band composed of Looking Glass employees. The band’s lyrics emanated from the basement beneath him and, muffled though they were, escaped their subterranean source. "All I ever heard was blah blah blah blah," LeBlanc says. "I’m always really surprised at what the lyrics actually are." Upstairs in the common room, roommates gathered around programmer James Fleming’s computer to play XCOM. They had a Sega Genesis, too, and it was almost always in use in a room next to programmer Doug Church’s bedroom. LeBlanc calls it a tamer, nerdier frat house, where inventive young men could shape good ideas and laugh at terrible ones. LeBlanc’s friends describe him as loud and confident with a staunch conviction that his opinions are correct. He’s usually right, they also say, and his propensity for butting intellectual heads is well-informed. So go the descriptions for many of the residents of that house. Most of them were MIT grads, and a few, LeBlanc included, were still enrolled. Programmer Jon Maiara and designer Tim Stellmach lived on the first floor as well and often spoke about games in a way most passersby wouldn’t understand. People challenged designer Dan Schmidt to matches of speed chess in the hopes of barely beating his times. They rarely did. "It was like an extension of being in a dorm," says Schmidt, Honest Bob’s guitarist. "The living style was a pretty natural affair after college. Most of us were straight out of school trying to make the game of our dreams. "We were too inexperienced to know that what we were trying to do was crazy." Ultima Underworld, their inaugural game, was the first of its kind. The programmers and designers had never seen a first-person title with an open-ended world, so they couldn’t adequately picture what the final product might look like. These were inexperienced developers working on unprecedented projects. And experiments such as these required long hours. "It’s just a matter of where your bed is versus where your computer is," LeBlanc says. "There’s no such thing as work-life balance, because work was life. You’re at work with Doug and Tim; you’re at home with Doug and Tim." The house was a petri dish for creativity. With each new title, the young developers gained experience, and with it came a more refined approach to creation in place of the inexperienced grasping they had done for much of the company’s early days. Conventional media on '90s PCs was limited, but that didn't stop the ideas from spawning both in the house and at the office. And though many of the team's ideas wouldn’t be possible for several years, Looking Glass did its best to work around the technology.

Doug Church, as told by those who knew him Church, a programmer, spent much of his time working on the technology that formed the foundation for Looking Glass titles. His name permeates every conversation about the defunct studio, and many tie him directly to Looking Glass’ innovation because of his skills in programming and ability to see things through the player’s eyes. He directed System Shock. He mentored Ken Levine, who would later found Irrational Games and lead development on BioShock. Church also established initial plans for Thief: The Dark Project, and went on to design some of the most beloved PC titles ever, all of which played off the Looking Glass philosophy of player empowerment. But Church doesn’t like interviews, and he doesn’t like the limelight. His friends and colleagues describe him as a solitary figure. "Doug is famous, even among his friends, as a hard man to keep up with," Stellmach says. Producer Lulu LaMer says she would go weeks without seeing him, as he came and went at odd hours throughout the day. Shawn Robertson, a Looking Glass designer who later moved to Irrational Games, never met him — for two years, Robertson was too nervous to introduce himself. "He was this mythical figure," Robertson says. But during long work days, Church taught Looking Glass designer Dorian Hart ultimate frisbee on the office front lawn. Schmidt fondly remembers band practice with Honest Bob, of which Church was the lead guitarist, in the basement under LeBlanc’s futon. "Doug is famous, even among his friends, as a hard man to keep up with." "His story is worth telling," LeBlanc says, "even if he’s not the one to tell it." In his free time, Church played Dungeons and Dragons with a group of local friends. Through a mutual friend’s uncle, Church met Paul Neurath. The latter was in the process of founding Looking Glass and often spoke about his time at Origin Systems with Garriott and Spector. And Church, a talented MIT programmer, quickly took interest. LeBlanc, Church, Fleming and Stellmach lived on the same floor in an MIT dorm. Church told his roommates about Neurath, and little by little, Looking Glass took on more MIT students, and the "chain of nepotism" between friends and relatives, as LeBlanc laughingly calls it, helped form the studio. During his time at Looking Glass, he helped create immersive narratives that were well ahead of their time. They relied on contextual dialogue and story-driven worlds, concepts Church helped mold in those early days, before he graduated MIT. Today, Church works at Valve, the software company behind the PC game platform Steam. He’s one of dozens of designers who got their starts in Massachusetts. Before Looking Glass closed, he spent late nights on projects that required blind faith and an open mind, etching his name in digital concrete and shaping a medium for years to come.

