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Project V13 is a name applied to two games proposed and developed by Interplay. Chris Taylor and Mark O'Green, two of the creators of the original Fallout, were among the developers.[Dev 1]


Initially, Project V13 was the internal code name for Fallout Online. In addition to the team, Jason Anderson, one of the other creators of Fallout, was involved in the project between 2007 and 2009. Interplay's rights to developing and publishing the game was the subject of a legal dispute between Bethesda Softworks, the current owner of the Fallout franchise, and Interplay.

Development team

Project history

Feargus Urquhart cited reservations about an idea proposed by Brian Fargo for creating a Fallout MMO. Urquhart stated that he "would have loved to have made a Fallout MMO" but did not believe Interplay had sufficient resources at the time.[Dev 2] The project was passed to Engage, a subsidiary of Interplay, and then to Fallout Tactics developer Micro Forté, but the project was eventually canceled.[Ext 1][Ext 2]

Interplay/Masthead project

Concept art of post apocalyptic Seattle by Natiq Aghayev

In November 2006, Interplay, headed by Hervé Caen, filed a Form 8-K filing to the United States Securities and Exchange Commission (SEC) regarding a potential Fallout massively multiplayer online game.[Ext 3] In April 2007, Bethesda Softworks, the developer of Fallout 3, purchased full rights to the Fallout IP for $5.75 million USD. While Bethesda owned the rights to the Fallout MMO IP as well, clauses in the purchase agreement allowed Interplay to license the rights to develop the MMO.[Ext 4]

Specific requirements were stated in the agreement that if not met, Interplay would immediately lose and surrender its license rights for Fallout. Development must have begun within 24 months of the date of the agreement (April 4, 2007), and Interplay must have secured $30 million within that time frame or forfeit its rights to license. Interplay would furthermore need to launch the MMOG within four years of the beginning of development and pay Bethesda 12 percent of sales and subscription fees for the use of the IP.

On August 1, 2007, ZeniMax Media Inc., the parent company of Bethesda Softworks, announced the creation of ZeniMax Online Studios. The division was headed by Matt Firor, an online gaming specialist, and focused on the MMO market segment.[Dev 3]

In November 2007, Interplay reopened in-house development and hired Fallout developer Jason D. Anderson as creative director.[Ext 5][Ext 6] In March 2009, Anderson left Interplay and joined InXile Entertainment.

Concept art by Natiq Aghayev

In February 2009, Atanas Atanasov, president of Masthead Studios, a Bulgarian-based developer contacted Interplay offering their services in helping to develop the title.[Ext 7][Ext 8]

In March 2009 Hervé Caen visited Masthead Studios in Bulgaria and took a 90-second gameplay video of the game in development. At this point, Hervé Caen considered the game to be in full-scale development.[Ext 7] On April 2, 2009, Interplay announced a binding letter of intent with Masthead Studios to develop Project V13. Masthead and Interplay teams were to work together under the direction and control of Interplay to complete the development of the project[Ext 8][Ext 9] Under the agreement Interplay would pay between 25% and 45% of net receipts to Masthead, depending on the number of subscribers. Interplay valued this assistance at $US 20 million based upon the cost of the work.[Ext 7] Hervé Caen testified on December 10, 2009, he was unaware if Masthead had ever launched a game, or MMO.[Ext 7]

As of April 4, 2009, the internal Project V13 wiki at Interplay consisted of at least 2,500 pages.[Ext 10] On June 15, 2010, the game was officially announced as Fallout Online.

Legal dispute

Concept art by Serg Souleiman

On April 15, 2009, it was announced that Bethesda Softworks moved to rescind the Fallout MMORPG license. Interplay received notice from Bethesda that it intends to terminate the trademark license agreement, claiming that Interplay is in breach of the agreement for failure to commence full-scale development by April 4, 2009, and to secure certain funding for the game. Interplay disputed these claims.[Ext 11]

On July 15, 2009 Interplay's Project V13 developer Chris Taylor posted a reply on the Interplay website "Project V13" forum thread refuting the claims that Interplay lost the rights to the Fallout MMORPG. On September 8, 2009, Bethesda filed a copyright infringement lawsuit against Interplay in the Maryland District Court.[Ext 12]

On December 10, 2009, the Maryland District Court denied Bethesda's request for a preliminary injunction. Interplay was able to continue development on the project until the case finished.[Ext 13]

A second case Bethesda Softworks LLC v Masthead Studios Ltd was filed to prevent Masthead from continuing to develop the game. They confirmed work had ceased as of May 2011, and their work did not involve any use of the Fallout trademarks or copyrights.

