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Designing Town Ruins: Decay in Environment Design

Viktoria Didenko shared the production details of her somber scene The Talking Tree inspired by Darkwood and Pripyat made with UE4, Substance Tools, ZBrush, and Maya.


My name is Viktoria Didenko, I am originally a 2D traditional artist from Kyiv, Ukraine, with an International Information degree at Shevchenko Institute in Kyiv (sounds weird, but yeah, that happened!). I am a self-taught artist and have been drawing almost my whole life. I got acquainted with 3D less than two years ago and with Unreal in particular – less than a year ago, which means I have never done anything as significant (if I can say that about my current piece), as a work we are discussing right now.

Concerning the prior artistic education, I used to attend drawing and painting classes back in my town and they gave me a basic understanding of shape and composition. After that, since I moved to Kyiv to obtain my degree I have already mentioned, I was doubting if I should continue doing art, and, as you see, I took a positive decision on this.

Choice of Classes at Gnomon

The Environment for Games class is included in the track I have chosen and obviously it’s the games track. I’ve preferred games to the movies since I played Hellblade: Senua’s Sacrifice by Ninja Theory and then Metro 2033 by A4 studio. Also, I cannot but mention that I did that at the end of 2017 and I have never held a controller before.

After these games, I felt like this type of media has more of thought and soul in it, because, to my mind, people in the game companies have more communication and freedom when making their projects. It might be a smaller group of people, but I think it’s even better since they don’t have too much distance to communicate with one another and make their story logical, thoughtful.

First Experience of Making a Game Environment

In the class, I mostly wanted to learn how to make an environment right, since games are more limited than movies. Everybody knows that an environment should be modular and not heavy, and it should make a functional composition. This takes you from the point where you are to the point where the game wants you to be. At first, it felt limiting, because in the back of my mind I was repeating the rules of texel density and modularity to myself and counting every polygon, and I totally forgot about how I usually create my drawings and how simple the composition setting can be. But 3D makes it harder because you have more space and ability to show more stuff.

The biggest issue I have noticed during the class was that when you are told about the rules, you forget about the pure idea you had (especially when you are new to this). You just cut all the niceness off and what you get is just a skeleton of the scene which might be nicely optimized but looking just “meh”.

In the class, I started my “Unreal journey” with a project called Metro 2033: Last Hope.

Of course, it was inspired by Metro games and books I was pumped up by at that moment. It went through three stages of changes because I kept cutting off the main point of that environment, which was, as I already said, the composition. That was the actual goal for me in this class.

My goal, in general, is to be able to create environments myself. Take all I know in 2D to 3D and tell my stories to people with all these amazing tools. That is what I personally would love to achieve. Professionally, I would like to end up being responsible for some huge environments, and later, even for a game.

The Talking Tree

Development of Idea & Storyline

The Talking Tree scene was inspired by an amazing game called Darkwood, brought to us by Acid Wizard studio. There was a scene in the second chapter of the game where the main character finds this half-sunken village and a talking tree in it which manifested on the only way out of this village and, presumably, from the forest itself. This whole vision and the soundtrack, which mostly includes a countless number of people mumbling and constantly singing a song about their suffering, in that section made me want to see all of this from the first person angle. It felt like I want to step into this swamp and walk up to this tree, see the pulsating mushrooms this strange world is full of and just feel the extent of abandonment.  I felt like I want to be a part of this story, too. So I started looking at the game screenshots and trying to recreate the place from them.

I made a few reference boards for the atmosphere, visuals, and realism. I needed a reference of a swamp and how foggy it can get there:

There was a need in more information about this abandoned plant and I also had to create some hints concerning where this is happening. So, since it’s a game about Poland in 80s, I decided to find some polish posters about labor from these times.

To make the villagers I mostly looked at Zdislav Beksinski’s art, since it looks very knuckle-ish and rooty. I also was looking for a balance of complexity he had to apply to my sculpt.

I also decided to put a truck in there, since the game has these all over the place, hinting on that fact that people were trying to evacuate themselves from the forest. And I needed it broken, so it would fit in the story and even tell more of it.

A peculiar coincidence happened to me at the end of March of 2019. I went to GDC in San Francisco and by luck, I met Jakub Kuc, one of the developers of Darkwood and just a very nice guy. I had a very productive talk with him about Darkwood and where it takes its inspiration from. Jakub also was very kind to give me an art-book of their game, which gave me a huge push in future progress in this work.