The Looking Glass legacy: Irrational Games "Despite its reputation today as the studio behind BioShock, Irrational Games was once a group of twenty-somethings working out of South Boston living rooms, with barely enough money to pay rent. They had as much experience as any other young developers in the '90s — which wasn’t much — and they got it all from Looking Glass …" Read More

Approaching the end After 1997, Looking Glass’ later titles were, by and large, critical successes. Thief: The Dark Project set the standard for the stealth genre, while the Flight Unlimited games pushed aerial simulations further with each entry. System Shock 2 set the stage for Irrational’s later success with the BioShock series, and it continued the legacy of immersive narratives laid out by Ultima Underworld. But most of these games didn’t sell like Neurath hoped — and still thinks — they should have. Most of them failed to break 50,000 copies in their early years and couldn’t reflect the two-million-dollar budgets poured into them. Robb Waters’ modern take on the Warrior — "I wanted to really emphasize the loss of humanity statement by clearly showing the only organic human element to this cyborg was the brain and skull casing," he says. Robb Waters’ modern take on the Warrior — "I wanted to really emphasize the loss of humanity statement by clearly showing the only organic human element to this cyborg was the brain and skull casing," he says. Try as he might, Neurath couldn’t fight the tide of debt as it swelled around him. Neurath’s name is synonymous with Looking Glass. From the company’s genesis in 1990, to its denouement a decade later, he was the only person there the whole time. He had a bird’s eye view of the story since the beginning. And when asked about Looking Glass’ collapse, he sounds tired — a bit shaky. There’s hesitance in his voice. But as he tells it, the company’s closure was unavoidable. Like tectonic plates, a steady flow of events streamed forward, converging in a disaster no one could prevent. "It’s hard starting a company," Neurath says. "You put your heart and soul into it and make great games, but in the end, you find out you’re just along for the ride." Throughout its lifespan, Looking Glass developed under several publishers — Electronic Arts, Nintendo, Origin Systems and Eidos Interactive. The studio also self-published three games, only one of which, Flight Unlimited, was a commercial success. It released in 1995 and, in two years, sold more than 300,000 copies. By 2002, the game would sell 780,000. But in 1995, Looking Glass employed about 50 people, Neurath says. And Ned Lerner, Neurath’s co-founder, says the average salary at Looking Glass was $20,000. By this math, making enough money to pay everyone at Looking Glass meant wages of about $1 million a year. And that’s for normal 40-hour work weeks, a rarity throughout the studio’s time with tight deadlines and development crunch. So in August of 1995, Neurath signed a deal with Viacom New Media in a play for financial stability. The agreement promised several titles under the new partnership, the first of which was Voyager, a graphic adventure based on the "Star Trek: Voyager" property. But after 18 months, Viacom backed out of the partnership. Voyager was cancelled, and it was here that Looking Glass’ troubles began. "At first, Viacom was all in with the games industry," Neurath says. "They acquired Virgin Interactive and were becoming a major player in the game space. But then they pulled out and decided they didn’t want anything to do with it." Looking Glass’ second and third self-published games, Terra Nova: Strike Force Centauri and British Open Championship Golf, were commercial failures in 1996 and '97. Looking Glass was stranded in the open, with incipient debt and few funds of its own. Neurath decided to diversify. In 1997, Looking Glass merged with Intermetrics, Inc., a software company that specialized in compiler technology for space shuttles. Essentially, Intermetrics created programs to translate computer source code into useful formats. And in similar fashion, Looking Glass began porting games to Nintendo 64, the home console that was just beginning to sell well in the U.S. Neurath remembers Mini Racers, a model-car racing game for Nintendo’s platform, fondly. Shigeru Miyamoto, the famed Mario and The Legend of Zelda creator, was impressed with Looking Glass’ N64 port for Command and Conquer. He asked the U.S. studio for help on Mini Racers, his new project. Neurath recalls meeting Miyamoto during the game's early development, when Miyamoto visited the U.S. to oversee production. In an East-meets-West visit that promised future success for Mini Racers, Neurath picked his colleague's brain, saying his "visionary design skills were in clear evidence." Looking Glass would later send several employees to Japan during the late stages of development to flesh out the release and work closely with Miyamoto’s team. But like many of the N64 titles from Looking Glass, Mini Racers never released. Neurath credits licensing issues with the cancellation, saying the game underwent extensive rebranding before being closeted for good. "We did what we could, but there wasn’t a lot of synergy on the [Nintendo 64] side of things," Neurath says with a sigh. "And the games we did release weren’t lucrative, so it just created more financial problems. It became a bigger hole." (Days after Neurath recalled the collaboration with Miyamoto in this interview, a playable Mini Racers ROM cartridge surfaced on eBay. It sold for almost $3,000.) There was one bright spot in the cavalcade of misfortune and debt: Thief: The Dark Project. The hours were long, the deadlines were frequent, and the morale was low. But it was the first 3-D stealth game on PC. It emphasized subterfuge over smoking guns, and it helped create the stealth genre as it’s known today. In a 2009 GameSpy interview[since taken offline], Marc Laidlaw, writer of the Half-Life series, called Thief: The Dark Project the one title he wishes he worked on. Thief: The Dark Project sold half a million copies in two years, creating revenue for both the developer and its publisher, Eidos Interactive. It sparked a new franchise, and gave Looking Glass enough breathing room to plan its next move.