On January 10, 2012, the Fallout MMO rights were restored to Bethesda Softworks as a part of a settlement agreement. Project V13 was still promoted on the Interplay website for most of the year, but with no word on its current status until December 20, 2012, when it was officially confirmed to be canceled in favor of a new project by the same name.[Dev 4]

Game information


  • Crazy Ivan's New and Used Guns: The shop sells various weapons and items ranging from the Chemblaster™ 3000™ CDS to the Super Duper stimpak. Crazy Ivan always claims that his items are the "absolute BEST" in their category. Items sold are listed below.
    • The AKA-47, an assault rifle that is "dependable, reliable, and trusty!" It is also ideal if you're "looking for one gun to carry for any occasion, from hunting to self-defense to proactive self-defense".
    • Garry's Modified Shotgun with Accessories, a shotgun that comes with "mandatorily included" accessories which is ideal if you're "looking for one gun to carry for any occasion, from clay shooting, Clay Jones shooting, to target plinking".
    • The 9mm Burreyetta, Model 86d, a pistol that "packs a wallop and delivers high-quality manufactured precision lethality with minimal kick.". It can also be fitted with a blade attachment and a scope.
    • The .25 VOLCANOESQUE multi-chamber handgun, a pistol that is "perfect if need extra firepower, in a handy and convenient form factor".
    • The Chemblaster™ 3000™ CDS, a high-pressure chemical blaster that is "perfect for all pressure situations, low to high".
    • The Super Duper stimpak is the "absolute BEST life-saving healing drug available on the market today".
  • Dayglow: The company was mentioned in reference to the "Chemblaster™ 3000™ CDS," a chemical weapon said to utilize, "DayGlow technology for high-speed/high-accuracy dispensing."
  • Duper Company: Only mentioned in the Armageddon Rag, Duper Company is a medical supplier that produces its well-known stimpaks and Super Duper stimpaks.
  • Med-Tek: One of the preeminent biomedical research companies in the United States, Med-Tek focused on enabling better living through chemistry. Their flagship products included the Mentats brand of addictive nootropics (in a variety of flavors) and Fixer brand of addiction suppressants.
  • RobCo Industries: RobCo Industries was one of the largest and most influential computer and robotics corporations in the pre-War United States. Several RobCo products were the defacto choice for many consumers, such as the Unified Operating System used by nearly all terminals. The company's key products were robots, selling them to both the average American and producing them for the United States military through defense contracts.


Trait Race Benefit Penalty
Glowing One Ghoul Glow in the dark, increased Radiation Resistance Glow in the dark, radiate those around you
Tech Wizard Ghoul +20% to Lockpick, Science, Repair -1 Perception


Fallout Online site.png

The Project V13 teasers are two videos released with the intention of introducing and promoting Project V13. The first teaser was released on June 15, 2010, as part of the launch for the now-defunct Fallout Online website. The second teaser was released on December 20, 2012, as a part of a crowdsourced campaign to help fund the development of the title as a strategy role-playing game.


The first trailer shows a desk with a TV showing a "PLEASE STAND BY" Indian head test card, some bottle caps, and several books such as Coping With Mr. Virus!, How to Eat Rat, Flotation Homes and Seaweed and the Vault Dweller's Survival Guide. Alongside the books are a Nuka-Cola bottle, and a "Free Range brahmin" poster.

The words "The Master Lives" and "(Heart Symbol) Harold" are etched into the surface of the table. The player character is seen from a first-person perspective with only their hands visible. They look through various pictures that are Project V13 concept art and then view a "Wishin' U Were Here" postcard with a hand-drawn Vault Boy. This serves as the signup form for The Armageddon Rag newsletter and beta testing.


The trailer featured Slave to the Blues, a song by Ma Rainey (Free MP3 download).


Ain’t robbed no train, ain’t done no hangin’ crime. (x 2) It's that I'm a slave to the blues, grievin’ 'bout that man of mine.

Blues, please tell me, do I have to die a slave? (x 2) Do you hear me pleadin’, you’re gonna send me to my grave.

If I could break these chains an’ let my worried heart go free. (x 2) But it’s too late now, the blues have made a slave of me. (2)

You see me ravin', you hear me cryin' Oh Lord, this wounded heart of mine

Folks I'm a‑grievin' from my head to my shoes



Fallout Online Teaser 2010 HD
Black Isle's Mayan Apocalypse Replacement Program

External links


Developer Statements
  1. Interplay Forums Project V13 (Archived)
  2. Feargus Urquhart: "The reason at the time, because I would have loved to have made a Fallout MMO, was that I believed that Interplay was just not in a situation where they had the resources to do it."
    TotalVideoGames (Archived)
  3. ZeniMax Online Studios press release (Archived)
  4. BlackIsle.com (Archived)