Ultima Underworld II: Labyrinth of Worlds

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Ultima Underworld II: Labyrinth of Worlds
Labyrinth of Worlds
Developer(s) Looking Glass Technologies
Publisher(s) Origin Systems
Electronic Arts
Distributor(s) Electronic Arts
Director(s) Paul Neurath
Producer(s) Warren Spector
Designer(s) Paul Neurath
Doug Church
Composer(s) Dan Schmidt
Seamus Blackley
Series Ultima
Platform(s) DOS, FM Towns, PC-98
Release date(s)
  • NA January 1993
  • EU 1993
  • JP March 1995
(FM Towns)
  • JP March 17, 1995
  • WW June 2, 2011
Genre(s) Role-playing video game
Mode(s) Single-player
Distribution Floppy disks, CD-ROM, download

Ultima Underworld II: Labyrinth of Worlds is a 1993 first-person role-playing video game developed by Looking Glass Technologies and published by Origin Systems. As the sequel to Ultima Underworld: The Stygian Abyss, the game is set in the Ultima fantasy universe. Players assume the role of the Avatar—the protagonist of the Ultima series—and adventure through multiple dimensions while seeking to prevent the evil Guardian from achieving world domination. Progression is largely nonlinear and the game allows for emergent gameplay.

Ultima Underworld II began production in April 1992, shortly after the completion of Ultima Underworld; and it was developed in nine months. The team's goal was to improve upon the foundation laid by the game's predecessor, particularly by increasing the size of the world and the number of real-time, interactive elements. The team reused and improved the first game's engine and expanded the size of the game screen. Development was impeded by problems with insufficient staffing and extensive playtesting, and the rapid production cycle led to burnout on the team.

Most critics gave Ultima Underworld II positive reviews and lauded its graphics, length, design and non-linearity. Complaints focused on its high system requirements and unrefined pacing. It has been placed on numerous hall of fame lists since its release. In reaction to the game's difficult development, Looking Glass decided to alter its design approach. As a result, it began work on System Shock, which furthered ideas explored in the Ultima Underworld series. The team pitched a sequel to Ultima Underworld II multiple times, but Origin Systems rejected the idea. Arkane Studios later created Arx Fatalis, a spiritual successor to the franchise.


Ultima Underworld II is a role-playing video game that takes place from a character's eye view in a three-dimensional (3D) graphical environment.[2] The player's goal is to adventure through dungeon-like indoor environments across eight parallel dimensions, while completing quests to help the inhabitants of each world.[3][4][5] The player uses a freely movable mouse cursor to interact with the game's world and to manipulate the heads-up display (HUD) interface. Icons on the HUD allow the player to examine objects closely, to speak to non-player characters (NPCs) and to ready the player character's weapon, among other things. During the game, the player collects items and stores them in an inventory on the HUD.[6] Because it uses the same engine as its predecessor, Ultima Underworld II shares many of that game's features;[4] for example, it allows the player character to jump and swim, and it contains an automap.[3][4]

The player character stands in Killorn Keep with his weapon raised. The HUD icons are in the bottom right corner, and the player's inventory takes up the right side of the screen.

The player begins the game by creating a character, for whom traits such as gender, character class and skills may be selected. Skills range from diplomacy, to lockpicking, to blacksmithing. The game starts in the castle of Lord British,[6] through which the player accesses other dimensions.[4] The player character gains experience points by fighting, completing quests and exploring. During combat, the player attacks by clicking the screen, pressing the button longer to deal greater damage. Depending on where the player clicks, different types of attacks—such as thrusts and slashes—occur. The player may cast spells by using an appropriate combination of "runestones", which are collected throughout the game.[6] When enough experience points have been accumulated, the player character levels up and gains hit points. Experience points also grant "skill points",[6] which allow the character to increase skill proficiency. Unlike in Ultima Underworld: The Stygian Abyss, skills are not improved at shrines; rather, they are increased by training with NPCs at the castle or in other dimensions.[4]

As with its predecessor, Ultima Underworld II was designed to generate emergent gameplay through the interplay of simulated systems. The developers attempted to combine role-playing elements with "a sophisticated three-dimensional simulation of a sensible and believable world".[6] For example, torches burn out, items wear over time and the player character must eat.[6][2] Many items in the game are useless, but were included for the sake of realism.[5] The game is nonlinear, in that players must "visit and revisit" areas as the character gains abilities and becomes stronger,[6] instead of "clearing each square foot as they go".[5] The designers also intended the game's puzzles and areas to have multiple solutions.[6]


