Max Payne 2: The Fall of Max Payne

Max Payne 2: The fall of Max Payne - Banner cheats weapons Walkthough basics intro

Developer: Remedy Entertainment Ltd.
Publisher: Rockstar Games
Websites: Official Site
Game Rating: M (Mature)
[Blood, Intense Violence, Mature Sexual Themes, Strong Language]
Release Date: 12/3/2003
$49.99 / $7.99
Players: 1
HDTV 480p Support, Dolby Digital 5.1

The Payne Is Back

Back in 2001, the Xbox was brand new, and Bullet Time was something you only saw in The Matrix. Rockstar Games changed all that with the release of Max Payne®, a third-person shooter that combined intense firefights with graphic novel storytelling and a major does of gameplay innovation. Now, Max is back in Max Payne® 2: The Fall of Max Payne, which puts our hard-boiled hero right in the middle of another mob war and even secret society power plays. Once again, Max has his own personal reasons for getting involved, but this time, it’s a gritty, violent love story between Max and the dangerous femme fatale Mona Sax.

The story opens several years after the end of the first game, in which Max killed a lot of people in his quest for vengeance. (He was tracking down the murderers of his wife and baby girl. Heavy stuff) But, thanks to some behind-the-scenes string-pulling, he’s being hailed as a hero instead of a psycho. When Max is called to investigate gunshots at a local warehouse, he’s drawn right back into the clandestine schemes of the Inner Circle, a secret society of rich and powerful people, who influence everything from local and federal government to international economics. A civil war of sorts has broken out among this group, and someone has hired a team of professional “cleaners” to wipe out the opposition. The Inner Circle members are so dirty that Max can never be sure who’s telling the truth and who’s setting him up—not even when it’s Mona herself.

The most striking new feature of the sequel is the ability to play as Mona. She’s survived her wounds and is also involved once more in the Inner Circle’s games. Max isn’t sure if he can trust her, but gamers will have no such trouble. Both Max and Mona have the same set of moves and Bullet Time options, but Mona carries a powerful sniper rifle as her default weapon. During the middle part of the game, you’ll play as Max to storm key locations on the ground and then switch to Mona, who provides cover fire from the rooftops. The sniper levels are among the most pulse-pounding in any action title, forcing you to zoom out repeatedly to locate the most dangerous opponents and then zoom in to cap them from afar.

The new game includes the time-dilation Bullet Time effect that made the first game such a standout, only now, the Bullet Time has been upgraded and expanded for maximum carnage. When you enter Bullet Time, everyone on the screen slows down, but you can still aim and fire in real time. This gives you a quick-draw advantage over your enemies, which you’ll need because you’re always outnumbered by about 10 to one. Shoot-dodging (diving in Bullet Time) no longer reduces your Bullet Time Meter, and now, each enemy you kill during Bullet Time replenishes the meter. Successive kills also slows down the action even more, increasing your advantage and letting you execute stylish quick reloads.

In addition to playing as Mona, there are several levels that let you play with A.I.-controlled partners. These extra guns won’t win the game for you, but they will take some of the heat off and thin out the opposition. All of the favorite weapons from the first game are back, and there are also a host of new weapons, like an MP5 machine gun with a sweet zoom, a heavy-duty Stryker shotgun, and a pair of Desert Eagle handguns.


I am Max Payne. I am a NYPD detective now, having rejoined the force after the recent events. But everything still seems to be going wrong. Somebody out there wants me dead. Nightmares are my only companions whenever I close my eyes. And even worse, I get this feeling that my body is under the control of someone else - someone who may be as lost as I am.

But then it hit me like a ten-ton truck: the IGN guide. It should contain all the dirt I'll need to get to the bottom of this. Combat tips. Hints and secrets. What the perps are packing. Any nasty surprises they have in store for me. With all of this, maybe I can finally cut back on the pills. Or maybe not. But it might just see me through the night alive.


Max Payne 2: The Fall of Max Payne is a third person action shooter just like its prequel, but it also offers some new features and other improvements, such an expanded Bullet Time system and a dynamic difficulty level. Those who have played the original game should find playing this very familiar, but it includes a convenient instructions screen (which may be accessed from the main menu), so anyone can learn the controls quickly

Game Modes

  • Detective
    The default mode, where the game has a dynamic difficulty level that changes on the fly. If Max is experiencing lots of trouble, the bad guys will go a little easier on him. If Max is enjoying killing spree after killing spree without breaking a sweat, the bad guys will go rougher on him.
  • Hard-Boiled
    The hard mode, where the enemies will always be on their toughest setting, providing more of a challenge. To unlock Hard-Boiled Mode, finish the game on Detective Mode.
  • Dead on Arrival
    The extra hard mode, where the enemies will always be on their toughest setting, plus the number of saves is limited per chapter. To unlock Dead on Arrival Mode, finish the game on Hard-Boiled Mode.
  • New York Minute
    The time trial mode. Finish the chapters as quickly as possible. Killing enemies will reduce the time slightly. To unlock New York Minute Mode, finish the game on Detective Mode.
  • Dead Man Walking
    The survival mode. Stay alive as long as possible while fighting off enemies who will keep respawning. Killing enemies will increase the time slightly. To unlock Dead Man Walking Mode, finish the game on Detective Mode.
  • Jump to Chapter
    The chapter select option. To unlock this, finish the game on Detective Mode.

Status Indicators

Pain Meter (silhouette meter): How much pain Max is feeling. As he gets scratched and nicked by enemy fire, his pain will build up. When this meter is filled all the way to the top, the next shot he sucks up will be a fatal one, dropping him onto the cold, hard ground. Pain is no stranger to Max, and he likes to walk it off. When this meter is almost full, he can wait around for a while to reduce his pain slightly.

