UnDeadwood's Brian W. Foster on finding the right game, the right cast, and making it work

It’s hard to find someone in the Dungeons & Dragons ecosystem—as a player, DM, or anything else—who hasn’t at least heard of Critical Role in 2019. 

The main show, a homebrew D&D campaign streamed and run by voice actor Matthew Mercer, has been running for more than four years. It’s spun off multiple other tabletop gaming shows, talk shows, podcasts, live stage shows, comics from Dark Horse, and now an animated series with Amazon. For the channel’s 2019 Fall broadcast schedule, two new shows were unveiled: Mini Primetime with Will Friedle and UnDeadwood. While Mini Primetime, so far, is produced in a similar manner to most Critical Role talk shows (albeit a little… stranger), UnDeadwood has taken a much more serious, dramatic production direction than anything released by the studio so far.

I spoke with UnDeadwood’s host and game master, Brian W. Foster, whose other hosted shows for Critical Role include Between the Sheets and Talks Machina, about this new production direction, the Deadlands Reloaded RPG system, Deadwood inspirations, and the cast.

Note: This interview was conducted after the third episode of UnDeadwood, but contains no spoilers for the show’s plot.

Fifth Edition D&D just doesn’t do a Western justice

Critical Role’s various shows, specifically their other tabletop RPG broadcasts, have experimented with other game systems before, but nothing of UnDeadwood’s magnitude. 

There have been strange raccoon-based RPG systems, another with bears, and when all else fails, good old Fifth Edition, the most current standard edition for Dungeons & Dragons. Fifth Edition (5e) has been used the most by a country mile, and that’s what the main show, which has run for just over 200 several-hour-long episodes, uses. UnDeadwood, however, uses a system called Savage Worlds, and a pre-made campaign for it called Deadlands Reloaded. This was the only real choice for UnDeadwood, according to Foster.

“UnDeadwood was a way to experiment with game systems other than traditional Fifth Edition Dungeons and Dragons,” Foster said. “I love Savage Worlds and Deadlands Reloaded, and I’m the kind of guy that spends his free time just reading player guides to Deadlands for fun, because it combines the Western genre with fantasy. Someone should make an RPG out of the Dark Tower series, by the way. We try new types of RPGs at home all the time, but most of them aren’t streamable. We’re always trying to find a game system that we love that we can also figure out a way to crack onto a stream.”

Deadlands Reloaded and the Savage Worlds system dive into a very specific genre called “The Weird West.” If you’ve read any of the books from Stephen King’s Dark Tower series that Foster mentioned, you’re probably already familiar with this genre. But for everyone else, it can best be described as the combination of a classic Western with the darkest parts of modern fantasy—demons, undeath, and the occult.

UnDeadwood’s story appropriately takes place in a place called Deadwood, a lawless post-Civil War mining town full of what Foster describes as “the worst of the worst” inhabitants. There are two types of people in Deadwood—miners who slave away in the nearby mines to scrape together barely enough cash to survive, and those in the town who take their money in the form of drugs, whiskey, women, and games of chance. It’s full of grim and grimace, and a much more unpleasant setting than most of the tabletop RPG systems on the market. The depressing setting outlines the harsh realities of the game system itself, and to Foster, that’s perfect.

“Our main goal here is to inspire, and hopefully we’ve inspired people to go home and play Deadlands Reloaded, because it’s fun as fuck,” Foster said. “It’s weird, and it’s brutal. For example, when Travis rolled double snake eyes, I had to check the book for what came next, and it literally says, ‘Something very bad happens.’ I’m like, ‘OK, here we go!’ It really is a savage world, excuse the pun, and that black-and-white brutality is what I loved about Westerns growing up.”

Something that Critical Role fans have speculated on for years is how the studio decides on its programming schedule, including one-episode roleplaying features, which they call “one-shots.” Fans have joked that it seems like the cast and crew just bring a bunch of tabletop RPGs into the studio to play, and the ones they like, they turn into a show. As it turns out, that’s not totally off.

The cast and crew is packed full of role-playing nerds, so they are constantly playing new types of games, even within the studio. While they’d love to turn all of them into shows, it typically comes down to finding the ones that actually work as a show. As Foster describes, some games that end up being some of the most fun games he’s played would never work as a show, due to over-complication in the rules or some other detail. Savage Worlds was exactly what they were looking for.

“Deadlands was the perfect system to become a show, because it’s complicated without being too complicated for a viewer to enjoy,” Foster explained. “When a character rolls to do something like shooting, noticing, or whatever, there’s just two dice. Stuff moves pretty quick, and it’s all success versus failure. It’s ‘Can I do this? It failed? Alright, here’s what happens.’ It’s fast. It lends itself super well to a Western, because Westerns are that black and white, and it’s really entertaining to watch.”

Highlighting drama and emotion

Aside from the grim setting and harsh rules, UnDeadwood pursues some other very different directions from Critical Role’s other products, namely in its production.

In Critical Role and those various one-shots, they all typically follow the same method of broadcast—a wide shot of the table and all the players, while the DM gets their own camera, and another one is fixed on the battle map. The differences in this regard are what stick out immediately to anyone watching UnDeadwood. It’s much more dramatic, and it focuses on capturing the emotions of each player at the table with the use of close-ups and different camera angles. And, in some cases, conveniently-placed air conditioning that causes a certain cast member's hair to blow in the wind for added effect (purely coincidental, Foster swears). 

