Fallout 3
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Morwyn Kelm

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About this mod

This is a massive and immersive HD audio overhaul for Fallout 3.

Permissions and credits
What people are saying about FO3 HDAO..:

Loved it ! Absolutely superb , i never thought that audio mods were that important , you proved me wrong !!!
- adamski47

Endorsed - I'd endorse it twice if that was an option!
- reddev

I'm very fussy with in game music but this is simply brilliant. The best music mod I have used, matches the game perfectly so can't recommend it enough.
- ritch1

This is the first time I actually got (truly) excited for a music mod! Wonderful job and endorsed!
- misterwho92

I think I just struck gold... I can see this as file of the month and in the top 100 mods. :)
- Alpha_Fire_Wolf

Everyone should have this. Great work!
- green0ak

I *LOVE* this file. The music is great--all of it, to me, is incredibly well fitting. As advertised it definitely gave me a different gameplay experience. Love it!!
- Odile

Have to say I can definitely hear the difference between FO3 vanillas audio and your mods and wow you did a good job.
- Hazard2005

Genius simply genius, it just sets the atmosphere right.
- Loucravre

Fits in with the games atmosphere perfectly.
- toggsuk

excellent quality. breaths new life into the environments, thank you for the treat :)
- gimpyparrot

Great work! The dungeon music is probably my favorite of it all.
- Darkly

This mod is so good it hurts. Anyone who says that it doesn't work well with the game, must be tonedeaf. I have spent years sequencing and producing music, and I can say that this mod not only is very fitting to the gameplay experience, but it is professionally crafted as well. ... GREAT WORK MORWYN
- thunderfunk

I don't normally play Fallout 3 with the music enabled, but after trying this overhaul I will from now on. As an "old school" Fallout player I highly recommend this mod.
- Sunara

Thank you so much the music changed my entire fallout experience ! the music brings so much more atmosphere to the game its just amazing ! ^^
- keller88

The music in this pack is really good. It certainly adds to the already great atmosphere, and never takes you out of the game.
- MaeAbr

am using it and loving it !!! I highly recommend this mod to anyone wanting a new enhanced feel to the game ... and like me I'm sure that you will endorse this file ... let's make it the file of the month as it deserves to be ... I will now add this file to my list of must have mods.
- Burnagirl

I like this mod, nice clean music files with no popping or distortion. I have a decent audio setup and I can confirm that this mod sounds very good on it... I especially enjoyed the dungeon tracks as they felt highly appropriate. Thanks Morwyn Kelm!
- Macrog

who was the idiot that disliked this mod?
- WhiteBandit

Mod: Fallout 3 - HD Audio Overhaul 2.0
Author: Morwyn Kelm (Nexus Forums)
Email: [email protected]
Date: June 14, 2010 (Initial Release)
Date: June 30, 2014 (Latest Update)
Official: http://www.nexusmods.com/fallout3/mods/13055/


0 - Changes
1 - Introduction
2 - Features
3 - Requirements
4 - Installation
5 - Technical
6 - Tips
7 - Bugs
8 - Credits
9 - Final Notes
10- License


0 - Changes:

V2.0 June 28, 2014

- NMM/FOMOD package.
- 6 new tracks!
- 3 Extra (unused) bonus tracks!
- Minor change to menu/exit track
- NV support in progress

V1.21 June 25, 2014

- Yes, really.
- Rebuilt archive, MUCH easier install.
- Working on FOMOD, NV support.

V1.2 June 14, 2010

- Replaced 'main menu' track
- Replaced 'exit the vault' track
- Replaced an explore track (overwrite the old one!)
- Replaced 'death' sound
- Replaced 'level up' sound
- Updated 'Bugs' section
- Updated 'Credits' section

V1.1 June 12, 2010

- Corrected bad checksum in original archive
- Original archive contained raw masters, these were not encoded for use in FO3 and caused system hangs, menu lags, etc.
- Added additional 15 minutes of material
- Rebuilt structure, re-ordered some tracks
- All tracks re-encoded with MP3Pro @ VBR/256Kbs
- Re-posted and tested archive
- Added 'bonus' material. Oh yes.

V1.0 June 11, 2010

- Initial release

1 - Introduction:

This is an immersive and massive, High Definition (HD) ambience overhaul for Fallout 3 and includes over 4 hours (!!!) of new music. The vanilla ambience is certainly good but it just doesn't 'feel' like Fallout. This will (hopefully) change that and, to me, feels like a totally different game.

All of the tracks have been professionally re-engineered to provide as much clarity and fidelity as possible and include many of my own re-mixes and compositions. Other credits are listed below.

The goal is to create additional ambience while retaining (and recreating) the original Fallout theme while adding some new elements.

Those of you with nice sound systems will appreciate this.

2 - Features:

Well over 4 hours of professionally engineered new music (almost 100 tracks) that will complete your Fallout 3 immersion. This pack will *definitely* alter and enhance your Fallout 3 experience.

- Over two hours (200~ minutes) of roaming, exploring tracks.
- 50+ Minutes of themed spelunking music to set the mood when you're somewhere you shouldn't be.
- 25+ Minutes of new "battle" music.
- 11+ Minutes of military themed music for base locations.
- Includes selected songs from Fallout 1 and Fallout 2 for the old-school among us.
- ...more?

*** Bonus Material:

There are numerous original tracks included, they are provided here under GNU licensing (see bottom).

