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Liam O’Brien is Gollum in Shadows of Mordor. He’s also William Shakespeare in Saints Row: Gat Out of Hell. More accurately, he’s one of the more prolific voice actors in animation and video games. He also wanted something very special for a recent birthday a few years ago.

He wanted to play Dungeons and Dragons.

“We were actually playing Pathfinder back then,” Laura Bailey told Polygon. She’s Nadine in the upcoming Uncharted 4. She’s Black Widow in the animated Avengers shows, and Disney Infinity 3.0. She’s Gwyn Whitehill in Game of Thrones: A Telltale Games Series, and Fiona in Tales from the Borderlands.

A few other voice actors who already knew each other put together a one-off game for O’Brien’s birthday, and invited Matthew Mercer to DM. In the world of voice actors, he had a reputation for running some of the best games.

Mercer is MacCready and Z1-14 in Fallout 4. He’s the male Guardian voice in Destiny. He’s Robin in Gotham City Stories.

Ashley Johnson, who played Ellie from The Last of Us as well as Gortys from Tales from the Borderlands, played in the game. As did Travis Willingham (Infamous Second Son, Avengers Assemble, Sofia the First), Sam Riegel (Teenage Mutant Ninja Turtles, Wander Over Yonder, Persona), Marisha Ray (Persona Q, Phantom Pain), Orion Acaba (Final Fantasy Type-0, Pillars of Eternity, Wildstar) and Talisen Jaffe (World of Warcraft, Streetfighter, Hellsing).

The game included many other voice actors, and was quite a success, and they would play a session every month or so for years, and would often discuss the show on social media and with their respective fans. It was irresistible: A private, ongoing game of Dungeons and Dragons played by some of the most talented voice actors in the business?

It didn’t take long for Felicia Day to call.

Turning a game into a show

“My friend Ashley Johnson, who I know from the Whedonverse crowd, mentioned in passing a few years back she was part of a D&D group comprised solely of voice actors,” Felicia Day explained.

Felicia Day runs Geek and Sundry, a collection of shows and properties that celebrates tabletop gaming and role-playing. It was a natural fit, and Critical Role was born.

“I was immediately drawn to the idea of bringing them to Geek and Sundry, because I love D&D and knew our fans would love to watch, a-la Tabletop. A bigger filmed show like that didn’t materialize immediately, but when I decided to launch a twitch channel earlier this year, the group was at the top of my list.”

The idea of taking a hobby and turning it into a show wasn’t an instant hit with the team. “We were a little nervous, it was a very private thing we were doing together,” O’Brien explained. “There was some hesitation, we didn’t know if it would feel weird with people watching. Ultimately the idea of taking it live and giving it that kick of electricity from the audience enticed us too much.”

The first episode was a bit rough in terms of production. There wasn’t much in the way of a set, and audio was rocky. It’s also one of the rare live productions of role-playing where a member of the party couldn’t make the taping due to being in London in order to receive the BAFTA for The Last of Us.

But there was something there, even though the question of how to best present the show was still an open question.

Mercer was also clear about the sort of DM he would be for the show’s run. The rules were not the most important thing in the game. There’s a lot of room for the so-called “rule of cool,” where if something is really interesting but the rules don’t support it …

“I’d rather err on allowing the player do something super risky with a low chance of success that no one would ever have thought of and there’s no rules for, and letting it happen and if they manage to do it, than to sit there with the book in front of me and triple-checking there isn’t something here in chapter seven in the combat rules on the third page about whether that grapple would work,” he explained.

Mercer has, arguably, the hardest job as the dungeon master of such a public game. He spends between six to eight hours a week off-camera in preparation, not only making sure the story moves at a good pace, but that the players have plenty of options during the course of each session.

“That involves writing, story, preparing for future plots … basically creating enough content where the players won’t feel like they’re being railroaded,” he said. “They always make weird-ass choices and always surprise me with where they’re going. I don’t want to be caught too off-guard.”

“I think it’s so crazy that Matt can prepare tons and tons of stuff and then we end up going in some random direction and we’ll just see piles of maps that we never found because we decided to do something totally weird,” Bailey added.

“I have a main story, and then I prepare for a lot of options depending on where they are. I want to make sure I don’t look too much like a tool in front of people on the Internet,” he continued. “Twitter will definitely let me know the next day if I slip up or make a mistake.”

Here’s one such comment: “If Grog went to 23 str from the potion then basically every swing he took during the battle should have done MINIMUM 7 damage,” a viewer wrote. “they forgot that his str modifier was +6 not his usual +4.” So ... you know. People are picky.

That knowledge that other people are watching has, according to most members of the team, not changed things that much.

“We’re still just fooling around on camera rolling dice and being huge nerds about it. Nothing has really changed except there’s less downtime,” Mercer said. “The little bit of pressure knowing there’s an audience means there’s less talking about our day or telling a funny story. Now when we play we sit and play, there’s less out of character banter. Everyone really stays invested in the moment.”

Bailey brings up another very important point about the difference between turning your game into a show: There is much less eating during the sessions now. “It used to just be a smorgasbard,” she explained.

I asked O’Brien why voice actors are such naturals when it comes to tabletop role-playing.

