That music is evocative of late-night looting and hushed duping; of our old friends The Butcher, and his pal King Leoric; of Fallen Ones, and Godly Plates of the Whale, and a peg-legged jerk named Wirt. But it's also evocative of an entire era, of a time when games were exceeding our expectations in leaps and bounds. A time when the art form was just becoming capable of wonders like online multiplayer and CD-quality sound, but still felt personal, hand-crafted, intimate.

Matt Uelmen is a product of that era. Rather than attempting to mimic a marketable Hollywood ideal, his music is trademarked by live recordings and eclectic instrumentation. He's a humble, multi-talented guy, who can both conjure sound effects out of thin digital air and compose symphonic scores by hand.

I originally set out to run a tribute to the Diablo scores in 2007, a little over a decade since the release of the first game. However, after contacting Blizzard that summer, they told me that Uelmen had recently left the company, and I feared that he'd permanently moved on to other endeavors.

But after a short break from game development, Uelmen and many of the key figures once involved in the Diablo franchise have come full circle. The team at Runic Games--a start-up founded by former Blizzard North icons Max and Erich Schaefer, Peter Hu, and Fate designer Travis Baldree--is currently readying to release a new action-RPG, Torchlight, on Tuesday.

A budget-priced game in the style of Diablo, Torchlight is the first step toward a full online effort for Runic; a bold new venture, and a perfect opportunity for an interview.

In this lengthy ten-page conversation, we cover Uelmen's entire career: the early days at Blizzard North--a company first known as Condor--to the tragic 2003 breakup of the studio; his years at Blizzard Irvine spent contributing to the music of World of Warcraft; and his exciting new gig at Runic Games.

Shack: Hey Matt. How are you?

Matt Uelmen: Good. I had some leftovers that were decent, so things are going alright... It's a little crazy. We're down the stretch to our final week. I mean, people are going to be playing [Torchlight] in two weeks. It's extremely nerve-wracking.

Shack: Well, if you have the time, I'd like to sort of span your career with this.

Matt Uelmen: Sure, as long as I don't torch my cell bill as much as I did when I was working with the actors last month. I managed to put 850 minutes on it because I was on conference calls for hours.

Shack: Oh god. [laughs]

Matt Uelmen: But yeah, I'd love to do a real interview. I don't do very many of them.

Shack: Great. I wanted to go over a little of your background before we get to Blizzard and Torchlight. Now, you grew up in the LA area, is that right?

Matt Uelmen: That's right. I grew up in a town called Lomita, which is sandwiched inbetween Palos Verdes and Torrance and San Pedro. And of course San Pedro--mispronounced Pee-dro by the locals--is technically in the city of Los Angeles. Some trivia. [laughs] I grew up very near the shoestring, which is a part of LA that was more or less claimed by the city really aggressively about a hundred years ago, to connect to the port from downtown.

Shack: Are you still there now?

Matt Uelmen: Sort of. I'm near downtown LA, but I'm actually in the San Gabriel valley.

Shack: When you were growing up, were either of your parents musicians?

Matt Uelmen: You know, neither of my parents are musicians, but all five members of my immediate family can play a piano keyboard, so it's a pretty musical family. I had an aunt that passed away a few years ago who had perfect pitch, and she played in church for a long, long time. So she was kind of a pro in her own way.

Shack: I read that you took piano lessons at age six. Was that something that you were made to do, or something that you wanted to do?

Matt Uelmen: No, it was just something that was there, because my sisters were both taking lessons by the time I was born. So it was just more or less in the water.

Shack: Did you enjoy it?

Matt Uelmen: You know, it's funny... I wasn't a good student. But I did enjoy them, and as I look back now, getting lessons in scales and basic theory and all that was really, really good for me in terms of making it feel natural. It's kind of depressing how true it is, but if you're going to be good at something, you really do have to start getting in the habit of working on it when you're just six or seven.

Shack: Especially in music.

Matt Uelmen: Well, really anything. [laughs] Music, language, sports. If you find someone that's really excellent in something, there's a good chance they were exposed to it at a young age. It's kind of sad, because we all like to think we can go back when we're older and relearn these things, but that's not always the case.

Shack: What was your relationship to gaming back then? Did you play a lot of games growing up?

Matt Uelmen: I was born the exact summer that Pong [became] the first big commercial video game, back in the early 70s. So I kind of always felt it was in the background. My first console was an Atari 2600 when I was about maybe ten years old. So that was definitely my first experience with that, and I got to see the... I was the target age of the golden age of coin-ops, because in a lot of ways the coin-up world had its peak in '83 and '84, much like the 2600 had its peak around the same time. And then Time Warner kind of crashed when Pac-Man was over-manufactured. It's funny how it's ancient history. [laughs] But that was certainly the backdrop of my childhood, and I love those games.

Shack: You're lucky to have been there for that. I just went to the big Bay Area coin-op convention, California Extreme...

Matt Uelmen: Oh yeah, yeah! I went to that five years ago myself.

Shack: Oh, great.

