Video_02 Gearbox co-founders Randy Pitchford and Brian Martel. photography Nick Prendergast

It has all the trappings of a classic American tale: wild success, abject failure, and the hope of wild success again. In 1996, a ragtag group of Dallas video game developers releases Duke Nukem 3D, a first-person shooter that helps define the genre, as it sells 3.5 million copies and makes its creators wealthy. And then the unthinkable happens. Those same developers, after working for 12 years on the sequel, Duke Nukem Forever, give up. Their company collapses. It is as if George Lucas announced The Empire Strikes Back and then failed to produce it.

That was two years ago. But now, at last, Duke Nukem Forever will have its comeback. Next month, Plano’s Gearbox Software will release the game. It’s hard to exaggerate the buzz among gamers. Months before the release date, Duke Nukem Forever was one of the top trending topics on Twitter. As one online commenter put it, Duke Nukem Forever is the white whale and the second gunman combined. And it couldn’t have happened anywhere but Dallas.

The exact location of the game’s resurrection is an office building on Park Boulevard in Plano, not far from Central Expressway. Gearbox is clearly a video game company. There are whole rooms full of slouching kids test-playing games, the snack closet is impressively deep, and toys line shelves. But Gearbox’s offices on four floors also feel organized and uncluttered, grown-up. New character designs are neatly push-pinned into a board on an otherwise white and unmarked wall. The space feels clean, with ample room to be both creative and productive.

Company co-founder Randy Pitchford, who quit studying law in California to come to Texas and design games, is wearing a black velvet jacket and designer glasses. His hair is messy-spiky. He looks a little like the magician he once was. For the last 12 years, he’s been president and CEO of Gearbox. His decision to buy Duke was a business one—Duke is one of the best-known brands in a multibillion-dollar industry—but it was also personal. “Duke was where it began for me professionally,” Pitchford says. “In many ways, I feel like I owe Duke my career.”

Pitchford once worked for 3D Realms, the Garland company that created Duke Nukem. He met Gearbox co-founder Brian Martel while there. They first teamed up on the original Duke game; Pitchford designed levels and Martel was an artist. Later, a number of former 3D Realms employees who’d worked on Duke came to work at Gearbox, too. So not only was Duke one of Pitchford’s first games, but it also indirectly led to founding and staffing his company.

When the game’s creators announced that Duke was dead, no one, Pitchford and Martel included, thought that was the right ending to the story.

The eponymous Duke Nukem makes Stallone look wimpy and Schwarzenegger look like a feminist. He spews one-liners. For the first-person shooter, that was revolutionary back in 1996.

Video_03 Character and weapon ideas for Borderlands, another Gearbox game; and testing new games. photography Nick Prendergast

“Duke Nukem is kind of where it all started,” says Jesse Divnich, an industry analyst and a vice president at Electronic Entertainment Design and Research. Duke was one of the first prominent digital characters. Before him, Divnich says, story line and character weren’t all that important. Where once people just manned guns and went after bad guys, now they were actually playing a specific character. There was Mario, yes, but for the first-person shooter, Duke was novel. Mario never had a catchphrase. “It’s time to kick ass and chew bubble gum, and I’m all outta gum,” Duke said as he wasted aliens and mutant humans in a dystopic Los Angeles “sometime in the early 21st century.” Duke’s catchphrase was lifted, more or less, from Roddy Piper in the movie They Live. The game made all sorts of references to pop culture. At one point, Duke comes across the corpses of Luke Skywalker and Indiana Jones.

When the sequel was delayed a few times, gamers didn’t worry too much. Development delays in the industry are common. Dan “Shoe” Hsu is a veteran video game journalist and co-founder of gaming site (full disclosure: he and I once worked for sister gaming magazines). “It’s almost kind of embarrassing,” Hsu says. “I used to upgrade my PC hardware in anticipation of that game.” But then it didn’t come out. And didn’t come out. And didn’t come out. Hsu stopped upgrading for Duke. (Even now, as D Magazine was going to press, the game was delayed a month. “Five-week delays are not uncommon in this industry and happen very often,” says a Gearbox spokesperson.)

A website about the endless delays lists all the projects that were completed faster than Duke Nukem Forever (including digging the Suez Canal, by hand) and points out how different the world was when the game was announced (“Google, eBay, and the term ‘web log’ didn’t exist”). The site—The Duke Nukem List—has had more than 34 million unique visitors. That’s a lot of people paying attention to/mocking/wishing for a game that didn’t exist.

Understanding what went wrong is tricky. Scott Miller cofounded 3D Realms, Duke’s creator. He explains that, at least in part, they failed to finish the game because they struggled with the challenges of success. “We didn’t grow the company like we should,” he says. When 3D Realms shuttered in the summer of 2009, it had about 30 employees. By comparison, Gearbox has about 200. There were some complications with the publisher, too.

People with inside knowledge offer other possible explanations. George Broussard is the other co-founder of 3D Realms. He didn't respond to an interview request for this story, but those involved say he was a perfectionist and that he kept making big changes to the game. As video game technology advanced, he wanted to use the latest and greatest tools, forcing his development team to start over almost from scratch more than once. Another theory: the developers made so much money from the first game that they didn’t feel the same pressure other developers might have felt to ship the sequel. Or maybe the delays sprang from all of the above.

Whatever the reasons, after a lot of years of work, 3D Realms folded. Employees were laid off, and the game officially, finally died. Duke, the mouthy, cigar-chomping badass who saved Earth from aliens, became the poster boy for vaporware, industry-speak for a product that never actually gets produced.

