Achieving 2D Stylized Look with a Real-Time Scene
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by Stijn Van Gaal
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I'm using an MSI with a 1070 GPU, which for this was more than enough. For bigger scenes and things like landscape streaming or more complex light bakes I would definitely recommend also looking at the CPU and amount of RAM as well

Achieving 2D Stylized Look with a Real-Time Scene
19 September, 2017

3d artist Matt Billeci shows how he builds 3d environments that look like 2d paintings. It’s a great look into the production of stylized scenes.


My name is Matt Billeci and I am an Environment Artist at Steel Wool Studios. I was born and raised in the bay area. Ever since I can remember, I have been interested in video games and art and took traditional art classes in high school and junior college. I took my first 3D modeling class at a local junior college after I graduated high school and that really opened my eyes to how 3D art could be a career. From there, I transferred to Ex’pression College, a digital art school located in Emeryville, CA, where I learned a lot of the fundamentals for making game art. During my time at Ex’pression, I sought out feedback from teachers both in and out of my department which led me to meeting my future Steel Wool bosses. They were Pixar devs in the middle of transitioning to running their own game studio full time and they hired me on their team shortly after I graduated. Since then we have released 3 titles: Quar: Battle For Gate 18, Mars Odyssey and Bounce. All of which are VR titles.


This forest scene is a project that I had developed during Jeremy Huxley’s Vegetation For Games course through CGMA. It was the first time I had done any sort of exterior or foliage so it was a huge learning experience for me. Before I started to go online to gather reference, I took a trip to Muir Woods in Marin County, California to gather a ton of my own photo reference on what I found interesting about the area. I knew I wanted to do something with redwoods because they are littered across California and I have been around them since I was a kid. From there, I went to the internet to get more reference images based on what I found interesting about the redwoods. I discovered that the things that appealed to me were large overgrown trees with very defined bark grooves, big, dense areas of ferns and clovers, tree roots or some sort of man-made path and these wood carved bearded man statues based off of John Muir (which is located near Lemon Cove, California for anyone interested).


When developing the composition, I went through several iterations before I found something that looked visually appealing. I had been reading The Filmmaker’s Eye by Gustavo Mercado to increase my knowledge in composition and I looked at a ton of photographs of forest to dissect their composition and figure out what made the photographers pieces visually appealing. Ultimately, I came up with this flowing pathway that helps lead the eye through the scene. For the CGMA course, we were required to make a few sets of plants, rocks, and trees and combine them all into a diorama or scene that could also tell a story. A few of the games that inspired me were Bioshock, Destiny, and Horizon and it inspired me to achieve something a little more stylized and mystical. A lot of this composition was developed just by moving shapes around until I found something visually appealing and also creating shapes that supplemented the mood I was trying to go for.

Modeling Challenges

The most challenging part of the project was building the bearded man totems. I tried various modeling or sculpting methods to approach the asset but ultimately found that modeling out a kit in Maya, similar to how Scott Homer approaches a kit for his Dumbledore Spellbook, and then hand placing the beard pieces along a reference plane gave me the best results. I then took the polygonal mesh from Maya, brought it into ZBrush, dynameshed it together, and used the move topological tool to conform the beard to the human face. After I got the beard placed, I went and made a detail pass on the beard with the Trim Dynamic and Inflate brush to remove the warping or artifacting. From there, I dynameshed it all together and exported a decimated version to maya for a retopology pass and baking. Instead of hero shading assets like the bearded man totem in Substance Painter, I chose to create blending shaders that would allow both world space moss to be added into the cavities of my models through the AO map and the ability to vertex paint out moss wherever I felt necessary. I experimented with techniques that Jeremy Huxley covered in CGMA course and techniques I found online or through trial and error. Doing this allowed me to reuse the totems and the trees, both standing and uprooted to make them feel like they were different assets. On top of that, I layered in peeled bark on trees with decals to add even more breakup.

For the landscape, I used Unreal 4’s landscape sculpting tools. I started off by roughing in some shapes after i blocked in a few trees and rocks. I mainly used the standard sculpt tool and the smooth tool to build the foundation. After I got something I liked, I used the Ramp tool to give me a uniform slope across the scene. Then I did another pass with the standard sculpt and smooth to blend the ramp more naturally with my previous terrain sculpt. For texturing, I created 4 procedural textures in Substance Designer: a moss, dirt, mud and loam. After that, I brought them into UE4 and created a landscape shader using shader functions similar to the way that Mind Games Interactive on Youtube built their’s. (here‘s a link to their youtube, they go really in depth on how to set up a master shader that blends between multiple shaders).

