Walkthrough by decimator631
Max Payne 2: The Fall of Max Payne on SuperCheats.com

===============================================================================
Game: Max Payne 2: The Fall of Max Payne
FAQ/Walkthrough
System: PAL
Version: Final
Author: decimator631
Real Name: Liam Molyneux
E-Mail: REMOVED
===============================================================================


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================================
TABLE OF CONTENTS
================================
01.......Introduction
02.......Copyright Information
03.......Version History
04.......Story
05.......Controls
06.......Bullet Time/Shootdodge
07.......Weapons/Items
08.......Characters/Enemies
09.......Walkthrough
09A.......Part I
09B.......Part II
09C.......Part III
10.......Credits


===============================================================================
01.......Introduction
===============================================================================

Welcome to my guide for the sequel to one of the greatest ever action games. I
will try to cover as much information as possible throughout this walkthrough,
in the hope that it will give you a great gaming experience. Please read on.


===============================================================================
02.......Copyright Information
===============================================================================

This guide is the sole property of Liam Molyneux aka decimator 631. It may not
be changed or altered in any shape or form, without written consent from me,
the author of the guide.

You are free to host this guide on your website if you adhere to the following
guidelines...

- The document must remain in its original format. NO changes can be made to
the document. It MUST stay as it is.
- Full credit is given to the author and any contributor(s).
- The guide is hosted free of charge. Any attempts to make money off this guide
is strictly forbidden.

If any of these guidelines are broken it is a violation of currently existing
copyright laws and is illegal.

All trademarks and copyrights contained in this document are owned by their
respective trademark and copyright holders.

[Note: I won't update this guide on numerous websites. If you want the guide on
your site, you'll have to update it yourself. It would be too difficult for me
to keep updating it.]

[The most recent version of this guide can always be found at www.gamefaqs.com]

This document copyright 2006 Liam Molyneux aka decimator631


===============================================================================
03.......Version History
===============================================================================

Version 1.00: The first and complete version of the guide. I will only update
this guide if any vital information is missing, I've made a major error, or a
reader contributes something worthy. [October 2nd, 2006] [45KB]

Version 1.01: Corrected some minor errors. [October 3rd, 2006] [45KB]

Version (Final): I feel that I've covered the majority of things in the game.
Seeing as Max Payne 2 is a relatively old game, I wouldn't expect many
contributions, so I've decided that this is the final version. I do not intend
to ever update this FAQ. I've also removed my contact information. I don't see
the point in keeping it here as I can't tell you anything the guide doesn't.
I hope you enjoyed reading this walkthrough. [October 4th, 2006] [45KB]


===============================================================================
04.......Story
===============================================================================

Max re-joins the NYPD, working as a detective under Jim Bravura. He encounters
Mona Sax during a murder investigation. Mona is the suspect in a major murder
case. Can Mona release Max from the nightmares that still haunt him, or will
a group of thugs attempt to bring him down in his quest for peace?


===============================================================================
05.......Controls
===============================================================================

These are the default controls...

DPAD: Change weapon.
Left Analog: Move character.
Right Analog: Aim weapon.
Triangle: Reload weapon.
Circle: Take a painkiller.
X: Jump and roll
Square: Zoom in with scoped weapon/Examine information.
L1: Shootdodge.
L2: Activate Bullet Time.
L3: Crouch.
R1: Shoot/use weapon.
R2: Alternative attack.
Select: Go to main menu.
Start: Pause game.


===============================================================================
06.......Bullet Time/Shootdodge
===============================================================================

Bullet time is even more effective than it was in the previous game. If bullet
time is activated, the action around you will slow down, but you'll still be
able to aim your weapon(s) in real time. If you take a number of enemies out
in a short amount of time, the bullet time icon will turn yellow, giving Max
an advantage over his enemies, due to their movement being slowed down. Bullet
time can be increased by taking out enemies.

Shootdodge is slighly different this time. If you're surrounded by numerous
enemies from different angles, it's advised that you use bullet time instead.
This feature could make Max stay down for longer, allowing the enemy to hit him
with a plethora of bullets. I'd advise you to use this feature when encountered
by a few enemies.


===============================================================================
07.......Weapons/Items
===============================================================================

There are a lot of weapons in the game. Some of them are useful when facing a
small number of enemies, whereas others are more useful when encountered by a
lot of enemies. Here is some information on them...

-------------------
Alternative Attack
-------------------
You can hit someone with the side of your weapon. Only useful against un-armed
enemies.

