 Good evening. Half-Life 2's characters are iconic. They all have instantly recognizable designs and memorable personalities, and they have all been put into some of the most arranged situations imaginable on a global stage thanks to GMOD. But did you know that these ragdolls you've been taking out your twisted impulses and fantasies on are actually based on real people? Every character you see in Half-Life 2, as well as some of Valve's other titles like Left 4 Dead, was made using 3D wireframe scans of real people's heads and faces. You can even find these people's names listed in the credits of the game if you look hard enough. By now, you've probably seen at least a few of the original reference images for these characters online, whether in memes or just as little factoid posts on Reddit or whatever. But have you ever stopped to ask yourself who these people actually were? How did they end up being put in Half-Life 2? And what are they up to nowadays? Today, I'm going to talk about the untold stories of these very real people who, despite knowing next to nothing about them, you would almost certainly recognize if you spotted them walking down the street. There will be some funny and heartwarming stories in this video, there will be some mysteries, and there will also be some tragedy as well, so be ready for all of that. Let's start out with the most iconic character of all. The G-Man is Half-Life's biggest mystery. You know him when you see him. The G-Man may not be a human, but he sure looks a lot like one. His face was modeled after a teacher slash performance coach from Seattle named Frank Sheldon, who back then also worked part-time as a janitor at Valve's offices. Frank Sheldon ended up becoming a part of Half-Life 2 through a friendship with the game's lead animator Bill Van Buren. Bill initially imagined Frank as a good fit for Dr. Breen, and approached him to ask for permission to use his likeness. However, the team eventually decided that Frank's face would be a better fit for the elusive G-Man. In order to create an uncanny appearance for the not-quite-human character, Valve opted to put Frank's face on a body type that was taller and more slender than his own, and even asked him to suck his cheeks in during the scanning process in order to make him appear more gaunt. The rest is history. Nowadays, Frank runs a photography business with his wife and he writes novels in his spare time. If you care to learn more about him, he's still somewhat active online and has even done a couple of interviews with people from the Half-Life community, which is kind of heartwarming. Meanwhile, Wallace Breen, the Earth's well-spoken administrator, ended up taking on the likeness of a man named Roger Gway. It looks like Roger was the director of a company called Tanner Electric Cooperative in North Bend, Washington, and the Combine Overwiki states that the clothes that Dr. Breen wears in the game were directly inspired by his real-world outfit. But other than that, I really can't find much information on him, unfortunately. So moving on, the absent minded genius Dr. Kleiner actually had two different face actors at different points in the game's development. For those who don't know, this is what his original design looked like. A much older and honestly much more serious looking man. However, the team ended up completely redesigning the character after an awkward and unexpected encounter with a stranger. We thought we had Dr. Kleiner in the bag until we laid eyes on Ted Court. We were in the elevator and we said, Oh my God, that's Dr. Kleiner. We spoke with him and he was happy to let us use his face, as his two teenage boys were both Half-Life fans. It was always fun to run into him at Starbucks with team members that didn't know where we got Kleiner's face from. They just started staring at him, trying to figure out why he looked so familiar. The final face of Kleiner is Ted Court, an accountant who worked above Valve's offices. Half-Life's writer Mark Laidlaw was particularly amused by Ted's name, because he had actually previously considered naming the Dr. Kleiner character, Dr. Court. The original version of Kleiner was reused as a hostage in Counter-Strike Source and early versions of CSGO, and nowadays most people just refer to him as the court model. However, his face actor seems to have never been properly credited or identified by Valve themselves, so we actually have no idea who he is or what he's up to now. Given his visible age, it is unfortunately very possible that he may no longer be with us. But if this LinkedIn page has anything to go by, it looks like Ted Court is still around at least. He's in his sixties now, and he appears to still be doing tax work on the West Coast. Moving on, the casting of the lovely Alex Vance was one Valve considered to be very important. The team wanted Alex to be attractive and a clear love interest to the player, so they actually put out a real casting call for multiracial female models, and of the hundreds who showed up, Valve eventually narrowed their selection down to a single actor from New York City named Jamil Higley. Jamil had started her modeling career as early as in elementary school, appearing in generic TV commercials before eventually becoming a public-access TV host. However, she ended up staying near Valve's headquarters in Seattle for a while after deciding she needed a break from New York. During this brief getaway, her modeling agency brought her to Valve's doorstep, and she actually ended up not only providing Alex's face, but also recording her motion capture animations. Now, Alex's face mesh was actually edited a little bit throughout development, I guess to try to make her even more photogenic, and you can actually kind of spot these small changes in her face if you compare shots between some of the game's trailers. But the final character is still definitely very recognizable as Jamil. Just like the G-Man's face actor, Jamil is actually still around doing interviews, still looks a lot like Alex Vance, and seems to be a very sweet lady. Nowadays, she fancies herself as a former actress, an emotional intelligence coach, a gamer advocate, and a mother of four. I think it's safe to say that the face of Alex has gone on to have a pretty happy life. Good for her. Barney Calhoun is the freedom-fighting resistance cop who takes the role of Gordon's best friend, and his face is modeled after Valve's chief operating officer, Scott Lynch. Scott seems to be a pretty business-oriented guy from what I can tell. He has a background in accounting, much like Ted Court, and was actually the senior vice president of the publishing company behind the original Half-Life. He seems to have jumped ship to work for Valve themselves just two years after Half-Life came out. I guess he knew they were destined for great things. 23 years later, Scott still works at Valve, and even seems to enjoy greeting people who take tours of the company headquarters. He's definitely a bit older now, but he's still pretty recognizable as the friendly face of Barney Calhoun. Moving on to a less friendly face, the priest of Ravenholm, Father Grigori, is a shifty, odd, and unstable character. Valve wanted someone with a fittingly suspicious appearance to play him, and they for some reason decided that the mug of Daniel Docio, who is the father of one of the game's artists, Horia Docio, was the perfect fit. That's kind of mean. Funnily enough, Daniel Docio himself is actually part of the game's industry as well, being the head art director for a game development company called NCsoft that worked on games like Guild Wars. That means that the face of Father Grigori is actually still around, and could even be behind you right now. Arnie Magnussen is the foil to Dr. Kleiner, and he's a character that sometimes gets forgotten given that he's unfortunately ever only appeared in a single game, being Half-Life 2 Episode 2. Magnussen's face is actually based on an Australian actor named Paul Enhorn. Paul is known best for his roles in indie films like This Is Martin Boner and Land Ho. Unfortunately, both Paul Enhorn and Magnussen's voice actor, John Aylward, died just months apart in mid-2022. That means that both talents behind this character died before Valve could reprise him in another game, which is just a crushing blow, especially because in my opinion Magnussen is one of the series' best characters. Speaking of underrated characters, the Triple Agent Judith Mossman is modeled after Donna Van Buren, the wife of Half-Life 2's lead animator Bill Van Buren, who we mentioned earlier. There is unfortunately pretty much no information about her anywhere since she's for the most part just a random private woman, but given the success her husband has had in the games industry, I don't imagine she's doing poorly nowadays. In Half-Life's community, Mossman has always been kind of overlooked as a character despite her importance to the game's plot, so I'd expect some of you are going to be happy to hear that I'm now moving on to the ever iconic City 17 citizens. Ask yourself, what would Half-Life 2 be without its downtrodden underdog NPCs? It'd be a lot less memorable I'd say. Despite being considered generic characters compared to most common NPCs in the gaming world, these levelable guys are anything but. Now unfortunately, despite the citizen face actor's names and reference photos being readily available, the stories of how they were inducted into the game are both much less well documented and much less interesting than those of the real characters. For most male NPCs, people at Valve pretty much just approach strangers and public like restaurant waiters and newspaper salesmen and ask them if they wanted to be in a video game, while most of the female NPCs are also just random wives of Valve employees or former actresses. But there are some interesting exceptions. For example, Malo 2 and Malo 4 are Ted Backman and Eric Kirchmer, both concept artists for Valve. Ted Backman is actually infamous for creating most of the weird sexual penis horror you see throughout the series and seems to have fully retired in 2015. Meanwhile, Eric Kirchmer created most of the game's vehicles and debris and still works for Valve to this day. He also provided the face of the stripped Combine soldier. Malo 3 is Larry Hurt, an 80s deep house producer who is apparently important enough to have his own Wikipedia page. I'm not going to pretend to be knowledgeable about house music, but I listened to some of his stuff and it's actually not that bad. So if you're into that genre, maybe go check it out. Malo 8 is Joe Cairo, a basketball-strengthened conditioning coach and the creator of an athletic training camp called Beast Camp. It's kind of hilarious to me that the oldest-looking guy in the entire game was also probably the most physically capable and active. I know if I don't address it, I'll get comments about it, so I'm very sad to report that the only information I can find online about Malo 7 is that his actor is named Michael Smith, which is one of the most generic names I've ever heard and basically makes him impossible to track down. Sorry. Cheeple, the low-poly performance-saving model who only appears a couple times in the entire game, is modeled after a man named Warren Slough, who is the brother of Ted Backman's wife. Warren passed away at just 33 years old on July 3rd, 2006, and while there's no cause of death listed anywhere, it seems to have been a horrible and tragic affair based on what I've read. I don't want to talk too much more about Warren because his death at a young age clearly still troubles his family and I don't want to risk offending them. In fact, if you're one of the people spamming his memorial page with stuff about Half-Life 2, you should probably stop doing that. It's weird and, in my opinion, kind of in poor taste. The face used for the goofy and lovable Odessa Cubbage was that of Travis Dunlap, a martial arts instructor that one of Valve's employees really liked. He sadly also passed away just a month after Warren did in August of 2006 at the age of 73. I honestly didn't mean for this video to get so sad, but there's one main character I've actually yet to talk about, and that's because his story is what I honestly think might be the most interesting and messed up one of all of them. Eli Vance is a very important character not just to Half-Life 2, but to Half-Life as a whole. His character is very unique and it's honestly impossible to imagine the game without him, and obviously his significance in the story cannot be understated. So you might be wondering how exactly did Valve go about casting this pivotal role? Well, one day Randy Lundeen, a graphic designer at Valve, was out in public and spotted a man on the side of the road holding up a sign saying he was looking for Randy thought the man had a quote incredible face and approached him to ask if he would be willing to come back to Valve's offices and get his head scanned into the game for some cash. The man obviously agreed. Now, some sites online credit Eli's face as Larry heard from earlier, but this is completely wrong. Eli's face actor has actually never been credited at all in any of the games the character appears in, and nobody online has ever been able to track down his name either. I hate to say this, I really do, but the unfortunate truth is that this old guy is probably dead by now as well. But unlike the others we've talked about, nobody will ever know for sure because he was never credited for his highly important roles in four of the most popular video games of all time. On top of that, we have no idea how much this guy was even paid. He probably wasn't really aware of Half-Life or how popular it in its sequel would become. It honestly gets more messed up the more you think about it. In my opinion, this story might be more interesting and sad than them basing the corpse model on a yet identified real dead body. I don't really know what to think of it. So to wrap things up, it is insane to imagine that these people walked into a random photography studio with the promise of maybe a few hundred bucks only to now 23 years later be iconic to millions of people and regularly rigged up in shit like Five Nights at Freddy's SFM animations. There is really nothing comparable and it helps remind me how new the phenomenon of the internet and digital media is in the grand scheme of humanity. I also think it's really funny that Valve's part-time janitor ended up becoming the face of an otherworldly god-like being in one of the most important mysteries in gaming history just by being at the right place at the right time. I hope you enjoyed this video and learned something from it. Subscribe to my video page and discord for more sloppy goo goo and have a good day.