The Looking Glass legacy: Harmonix "In 2005, a cultural phenomenon emerged. It was called Guitar Hero, and it started a franchise that would gross over $2 billion in lifetime sales. The music-rhythm genre was on fire, and in living rooms everywhere, wannabe rockstars strummed their plastic Gibson replicas in unison with their on-screen avatars …" Read More

The 11th hour After Thief: The Dark Project’s release in 1998, Looking Glass announced a multi-title distribution deal under EA. It would cover Flight Unlimited 3 and System Shock 2, the sequel to the 1994 critical darling. As new titles under existing franchises, both promised commercial success, and a possible turning point for Looking Glass’ financial woes. But although both were well-received by critics, neither sold enough to warrant celebration. Flight Unlimited 3 sold only 20,000 copies in 1999. And System Shock 2 sales failed to foreshadow the title’s future praise — it was developed on a $1.7 million budget and sold just over 58,000 copies in its first year. All in all, Looking Glass was creating revenue, but not enough to escape its recent history of debt. It also hit an employment peak of 120 people, Neurath says, some of them from a satellite office in Redmond, Wash. Paying all of them was strangling the studio’s budget. And Intermetrics, which had since changed its name to AverStar after acquiring tech company Pacer Infotech, had plans of its own. It had the chance to go public in 1999, so when its investors saw the debt, the company decided to cut ties. That's when AverStar divested Looking Glass. "They wanted us to go away," Neurath says. "In a nice way. So now we’re an independent company, and we owe a lot of money to AverStar." Debt surrounded Looking Glass, and the studio needed help. Eidos Interactive was one of the studio's suitors. At Electronics Entertainment Expo 1999, Looking Glass announced Thief 2: The Metal Age, the second of four planned Thief games under a contract with Eidos. But in the final months of production on Thief 2, Eidos exceeded the game’s budget to cover development costs, and Looking Glass employees stayed in the office around the clock and slept there without bathing in an effort to release the title by its do-or-die March 23 release date. They released it on time — barely. "We all but had a deal done. But at the 11th hour, they said, ‘Nope, we’re not going to do it.’" Despite Looking Glass’ successful release, the studio didn't receive royalty checks for several months. Jane’s Attack Squadron, a flight simulator, was behind schedule and over its budget (it would never release under Looking Glass). Revenue from the first Thief was being burned, and a deal with the newly formed Irrational Games fell through at the last minute. The $2.5 million development cost of Thief 2 was an insurmountable hurdle. But Looking Glass almost survived. Although Sony considered an acquisition, the studio came closest to signing a deal with Eidos. "We all but had a deal done," Neurath says. "But at the 11th hour, they said, ‘Nope, we’re not going to do it.’" Eidos had millions invested in developer Ion Storm, which had just suffered a major loss upon the release of Daikatana, a $40 million title that failed both commercially and critically. And the publisher couldn’t risk assuming more debt. "My perspective is that someone there, at the executive level made the decision to pick up a bargain with the rights to Thief," Neurath says. "That, instead of picking up our entire studio." Even now, 15 years later, the founder denies the idea that Daikatana’s failure was the nail in the coffin. That was a rumor among the developers, some say, and it got worse every time it circled back. "It was the most painful ..." Neurath pauses. "It was very difficult. The roots of the issues go back to Viacom. It really put us at a disadvantage, and we had to exit in a way that we didn’t want to. We had no control over the company at that point." So Neurath called that meeting in 2000, and the Looking Glass faithful were officially unemployed. In a matter of weeks, many would be sitting in new studios, at new desks, working on new projects, with Cambridge receding on the horizon behind them. Today, on a gray November afternoon in 2014, traffic on the Massachusetts Turnpike is at a near standstill. A middle-aged man ashes a cigarette through the crack in his driver's seat window, while the woman in the Prius behind him speaks into an unseen phone. Little by little, the traffic inches toward Boston. Several clogged highways and numerous exits later, Concord looms in the distance, followed by OtherSide Entertainment’s office. Neurath sits in his office, lengthy hair brushed to the side, eyes shrinking above a boyish grin. "You know, even in those later Looking Glass years, we released some amazing games," Neurath says. He mentions Flight Unlimited 2 and 3, Thief 1 and 2, and System Shock 2, a collaboration with Irrational Games. "The teams poured their hearts into each project, and to this day, it still shows."

