Scanlines can’t remember much of the past 20 years, but what he can recall is a true fear of a fictional being, which made him realise just how video games are an important form of art.

I bought the game on a whim. Now that may seem like a non-important piece of information to you, but here, listen.

Not many people are lucky enough to be able to say “I stumbled upon my favourite XXX ever by total chance”. This triple-X does not refer to porn, dear reader – do me some credit at this early stage. It refers to a thing, an object, or an idea. Your favourite piece of cheese ever, for example, or your favourite sandbox RPG open-world puzzle-fighter dolphin simulator.

For me, System Shock 2 is my favourite PC game ever. I stop short of saying my favourite video game ever because, in a world where Superman 64 exists, I just cannot make that claim. However, for computer games made within the last 20 years or so, this is The One. Why? Well, you shouldn’t even be asking why, because I’m telling you. Chill your beans.

Shortly before Big Box™ PC games became too costly for developers to give a damn about – which is another article entirely – there was a final dying renaissance of the so-called “big yins” that graced the shelves of your local HMV or Virgin Megastore. Beautiful, elaborate colourful pieces of cardboard enticed you with promises of huge, inch-thick manuals, and fabulous tactile extras inside the box. We’re talking obscene amounts of paper and cardboard here; entire rainforests were laid to waste to satisfy gamers in the days before voucher codes and frigging bits of plastic hanging on a store wall became the status quo. Carbon footprints didn’t even exist, man! It was amazing.

The box art of System Shock 2.







Looking Glass / Irrational



(Mis)Adventures in PC building

But I digress. Between 1996 and 1999, there were hundreds of great releases, all in huge boxes to proudly display on your shelf – games like Syndicate Wars, Tom Clancy’s Rainbow Six: Rogue Spear, Ultima Collection, Fallout, Dungeon Keeper 2 and Nocturne. These are just a few from my personal collection that managed to survive all these years. Luckily, System Shock 2 also survived, not least because it’s one of those “it made an impression on me” sort of games: a true piece of art that stuck with me regardless of age, or how many brain cells I’ve obliterated along the way.

It was made ever-more memorable by being one of the first games I played on the first PC I ever built myself. I watched a friend of mine (who is now a bitter enemy) build a PC and simply kinda remembered how to do it myself, after getting some advice from him about which parts to buy. I made my investments, waited for them to arrive, then started to build. The following is not made up.

The first attempt resulted in an electric shock because I was fiddling with some jumper cables that I really should have just left alone. This also shorted out the motherboard. Strike one.

My second attempt with the new motherboard, which I managed to return despite the error blatantly being my fault, went smoothly until I knocked over the juice I’d been drinking onto the CD-ROM drive. This promptly ruined the laser. Strike two.

Finally, when I’d bitched and moaned enough at my dad to drive me to another computer fair the next day to pick up a new drive, we were ready to roll. Until I realised I had fuck all to play on my new PC. Strike three. I went to sleep angry.

In a time before scalping…

I woke up the next day with a burning urge to game on my new self-built, as-yet-unexploded rig, so after work I head to my local HMV and perused the big boxes. I saw one or two that caught my eye, but nothing I could really be bothered to drop £30 on. Disheartened, I shambled over to the PlayStation aisle and took a quick look there just in case. I pick up a game with terrible box art called Clock Tower and, to this day, I regret not buying it because as it turns out, the Clock Tower series is excellent and it now goes for a fortune on eBay. Scalpers dude, scalpers.

Soon, I upgraded myself from disheartened to dismayed, and turned to leave the store, though I once more snuck past the PC section on my way out. About three-quarters along the aisle, I stopped and marvelled at something odd – a black box that wasn’t where it was supposed to be.

You know the score: people pick something up, walk around the store with it for ten minutes and then plonk it down somewhere else. Lazy people. Lazy, and annoying, and I hate them, but by jove this day I loved them, because if it wasn’t for that idiot carelessly discarding this game in the completely wrong section, I might never have noticed it.

The box was black, and slightly thinner than most big boxes of the time. It had a glossy finish which caught the light as I picked it up. The front cover immediately sold me on the game before I knew what it was about, or before I’d even turned it over to check the screenshots. It featured a haunting female face, emblazoned with wires and conduits and circuit pathways, floating silently in a backdrop of deep space, while a huge spacecraft moved through the ether underneath.