Setting and characters[edit]

Ultima Underworld II is set in the fantasy world of the Ultima franchise; and it takes place across multiple parallel dimensions, beginning with the common series setting of Britannia.[7][8] The protagonist is the Avatar, the main character of the series.[9] Chronologically, the events of the game occur directly after those of Ultima VII: The Black Gate, rather than those of the original Ultima Underworld.[3] As in Ultima VII, the villain of Ultima Underworld II is the Guardian, an evil being who seeks to conquer Britannia.[7] Recurring characters include Lord British, Nystul, Dupre, Iolo and Mayor Patterson. Other characters also appear, such as Lady Tory and Miranda,[8] the latter of whom was in Ultima VII.


One year after the events of Ultima VII: The Black Gate, the Avatar and many other recurring characters from the Ultima series attend a celebration at the castle of Lord British. However, they are trapped when a large dome of impenetrable "blackrock" covers the castle.[4][3] The Guardian plans to attack Britannia while the characters are trapped,[7] and he tells them that those who do not surrender will be left to die in the blackrock dome.[10] The Avatar searches the sewers beneath the castle,[8] and locates a smaller blackrock crystal. The magic used by the Guardian to seal the castle caused interdimensional portals to open between eight parallel worlds,[4][11] each of which is a "center" for the Guardian's power across dimensions.[7] The denizens of these dimensions are ruled by the Guardian, and the player must free each world to weaken the Guardian's power over Lord British's castle and elsewhere.[3][4] The Guardian mocks the efforts of the Avatar in his or her dreams throughout the game.[7] As the Avatar explores other worlds, a contemporaneous plotline, which PC Zone's David McCandless called a "soap opera", unfolds at the castle. One of the people in the castle is a traitor, and the Avatar must discover their identity.[8]

The first dimension visited by the Avatar is a prison tower in Fyrna, which has been conquered by goblins led by the Guardian. There, the player rescues Bishop, a human resistance leader, who then returns to lead a rebellion against the Guardian.[12][13] At the castle, the player gives a small blackrock gem obtained in the prison tower to Nystul, who enchants it to disrupt the portal in the sewers.[14] Next, the player visits Killorn Keep, a floating fortress in a different dimension; and, there, meets Altara, a sorceress allied with Bishop.[12][15] Altara warns the Avatar that the Guardian has hidden a magical spy beneath the castle in Britannia, and provides a special dagger with which to kill it.[16][17] After removing the spy, the Avatar visits a dimension of ice caves: the remnants of a civilization destroyed by the Guardian, ruled by a ghost named Beatrice.[12] The Avatar returns to the castle and finds that Lady Tory has been murdered by the traitor.[18][8] The next dimension is Talorus, a world inhabited by energy beings called "Talorids", which each serve a single purpose—such as knowing only the past or producing runestones. Talorids are created to serve the Guardian,[12] but the Avatar destroys and replaces the sole reproductive Talorid to free the race.

Afterwards, the Avatar completes a series of tests at Scintillus Academy, a mage school whose entire staff was killed by the Guardian. Following this, the Avatar visits the Pits of Carnage, a subterranean prison on a world where the Guardian trains soldiers to attack other dimensions; and the Tomb of Praecor Loth, where a king killed in a war with the Guardian is buried.[12] Finally, the Avatar visits the Ethereal Void, a strange world with floating, glowing pathways and no map.[12][7] Eventually, the Avatar discovers that Mayor Patterson is the traitor, and destroys the blackrock dome.


Looking Glass Technologies began development of Ultima Underworld II in April 1992.[19] The team's goal was to build upon the foundation laid by the game's predecessor, Ultima Underworld: The Stygian Abyss.[5] For example, they sought to include a better and more complex plot, as well as superior simulation elements and "play value".[5] According to project leader Doug Church, the team's "biggest advantage" was the presence of four dedicated designers; in contrast, each member of the original game's team had assumed multiple roles.[6][5] This allowed the Ultima Underworld II team to make "multiple editing passes on the layout of each level", with the goal of creating "interesting stuff" for players to see and do each time they explored an area. Designer and lead writer Austin Grossman played a large role in designing the game's tomb dimension, which was based on the Dungeons & Dragons module Tomb of Horrors.[20] The team tried to balance the different types of characters players could create, such as by making the game's skills more useful and lowering the strength requirement for carrying items.[5] More puzzles and interactive elements were added to the game than had appeared in its predecessor, and the overall size of the game world was increased to "3 or 4 times" that of Ultima Underworld, according to Church.[5] However, he later stated his belief that the team lost their focus and overreached in creating the game's world, and was not able to polish it as thoroughly as they had hoped.[21]