-----------
9mm Pistol
-----------
The basic handgun used by most enemies in the game. An accurate weapon and good
from any range. Useful against the weaker enemies in the game.

-----------------
Dual 9mm Pistols
-----------------
Especially useful when in bullet time. Useful in gunfights with numerous,
heavily armed enemies.

-------------
Desert Eagle
-------------
Isn't too useful from range but can be deadly when used at close range. I
wouldn't advise you to use this weapon when facing a lot of enemies, as you'd
have to constantly reload, making it difficult to effectively take down any
approaching enemies.

-------------------
Dual Desert Eagles
-------------------
Fantastic. Useful in firefights and extremely deadly from close range. Can be
useful in bullet time.

--------------------
Pump-Action Shotgun
--------------------
Only useful from close range. Only use this weapon when encountered by one or
two enemies.

------------------
Sawed-Off Shotgun
------------------
The Pump-Action Shotgun is generally better. Carries two shells in the chamber,
explaining why the other shotgun is better.

-------
Ingram
-------
A small machine gun reminiscent of the Uzi. A powerful and accurate weapon from
almost any range.

-------------
Dual Ingrams
-------------
Deadly. When using these in bullet time, a rain of bullets will take your enemy
down almost instantly.

----
MP5
----
A sub-machine gun. This weapon has a scope attached to it, has a decent range
of fire, and can take down almost any enemy in the game.

------------
Kalashnikov
------------
A powerful assault rifle. This weapon is decent from range, has a good clip
size, and can fire a number of bullets in quick succession.

-----------
M4 Carbine
-----------
In my view, this is the most deadly and accurate weapon in the game. Useful
against any enemy.

-------------
Sniper Rifle
-------------
Useful from any range. Extremely powerful and accurate. Has a basic scope
attached to it. Crouch and activate bullet time to get a steady shot.

---------
Dragunov
---------
Not as useful as the above. It is just as powerful, but it can be difficult
using it effectively, due to the scope being hard to use.

--------
Striker
--------
The most effective shotgun in the game. Has a decent clip size and isn't too
bad from medium range. Extremely useful in bullet time.

---------
Grenades
---------
Useful for taking down enemies that are hiding behind corners or are using
cover. Keep your distance.

------------------
Molotov Cocktails
------------------
A bottle filled with flammable liquid. When thrown, a ring of fire will erupt
around the area and direction it was thrown in.

-------------
Painkillers
-------------
Available throughout various parts of the game. If Max's health is low, he can
take a painkiller, which will increase his health. When engaging in vicious
firefights with a number of enemies, it is always good to have a large amount
of painkillers available.


===============================================================================
08.......Characters/Enemies
===============================================================================

This section will contain information on the characters and enemies that will
appear in the game.

***************************************************************
NOTE: This section containers SPOILERS. Read at your own risk.
***************************************************************


----------
Max Payne
----------
The protagonist. Max is back in the NYPD, working as a detective. He is still
tormented by the death of his family. In order to gain peace and move on from
this mess, Max needs answers from Mona Sax, an assassin and murder suspect.

---------
Mona Sax
---------
Hired killer working for Alfred Woden. She is wanted for the murder of senator
Sebastien Gate.

-------------
Vladimir Lem
-------------
Suave and conceited. Vlad is an Inner Circle member, an ex-pupil of Alfred
Woden, and is the owner of 'Vodka', a luxurious restaurant.

----------------------------
Detective Valerie Winterson
----------------------------
Detective working alongside Max and under the command of Jim Bravura. She is
investigating the murder of senator Gate.

---------------------
Senator Alfred Woden
---------------------
Leader of the Inner Circle. He sent the Project Valhalla file to the D.A.,
which caused the death of Max's family. He reveals a lot of things about
the Inner Circle.

----------------
Vinnie Gognitti
----------------
Head of the mob that is in a war with Vlad and his men. Is also a Captain
Baseball Bat boy fanatic. According to Vlad, he's wiping out anyone he sees as
competition on the black market gun trade.

------------
Jim Bravura
------------
NYPD police chief. He's shot repeatedly by an unknown assailant when at the
hospital.

-----------------------
Senator Sebastien Gate
-----------------------
Inner Circle member killed early on. Mona is wanted for his murder.

-------------
Mr. Corcoran
-------------
Mona's Inner Circle contact. Is killed by the cleaners before he can reveal
information about the society.

-----------
Annie Finn
-----------
Licenced gunsmith. She was initially Vlad's girlfriend, but he has the cleaners
take her out, because she was apparently selling weapons to the opposition.

--------
Kaufman
--------
Not much information is known about him. Head of the cleaners and is under the
command of Vlad.