Bullet Time Meter (hourglass meter): How much Bullet Time Max can use. When he uses Bullet Time, his perception and reflexes are enhanced, giving him an edge during hectic gunfights. This is represented by the slow motion action. Max also reloads faster when he's using Bullet Time. By killing multiple enemies in rapid succession, Max can enhance the Bullet Time effect, as indicated by the yellow color in this meter. The deeper the yellow, the slower time will seem to Max when he uses Bullet Time. Note how shootdodging does not use up Bullet Time. To recharge Bullet Time, kill enemies or simply wait.

Painkillers (medicine bottle counter): How many bottles of Interfectum 600mg painkillers Max has. He can take a dose of this stuff (one bottle equals one dose) to get rid of some pain. Max can carry up to eight bottles of painkillers at a time.

Weapons: The weapons Max is currently equipping. For his primary weapons, which include guns and rifles, the amount of ammo left in his clip and the total amount of ammo he has in reserve will also be displayed. For his secondary weapons, which include grenades and molotov cocktails, the number of those weapons he's carrying will also be displayed. (If Max is not equipping grenades or molotov cocktails, his secondary attack will be defaulted to a melee attack.)


  • 9mm Pistol (capacity: 16 rounds) - A basic handgun. It carries several rounds and can be relied on during most situations. Max can wield two 9mm pistols at a time.
  • Desert Eagle (capacity: 10 rounds) - A large handgun. It deals more damage per shot than the 9mm, but the larger cartridges it uses forces its clip to have a smaller capacity. Max can wield two Desert Eagles at a time.
  • Sawed-Off Shotgun (capacity: 2 rounds) - A double-barrelled shotgun. Both barrels can be rapidly fired off to completely blow away anybody directly in front, but this weapon requires frequent reloading.
  • Pump Shotgun (capacity: 7 rounds) - A police-issue shotgun. It can deliver solid punches at a slow but steady rate.
  • Striker (capacity: 10 rounds) - An automatic shotgun. It is excellent at wiping out entire teams of enemies, providing they are close enough.
  • Ingrams (capacity: 32 rounds) - A submachinegun with a distinctive T-shaped design. Max can wield two Ingrams at a time.
  • MP5 (capacity: 30 rounds) - A submachinegun. The MP5s in this game come with scopes, but their zoom is fixed and cannot be adjusted.
  • Kalashnikov (capacity: 30 rounds) - A famous assault rifle known for its durability and ease of maintenance.
  • M4 Carbine (capacity: 30 rounds) - An assault rifle derived from the M-16.
  • Sniper Rifle (capacity: 5 rounds) - A generic sniper rifle. The zoom of this weapon's scope can be adjusted.
  • Dragunov (capacity: 10 rounds) - A heavy sniper rifle. Its weight helps to keep it stabilized for those crucial shots. In this game, the zoom of its scope is fixed and cannot be adjusted.
  • Grenade (10 maximum) - A device that releases a tremendous concussive force upon detonation. Grenades blow up a few seconds after their pins have been pulled, allowing the thrower to bounce them around corners or roll them down staircases. Max should take care not to get caught in his own grenades' explosions.
  • Molotov Cocktail (10 maximum) - A bottle filled with a volatile liquid. Molotov cocktails erupt into flames as soon as they shatter against the ground, setting anyone nearby on fire. The flames will linger on for several moments before dying out.


  • Quick save frequently. Max Payne 2 is not one of those games that require a quick save with every other step, but it's typically a good idea to save before Max steps into a possible ambush or an environmentally hazardous area.
  • Use shootdodges and Bullet Time for their practical advantages, if not for the style. Considering how Max will usually be fighting alone against hordes and hordes of enemies, he'll need the slow motion to kill people quickly and to avoid getting shot up.
  • When things are clear, explore the area for supplies. Max never knows when he might find some painkillers or ammo hidden inside cabinets and desk drawers. Plus, while he's exploring, he will recharge his Bullet Time.
  • Max reloads much faster when he is using Bullet Time, and that applies even to shotguns. There's nothing wrong with using Bullet Time briefly just to reload and then switching it off to conserve it.
  • Inside well-lit corridors, look for shadows on the ground to know if an enemy is just around the corner. Or, if that's not possible, listen for their footsteps.
  • Waiting for enemies to come instead of charging forwards can be a better tactic at times. If the bad guys are coming after Max, he can stay to the side of a door and then shoot them as they come through it.
  • Shooting bad guys in the head is the fastest way to kill them. Against large groups of enemies, using this tactic is extremely important.
  • Hold the Use Button to zoom in to a greater degree while using the sniper rifle's scope. Note how Max can still run, jump, shootdodge, use Bullet Time, reload, and even perform secondary attacks when he is looking through the scope.
  • If Max leans out very slightly from behind a wall, he may be able to snipe at enemies without alerting them. This tactic won't work if the bad guys knows that he's there, though.
  • Max can knock down people by jumping into them. This also gives him a great opportunity to move near them and then beat them to death with melee attacks.
  • When Max is accompanied by armed allies, he can talk to them (press the Use Button) to make them switch between "follow" mode and "hold position" mode.
  • To skip movies in the middle of a chapter, press the Use Button twice.


Unlock Modes and Levels
Start a new game and enter X, X, X, A, LEFT, RIGHT, LEFT, RIGHT, X, X, X, A, LEFT, RIGHT, LEFT RIGHT