This is the story of one second of screen time in a the new HBO series, Looking. The single second happens while the series’ lead character, a video game designer named Patrick, straddles a torpedo.

But let’s back up a bit. In Looking, Patrick works for a fictional medium-sized video game company called Most Dangerous Games (MDG). In the episode, his company’s latest release, titled Naval Destroyer, is being celebrated with a big San Francisco tech industry-style party. And, naturally, the game’s theme begs for a location-appropriate fête; the bash takes place on a WW2 aircraft carrier permanently stationed in the San Francisco Bay (several real videogame launches have taken place on the USS Hornet). As Patrick boards the ship, anchor-adorned cocktail glasses are pushed by servers in sailor uniforms. A giant American flag and pounding music preside over the party.

Photo credit: HBO

After a few drinks and some eye contact, Patrick, who is up until this point the only gay employee his age at MDG, follows someone vaguely work-related down into the ship’s belly. The acquaintance, Kevin, who assumes the torpedo straddling-position first, is queueing up a versus challenge in Naval Destroyer. As Patrick approaches, two flavors of spinning sailors wait to be chosen on the game’s character selection screen. Patrick joins Kevin, accepting the character Muscles McGee, as he uncomfortably lowers himself onto a parallel torpedo.

Then there’s a cut away from the screen. What’s happening in the video game is only communicated through a few 4-letter exclamations, controller mashing, exaggerated arm movements. We can tell from the sum of the visual and verbal cues that Patrick—whose company enforces mandatory game-playing time—is winning. But as the conversation takes an unexpected turn, we finally get a one-second glimpse—the one-second—of the tension playing out in Naval Destroyer, too. Kevin, fighting as Handsome Jim, unexpectedly trounces Patrick in the video game’s arm wrestling match.

Image credit: HBO

The nod to real video games—Red Dead Redemption, Grand Theft Auto, Nintendo’s 1985 release, Arm Wrestling—might elicit a little nod of approval from viewers (if they can look past the overwrought controller swinging), but the arm wrestling in Naval Destroyer isn’t just a little in-game homage. It’s the tiniest slice of a much bigger play within a play—the Pyramus and Thisbe of Looking.

“Even if you’re only showing two percent of it, so much of production design revolves around creating an entire backstory,” says Todd Fjelsted, Looking’s production designer. “If there’s going to be a wedding, I have to create the whole wedding because you never know what you’re going to see.” When two characters pick up controllers, they have to have a game to play. A real one...mostly.

So Fjelsted started constructing a parallel story to complement Looking’s own. During the day he’d work on outfitting a ship for a party or constructing the office for MDG within the San Francisco warehouse serving as the production’s home base. In the evenings, he’d pow-wow with Craig Vance, a CG expert based in Raleigh, NC, tasked with building Naval Destroyer’s animated sequences.

The game’s story arc was inspired by the USS Hornet, the WWII ship that Looking’s production team had scouted to host MDG’s game launch party. “As the writers were talking, Todd got involved and brought in lots of ideas of what the game could be,” says Michael Lannan, the show’s creator. “The ship is a great location for a military game launch.”

Because there are three lead characters in the show, Patrick, Dom, and Agustín, there would be three characters that roughly correlate in the game: Handsome Jim, Torpedo Joe, and Muscles McGee. Fjelsted, who has previously designed booths for E3, decided that the game should have a light Americana-vibe. He collected reference art for Vance to work from, like sailors peeking out of portals and laughing to inform the aesthetic. The game would begin with arm wrestling. “The goal was to pull a lot of humor from the machismo quality of a lot of these games,” says Fjelsted. The Navy premise also served the script well, as Patrick makes a seamen/semen joke at the party and gets to straddle a torpedo as his advance on Kevin goes awry.

Photo credit: HBO

But what happens after the moment that Kevin wins the arm wrestling match and Patrick leaves the party? Somewhere beyond what’s shown in the show, Naval Destroyer’s story turns dark. Fjelsted also drew plot points from the USS Indianapolis, which famously sank after delivering crucial parts for the first atomic bomb. Sailors that didn’t perish immediately were picked off by sharks and suffered the dire effects of dehydration and starvation. In the game, when one player throws the other overboard, the ocean delivers a new challenge: a hungry shiver of sharks.

With the plot for the game mapped out, it was turned over to Vance in North Carolina. Vance is a 3D artist with 16 years experience, including at Ubisoft. Vance was given just a few weeks to make Looking’s game come to life, so he had to be realistic with the scope of the project and be extra efficient without knocking down the quality of the game, which meant making it an animation instead of something controller-driven.

Vance started by going through his library of CG assets, hoping that he might be able to modify existing structures instead of having to build them from scratch. The game’s three characters, for instance, were ones Vance had pre-built based on people he’d worked with, which he then altered to fit Naval Destroyer’s specifications. (So not only are the video game’s characters roughly based on the show’s characters, but they’re also roughly based on people Vance actually works with, too). The battleship exteriors were also existing assets that were tweaked.

Vance modeled the items in the software 3Ds Max, a 3D program popular with game designers. When he started, all the items in the game “just looked like wire-frames with no color information at all. They were just flat gray.” To add color, Vance added texture maps, which were built in photoshop. “It’s basically like a photograph that is wrapped onto the character, but custom painted to create better surface detail.”

Photo credit: HBO

Next Vance “rigged” the characters, a process where he gives them an internal lattice that informs where their elbow will bend and from what point the character will lean over. “It mimics the same layout as a human, but it’s simplified,” says Vance. “In this case we used the same skeleton, which was altered according to each character’s body type.”

When combined, HBO's 3D artists had created some six minutes of video gameplay. For one second of screen time.

Finally, all of the pieces of the scene—the ship, the characters, the setting—were placed into the game environment in preparation to be animated. Lighting was added, and Vance had to decide from what angle animated cameras would film the scenes. “Each sequence was then rendered out into frame sequences,” says Vance. “Rendering is the process where the 3D app calculates all the lighting and shadow information and creates the final image one frame at a time.” The footage was dumped into the Adobe compositing software, After Effects, so Vance could add the design flourishes that make a pre-programmed scene look like a game: heads up displays, various menus, strength meters, etc. When combined, Vance had created some six minutes of video game play. For one second of screen time.

“You always have to privilege the story and the characters more than the design details that serve them,” explains Michael Lannan, the show’s creator. “It’s a balance to figure out how much you get into something like a game. As we did more shooting and got deeper in, we realized we had to stick closer to Patrick’s story and not get too deep into the details.”

For Fjelsted, Lannan, and team, there was one good indicator early on that going all in would pay off. When another San Francisco video game company—a real one—toured the launch party space still adorned with MDG decorations, they loved the set up and wanted to know more about Naval Destroyer and the company that produced it. They’d never heard of either. Perhaps they just weren’t looking hard enough.