------------------
Mike 'The' Cowboy
------------------
He's Russian. Vlad's friend and possibly a leader of the Russian mobsters. He
helps Max take down Vinnie's mobsters in the restaurant. If he survives, he'll
fight against Max later in the game.

-----
Clay
-----
Was originally one of Woden's bodyguards. He betrays Woden and joins Vlad.

--------------
The Godfather
--------------
Probably the head of a mob family. He tells Vinnie that he won't send him any
more men to fight Vlad's army of thugs.

------------
Kyra Silver
------------
News reporter. She reports all of the major headlines and news.

---------------
Ed the Janitor
---------------
The janitor at Max's apartment building.

---------
Mobsters
---------
Vinnie's guards. They're basic thugs and aren't too hard to defeat.

-----------------
Russian Mobsters
-----------------
Vlad's crew. They are usually found in his restaurant. Easy enough to defeat.

---------
Cleaners
---------
Commandos masquerading as cleaners. They're Vlad's men. Professionals that
leave no evidence, making it difficult for the police to catch them. Not
too hard to defeat.

----------
Commandos
----------
They carry the deadliest weapons in the game and are intelligent in combat.
Vlad's army of mercenaries.

-------
Agents
-------
They dress like secret service agents. They work for Woden and are the most
effective enemies in the game.


===============================================================================
09.......Walkthrough
===============================================================================

****************************
Difficulty Level: Detective
****************************

===============================================================================
09A.......Part I: The Darkness Inside
===============================================================================

---------
Prologue
---------
Walk forwards and enter the door on the right. Make your way through the double
doors up ahead. Enter the room in front of you and answer the telephone. Make
your way out of the room, collect the painkillers in the box near the exit
door, and enter the door to the right. Kill the commando in this room. Make
your way out of the room, turn right, and head through the opened elevator
doors. Press the button. Make your way out of the elevator and enter the room
in front of you.

============================
Chapter One: Elevator Doors
============================
Make your way past the opened gate, take your first available left, and enter
the door located at the top of the steps. Keep walking along to trigger a
cutscene. Once the scene is finished, take the painkillers from the side. Make
your way to the steel door. Once you've gained access into the area, 
immediately take down the cleaner. Use the box as cover to kill the approaching 
cleaner. Go into the next area and open the steel door at the end of the room. 
Collect the painkiller from the cupboards. Activate shootdodge to take down the 
two men having a conversation. Enter the door on the left. Go through the door
to your left, go upstairs, and kill the two cleaners by the door. Listen to the
message on the answering machine. After you've done this, make your way into
the next area, collect the numerous painkillers available, and enter the door
at the end.

Kill the two cleaners by activating bullet time. Collect the Ingram from the
dead cleaner and the Sawed-Off Shotgun on the table. Shootdodge your way past
the two cleaners, enter the previously unlocked door, kill the three cleaners
that are in the room, and enter through the door at the end. As you're making
your way out of the warehouse through the back, carefully dodge the shelves
that the cleaner attempts to drop on you. Make your way out of the warehouse,
killing any thug that stands in your way.

===================================
Chapter Two: A Criminal Mastermind
===================================
When you reach the top of the stairs, shootdodge your way past the three
mobsters having a firefight with Vlad's men. Go into Vlad's office through the
back, listen to the telephone, and speak to Vlad through the speaker. Go
upstairs, killing the mobster standing in your way. Speak to Mike and tell him
to assist you in your fight against the mobsters. Go upstairs.

Once you've reached the top, tell Mike to stay put. You don't want to go in the
next room all guns blazing, as it is full of explosives, that could take you
and Mike out. After you've killed the mobsters, go back to Mike and tell him to
follow you. Head upstairs, go through the yellow door, and kill the three or
four mobsters located around the area. Immediately shootdodge to the left,
killing the mobster and collecting his Kalashnikov in the process. Make your
way down the steps, killing every mobster in your path. Enter the yellow door
on the left, make your way through the brown door, and drop down from the top.
Activate bullet time and enter the brown double doors at the end of the room.
There are about seven or eight mobsters hiding at the top of the room. They'll
attempt to ambush you from various angles. Bullet time can be helpful to take
them down. Make your way into the next room, where you'll see Vlad and Gognitti
having a shoot out.

======================================
Chapter Three: The Depths of My Brain
======================================
This is one of a few dream sequences in the game. Make your way past the boxes
blocking the stairs. Go downstairs and enter the door. Walk forward to trigger
a cutscene. After the cutscene with Mona, answer the phone on the side. You'll
hear Vlad speaking at the end of the line. The police will start shooting at
you. You can't die as you're in a dream. When you're in the interrogation room,
collect the pistol from the side and 'kill' Winterson and Bravura.

