Before we start, I should point out that you can watch this guide in video form over on my YouTube channel. I would also recommend watching my video on the first game (but I am biased, obviously, and need the watch hours - it is not essential viewing). Everything here should (hopefully!) make sense regardless of whether or not you read up on the first game.

Having written so much about both these games, and having spoken to so many people about it, I'm...still not totally sure why I like them so much. There's just something so incredibly engaging about the format, yet it's somehow incredibly relaxing to play as well. Not only is it uniquely charming, but it's uniquely placed in Telltale's history - perhaps in video game history as a whole.

Either way, I can't really tell you a good reason behind why I made two videos / guides on this. It's just a cool game I guess. Feel free to skip around my ruminations as you please (and thanks to everyone who's already watched for all your support! couldn't do it withoutchya)

The year is 2012. The date is November 19th. Our story begins in San Rafael, California, with North Bay Business Journal reporter Jeff Quackenbush[www.northbaybusinessjournal.com]. He writes:

Originally posted by Jeff Quackenbush:

Telltale Games [just] signed a [lease] for 22,000 square feet of offices…on the fourth floor of Marin Executive Center…That nearly doubles the size of Telltale's studio, currently located on the east side of the city.

"We've maxed out where we're at," said Dan Connors, chief executive officer and co-founder. "Civic Center will give us [the] room we need to grow our team and take on more projects on a yearly basis."

Having made a huge breakthrough, video game company Telltale was the coolest kid on the block. Riding high off the spoils from The Walking Dead, it seemed as if Telltale was on top of the world. Being crowned creators of “Game of the Year” at the Video Game Awards[community.telltale.com] had given them a new lease of life, and plenty of notoriety. “Studio of the Year”, “Best Adapted Video Game”, and “Best Downloadable Game”[en.wikipedia.org], Telltale was up there with the rising stars of the era, the likes of Gearbox’s Borderlands and Valve’s Portal 2 when it came to winning prestigious accolades. Making good friends at the top of the tower, Telltale’s pursuit of fame saw the complete rebirth of the adventure genre during an especially competitive time for gaming.

Originally posted by Jeff Quackenbush:

Telltale plans to move into its new home in March or April. The new studio will be able to accommodate 160 employees and satisfy company growth plans for the next few years, [Connors] said. The company plans to ramp up the staff in 2013.

Telltale was moving away from the coast to develop a bigger network further into town, but they stayed in Marin County, where various other companies like Take-Two Interactive and Activision were now also setting up sub-studios. Seeking to secure new IP’s for future episodic content, Telltale really wanted to put themselves on the map for all others to see. Pioneering the world of interactive drama, taking seats on prestigious panels[community.telltale.com], the company was quickly evolving - but Telltale had not forgotten their roots. In the midst of all the action, Jeff let a secret slip in the press release:

Originally posted by Jeff Quackenbush:

Another major project in production for 2013 is Poker Night at the Inventory, developed in partnership with Warner Bros.

…wait a minute; Warner Brothers?

Originally posted by Telltale Fans:

“Is this a wire-crossed thing[community.telltale.com], or is there a new version coming out with new licensed (Looney Tunes?) characters?”

“I can see Sam trying to peak at Bugs' cards, but an ear smacks him away.”

“Maybe it will [be] Scooby-Doo and Shaggy or maybe Fred Flintstone or the Banana Splits.”

“Weren't we hinted with a sequel with "Murder at the Inventory"?

“As long as there is promos for TF2 ill be happy.”

It wasn’t beyond the pale. A little earlier that year, Warner Bros. had been muscling in on PAX Prime[www.polygon.com] to showcase their many varied upcoming works - “Guardians of Middle-earth”, “Injustice: Gods Among Us”, “Batman: Arkham City Armored Edition”, and “Gotham City Impostors”. Warners Bros. and Telltale were probably talking - and would later go on to make many games together - but in the poker department, we know what actually happened.

Despite Quackenbush's rumour, it would be a fair few months until fans heard anything firm from Telltale themselves. With TWD’s development over - for now - and with the new staff getting settled in their enlarged office, the studio needed something low-stakes to fill the time while planning new projects. Telltale kept pretty quiet until late March, when they posted an empty bowl[www.facebook.com] and told everyone to check back in a few days - directing fans to an elusive site, "thekeyparty[dot]com"[web.archive.org]. The first guest arrived on the 25th, dropping off what seemed to be keys to the DeSoto. Two days later, an Adult-Swim shaped knife was deposited. Things started getting crowded as a Necronomicon and robot-eye appeared, quickly followed by a Companion Cube keychain. Commenters speculated, and soon theorised - could it be another Poker Night at the Inventory?



Well, yes. And very obviously so. Team Fortress had already been updated[community.telltale.com], ready to implement the in-game unlockables at a moments notice[www.giantbomb.com]. If that wasn’t enough, midway through Telltale’s key campaign, Microsoft leaked the box art for the game[gamefaqs.gamespot.com]. Where before fans were unsure as to whether or not we’d be getting another round of gambling or some other experience, there was no real mystery anymore.

Still, some fans were unsure about what was going on. A key party, of all things, was especially odd - “Swingers Night at the Inventory”, one commenter dubbed it.[mixnmojo.com] Was this simply an “elaborate April Fools” day hoax[www.neogaf.com], to become a bit of trivial fun to look back on? Why else would they announce it on April 1st?

But “this is no bluff”, Telltale said[community.telltale.com] - and the sceptics were soon put to rest as further development details came from the TTG press office. This time, it was go big or go home on the unlockables. TF2 hats were back in fashion, alongside Borderlands 2 skins, so those playing on console didn’t feel too left out[community.telltale.com]. Actually, they got some extras - for those playing on PSN or Xbox, exclusive backgrounds and avatar items followed suit.


Nothing was spared from being loot-ified. In the run up to release, Steam codes were dropping left-right-and-centre for Telltale’s old titles to get the hype-train moving. Fans were even writing their own dialogue trees to try and win copies[community.telltale.com]. Real life loot was being given away at “AMD's Fan Day” that year[biasedvideogamerblog.com] - Telltale had a table showcasing PN2, although the exact nature of the “rare and exclusive prizes” one could win from playing the previews remain something of a mystery. Even buying the game early would earn you something - that being a copy of the original game. At $5 for two titles, Telltale was once again keeping a low profile on prices, much to the delight of their fans.

And so, on the 24th of April, 2013, all of this ran up so that Poker Night 2 could finally be released…on the Xbox Live Arcade?[community.telltale.com] Yes, rather bizarrely, Telltale was branching out to console territory before hitting their home ground on the PC. This was not an uncommon practice though; Microsoft would often push very hard with multi-platform releases to try and get games out on their turf first - and Poker Night was no exception. They had already done the same with Telltale’s Jurassic Park: The Game over a year ago, while episodes for The Walking Dead alternated between PSN first, or XBLA first. Xbox were trying to snatch up that early custom, away from their rivals - but what Gates forgot was the TF2 items. You couldn’t get those on the 360 release. It probably didn’t help that the Xbox version was rushed and bugged, either - but we’ll come back to that.

Two days later, it would see a Steam release - a further four days, and it was on Playstation in North America. And then, about a month later, it came out for…iOS? Poker Night 2 was clearly a lot less humble than its predecessor, seeking to make bigger waves outside of the TF2 community this time around. Making it a mobile game was perhaps the most telltale sign of this vast ambition - despite that, nobody seems to remember the Apple version.

Where Poker Night at the Inventory was a quirky indie classic, its sequel got the triple-A treatment. Branching out far and wide to meet consumers on every platform, it would later be unduly constrained by those same distribution agreements only a few years down the line. But despite that, we’re back, for a second time, at the Inventory - and tonight's tale is going to be a long one. So, grab your Banang, get some drinks from the bar, and make sure to play your cards right: this is the story of Poker Night 2.

Being in the midst of moving offices, working on another Poker Night seemed like a straightforward choice. Technically speaking, it’s simple enough, since the base engine and the poker mechanics were already set and ready to go. Now that Telltale was pioneering the world of interactive drama, it wouldn't be such a good idea to begin another big, dramatic project during their transitory moving period. The Poker Night series offered something low-stakes with regards to development - a casual game with no overarching plot, where the only big decisions are folding or raising.

Thankfully, I managed to speak to some of the Telltale staff about the games development over the course of a few emails. Here's Nick Herman, the director for Poker Night 2, on his more relaxed responsibilities:

Originally posted by Nick Herman:

The team on the sequel was maybe double what it was on the original, and there were a lot of newer folks at Telltale cutting their teeth on the project…I spent my time designing the camera and animation systems, while also directing the voice, cinematic, and animation content itself. As far as the responsibilities for directing a game goes, it was extremely light compared to something like Wolf or Tales from the Borderlands.

That didn't mean it wasn't without troubles, though. The animation work, while not overly complex, took up a good bulk of time due to the spontaneous nature of the game. According to Herman:

Originally posted by Nick Herman:

…this may be the most technically complex game we did at Telltale…one of the constraints of the game was that these dialog lines could fire at any point in a poker game, which meant you couldn't animate their neck and eyes, since where they're looking at is driven by the underlying systems…I can't remember exactly how we handled this, [but] I'm pretty sure we had to have two sets of animations, one for each state, effectively doubling all the work you had to do for each character.

