Like journals sprinkled throughout RPGs, Pause Screens go into more detail on the people, companies, and cultures that contributed to the success of the Pillars of Eternity franchise and the Infinity Engine line of roleplaying games.

Before Tim Donley became a game designer, he was living a dream—his own, and legendary Nintendo designer Shigeru Miyamoto’s.

Miyamoto had aspired to create toys for a living before landing a job at Nintendo thanks to his father’s connection with late president Hiroshi Yamauchi. Donley made that dream a reality right out of college when he landed a job at Mattel, purveyor of global brands such as Masters of the Universe, Hot Wheels, and Barbie, the crème de la crème of the toy giant. One of several buildings on the company’s sprawling campus in El Segundo, California, Mattel’s design center housed a veritable toy chest of pieces, parts, batteries, and sources of inspiration such as scale-sized classic cars used to model miniature cars in the Hot Wheels line.

Donley created projects and pitched toys of his own to Mattel's tough-as-nails executives from 1992 until '96. From there, he joined Interplay and had a hand in creating some of the most influential and memorable RPGs of all time, from Shattered Steel and Fallout 2 to Planescape: Torment.

Before we talked RPGs, Donley and I discussed how he got his foot in the door at Mattel, how designers went about pitching The Next Big thing to the multibillion-dollar toy company, and the fortuitous series of events that transported him from one entertainment biz to another.

Craddock: I'd love to learn about your time at Mattel. How did you end up working there?

Tim Donley: My college major was industrial design, and when I was there—I was at California State Long Beach, just right below L.A.—there were internships coming up at different places. One of them was Mattel. Everybody wanted to get certain internships. We'd heard Lucasfilm had internships for people who wanted to work in model making; that was the one everybody wanted. Mattel had an opening, and a few guys applied. I was one of them, and I ended up getting the internship there.

It was fun. It was a blast. I mean, you end up doing a little bit of everything when you're an intern. You have a lot of miscellaneous jobs. There's a bit of watching people [involved], and understanding how the toy industry works. They hired me after I graduated, and I was there for a little while. It was really, really fun. It's one of those jobs where you end up working with "boys toys," Hot Wheels and stuff, action figures. And of course there's Barbie, which was Mattel's biggest brand at the time, and probably still is.

I think, at the time I was there, Barbie was [pulling in] a billion dollars. Everything else [at Mattel] combined was even worth a billion. This is including boys' toys and Nickelodeon, which was doing stuff with slime and all that. So, I stayed there for a while.

Craddock: Movies depict toy companies and toy stores as wonderlands full of every gizmo and gadget a kid could want. What was Mattel like behind closed doors?

Donley: Mattel was a great start for me. It's very corporate, but at the same time they tried to make it very fun. The Mattel Design Center—that's where everybody worked. You had the corporate towers, which were across the street, where all the marketing and business [teams] were, but the Design Center, as I recall, was a converted bombers' facility from World War II for [Douglas Aircraft Company]. They basically gutted this giant warehouse, painted it all these bright colors, just made it super fun.

Of course there were toys everywhere. It was this giant toy factory, like Willy Wonka for toys. I don't know why they did this, but they had this robot that delivered mail [to employees], with this giant cart. It was just so bizarre. This was the '90s, where you didn't see things like that. Then you go into Mattel [Design Center] and it really is like Charlie and the Chocolate Factory where you're going, "Does this really exist?"

Anything you wanted, anything you needed. So, let's say you wanted to build a model. There wasn't a lot of 3D [graphics] stuff, but there were a lot of models being built. Physical models are still really expensive. If you're a kid in school, to build a little [model] can cost hundreds of dollars. At Mattel, there was this giant shop in the back where you could ask for anything. They had everything I had in school, except it was newer, nicer, and free.

It was crazy. You'd go back there and say, "Yeah, I need, like, 300 D batteries for this thing I'm working on," and they'd say, "Yeah, here, whatever." Or you'd say, "I need all these little bits to work on some machines and toys." They had all these crazy machines. The point is, it was just this crazy place, but it was also this brutally savage place when you had to present something.

Craddock: How did presentations work?