She looked like a mechanised god considering the universe around her. The spacecraft was tiny in comparison to her visage. But there was something residing in her eyes that told me she wasn’t to be trusted. I had no idea.

I picked up the box, took it to the cash register, and got the bus home as fast as I could. On the ride back, I checked out the manual. Games had manuals back then – imagine that, kids! It was a ritual of mine to quietly pore over the instructions on the way home, which is something you often don’t get the opportunity to do these days. Today, you’re lucky if you get a slip of paper with a code on it for some DLC you never asked for – like a weapon skin you’d never use, or a three-day online pass you’d never touch.

The definitive cyberpunk horror RPG

In a nutshell, System Shock 2 is an atmospheric first-person RPG set in deep space. But it’s not just that – it’s a cyberpunk horror that’s out to get you. You assume the role of an amnesiac soldier who wakes up on a starship, only to find that everything has gone absolutely mental. Your objective is to work out what happened, see if you can remedy the problem, and consequently get the hell off said ship.

Along the way, you encounter horrible hybrid mutants, psychic monkeys, killer AIs and gigantic arachnids, and you soon come to realise that something else is pulling strings behind your back as you move through the decks of the ship. Something, or someone else, is here with you, and they’re watching your every move.

If you’ve ever played an Ultima Underworld title, then just imagine those elements transposed onto a sci-fi backdrop and you’re halfway there. You can expect lots of inventory management, limited resources, enemies around every corner… standard RPG fare. But System Shock 2 is no standard game; it’s a genre-defining classic that’s still a strong influence even today. If you’ve played last year’s excellent Prey, you’ll have some idea of what to expect with System Shock 2.

The art of good intro cut scenes

Anyway, enough preamble – but allow me to put on my wank hat for the remainder of this piece.

As I’ve said in no uncertain terms, System Shock 2 is a work of art.

It’s important to note at this point that I’d not even heard of the franchise before. I knew of the creators Looking Glass Studios, developers of the seminal title Thief: The Dark Project and the fabulous Ultima Underworld series. Still, System Shock – something reviewed for GameTripper by Dark Blue Monkey – had completely passed me by.

Undaunted by this, System Shock 2 had me right from the opening cut scene. Instead of me bleating on about it, watch it for yourself! It still gives me goosebumps…

Now that’s an intro, folks. It established a creepy atmosphere early, adequately summarised the first game so I didn’t have to play it, and then gave me the classic “XXX YEARS LATER” setup for what was about to come. It’s pretty much exactly how movie sequels did it at the time, too. I guess things were simpler in the 90s.

The first section of the game was just a very basic tutorial where you learned the core mechanics of the game from some patronising robots.

You also got the opportunity to choose your class, with the standard RPG archetypes condensed into three cyberpunk-style space types. You could be a standard Marine who’s well versed in weapons, a Navy recruit skilled in technology, or a Black Ops Psi user; Psi powers were the magic spells of the System Shock world.

Thankfully, this section was very short and it wasn’t long before you were thrown well and truly into the deep end.

Waking up is hard to do

The game started with a literal bang.

Your character woke up and things were already kicking off. I had no idea who I was; all I knew was that I’d just woken up on an enormous spaceship and shit was blowing up, and oh yes, there was a dead body over there. Wonderful. Things were on fire and the situation didn’t look good. Naturally, panic set in pretty quickly for me.

Elapsed time: 20 seconds. Not bad; I usually started to panic during loading screens so this was pretty good going.

A female voice interrupted the chaos and seemed to broadcast directly into my brain. She told me to move fast and get out of this area before the whole thing became depressurised. And what do you know, the voice saved your life just in time by guiding you through a bulkhead that sealed the doomed area behind you.

The voice belonged to Dr Janice Polito, the lead scientist and computer engineer of the Starship Von Braun, the vessel you were on. Polito informed you of the dire situation aboard the ship and acted as your guide in the early parts of the game. She told you to come and meet her on the Operations Deck, but of course, getting there wasn’t so easy.