Like its predecessor, Ultima Underworld II was produced by Warren Spector, who was Looking Glass' main link to publisher Origin Systems.[22][5] Church later praised Spector's advice during the game's development, noting that he was able to help him refocus creatively during their weekly phone conversations and monthly meetings.[22] During development, the team was unable to create enough art for the game. According to Church, Spector "was able to co-opt several Origin artists" to help the team, which he believed was critical to the game being released on schedule.[5] Church later said that most of the game's artists were independent contractors, which resulted in him "calling nine different area codes every couple days to check up on things". He noted the difficulty of describing the game's enemy designs by phone.[19] The game's music was composed by Dan Schmidt and the recently hired Seamus Blackley. The two wrote the game's music in Blackley's apartment over the course of a week. They attempted to give each world a unique sound, while also hiding variations of the game's main theme in the themes of each world.[23] The music system from the original Ultima Underworld was retained with only minor alterations,[5] but the team included digitized sound effects, whereas the previous game's audio was synthesized.[23][5]

Ultima Underworld II was developed in nine months.[21] It was originally slated for a February 1993 release,[19][22] but the date was later moved up to December 1992.[22] The game underwent "two-and-a-half months" of playtesting by Origin and Looking Glass employees,[5] and by remote testing firms.[24] According to Church, the testing phase took more time than expected due to complaints from playtesters and the presence of numerous bugs.[5] Church went to Origin Systems' headquarters in Texas during the final stages of development. The team "tried desperately to make Christmas", and the game was completed around December 18, with Church creating the final build on his laptop in Spector's office.[19] However, according to Spector, the game could have shipped on time, but was held back for further playtesting.[24] Church stated that "there was one bug we couldn’t reproduce, and everyone really wanted to go home for Christmas. We ended up taking a few days off, checking it a few more days and using that version anyway."[19] The delay resulted in the game missing the holiday season.[24] It was shipped in January 1993.[22]


Ultima Underworld II was built with an improved version of the game engine used for its predecessor. The team sought to enhance the visuals; they increased the size of the first-person view by 30%, expanded the color palette, added more 3D objects and wrote a new texture system. According to Paul Neurath, the team "never got [the original game's texture mapper] to look quite as good as we had hoped", but the new system realized their initial vision. Church stated that the character sprites are higher resolution and "250% bigger (areawise)" than those of the original game. They also feature "1.5 times as many animation frames". Church summarized its code as "2.2 Mb of C, 2MB of Assembler, and about 800K of conversation code (an internal language which we wrote a compiler for, as well)", alongside 1 MB "support code". He noted that the code was roughly 30% larger than that of Ultima Underworld, which he said was a sign of "second project syndrome".[5]


Review scores
Publication Score
PC Review 9 out of 10[3]
PC Zone 94 out of 100[8]
PC Format 93%[4]

According to Paul Neurath, Ultima Underworld II and its predecessor together sold half a million units.[21] Paul Presley of PC Review called the game "huge", and praised its atmosphere.[3] He also lauded the game's increase in variety and graphical detail over its predecessor. However, he hoped that the next game in the series would support adventuring parties, and wrote that, unlike its predecessor, the game does not feature "anything that takes it to a higher plateau to wait for the others to catch up". However, he summarized the game as "magnificent", and wrote, "If someone were to hand me £40 and say buy either Underworld I or II, I'd take the sequel any time."[3] David McCandless of PC Zone wrote, "Nothing can completely prepare you for the freedom the game gives you ... It's about as close to Virtual Reality as you are ever likely to get from your mouse driver." He praised the game's "atmosphere"-creating sound, and called its graphics "stunning"; he stated that, with a high-end computer, "dungeons can move like a film". However, he noted that the game's predecessor created a tighter and more involving atmosphere, and that Ultima Underworld II's length meant that "there's a lot of empty space between 'excitement points'." He summarized that "there really is nothing you can do with this game except sit there, dribble slightly, and say 'blimey' every eight to ten minutes."[8]

