This is a collection of freeware programs that can be useful when working with Xtreme3D (and other engines as well) - graphics editors, 3D editors, level editors, lightmappers, texture utilities, 3D model viewers and converters, etc.

Xtreme3D utilities


Utility for working with PAK archives. You can open existing archives as well as create new ones, add, delete and unpack files.

Download (0.3 Mb)

Xtreme3D Material

Material editor for Xtreme3D 2.0 by LayArt Games. You can adjust material properties and save them to GML script to use in your projects.

Download (2.5 Mb)

Xtreme3D Particles

Particle (FireFX) editor for Xtreme3D 2.0 by Gecko. You can adjust particle system properties and save them to GML script to use in your projects. The program may not work correctly on current Windows versions, sorry.

Download (1.7 Mb)


Raster font generator for Xtreme3D 2.0 with Cyrillic characters support by gadmaker. An example of loading such fonts is provided.

Download (2.23 Mb)

ZmajSoft 3D Editor

The only known level editor for Xtreme3D 2.0. It was created for a game YupiStar by Serbian studio ZmajSoft.

Download (51.3 Mb)

FPS Maker

An old level editor by Nick Larin aka Scream681, the author of T.U.C. series. It is suited mainly for dungeon crawlers or Wolf3D-like games: you can only create floor tiles and 90 degree walls. It uses Xtreme3D An example of loading levels is provided.

Download (1.6 Mb)

3D modeling suites

LODka 3D

A Russian 3D modeling program analogous to MilkShape. Like Xtreme3D, it is based on GLScene, so they are highly mutually compatible. LODka supports many 3D model formats and provides a full-featured polygonal modeling toolset. It supports materials, has a built-in lightmapper, skeletal and vertex animation tools and many more.

Unfortunately, it's not available anymore on the official site, but you can download latest versions here. The project seems half-active - releases are published sporadically (last one being in 2013), but development is not steady, and its future is unclear. The author may appear on forum.

The last version released on 01.12.2013 (1.9 Mb)

Previous numbered version - 1.53 (1.1 Mb)

Official site

Map editors, lightmappers


A popular free map editor. Provides a comprehensive set of tools for polygonal modeling, animation, UV unwrapping, light mapping, rendering with built-in raytracer, and export to various 3D formats. Its possibilities can be extended with DLL plugins. Originally DeleD was a commercial closed-source product, but in 2010 it was released under GPL.

Official site

Download DeleD CE 2.45 (10,8 Mb)

B3D plugin (0.6 Mb)

OBJ plugin (0.3 Mb)

Ogre plugin (0.3 Mb)

Cartography Shop 4

Another powerful free map editor. It is based on CSG operations, includes a built-in lightmapper and texture manager. It works with its own format, CSM, which is supported by Xtreme3D. The interface is somewhat unusual, but if you're ready to spend some time learning, you'll get one of the best old-school map editors fully compatible with Xtreme3D, perfectly suited for Quake-style shooters.

Cartography Shop includes a collection of textures that you can use in your maps - if you want them to load in Xtreme3D, copy the TEXTURES folder from editor's directory to your project's directory. You can add new textures there (make sure to use JPEG format).

Download (4.7 Mb)

Tutorial: basic operations (creating and editing objects)

Tutorial: creating windows and doors


Map editor that works with B3D format. It is based on CSG operations and is best suited for indoor games such as corridor shooters and dungeon crawlers. It allows to create not only rectangular walls and floors, but also ramps, cylindrical pillars and pipes. There is a built-in lightmapper. The editor is very simple and intuitive - it is pretty good as beginner's tool for creating simple games with Xtreme3D 3.x.

Download (2.1 Mb)


Powerful lightmapper with Global Illumination support and level design tools. There are multiple light source types support (omni, spot, directional, ambient), ambient occlusion effect and even a possibility to paint over lightmaps to create unique light effects.

Gile[s] supports exporting to 3DS, ASE, B3D, X, DBO and its own format GLS (fully documented, there are Blitz3D decoder and 3ds Max importer).

Originally Gile[s] was commercial, but in 2009 it was released for free (to register, use information from REGISTER.txt). It cannot be downloaded from official site anymore, so we uploaded it on our site (we seemingly host the only copy of it in all Internet).

Download (7.8 Mb)

LightMap Maker

Popular lightmapper by Awingsoft, creators of Awakening. Provides a rich set of tools, supports global illumination and caustics. Imports and exports popular 3D formats, including 3DS, OBJ, DXF, X, B3D, and WRL.