“Welcome” to the Starship Von Braun

The first deck you visited during the game is where you woke up: MedSci Deck 2. This whole area served rather cleverly as the extended tutorial part of the game, although probably not what you may be used to in the way of tutorials. I’m not talking those “Press X to weld steel beams together in three seconds” type advice here; what you had here was a rather brutal trial by fire as you came across enemies you couldn’t defeat, robots you couldn’t destroy, and gun turrets that annihilated you in mere seconds. On top of that, you faced a labyrinthine deck structure that immediately established a sense of confusion and panic as you ran from corridor to corridor, desperately trying to achieve your goals.

Did I say goals? I meant riddles. Check this out. This was the first task, quest, or whatever you want to call it that you get in the game…

To get to Polito, you needed to reach Operations (Deck 4) via the main elevator, which was offline because the main power had been switched off by the ship’s computer, XERXES. As a result, you needed to get the main power back on, which could only be achieved by visiting the Engineering deck, which could only be accessed via a security hatch, which was locked. So you needed to find the code for the hatch, but only one person knew that… and they were locked up in a different sector. And you needed to find the key for it.


Luckily, this was one of those long-term quests that changed as you progressed through the game. Your main goal at this point simply seemed to be the act of reaching Polito, and overcoming the obstacles that prevented you from doing so. So, so many obstacles.

Shortly after waking up, you were introduced to the hybrids: remnants of the ship’s crew who had seemingly been taken over by parasitic creatures. These were your main antagonists for the early parts of the game, along with the wandering droids, gun turrets and monkeys (yeah… we’ll get to those). They aimlessly roamed the corridors and constantly made mention of something called ‘The Many’. Who the hell were they? Just how MANY were there? Where was my mother?

It’s all in your head

Suck it up: you were alone here. Polito was the only other living thing you had heard so far in the game, and this illustrated something the game creates incredibly well: feelings of loneliness and isolation. To many, that may sound horrible, but even now, it’s the mark of a quality role-playing game that you can become so immersed in it’s world where you start to truly empathise with the character you’re playing. And when a game gets inside your head, you know it’s really working its magic.

The eerie ambient soundtrack of System Shock 2, when combined with its intricate level design that comprised various decks of the ship, also served to heighten the fear. Decks were large and detailed, but could be very dark in places; it was sometimes very difficult to see without whacking up the gamma. Thankfully, you only had to suffer a loading screen when moving between bulkheads that took you to other decks or subsections, and individual areas were large enough that you could leverage the darkness to hide from enemies.

Also apparent right from the start were the smooth and fluid controls. System Shock 2 used the Dark Engine, the same game engine as the first two Thief titles. Proper mouse-look controls were still not completely dominant in PC first-person gaming – even in 1999! – and to have it successfully implemented in a game was a real treat. The seamless switching from on-screen first-person 3D movement to interface and inventory access was, likewise, an excellent feature at the time.

But, while it was easy to marvel at these features so early in the game, well, shit was still kicking off. Back at the Von Braun…

Sucks to be him.

There were dead crew everywhere. You pieced together their final moments from audio logs found scattered around the ship. These audio logs largely served as the narrative for the game, filling in the blanks as to what happened on board the Von Braun while you were blissfully unaware in cryosleep. The voice acting was, on the whole, very good, although there were some “voice actors” that clearly phoned it in.

It isn’t all just mindless filler, though; there were ongoing dialogs and interactions between crew that established an uneasy sense that something wicked was lurking in the undercurrents. There’s even a sweet romantic side story that went back and forth between two of the ship’s crew, Tommy and Rebecca.

When you moved past your first real bulkhead into a new area – a subsection of MedSci – you started to hear monkeys screeching. The monkeys held a secret which I just can’t spoil for you here, but let’s just say that if you’re planning to embark on a playthrough of System Shock 2, it’s worth exploring the opening area of the game very carefully for a certain item that may be of use later on…

And so, you eventually got your arse down to the Engineering Deck and went hunting for a means to switch the lights back on.