==============================
Chapter Four: No 'Us' in This
==============================
Close the blinds or the commando will snipe you from the apartment across. Head
out into the corridor and take your first left. Go into the old woman's home,
collecting the shotgun and any ammo and painkillers. Exit the door, use the
ledge on the window, and make your way across. Now, jump across onto the next
ledge, turn right and enter the open window. Take out the four cleaners below
by using a Grenade or two. Go through the next window, carefully walk along the
ledge, and enter through the window. 

Stay behind the boxes, using them as cover to take down the four cleaners in
front. Go to the end of the hall, speak with the old woman, collect the
painkillers from the bathroom, and exit through the window. Go to the top of
the platform and enter your apartment. Examine the various pieces of
information contained in the room. Walk to the end of the hall, go through the
door, and kill the cleaners hiding on the steps. Watch out for shotgun blasts.

--------------------------
Chapter Four Continued...
--------------------------
Walk all the way up and go through the elevator, pressing the button to
activate it. Use bullet time to effectively take down the three cleaners. You
will see a red sign saying 'Basement' on it. Go into the basement and get the
code from Ed the Janitor. As you're leaving the room, you'll be approached by
two cleaners. Kill them. Go back into the elevator and enter the previously
unlocked area. There are three cleaners behind the wall. Once you've dealt
with them, go into the main room and finish off the remaining cleaner. Jump
onto the ledge and make your way around, avoiding the first gap in the middle
of it. Drop down onto the next ledge and make your way across. Drop down and
enter the apartment through the window.

====================================
Chapter Five: A Sign of Her Passage
====================================
Go to the end of the hall, enter the door, and kill the five or six cleaners
located around the area. Watch out for Grenade blasts. Walk down the steps and
stop once you hear the old man screaming for help. Open the door and speak with
him. Make your way down to the bottom level and open the big double doors.
You'll encounter a woman named Violet. She and the old man will help you fight
the cleaners. Make your way to the utility room, killing the three cleaners
that attempt to ambush you. As you're making your way back to Max's apartment,
three cleaners will come running down the steps. Once you've dealt with them,
head into the apartment, jump onto the ledge below, and go all the way across.
Violet and the old man will attempt to provide cover for you. If any cleaners
are stopping you from getting across, throw a Grenade or Molotov in their
direction. Jump onto the platform below. As it starts to fall, jump to the
right and then to the left. Use cover and bullet time to take down the glut
of cleaners occupying the area.

=========================================
Chapter Six: A Linear Sequence of Scares
=========================================
Make your way up the ramp and head through into the next area. Walk to the end,
enter the recently opened area, and head all the way up. Enter the cage. Turn
right, turn left, and head to the end of the hall. Keep walking forward and
you'll eventually come to another cage. Make your way into the next area and
enter the door on the left. Press the button on the phone and you'll be able to
get into the next area. Take a left and make your way upstairs. Jump onto the
roof and enter Mona's apartment. After collecting the weapons, ammo and
painkillers, go into the bathroom to trigger a cutscene.

===========================================
Chapter Seven: The Million Dollar Question
===========================================
Walk to the end of the hall and take your second left. Kill the two cleaners
having a conversation. Enter the door on the far right and shootdodge your way
past the two cleaners. Enter the bathroom and collect the painkillers from the
cabinet. Head outside and make your way across to the next set of apartments.
Go upstairs, use bullet time to effectively take down the five cleaners, and
examine the body of Corcoran. As you're heading out of the room, kill the five
cleaners that attemp to corner you. Turn right, kill the two cleaners by the
door, and go downstairs. Kill the cleaners playing the piano. Jump into the
area below.

---------------------------
Chapter Seven Continued...
---------------------------
Kill the two cleaners below. Take out the three or four cleaners in the
apartment. As you're entering the lobby, you'll see an Inner Circle member
being gunned down by the cleaners. Kill the cleaners. Head downstairs and go
through the door. Kill the thug to your right, guarding the apartment.
Eliminate the two cleaners by the window. Use the lift and jump down every
level of the scaffolding until you come to an open window. A man will come
flying out of the window, feeling the effects of dual Desert Eagles. Head into
the next two areas and kill the four cleaners. Collect their Kalashnikov ammo,
as you'll need it for your first major fight of the game. Kaufman isn't too
hard to defeat. Use every bit of cover that you possibly can to take down his
guards. Once they're dead, take out Kaufman with a powerful weapon. Enter the
elevator, killing the thug inside.