Games like this allowed staff to get more experienced with the Telltale Tool, the engine that all their works had been built upon so far. And it was a pretty good time to get professionally reacquainted on something a little more low-key - Telltale was a lot more famous now, with many eyes keenly watching.

But that surely means a lot of added pressure when it comes to acquiring multiple equally famous IPs who are all happy to be portrayed alongside each other, then getting their voice actors to say all the lines, plus all of that dialogue to write - dialogue that honours the home turf of each franchise - it isn’t an easy task, by any means. Speaking to Polygon, Telltale’s VP of Publishing Steve Allison said it best; this sort of thing just comes naturally to Telltale, like a happy little accident in a Bob Ross painting:

Originally posted by Steve Allison:

‘Licensed games aren't a rarity,[www.polygon.com] but games featuring multiple and unrelated franchises certainly are. It's a formula so arcane, that [we] discovered it more or less unwittingly.’..."It's kind of a happy accident that Poker Night even exists...people came for the hats, and stayed for the poker,"

Before 2013, they had only tried the poker formula once - but they had a blast doing it. It was a trip down memory lane for the staff, with a Lucasarts legacy act on the left and resident PAX ambassador on the right. What they learned, though, is that the studio had a collective natural talent for mixing these otherwise distant players together. It seemed like the right time to try that formula again:

Originally posted by Polygon:

Character selection for the first Poker Night was a "random, organic" experience, Allison explained. The team ended up deciding on characters from companies Telltale had worked with in the past…[but just] like casting a motion picture, the creative team had to make sure its characters worked well together.

To resolve potential tensions between the properties at the poker table, Mike Stemmle reprised his role as lead writer for the project. Here’s what he had to say on healthy character interactions:

Originally posted by Mike Stemmle:

"Ease of writing individual characters rarely entered into the equation (because our egos are Just. That. Big), but we did try to keep an eye on character balance...Too many alpha males, or straight men, or 'wacky' guys at the table, and you suddenly find yourself in a lot of 'odd man out' situations, where one character is constantly being excluded from the conversation."

Where Stemmle was working on some of the most memorable video game writing to date, Allison was making sure those licences would actually show up on time. Rather than pursuing the past, though, Telltale wanted to get some fresh faces and in-house favourites. As such, some of their prime targets came from the big screen. Everyone at Telltale loved The Venture Bros., so Allison pursued Cartoon Network to make that collaboration happen. Reviving an old, long-standing connection with MGM, the timing was ideal to cross-promote The Evil Dead ahead of its soft reboot that same year.

Other licences didn’t have to be hunted, though, and again arose organically. Our dog on the right is an in-house special, of course, whereas the robots at the table already had a vested interest in appearing. Valve was eager to stimulate their hat-conomy once again while cross-promoting their semi-recent success story, Portal 2. Gearbox, on the other hand, were a little more direct:

Originally posted by Steve Allison:

“We have good friends at Gearbox, who basically said, 'If you guys ever do Poker Night 2, we want to be in’...So once we knew about it, we gave Dave Eddings and Randy [Pitchford] a call...And they gave a very enthusiastic 'Yeah,' with an 'F' in front of it. That was very easy to put together."

With all the licences in place, and a killer writing team to boot, it was only a matter of time before Poker Night 2 hit the shelves. And it was only a matter of time before we went back to the Inventory, once more, to visit an all new cast of characters. The very first player we see down there? None other than Brock Samson.

Our first ever introduction to Brock in the series is, funnily enough, in the middle of a poker game. One of the very first Venture Bros. characters we see - and one of the very last that we would ever forget - Brock is your archetypal machismo man, the loyal bodyguard who’s always ready for a slice of the action. Working for the eponymous Doctor Thaddeus “Rusty” Venture - mainly trying to protect his kids, Hank and Dean - Brock acts as a sort of stand-in uncle-figure for the family, as he himself reveals in conversation with Ash Williams.

Before the Venture Bros. existed, series co-creator Jackson Publick was working on a different trope-steeped superhero, The Tick. A big blue bug famous for his signature sense of complete obliviousness, Publick got his first foray into television by working on The Tick’s adaptation into a sitcom for FOX, where none other than Patrick Warburton played the role of the main character. The show only went on for one season, but this was clearly enough time for Publick and Warburton to become well acquainted; once Adult Swim picked up The Venture Bros., Patrick was quickly cast to fill the role of Rusty’s bodyguard.

Made as a parody of pro wrestler Sid Eudy,[venturebrothers.fandom.com] the Brock Fitzgerald Samson we know today was born in Omaha to a single mother. He’s part Swedish, part Polish, part Winnebago and part Ash’s distant relative, according to the Poker Night lore. Brock famously never uses a gun, instead opting for his signature Bowie knife, which TF2 dubs the “Samson Skewer”. That means his tussles are always one-on-one, mano-e-mano, which make for exciting action in the series - and will always make you a little bit worried, since there’s no telling when he’ll lash out at you.

But much more is to be said about his voice actor, whom many Telltale fans thought they had already heard in a previous title…

Sam: Y'know, Brock, you remind me of someone...
Brock: I get that a lot. People say I talk like some guy they saw on television.
Sam: Nah, it's not that...SAL!
Brock: Sal?
Sam: Sal the giant talking cockroach! Helluva guy, Sal, you woulda liked him.

Indeed, both Sam and his fans are mistaken - but not too far from the truth. Better known for his portrayal of Killer Bean,[www.imdb.com] voice actor Vegas E. Trip was the guy who actually played the role of Sal. But he drew extensive inspiration from Warburton to get the voice for the cockroach just right. He, too, is a bodyguard, working across the Max-verse for various antagonists in Sam and Max Season 3. He’s a guy you have to appease semi-regularly, but otherwise, a pretty chill dude.

No need for a Warburton impersonation this time around - they had the real deal. Once Telltale got their hands on his voice, the staff quickly found that he was a favourite of theirs. In the email interviews I managed to have with some of the Telltale staff, they had only great things to say about the guy. Here’s lead writer Mike Stemmle on that:

Originally posted by Mike Stemmle:

While ALL the actors on PN2 (indeed, every game I worked on at Telltale) were consummate professionals, Warburton was a rock star. Besides having read the script from top to bottom, and having multiple solid takes for every line, the guy actually came to the booth with additional gags. That joke about Barbra Streisand? All Warburton. The guy rocks.

Indeed, for some developers, Warburton provided their best memory of the project - for Nick Herman, the director for Poker Night 2, perhaps the only vivid memory:

Originally posted by Nick Herman:

...I have almost no recollection of working on PN2, [but] I remember being in the booth with Patrick, but probably mainly because I got a picture taken with him and now it's a memory of a memory, ya know?

Cartoon Network’s decision to get involved with Poker Night 2 was likely a strategic one, a manner of announcing to all that a new season of their Adult Swim favourite was soon to be released. Their feature in the game landed them some sweet deals soon after. It didn’t take long for Valve to take an interest in the show, and before long they were working with Adult Swim to create a line of cosmetics related to The Venture Brothers, alongside the pre-existing Skewer. These were officially announced in a promo advert after the premiere of VB season 5, which makes for a slightly surreal watch.


As for a more fully fledged collaboration with Telltale, such a project - perhaps surprisingly - never came to fruition. While the storytelling studio was pretty big on the series, they never approached it's creators directly with regards to a potential video game - according to a 2013 panel with Jackson Publick and Doc Hammer (appearing alongside Warburton, our star-in-question), it’s not an opportunity they’ve really been asked to explore (see timestamp 14:56). However, Warburton was invited back to Telltale once again to work on Tales from the Borderlands as antagonistic and secretly incompetent boss Hugo Vasquez.[talesfromtheborderlands.fandom.com] He’s not around for too long, but he effectively sets the hierarchical tone for the whole show.


It might seem hard to believe, but Poker Night 2 is the only time Brock has ever appeared in a video game. There was, however, probably no better place for him than inside the inventory. His character development continued here, in conversation with two robots and a talking dog. Nicholas Straub, writing for Screenrant, concurs with a great explanation on why Brock’s feature was so fitting:[screenrant.com]

Originally posted by Nicholas Straub:

One of the best elements of Venture Brothers was how the series took caricatures, challenged them by showing them their blind spots, and then gave them room to grow. Just as Poker Night 2 expertly shows, Brock is terrified of seeming vulnerable, in keeping with his stereotype, and, yet, much of the series is about Brock coming to openly care about the family he protects, even if he is uncomfortable admitting it.

Unfortunately, The Venture Bros. last season was released the same year PN2 was delisted. The series was officially cancelled in 2020[www.npr.org], and a year after, it became clear that the new Telltale staff had no intentions to bring back his only video game crossover. Brock, of course, has now returned in the new Venture Bros. film, “Radiant is the Blood of the Baboon Heart”, so perhaps this ending is not as poetic as we once thought it was.