Horror, all the way down

Things started to get a little weird. You started to get more of the story; audio logs from senior crew members also became oddly monotonous and self-serving. The growing crisis on the ship had affected some more than others. “The Many”, to whom you had been hearing more and more about as you progressed, introduce themselves to you abruptly, and without warning.  Not through audio logs, oh no, but by hijacking your brain and forcing nightmarish visions on you. Visions of flesh, visions of hell, where The Many beckon for you to join them.

This was, indeed, another thing System Shock 2 did exceedingly well for its time. True to its name, it actually shocked you. It frightened you, and not in cheap ways, although there were a couple of well-executed jump scares.

Some of the set pieces were truly unnerving and, for a horror movie fan, this made the game all the more appealing. System Shock 2 has been compared in parts to the 1997 film Event Horizon, which was a flawed but entertaining sci-fi horror that was also set on a derelict spaceship. You could easily see the influence of such a film in the DNA of the System Shock franchise and, later, the BioShock series of games. On the silver screen, body horror is hard to do well, especially nowadays, with post-production CGI and cheap editing tricks.

However, the gaming canvas is not plagued by these issues. If you can animate it, then it can exist. The hybrids, with their distorted faces; the monkeys, with their exposed brains; the hatching pod eggs; System Shock 2 had them all, and much more.

Fucking hell mate.

Mutants and flesh creatures aside, we haven’t even reached the real problem on board the Von Braun yet, but we’re getting closer. On the Engineering deck, audio logs described a mysterious AI that worked with one of the crew members. What could that be about? It’s probably nothing right? …right?

You also started to realise that something is not quite right with Polito, as she barked orders and demands at you as you moved through the decks. She seemed a little on edge, and often chastised you for simply trying to achieve the goals she set out. She got annoying; when I got to Operations, I thought to myself, I’m going to have serious words with her.

After much hardship and with scarce ammo (save every bullet…) the power was turned back on and I jumped in the lift to go and see Polito, only to be stopped on the deck above by some kind of fungus. Yeah. Now I had fungus to deal with too.

Long story short, the Hydroponics deck contained chemicals that dissolved the fungus blocking the elevator. This is where the difficulty of the game ramped up significantly; you had much tougher enemies and more punishing computer systems. Hacking computers was a competently designed node-clicking minigame built into the very soul of System Shock 2. No matter which class you chose to play as, you’d probably choose to develop your hacking skills because it was just so damned useful – and required so often.

That time a game changes you forever

Skills such as hacking, repairing and maintaining – along with Psi disciplines that served as the “spells” of the game – were unlocked by spending cybernetic modules found scattered around the ship. You also got them as quest rewards, from time to time. There was a vast array of skills and disciplines to learn, but you’d never be able to learn everything in one playthrough. Indeed, some Psi skills were essentially useless and a waste of skill points – misdirection in action. For real though, if you plan on embarking on this game nearly 20 years after its release, make sure you take hacking, or you’ll be sorry. I completed it once without hacking because I’m hardcore, but it’s also the reason I’m no longer invited to LAN parties because apparently it was my fault things got broken.

And just when you thought they couldn’t, the audio logs got weirder. People were clearly being influenced by “The Many” on a large scale, including the captain of the ship, and Polito was still being a bitch as you finally cleared the way to the Operations deck and hopped in the elevator. Just one more bulkhead loading screen and I was finally going to give that woman a piece of my mind, after she’d barked orders at me like that for hours. Ho boy.

What happened next changed how I viewed video games forever. It’s a bold statement that sounds a bit wanky, I’ll admit, but hey, it’s what you came here for.

The door of the elevator opened, before you walk along a relatively long corridor. It’s eerily silent; the music changed from annoying techno to a low-droning hum. As you approached the door at the end of the corridor, dread seeped into your very being, and you had no idea why. The door opened into a small room without many features. There were terminals, lights, and a desk with a chair in front of it. In the chair was Dr Janice Polito. On the floor was a gun with one spent round of ammunition lying near it. She had clearly been dead for some time, by the looks of it.

And then the real voice revealed herself. The walls of the room literally fell away as they were replaced with cybernetic visions of SHODAN, the rogue AI from System Shock. She wasn’t dead; not even close. What’s more, she’d been impersonating Polito to manipulate you the entire time. I was floored as I just didn’t see it coming. I had no idea I was being deceived, no idea that a machine was impersonating my supposed saviour. I felt betrayed.