===============================================================================
09B.......Part II: A Binary Choice
===============================================================================

---------
Prologue
---------
Head over to your desk to trigger a cutscene. Go into the interrogation room
and you'll see Mona in a police line up. Exit the room to trigger a cutscene
between Max and Winterson. Go downstairs and enter the lockup area. Go and
speak with Mona in her cell. She'll tell you to call Alfred Woden. Go into the
previous room and use the phone. Once the cutscene is over, take the contents
from the locker. Make your way out through the back, killing the numerous
cleaners that get in your way.

====================================
Chapter One: The Things That I Want
====================================
Take down the cleaner that is running up the steps. Once you've taken care of
him, eliminate the cleaner to your right, standing behind the fence. Head
upstairs and kill the two cleaners at the top. Watch out for possible Grenade
blasts. Once you've gained access into the next area, kill the three cleaners
below. Head all the way across and a side door will open. Go across and down
the stairs. You'll be confronted by about eight or nine heavily armed thugs.
Kill them. Now, as you're walking further along, you'll hear an explosion. Go
through the door to trigger a cutscene. Head all the way to the top, killing
every cleaner that gets in your way. You'll trigger a cutscene with Mona. Go to
the back and kill all of the cleaners. As you're making your way out of the
final door, a thug will immediately attempt to take you down with a shotgun, so
be extremely careful when making your way into the next area.

========================================
Chapter Two: In the Middle of Something
========================================
Hide behind the wall and ambush the cleaners when they come towards you. Go
upstairs, go through the blue double doors, and find a place to hide. Kill the
cleaners that are talking about Kaufman. Head upstairs and enter the double
doors. Stand back, throw your Grenade in the room, and wait for the explosives
to destroy the elevator. Drop down into the next area. Enter the door on your
right. Kill all of the cleaners located around the area. Once you've collected
weapons and ammo, enter the door at the far end. Keep walking along until you
can go through the double doors. Thugs will try to surround you from both sides
of the room. Once you've killed them, go through the set of doors at the end of
the room. Go all the way up, killing every cleaner that gets in your way.
Bullet time can be extremely useful, as it's likely you'll be up against a
number of heavily armed enemies.

When you get to the far end of the room, there will be numerous cleaners hiding
behind cover. Once you've taken care of them, make your way through the grey
door, using bullet time to effectively take down the cleaners. Walk across the
plank of wood and slowly make your way through the next door. There are a lot
of gaps in the floor, so if you aren't extremely careful, Max will fall to his
death. Enter the door on the left.

-------------------------
Chapter Two Continued...
-------------------------
Collect all of the guns, ammo and painkillers. Head upstairs and go through the
double doors. Shoot the explosives, in order to stop the cleaners getting a
clear shot at you. Use the scope on your MP5 to snipe the three thugs below.
Make your way across and enter the elevator on the right. Avoid the gap to the
left. Jump onto the boxes to reach the top. Go through the door. Shoot the
explosives as soon as the commandos come running out of the door. Once they're
all dead, jump onto the platform on the left and make your way through the
doors. Head all the way up, killing the cleaner along the way. Throw a Grenade
into the next room, detonating the explosives and killing the commandos. Enter
the door and turn left.

==========================
Chapter Three: Blowing Up
==========================
Avoid the explosions and flames. Head through the door, turn right, and keep
walking along until you see the floor explode. Enter the door on your right and
instantly roll backwards. The cleaner will shoot at you, but will more than
likely hit the explosives, destroying the room. You'll see a crack in the wall.
Shoot the explosives to open the wall up. Carefully jump onto the platform.
Slowly make your way across and keep moving. Carefully jump down. Kill the
cleaners at the bottom. Slowly keep walking along, avoiding any falling
objects along the way. Let the cleaners come towards you. Once you've dealt
with them, use the hole in the floor to make your way into the next area. Jump
down, make your way through the double doors, turn right, and shoot the
explosives blocking your path. Go through the open wall on the left. Time your
movements carefully and shuffle from side to side. If you're not careful, the
explosions will kill Max instantly. This level is over once the cutscene is
triggered.