So I decided to develop my own ideas based off of what I saw in the book.

I wanted to achieve a look of some strange catastrophe. Like Pripyat, but some years later after the accident, since the situation in the game world started in the 1970s, and we start our journey in the 80s. So I wanted it to feel like some time has passed and even these ten years were enough for the forest to overgrow everything like how you see it. I wanted to make it feel like the world has turned into a purgatory where people live in a loop of their thoughts, important ones or not.

Also, the game has this talking tree, which is the main point of the composition. In the final shots, it is hidden in the scene at first glance, so when you start looking at it and walking forward, you only see some parts of the strange things forest has done to the environment. And you see this person who probably got stuck in the truck when the forest got them, and strange thoughts come to your head:” What happened here?” And then the scene gives you an answer (and maybe also a bunch of new questions) as soon as you see this tree of talking corpses. I got this idea thanks to Joseph Bieschke, my boyfriend, who currently works at Respawn as an environment artist because at first I wanted to expose everything at once and it looked flat and overwhelming.

Below is the same scene. Without filtering things out, which I am going to talk about later, it wouldn’t have looked as good as you see it now.

Envisioning an environment is always a tough thing to do. But when you do it, you have to remember about shapes and their balance and start mostly from that. What kind of character do they have, are they evil or kind? What is their purpose and how are they influencing the environment?

In this scene, it was clear that there is a conflict between organic and non-organic shapes and I had to make it look in a way that the woods, the organic shapes, are some sort of cancer taking over the environment.

Stuff That Helped to “See”

It is an obvious thing to say, but of course, I played a lot of Darkwood to look for a particular pattern I would like to show. One of the artists of this game, Artur Kordas, did some great job both in visual and audio aspects of it. His soundtracks (Road to home, Witch, Last hideout and Piotrek, etc.) helped me to think about it more and imagine this place around me. I also love soundtracks of an artist called Thomas Koner and a band called Fog lake. These artists and their craft helped me “see clearer”.

Picture-wise, I was looking at Zdzislaw Beksinski, Elliott Daingerfield, Simon Stalenhag, Olivier De Sagazan, Nicola Samori, plus a lot of photos of abandoned plants, of course! Even if a thing you are making is made-up, there is a lot of references you can find to relate to.


The story was very important. I felt like the story of Darkwood resembled dreams I have been having for a long time, and that’s one of the reasons why I decided to make the scene. I wanted to finally see it with my own eyes and show it to everybody else.

It’s a story about a lost wanderer who gets trapped in the forest just like the rest of the inhabitants. And each person he interacts with is stuck in their own purgatory of thoughts, dreams, and pain. And while all this is happening, the forest is observing them almost mentally growing into one another. To my mind, the Talking Tree is the result of all of this.

I would like also to refer to Roadside picnic, Machine of wishes and Snail on the slope by Strugatsky brothers. These books showed me more depth on this topic and helped me balance the atmosphere.

A small piece of advice concerning any project you are planning to do, if you don’t mind: add story to it! It doesn’t matter if it is a corner or a wall. Or even a trash can. It always should have a story and depth to it, so the viewer can relate to it and ask themselves questions. This makes them invest more time in investigating your scene than it usually takes.

The Talking Tree

The Talking Tree itself is actually made of assets which I either put in the spline blueprint or just directly inserted into the scene. I thought that since this weird forest resembles cancer, the tree is supposed to be one of the hearths of it and have all the patterns you can notice in the scene

and a picture of the spline blueprint.

A small breakdown of the Talking Tree:


At first I was thinking of making the whole forest full of trees and other foliage but, in fact, I didn’t need that much, so the vegetation got cut to just a few assets. Since it was my first time doing any vegetation at all, I tried both ways: making things myself and using SpeedTree.

The workflow for SpeedTree is pretty generic. I got two versions of a pine-tree with the same material attached to them. All the materials were made in Substance Designer.

Then, I made a rough tree in Maya using cylinders and then took it to Zbrush. After ZBrush, to save the polygroups, I could divide them into meshes in Maya. This helps to get good UVs fast. Here’s a little breakdown:

This is the result you get in about 15 minutes of such a workflow. Clean UVs and shapes.

This tree is also economical because I painted the masks for it in Substance Painter and then tiled textures I already had in the scene.

I also sculpted some leaves and painted them in Substance Painter, and some of them were used in SpeedTree to make cards for branches with these leaves.


