Big Eyes, Small Mouth (BESM) is a roleplaying game that aims to emulate the medium of anime, particularly the action-adventure series of the 1980s and 1990s. Created by Mark C. MacKinnon, BESM was originally published by Guardians of Order in 1997, with a second edition following in 2000 and a d20 System adaptation (BESM d20) in 2003; a number of licensed anime adaptations and "Ultimate Fan Guides" were also produced for the system during this time. Following GoO's messy financial implosion, the third edition of BESM was published by White Wolf under their Arthaus label in 2007.
BESM Third Edition was originally scheduled for publication by Guardians of Order in mid-2005, but it failed to materialize after a string of delays despite GoO having taken preorders for the book. During this time, accusations of embezzlement were levied at GoO and countless claims were made of contract work that had gone unpaid and of books that had gone unshipped across all of GoO's game lines. Ultimately, MacKinnon announced in August of 2006 that Guardians of Order was declaring bankruptcy, and thus no further books would be published by the company. On September 9, 2006, White Wolf announced that they would step in to publish BESM Third Edition in black and white, even going so far as to distribute copies to customers who had paid GoO for preorders of the book despite the fact that White Wolf themselves received no money for these copies. The book was ultimately released on January 24, 2007 by White Wolf's Arthaus boutique games publishing label.