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That Time Someone Else Was Making Fallout 3

Illustration for article titled That Time Someone Else Was Making iFallout 3/i

The open world Fallout 3 that Bethesda Game Studios shipped in 2008 was not the original idea for a third Fallout game. Until it was cancelled in 2003, Fallout 3 was to be a turn-based RPG in the same vein of the original two games.


Yes, that actually happened.

Fallout didn’t become a blockbuster until Fallout 3, but in 1997, the original game immediately created a devoted following that prompted a sequel in 1998. It’s little surprise, then, that developer Black Isle would be tasked with Fallout 3.


Titus Software—aka the company who approved the notorious Superman 64—acquired Interplay in 2001, and quickly scrapped the in-development Fallout 3. This happened several times, actually, with Interplay reportedly more interested in pursuing console development, rather than niche but celebrated CRPGs.

Interplay hadn’t been doing well for a while there, despite boasting an utterly stellar lineup of bonafide classics during its late 90s stretch: Fallout, Baldur’s Gate, MDK, Icewind Dale, Giants: Citizen Kabuto, and others. Unfortunately, it also had a string of expensive flops, including Heart of Darkness, Wild 9, and Messiah.

Illustration for article titled That Time Someone Else Was Making iFallout 3/i

Gosh, Messiah. I read about that game for years!

Titus moved Black Isle off Fallout, and asked Micro Forté to make a combat spin-off called Fallout: Brotherhood of Steel in 2001. Though considered non-canon, Brotherhood of Steel was successful enough that Titus asked Interplay to produce a game under the same name, albeit with an action focus, in 2004.


During this time, Interplay and Titus decided to double down on Baldur’s Gate, since it was one of the few Dungeons & Dragons games the company could make. (They lost the rights to everything but Baldur’s Gate and Icewind Dale to Atari.)

Interplay then lost the rights to make Baldur’s Gate games on PC—though it could still do so on consoles, oddly—and Baldur’s Gate III was quietly cancelled, with the team immediately beginning work on Fallout 3, codenamed Van Buren.


Here’s how the game, set in the American southwest, would have gone down, according to a Winterwind Productions interview with designer Damien Foletto:

The overall story involves the player discovering he is a carrier of a nasty virus that if it does not kill you, it makes you sterile. After “escaping” the prison because of a strange assault by what looks like NCR soldiers, the player immediately has the freedom to go where they want. During the course of his adventures, the player discovers that in order to get the prison robots to cease their pursuit, the player must hunt down and retrieve several escaped prisoners and return them to their cell, where the prison computer checks off the prisoners from its list. The player later discovers that returning the prisoners conveys to the computer where the prisoners went to and how far the virus has been spread throughout the wasteland. Once enough prisoners have been tallied, the computer unlocks an orbiting nuclear missile station and begins a countdown to “cleansing” the land. As it turns out, this is the situation the main bad guy wants, because he wants to “cleanse” the earth’s surface (at least the American portion) so he can start the human race anew. The player is then tasked with finding a way to the orbiting station to stop the bad guy – or help him, if he so chooses. I’m sure I forgot quite a few things.


In 2007, a tech demo for Fallout 3 was leaked onto the Internet, providing a glimpse at what might have been. It looks like Fallout, except with polygons:

Here’s what that tech demo represented, quoted by designer J.E. Swayer at the Fallout fansite No Mutants Allowed:

The demo was a segment of what was going to be the F3 tutorial. The tutorial was supposed to be an “educational film” called “After the Bombs Fall: Moving into Your New Vault”. In it, you played a young woman who comes home with her brother to find that her parents were wasted by Commie insurgents. The bombs are starting to fall, and you and your brother have to make your way to a vault with the help of GMC Cpl. Armstrong. It would have taught you how to move, look at your character sheet, use the world map, fight, etc.

The segments in the demo are the last two portions of the tutorial, obviously with the “real” F3 Protagonist-type character instead of vault younglings.


A few years earlier, design documents for Van Buren also leaked, revealing the game’s would have ultimately asked players to make some sickening decisions about who should live or die in the wasteland. While trying to stop the missiles from wiping the remants of humanity from off the map, it becomes clear you can’t stop all the missiles. Thus, the player must choose where the missiles land.


Van Buren designer Chris Avellone, who co-founded Obsidian Entertainment and most recently contributed to pits crowdfunded RPG Pillars of Eternity, revealed new details about the game during a recent talk in New York City.


For example, the plan was to have you deal with another rogue group—one very much like your own—that was going around making decisions in the wasteland.

Here’s how Polygon described it in their writeup:

Some of the notable elements Avellone shared included that your protagonist, an accused criminal, traveled with a team of companions whose decisions affected the other inhabitants of the in-game world. While the game did not offer multiplayer, the player’s team would begin to see the ramifications of the other team’s decision-making, which was controlled by the game’s AI, Avellone explained.

For the purposes of his paper playtest, he had two separate teams of six fellow developers serve as the two sets of characters. Avellone would implement the effects of choices made by each group into the other’s gameplay session unbeknownst to them. In that sense, the tabletop version of Fallout 3: Van Buren became a tacitly competitive game in which you were actually fighting against another team to prevent or inflict further damage upon your world.


Though Van Buren was never completed, Avellone was given another chance to play around in the Fallout universe when Obsidian made Fallout: New Vegas, and some ideas made it over, such as the slave-focused faction Caesar’s Legion.

Here’s how they were conceptualized for Van Buren, per the Fallout Wikia page:

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And here’s how they looked in New Vegas:

Illustration for article titled That Time Someone Else Was Making iFallout 3/i

(The way that quest concluded is one of my favorite moments in New Vegas.)

Van Buren was cancelled in 2003, with Interplay drifting into debt. Looking for a way out, they licensed the option to develop Fallout 3 to Bethesda Softworks for $1.17 million. Then, in 2007, Bethesda bought the Fallout property for $5.75 million. Bethesda didn’t totally own the brand, however, with Interplay still allowed to sell earlier games in the series and a chance to develop a Fallout MMO. Though in development for several years, the MMO fell apart and Bethesda gained all rights—including the old games—at the end of 2013.


There’s lots more out there, too. If you want to dive deeper, you can download the tech demo at No Mutants Allowed and the Wikia page is a terrific resource.

You can reach the author of this post at or on Twitter at @patrickklepek.

Illustration for article titled That Time Someone Else Was Making iFallout 3/i

That Actually Happened is a weekly series at Kotaku in which we highlight interesting moments in gaming history. So far, we’ve revisited when Sonic kissed a human, a live game show on Xbox 360, and Sony throwing a God of War party with a dead goat. If you have any suggestions for future entires, please let us know in the comments below!


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That’s still something I adored about New Vegas and Obsidian/Avellone in general.

Instead of throwing away all of the Van Buren stuff they simply took all of the things that still appealed to them and reworked it in.

Caesar’s Legion, NCR’s federal bloat, the Brotherhood of Steel’s continual collapse.

So in many ways the lore is still consistent with Fallout as a whole. Instead of Fallout 3’s “rule of cool” that clashed against previous lore.

I just really hope that maybe Obsidian gets another crack at the franchise after Fallout 4.