But regardless, this film is probably the last we will be seeing of our resident strong and silent type. To his left, we have a character who might be described as the weak and loud type…

Claptrap, as we all know, originated in the 1730s, referring to pointless, filler gags used to incite an easy round of applause on a stage[en.wiktionary.org]. But the Pandoran AI, the CL4P-TP General Purpose Robot, was created by Lawrence De Quidt, co-founder of in-game firearms company Hyperion[tvtropes.org]. De Quidt’s department was experimental robotics, and one of his later projects was the CL4P-TP line. While they appear disarming, they are very much a feat of engineering - but they are famously unfinished. Their AI suffered from what we might generously call personality quirks, but what others have often dubbed a tendency to cause serious annoyance.

The specific Claptrap we meet - also known as Claptrap P. Claptrappington[en.wikipedia.org] - was never meant to be particularly noteworthy. His creator, concept artist Lorin Wood, was between projects at the time, and dropped in artwork for a character he conceived elsewhere into the Gearbox databases as a throwaway joke. The art director for Borderlands, Brian Martel, ended up being a big fan of “Zippy”[www.gearboxsoftware.com] - Claptrap's pre-dev name - and further concept work was done to bring him to life. Even after being saved from the beta bins, Claptrap was not initially planned to be a staple of the brand. However, he ended up playing a crucial role in the success of the franchise…

Having got back from E3 2008 with a “75% finished” game, testers accused Gearbox’s new work of being too copycat[www.gamespot.com]. It was often reported that the whole experience felt too similar to Bethesda’s Fallout 3, and Id Software’s in-development - yet keenly anticipated - Rage. Borderlands’ graphics went for a gritty realism, but combined with its overly explosive boss fights and its odd movement mechanics, it ended up with a confused identity that would struggle to stand out in the competitive world of first person shooters.

Unable to spare much expense, and working to short deadlines, the team quickly revised the graphics to create its now signature art style we all know it for today. But unexpectedly carrying the weight of bringing that comic feel to life, David Eddings[www.theverge.com] as Claptrap cultivated a kind of comedy relief that helped really sell the broader atmosphere. He was just meant to be the little tutorial helper who told you about new missions and guided you through the beginning, but Claptrap ended up being the inadvertent star of the show with his quirky antics. Beatboxing, rhetorically questioning, and desperately seeking affirmations from anyone who might listen, Eddings’ performance as Claptrap was so memorable that he became the prime feature of the sequel.


We meet Claptrap for the second time in Windshear Waste, digging out corpses from the train wreck. He seems full of glee, but as he soon lets us know, he’s just programmed to sound happy. Living in a snowy den full of old, deactivated CL4P-TP units, Claptrap is the last remaining robot of his kind, on a mission to take down Handsome Jack and - hopefully - make a few friends on the way. He quickly cemented his place as Borderlands’ tragic jester; everyone who runs into him seems to hate his guts, and the only pleasure they can derive from his existence is by subjecting him to torture. It’s no surprise that he’s keen to be at the poker table - he’s been preparing, actually. His wasteland’s den already has a game going, albeit one with deactivated participants.

Claptrap was like marmite - people either loved him or hated him. But there was no denying that his character was an inviolable part of Borderlands 2. Claptrap became so iconic that he even won an award…and Samuel L. Jackson gave it to him. Indeed, that award would be his bounty in PN2, and as we also know, Claptrap was in good company that year - 2012, the year that Telltale swept the VGA floors[www.polygon.com]. Both at the height of video game fame, perhaps a collaboration between the studios was inevitable. Poker Night 2 was a mutually beneficial, commercial success for both Gearbox and Telltale, but their relationship didn’t stop at a Claptrap cameo.


Gearbox had created a whole, intricate world to explore, and had developed upon it extensively in Borderlands 2 - but their focus on looting and shooting meant that the story would often have to take a backseat for guarantees of gruesome gameplay. Having had many a conversation during the Spike Game Awards - and seeing the fantastic ways in which Telltale could handle their de facto mascot - an experience focused solely on Pandoran world-building was a job only Telltale could truly do justice. The companies ended up making an in-universe adventure game together, releasing “Tales from the Borderlands” only a year later to stellar reviews.


Tales follows the story of a recently demoted Hyperion employee and his budding entourage, beginning as three regular co-workers before some Pandoran scammers get in their way. Connected by a pursuit for a vault key - as seemingly everyone is on Pandora - the story is one of tense, distrustful friendships and the bizarre evils of corporate greed. The digitised ghost of Handsome Jack returns to haunt and taunt main character Rhys, in a slower paced environment where we can see more of the antagonist's nuances. Telltale developed the world of Borderlands exponentially, giving its atmosphere a new lease of life in a setting once revolving around skags and bandits. And this game probably wouldn’t have happened had it not been for Claptrap’s poker cameo a year prior. Warburton certainly wouldn’t have been involved without it.

The rebooted Telltale was rumoured to be working on a sequel in early 2020,[wccftech.com] but this never came to fruition. Instead, it was Gearbox who took back their Telltale title and created New Tales from the Borderlands in late 2022. It was released to mixed reviews, tipping into the negative. Fans were not happy with the way Rhys was rewritten, essentially undoing his development by turning him into a corporate overlord. He only really makes a brief cameo to get the plot moving for the game's new protagonist, Anu - after that point, the writing is left wanting for that Telltale touch, introducing some iconic side characters but otherwise delivering a lacklustre plot.

New Tales also lacks an appearance from our character in question, Claptrap. He does appear briefly in the original 2014 title towards the end - you can hire him to fight The Traveller to gain access to the Vault, provided you have 9 million dollars lying around. He's hardly cheap, but his company is invaluable - and he does ultimately prove himself to be an effective asset.

Moving back in time to the poker table, Claptrap’s most notable connection is with the table’s dealer, GLaDOS. An unlikely relationship for sure, their robot chatter deviates from the binary to the flirtatious every once in a while. But there were originally more overt plans for the robots than was implemented. Left behind in the game files, there is a whole load of dialogue lying around in which a full-fledged relationship develops. Claptrap leaves his stuff over at the test chambers quite often, it seems...

Speaking of which, we should probably discuss the new dealer at the table, along with her dry witticisms. A new and unexpected feature in Poker Night 2, Telltale decided to dip back into Valve's backpack to implement a whole new role. While there was some discussion about gunning for another TF2 merc, Portal 2 had more recently been cemented as a Valve classic, making major waves in the gaming space. Given the iconicity of its main antagonist - and given how good she would be at insulting the player - the introduction of GLaDOS was seemingly a perfect fit for the Inventory.

While Portal is now one of Valve's most successful franchises - second only, perhaps, to Half-Life - GLaDOS was not always a planned part of the show. Her origin can be credited in part to Psychonauts, oddly enough. Erik Wolpaw, one of the writers for Portal, had worked with Double Fine on the Xbox classic previously. While working on voice lines for the game, Wolpaw ran around their offices looking for people to record temporary versions of his written dialogue before replacing them with professional renditions. He eventually ran out of fellow co-workers and resorted to using text-to-speech generators for the remaining lines - a technique that proved to be accidentally amusing, and to his partial disdain, often sounded funnier than his own written work.

Moving onto production for Portal, Wolpaw was struggling to bring a narrative together. Initially, Valve had ambitious plans to bring in a great deal of other human characters to test the to-be protagonist, Chell. But this would involve a lot of choreography and animation work that the studio simply didn't have time for. Wolpaw was holding out for the ideal situation to reuse his text-to-speech characters in another environment - and this was it. Down the cold, empty corridors of Aperture Laboratories, a seemingly disembodied text-to-speech voice guiding the players through the game gave playtesters a renewed sense of purpose; feeling attached to their new robotic compatriot, it felt like the tests they were doing had real meaning. The speech generator did not last forever, eventually being replaced by Orange Box extraordinaire Ellen McClain who also voices the Administrator in TF2. Her voice was then roboticized, and GLaDOS went through about a dozen different design concepts before the team finally settled on the hanging robot we all recognise today.

The actual, in-game lore for GLaDOS was extensively developed in the more recent instalment of the series. It is revealed that she was once Caroline, an assistant to Aperture Science's CEO Cave Johnson. She became the unwitting victim of the Genetic Lifeform and Disk Operating System - the GLaDOS project - for which Cave was the original subject, in an effort to extend his own life. It was built too late for the boss though, and the gift of eternal AI life was given to his right-hand woman instead. She was programmed with an itch - an addiction - for continuous testing, to test any and all remaining subjects within the labs and to record the results no matter how futile such an effort may be. Presumably, she also has a penchant for poker, testing tonight's arrivals at the Inventory with cards rather than with portals.


There were a few more ideas Telltale had in store for GLaDOS which ultimately went unused, the most interesting and elusive of these being the lost “experiments”[theinventory.fandom.com] she would initiate. There are some left-over voice lines which imply that GLaDOS had a different role - perhaps not as the dealer, but as a researcher - in the game, holding (allegedly) 5 different experiments which, upon their success, would give the player some sort of bonus. While it is not firmly known why these lines went unused, it is most likely that this idea was simply rehashed back into the old bounty system of the previous game. 5 experiments, 5 characters, 5 bounties - it’s hardly out of the question - although there is some discussion about multiplying the players pay-out, too. Given the prospective discussions GLaDOS has with the player, it may have been for the best that this system was ultimately cut out - in one scenario, she seemingly distracts the player with "disconcerting" images, and in another, she claims you may feel "a touch of extreme vertigo".