“As voice actors, I think we bring a very thoroughly honed imagination to the game,” he explained. “We spend a lot of time in nondescript recording booths creating something out of nothing. There’s no stage, set, or even other people to work off of. The job requires you to play inside your own brain-powered, Star Trek holodeck, painting the surroundings and circumstances around you with your mind. Add some rules and dice, and you’ve got D&D.”

“What all of us bring is our ability to imagine, and I know that sounds kind of lame but as a voice actor that’s what you’re doing all the time, creating these huge scenarios in your head so it makes sense that you’re making these zany voices in a tiny booth all by yourself,” Laura Bailey said.

“So the minute we’re in these scenarios with each other all of us can picture where we are and we’re constantly … it plays like a movie in my head. When I think of memories of our campaign I don’t see it as us sitting around a table, I imagine these grand shots of our characters going on missions, and I think that may be it. A lot of us have improv training, so that also helps.”

It’s also a measure of writing a script as you go, instead of reading someone else’s words. “Now we get to take all the same skills we’ve been using for years in the booth, and create our own story, in the moment. And the thrill that generates is addictive,” O’Brien said.

The rise of the role

The show quickly gained a dedicated following. According to Geek and Sundry the show has reached over 37 million minutes watched, with over one million minutes watched per episode on Twitch. The show’s YouTube account has over 1.3 million subscribers, with over 10,000 paying subscribers on Twitch.

What’s even more surprising is that following the story requires a substantial commitment on the part of the viewer. Episodes of Critical Role often last multiple hours, or may even be split into multiple parts. O’Brien described estimating the length of each episode ahead of time as “trying to hit a target with a parachute.”

Felicia Day actually believes the longer form stories are part of the show’s success “Having started my company with YouTube, I was told over and over in the beginning that long-form didn’t work on the web,” she told Polygon.

“But our biggest successes have been long-form content over the years …” she continued. “I love the community building aspect, I love experimenting. And the thing about the web is that you don’t have to please everyone, you just have to please enough to sustain a business, which is wonderful.”

Turning a show into a business

Critical Role is a thoroughly modern production. The show streams live on Twitch every Thursday at 7 p.m. Pacific Time, and then subscribers can access the archived version instantly. The following Monday the episodes are placed on Geek and Sundry and then, ultimately, YouTube.

Companies that want to sponsor the show sometimes have to be taught how all this works. “There’s an education process about the fact it does have legs,” Geek and Sundry’s Claudia Contreras said.

The first episode now has over 650,000 views on YouTube, and continues to be viewed as people become fans of the show and catch up on past episodes. When a brand or company sponsors the show, it’s not like buying a traditional commercial that airs once on live television; the content will continue to live on YouTube to be viewed by existing or new fans.

The live and interactive nature of the show also allows companies some degree of creativity, especially if there’s a strong role-playing tie-in. Wyrmwood is a company that makes high-quality, custom role-play accessories by hand, and has a relationship with Critical Role.

“We provide a the coupon code ‘critrole’ to their fans, for free shipping, and when fans use the code it supports the show,” they explained to Polygon. The products are also used on the show. “Matthew’s DM set was custom. His tabletop tray has a massive Critical Role logo engraved into leather, and his Dice Vault features the phrase ‘How do you want to do this?’”

Wyrmwood reports that both traffic and sales are up.

Still, Critical Role is very much a labor of love, and a growing business rather than one that’s immediately profitable. “We haven’t made much money on this at all, it’s something we love to do, if anything were to detract from that we’d want to stop it,” Mercer admitted.

“We’re growing it for our own enjoyment. There’s been this wonderful thing where a community has grown that’s so positive and so supportive and people are sharing their stories and their experiences. It’s so beyond anything I ever expected. Far above this being a business is that it’s important to so many people and it’s something we truly enjoy.”

These feelings were echoed by everyone at Critical Role I spoke with. They told me stories of reading tweets from fans and comments about how watching the show helped with someone’s depression. Fans send in artwork of their favorite characters from the show, and those characters also share Spotify playlists on Geek and Sundry. Cliffhangers are discussed among fans as if each session was the latest episode of Game of Thrones.

The actors spend time going over fan tweets and wincing when they make a mistake or forget a bit of rule arcana that could have improved their odds in a fight. Bailey shared a story where she had the words “Hunter’s Mark” written above the head of the person across from her so she wouldn’t forget to place it on her targets for the damage buff after so many anguished people wrote in to remind her.

The quality of the role-playing itself is much higher than you get from random games, but there is also the fun that comes from the fact these are gaming insiders. When the Mad Max video game was released they spent a few minutes before that week’s episode describing which characters they play in the game, including a brief interlude about the act of pretending to vomit during voice-over recording. It’s that sort of shop-talk most of us don’t get to hear, and it’s part of what makes these games of D&D so inviting.

“It is business and pleasure for us. It’s one of my favorite things I do right now. We’re laying railroad track for the future,” O’Brien said. “It’s almost like forming a theater company, thanks to Twitch. We’re happily seeing it as a new thriving branch of the work that we do.”

It’s a thoroughly modern business, and one that’s still being worked on. The fans can interact with the show as it’s being recorded, and every device on the planet having access to YouTube means that it’s easy to get caught up. Mercer did note that they’ve come close to losing character in the past, and he still likes to keep a certain amount of danger in the campaign. It often comes down to the dice, and the ingenuity of the players.

“I’m afraid of a TPK [total party kill],” Bailey told Polygon. “I don’t know what the hell we’ll do if that happens.”