Download (2 Mb)

Official site


Another lightmapper. It's a command line program, and it works with its own format, LMTS, which is supported by Xtreme3D. You can use provided converter to create LMTS maps from 3DS models. Not the most convenient tool, but can be a nice thing to have if you use 3ds Max.

Download (0.7 Mb)

Animation suites


Powerful skeletal animation package by Insane Software. Supports keyframing, forward and inverse kinematics, bone weights. The interface is highly customizeable. CharacterFX imports from 3DS, OBJ, MilkShape 3D ASCII, and exports to 3DS, OBJ, B3D, X, MD2, MilkShape 3D ASCII, Nebula Script. It also supports Lua scripting which makes it extendable - you can write your own exporters and importers! You can even write them in any preferred language and use by calling DLLs from Lua scripts.

Again, the program originally was commercial, but in 2008 it was released as freeware. It is not officially supported anymore (the website is down). To register, use information from REGISTER.txt.

Download (4.3 Mb)


Simple 3D editor for Quake-based engines. Includes UV editor, supports vertex animation, exports to MDL, MD2, 3DS, ASC.

Download (0.3 Mb)

Quake Model Editor

Another simple modeller for Quake and Quake II. It can be used to create animated MD2 models.

Download (0.3 Mb)

Retopology tools

Instant Meshes

Powerful and free automatic retopology tool - that is, a converter of high-poly models to low-poly. It works with OBJ format. Instant Meshes is both free and open source, the source code is available on GitHub:

Download (1.4 Mb)

UV unwrapping tools


Automatic UV unwrapper. You select seam edges, press the Cut button, and the program will unwrap the model. Operation can be repeated to refine UV layout. The program is free and comes with tutorials.

Download (5.5 Mb)


Great UV unwrapper that supports a lot of model formats (including OBJ, 3DS, LWO, X, DXF, MS3D, MDL, MD2, MD3), includes multiple unwrapping algorithms and 3D preview with textures and materials. LithUnwrap is free to use for any purposes.

Download (0.6 Mb)

UV Mapper Classic

Minimalistic UV unwrapper, very simple and intuitive. It is less functional than LithUnwrap, but there is a commercial version, UV Mapper Professional, which is closer to LithUnwrap. UV Mapper Classic can be used, for example, on ancient hardware. It works with OBJ format.

Download (0.6 Mb)

Official site

Terrain editors

Terragen 0.9

Great tool for rendering landscapes and natural scenes. Supports terrain, water, sky, clouds, fog, lighting, etc. Everything is tweakable. You can preview your scene in real time. Terragen is useful to render backgrounds and skyboxes.

Beginning from version 3, the program is paid. You can download an old free version here. There's also a free limited version of Terragen 4 for non-commercial use.

Download (0.6 Mb)

Official site

Terrain Generator

Simplistic, fast and easy to use terrain editor. Includes basic terrain painting functionality and exports to a height map, along with several 3D formats.

Download (0.3 Mb)

Terrain Lightmapper

A tool for generating lightmaps for terrains. Supports multiple light sources, shadows, and bump mapping. Very easy to use. The only drawback is that light sources can't be set up from graphical interface, they are loaded from text configuration file.

Download (0.7 Mb)

3D model generators


Tree generator. Can create any tree species, and its results are optimized for use in real-time applications. Exports to X, OBJ and B3D. It's also possible to render tree sprites.

Tree[d] works both as a standalone program and a Gile[s] plugin. The program comes with a basic set of bark and leaf textures.

Download (2.2 Mb)


Another tree generator, this time Open Source. It's purpose and functionality is close to Tree[d], it creates low-poly trees suitable for games. Exports in OBJ format. The project also includes ProcTree C++ library for creating trees programmatically in game engines.

Download (2.4 Mb)


Creature Creator

Human-like character generator. You can combine different body parts from several presets (male, female, fantasy, demon, cyborg, manga, etc.) and set their parameters. Ready model can be exported to 3DS or DXF. Models lack UV map, but you can unwrap them in other programs.

Download (3.1 Mb)


A tool for modeling human faces using photographs.

Download (13.8 Mb)

3D model converters and viewers


Converter for many popular (and not so) 3D model and texture formats.

Supported model formats: 3DF, 3DS, ASC, B3D, JAW, LWO, MD3, MON, MS3D, OBJ, OFF, P, RAW, IOB, MDX, HRC, X, COB, BIN, M3GM, ONCC, MOD, 3DM.

Supported texture formats: BMP, CELL, RGB, TEX, PNG, TGA, BLP, MMP, JPG, PPM, TXMP, TXMB, TM, PSD, DDS, RAW.