Donley: Mattel had this thing where every Friday, you'd present [a project]. Imagine Steam Greenlight, right? This is like their Greenlight process. They'd say, "You can come up with any idea you want." You'd think, I'm going to make Barbie Shark Tank. It's going to come with a shark and a harpoon. They give you however many months you need to work on your project, and when I say work on it, what I mean is you'd have to come up with presentation models, sculpting, whatever. This could be anything: Hot Wheels, anything.

What happens is there would be Review Fridays. You go into this room where all the high-powered execs are. You'd see Jill Barad, the president; and the top marketing and manufacturing [executives], the heads of the top districts and locations of the world; a contact for Chinese sales, for example, or a contact for European sales. They're all just sitting in this room. They're all nice people, super cool, [but very blunt].

Before you walk in, you're standing outside in a line of people. You've got your little box of [presentation materials]. You go in, and say, "This is Barbie Shark Tank," and everybody's like, "Oh, okay."

Craddock: It sounds like an audition.

Donley: Yeah! You walk in there, like, "Hey, I'm Tim," and they'd say hi, or if some people knew you they'd say, "Hey, what's up?" A little banter, and then you present: "Okay, this is Barbie Shark Tank, it's got this little thing that powers this other thing, this is really cool, it's going to be awesome." It really does feel like you're doing a little dance. And then they just [stare].

Jill, the president, may say, "I like that idea. It's nice. Bob, what would manufacturing think about that?" Because there's always a guy in the back looking at you very pragmatically, like, "This thing has 16 pieces, you'll probably need a couple of paint jobs." He's analyzing it from a manufacturing angle. It'll cost about six million dollars." And then someone from marketing goes, "Oh, the budget for this could only be a million dollars. We'll only make five million in sales. It won't even break even." Then Jill goes, "Thank you very much."

And you're just like, "Whoa. Um. Okay." There's no discussion. There's no arguing, no discussion: "Well, what if we double the marketing?" There's none of that. You'd either hit what they were looking for, or you didn't, and they were only looking for hits. They would look for moderate, fills-a-gap-or-a-need [products]. Like, "We need a new boys' toy," or "We need a new Hot Wheels model and it can just break even." But sometimes, when they're looking for hits, they would be super brutal. They'd shut you down so completely that you didn't even really feel anything. You'd just say, "Okay," and grab your box and walk out, because there's maybe ten to twenty people that line, and in an hour they'll go through them.

Sometimes they'd just cut you off. Some person would go, "Hey, Jill, this has a red flag on it. That ain't gonna sell in Korea." Then she'd go, "Oh. Can you change that flag?" or "Can you use this instead?" And if you couldn't, if there was some weird mechanical issue you couldn't fix or some impossible thing you couldn't surmount, you're just out. I walked out of Mattel with the knowledge that [not every issue] is about what you feel; it's about what's good for the company. You come out with this sense of the customer, and the company's health.

It was very strange because I came directly from school where every idea was possible: "Everybody's going to have a jetpack! Everybody's going to have time machines and flying cars in a few years!" I'm designing helmets for guys with flying motorcycles. It's fun, but doesn't always make sense. Going from there to video games was insane. The jump really did allow me to work much more with my imagination. You could make a spaceship that's six miles long. You could design stuff that, within the scope of the game you're working on, can do these crazy things.

I think I got very lucky, coming from Mattel where it was very grounded, very industrial design-focused. It was very much what my major was all about: manufacturing, and asking, "Does this work?" You were just a little, tiny part of the process. You were the designer at the start of this giant process, but you weren't the final arbiter of the whole thing. You just said, "Hey, I've got this idea," and this crew, thousands of people, took over to bring your idea from the design concept to manufacturing. But it was all there at Mattel; the whole process was great to see. It really gave you a sense of, "This is what it takes to make something. It's not just ideas: There's a whole army of people between you and the customer, and if you don't respect that army or you don't have any sense of it, you're probably not going to get any ideas approved."