The Toronto Star's William Burrill wrote, "Ultima Underworld II is without rival the best fantasy ... role-playing game in this (or any parallel) world." He praised its automap, and noted that "those who played ... Ultima Underworld will appreciate the improved graphics". However, he believed that the control system "takes a little practice to get used to", and stated, "This is not a game you can master quickly or play in a night. It has its frustrations and its flaws, despite its brilliance of design". He finished by stating that "those who are patient will be richly rewarded with a game like no other."[11] Computer Gaming World's Doug Sencat enjoyed the game's graphics, and praised the plot, conversations and 3D world for giving a sense of "being there". However, he noted that the game's movement was "a pain", and found that learning to navigate the environment was initially "frustrating". He was unfavorable toward the linearity of the game's plot and dialogue trees, and toward the NPCs' inability to take actions independent of the player.[7] He described the game as "a long and grueling quest", and stated, "Many times, [it] seems more frustrating than enjoyable". Although he summarized it as "a relatively high-quality game", he finished, "By the time I finally saw daylight again, emerging from the Labyrinth, I must admit that it wasn't exultation I felt, but sheer relief."[7]


In a 2004 retrospective review, PC Gamer UK's John Walker stated that Ultima Underworld II "was new and exciting in half a dozen areas at once, not just one. Somehow, no game has quite achieved that since".[2] The magazine has included it in multiple lists of the 100 best PC games ever released, placing it variously at 54th in 2001,[25] 39th in 2007,[26] and 98th in 2011.[27] One writer for the magazine stated, "Like Ultima Underworld but again and better. No, that won't do. Ultima Underworld [II] needs to be hailed from the roof-tops for being one of the best dungeon-based adventure RPGs of all illustrious gaming history."[25] Another wrote, "Underworld didn't just give us the first 3D game world. It gave us the freedom of action we expect from modern first-person RPGs, too. ... No game since has raised the bar half as high."[26] In 2011, a writer for the magazine called it "a game from the future" that was "[w]onderfully, richly, impossibly interactive", and noted that "[i]t took history a long time to catch up."[27]

According to Church, Ultima Underworld II's long testing phase was extremely stressful for the team.[22] Neurath later said that the game's rushed production led to burnout.[28] Around the end of development, they decided that they "had done too many dungeon games", and they began considering a project with a similar design philosophy but without a fantasy setting.[29][22] Following brainstorming sessions that included Church, Spector, Grossman and Neurath, Looking Glass began development of System Shock.[22] Grossman later stated that his work on Ultima Underworld II's tomb dimension was to a certain extent a "mini-prototype" for ideas that he fleshed out in System Shock.[20] Looking Glass pitched a sequel to Ultima Underworld II to Origin Systems several times, but their idea was rejected.[21] Years later, Arkane Studios pitched Ultima Underworld III to Electronic Arts and received a similar response, which inspired the studio to instead create a spiritual successor: Arx Fatalis.[30] In 2014 Paul Neurath announced that he is developing a new game in the series called Underworld Ascension with OtherSide Entertainment.[31]