Matt Uelmen: I'm spacing on the name of the pinball... Steve Ritchie, I met Steve Ritchie there. I'm a big Steve Ritchie fan. Steve Ritchie had no idea what I was, or what Diablo was, or what Blizzard was, but I love his pinball designs. I played a lot of Star Trek: The Next Generation pinball in the good old days of Blizzard North.

Shack: [laughs] That's awesome.

Matt Uelmen: Yeah, yeah. It was a fun show. They had a lot of the old coin-ops and gimmicky arcade stuff. It's great that you can find it in working order.

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Shack: So before we spend the whole interview geeking, I wanted to quickly ask you about Georgetown. What did you study there?

Matt Uelmen: My major was American Studies, which was basically an excuse to take the classes that I wanted to and come up with a thesis. Basic liberal arts stuff.

Shack: Your thesis was "Cannibal Culture, Technology and American Music."

Matt Uelmen: That was mostly just about how the phonograph was kind of an American musical instrument, and the idea of reproduction as an instrument. Which kind of factored into to what I ended up doing for a living.

Shack: In terms of sampling...?

Matt Uelmen: Yeah, I'm definitely of the generation that had the first cheap, powerful samplers. So it was really just kind of a meditation on that. But people enjoyed it. It's funny, the week that I won the thesis prize for that, I failed my final. [laughs] It was actually a pretty interesting week. They did let me retake it a couple weeks later. I had to reread everything that we were assigned for four years. Went back and read most of Henry Adams and all that. It was interesting.

Shack: You didn't study music during college, but I assume you were still pretty involved in it. You played in bands?

Matt Uelmen: Yeah, I was in a bar band, one of three or four bands at the time named Kilgore Trout.

Shack: [laughs] After the Vonnegut.

Matt Uelmen: Yeah, after the Kurt Vonnegut character. That was a lot of fun, in that it was stylistically all over the place. I also played with a different band that was more kind of a mixture of... it was kind of weird, in that there was a weird go-go music element to it, which was a Washington D.C. thing. So it was kind of fun in terms of how unique that group of guys was.

Shack: Do you still play in bands?

Matt Uelmen: No. I had one really, really brief project that had exactly one performance in the Bay Area called The Quesonics, which was a very, very short-lived surf band. We played in odd time signatures. But that was actually really good for me at the time. A lot of what you hear in terms of the Telecastery guitar in Diablo II is related to my fascination with that sound. I listened to a little bit of [surf rock group] "Man or Astro-man?" at that phase in my life. [Our band] was kind of an attempt to have fun with that sound, the loud surf music with weird time mixtures, for lack of a better term.

Shack: Was it always your goal to become a video game composer specifically?

Matt Uelmen: You know, it was more just a nagging idea that I had around the time I was graduating from college in '93. I remember reading in a game magazine around that time how big the video game business was relative to the movie business. But the thing is, it's funny--in the early 90s, even though the money was almost as big as the movie business, it definitely had not captured the cultural zeitgeist in the same way. It was still definitely a more nerdy thing.

But I just remember having a sense that I definitely wanted to be in music for a living, I definitely enjoyed games. I liked the idea of trying to get into an industry that had so much potential. And it was really good timing too, because I actually managed to squeeze into the business in a real lull, in 1994, when both the Super Nintendo and Sega Genesis had kind of fizzled out.

Shack: How did you end up at Condor, which eventually became Blizzard North?

Matt Uelmen: I ended up at Condor because I had a document from Nintendo that listed all of the third-party developers. One of the companies listed there was DTMC, which was a place that [future Blizzard/ Flagship developer] Matt Householder was working in. And I talked to Matt, and he said, "Well, actually we're not doing any development here." I think they were mostly distributing Japanese titles, but I'm not positive. The company itself is based in Hong Kong.

But he said, "I know a bunch of young guys that are starting something up very close to me here in Redwood City, and you should visit them." So I did, and my first meeting with Dave Brevik and the Schaefer brothers was them tearing apart a version of 3DO football, and talking about how absolutely horrible it was. [laughs] It was an interesting experience, just because of how unusual these guys were. Most of my experience that month, in terms of dropping off my demo tape, was giving it to some nice secretary, and maybe I'd see kind of a small development pit with a dozen guys in the background.

Shack: Right.

Matt Uelmen: Like the studio that became 2K Sports in San Rafael, they were around back then. And Accolade was around in San Jose too, I think, in Cupertino. But this was the only place where there was no secretary--just a bunch of guys hanging out, talking smack about other games they had on their TV. [laughs] It was obviously like, "You guys are a little unusual." It's a fun memory. But eventually I kept on bugging them, and they gave me a job. And I'm still working with Max now, after all these years, at Runic.

Shack: So what was the first game that you worked on? Was it the football stuff?

Matt Uelmen: We worked on a couple football ports believe it or not, which were also something that was involved with Acclaim. Because the main card that those guys had bringing over was that Dave [Brevik] had worked as a programmer on Aero the Acrobat and a couple of titles from that era. So he had a couple connections with [Acclaim], and they passed us off a couple football ports, and Justice League Task Force of course, which was our main title. There was also a title for 3DO later on that almost nobody knows about, that was actually kind of relatively important for them when we were developing it.