Download (0.4 Mb)

Official site


Minimalistic and fast 3D model viewer based on GLScene. Supports 3DS, OBJ, SMD, MD2, TIN, PLY, STL.

Download (0.3 Mb)

MD2 Viewer

Advanced viewer for MD2 (Quake 2) models. Loads and displays both main model (tris) and weapon.

Download (0.4 Mb)

MD5 Viewer

Viewer for MD5 (Doom 3) models.

Download (0.2 Mb)

B3D Viewer

Simple B3D (Blitz3D) viewer. Supports materials and lightmaps. To open the model, use command line or drag and drop your file onto executable in Explorer.

Download (0.6 Mb)

Texturing tools

4D Paint

Image editor for painting textures directly on 3D models. All standard editing tools are available, including brushes, layers, selecting and copying, texture patterns and more. The program supports 3DS и LWO formats and saves textures to BMP, JPG, TGA, TIF and PCX.

Download (2.5 Mb)


Texture editor for Quake-based games. Supports textures and WAD files from Quake, Half-Life, Counter-Strike and other games. Works with ordinary image formats as well (PNG, JPEG, BMP, TGA, PCX). Provides all basic painting tools, including brush, airbrush, lines and shapes, dodge/burn, blur, pattern draw, etc.

Download (1 Mb)


Powerful procedural texture generator with node-based interface and 3D preview. You can create any type of texture with it, from brick walls to rusted metals and organic surfaces. The program is fully free, even for commercial use.

Download installer (26 Mb)

Portable version, without DirectX (22 Mb)

DDS Converter 2

A tool for creating and working with DDS (Direct Draw Surface) textures.

Download (1 Mb)


A normal map generator. It can generate normal maps from height maps and diffuse textures, generate ambient occlusion maps, convert normal maps to height maps. Very useful and intuitive tool which gives quality results. The only drawback is lacking 3D preview.

Download (1.8 Mb)

Official site


A great open source texture generator. It can be used to create normal map, height map, metallic and roughness maps from a single diffuse texture with just a couple of clicks. It includes a cool 3D preview with parallax mapping and IBL, can create seamless textures, and exports to PNG, JPG, BMP and TGA. All processing is done on GPU, so it's pretty fast. A true gem of a software - totally worth looking if you work with modern content creation pipeline.

Official site

Normal Map Generator

Another height to normal map converter. Supports BMP and JPG images, can generate normal and inverted maps, has 3D preview with bump mapping and movable light source. Resulting normal map can be saved to BMP, JPG, or TGA.

Download (0.2 Mb)

Explosion Generator

An animated explosion spritesheet generator. Gives decent results, but unfortunately doesn't have configuration UI - all setup must be done with a configuration file.

Download (0.1 Mb)

Caustics Generator

An utility that generates animated texture with water caustics effect similar to that on the bottom of the sea or pool. Very useful for making underwater scenes.

Download (0.3 Mb)

Flame Maker

Another explosion generator that can be used for a wide variety of flame-like effects.

Download (0.2 Mb)

TGA Tool

A small utility for working with 32-bit TGA images. Can convert PNG, BMP and JPG to TGA, provides a set of tools for working with image channels. Can be somewhat handy if you don't have a possibility/time to do the same in Photoshop or GIMP.

Download (0.4 Mb)

Visual Color Picker

Advanced color selection tool with different palettes and colorspace sliders. Supports RGB, HSL and CMYK, allows to pick a color from anywhere on your display, make a custom color palette, copy selected color's hex code in HTML, Basic, C and Pascal formats. Very useful tool both for programmers and artists.

Download (0.2 Mb)

Music and sound design


A unique AI-based random music generator. Supports a lot of music genres including rock, pop, classics, jazz, blues, rock'n'roll, ethnic music, etc. While it can't of cource replace a good human composer, it's absolutely possible to make some good background music for arcade games with this program - you'll probably have to try multiple times to get aesthetically acceptable results by chance. You can then open the resulting MIDI file (which is saved to "play.mid" after each playback) in a sequencer like Fruity Loops or LMMS and replace the instruments to your liking. This can be a good tradeoff for those who can't compose music or hire a professional composer, but don't want to use free music from the Internet.

Here are some tracks that we've managed to make with AutoComposer and subsequent processing in musical editors - quite nice, in our opinion: Track 1, Track 2, Track 3.

Download (0.4 Mb)


Another great music generator. Also works with MIDI format, outputs more sophisticated compositions than AutoComposer, but doesn't have such wide variety of predefined genres. This drawback, however, is compensated by a possibility to write your own music generation algorithms in a built-in scripting language. This can be very useful for those who have some knowledge in music theory.