There were people there who were much more into whimsical stuff, but, again, they had a place. Mattel wasn't above hiring people who were just dreamers, like, "Jones will never sell a product, but man, his ideas are just so fun and awesome." There were plenty of those people there. You wouldn't imagine it, but inside that dingy-looking place was this really fun, open attitude, a freeform place but also very grounded when it came to making money. They had to make money, but they did try to foster a high level of fun in that place even though you were in a corporate environment. Ever since those presentations, I go on Steam reviews and Reddit comments—those are nothing compared to just getting shut down instantly. There's nothing like standing there and someone going, "That's nice."

That was the toy experience. It was great. I'm glad I did that, because I don't know that I would have seen the success or had the experience I had in games [without it].

Craddock: What are some of the lessons from that experience that helped you in the game industry?

Donley: When I look at Mattel's lessons and think about games, one was definitely the sense of [being on] a team versus working as an individual. At Mattel there were a lot of people in on these processes. It's not just you. You worked with your team from the beginning. Right from the beginning, you were assigned a model maker, you were assigned a marketing person. You had this group of people. That happens in games a lot, but sometimes games have a tendency to sequester, say, the concept artists over here. Mattel wasn't like that. You were talking with people daily.

Imagine a game studio where the programmers talked with the artists daily, or the animators talked with the concept artists and the designers daily. That sometimes happens in games, but in big studios—let's say Ubisoft; I'm just throwing out the name of a big publisher, not necessarily saying they do this—but when Ubisoft works on an Assassin's Creed, I can almost guarantee you they have this giant room, or a huge section of a room, dedicated to animators, where all the animators sit in a cluster all day. That works well for specialized stuff, but coming from Mattel, I really felt it was important to know all the different groups.

As you find out, any one of those groups can just torpedo an idea in its own way. They don't have to make a big stink. They can subtly twist or alter or not support an idea you may have. In other words, to get a game done, you need to make sure the whole team is on board. That was an important lesson I learned.

Also, it was a grueling job. It was my first big job, and I put in several all-nighters. You didn't have to. I don't know what it's like now—we're talking twenty-seven years ago—but at the time, there was almost an air of expectation of, you're going to come to work looking nice. You're going to wear a tie, a nice shirt, nice clothes. The atmosphere was professional. Even if you're sitting there drawing all day, you wanted to look your best. Shaved face, presentable look. That whole place was set up almost as if, should a camera crew waltz through, they would find only these Disneyland-level presentable people where everybody's waving and smiling. Classic Americana, "Hey, I work here!" and everybody's super happy about this place.

That made me aware of how the working atmosphere affects the output of products. When everybody demands a level of professionalism and it's expected, you tend to get it. Versus, let's say, "Hey, everybody, just come in wearing flip-flops and t-shirts and whatever." You'll still get good products out of that, but you'll also realize, oh, I see why they have a dress code at certain places: It fosters a sense of, "We're all here together on this." It's not a bunch of wild gunmen working on something. Not everything is the Magnificent Seven shooting up a town. Sometimes it's this organized militia.

There's a big difference. Games tend to foster more lone wolf attitudes, a sense of one person able to power through. Like, "You should have seen Carmack! He came up with new compression code for these textures, and new he can do this crazy thing!" or "So-and-so wrote this code that can render 10,000 people [on-screen]!" You hear a lot of those stories, but you don't normally hear, "This whole team came together and did this." They aren't exciting stories because they're like, well, it was a whole group of people. What's exciting? But that's the point, right? A focused group of people can do a lot more than one person.

If you think of lifting something, it's the same analogy. Yeah, one person can be mega-super strong and lift something, but a team of people can each be of average strength and lift a lot more than that super-strong person. That's just the way things are: An organized group of people can do amazing things.

That was another thing. Mattel had a few ultra geniuses—to this day I'm still stunned at the level of talent that was in that place—but they mostly had people who were just solid. They were really good workers, came in to work their eight hours. But as a group they did these amazing things. You realize that not everybody needs to be a superstar. They just need to be on board with the program. It taught me that a focused group of solid people will do way more for you than a wild group of unfocused lone guns.

That's what I've seen over the years in games. It's proven out time and time again.

Craddock: What brought you to the videogame industry, and to Interplay?