Shack: What game was that?

Matt Uelmen: It was actually--it was an NFL game that was ahead of its time, but it never got much past the drawing board. But that was in the background as well. It's funny how much it changed, and we kind of survived, and that world didn't. When we were in Redwood City, the exit to the south of us was 3DO, and the exit to the north of us was Sega, on Twin Dolphin Drive. It's funny when I look back at '97--both of those companies are so high and mighty, and of course that changed very fast in the five years after that.

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Shack: What was your experience on Justice League like? I actually loaded it up the other day.

Matt Uelmen: Really? Did you play the Sega version or the Nintendo version?

Shack: The Genesis version.

Matt Uelmen: Yeah, the Genesis version of course is what we worked on. [laughs] Did you like it? Did you actually suffer through it and beat a few of the guys?

Shack: I did, I did. [laughs] I love the intro, where the guy talks to you and says: "I have the power to control your mind."

Matt Uelmen: Yeah, that's my voice.

Shack: [laughs] Is it really? I was going to ask you.

Matt Uelmen: Yeah. I was the voice of Darkseid. I came up with that whole shtick. When I was 21 years old, that was a lot of fun.

Shack: What was it like composing with all the restrictions of a Genesis sound chip?

Matt Uelmen: It was good in that I realized I entered the industry at the right time, because the technical specs in terms of dealing with live digital stuff was so frustrating. And what you could do with the old wavetable style of music was so limited that I definitely had a strong sense that things would be moving toward much better digital capacity really fast. And I was really happy that I was not part of the industry before that. [laughs] The musician in me would have been driven up the wall by trying to cram all my ideas into FM or square waves.

It's funny actually, Sega used a four-operator FM type of system, so it was pretty galling as a musician, because the DX7 was a keyboard that they sold 20 zillion of, and it had more FM operators than the Sega voices did. And the one digital channel I think you got was like.. 9K, and maybe 6-bit. The [carts] didn't have the option of doing that digital stuff because you'd just suck up memory. You could not put much music on one of those classic SNES carts, especially because they didn't have the MP3-style compression back then.

Shack: It is interesting that... that restriction created an entire style of music, which has now sort of been left behind.

Matt Uelmen: Yeah, you know, the limitations create their own beauty in terms of... you have to have the discipline to work within them. I think there were a lot of really good wavetable composers. It's more like the Bach mindset, where you have two or three instrumental voices, and you have to kind of get by with what you're doing harmonically. You can't rely on the texture of the instruments at all to get it across. It's just a different kind of musicianship, and not a kind I'm very good at. I'm all about the textural shtick, that's what I do. I can respect that musicianship a lot, but it's just harder for me.

Shack: How did Condor make the leap from doing Justice League Task Force to something as ambitious as Diablo?

Matt Uelmen: Well, we had a lot of help from Blizzard. I think, in terms of the Blizzard legacy, [Blizzard co-founder] Allen Adham was kind of the main genius behind the whole story. He was always a low-profile kind of guy, so you don't hear his name very often. But in terms of all the great things that Blizzard has done, and definitely did when I was there, especially in that era, Allen was a big part of making that happen. So we had great help from guys like Allen down there, and the guys that ended up founding the Guild Wars series of course, Mike O'Brien and Pat Wyatt, and I think Jeff Strain went with them. Those three guys were really important in terms of putting the Diablo series together, especially Mike and Pat.

And so having their help, having a lot of really great story work from Chris Metzen--who was just kind of a young kid like I was at the time--really helped put it together. Those guys were a little more experienced, in that they'd already released the first Warcraft PC game, and had done a good dozen or so ports of different titles. It was a really good combination. I think both the original Diablo and Diablo II really were what they were because you had the kind of Blizzard Irvine polish and work ethic, and technical capability and QA, combined with the Bay Area quirkiness and personality. Those really were the two elements that put it together. It doesn't work without either half, in my opinion.

Shack: What was the atmosphere like up in the Bay Area studio at that time? Was it a hectic period?

Matt Uelmen: You know, it really never was that high pressure of a situation, as much as the numbers seem small when you look at the developer budget back then. The reality was, our corporate owner, Davidson, knew that Diablo had the potential to be a huge hit. There really wasn't much pressure. They wanted to do it right. It wasn't a gotta-show-up-on-the- weekend type of pressure for the first Diablo. The funny thing was, in developing that game and Diablo II, it was a really strange experience in that we were in the middle of Silicon Valley, working on stuff that was really commercially successful, and yet we were surrounded by all the rise and fall of all that dot-com hype.

It was a little bit frustrating occasionally, knowing that you made a software product that was extremely successful, but the guys upstairs just sold a dot-com concept for a hundred million dollars. Or you go down to Los Gatos and that area, and you see every other expensive car made in Italy in the previous week. So that was kind of the dull roar in back of the whole thing. But it was funny--we definitely felt the rise and fall of everything. It was the opposite of 2002, when those people were gone.

