Sadly, in what would become a pattern for Looking Glass, releasing a product that was years ahead of its time didn't pay off. System Shock obtained wide critical acclaim, but sold poorly.

However, the game managed to develop a cult following over the years. Among the select group of aficionados was a young Ken Levine. His company, Irrational Games, was granted the rights to work on a sequel, allowing for a proper, triumphant return of SHODAN, the devious rogue AI that had so masterfully served as the first game's main adversary.

Developed on a shoestring budget in an office that can be aptly described as Looking Glass's broom closet, there was constant symbiosis between the two companies. First and foremost, Irrational had access to the Dark Engine, which would first come to use in the 1998 stealth classic Thief. As a result, System Shock 2 shares many of its strengths with the original Thief: the player is able to hide in the shadows of the large, intricately designed levels, with different surfaces generating different levels of noise, potentially alerting nearby enemies.

What truly separates SS2 from its predecessor is the use of a complex character system, resulting in a game that is both FPS and RPG in equal measure. Early on, the player chooses one of three classes: the gun-toting marine, the psionically-endowed OSA agent or the tech-savvy navy hacker. Throughout the game the player can customise his character however he chooses: improving his attributes, selecting traits, training the skills required to equip and repair more powerful items, finding implants or learning any of the 35 available psi powers, that range from temporarily buffing stats to firing mental projectiles and even the ability to teleport yourself.