Then along came Gearbox’s Randy Pitchford, who acquired the game under some special circumstances.“We should perpetuate a rumor that I won it in a poker game,” Pitchford says. In fact, Pitchford does play poker with Broussard. They’re friends. But that’s not how the deal was done.

The 3D Realms guys—Miller and Broussard—simply trusted the Gearbox guys with their baby. “We know they have a passion for the brand,” Miller says. “We know that they understand the brand.” Remember, Pitchford and Martel used to work for them. Now they were friends, part of a close-knit community.

“Dallas has had this collaborative,” Martel says. “We all make shooters and first-person games, and this is the place that’s supposed to be the hub of that.” Any animosity Miller and Broussard might have felt about Pitchford and Martel leaving to start their own company years before had “kind of tempered over time,” Martel says.

Video_04 Gearbox employees Kyle Pittman and Daniel Algood enjoy some free time in Gearbox’s game room. photography Nick Prendergast

“I find it easier to negotiate with people that I know and trust,” Pitchford says. Plus, Pitchford says, Gearbox didn’t need Duke, and 3D Realms was comfortable with the fact that they’d “already burned their house down.” That made everything easier. “When both parties are comfortable not doing the deal,” Pitchford says, “it actually makes it really easy for both parties to find the happy place that everyone is comfortable with.”

Pitchford won’t reveal the terms of the deal, but he estimates that 3D Realms had sunk $25 million to $30 million into Duke. “Optimally,” he says, “they don’t want to feel a loss.”

“Everyone’s going to make a ton of money off this,” Miller says.

There were other important factors in 3D Realms’ decision to sell to Gearbox. Gearbox has a good relationship with Duke’s publisher, Take-Two Interactive Software, which helped resolve a lawsuit the publisher had filed against 3D Realms. Gearbox’s location in Plano also played a role in the sale. Miller and Broussard can more easily stay involved. They still own the film rights, for example. “It makes sense for us to still be in very good contact with each other because stuff that’s happening on the film side might relate to the game side and vice versa,” says Miller, who has an office at Gearbox.

But it’s Gearbox, along with all the former 3D Realms employees who now work there, that has to complete Duke Nukem Forever. Martel says his team has taken a simple approach to finishing the project. “It’s not quite magic. It’s just roll up your sleeves and do the hard work,” he says.

When 3D Realms shut down, most of the employees got other jobs, but a handful of the team kept working on Duke in their houses. They formed Triptych Studios. The Triptych team, with its institutional knowledge, was given offices at Gearbox. Then the Gearbox and Triptych teams worked together to find the shippable game inside the years of graphics and minigames and dead ends and great starts.

That meant culling. It meant “being an advocate” for the consumer and finding the “cohesive game—beginning, middle, and end that feels right,” says Martel. Gearbox had a history of shipping games—often successful ones—and they had the system down. They knew the certification process so that Sony and Microsoft and crew would certify the games for their respective systems. They had teams dedicated to figuring out technical issues with translating the PC version of the game to consoles. Mike Wardwell, the very first employee Gearbox hired, is the producer on Duke Nukem Forever. He put his years of expertise into getting the game out the door. Wardwell “can really make the harsh kind of decisions,” says Martel. He can decide what can be removed, what won’t matter to the customer.

This, more than anything else, may be the reason that the game is finally shipping. When someone has gotten too close to a project, worked on it too long, it can become impossible for him to make those harsh decisions. Even Nobel laureates need editors. Gearbox was that editor.

Video_05 Ryan Fields takes advantage of the company’s capacious snack pantry. photography Nick Prendergast

And how will Duke be received after all these years? Video games have changed dramatically since Duke was first unleashed on the world. Even with Duke Nukem Forever’s technological updates, the core game was conceived in another era. “Nowadays we’re used to more anti-heroes. We’re used to guys that have weaknesses,” Hsu says. Plus, he says, the first-person shooter has exploded in the last 10 years. “It’s going to have a lot of catching up to do to compete with those other products,” he says.

Hsu played a preview version of the game at a recent junket held in a strip club in Las Vegas. The city serves as the setting for Duke Nukem Forever. And, yes, Duke himself does visit a strip club in the game. started a petition to get Walmart to refuse to sell the game. Nonetheless, Hsu expects that the game will have “some success with mainstream America.”

Divnich, the analyst, was also there for the test run. He’s confident the game will do well. He is almost adamant that everyone should play the game so “that they understand a little bit more about where the video game industry has come from.” He calls Duke Nukem Forever an “ode to what games were.” Playing it is like “having your kids watch the first Star Wars title,” something everyone should do. Historical significance aside, Divnich says the game is really, really fun.

Common wisdom says when a business experiences explosive growth, the people who founded it are rarely the right ones to manage it. Which makes sense: inventors are people who, by definition, see in ways that other people don’t. That vision can be great for redefining a genre, as Duke did for first-person shooters, but visionaries are rarely good at overseeing day-to-day operations.

Handing over a project to someone else presents another set of challenges, but in this case, a lot of pieces fit. The new guys started with the original guys; the friendship began with professional respect; they’re still in close contact; everyone wants to play fair when it comes to money; and they all love the game. It’s not a recipe for success—nothing is—but it makes a lot of sense.

Regardless of how successful the game ultimately is, there’s something powerful about just finishing it. My husband, a former hard-core gamer, was shocked when I told him Duke Nukem Forever was actually coming out. He spluttered a little, and his eyes widened. If you look vaporware up in a dictionary, he said, you’ll see a picture of Duke Nukem. He was silent for a moment, then added, “I guess they’ll have to change the dictionaries.”

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