Shack: That era almost feels legendary, in terms of the dot-com boom. That must been interesting.

Matt Uelmen: Yeah, yeah. It was fun when you got to see it all first hand. It was kind of like being able to hang out with George Gershwin and F. Scott Fitzgerald in 1927 or something.

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Shack: What was the first thing you wrote for Diablo? How did you approach that project?

Matt Uelmen: The first stuff I wrote for Diablo in terms of dungeon music was a real disaster. It was kind of all over the place. It was like, trying to do a full fake orchestra really badly, because I had no idea how to do it, on the one hand. And then doing this really cheesy, amped-up heavy metal stuff, that sounded like this really kind of... direct input guitar. The first half-year of working on that, all my attempts at action music were just really bad.

I did have Tristram more or less in my mind, just from previous stuff I had done. That was relatively easy. That was mostly just based on noodling around on my 12-string. I pretty much knew where that was going from the very beginning. But I didn't really get the formula right for the dungeon music until I got over the idea of trying to do a traditional fantasy thing, and more embraced the idea of just trying to have fun with big percussion and big guitar sounds.

Shack: It's funny, because I think that's what sets that score apart. Getting away from the big fantasy thing, which was certainly overdone then--and still is, really.

Matt Uelmen: For me, the strange thing is, the decision to go in that direction is the most natural thing to me in the world. When I think of that medieval vibe, I think of the mid-70s folky stuff, that Led Zeppelin did on Led Zeppelin III.

Shack: Ah, right on.

Matt Uelmen: Even Pink Floyd did a lot of 12-string finger-picking right around 73, 74. And of course Joni Mitchell did amazing things with 12-strings and dulcimers. But for me, I really liked especially the way that Led Zeppelin captured this kind of mystic energy that seemed like it was vaguely from the 15th century. There was always a crossover between that kind of aesthetic and the Dungeon and Dragons kind of mindset. So for me it was the most natural thing in the world.

Shack: The song I'm thinking of Led Zeppelin-wise is, what is it... The Battle of Evermore?

Matt Uelmen: Yeah, yeah. That's the one where they have the mandolin and the guest vocalist. [mimics Robert Plant] "Sing to the morning light, la-la-la-la-laaa." That's one album after their folky one. Their proto-hard rock and blues was Led Zeppelin II, and Led Zeppelin III was the folk one, except for the opening track. The fourth one kind of brought those two things together, which is why that one has sold billions. Stairway to Heaven is an obvious reference--that starts with a finger-picked 12-string doing a really slow minor chord.

Shack: Right.

Matt Uelmen: For me, I don't know why people don't latch onto that imagery quicker when they think about trying to do a Tolkien-style world. I'm flattered that [Tristram] seems unique from the perspective of other people, but for me, when I think about Merlin, I think about Jimmy Page. It's the most natural thing.

Shack: Absolutely. And now it's Howard Shore I guess.

Matt Uelmen: Yeah. You know, I liked a lot of things the Lord of the Rings movies did. I disliked a couple of them. The fact that they didn't... that Saruman didn't get pissed off, and the Scourging of the Shire, that's the whole...

Shack: Oh, I know.

Matt Uelmen: That's the whole moral of the story. The fact that they left out the Scourging of the Shire, I don't know... in terms of the draining of any vestige of morality and masculinity from the culture, that was a really low point.

Shack: Yeah, I agree. Also, that's the Diablo chapter, really.

Matt Uelmen: [laughs] Yeah. Saruman's a bitter old guy at that point. He has all his power taken away. All he can really do is make a lot of hobbits miserable.

Shack: [laughs] Right. But I did want to get back to Tristram for a second, because I think it really is so iconic. Do you have any thoughts on why more musicians don't allow their music to--it's not minimalist, but allowing that single instrument to be audible amongst the rest of the track? At least an instrument that is not a trumpet.

Matt Uelmen: Well, I think people give me way too much credit for creating something that was that amazing, when a lot of it was just being in the right place at the right time. But it is definitely a component of musicianship to just step back, and be the opposite of busy, and even the opposite of melodic.

And I think with Tristram, it really kind of works on a more psychological level, in that Diablo is just a vaguely narrative game. It really is more about trying to play with the addictive part of the brain that wants to play slot machine games and improve the character. And I think Tristram really fits in with that, in that it's kind of a piece that never really goes anywhere. It's funny--it's a hard thing to do, because every musician wants to take people on a journey, and teach them something about themselves spiritually, et cetera. And a lot of times, I think music is more successful when you kind of get out of the way of everything, and just let things go where they want.

Shack: And so that came out of just playing around on your guitar?

Matt Uelmen: Yeah. That's true--it came out of playing guitar on the weekends, and playing around the dock at the marina there, around where the studio was. That's as good a description as any.

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Shack: The continuous nature of the soundtrack is interesting. I think there is really only 25 minutes of music in Diablo, is that right?

Matt Uelmen: Yeah, Diablo is a very short soundtrack.