  1. ^ "New Release: Ultima Underworld 1+2". GOG.com. June 2, 2011. Retrieved 29 July 2012. 
  2. ^ a b c Walker, John (October 2004). "They're Back!". PC Gamer UK (140): 103. 
  3. ^ a b c d e f g h Presley, Paul (April 1993). "Ultima Underworld 2: Labyrinth of Worlds". PC Review. Pg. 50-54. 
  4. ^ a b c d e f g h i Ricketts, Ed (March 1993). "Ultima Underworld II: Labyrinth of Worlds". PC Format (18). Pg. 40-43. 
  5. ^ a b c d e f g h i j k l m n o "An Interview With Looking Glass Technologies". Game Bytes. 1992. Archived from the original on April 19, 2013. Retrieved February 15, 2009. 
  6. ^ a b c d e f g h i Ultima Underworld II: Labyrinth of Worlds Manual. Origin Systems. 1993. 
  7. ^ a b c d e f g h Sencat, Doug (May 1993). "The Gilded Cage; Will the Avatar Ever Escape Ultima Underworld II?". Computer Gaming World (106). 34, 36, 38, 40. 
  8. ^ a b c d e f g McCandless, David (April 1993). "Ultima Underworld II: Labyrinth of Worlds". PC Zone (1). Pg. 26-30. 
  9. ^ Grossman, Austin (1993). A Safe Passage Through Britannia. Origin Systems. ISBN 9781234746520. 
  10. ^ Looking Glass Technologies (1993). Ultima Underworld II: Labyrinth of Worlds. Origin Systems. "The Guardian: All who choose to serve me shall be spared. All others shall rot within these walls." 
  11. ^ a b Burrill, William (May 8, 1993). "Underworld Maze Game an Excellent Adventure". Toronto Star. LIFE; pg. J4. 
  12. ^ a b c d e f Grossman, Austin (1993). Ultima Underworld II Clue Book: Gems of Enlightenment. Origin Systems. ISBN 978-0929373126. 
  13. ^ Looking Glass Technologies (1993). Ultima Underworld II: Labyrinth of Worlds. Origin Systems. "Bishop: Indeed, I must be gone from here. Once free of this field, I shall be able to rejoin my troops by mystic means." 
  14. ^ Looking Glass Technologies (1993). Ultima Underworld II: Labyrinth of Worlds. Origin Systems. "Narration: He hands the gem back to you, now slightly warm to the touch / Nystul: Thou shouldst bring this down to the larger gem in the sewers, and experiment. There might be some... interesting effects." 
  15. ^ Looking Glass Technologies (1993). Ultima Underworld II: Labyrinth of Worlds. Origin Systems. "Altara: Bishop told me you might come." 
  16. ^ Looking Glass Technologies (1993). Ultima Underworld II: Labyrinth of Worlds. Origin Systems. "Altara: There will be an observer in thy castle, some magical creature lurking in the sewers and tunnels there." 
  17. ^ Looking Glass Technologies (1993). Ultima Underworld II: Labyrinth of Worlds. Origin Systems. "Altara: Keep this dagger with thee! ... [Although] other weapons may wound it, only this blade can deal the killing blow." 
  18. ^ Looking Glass Technologies (1993). Ultima Underworld II: Labyrinth of Worlds. Origin Systems. "Guard: I hardly know how to say this... but Lady Tory... / Miranda: Yes? Out with it! / Guard: Julia just found her, sir. I...she's been killed." 
  19. ^ a b c d e Bauman, Steve (January 30, 2000). "The Tracks of His Games". Computer Games Magazine. Archived from the original on September 8, 2003. Retrieved October 27, 2010. 
  20. ^ a b Weise, Matthew (February 25, 2011). "Looking Glass Studios Interview Series - Audio Podcast 1 - Austin Grossman". Singapore-MIT GAMBIT Game Lab. Archived from the original on July 20, 2011. 
  21. ^ a b c d Mallinson, Paul. "Games That Changed The World Supplemental Material". PC Zone. Archived from the original on July 21, 2010. Retrieved March 9, 2009. 
  22. ^ a b c d e f g h Rouse III, Richard (2005). Game Design: Theory & Practice Second Edition. Wordware Publishing. 500-531. ISBN 1-55622-912-7. 
  23. ^ a b Weise, Matthew (March 21, 2011). "Looking Glass Studios Interview Series - Audio Podcast 2 - Dan Schmidt". Singapore-MIT GAMBIT Game Lab. Archived from the original on March 27, 2014. 
  24. ^ a b c Taylor, David (1993). "An Interview with Warren Spector of Origin Systems". Game Bytes Magazine. Archived from the original on October 9, 2013. Retrieved July 13, 2011. 
  25. ^ a b Staff (2001). "PC Gamer Top 100 2001". PC Gamer UK. Archived from the original on June 17, 2002. Retrieved June 19, 2011. 
  26. ^ a b Staff (August 7, 2007). "PC Gamer's Best 100". PC Gamer UK. Archived from the original on March 23, 2011. Retrieved June 19, 2011. 
  27. ^ a b Staff (February 16, 2011). "The 100 best PC games of all time". PC Gamer US. Archived from the original on February 19, 2011. 
  28. ^ Weise, Matthew (March 4, 2012). "Looking Glass Studios Interview Series - Audio Podcast 10 - Paul Neurath". Singapore-MIT GAMBIT Game Lab. Archived from the original on March 29, 2013. 
  29. ^ Starr, Daniel (1994). "An interview with Looking Glass Technologies". Gamebytes. Archived from the original on April 19, 2013. Retrieved January 26, 2006. 
  30. ^ Todd, Brett (March 20, 2002). "Arx Fatalis Preview". GameSpot. Archived from the original on November 2, 2010. Retrieved February 9, 2009. 
  31. ^ Purchese, Robert (July 1, 2014). "Underworld RPG series returning with new game". Eurogamer. Gamer Network. Retrieved July 1, 2014. 

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