Donley: I was working at Interplay, and at the time I wasn't making what I felt was a lot of money. It wasn't bad pay. I just felt like I'd been there for a while, and I was thinking of a career there. Mattel's near LAX, and that's pretty high up for southern California, but I lived in Fullerton at the time, which was in Orange County, so I had an almost three-hour drive every day to get to Mattel. I had to take this ridiculous route. It was insane.

So I was thinking, Well, I don't know if I want to keep working here. I'd been talking about my future there. I wanted to stay, but it wasn't getting tough to justify almost six hours on the road a day that was paying okay, and for a career path where I wasn't sure what they had in mind for me, and I didn't really know what I wanted. A friend of mine said, "I work at Interplay and we're looking for animators. I know you do some animation at home." And I did. I had an Amiga computer, and I'd made a bunch of little animations: a tank, a spaceship. I was like, "Yeah, that sounds great." He gave me the contact and I called Interplay.

I got hold of Elene Campbell was her name. She was the person working with Rob Nesler. Rob was the art director, and Lenny was his personal assistant/organizer. I called her and got an interview all set up. I went in there with my portfolio, I had a tie on, got my haircut. Because remember, I'm coming from Mattel. If you went [to a job interview at] Mattel in shorts, you were done. You were not going to get that job. That's just a given. I had a VHS tape—to date myself—and Rob came in. Rob's hair was done to his shoulders. He's got five days of growth on his face. He's wearing a t-shirt that looks like it's got some ketchup stains on it. He's wearing shorts and sandals. He goes, "You didn't need to wear a tie for this." I said, "Oh, I just wanted to look my best." He goes, "All right! Let's get going."

So he starts looking at my stuff, looking through my portfolio. He sees the VHS tape and he goes, "Oh, you've got a demo reel?" Have you heard my demo reel story?

Craddock: No.

Donley: I'm going to tell you my demo reel story. Even thinking about it, I start cringing. For my demo reel, I was so proud of all the work I'd done and so excited about it that I'd rendered this magnificent spaceship flying by the camera. I was so excited by how awesome it was that I repeated it so that viewers could see it again. Hang tight! It's going to come back again! The spaceship flies by, resets, and flies by again. I had a tank driving by, and then the tank rotates and comes by again.

Now, mind you, when I watched that at home, I was like, "Man, they're going to be so glad I did this. You're going to see this awesome tank and be like, I wish I could see this again!"

So we put the tape in. It starts to play. The tank goes by. I see it restart, and I start to cringe. I'm like, oh. Maybe I didn't need to do that. The tape was three or four minutes long. I was cringing at everything. Rob was such a sport about it. He goes, "Oh, this is good... oh! We're going to see it again!" And I'm going, "Yeah, maybe I didn't need to do that." He says, "No, I was just wondering if I could see it again." Now I'm seeing it through his eyes and thinking, Oh, man. Jeez. Wow. God. I wish I hadn't done that.

It was incredibly embarrassing, but there was another lesson there: Try to see [your creations] through other people's eyes as often as you can. We did the interview, and he said, "Awesome, it was great to meet you," and I left. I went back to work the next day at Mattel and said, "I'm sure I'll hear from those guys soon, one way or the other." Didn't hear from them for days. A week. Two weeks. Almost three weeks go by. At that point I was sort of resigned to, okay, maybe I didn't get the job. It's a done deal; I won't worry about it.

But I'd been reading little management books: "This is how you make your dreams come true! You ask for what you want!" That kind of stuff.

Craddock: Persistence pays, as the saying goes.

Donley: [laughs] I call them up—on a rotary phone, because that's how long ago this happened—just cranking on this thing, and get through to Lenny at Interplay. I say, "Is Rob there? This is Tim," and she goes, "Oh, yeah! From a couple of weeks back?" I go, "Yeah. I just wanted to ask about the position. I had interviewed and wondered if you or Rob had any info on what had happened." She goes, "Sure, just a second." Then Rob's on.

I say, "This is Tim Donley. You interviewed me?" And he goes, "Oh, yeah! Tim!" I say, "I was wondering if there was any news about the job. I don't want to interrupt you or anything, but I wanted to know if you'd the position." He goes, "Hold on." I hear shuffling, papers flying all over the place. He comes back on and says, "Oh, shit. Can you start on Monday?" I was like, "Well... wait a minute. What?" He goes, "You can start on Monday if you want." I say that would be cool, and he says something like, "Oh, wait. How much do you expect to get paid for this job?"

