Arcanum Development Timeline

1. Leaving Interplay and Starting Troika

Tim Cain's timeline begins at the end of his time at Interplay. After shipping Fallout, he was unhappy — Fallout 2 had already been started by another team, and he felt sidelined. He spoke with Feargus Urquhart as early as November 1997 about restructuring, but nothing came of it. In December 1997, he decided to leave.

During those final months at Interplay, Tim had already been writing a new isometric engine and OS abstraction layer from scratch — not using any Fallout code. His last day was in February 1998.

1.1. The Founding of Troika

On April 1, 1998 (April Fool's Day), Tim, Leonard Boyarsky, and Jason Anderson incorporated Troika LLC. Jason had quit Interplay after Tim did, and Leonard followed. They worked from their homes initially, meeting frequently — often at Jason's house since he lived closest to both Tim and Leonard.

Tim immediately received a lawsuit threat from Interplay, claiming collusion, economic tortious interference, and alleging they had stolen tech. They consulted a lawyer who confirmed the claims had no basis, and the threat was eventually resolved (though a second round would come later).

2. The Publisher Search and Sierra Deal

Through early-to-mid 1998, Troika pitched to multiple publishers with no success. Tim's prototype engine — codenamed "Epic" — was progressing well, but publishers weren't biting. One memorable meeting had a publisher's head executive yelling at Tim for still writing in C instead of C++, before Leonard jumped in to defend him.

In July 1998, they began talking with Sierra, specifically VP Scott Lynch. By August 1998, Sierra expressed interest but demanded a working prototype in 90 days with ambitious requirements: a sample level with combat, spells, enterable structures, visual effects, particle effects, and a working UI.

2.1. The 90-Day Prototype

Despite having very little code in place, Tim felt empowered by his new engine. They hired Chris Jones (the other lead programmer from Fallout), who worked at Tim's place daily while Leonard and Jason continued from their homes. They also tackled real-time shadows and particle effects — features Tim had never implemented before.

They delivered the prototype with everything Sierra requested. In October 1998, they signed a full contract targeting an April 2000 ship date. (Spoiler: they didn't make it.)

3. Building the Game with 14 People

In late October 1998, Troika rented their first office in Irvine and hired nearly everyone they would need. The entire game was made by 14 people.

3.1. The Offices

The first office was "absolutely filthy" but cheap. They had it professionally cleaned — so well that the landlord decided to take it back and didn't renew the one-year lease. Tim notes the office was apparently haunted: he heard a woman laughing in an empty room one night, with blinds moving despite no ventilation running. Security systems detected nothing.

Troika moved four times in six and a half years — landlords either wanted their spaces back or jacked up rent, and Troika's fixed budget meant they'd simply relocate rather than pay more.

3.2. Tools as Force Multiplier

The secret to making Arcanum with such a small team was tools:

• World Editor — far more user-friendly than Fallout's, making it easy to build local maps. World maps could be painted with terrain types and then procedurally generated, unlike Fallout's hand-crafted approach.
• Sock Monkey Script Maker — made it difficult (though not impossible) for designers to write degenerate code.
• Dialogue System — built in Excel with dialogue op codes that generated dialogue banks, enabling a few people to produce enormous amounts of content.

3.3. Small Team Benefits

Because so few people made all the content, Arcanum felt tight and cohesive. There was no inconsistency in tone between towns, no mismatched humor between areas. Everyone knew what everyone else was doing, eliminating the need for heavy oversight.

3.4. Culture and Credits

Troika's culture was notably egalitarian:

• Everyone received the same salary — they hired only senior, experienced people
• Royalties were split equally among the team, and they followed through on this promise
• No titles in credits — because people wore so many hats (artists writing dialogue, programmers designing quests), the credits simply listed "Here's who made Arcanum at Troika" with no role assignments
• The office had a TV room, a kitchen stocked with free food, and even a daycare center where employees could bring their children
• Tim brought his rescue dog Colter (adopted September 2000) to work every day — the dog attended meetings quietly but wisely avoided the daycare after toddlers grabbed his fur

4. Naming the Game

The working title "Epic" was changed to Arcanum around this period. Other names considered included "Moribund World" (also previously considered for Fallout), "Flying Monkeys" (Jason's suggestion), and "Remains of the Day."

Tim doesn't remember who thought of "Arcanum," but he takes credit (and blame) for the subtitle. Inspired by his love of Judges Guild modules with elaborate subtitles — particularly one called "Of Skulls and Scrapfaggot Green" — he suggested "Of Steamworks and Magick Obscura," and the team adopted it.