===================================
Chapter Four: Routing Her Synapses
===================================
---------
Mona Sax
---------
Turn left and head upstairs. Go through the door. Use cover and snipe the
cleaner above. As you're moving forward, turn around to take out the thugs at
the top. Head all the way up to get into the next area. Use the boxes as cover
and take out the cleaner. Get into the elevator, go to the level below, collect
the painkillers from the cabinet and make your way through the door, taking out
every cleaner in the room. Alert the thugs to your side and hide behind any
cover you can. Kill the cleaners that come towards you. Head all the way up.
There are cleaners and commandos located in every section of the room. Some of
them will attempt to attack you from behind. Use cover effectively, make use of
bullet time, and equip your dual Ingrams/pistols to kill them all. Go through
the next two sets of doors and kill the three cleaners. Make your way around
and drop down into the next area.

================================
Chapter Five: Out of the Window
================================
Shoot the cleaner standing above you. Turn right and keep moving until you come
to a door. Enter it. Kill the two cleaners below and snipe the three above. Go
through the next two doors you come across. A cutscene will trigger. Kill the
thug that knocks down the door to your right. Snipe the cleaners and commandos
below. Go to the other end and help Max take out the cleaners and commandos.
He'll die if they surround him. Carefully pick them off with your rifle.
Backtrack through the building, killing every cleaner and commando in your
path. Thugs may try to attack you unexpectedly from corners. Watch out for
possible shotgun blasts. Snipe the thugs below, allowing Max to make his way
across the yard. Keep walking along until you can drop down into the next area.

====================================
Chapter Six: The Genius of the Hole
====================================
Collect the painkillers from the cabinet on the wall. Kill the cleaner in front
of you. Equip your sniper rifle, shoot the gas, and take down the five cleaners
and commandos below. Exit the area, take your first available right, and kill
the heavily armed commandos near the door. Backtrack through the building until
you can get a clean shot. Snipe the commando below, allowing Max to move across
the yard. Snipe the cleaners below. Once Max has finished talking on the
headset, two cleaners will come running from above and knock the steel ramp
down. Once you've dealt with them, backtrack through the building until you
come to the elevator shaft. Kill the cleaners and commandos below. Keep walking
until you come to another set of commandos. Kill them. Make your way all the
way down, killing every commando that gets in your way. Once you're outside,
snipe the two cleaners above. Kill the commandos in the area, before making
your way into the elevator.

===============================================================================
09C.......Part III: Waking Up from the American Dream
===============================================================================

----------
Max Payne
----------

---------
Prologue
---------
Go through the door. Go past the symbol of the pink flamingo. You'll see Max
talking to himself in the cells. Keep walking along to trigger a scene. Exit
the cell and keep walking until you come to a TV with Max, Mona and Winterson
talking. You'll see Max shoot Winterson. Go upstairs. You'll see Bravura die in
the corner. Listen to the tape recording of Max. Go upstairs. Mona and
Winterson will attempt to shoot each other. Answer the phone and listen to
Vlad. The level will end when Mona and Winterson shoot at you.

=================================
Chapter One: Too Stubborn to Die
=================================
Collect the painkillers from the cabinet behind you. Run out of the door and
knock the commando down. Quickly run through the red double doors and run up
the first three set of stairs. Run through the red doors. Turn left and go all
the way around. You'll eventually come to a door that says 'Recovery'. Hide
behind the walls at the far end of the room. Jump to the side and collect the
dead security guard's gun. Kill the two commandos. Collect all weapons, ammo
and painkillers from the room. Exit the area and enter the door on the left.
You'll see the commandos kill a couple of security guards. Activate bullet time
to take them out.

Make your way around the hospital and kill the two commandos having a
conversation. Keep walking forwards, kill the three commandos, and make your
way through the door, taking out the sole commando. Walk to the door at the end
and you'll be near the exit door. Activate bullet time and jump through the
doors. There are commandos on every level. Once you've dealt with them, walk to
the bottom and go through the door. There are four commandos near a black van.
Kill them. Attempt to enter the back of the van to trigger a graphic novel.

===============================
Chapter Two: On a Crash Course
===============================
Snipe the Russian mobster with your MP5. Kill the three thugs that try to bring
you down. Make your way towards the bar, killing the two or three thugs that
come through the door. Go through the yellow door at the back of the bar.
Collect the weapons and painkillers near the set of explosives. Go through the
door that the mobsters came through. Go through the brown door near the end of
the room. Use bullet time to successfully take out the three mobsters below.
Snipe the mobster above. He has a Striker, so I'd advise you to be extremely
careful. Make your way upstairs, killing the two mobsters that attempt to take
you out from the side. Go through the brown double doors at the end. Kill the
two mobsters as soon as you enter. Go through the door on the right and make
your way to the top. Once you're at the top, shootdodge to the right, killing
the sole mobster. Go through the double doors.