But in a good way?

And you know what? It was a glorious feeling; it made me realise that video games weren’t just a distraction, a time sink or a leisure activity. They created worlds upon worlds that could make you feel like you were a part of them. They could suck you in and make you feel uneasy and scared, lost, alone and trapped.

But if you could feel these kinds of things while playing games then why not the opposite? Elation, pride, achievement! Like all good forms of art, video games can engage us at that emotional, human level. It doesn’t matter if it’s sheer excitement and heightened reflexes brought on by the adrenaline rush of playing a good shmup, or the dread experienced from a good survival horror. If a game sets out to and consequently is able to trigger these base emotions, then the designers have created true art which resonates with you the player.

This is why System Shock 2 is such a fond memory for me. Sure, I’d felt immersed in plenty of games before; hell, I’d been playing them since the Commodore 64 days when I was just four years old. But never to this extent was I so sucked in. I was still relatively young at the time, I didn’t know what I was doing with my life, and I didn’t much care or think about it. But after playing this game I realised something important: that good art takes many forms, and can be appreciated even if it makes you feel uneasy at times. Once in a while, it’s important to step outside your comfort zone, and it sounds ridiculous to say that I came to that conclusion after playing a video game, but hey, that’s what happened.

Did System Shock 2 get everything right? No, of course it didn’t. The music, as I’ve already mentioned, could be annoying when the pace just wasn’t appropriate. There was no real mood music except for certain key points. You’d be hiding quietly under a desk in the dark hoping that a Cyborg Midwife just passed you by, while the soundtrack would be going full TECHNO TECHNO TECHNO like some awful student dive bar in your hometown.

The mapping system was also flawed. At the time, I remember thinking it was so cool that you could annotate the map with whatever you wanted, but that quickly faded away as you realised that the way the deck maps are drawn is just not intuitive in the slightest. I actually found it more helpful to turn on taps or showers in any bathroom I found, so I knew I had been there before.

Despite being a first-person game, it is certainly wasn’t your average FPS. Primarily, it was a role-playing adventure and the interface reflected the complexity of these games. The on-screen HUD was confusing at first, and there were just so many things you could click on. You opened up a window you had no idea about, tried to close it, opened up another window that made no sense, then hit the escape key until they all went away. It did become intuitive as the game progressed, thankfully, and there were tons of hotkeys for virtually every clickable menu.

In conclusion, Insects

To say that System Shock 2 was incredibly influential in gaming is not a matter of opinion. When its spiritual successor emerged in the form of BioShock, fans went crazy. They thought they were getting a Shock game for the 21st century. Sadly, they did not. While it’s still a very good game in its own right, BioShock paled in comparison to its ancestor in terms of scope, vision and narrative complexity. The less said about BioShock sequels, the better. The future for Shock fans, however, looks exceedingly better. A remake of System Shock is in the works with Nightdive Studios, and System Shock 3 is currently being developed by OtherSide Entertainment.

As for System Shock 2, my story only brings you around halfway. The rest of the plot is left as a mystery for you, dear reader, as I could talk about this game for hours, but you really need to try it out for yourself. The romantic subplot between Tommy and Rebecca that I mentioned earlier? Well, let’s just say you’ll want to pay close attention to the end credit sequence if you had been following the tale of the lovers.

As for SHODAN? We didn’t even begin to scratch the surface of what she/it truly is, or why she’s one of my top-three game antagonists of all time. That’s a story for another time, perhaps. For now, insect, you’ll have to experience her like the rest of us did.

Alone, and scared.

Panting and sweating as you run through her corridors.


  • Incredible storytelling
  • Dripping with atmosphere
  • Intricate level design
  • Challenging difficulty


  • Music isn’t anything to write home about
  • The endgame becomes a bit of a slog
  • SHODAN inhabits my nightmares now

Scanlines’ take

System Shock 2 is a true cyberpunk horror classic that still holds up today. It taught valuable lessons in atmospheric game design, using fear as a driving force as well as a narrative choice. Once you play this game, you’ll never forget it.