The founding fathers From his office in Concord, the conversation shifts from the Looking Glass closing, and Neurath speaks faster. The smile on his face is audible, the ebullience obvious in his speech. He’s about to tell the good stories of Looking Glass. Not about the closing or financial troubles, but about release days and design meetings. He tells this story from Concord — not far from where it ended — with the help of Ned Lerner, his friend and co-founder, who’s driving through San Mateo in the setting Pacific sun. "Personally, I’m very unnostalgic," Lerner says through his car phone. "But to me, Looking Glass was a magical time." Robb Waters’ modern take on Shodan may remind some of Robb Waters’ modern take on Shodan may remind some of System Shock 2’s box art . "I wanted to push her design into more of a ethereal direction as opposed to the original twisted circuit board look," says Waters. The two met at Wesleyan University playing D&D and quickly became friends. At Neurath’s wedding, Lerner stood next to him, assuming the role of best man, solidifying a friendship that continues today. After college, Lerner started Lerner Research, a studio that specialized in flight simulators, with realistic models and 3-D texture mapping. He was also a partner in Blue Sky Productions, the company that had just released Ultima Underworld on the other side of the U.S. "That brings us up to 1992," Lerner says. "Wow. That’s a long time ago. I had wrapped up a project with EA, Paul had wrapped up Underworld, and we said ‘Hey. This is looking really good. Let’s do it, let’s make a company together.’ And that was how Looking Glass formed." Recruiting was easy — MIT was in the studio’s backyard, and there weren’t any game developers in Cambridge to compete with. Looking Glass already had Doug Church and the rest of The House of 10 Dumb Guys on board, and soon, young developers across the Northeast were applying for positions at the nascent game studio. The founders were the oldest at the studio and they formed a dichotomy with the other employees that would shape the release schedule for years to come. Lerner, the one better versed in 3-D texture mapping, led the flight sim side of the company: Flight Unlimited and its two sequels. Neurath was the "everything else guy," Lerner says. They also expanded into sports games, with Seamus Blackley (the programmer who later convinced Bill Gates that Microsoft needed a home console) and Lerner advocating for the potential profits those titles could generate. And they built a company from the ground up, with inexperienced college grads who didn’t know what they didn’t know. "My approach was to let people stretch themselves," Neurath says. "We hit a bunch of dead ends, but that was fine. That was part of it. I think that’s why so many of these folks stayed in the games industry." As the studio diversified, so too did the staff. The founders recruited musicians from the local club scene; they posted ads on Harvard’s physics bulletin board; they took out space in the Boston Globe; they brought QA testers down from Vermont. The list goes on. "I knew we had a great team working there in the early days," Lerner says. "But even now, this long after, it’s still hard to believe how many amazing careers began there. Even I underestimated them." Neurath swallows a smile and lists the names off the Looking Glass roster, refusing to call them proteges and laughing at what they might make of that notion. He gives up after reciting a dozen, saying there are too many to do justice to each one. And they’re not the only ones carrying the Looking Glass philosophy into the coming years. "Even now, this long after, it’s still hard to believe how many amazing careers began there." Just months ago, Neurath finally wrestled rights to the Underworld franchise away from EA, which had control of the series for 20 years. He launched a kickstarter campaign and successfully funded Underworld Ascendant, the spiritual successor to the first title under the Looking Glass name. It’s his way of sifting through the ashes in Cambridge. Like some developers today, Neurath continues the legacy of immersive narratives in detailed worlds. He couldn’t stop his studio’s closure in 2000, but he can find a way to revive some small part of it, if only that, by pressing on with something new. "To me, the greatest satisfaction is the culture that came from Looking Glass," Neurath says. "And I guess if any of the others ask, just say that I’m proud I got to be a part of that, and I’m proud of what we all did." Neurath searches for the words, trying to recall the moment when he first knew they were on to something. But the words don’t come, and Neurath decides he never did know. Development at Looking Glass was always uncertain, always risky, always straddling the line between ambitious and impossible. In 1991, a small group of developers finished Ultima Underworld in a basement office. The folding beach chairs were rickety. Wind whistled through the crack under the door. The nights were cold and the room was drafty, and the young designers, fresh off the release of their first title, stared into the uncertain space before them. And nine years later, the studio they had built collapsed, sending ripples throughout the larger game development community as it carried over into the 21st century.