Carefully enter the door on the left. There are two mobsters talking. There are
also tons of explosives, so it wouldn't be clever to go in all guns blazing. Go
through the yellow doors but DO NOT shoot. There is a cardboard cut out of a
guard. There are explosives near it, so it's likely that Max will die if he
gets hit. Kill the two mobsters at the end. A thug will come running in the
room and shoot the explosives. The wall will open up. Snipe the mobsters with
your MP5. Go down the stairs, enter the door, and shootdodge your way past the
three cleaners. Go through the door and kill the commandos near the vans. Go
upstairs and kill the first set of thugs. Walk to the top and throw a Grenade
near the two cleaners. The explosives will kill them. Go into Vlad's office
and kill the mobster and Mike the Cowboy.

(NOTE: If Mike the Cowboy died earlier in the game, Max will just face two
regular Russian mobsters.)

=========================
Chapter Three: A Mob-War
=========================
Go through the first door, turn right and hide behind the wall. Wait for the
two commandos to come through the green door. Once you've killed them, make
your way upstairs. Kill the commando at the top. Go upstairs, shoot the
explosives near the wall, go through the wall, enter the door on the left,
and make your way through the next hole. Go through the white door and make
your way into the next area. Go down the first set of stairs and take a left.
Enter the door at the end, killing the lone mobster. Activate bullet time and
slowly walk across the ramp, through the next hole in the wall. Mobsters will
try to shoot you below, so bullet time can be useful in avoiding excessive
damage. Go up the first set of stairs and enter the door. Turn right and kill
the two mobsters. Carefully walk across the ramp, go through the hole in the
wall, and enter the door at the end of the room.

---------------------------
Chapter Three Continued...
---------------------------
Follow the mobsters, assisting them in their fight against Vlad's cleaners and
commandos. Once all the commandos and cleaners are dead, a mobster will tell
his friends that you're Max Payne. Kill the mobsters. Go through the green
door, use bullet time to take out the thugs near the van, and keep walking
forward to trigger a cutscene.

========================================
Chapter Four: Dearest of All My Friends
========================================
Collect the painkillers and weapons on the side. Move forwards and kill the
three commandos. Once they're dead, Vinnie will walk towards you. Go to the
window and kill the numerous Russian mobsters and commandos outside. Some of
them will drop from the wall, whereas others will be at ground level. Follow
Vinnie through the next set of doors. Two thugs will come through the window
at the end of the room. Kill them. Once Gognitti attemps to go through the
double doors, three of Vlad's mercenaries will drop down from the window that
the other thugs came through earlier. Once they're all dead, follow Vinnie to
the elevator. Once you're in the elevator, five or six men will try to take
you down. Protect Vinnie at all costs. If they pierce Vinnie's outfit with
their bullets, the level will be over and you won't progress any further. Stand
at the top of the stairs and kill the two thugs that attempt to come up. Follow
Vinnie in to his apartment.

There is a phone in Gognitti's bedroom. Answer it. Go into the main room, enter
the set of doors at the end, and shoot the wall, causing it to break open. Kill
the commandos below. Once Gognitti drops down, a van will come crashing through
the gate behind you. Kill the two commandos that come through the back of the
van. Keep walking until you come to another van. Kill the two commandos at the
back of it. Kill the two thugs on the wall above. Follow Vinnie into the
garage. Go to the top and press the button, allowing Vinnie to make his way up.
A van will come crashing through the garage. Kill the two commandos that come
through the back of it. Enter the next area, kill the three thugs that come
through the door you just entered, and follow Vinnie Gognitti into the black
van.

============================
Chapter Five: A Losing Game
============================

---------
Mona Sax
---------
Enter the door on the right, go down the steps to your left, and drop down into
the opened up area. Shoot as many of the explosives below as you possibly can.
Drop down and jump to the right, avoiding the explosions. Go to the end of the
room, shoot the explosive near the wall, go through the opened up area, enter
the door and use the ramp to make your way across. Drop down to your right and
enter the wall on the left. Move into the next area and immediately stand
still. Wait for the green structure to keep rolling. Walk past it, collect the
painkillers from the cabinet, smash the box on the wall, press the button, and
make your way past the area that was previously covered in fire. Enter the door
on the left and make your way to the end of the room. Turn the power off. Go
back to the area you were previously in. Go through the fence and go upstairs.
You'll eventually come to the body of Vinnie Gognitti. Go upstairs and enter
Mona's apartment.

========================================
Chapter Six: There Are No Happy Endings
========================================

----------
Max Payne
----------
This is the final dream sequence in the game.