Shack: You don't really notice, because the tracks are generally uninterrupted and looped. In recent games there's a tendency to go in the opposite direction, to create little vignettes of music and have them triggered by certain moments in the game--fights, quiet moments, et cetera. Are you a fan of that?

Matt Uelmen: I love it when it's done correctly. We're actually doing that [with Torchlight]--and speaking of not much content by the clock, and very short cues, but part of what I've done in the past 24 hours has been to try and really normalize a couple boss fights that we have. It's hard to get right.

Shack: Was there ever a time when you considered writing "The Butcher's Theme," or something along those lines?

Matt Uelmen: That wasn't really on the table in terms of the level of sophistication that we were at. We developed that game in 1996, so that was a little early for that. I think more the idea of doing something that had a little bit of narrative, but was still an action-heavy game, was more what we were concerned with.

One thing that gets really challenging when you make these style of games--for me, I really try to encourage people to let the game be less narrative. Just because I think the more you impose a narrative onto the game, the less it becomes that kind of dreamscape, where you're really into your character, and you're enjoying the fight, and the points management. I really don't like it when a game design breaks you out of that involuntarily. Especially if you're really not into whatever the narrative is. Obviously it's easier when the narrative is stronger.

Shack: It does sometimes take away some of your imagination, the connection that the player makes with the game.

Matt Uelmen: Yeah, it's a two-edged sword. Because if the character really gets into the narrative structure, it definitely drags you along and gives you a more intense relationship with the game. But it's one of those things where, I really feel like the whole way the aesthetic of popular culture in the last fifteen years, it's less about... it's kind of the cliche when people were talking about interactive media in the 90s, but it went from worshiping a band, to having a DJ give you the experience, but you have to make the experience.

Obviously that ties into video games, as they're an avatar-based thing. I find it more interesting when game designers give you an open-ended experience. And I think people really responded to that--the game that Diablo II was constantly battling it out with was The Sims. And I think how commercially popular it can be when you really just give people a sandbox. I really try to encourage that, as opposed to interrupting gameplay with cinematics, no matter how appropriate they are.

Shack: And if there's anything unique about games as an art form, it's that open-ended unpredictability.

Matt Uelmen: The immersion of that, yeah. It's funny when you see chatter on the internet--especially for people that are the biggest fans of a given series, they will be really obsessed with lore. For me it's like being obsessed with icing when you're talking about a cake. It's nice to have it, but... [laughs] Eating icing all day is kind of gross.

Shack: It is kind of gross. [laughs]

Matt Uelmen: It's important to do it right, but, when you're eating a nice piece of tiramisu after a meal, it really shouldn't be about the tiny layer of chocolate on the top.

Shack: So after Diablo, you did some work on StarCraft. What were you involved in there?

Matt Uelmen: I did very little work for StarCraft. They were actually very generous to give me the credit they did. I did mainly a dozen or so unit noises.

Shack: Any specific sounds you can name off the top of your head?

Matt Uelmen: You know, I really couldn't, because I just never went back and played the game enough to really know. It's actually really funny--even though I have a credit on StarCraft, the RTS series I really like is the Total War series. I kind of felt like that hadn't really been done right until the first... the Japan one. What was it called, Samurai?

Shack: Shogun.

Matt Uelmen: Yeah, that's right.

Shack: I was a big fan of Shogun.

Matt Uelmen: Yeah. I think I saw the potential of [RTS]. Actually, that's not true; I really liked WarCraft II. And WarCraft II was actually, I thought, a really well-designed game. I actually enjoyed the original WarCraft a lot too. We got to play that in the very early days of Condor, right around the time Blizzard was working with us, when they were the opposite studio on the SNES version of Justice League. They had just worked on [WarCraft]. But yeah, I actually really liked the ending of War II a lot. I was really happy to have Chris [Metzen] working with us, because I liked the backstory of that. And obviously that backstory supported a fairly successful promotional endeavor.

Shack: Minor success, yeah. [laughs] Do you enjoy designing sound effects as much as composing a piece of music? I imagine there's an art to it that probably goes unappreciated much of the time.

Matt Uelmen: Yeah, I actually enjoy it immensely. I don't always enjoy the time constraints that come with it. But yeah, it is a lot of fun. It's especially fun to do the more flashy stuff, like the spell effects, which I'll be working on a lot of [on Torchlight]. That's probably the last thing I'll spend time with on this project. It's relatively easy just because Travis [Baldree] has a really good sense of sound.

But yeah, sound design is a lot of fun. I really love games--the guys that I worked with on sound design, like Scott Peterson--who now works for [Retro Studios] in Austin on the Metroid Prime series--is a really creative guy. Just very technologically, intellectually on top of things. He was a real treat to work with. I also got to work with Joseph Lawrence for a few years. He was also a really creative guy that did a lot of great stock libraries with spacier sound effects. One of the main things I miss about not working with the Diablo III team is not being able to work with Joseph right now, because he is such a creative guy.

Shack: I was listening to your GDC talk from 2001, and one of the things you said was that spell effects are the hardest thing to get right.