Most of the assets in the scene were textured using material functions inside Unreal. I made a few tileable materials like paint, metal, rust, and something that can look like grease or dirt (since you can just make an instance and change the color or roughness for it). Then I put them all into a material, using Use material attributes, with an ability to do vertex painting.

In this way, I painted the walls and the floor.

For the truck I used the same principle, however this time I baked Normal map and painted masks in Substance Painter and exported them. You can see this in the capture of the material:

Instead of using vertex painting, I used the masks I painted and tiled the materials (which I am using everywhere else in the scene, too).

I also made tileable materials for trees, debris, and mushrooms.

1 of 2

The debris material was executed in the scene with the help of parallax occlusion and pixel depth offset. Attached below are the example of it and the material itself.


I used the rule of thirds and the spiral composition. Laying out the props in such a way helps to lead the eye to the main point of the artwork, starting from the beginning point. The main goal to accomplish was to make the picture lead the viewer starting from the strange fallen tree to the driver stuck in the truck to the Talking Tree.

I wanted to make the tree look evil and unusual. Especially when the viewer approaches it, I wanted the tree look almost as if it is unreachable because of the weird overgrowth. As if it was a giant bug with centipede legs. It is silent, but at the same moment, it’s violent. This forest if not healthy and anything it influences should have a look as if it is overgrown with something “cancerous”. So the trunk and the ground have overgrowths on them and fall apart as if they are being “consumed” by the disease.


Post-production became one of the main parts of my project and included:

  • Lighting
  • A feeling of depth (fog)

For this, I used fog cards. There is no Atmospheric or Exponential height fog. The way I utilized is a very expensive one and this decision was made because of the time limit I had at that moment. The fog I created helped to balance the lighting.

  • I needed to create a feeling of life and movement (drips, decals, pulsating mushrooms, flies orbiting around the place, wind in the foliage, movement of the water)
  • I needed the talking corpses. I made a quick rig and made 5 animations, which then were offset to make the movements look different.


I faced a lot of challenges during this project, to be honest. It was even challenging to start this project, because I had to interpret a 2D picture from top-down perspective into a 3D view.

But the main challenges were:

  • Style and shape definition. Since it’s not an average swamp and there supposed to be a lot of weird roots coming out of the tree, I had to define their shape and main pattern, so it would look like it has the same style and source. I had a lot of sketches and it was tough to choose what the best thing to do. I started with a thought that I would have a huge variety of weird trees and plants, but I started implementing it, I understood that I did not need that much stuff. I ended up with just one mesh of a strange root/branch and one type of mushroom. And it was more than enough to finalize the scene and make it look complete.
  • Limitations. As I already mentioned it, this is my second environment for games and while I was making it, I mostly thought of how light I can make it in terms of optimization. However such thinking mostly sinks your idea and takes you nowhere. After this project, I came to a conclusion, that you can start big and expensive and then cut off the stuff that slows your scene down (making geometry cheaper, using all the nice tricks Unreal has to make your textures lighter, etc.)
  • Lighting and complexity. FOG. A lot of fog! My scene got to a point when I couldn’t tell where is the foreground and where is the background. The scene had a bunch of details, too (the tree, truck, an abandoned fallen clock, strange root on the right side of the scene (you will never even see that spot in the video). I was suggested to add more fog and separate the scene into two parts. And it worked. It helped me to make a conclusion that you have to focus on the actual stuff that you want to show off. And don’t be afraid to cover it with fog or hide it in the dark because these things do a great job at creating more mystery and realistic look.
  • Storytelling. This point interrelates with the previous one. The fog and the amount of detail I was showing influenced the storytelling a lot. If I showed everything at ones, the mystery would be lost. So I had to make the main point of the scene hidden as if a silhouette of somebody standing behind a curtain who was going to show up only at the end of the show. My advice here is, again, not to be afraid of hiding things. If you are planning to show them, you will eventually show them as far as the scene goes.


I would like to thank Anton Napierala, Joseph Bieschke and his team, Acid Wizard Studio for this wonderful book, Jakub Kuc for providing it to me and a great talk about Darkwood, Beksinski and Dark Souls, Nate Stephens, Jared Fischler and many many other people who supported me and gave me a lot of guidance.

Thank you for your attention!

“Respect the woods. Be patient. Focus.”

Viktoriia Didenko, 3D Environment Artist

Interview conducted by Kirill Tokarev

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