Talk to the cop in front. Go into the next room, examine the body, and have a
conversation with Bravura. There will be a scene with Bravura lying on a
treatment table. Go into the 'Lineup' room and attempt to shoot the other Max
Payne. He'll run out of the door. Follow him. You'll see a TV with Vinnie and
Vlad on the screen. Once you've watched it, go through the door, walk to the
end of the hall, turn right through the door, and watch the TV with Vlad and
Mona on the screen. Once it's over, go through the first two doors, turn left,
go through the door and walk to the end of the hall.

==========================
Chapter Seven: Love Hurts
==========================
Stay behind the van and let Mona snipe the cleaners and commandos below. Once
the cutscene with Mona is over, snipe the guard at the top. A thug will come
running out of the door. Kill him. Go to the van at the end and collect the
weapons and ammo. Walk through the door and take out the commando. Turn left
and crouch down near the wall. The ceiling will explode and fall to pieces. If
any of the pieces fall on Max, he'll be killed instantly. Kill the commando
that comes through the door. Throw a Grenade near the explosives, killing the
commandos near the piano. Use bullet time to take out the cleaners below and
above. Once the cutscene with Mona is over, kill the commandos in front. Enter
the double doors and go through the next door. Collect the painkillers from the
cupboard. Open the door and instantly move backwards, avoiding the falling
shelf. Once Mona has taken out the commandos and cleaners above, four commandos
will come running through the door. Kill them. Enter the door at the end.

---------------------------
Chapter Seven Continued...
---------------------------
Immediately jump as far to the right as you can. Use bullet time to take out
the commandos below. Kill the commando above on the balcony. You can use the
explosives to effectively take out the commandos. Go upstairs and kill the
cleaners on both levels. Kill the commando and the agent that come through
the door. Collect the painkillers and ammo from the cabinets. Examine the
security camera to see Vlad and Clay talking. Go through the next two doors.
Once you get through the second door, shootdodge to the left, killing the two
enemies. Go through the door and quickly kill the commando. If you aren't
careful, he'll shoot the explosives, killing you instantly. Go downstairs and
kill the thugs below. Go through the previously unlocked door. Keep walking
across, taking down every thug in your way. Go down the steps to trigger a
cutscene.

=========================================
Chapter Eight: That Old Familiar Feeling
=========================================
Kill the agent in front of you. Move backwards and enter the panic room. Lock
the door. Once the explosions are over, jump through the hole on the right.
Activate bullet time and run through every door, quickly killing any agent that
gets in your way. You'll have to be extremely quick when running upstairs, as
numerous explosions will go off behind you. If the bridge collapses before you
can get across, just quickly jump across onto the next bridge. Enter the door.

---------------------------
Chapter Eight Continued...
---------------------------
Enter the door at the top and quickly roll backwards, avoiding the explosions.
Go to the top level, killing all of the commandos and agents that get in your
way. Kill the agents in the room. Collect all weapons and painkillers. Turn the
TV on, listen to the answering machine, enter the elevator and make your way
up.

Kill the two commandos in the room. Kill the commando on the platform above.
You cannot kill Vlad at this point, so do not waist vital bullets on him. Go
into the next area and push the button, allowing the elevator to come down.
Vlad will attempt to bring the elevator back up, so it may take you two
attempts to get to the top. Kill the commando that comes through the door.
Jump onto the elevator, crouch down and try to shoot Vlad. Once you're high up,
Vladimir will run through the door. Kill the two commandos that come through
the door. Save your game before entering the door. Prepare for the final
battle.

*************
FINAL BATTLE
*************
Use bullet time to beat Vlad. He will throw Grenades at you, creating holes in
the floor. If you don't move around the area quickly, you'll fall through the
holes. Shoot the three wires holding the structure together. Once you've took
one of them out, quickly move from side to side and take the the other two out.
You'll see a cutscene. You have to shoot four bolts holding the structure
together. Vlad will throw his Grenades at you even quicker this time, so jump
to the side and use bullet time. Once you've shot the bolts, a cutscene will
show Vlad jump to the side. He'll quickly move from side to side. He has an M4
and Molotov Cocktails, so you will have to move around the area quickly. Bullet
time can be vital in this battle. Use your Kalashnikov to take Vlad down. DO
NOT stop firing at him. If you're too slow, he could hit you with a plethora of
bullets from the M4, which can be extremely deadly.

Congratulations! You've completed Max Payne 2. Enjoy the final cutscenes and
graphic novels.

===============================================================================
10.......Credits
===============================================================================

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