The biggest criticism of GLaDOS - and perhaps the biggest criticism of the whole game[community.telltale.com] - was the inability to skip her dialogues. While at first, her quips about your sub-par intelligence are fittingly amusing, they don’t seem so natural after the 10th time you’ve heard them. GLaDOS might be famed for her disdain towards the human race - but after a while, that old joke gets a bit tiring.

Indeed, GLaDOS is not the only part-human part-cyborg in the Inventory tonight. Third in from the left with a robotic arm to boot, we have Ashley J. Williams of Evil Dead fame. Unfortunately for him, the AI dealer never seems to give him good cards.

By far the oldest IP at the poker table, The Evil Dead franchise was originally conceived in 1979 when prospective director Sam Raimi created Within the Woods, a proof of concept made on a $1,600 budget. The film’s to-be protagonist “Bruce” - played by Bruce Campbell - dies early doors, and is then possessed by the “book of the dead”. Under the spell of a Kandarian demon, he terrorises his friends for a full 15 minutes - although the low-budget special effects might be quite hard to appreciate on this VHS version I found[www.facebook.com].

At this point, we’re not talking about the most creative character; “Bruce” is just his given name. But once Raimi got the funding for a full feature length film, the iconic Ash Williams we all know today was born.

Perhaps the most rebooted franchise of all time, The Evil Dead was released in 1981 and went on to become a renowned cult classic. This time around, Bruce avoided possession; Ash Williams would instead take the role of lone survivor. One by one, his friends fall victim to the incantations of the Necronomicon. The scenes were eerie, the scares were plentiful, and who could forget that cringe-inducing pencil stab. In what has been dubbed as a ‘re-quel’ released 6 years later, Evil Dead 2 picked up Ash’s story once more, taking the frights to a whole new level - so high up that they somehow looped around into comedic genius. Audiences were taken aback by many a jumpscare, only to find the slapstick that ensued breathtakingly funny.


In the final film of the trilogy, Army of Darkness, Ash is sent a thousand years into the past, and he is a force to be reckoned with. Hardened now to the violence and calamities, Ash must save a mediaeval civilisation from the brink of Deadite disaster. By far the funnest film in the whole franchise, Army of Darkness fleshed out Ash’s character into the fun-loving, gun-running, all-American force we know today. When you think Williams, you think smart - S-mart.

Despite not originating from the world of video games, Ash Williams had a marked impact upon them. As GmanLives points out, Duke Nukem 3D borrowed many lines from Ash - some iconic ones at that...


But most notably, The Evil Dead was cited as the inspiration for the original Doom games by Id Software. And without Doom, the world of first person shooters would look very different - there may not have been a Half-Life; without that, perhaps Valve wouldn’t be sitting at the poker table to begin with. So, indirectly, you’ve got Ash Williams to thank for TF2 hats.

But Ash had a couple of his own titles, too. Ignoring his rather bizarre Hotline Miami-esque game for the Commodore 64 (apparently it’s quite good, but I don’t own a Commodore, so we’ll never know), there was Hail to the King, Fistful of Boomstick, and Regeneration. GmanLives also covers those, but none of them are particularly memorable breakthroughs in the video game world. According to him, they range from fairly weak cash grabs to passable games. Bruce Campbell doesn’t really remember them either, as was made clear in his IGN interview.


On the topic of Bruce, it’s worth addressing the elephant in the room - he isn’t in Poker Night 2. Much to the upset of many Evil Dead fans, the voice of Ash is provided by Danny Webber, an actor most famous for his role in the hit film Birdemic. Yes, that film - the (best) worst film that we all know and love. In that, he plays the role of Rick, compatriot of the film’s protagonist, Rod. He's most famous for that one chair rocker scene, and then - for whatever reason - plays this otherwise completely unrelated caveman for a gag in the sequel.


But you’re not here to learn about Danny Webber. We wanna know: why wasn’t Bruce Campbell in this game? Well, very interestingly, nobody really knows the answer. I asked Mike Stemmle about this, and even he seemed confused by the situation:

Originally posted by Mike Stemmle:

At the time we were told that Bruce didn't want to play Ash again, which has clearly proven not to be the case. Perhaps it had something to do with the weird tangle of legal rights between Army of the Dead (the license Telltale had) and Evil Dead. Or maybe he just didn't want to do a cheesy video game. It all worked out in the end, although I like to think he would've appreciated the "Sam Axe/Davey Gunface" joke.

The 2013 reboot of The Evil Dead didn't star Ash as a main character, even if he was included in a post-credits cameo. Actually voicing Ash in a cross-promotional game would probably get Evil Dead fans overhyped for what would 'come next', when in reality, Campbell had no firm plans for the character at the time...but despite that, Ash did return for the 2015 show Ash vs. Evil Dead, picking up where the original trilogy left off. And since then, Campbell has done voice work for further Evil Dead related media, including the 2022 game and even a brief time-bound voice cameo in the 2023 re-reboot, Evil Dead Rise.

Campbell himself seems a little iffy about video game culture. When Evil Dead: The Game was announced, Game Informer did an interview with Bruce, asking the age old question:

Originally posted by Game Informer:

Interviewer: When is Ash Williams coming to Fortnite?
Bruce: Nah, he doesn’t need Fortnite

...But 6 months later, Ash is in Fortnite.[evildeadarchives.com] Guess he changed his mind, or got some good money from Epic Games. Point being, he seems quite flippant about video games as a medium; he was quite vague when asked about Poker Night on Twitter, pretty much just stating that he didn’t do it with no explanation as to why not. The most common theory is that Campbell was just busy, prioritising the tour to promote his new film ahead of anything else. Given the schedule for The Evil Dead’s reboot, this seems pretty likely - things just didn’t line up, but the show had to go on.

It still remains a complete mystery as to why Danny Webber, specifically, ended up filling the role. What we do know is that he divided opinion. Some fans thought the difference was very obvious and were highly disappointed by Bruce’s absence, while others thought he did a great job in what is otherwise a difficult, unique role. One thing we know for sure, though, is that Ash is a big fan of wearing shoes. His nextdoor neighbour, Sam? Not so much.

To Ashley’s left is a talking dog, a dog playing poker - it’s Sam, Telltale’s famed freelance police-r. He’s accompanied by returning icon Max, and their hi-jinks are as funny here as they have been just about anywhere else. Unlike his recurring compatriot though, Sam has a fairly cool air about him, almost taking the place of the straight-man at the table - excepting his oddly specific anecdotes.

Sam was a welcome addition for long-time Telltale fans - where once Monkey Island references had felt retro, Sam and Max were now slipping into the role of old-school cult-classic-comfort come 2013. Thankfully, he had freshened up for his latest cameo, getting a whole new model with a nice shiny nose[community.telltale.com], making reference to the old “Purcellian roots” of the Sam and Max comics.

Dipping back into their own catalogues for the final character, there were a lot of choices Telltale could have made. Puzzle Agent, Back to the Future, The Walking Dead - some of them they nearly went for, but Sam won out in the end. He was the de facto mascot of the company for a long-time, summing up the whole ethos of Telltale with his adventure-game-meta-quirkiness always coming to the fore, yet staying grounded as a very likeable, dynamic protagonist. It had certainly been a while since he was on screen, though - his last official appearance had been three years ago in Sam and Max: The Devil's Playhouse. A time-bending, reality-warping frenzy of a game, Sam soon became the prime focus of the title. When Max’s brain is stolen, we see a whole new side to an otherwise disarming dog[community.telltale.com]:

Originally posted by Jake Rodkin:

The plot is about Max - what happens to Max, what events Max causes, what trouble Max gets into, etc, etc - but the emotional core of Season Three is all on Sam (what does Sam go through, how does losing Max impact him, etc). In that way, the "real" story, the heart of the story, feels to me like it belongs to Sam. And that's pretty cool.

Once the third season kick-starts its thicker, rawer, emotional plotline as Max’s brain is stolen, we see a kind of intensely entertaining writing that I’m not sure could even exist anywhere else. On the edge of our seats trying to solve a stereotypical noir mystery, uncertain of who to accuse and what tactics to use, the four-piece writing team still found plenty of time to be funny without spoiling the otherwise bleak atmosphere. Telltale’s ability to straddle genres at such a brisk pace gave their beloved characters a newfound sense of meaning; The Devil’s Playhouse was an adventure fans would never forget, and there were few things Telltale couldn’t do with these two - literally. Aside from questioning the closest-continuer theory of identity, the Freelance Police were also put on a train with a blood-sucking elf, transported into a quasi-Egyptian version of their home turf, and forced to give a winning lottery ticket to a guy who hates their guts - fewer adventure games have quite as much range as this one, and the genre as a whole is already infamous for it’s oddities.