Now, mind you, at Mattel I wasn't making, at that time, a tremendous salary. It'd be poverty level now, but when you're a kid, you're like, "Who cares! Five bucks an hour is great! Pay me in burritos and I'm happy!" So I say, "Rob, I can't work at Interplay for less than I make here." He says, "How much is that?"

Even in that moment of being flustered about [being hired], there was a time stop where a genie appeared and said, "Before you answer that question, think about what's going on right now. Think about what he knows about you, think about what you know about him. Ponder the moment." So I thought, He clearly doesn't know what I make, and he can't find out. He can't call up Mattel and ask, "How much does Tim Donley make?" They wouldn't tell him that. So I thought, For all he knows I'm a superstar designer. Why not tell him a number I wish I was making because he's just going to say "Yes" to whatever. If he says no, well, we'll talk about it. I felt like I was worth more [than what I was making at Mattel].

I tell him what I thought at the time was a ridiculous number. An unbelievable number. And he said, "Okay." With that one word, I more than doubled my salary. He said, "Yeah, no worries. So can you start Monday?" And I said, "Well, Rob, that's just [what I want to make] to work there. I would need a review in a few months to see the job warranted more money." He goes, "Yeah, don't worry about it. We'll set that up."

I think, Wait a minute. I've been working at Mattel for a while, trying to get them to do a salary review. They absolutely wouldn't. They said, "You have to be here so many years, so you'll have to wait." I was talking this Rob guy at Interplay, and he just said he'll pay me more than anything I've ever made in my life, and agreed to do a salary review for a warranted raise at the end of a certain amount of time. I thought, This is insane. What the hell is going on over [at Interplay]?

Craddock: How did Mattel take the news that you'd be leaving?

Donley: I go in to my boss and say, "Sorry this is so abrupt, but I'm going to be leaving. I've taken a new job. This is sort of an unusual circumstance." She said, "What happened?" I said, "They paid me more. A lot more, actually." She said, "How much?" I ended up going through this whole thing, all the way up to this VP-level person who brought me into her office. We all knew each other because it's a small [building]; if you worked there for years, there was zero chance you'd not know every single VP in the building.

So, I went into Margo's office with my manager, who was like, "Margo wants to see you right now. She heard you're leaving and wants to talk with you." Margo looked like someone who worked at Gucci or something: super aristocratic, she's got fountain pens and that type of thing. I remember before this whole conversation started, Margo said, "Hello, Tim. Okay, please have a seat. Pat, you can leave now." Pat was my manager. She thought this was going to be a pow-wow. She goes, "Oh. You want me to leave?" Margo said, "Yes, you can leave." She just dismissed her. It was crazy. I was like, "What's going on?"

She said, "Tim, what happened? I heard you're leaving abruptly." I explained the whole story and said, "Look, I've been asking for a raise here for a while but was told it wasn't going to happen. To be honest, Margo, they just offered to give me more than double the money you guys are paying me. I know it sounds crazy, but they're paying me a lot more." She goes, "There is no way I'm going to let Mattel be outbid by some... what was it? A videogame company? We're a billion-dollar company. We can definitely afford any salary you want. What do you want? We'll pay you more than that. Easily. There's zero chance I'm letting you walk out of here without [more]. There's no way you should be leaving us over salary issues. This company can afford you. This was never brought to my attention. You've got to believe me on that. Let me see if I can fix this for you."

I said, "Margo, if I took your offer—and thank you for it—you would know from this day forward that you could yank my chain with money every single time I made noise. Not only can I not take your offer, I have to take theirs because I've already agreed to it." I also said, "No offense to you, but you guys had your chance. I can't allow this type of over-correction to happen because I don't want to be the kind of guy you know you can guy." She looked at me and said, "I can respect that. I can see where you're coming from. But if you need a job again, you call me up."

I left on good terms. It's a great place. I recommend it to everybody. Had the situation been slightly different, I'd still be working on toys right now. I left somewhat because of money, but it was more about recognition. I ended up going to Interplay. That was all because of a series of strange, lucky events.