Matt Uelmen: It's the repeatability that's really, really hard. That's only something you can do without hearing it in the game. But it's hard to do something that a player is going to hear literally thousands of times. Eventually, one skill is going to be significantly overbalanced, and everybody is going to play it.

Shack: And they'll hear that same "ugh" over and over again.

Matt Uelmen: Yeah. It has to still seem interesting literally the 5000th time you've heard it. That's definitely challenging, especially when you have a lot of skills. Erich Schaefer told me this morning that there's going to actually be 80 in [Torchlight]. So I guess it's going to be a very busy week.

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Shack: Let's tackle Diablo II. How early did you start working on that?

Matt Uelmen: Oh, very early. It was a long project, actually. We pretty much knew we were going to make a sequel as soon as Diablo was released. The first year was actually really, really hard, because our ownership of our ownership was a company called Cendant, which was involved in probably the biggest stock market scandal up to that point. Basically it was similar to Enron in a lot of ways, a few years before Enron. So that was intensely demoralizing. And we had already started to hemorrhage some people that were really significant.

It's actually kind of been buried in history for whatever reason, but a bunch of guys from around that time, the Cendant scandal, started a studio called Fugitive. And then there was another studio called Spark Unlimited that was also founded, and the guy on that team, Ben Haas, was the animator of the original Diablo. So it kind of hurt to see him go, in terms of losing something that was that core. He was also involved with a lot of iconic Diablo animations, of the monsters especially. He really kind of gave Diablo this boxer personality that he has.

Shack: Do you work with the animators pretty closely when you're in a sound design role?

Matt Uelmen: My role moved away from sound design the longer I was at Blizzard, but they almost always were the guys I got along with best. To me, the animators are a massive part of what makes a game. On this title right now, the main guy that I work with--because I am doing a lot of sound design work--is Matt Lefferts. He's a really important contact for me, and he's a big part of what makes this game work.

But yeah, the animators were a huge part of it, and especially with Diablo II. I felt like that animation team did such unique work, and so much of the replayability of the game is the fact that the characters those guys created had such personality. Even if it wasn't always the most conventional approach to animation, I thought it was really effective.

Shack: Yeah. I mean, they were limited to fairly low-res art, and that animation still pops.

Matt Uelmen: Exactly. It's actually easier--in a lot of ways, I think the level of technique in animation has only finally gotten to the point in the last couple of years where it's starting to surpass the best 2D stuff of that era. It's much easier to render out an atmospheric scene in 2D. That's a big reason why Diablo II has had so much staying power; it's really hard to generate atmosphere in 3D, because it just wants to stay so clean and geometric, and particle effects are so expensive on [graphics] cards. Whereas when you render stuff up, you can render it as foggy as you want, though of course the fog effect won't be dynamic.

Shack: Any opinion on how Diablo III is looking? I don't want to get you involved in that mess, but I am curious what you think of it.

Matt Uelmen: I think the game, especially the technological aspect of the game, looks really good. I enjoyed the video that they just showed at BlizzCon... was really impressed with the blood effects, and the randomization they're doing with bodies. The animations are obviously really well done. [Joseph] Lawrence is obviously doing amazing work. So yeah, the game looks amazing.

But the reason that I'm not working on it has nothing to do with me thinking it has any problems. I think it looks fantastic. I actually consider [Diablo III lead designer] Jay Wilson a friend. I thought he was immediately going in the right direction after he showed up at Irvine, which wasn't that much later after I did. But the main reason I'm not working on that is just the philosophy at Blizzard is very geared toward having people physically in-house on a full-time basis, and that's just been impossible for me over the past couple years. That's really 90% of what's happening there. It's just hard to make the in-house thing down in Irvine happen for me because I've been up in LA for my wife's career.

Shack: That's good to hear, that it's not a result of a disagreement or anything. Okay, so getting back to Diablo II. It's a more global soundtrack, you're obviously pulling from more influences. Act II in particular, you've got that great Harem track later into the act, and I know you did some session work with a percussionist for that act.

Matt Uelmen: Mustafa Waiz, right? Yeah, yeah. Mustafa was a friend of Scott's, and I have not seen him since we did that session. But he was actually an Afghan. This was three years before that giant Buddha statue was blown up there and any American really knew what Afghanistan was, unless they had a doctorate in British history, or had a sense of recent Russian history. But I didn't really think much about that; I was amazed by his musicianship. And he's actually not used on that Harem track; he is the basis for the desert stuff. Probably the better stuff. I can see people not liking the disco-y part of the desert stuff, but the more interesting of that stuff is based around his hand-drum playing. It was a real privilege to be able to work with him. I hope he's doing well, wherever he is.

Shack: Yeah, that desert stuff is great. And did you do a session with a female vocalist for that Harem track?

Matt Uelmen: That was just from a stock CD, Heart of Asia, from Spectrosonics. That was just me chopping up a sample CD. I think people could have some kind of interesting image of a woman doing a session and wailing away, but it was just squeeky old me in front of my computer. An interesting story about that though, is she actually... the original track has quarter-tones in it, and I actually had to tune all those out. The reason it sounds a little more palatable to Western ears is that I had to go phrase by phrase and make some of the quarter-tones into semitones. It would seem horribly out of tone if you would hear the original because with our cultural conventions, we don't really know how to listen to quarter-tones.

