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Max Payne 2: The Fall of Max Payne

After the gigantic success of Max Payne, a sequel was unavoidable. On December 5, 2001 Take-Two Interactive issued a press release that announced its acquisition of the Max Payne franchise from Remedy Entertainment and its plans to release a sequel. The game was set for release on October 15, 2003 for Microsoft Windows, PlayStation 2 and Xbox.

Remedy Entertainment returned to develop the sequel. The game was again written by Sam Lake, who decided to write it as a film noir love story. Lake hoped that the story would break new ground. Max’s appearance was remodeled after professional actor Timonthy Gibbs. James McCaffrey returned as the voice of Max.


Max Payne 2 is a third-person shooter, in which the player assumes the role of Max Payne, but also plays as Mona Sax in a few levels. Initially, the player’s weapon is a 9mm pistol. As they progress, players access other weapons including other handguns, shotguns, submachine guns, assault rifles, sniper rifles, and hand-thrown weapons. To move the game along, the player is told what the next objective is through Max’s internal monologue, in which Max iterates what his next steps should be.

When first played, the game only offers one difficulty level that is adjusted automatically if the game is too difficult for the player. For example, if the player’s character dies too many times, the enemies’ artificial intelligence is made less effective, while more health in the form of painkillers is made available. After completing the game once, other difficulty levels are unlocked. Two special game modes are also activated: New York Minute and Dead Man Walking. In New York Minute, the player is given a score based on the time taken to complete each level. The Dead Man Walking mode places Max in one of five scenarios, in which he must survive for as long as possible while fighting off endlessly respawning enemies.

Max Payne 2 allows the player to enable bullet time, a mode that slows time, while still allowing the player to aim in real-time, to give the player more time to determine what they want to do. In this mode, the screen’s color changes to a sepia tone to act as a visual cue. When in use, the bullet time meter will decrease until it is either empty or the player disables bullet time mode. The meter will eventually increase when not in use, but can be replenished quickly by killing enemies. To simulate the bullet time effect, Max can also execute a shoot-dodge maneuver. When the maneuver is performed, Max jumps in a direction specified by the player, and although Bullet Time is activated while Max is in mid-air, this will not deplete the bullet time meter. The combat system has been improved for Max Payne 2; the player can now arm Max with a secondary weapon such as a grenade or Molotov cocktail, and when near an enemy, Max can perform a melee attack. AI players occasionally come to Max’s aid, although their death does not affect the gameplay or story.

The story, sometimes told through in-game dialogue, is pushed forward with comic panels that play during cut scenes. The developers found comic panels to be more effective and less costly to use in the cut scenes than fully animated cinematics.

Max Payne 2 uses the same game engine as the one used in Max Payne, but with several significant upgrades. Even though the game only supports DirectX 8.1, the graphics in Max Payne 2 mimic those generated by DirectX 9 by making optimal use of effects such as reflection, refraction, shaders, and ghosting. The game uses the Havok physics engine.

Music composers Kärtsy Hatakka and Kimmo Kajasto returned to compose the game’s soundtrack. It features cello performances by Apocalyptica member Perttu Kivilaakso. The game’s end credits feature the song “Late Goodbye” by the band Poets of the Fall, the lyrics of which were based on a poem by Sam Lake.


In Max Payne 2, the player controls Max Payne, a former DEA agent for the New York City Police Department (NYPD) and a fugitive framed for murder of his best friend and fellow cop Alex, by the corrupted agent, B.B., in New York City during the events of Max Payne. Two years after the events of the first game, Max has cleared his name and is now an NYPD detective. He reunites with Mona Sax, whom he met in the previous game, as they set out to resolve a conspiracy of death and betrayal, finding the Inner Circle in the center of it all.


PC System Requirements

● 1.7 Ghz Pentium processor
● 512 MB RAM
● 64 MB DirectX 9 compatible graphics card
● DirectX 9.0
● 1.7 GB Hard drive space
● OS: Windows 98, ME, 2000 or XP

Related links

Max Payne 2: The Fall of Max Payne Official webpage:

Remedy Entertainment:

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