With all due respect, this pack is guaranteed *NOT* to include music from the following sources:

- The Dark Knight films
- Louis Armstrong
- The Ink Spots
- Scratchy radio circa 1930
- S.T.A.L.K.E.R.
- Trent Reznor

3 - Requirements:

Special care has been given to retain the quality of the masters without taxing older systems but please keep in mind this in intended to push your audio sub-system to the fullest.

A 5.1 surround setup is not required but strongly recommended. Everyone, especially headphone and stereo users, will benefit greatly from this pack.

Turn it up. ;)

4 - Installation:

Automatic: (Highly Recommended)

1. Use NMM 0.5+

- Select optional install components;
- Menu sound - Disabled 'slide' sound in main menu.
- Death Sound - Replaces the ridiculous 'death' sound in vanilla
- Main Menu Title - Replaces the main menu music, disable if you prefer vanilla

b. Support for FOMOD but it's buggy and not recommended.

Manual Install:

1. Extract the contents of the archive into your Fallout3/DATA folder. It will not over-write vanilla files. The only potential conflict is if you're using another music replacer.

2. Use Quazzy's ArchiveInvalidation Invalidated found here;


3. *New*

And possibly even better, use ArchiveInvalidation File Generator by Sir Garnonto manage your AI file.


5 - Technical:

All files were digitally re-mastered and encoded with mp3Pro @ 256Kbps to preserve the highest quality. Original compositions were created using Yamaha DX-10, Yamaha E313 and a boatload of various sequencers, MIDI pads and an old P4.

6 - Tips: (not required)

Once installed, enter your in-game settings and to the Audio menu. Reset to default. Adjust the music slider to between roughly 75% and 95%, that seems to be a good mix to fully enjoy the music. If it's too loud, drop it to 65% but keeping it above the default 'Footprints' level.

For users comfortable editing the fallout.ini file, you may want to increase the buffers the Gamebryo engine uses. While this is not required, it may help with any stuttering.

fMainMenuMusicVolume=0.6000 - The volume of the music which plays in the background when in the game's main menu can't be adjusted anywhere in the game, except by using the Master Volume slider, which then in turn affects all sound and music.

To alter just the menu music volume independently, change the value of this variable. Note that if you try to disable the main menu music altogether using the sTitleMusic=MainTitle variable, it will likely result in a crash, so instead just set this variable to =0.0000 to effectively disable the menu music (Fallout.ini).




bEnableAudioCache=1 - The audio cache should be enabled to ensure a reduction in stuttering, however you can fine tune how much memory the game uses to cache audio with the

iAudioCacheSize=2048 variable. The cache size is in KB, so a value of 2048 = 2MB for caching audio data. You can experiment with raising this value, e.g. double it to 4MB (=4096) to see if it further improves stuttering and audio performance in the game. You can also alter the

iMaxSizeForCachedSound=256 value to change how many sounds are cached; higher values should mean more sounds are cached. Note however that the audio system in Fallout 3 is VERY sensitive, and raising these variables too high, or indeed, changing other audio-related variables can result in crashes at startup or exit (Fallout.ini).

For additional info refer to http://www.tweakguides.com/Fallout3_10.html (Audio Section)

7 - Bugs:

Only one known bug currently exists. In some cases (this was hard to reproduce) the menu title will continue playing and loop even once the game is loaded. The only way around this is to select and then deselect any radio station. You should hear the regular in-game ambient music as intended.

From the main menu when you load a game and then hit 'yes' the main menu music should stop playing and be replaced by a new track. If not, select and deselect any radio station from your Pip.

Sadly, the Gamebryo audio engine is flaky. Very flaky. In some cases, you may have overlapping sounds but this is (fortunately) rare. This isn't the mods fault, but the FO3 engine doesn't always know when a song ends (even if you add metadata to the file!) and in some cases, the 'battle' music won't play at all. Again, this isn't a limitation of the mod, it's just the way it is.

Finally, there's no way to easily create 'themed' areas, this would be really important for DLC's, especially. Overall, this mod was prepared with the main FO3 world in mind, although it will work with DLC's.

8 - Credits:
Mark Morgan
Peter Gabriel
moje moje
Inon Zur
Pawel Blaszczak
Ennio Morricone
Steve Roach
Michael Stearns
Ron Sunsinger
Chris J. Cote
Thomas Newman
Jens Jungmark
Simon Koudriavtsev
Mike Oldfield
...and a few others. ;)

Very big thanks to DoctorL on the forums for his invaluable assistance with the fomod. Also, many thanks to my testers:

OpticalWinter, gimpyparrot, italianfuct and the others for providing such terrific feedback and testing so thoroughly. Thank you. Special mention also to dark_wizzie for being the resident Easter Bunny. ;)

9 - Final Notes: (Updated June, 2014)

It's been a treat to see all the positive feedback over the years. With this (likely) final update, I will (finally) be creating a mod for New Vegas. Until then, I hope this breathes new life into your Fallout 3 world. Send any comments to the official thread at;


Enjoy! ;)


Fallout 3 - HD Audio Overhaul - 4+ hours of additional ambient music for Fallout 3. Copyright (C) 2010/2014 Chris J. Cote / Morwyn Kelm

This material is provided as is and free of charge: you may NOT redistribute it and/or modify it under the terms of the GNU General Public License as published by the Free Software Foundation.

This material is distributed in the hope that it will be useful, but WITHOUT ANY WARRANTY; without even the implied warranty of MERCHANTABILITY or FITNESS FOR A PARTICULAR PURPOSE. See the GNU General Public License for more details.

You may NOT re-publish, modify or re-package this material under any circumstances without the express, written permission of the author.

You should have received a copy of the GNU General Public License along with this program. If not, see http://www.gnu.org/licenses.