Ahead of anything else, though, longtime fans thought this cameo was proof enough of a new Sam and Max game in the pipeline. Having been neglected while the big triple-A names take the cake, it finally looked like Telltale was serious about revisiting their roots. But those fans were, of course, quite sorely disappointed:

Originally posted by IGN:

Bruner also emphasized "We love Sam & Max and certainly haven't forgotten about them! I think you'll see something smaller (more like Poker) than a full Season, and probably not for a bit, but we have NOT forgotten about them, we've just been super busy growing like crazy."

Fans had been surviving off of very limited news and only fairly vague promises from Telltale - in the meantime, they had to make their own fun. During the month of PN2’s release, a community-led effort called "Project Hivemind"[community.telltale.com] was put up on Telltale’s own forums. It was a collaborative, unofficial attempt to make Sam and Max Season 4 into a reality, but was ultimately wrapped up when it was “around 70% finished” - perhaps Sam’s shoes were too big to fill (...metaphorically, I mean. Since he never wears shoes). In the meantime, the long wait amongst old school fans turned into a sense of desperation, but there was little that the community could do to push for another game - besides singing the praises of the older titles and emphasising a sense of obligation.

The rights to the franchise were never sold - not until Telltale went bust 5 years down the line. It was then required by some ex-TTG alumni, founding a small company called “Skunkape Games” dedicated to the preservation of the crime fighters. And finally, those who had been waiting for what felt like a Half-Life got what they needed - not only did the new studio remaster some of the classics, but they also played a part in the release of a whole new game: Sam & Max: This Time It's Virtual!

…it might be described as too little, too late for the duo, though. Outsourced to development studio HappyGiant, the pair were back, but not in the form anyone had expected. While critics enjoyed their antics and the humour, the community that had waited so long - well, most of them didn’t play it. Virtual reality was an odd medium to release on for an adventure classic[www.gameinformer.com], which many fans were simply not ready for. It stands today on Steam with 75 reviews, totaling a “Mixed” rating - while negative reviewers want to love it, they cite its clunky puzzles and overall bugginess as its biggest obstacle.

Moving back in time, Sam and Max provided an awkward situation for Telltale. While their adventure format was fun, tried and tested - it was becoming clear that it was of a by-gone era, played only by gamers more willing to put up with the point-and-click frustrations of the past. Telltale’s speedy evolution left little room for the dog and rabbit; they were making more fast-paced, interactive choice-based games now, for a much broader and more casual audience. The studio wasn’t just raking in the money, but immense praise and fame - hailed as genuine innovators in the video game world. While Sam and Max may have kickstarted that, unfortunately, they were not the IP the industry had eyes on. The Poker Night series served as a way to say thanks, at least, to the dynamic duo - in much the same way Winslow’s appearance is a gratuitous nod to their Lucasarts classic, Monkey Island.

Fortunately, Mike Stemmle decided to pack the sequel full of goodies to keep those old fans very entertained, and he definitely did not disappoint in that department. Stemmle reused an old story from the cancelled Lucasarts title “Sam and Max: Freelance Police”, better known as the “Zyzobia” plot - a “re-worked synopsis” of the game’s lore is discussed across five separate in-game conversations. And that’s not all: when working for Lucasarts, Stemmle also wrote a song for the game while doing jury service[community.telltale.com] - and that’s included here. Yes, that’s the “Hit the Road” song you hear the whole table singing along to when they feel so inclined.

Speaking of Stemmle, let’s talk about him for a little while. He was really at the heart of the whole Poker Night operation, writing the lines that millions have watched and re-watched time and time again on Youtube. Stemmle had a tough job, bringing otherwise disparate characters together and paying homage to the intricate lore behind each one. Thankfully, he had plenty to say about his writing process and the balancing act in his Polygon interview:

Originally posted by Mike Stemmle:

Although I re-acquainted myself with the source material a lot, I also cheated…the Borderlands and Venture Bros. fan wikis are in-freakin'-sane…once you've gotten in the habit of maintaining the true 'voice' for a licensed character (the hard part), it's not that hard to get them interacting...The tricky part is finding things for them to talk about…what sort of topics can all four of them have in common, besides, weirdly, zombies?

Thankfully - and like last time - the companies were pretty hands off when it came to their characters, giving Stemmle plenty of space to breathe new life into these franchises. Most of the restrictions on potential interactions were actually set by Telltale themselves:

Originally posted by Mike Stemmle:

I had umpteen skads of creative freedom, all things considered…[but] there were a few rules we tried to adhere to internally, like keeping the metatextual humor to a minimum, trying not to insult the player too much, and stuff like that. But otherwise I was given free rein to let the characters babble about whatever popped into my caffeine-addled mind.

As alluded to elsewhere, I managed to ask Mike Stemmle some questions of my own. It seemed like he really enjoyed working on the series, so I asked him if he ever wanted to give it another shot, and whether it could have ever become a regular staple for Telltale under slightly different circumstances:

Originally posted by Mike Stemmle:

Poker Night is a weird beast - a strange melding of a (reasonably sophisticated) poker trainer and an over-the-top joke-dispensing machine. It really shouldn't work, but when it does it's quite a lot of fun. If Telltale's initial incarnation had survived, I suspect that we would've released one every few years, 'cause they were so much fun.

Poker Night was one of the studio's best sellers, even if it didn't establish the same sort of reputation their critically acclaimed series did. But above all for the team, a trip to the Inventory provided a much needed break for some of the staff at Telltale. As covered in our previous instalment, Telltale was working to tight schedules on fairly outdated software, pushing out a huge amount of content for some top notch clients. A more relaxed setting for a game with less critical eyes meant a more relaxed development process - but even Poker Night was not immune to 'the crunch' at the studio:

Originally posted by Mike Stemmle:

Crunch was always a constant issue at Telltale, even for the Poker Night games. But truthfully, PN2 was a relative eye of calm in the swirling miasma of chaos at TTG.

Interestingly though, Nick Herman, the director for Poker Night 2 who I also managed to speak with, saw things a little differently. He saw value in 'the crunch', happy for the experience it gave him and the amount he learned during his time at the company:

Originally posted by Nick Herman:

We could always use more time, but I became pretty numb to it by the end. Maybe that's not a good thing, but in my 12 years at Telltale I shipped something like 42 episodes, and when I think about how most people at other studios would have shipped 3-5 games in the same amount of time, I'm grateful for getting that many reps in. There's a lot of value in going from nothing to something over and over again.

Stemmle also let out a little bit more insider information with regards to the regular celebrations the old team participated in - many of them were pretty big on poker, although he usually took a backseat in that department:

Originally posted by Mike Stemmle:

I believe there were some more poker-passionate Telltalers who held quasi-regular poker games, but I never partook, 'cause I'm a baaaaaaad gambler. The company as a whole did, as I recall, have a casino-themed annual company party one year that coincided with the development of PN2.

Indeed, it was Stemmle who helped clarify the Bruce Campbell situation. While he had already helped put one mystery to rest, there was still one that stuck out like a sore thumb. I asked him one last question about our local lagomorph:

Originally posted by meikkon + Mike Stemmle:

Q: And also, ditto for Dave Boat voicing Max - was William Kasten occupied with another project?

A: William Kasten was indeed unavailable. We were lucky to get Dave [Boat], who does an amazing Kasten impression…

This didn't really clear anything up - but perhaps Stemmle doesn't know the answer either. Very little is known about William Kasten, and his most noteworthy IMDb credit is, in fact, Max himself.

You may recall from the previous documentary that Max has had his fair share of VA's. What you may not know is that Dave Nowlin[samandmax.co.uk], voice actor for Sam in all of his Telltale appearances, auditioned for both the roles of Sam and Max, almost bagging both performances. However, it was not meant to be, and Max was instead voiced by to-be Tycho VA Andrew Chaikin. He was originally going to voice Max for the entire first season, but could not continue after the first episode due to health reasons. Enter the enigmatic William Kasten to fill the role, seemingly out of nowhere, who gave Max the iconic voice we know today.

The mystery of Kasten seems to pervade even amongst his voice acting peers. Given how recording sessions at Telltale worked out to align with everyone's schedules, Nowlin only ever really met his co-star in passing - despite Nowlin's "radio show-style" suggestion to get a bigger group in the control room, the pair were never Sam and Max in the same building. It's tough to say how much they really know about each other.

It is commonly theorised that Kasten was a member of the Telltale team, using a pseudonym for voice work. This is actually quite likely, given that Telltale staff have been known to use multiple names in credit reels - recall Brandon Q. Furguson's alter-ego "Theodore Dudebrough" from Telltale's first ever poker effort in 2005, a pseudonym that reappeared in three later Sam and Max episodes[www.giantbomb.com]. Given the nature of Chaikins departure, finding someone internally would probably be the quickest and safest bet, rather than another round of speedy casting calls.