Both the video and audio production took hundreds of hours to complete, per episode, according to Foster, but it was worth it.

“Going back eight or nine months ago, when Ivan Van Norman and I first started whiteboarding this show, we knew how emotional, and even spooky, it could get, and we figured that our standard Critical Role format might not work,” Foster said. “We called in our director, Steve, and we asked him how we would shoot this. That was when he walked us through what you saw the night the show premiered, and said, ‘This is the way to do it.’ Ivan and I were instantly sold. I didn’t even know how it would be possible, but we’ve seen him work miracles before. I knew he could pull it off.

“We had something like eight cameras, and this was the biggest production we had ever undertaken at Critical Role, by leaps and bounds. We’ve treated every episode of the show like its own feature, with its own set length, color, and musical score. We went into every single little detail.”

This isn’t the type of thing Critical Role fans should expect to happen often. Birthday parties were missed, weekends were lost, and minds were numbed to the amount of work that went into making this four-part web series. It all came from love, according to Foster, as everyone was obsessed with making sure it was done correctly. One story he shared, for example, involved the team staying late to edit out a bunch of background noise around something provocative that Matthew Mercer, who plays gun-for-hire Clayton “The Coffin” Sharpe, said off-hand, just because it turned out to be a great quote.

Just because it was difficult, that doesn’t mean it won’t ever happen again, though. Shows of this caliber have been at the forefront of the crew’s minds since they founded the independent studio at the beginning of the year, when they separated from Geek & Sundry. UnDeadwood served as both an experiment and a launching point. It’s an experiment in the sense that they were able to test out a new production direction, just to see if it worked, and it’s a launching point for expectations. While something of this degree can’t happen every week, Critical Role wants this quality to be what it’s known for.

“When we launched our own channel at Critical Role, we always knew the quality of UnDeadwood would be the quality we strive for in all our shows,” Foster said. “That’s what we always dreamed about. We’re trying to innovate, and we’re trying to iterate on our own ideas. The main show has been around for four years, and it works. We could just let that be, but we’re a bunch of restless creative minds, and something like UnDeadwood is what happens when we’re allowed to breathe and take the time that’s needed to innovate.”

Picking the perfect cast for the story

Critical Role’s cast features some of the best voiceover talent in the industry. They’ve been featured in some of the most well-known animated series and video games on the planet, and one of them, Sam Riegel, even won an Emmy for his efforts. When making a new show like UnDeadwood, how would anyone decide on certain cast members? According to Foster, it was tough, but they had an idea of who to run with from the start.

Sam Riegel, in particular, Foster complimented as someone who’s able to escalate any project he’s involved in as both a master of his craft and a jack-of-all-trades. Instead, Foster decided to go with Matthew Mercer, Critical Role creative director Marisha Ray, and Travis Willingham, who he felt would bring the heaviest, most layered characters they could think of for a grim adventure like this.

“Ivan and I spent a lot of time discussing the mood and the vibe of the table, right?” Foster began. “We knew what we had with Matt, Travis, and Marisha—they were going to come with thirty character layers, heavy back stories, and ready to roleplay the second we go live. Finding two other people that could not only keep up, but shine and strive in that environment, narrowed our list a lot.”

It was onto finding two guests. Critical Role, both the main show and almost every single other show produced on the channel, have featured a very wide array of talented guests, including well-known celebrities like Boy Meets World and Batman Beyond’s Will Friedle, esports personality Mica Burton, and even some folks from the music industry such as Logic and Amanda Palmer.

UnDeadwood ran with a cast of five, including the three from the main cast of Critical Role. The two guests would end up being Overwatch’s Anjali Bhimani (Symmetra) and The Walking Dead’s Khary Payton (Ezekiel). The search didn’t take too long, apparently, as Foster said he couldn’t get Payton out of his mind once he originally considered him.


“Khary is one of the most articulate actors I’ve ever met, and he doesn’t even have to open his mouth to pull that off,” Foster told me, referring to the many close-ups of Payton in UnDeadwood that featured him not saying anything, but simply making a glance or tightening his focus on a situation. “When we cut to him on-screen, he can capture the entire mood of the table and gravity of the situation with just a movement of his lips or eyes. We had to work around The Walking Dead to make sure we could get him in, and it was worth it.”

When it came to the story he wanted to tell, it all fell together just as easily. The pairing of Ivan van Norman and himself, according to Foster, seemed like a match made in heaven. Between Willingham’s character being a pastor and the many superstitious folk of Deadwood, Foster’s own religious and cultish upbringing lended itself well to melding that world into Deadlands. Van Norman, on the other hand, is a horror connoisseur. Together, the story they wielded, with their cast of five, is a strange mix of religious iconography and occult horror, something that finds itself right at home in the Weird West.

More importantly, though, is community. Foster wanted, above all else, for this story to be one of people coming together to overcome great, terrible odds. And to him, mixing fear with faith was the perfect recipe.

“Ivan comes from a background of horror, and he knows how to use fear to tell a story about the human experience,” Foster said. “I come from a background of faith, and I grew up with an extremely religious upbringing with other cultish stuff. Even if I don’t consider myself to be a person of faith anymore, everything I touch is influenced by that background, and where a lot of people think fear and faith are opposites, I think there’s an intersection of the two. When the two are thrown together, they create a need for community. “I will walk with you through whatever darkness may come,” and that’s what the five people in our show did.”