Here is an example song, generated with cgMusic and then rendered with LMMS using DSK Overture, a free orchestral VST: Track 1.

Download installer (565 кб)

Download portable version (496 кб)

Bitmaps & Waves

Image to audio converter. An interesting tool for creating sound effects for games.

Download (0.4 Mb)

Game Maker & auxiliary utilities

Game Maker 8

Classic Game Maker, unsupported now by developers, but fully compatible with Windows 7 and 8, including 64-bit versions. Works great with Xtreme3D and supports old GM project files. This distribution doesn't include standard resources.

Download (4.7 Mb)

GM Decompiler 2.1

A decompiler for EXEs created with Game Maker 5, 6 and 7, and for GEX extensions. Written in Java and requires installed JRE.

Download (0.03 Мб)

GM8 Decompiler

A decompiler for EXEs created with Game Maker 8. It is a command line program that should be run in the following way:

Decompiler.exe your_game.exe

Alternatively you can drag an EXE file to Decompiler.exe in Explorer.

Download (0.1 Mb)

GM8 Decompiler 2

Another command line GM8 decompiler. Works better with some EXEs. Usage is the same as the previous decompiler.

Download (0.08 Mb)


A converter of Game Maker 8.1 projects to 8.0 format. Helpful for sharing projects with others.

Download (1.7 Mb)

GM Game Converter

A patcher that adds compatibility with Vista and later Windows versions to Game Maker 6 games. Game's source file is not required, the program works solely with EXEs. If you've downloaded an old GM game that doesn't run, try to patch it with this tool - in most cases it does the trick.

Note that there are some pesky GM DLLs out there that don't work properly on modern Windows. These include Sin Desktop, some physics and sound engines and probably others. If the game uses these, there is no easy way to make it work. You should contact its developer, or decompile it as a last resort, if there is no project file publicly available. Source conversion should be done on GM7 or newer, and may require minor script modifications. We don't encourage distributing decompiled/hacked source files without permission, but we think it's okay to share fixed binaries of free games if original developer won't mind or doesn't care.

Download (1.2 Mb)

Compilers and IDEs

D (dlang)

D is a modern compiled programming language, an alternative to C++. It features clean and familiar square bracket syntax, OOP, powerful template system, modules, rich static introspection and much more. D has all the best from C, C++, C# and Java. It can be used to create games using OpenGL and DirectX, allows direct linking with any C libraries (and even C++ libraries to some extent). D compilers are available for Windows, Linux, macOS.

Official website

Orwell Dev-C++

Very convenient and minimalistic IDE for C/C++ based on GCC toolchain for Windows (MinGW). This project is a fork of classic Dev-C++ by Bloodshed, differing in updated compiler, 64bit and modern Windows support. Another important feature is C++11 support. Dev-C++ is a great tool to begin learning C++, or to develop small projects that don't require all advanced features of MSVS.

Official website

Turbo Delphi Explorer Portable

Fully functional and free version of Delphi that was once distributed by CodeGear and targeted to students and hobbyists. It corresponds to Delphi 2006 with some minor differences. It is abandonware, unsupported by developer.

Download (19 Mb)


Our old project, an IDE for writing games using Xtreme3D 2.0, based on Game Maker runtime and GML language. It is not being developed anymore - if you're looking for a Game Maker alternative, you can check out Blaze or Xtreme3D SDK for Python.

Download (3.4 Mb)

Developer's Tools

MM Patch Creation Tool

Patch generator for Windows executables. Outputs a user-friendly installer. You can pack the installer with your favourite archiver to reduce its size.

Download (0.02 Mb)

Resource Hacker

A tool for accessing resources in a Windows executable (icons, bitmaps, strings, etc.).

Download (0.5 Mb)

DLL Export Viewer

Opens a DLL and displays a list of its functions.

Download (0.5 Mb)

Process Viewer

Process monitor for Windows, a good Task Manager replacement. Supports detecting a process by window, displays DLLs used by the process, and of course allows to run and kill processes. Works very well on all Windows versions, including latest ones.

Download (0.05 Mb)

Mesa 7.3

An open source OpenGL implementation. This is software-only version, which means it doesn't use a graphics card to accelerate rendering and thus works pretty slow, but guaranteed to work anywhere. It can be used to test OpenGL applications on legacy hardware.

Download (0.8 Mb)


Windows CHM help file generator. We've used this tool to create Xtreme3D 2.0 help file (now our own tool is used for this task). It can be useful to make documentation, e-books, e-magazines, presentations, etc.

Download (0.4 Mb)