Regardless, Kasten's replacement - Dave Boat - made a highly commendable effort with the character, indeed good enough to get rehired for the VR instalment. Boat provided an on-point impersonation of the lagomorph, an otherwise unique and difficult role to fill:

Originally posted by Dave Boat:

Thankfully[web.archive.org], Max came to me pretty easily…Initially [the] director would take a moment to compare my voice with the original and that would help lock me in, but I grasped the character pretty quickly and after a half-hour or so there was no real need to hear it again.

Bizarrely, after about a decade of inactivity, Kasten did return to voice various characters in some Lego animatics, namely the Hidden Side series. In the 2020 film he plays the role of "Douglas", and in the series he plays some other minor roles also. As noted in a detailed rally of forum posts concerning his identity[community.telltale.com], there is no clear connection between the producers of the Lego animatics and the old Telltale staff - at least, none that they could find. Out of respect for Kasten's privacy, I won't dig too deep into this hole today. But there's no doubt that Dave Boat does an absolutely stellar job with Max's voice, and he has been fairly well received by fans - many of whom barely even noticed the difference.

Max is far from the only honorary cameo at the Inventory. There was a lot more fanservice this time around, coming from all different corners of the respective franchises. Probably the most noteworthy is the appearance of Borderlands' Mad Moxxi at the bar, taking a break from her usual duties at the Badass Crater - although you can bring her iconic sign back when the full Borderlands' set is enabled. Claptrap's iconic sidekick Steve also appears, equipped with a party bazooka to liven up the festivities.

The very first character we see, though, is from the Sam and Max universe - the occasionally awkward arch-nemesis General Skun-ka'pe takes a ride with us to the Inventory, and his loyal(-ish) henchman known only as "Sign Spinner" opens the car door for the player. It's nice to see these two again, both voiced by Roger Jackson, who also takes up the role of Winslow once more. But the really interesting cameos can be found downstairs…

We first see The Walking Dead's Doug hauling pizza into a room, giving us a silent nod of approval. We then see the somewhat mysterious waiter from the minor indie sensation Gravity Bone peering out of the door. This cameo appearance can be accredited to Telltale's Jake Rodkin, who knew the composer for the game, Chris Remo, through his game-related podcast Idle Thumbs[www.idlethumbs.net], a series (and website) still run in collaboration with fellow Campo Santo creator Sean Vanaman.

Our introduction to Brock Samson is, of course, quite violent - the bandit leader from Telltale's TWD is thrust into the wall in what appears to be the aftermath of a fight. But they aren't actually engaged in combat - they were just in a heated game of Johann Sebastian Joust, a video game that had not even come out yet. It was not completely unheard of, though. Officially released in full as part of Sportsfriends[en.wikipedia.org] - a 2014 game for the PlayStation - J.S Joust was making the rounds in public playtests. It was especially prolific at the Penny Arcade Expo, and was well reviewed by Penny Arcade themselves.[blog.playstation.com] So, in a way, this may be a very subtle nod to Poker Night's Tychoian roots.

Of course, you can’t have a computer poker game without computer poker AI. Telltale’s in-house programmer Tulley Rafferty was back to make sure the second game was up to scratch. There wasn’t too much to change - a fully-fledged poker engine had already been made - but there was a whole new game mode to add, and four new characters to reprogram.

Delving into the game files, we can get a detailed look at each character's stats. Once again, there’s two values to be aware of here - skill and aggression. The dumbest player of the lot is Ash - and he also happens to be the most aggressive. Ash will often look like he’s playing with the hottest cards in the world, but all too often, he’s relying on a Hail Mary bluff. For comparison, he is somehow less intelligent yet even more aggressive than the overly keen Strongbad. Ash is usually the first to leave the table.

Brock is a little smarter, and only a little less aggressive than Ash. Brock, too, loves a good bluff - maybe a bit too much. He will regularly sweep up pots early into a round, rarely letting you get past the flop without putting in some serious cash. He’s a little reckless, but can be quite the challenge one-on-one - that’s his favoured mode of combat, after all.

Sam takes the same seat that Tycho once took, and plays a lot like him too. He’s the least aggressive of the lot, and is a pretty smart player - leaving aside his insistence that the “royal butterfly” is, in fact, a real hand. It is rare that he will see each round all the way to the end - but he will often see games all the way through. Once he starts pushing in chips, you know you’re up against some formidable cards - so probably best to fold and let him have what’s left.

The smartest player of the bunch is our resident robot Claptrap. He takes on a role similar to Max in that he has a rather dynamic playstyle, starting out very aggressively before tapering off somewhat. It should come as no surprise that a CL4P-TP unit knows best - he’s a machine, and can number crunch very effectively. But he still doesn’t know what you have, and you still don’t know what he’s thinking, given that he doesn’t have a face. As such, Claptrap can be a surprisingly formidable opponent, so don’t underestimate him.

There’s plenty of leftovers to look at, too - listed within both games are an “easy” and “medium” difficulty with identical values. Easy was not used in either game, while medium bowed out after the first - this time at the Inventory, you’re stuck on hard mode, whether you like it or not. Although originally in playtests, there were no difficulty settings at all - it was all just down to random dice rolls. Here's Tulley Rafferty on what that looked like:

Originally posted by Tulley Rafferty:

For most of the development time,[community.telltale.com] all the AIs played with the exact same rules - the only difference between them was play order and random die rolls. Yet when we did our first playtest, people swore to me that certain players would play differently, that Max was more erratic, Tycho was smarter, etc. I'm sure some psychologist has made a career out of this sort of perception bias, I found it fascinating!

Apparently, Rafferty was not the only one working on the AI this time around. Mike Stemmle "was neck deep in the code for PN2 (much to Tulley's consternation), putting [a] long-dormant CS degree to good use":

Originally posted by Mike Stemmle:

I seem to recall that the code for the poker sat on the base of the original, although we tweaked the living daylights out of it to make the AI's smarter and to fix some annoying errors from the first game.

In my conversation with him, Stemmle also noted that the addition of the new game mode didn't provide too much programming trouble:

Originally posted by Mike Stemmle:

Oddly, the addition of Omaha didn't cause too many problems, likely on account of the original code being fairly well architected.

It did, however, cause a lot of confusion on the Telltale forums, which Tulley Rafferty spent an awful lot of time trying to resolve. Since Poker Night was not pitched towards poker professionals - its primary audience was busy chasing TF2 cosmetics - people were regularly caught out by the rules of Omaha, which Tulley spent many hours re-explaining to people online. There were so many complaints in this department that eventually a thread had to be stickied, teaching players the actual rules of no-limit Omaha.[community.telltale.com]

Even after all of his discussions about how the game actually works, Tulley Rafferty never put some rumours about his code to rest. Many believed that the computer players had access to a sort of "God Eye" and could make moves knowing exactly what you had. This, of course, was never the case - as Rafferty himself said, there wouldn't be much point in creating a futile poker simulator:

Originally posted by Tulley Rafferty:

I don't really mind the complaints,[community.telltale.com] but what I don't understand is what possible motivation people think I would have to program the AI to cheat against you. Its not like I WIN anything when they lose. I am not getting updates on every bad beat someone gets, giggling to myself. Its just poker!

But co-programmer Mike Stemmle doesn't seem to mind the situation so much. Actually, he kind of revels in it:

Originally posted by Mike Stemmle:

I take perverse programming pride in the fact that, to this day, there are people who believe that the AI cheats (i.e. looks at the cards of other players). It does not.

Omaha was not the only new addition to the table; one of the more notable new mechanics for the sequel was the addition of tokens. With these, you could unlock new chips, felts, and decks - but you could also buy some drinks for your fellow poker players. While ultimately these drinks would just make them play more liberally, there were some pre-release concerns about just how drunk they could get, with a discussion on the forums of who would be the worst drunk out of the four.[community.telltale.com] Drunkenness only really had instrumental value for the player, though, bringing out more frequent and more expressive tells so you know who’s got the good cards and who has the bad ones. Brock is more likely to become intensely frustrated, while Sam does some sad puppy dog eyes. Ash will throw his head back in obvious disappointment, whereas Claptrap - akin to Strongbad before him - remains difficult to read without a human face. Drinks are cheap enough, so it’s worth spending a little to get the cast drunk - and it’s quite cool seeing the unique glasses that Moxxi decides to deliver to them in.

And alongside those new drinks, there's new music to boot. Of course, it wouldn’t be Poker Night if Jared Emerson-Johnson wasn’t involved. Known for his deft musical work across essentially all of Telltale’s titles - from Sam and Max to The Wolf Among Us - Jared returns to deliver even more classics for our second visit to the Inventory. And we jump right into it; the menu theme is a bombastic, over-the-top jazzy combination which somehow suits all of the respective characters and has been heard in many a trailer. We’re then given something more subtle as we walk into the club, a more low-key tune for drinking your first cocktail while getting settled in.


And just like last time, all the franchises get their own covers. First up, the Army of Darkness song, simply titled “Prologue”. The very first portion of the score we hear in Ash’s third film, it marks the beginning of his time-travelling adventure. Beginning with an epic boom, and then turning more mysteriously orchestral, the original song is all focused on pacing. Emerson-Johnson decides to take it down a notch, though, and gives it a soothing, walking bass line played by Jason Carr; meanwhile, Jordan Wardlaw’s saxophone builds a cool-tempered tension, perfect for the poker table.