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Shack: How quickly did you move onto Lord of Destruction?

Matt Uelmen: Lord of Destruction was only released a year later, and I didn't have the town music or the Wilderness music wrapped up on Diablo II until January 2000. So Lord of Destruction, I guess I was writing for it as of September that year, and then we did the orchestral session for Slovakia in January. But that was also a very short soundtrack. I didn't write very much music for it. It pretty much needed those two good pieces.

Shack: And that was your first time working with a full orchestra?

Matt Uelmen: Yeah, that was definitely working with a genuine, full-on orchestra. It was a pretty terrifying experience. It was great working with [conductor] Kirk Trevor. The musicianship there is really amazing. Actually both times I worked with Kirk Trevor and the Slovaks, I wrote it straight on paper--I didn't preview it with any MIDI files. So I was kind of making it much, much scarier for myself than anybody would.

Shack: Right. Doing it old school.

Matt Uelmen: Yeah, yeah. So Kirk had to spend a lot of time in both sessions calling from the stand, and the musicians hated it too. We'd have to spend a good 10 minutes saying, "Oh okay, we have this. E-flat is really E, G is really C#. And then the musicians would be sighing, "Blaaargghh [laughs] But I'm happy with it in terms of not going in with any preconceived notions, and kind of maximizing how much I learned from the experience.

Shack: Is that something you enjoyed enough to where you want to do more orchestral stuff in the future, or do you prefer doing more personal work?

Matt Uelmen: Oh, I absolutely do hope I get to do more in the future. That's kind of why I hope at least 10 or 20 percent of the people that play Torchlight actually buy it. [laughs] So I can afford to do it next year. Yeah, it's a lot fun. Any time you try to get a real musical phrase out of a sample, as much as I'm really amazed by how good the piano library I'm using can be, it's still always a struggle in terms of getting that kind of musicianship... the way an orchestra can really think about a phrase, intonation... it's much easier to do with a live group. It's actually kind of counter-intuitive, because due to a number of factors, recording with an orchestra here in the States is really expensive. But in a lot of ways, it's actually cheaper and easier just to get a big group and do it right live, instead of trying to jam samples into sounding like they're not samples.

Shack: My assumption is that a lot of publishers just don't want to foot the bill for a live group because samples sound "good enough."

Matt Uelmen: It seems cheap, but the time to make it sound good is expensive. If you do have to massage it into a certain sound, then it actually can mean that it takes more money, in a manner of speaking. It's obviously going to still be considered only a luxury for projects that have a larger budget. But you do get a certain musicianship out of it.

Shack: Yeah. I mean, with Lord of Destruction specifically, I think that symphonic sound does work as a nice cap to the end of the Diablo II suite.

Matt Uelmen: Thanks. I was trying to consciously make it evolve from the most basic to the most bombastic over the course of the game, so you kind of feel like you're going on a journey from one extreme to the other. Trying to keep the self-parody to a minimum. There was a little bit of that in some of the Wagner quotations. [laughs]

Shack: After Diablo II, there was the big Blizzard North break-up. What was that like from your perspective? Obviously it must have been difficult.

Matt Uelmen: It was heartbreaking. I'm not a physically violent person. I don't think I've ever been in a fight in my adult life. I've never slapped anyone or anything like that. But when Pete Brevik, Dave Brevik's brother, came into the room and told me what had happened that last day of June [2003], my first reaction was to throw this full glass bottle of water against the wall--made a big one-inch gash. So I wasn't happy when I heard about it. [laughs] And I should probably see a shrink for my repressed anger at that.

But it was really, really rough, and really emotional, and really hard. Because I had totally grown up with all those guys, and to see that group broken in two, it really affected me strongly, emotionally. And I was still proud of the work I was able to do at Irvine on World of Warcraft, and I was really flattered to work with that team, and proud to take part in taking the whole MMO thing to that level. But it did definitely break my heart to leave the team in the Bay Area.

Shack: Was there a part of you that wanted to follow them at that point?

Matt Uelmen: Well, you know... Of course I had a lot of respect for the guys that were on that team. But for me, when I think of the Diablo series, I think about guys that may never have been on that team, or were never in San Mateo at that point. Guys like Ben Boos, who was very briefly on the Flagship team--I can't really visualize the Diablo world without his illustrative stuff. I really can't visualize the Diablo world without an animator like Kelly Johnson.

And of course, a couple of the guys that were on the Flagship team, that's true about too--I can't really visualize it without a guy like David Glenn. So for me, it was more just tough knowing that we lost all these great pieces that had gone in different directions. What's funny is that what was very emotionally hard for me--just because I knew all these guys personally--has been really hard for fans of the Diablo series. It really is a shame that all those different pieces are devs on different games.

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Shack: What did you do at Irvine in the intervening period? Did you work on the initial release of World of Warcraft?