5. External Challenges

5.1. Sierra's Layoffs (September 1999)

Sierra began doing layoffs due to financial issues. Leisure Suit Larry 8 and Space Quest 7 were both cancelled. Troika was terrified they'd be cut too, but survived — partly because Sierra believed in them, and partly because they were a small, cheap team. Sierra also proved to be an excellent publisher, giving Troika wide latitude over box covers, ads, and the manual despite it being a first-time company making an enormously ambitious game. They even let Troika retain the code rights — a decision that later enabled Temple of Elemental Evil.

5.2. Interplay's Second Lawsuit Threat (April 2000)

Interplay sent another legal threat, this time to all of Troika, claiming stolen tech and objecting to an ad calling them "creators." Tim redirected the ad complaint to Sierra (who made the ad) and invited an Interplay programmer to inspect the code. After a couple hours of review, the programmer turned to Feargus and said: "This is all different, and it's a lot better. I wish we could do some of these things."

A subsequent legal letter was handled by a new lawyer — a college friend now at a top-three law firm — who responded with three points: (1) all future correspondence would be made public, (2) one more letter would trigger a counter-suit for harassment, and (3) Interplay's lawyer was making accusations already disproved, risking a complaint to the California Bar Association. Everything stopped immediately.

In an ironic coda, Interplay later lost the Fallout source code and contacted Tim to ask if he had it. He didn't.

5.3. The Gender Controversy

After Editor's Day (April 2000, held at the Magic Castle in LA), a gender controversy erupted over two issues. Tim had noticed that picking a gender was the only character creation choice that didn't affect gameplay, so they added attribute modifications (one stat +1, another -1, easily reversible). Additionally, due to memory constraints, they had to cut female models for dwarves, half-ogres, halflings, and gnomes — keeping the male versions because existing characters and lore depended on them. The community reacted strongly, and Tim resolved to solve memory issues before making similar cuts in the future.

6. Multiplayer and the Turn-Based/Real-Time Problem

Sierra wanted multiplayer, which required real-time combat. The original design was purely turn-based. Tim designed a system where turn-based action point costs would inversely correlate with real-time animation speed — actions costing more AP would animate slower in real-time. His intention was to balance this correlation factor before shipping.

None of that happened. Real-time and turn-based combat remained highly unbalanced in the shipped game.

7. Co-Teaching at UCI

Despite being incredibly busy, Tim agreed to co-teach ICS 180 at UC Irvine with Professor Dan Frost in spring 1999 (April–June). He looks back on this with bewilderment at his own ambition. The next year he guest-lectured and judged projects. Some student projects were so impressive that Troika ended up hiring people from both classes.

8. Edward R.G. Mortimer and Dialogue

In September 1999, Tim contacted Edward R.G. Mortimer, a Judges Guild designer whose work "The Beast of Blackwater Lake" (from Book of Treasure Maps 3) had deeply impressed him. Mortimer was contracted from November 1999 to April 2000 and wrote many of the generated dialogue banks that the op code system pulled from.

9. Shipping and September 11th

By summer 2001, Sierra said they'd ship as soon as the bug count dropped to a certain threshold — not necessarily zero, and not necessarily when the game was balanced. In August 2001, the game was sent to the duplicator.

Then September 11, 2001 happened. The discs had already been duplicated and shipped, but shipping halted and stores closed. First-month sales were devastatingly bad. The team was demoralized both by the national tragedy and their sales numbers.

However, month two picked up, and kept picking up. Arcanum did well commercially. Royalty checks came in and were divided among the team as promised.

10. After Arcanum

Tim started planning a sequel — "Journey to the Center of Arcanum" — and evaluated engines from Valve (Source), Monolith (LithTech), and Epic (Unreal, shown by Tim Sweeney and Mark Rein in October 2001). But the sequel was cancelled by Sierra.

Sierra had also purchased the Lord of the Rings IP and had Troika begin work on it, sending a Tolkien estate expert to consult. Things were going well until Sierra decided to pull the project internally and stopped returning Troika's calls.

In the same week, both Atari and Activision contacted Troika. Atari wanted a D&D game using the Arcanum engine (which became Temple of Elemental Evil). Activision wanted them to make Vampire: The Masquerade – Bloodlines using Valve's Source engine. Both deals went through, and Troika split into two teams — Leonard and Jason leading Bloodlines with most of the Arcanum team, and Tim leading Temple of Elemental Evil with a smaller group.

Sierra stopped approving bug fixes for Arcanum, and Troika couldn't allocate resources to patches while being paid by new publishers. That was the end of Arcanum: Of Steamworks and Magick Obscura.

Fifteen years later, Leonard and Tim would reunite to make The Outer Worlds — using Unreal Engine, the same technology they'd evaluated back in October 2001.

11. References

• Tim Cain. YouTube video. https://www.youtube.com/watch?v=ETVsAHbTh2c