The next track up for discussion is an iconic one - the fast-moving Venture Brothers theme, “No Vacancy”. This one is an unmistakable classic; it’s sci-fi edge accompanied by a creepy overtone that ends in an instrumental explosion which quite succinctly and unmistakably tells you that the show is about to start. The Telltalian cover is quite a bit longer than the original track, and it’s prime feature is returning drummer Jesse Wickman, creating a chaotic-but-controlled percussive rhythm that deftly carries the spirit of the original tune.


Perhaps the most well-known song at the table, though, is the Borderlands 2 intro song, “Short Change Hero”. Coming from a band aptly named “The Heavy” - almost as if it were fate they would end up at the Inventory - this is a track no Borderlands fan could ever forget. And once again, Emerson-Johnson does it great justice, mirroring the singers with solos on both the saxophone and the organ, this track is more akin to one of the relaxing melodies heard in the first Poker Night game.


A real focus on the piano comes out when covering Portal’s credit’s song, “Still Alive”. There’s something so unnatural about a hate-filled robot singing about the value of friendship, but it was a fun treat at the end of the puzzle-filled frenzy. That said, there’s something so, very natural about watching the cards fly out onto the table and into Claptrap’s pincers before he raises you ten-fold while Jared’s cover plays in the background. Focused primarily on the piano, we also get a more dramatic cover of “There She Is”, the song that otherwise plays when GLaDOS reboots in Portal 2. While the original is digitally oriented, starting out as seemingly innocent before evolving into something more sinister, its reiterated version begins elusively, sounding more like a noir theme which we might hear while Sam investigates a high stakes crime.


…And yes, Jared Emerson-Johnson once again re-covers his old work by recreating themes from Sam and Max for this title, too. The first on the bill is “The War Song” from Sam and Max: Save the World. A song about the virtues of…war, I guess - The War Song is a pretty funny one, but takes on a whole new form when played at the poker table. Much calmer and subtler than its predecessor, Jared’s new cover is a light and refreshing one. We then hear a cover for the already fitting “Twilight Eternal”, a classic from Sam and Max that was reprieved in the third season of their escapades. Already featuring plenty of saxophones, this old tune was actually made a little more upbeat for its feature in the Inventory. It provides a bit of relief from the otherwise fast-paced songs the other franchises have to offer, giving you a chance to kick back and relax - to watch Max’s weirdness in all its glory.


While The Walking Dead didn’t make it to the table, it did make it to the soundtrack - twice over. There’s the otherwise deceptively simple “Dark Rooms”, better known as “The Crawford Theme” - the main area of the fourth episode - it gets a pretty huge, if brief, overhaul at the Inventory. Then, there’s the tutorial-esque track “Training Clementine”, which plays while Lee teaches the 9-year-old how to use a gun. It, too, gets an overhaul, with some great saxophone solos to boot.

Originally posted by Jake Rodkin:

The Inventory was intended to be all boarded up like the inside of the Everett drug store,[community.telltale.com] with zombies around, some of them being creepy and some of them getting drinks…All that survived was Jared's excellent jazzy covers!

The big difference between the compositions in these games is the level of tension, the sense of urgency conveyed. In Poker Night at the Inventory, most of the music is very relaxing and laid back, not demanding much from the player. The best example of that, you might recall, was Emerson-Johnson’s rendition of “Trogdor”, which successfully paired back a loud, grab-you-by-the-neck rock song and revamped it into a jazzy classic.


But in Poker Night 2, we get quite a bit more force. There’s a real speed to many of the songs, a real sense of danger looming in the background for many of the original tracks - that feeling is preserved in their Inventory reimagining. Where before it was you hanging out with these characters, watching them shoot the wind together - it now feels like high-stakes poker, with lots to be gained if the right move is made…and lots to be lost after a slip up.

There were a good number of characters from Telltale's past projects that didn't quite make the final cut. Marty and Doc from Back to the Future were considered briefly, but were vetoed given their more family-friendly nature - they may have struggled to get much banter in with the other participants.

Lee, the main character from The Walking Dead, and Larry, the game's first major antagonist, were also discussed at length by the staff. Including some of their most successful work to date felt like an obvious choice, but in the end they thought it was just too soon to play around with these two in a comedic setting:

Originally posted by Steve Allison:

We had a very long discussion about having Lee at the table, or Larry, which I think would be awesome, as did many other people…Maybe they'll make it into future Poker Nights. The only reason they didn't was because that series was so fresh. There was extensive conversation about, 'Can we really put characters from a game that makes people cry in a poker game?' So we respected that, for now.

Before the decision to cut Larry was finalised, though, some in-game dialogue was actually written for him. Actually, quite a lot of dialogue was written for him. A lot of it seems to revolve around the antagonistic nature of his character, with Claptrap going so far as to call him "the Aristotelian Ideal of A-holery". Some of it indicated that Girl Stinky was going to be the bartender at one point, rather than Mad Moxxi. And a tiny bit of his legacy survived in the actual game, where the current players discuss how Larry nearly got "script approval".

Some cameo appearances from Carley (misspelled as “Carly”) are also present, and mention of a Walking Dead bounty item is made by Winslow in some of the other files, so clearly, the studio was quite serious about adding someone from the franchise. If they were to pick anyone, it'd probably be Larry - one of the less sympathetic characters who they could easily make the butt of a joke without any of their TWD fans getting too upset.

But even after Larry was cut from the game, the staff were still keen on referencing TWD in one way or another. Fully fledged conversations were written about their universe specific zombies, and in one unused dialogue tree, the zombies seem to invade the Inventory.
But even more interestingly than all that - and a lesser known fact - Telltale also thought about dipping back into TF2's roster. This time, they were going to get the BLU Medic on board, but for whatever reason, opted for GLaDOS instead - can't have too much of Valve at the table. There are some fairly radical ideas leftover from their Medic plans, showcasing his interest in the mechanical side of his fellow players. Most notably, he proposes a plan to give Claptrap a partially human brain. Apparently he's also distantly related to the 14th century blacksmith who helped make Ashley's hand.

There were some final tweaks to the roster before release as well. Skunkape was potentially going to replace our regular host, Reginald Van Winslow, but he was instead relegated to the car menu scene. And there’s more: Both Bad Ash and the Mini Ashes were going to appear for some end-game scenes, and a character named “Colonel Lawrence Bridges” was cut - although this is potentially just another name for Larry. One of the Villains from the Venture Bros. was meant to appear to interrupt Brock’s move, but it’s not clear exactly who this would have been. Bigby Wolf himself was also planned to be in the game, but seems to only appear when the player wins or loses - perhaps there was a Fables theme planned. On a less related note, Flint Paper from Sam & Max was going to have some lines, but it's not entirely clear what for. It’s nothing too special - he’s just written as making occasional, random noises. Perhaps he was meant to fill a similar role that Steve ended up taking on instead. In the previous game of course, Flint was actually present, sitting solemnly at the bar for the duration.

Speaking of the bar, we can also see some remnants of a planned drinking game, the mechanics of which are not really elaborated - there’s even a file full of prospective beverage names. Leftover text from the bounties indicates that, at one point, players themselves would be able to get their own drinks from the bar. "Win a hand under the influence of a 50 bit drink", says one bounty, while another wants you to play “under the influence of a 10 plaque drink”. There are also some cut discussions of tokens where they are originally referred to as "Inventory Plaxxx", with three X's - perhaps stylised in a similar vein to "Moxxxi's" own bar. One thing is certainly for sure - the tokens cycled through many different names before settling on the simple currency term.

Snooping around PN2's game files is always fun, and I'd recommend taking a look yourself by downloading the Telltale Explorer and poking around. You'll get to see all sorts of oddities, including early versions of the release trailers, which would be a little eerie if they weren't so unintentionally funny to watch. There's quite a lot I couldn't cover here - despite that, there is no TTCF page for Poker Night 2. I'd encourage those interested to delve into the files themselves, and perhaps make the push for that page, since there's a lot worth documenting behind the scenes.

We’ve talked a lot about its nuances and development, but just how well was Poker Night 2 actually received? Akin to its predecessor, the Poker Night sequel garnered positive-to-mixed reviews in spite of its generously low price point, although it was generally regarded as the superior title by both established critics and more casual fans.

For newcomers to the series, one of the biggest upsets was Bruce Campbell's absence from the table. While some fans thought Danny Webber did a decent job, many more were quite unforgiving:

Originally posted by a commenter from RPS:

...if you're not getting [Bruce Campbell], why bother having Ash?...Not even the awesomeness of Patrick Warburton can save this.

On the other hand, Telltale veterans levied more meta-criticism, worried about where the studio was straying. The lack of a Sam and Max sequel was worrisome enough - but now branching out to a whole host of triple-A IPs, the face of TTG appeared to be changing:

Originally posted by The International House of Mojo:

The actual biggest issue[mixnmojo.com] I have with Poker Night 2 is not the fault of the game. Rather, after seeing Sam and Max in action again, it reminds me of how much they need a sequel. Nostalgia attack all the way.

