The Music of Fallout

tim-cain fallout music interplay mark-morgan charles-deenen ambient

Abstract

Problem: How did Fallout's iconic ambient soundtrack come to be?

Approach: Tim Cain recounts how his personal love of ambient music directly shaped Fallout's sonic identity, from his noisy cubicle days at Interplay to the email he sent the audio director.

Findings: Cain compiled a list of ambient artists he loved — Brian Eno, Aphex Twin, Future Sound of London, and others — and asked audio director Charles Deenen to find a musician who could create music that "sounded like it belonged on CDs with this music." Composer Mark Morgan was hired and delivered one of the smoothest music production processes Cain has experienced.

Key insight: Fallout's distinctive soundtrack wasn't designed by committee — it was born from one developer's personal obsession with ambient music, channeled through a clear creative brief.

Tim Cain's Ambient Music Obsession

Tim Cain's love of ambient music began in college, when a fellow engineering student named Leila introduced him to a Jean-Michel Jarre album. He was immediately hooked and dove deep into the genre — buying up albums by Brian Eno, Patrick O'Hearn, and everything ambient from the late 70s through the 90s.

The Pit at Interplay

When Cain worked at Interplay in the 90s, the office was severely overcrowded. There were roughly 90 parking spaces for 120 employees, and the interior was just as cramped. Cain was placed in a room called "the Pit" with 14 other people. His cubicle — with walls barely four feet high — sat right next to the fax machine.

The constant noise of the fax machine and coworkers chatting around it drove him to buy headphones. He played ambient music constantly, all day, every day at work. This became his default working state.

The Creative Brief for Fallout's Music

When Cain took over as project leader on Fallout (the project initially had another producer, Tom Decker), he finally got his own office — though he kept listening to ambient music, sometimes through speakers. He recalls one Aphex Twin track called "Ventolin" with a piercing high-pitched tone that his colleague Jason Taylor (JT) absolutely hated.

Cain sent an email to audio director Charles Deenen with a specific list of musicians whose sound he wanted Fallout's music to evoke:

  • Brian Eno
  • Aphex Twin
  • Synesthesia
  • Najimu
  • Techno Animal
  • Future Sound of London
  • O-Rang
  • Scorn
  • Depeche Mode — not ambient, but included for its dark element

His direction to Deenen was simple: create music that "sounded like it belonged on CDs with this music."

Mark Morgan and the Smoothest Process

Charles Deenen hired composer Mark Morgan, who took Cain's notes and ran with them. There was some back-and-forth — Deenen would send tracks, Cain would respond, music got dropped into the game, the team gave feedback — but overall it was remarkably smooth. Cain describes it as one of the smoothest music production processes he's ever been involved with.

The team loved the final soundtrack so much that Scott Everts burned CDs for everyone. Jason Anderson came up with the subtitle for the soundtrack album: "The Soundtrack of a More Bunned World" — a reference to one of the many working titles Fallout had before Brian Fargo came up with the final name.

Gratitude

Cain closes with a "huge debt of gratitude" to Mark Morgan, Charles Deenen, and all the ambient musicians who inspired the sound of Fallout.

Source: The Music of Fallout — Tim Cain's YouTube channel

References