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''Half-Life: Opposing Force'' was announced on April 15, 1999 to be developed by Gearbox Software.<ref>[https://bluesnews.com/s/1472 ''Half-Life'' Expansion Announcement] on Blue's News (April 15, 1999)</ref> At the time, Gearbox was a new company formed by the core members of the defunct Rebel Boat Rocker which had been shut down after a struggle with their publisher on their first video game project. The team wanted to work on small scale titles based on an existing technology rather than creating a completely new game.<ref>{{IA|20031026212855/http://bwf.be/index.php?page{{=}}view_interview&id{{=}}7|Gearbox interview|Belgian Webgaming Forever (September 5, 2003)}}</ref>
Meanwhile, Valve was busy with developing ''[[Half-Life 2]]'' and its supporting [[Source|engine technology]].<ref name="interview">{{IA|20120330050654/http://theverge.com/gaming/2012/3/28/2903588/half-life-borderlands-gearbox-software-aliens-brothers-in-arms|From ''Half-Life'' to ''Borderlands'': Gearbox rides the rocket|The Verge (March 28, 2012)}}</ref> They were looking for someone to take over their role and expand the [[Half-Life and Portal universe|''Half-Life'' universe]] so they could focus on their future titles. Gearbox had connections at Valve and were interested in meeting them to see what they could put together. However, [[Gabe Newell]] ended up calling them first as he had a similar idea for a project. Through their connections, Gabe was told what Gearbox was doing, and he believed they'd be a good fit. Both companies got together to discuss and explore the possibilities.<ref>{{IA|20061031130241/http://computerandvideogames.com/article.php?id{{=}}25843|Shifting up a gear: Randy Pitchford Interview|Computer and Video Games (February 26, 2002)}}</ref>
[[Randy Pitchford]] pitched the idea of player returning to Black Mesa as one of the soldiers invading the facility occurring during the same time as the events of ''Half-Life'', retelling the story from another character's perspective. He likened the concept to the play [[Wikipedia:Rosencrantz and Guildenstern Are Dead|Rosencrantz and Guildenstern Are Dead]].<ref name="interview"/> Newell, inspired by [[Wikipedia:The Alexandria Quartet|The Alexandria Quartet]] series of novels, also wanted to have a [[Wikipedia:Rashomon effect|Rashomon]]-esque structure and allow the players to experience the same events from a different point of view.<ref>{{IA|20081217151736/http://pc.gamespy.com/pc/half-life/932135p1.html|''Half-Life'' 10th Anniversary Interview|GameSpy (November 19, 2008)}}</ref> The deal was signed, and the production of the ''Opposing Force'' expansion pack went forward.