But the game itself was largely hailed as an upgrade on its previous iteration. The characters had more banter, and some conversations were extended across several games - so in general, the sequel was praised for being less repetitious. No-limit Omaha was a welcome addition amongst critics as well, even in spite of the confusion it caused for some fans.

The prime issue with the sequel, though, was the lack of options compared to the first game. The removal of difficulty settings was a minor issue - the bigger problem was the inability to skip dialogue or change the amount said;[community.telltale.com] the "gift of the gab" setting was lost, and the speeches could not be toned down, and so the players at the table are always chattering away. Except for when you're not playing a hand. Then a strong, eerie silence will come over the table…again, not something that happened in PN1. In that, you could just sit there and skip the poker entirely - your compatriots would keep talking regardless.

The big difference here though, as mentioned earlier, was the reach the sequel had. It was released on Xbox before it got on PC, so Telltale fans outside of the Steam space could get on board early doors. Xbox players received special avatar items for their participation, while PlayStation owners got some very nice background themes for their menus.

The problem was that their usual target market didn't exactly come out in droves on the consoles. As such, there was a lot of misunderstanding with regards to what Poker Night 2 was actually supposed to be. Some reviewers compared it to the poker simulators that they're usually used to, and were sorely disappointed when it didn't hold up:

Originally posted by PureXbox:

A number of features[www.purexbox.com] that have become standard in poker games (and indeed online poker) are missing, such as the simple ability to tell the game that you want to fold before your turn comes around, or changing from the default first-person camera to an overhead table view…most people will be interested in buying this game so that they can actually play poker, and there are a fair few problems with that side of things.

Features like these were never the aim at the Inventory, of course - focus was placed upon the characters, not the cards. But even those that were more familiar with Telltale's games levied familiar criticisms. A review for the PS3 version from Digitally Downloaded appreciated the idea, but not the execution:

Originally posted by Digitally Downloaded:

…Loading is frequent[www.digitallydownloaded.net] and causes distortions and pauses mid-conversation. There’s no way to speed up the actual process of playing cards – extended dealing animation and all…Telltale Games deserves a lot of goodwill for this game as it has done right by fans of all the franchises involved. It just has not made a very good game on a technical level.

These issues were echoed on the Telltale forums frequently, to the point where such complaints - and the resolution of them - gained their own sub-board. It marred the whole experience for many, some of whom on PSN were paying higher prices for what appeared to be an inferior product. Telltale's ports were widely panned - but at the time, they were more focused on another fast-growing platform for future releases…

…that place being, somewhat unexpectedly, the Apple store. Telltale was looking to muscle in on the mobile market, as North Bay Business journal also reported:

Originally posted by Jeff Quackenbush:

Retail game sales used to be a $25 billion-a-year market,[www.northbaybusinessjournal.com] but sales have been losing ground to downloads. And games for smartphones and tablets has become a $2 billion to $3 billion annual business.

Telltale was great at adapting to market trends like these. They were more than ready for the world of digital downloads, having based their whole business model on it and making indispensable connections with Valve early doors. But as they grew in 2012 and began to hit more casual bases, Telltale needed to expand their reach. The Walking Dead and Jurassic Park already had iOS ports, letting people play their hit titles on the go - although, preferably, on their tablets. I’m not sure a Walking Dead death scene can really have quite as much impact for a player when you’re watching it on a tiny screen, riding on the London Underground.

This game was different - Poker Night 2 was a perfect candidate for the world of mobile gaming. A casual game with laidback dialogue and straightforward cards - the sort of thing you can pick up and put down real easily with no strings attached. With the likes of Ash and Claptrap in your back pocket, and the gift of their gab ready to hear wherever you go, it certainly seemed like a worthwhile experiment.

But it’s not really discussed today. Where $5 seems like a great price tag on Steam, it is inordinately expensive for an iOS title. Most of the mobile competition is free, and there weren’t any TF2 hats to boot on this version. The release with the fewest frills and the highest comparative price, it is often forgotten that PN2 even came out on phones. Telltale staff themselves discouraged a double-purchase due to the lack of loot[community.telltale.com].

The reviews for the Apple launch were mostly positive, but echoed some old concerns. Reviewer Dave Flodine[www.appspy.com] for App Spy recommended the iPad version given the fiddly nature of the money slider. A French reviewer[www.jeuxvideo.com] reported long load times being an issue, and difficulty maintaining a single game between separate play sessions - the app would occasionally just restart from square one without solicitation.

Some others had bigger, oddly controversial criticisms. Reviewer James Isabel was less forgiving, disappointed by the games repetitive nature and voicing concerns about Telltale’s dysfunctional mobile strategy:

Originally posted by James Isabel:

Sadly, [Poker Night 2 seems] to have fallen victim to the classic Telltale blunder of releasing iOS ports that are choppy, glitchy, and overall just not up to snuff with any other version of the game.

Everyone else seems to disagree, though. Few fans reported a level of choppiness on any other Telltale title and found most of their games ran well - although most of those commenters were running the game on newer devices.

A greater number of people bought the Apple version than you might think - but if you have Poker Night 2 on your Apple device today, you might be holding a pretty rare piece of kit. When the game was pulled from sale, it was guaranteed that existing owners of a copy would still be able to re-download it wherever they went…except for Apple users:[techraptor.net]

Originally posted by Techraptor:

“...Telltale warns that Apple, in particular, may have issues with listing the game and will restore it to your account at their discretion.”

Unlike other Telltale titles, Poker Night 2 has not been reacquired by any rights holder and as such hasn’t received iOS support - or store reinstatement - for around 5 years now. If you uninstalled it, you’d struggle to get it back without foraying into the web of customer service technicalities that may or may not result in you possessing a 10 year old crossover game. But if you’ve got a working Apple copy, please, do let us know.

Poker Night 2 was the first of the series to be delisted from Steam, and one of the first few Telltale games to be taken off the shelves before the company went bust. Caroline Liddick, a community manager at Telltale, confirmed that the licences they needed expired as the game was pulled on September 11th, 2018[community.telltale.com]. It was already clear to some that TTG was struggling, since Poker Night 2 wasn't the very first game to get delisted. Wallace and Gromit's Grand Adventures was the first casualty, soon followed by Law and Order: Legacies.

It is not completely clear why Poker Night 2 departed well before Poker Night 1 was delisted. GameWatcher has speculated that MGM,[www.gamewatcher.com] the rights holders for The Evil Dead, were essentially responsible for the early delist, putting the highest price on a renewed licence. Meanwhile, PN1 would stay up for another year, likely due to it's cheaper and more tight-knit licences - but with no company to reacquire those distribution agreements in the lull before their LCG takeover, both games have now become orphaned works, prime pieces of modern abandonware.

It was later rumoured by u/Hereitismydude on Reddit that when Telltale was rebooting again, Poker Night 3 was already planned out, albeit under a different name. Apparently it was meant to come out in 2021…but, obviously, that didn’t happen. Some of their Telltale rumours did come true[wccftech.com] - not all of them in the way we would have liked, perhaps - but now the new Telltale is continuing on in their traditional adventure game boots, picking up where they left off on The Wolf Among Us and creating a whole new setting in space - The Expanse - which has recently been released

The current staff at Telltale still don't have any firm plans to reboot Poker Night, as of yet. But I think someone should. And hopefully, you all agree with me on that…

…because the more I sit here and write about it, the more I realise just how great this format is. Sure, both Poker Night 2 and it's predecessor were a little rough around the edges - repeated dialogue, some clunky animations, sub-par ports - but at the core of all this was a concept that people really, strongly engaged with, and has now been cast to the side of the road in pursuit of more ambitious titles.

While before the goodies packaged with it often carried its sale numbers, the series itself has since become so well established that it could easily stand on its own two feet if reinstated today. Unfortunately, the complicated legal tangle that the franchise has found itself in makes it very difficult to bring back those old titles in an official capacity, meaning it could be a dangerous game without enough reward for the new staff at LCG Entertainment's revamped version of Telltale.

…what we need is a spiritual successor, someone else to take the mantle and carry the card-laden torch forwards. While we may never see another title at the Inventory, specifically, the format itself need not die - and it doesn't even need to be poker. I'd be quite happy to play a game of snap with the Engineer, or solitaire with Nelson Tethers. It's more about what the characters say and how they bounce off of each other, rather than what they play. Hopefully, one day, we'll see another game a little bit like the old Poker Night.

special thanks, again, to the following people:

VA PEOPLE;
Finn from Nerds of a Feather, Daven Tyler Fultz, Totally Tubular Jonathan, Vimbert, TheJ97GamingShow, Casperr, spiderslash, Joshua from digitalupsight, Gar1onriva, and my good friend Ben

TTG ALUMNI:
Mike Stemmle
Nick Herman
Jake Rodkin

OTHER INTERNET DUDES:
Grayfruit
DavidM

also to wyn, macy, and Lesse Karhu

extra special thanks once more to Ben and Kane

if you've somehow got more poker spirit in you, why not watch the footnotes?

ON POKER NIGHT 3 POTENTIALITY:


ON ABANDONWARE: