Barkley 2

Barkley 2 was intended to be an action role-playing game that Rock, Paper, Shotgun's Nathan Grayson described would "marry the aesthetics and absurd narrative arcs of Japanese role-players" with the openness of Western games like The Elder Scrolls. Players would have controlled the amnesic cyborg X114JAM9 in his search for the character of Cyberdwarf from the previous game. The game was designed to change the events in the storyline based on when a player completes certain content: in-game characters, places, and quests were to vary depending on the player's actions. The combat in the game was inspired by a range of other titles, including Dark Souls and Borderlands. At a certain point in the game, X114JAM9's true identity was to be revealed and the player would have the choice to either reject said identity or reclaim it.

Barkley 2 was a sequel to Tales of Game's Studios' 2008 freeware title Barkley, Shut Up and Jam: Gaiden, which itself was created as a fan game sequel to the 1994 basketball game Barkley Shut Up and Jam! and the film Space Jam. The game included players from the National Basketball Association (NBA), including Charles Barkley and LeBron James, and made many parodic references to popular culture. The game was styled after 16-bit era Japanese titles like the early games in the Final Fantasy series; however while the original Barkley game was turn-based, the sequel was intended to be an action RPG.

Barkley 2 was developed using Game Maker, the same creation kit that was used to create the first Barkley game (along with RPG Maker 2003). Unlike the first game, Barkley 2 was intended to be a commercial release and was to avoid the usage of copyrighted material as a result. Tales of Game's Studios launched a Kickstarter campaign on November 28, 2012, to help crowdfund the costs of producing the game. The initial funding goal for the campaign was set at $35,000.