Another challenge I faced was creating the bark texture for the redwoods. I created a few different tiling textures in ZBrush as well as a few attempts in Substance Designer but none of them seemed to really capture the redwood feel. It wasn’t until I stumbled across Ben Wilson’s Substance Designer bark tutorial and combine that with a few of the bark textures and moss that I previously made that I was able to come up with something that felt right.


The pipeline for vegetation is surprisingly simple. Jeremy Huxley’s class goes into great detail about different methods for creating the plants. For me, I started off in ZBrush with a cube or sphere and used the move tool and dynamesh to form a leaf shape based on whatever reference I was looking at. After I get something I am happy with, I use a combination of the move topological tool, trim dynamic brushes with the subtle use of the crumple brush to achieve a more natural looking mesh. If I want the plant to feel as if it is dying or dead, then I will use more of the crumple brush. Once I get something I like, I start to add color in ZBrush through polypainting. I think a big reason people have said that my scene has a painterly feel to it is because I used polypaint to color my foliage. I mostly used the standard brush to polypaint but with a variety of different alphas in ZBrush. A good technique Jeremy taught is when painting plants is that when painting a plant that is dying, if you add lighter tones to the edges of the dying portions, it will make them pop out for in the game engine otherwise the details can get lost in the levels. After I was happy with the color, I rendered out a sheet of plants that varied from completely healthy to dead on a 2D sheet in Zbrush with their render to texture tool. I would do the same for the height and normal maps as well. After that, I’d bring the textures into substance designer to generate my roughness, alpha mask and AO maps. Finally, after creating the alpha mask, I would bring my albedo that I rendered from ZBrush and create my plant cards within Maya and dress the cards together into plants that would be ready for UE4. I used this same method for all of my plants, including some of my tree branches and tree canopies.


To achieve the mystical lighting I spent a lot of time looking at how a dense foggy forest would transition from foreground to background and how the objects would appear in various stages of the transition. To add to that, I knew I had wanted light my scene similar to how Horizon’s concept art or Destiny appeared. I was going for something a little more saturated with green and blue hues and I wanted to gradiate as the fog became more dense. Achieving this look with the lights took several iterations and different lighting setups. I had one directional light, a skylight to give my scene a nice blue/purple ambient light and a bunch of spot lights to fill out certain areas or to boost the ambient light in other areas. Once I got to a place where I was stuck and didn’t know what to iterate,  I created a Lookup Table for my post process volume. To generate that, I downloaded the Lookup Table texture from UE4’s website, took a screenshot of my scene and brought both of those into Photoshop. Then, I used a bunch of their image adjustment tools to try and replicate the color and mood I was going for based off of real life reference and concept art that inspired me. Finally, I exported the Lookup Table texture and dropped and dropped it into my post process volume. From there i used the post process image adjustments within UE4 to tweak and blend my Lookup Table into my previous lighting setup to achieve my final look.

For the god rays, I noticed that the rays that came in the directional light were not giving me a look that I wanted, they only worked in certain areas because of my dense tree canopies. For this scene, I chose to create my god rays using a cone shape that I modeled in Maya and created a god ray-type pattern within substance designer. I created the pattern and an alpha and applied that to my cone mesh and used a transparent, double-sided emissive material to give me the final result.

I also created light function materials for the pathway to give me the branch shadows. The directional light wasnt giving me the best result for the branch shadows so I used the canopy texture that I made, adjusted the tiling in the shader and applied that to a couple of different lights on the pathway.

Key Things

A few key things to build a scene like this as fast as possible would be to start out with a few assets at first and get them into the engine as soon as you can. Start to build your scene and your lighting as quickly as possible and see how far those assets can get you. When you start to notice repetition or feel like your scene is lacking something or an asset doesn’t feel right in your scene, then I’d suggest to start building secondary assets or iterating on assets that you made. So much time can be lost worrying about how much of a variety your scene has and building up a scene with a ton of unique assets when a small amount of properly placed an adjusted assets can give you similar or better results. Aside from the technical stuff, looking at reference and dissecting what photographers or other artists have done is just as important as being able to make the art. Understanding what can makes a natural scene or image feel mystical will go a long way when creating a mystical piece of art that is more stylized.

Matt Billeci, Environment Artist at Steel Wool Studios

Interview conducted by Kirill Tokarev

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