Matt Uelmen: Sort of. A big part of my job, that I kind of took upon myself, was trying to get a sense of the musical assets that were in vanilla WoW, and helping do a little bit of clean-up on that stuff. [Working on how they] queue for the mystery zones, which actually happens over 140 times in vanilla WoW. So a lot of what I tried to do there, before we worked on the expansion content, was trying to get a sense for what music goes where in Azeroth. That's how I spent a couple months my winter time there, was trying to organize that, which of course is relevant in terms of how we wanted to organize the music that went into Burning Crusade.

Shack: I assume composing music for Burning Crusade, an MMO, must have been quite different from your experience on Diablo.

Matt Uelmen: Oh yeah, much, much, much different. Just because WoW already had the precedent of having more setpieces for locations, but then a lot of more ambient stuff for a lot of other different moments. It's not a through-composed thing as much, unless you choose that option in one of the panels to have the soundtrack continuously going. There's more of a balance between the ambiance and the music. It's very, very different in terms of... it really calls for music which is a lot less up-tempo, and a lot less superficially intense, except for key moments. It's much more appropriate to create stuff that has very long fade-ins and fade-outs, than it would be for a more action-based game like the Diablo series. It really means that you can get a lot more content on the clock with that approach. But it's appropriate.

Especially the music I was working on--because I was working on Outland stuff, or I was working on extremely high-level patches like Ahn'Qiraj or Naxxramas. So if you've been hearing that music, you've already played at least 1000 hours of WoW, and you've probably played 2000. So it's very, very different than giving people a little jolt of adrenaline while they go into a dungeon for the first time.

Shack: Was working on WoW something you particularly enjoyed, or was it not up your alley in the same way that Diablo was?

Matt Uelmen: Yeah, I actually enjoyed it. It's definitely not the style of game I like as much as the Diablo-style of game, in terms of the pacing. I like a more action-heavy game. I'm more drawn toward a series like Total War, or even, I had a period of my life where I played a ton of one-minute chess on Yahoo.

Shack: I think we've all had that period.

Matt Uelmen: [laughs] But yeah, I really liked working with that team a lot. Jeff Kaplan was really good to work with, and even just the few times I talked with Chris Metzen about lore-related stuff was really fun. Just working with that [music] team was really fun too. Derek Duke, Russell Brower, Brian Farr, are all really talented guys. It was also really flattering that I was able to try to continue the quality level of what Jason Hayes and Glen Stafford and Tracy Bush and Derek Duke had done before. There were a lot of real highlights, and trying to match up with that level of quality was a real challenge.

Shack: So it was just the location issue that lead to your departure after Burning Crusade?

Matt Uelmen: Yeah, pretty much. It was really hard for me to be on-site. And also, Blizzard... that's an intense cornerstone part of their philosophy, is trying to keep assets and production in-house as much as possible. And you know, I can't really argue with it. I think in almost every case, that's a smart way to approach development. With this new company, I've chosen to have a similar approach, in terms of just working on Torchlight this year. I really don't have much interest in working on multiple things with multiple parties.

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Shack: How did you eventually hook up with Runic?

Matt Uelmen: I more or less took a year off, where I just focused on personal stuff, in terms of my family. And then around the beginning of last year, I started to shop a demo around to talk to people about finding new work. And that went okay. A lot of the cool games we're seeing right now are coming out from people I was talking to back then, so I hope that all those games are successful.

But Runic really came about with me calling up the main two or three guys at Flagship, right after the company came apart, just because I was really curious as to what they were up to. And in talking to Max [Schaefer], I was trying to convince him to move to Seattle, because I was trying to tell him there was no way he could do the project justice if he was down in San Francisco. And then while I was trying to convince him of that, the backwards moment happened, and he actually turned the lightbulb in my head, "Well, that's actually the kind of gig I've been looking for exactly." Me trying to tell him to move to Seattle lead to him making it obvious to me that it makes a lot more sense just to stay where you are and use technology to get the job done.

So that's more or less how it worked out. Actually, [Travis Baldree's] Fate was one of the very few games to kind of break through into my consciousness, in terms of active gaming on my PC. I enjoyed Fate a lot, and thought that, of all the games that were close to Diablo in any way, it definitely came the closest in terms of doing a good job with the play mechanics. I was already kind of a fan of Travis, even though I really didn't know who he was when I played the game. So that was a big part of wanting to check out the team.

Shack: How early do you typically start composing a piece for a game? How much do you want to play a game before you start writing music for it?

Matt Uelmen: You know, it's hard for me to answer that, because the whole experience of my career has been kind of bizarre relative to the way a lot of composers would approach a game. The difference between all the projects I've worked on are so radically different in terms of where they are, and what the expectations are. For me the real challenge with Torchlight was doing something that had the same positive qualities of some of my earlier work, but also was recognizably original.

Shack: Right, doing something in your style that isn't just Diablo.

Matt Uelmen: It's a challenge, but I definitely tried to do that.

Shack: It sounds like there's a pretty large variety of environments in Torchlight. Did that give you more freedom as a composer to try different things?

Matt Uelmen: