FAQ/Walkthru for State of Emergency 2
					by Doug Elder, aka AchtungNight

Foreword: Welcome to my 5th FAQ. This is for State of Emergency 2, an awesome
riot game and sequel to the original. :) I recently tried the game out and
found it to be okay. I hope you will also. :) Before we start, a few
disclaimers.

First, this FAQ was written for the PS2 version of the game. All herein may or
may not apply to other versions. The game is rated M for Mature- no
impressionable children or idiot A-Dolts here please. :)

Second, this FAQ contains SPOILERS. You are warned. You are also warned not to
take it seriously. No video game should ever be taken seriously.

Third, this FAQ is my property and may only be posted on GameFAQs and any other
site that requests my permission first via email (it will be granted, don't
worry, you have but to ask). All feedback, questions, and so on should be
emailed to [email protected].

Fourth, I did not use cheats other than Codebreaker to write this FAQ. I never
use cheats other than Codebreaker when playing games. Please don't ask me for
them. Also note that this FAQ is mainly on how to complete the game, not how to
get a high score. If you can do one, the other should come naturally. If a high
score is what you're after, good luck doing it on your own. This FAQ is also
for the single player mode, not arcade or multiplayer. I'm not really a
multiplayer enthusiast, so I didn't even touch that mode. :( As for arcade,
well, I play for story mostly, not for challenge or points.

Fifth, I am not going to review the game herein other than to say that I liked
it and enjoyed playing it. Reviews are in other places.

Acknowledgements: Thanks to all my fans, Lisa Telman especially, for
continued inspiration and keeping me interested in writing. Thanks to all those
who aided me in completing the game and preparing this document. Thanks to the
folks at Sony, Rockstar, DC Studios, and SouthPeak for creating the game and
its hardware. Thanks to
CJayC and company for putting up GameFAQs and to all the fans for keeping this
industry alive. Now let us begin. <dramatic music>

Contents:
1. Dedication and Version History.
2. Game Story and Cast.
3. Explanation of Basic Controls.
4. Items and Weapons Listing.
5. The Missions- Walkthru.
6. Final Thoughts.

1. Dedication and Version History.

I proudly dedicate this FAQ to all who have ever been victim of a riot anywhere
in the world, physically or psychologically. Rest in peace if you're dead and
if you're alive, I hope the experience has made you more mature.

Version 1.0 FAQ Posted with complete walkthru. I did it all at once to save
time and energy.

2. Game Story and Cast.
State of Emergency. The war is on. No diplomacy- it's too far gone. :) If
you've played the first game, you should recognize these lines.

Basically you play as a group of desperate rebels out to overthrow a vast and
vicious corporation that is controlling the world and the lives of the public.
The rebels tried to destroy the Corporation in the first SoE game, and they
succeeded, but now, four years later, the bad guys are back and naturally
they're even worse. [sigh] So we must defeat them again. Of course, things have
changed since the last time around. Most of our heroes are criminals being held
in prison, and the rest are on the run. They must rise from the ashes and throw
off the yoke of oppression.

Cast:
First, your friends-

MacNeil- The Hero. A leader of the Resistance. Held in prison when the game
begins, he must break out and take his revenge. Basic mixed-type character with
good skill at guns and piloting.

Bull- The Tough Guy. MacNeil's best bud. Also held in prison when the game
begins. He is useful because he's strong enough to break down doors and take a
lot of damage. Slower than MacNeil, though, so be careful when using him.

Spanky- The Badass. Hispanic Gang Leader and key ally of the Resistance. You
will play him most often in the game. That is good, as he's the coolest
character there is. You can take that gun away from my head now, amigo! :)
Among Spanky's mad skillz are interrogation, gang leadership, and gunplay. He
is a, shall we say, larger target than the other characters, but he's also fast
and packs a lot of heat. This will be necessary.

Libra- The Lady. Acrobat, cat burglar, all-around heroine. Intelligent and
beautiful. So not a damsel in distress. The fastest character of all, and the
prettiest.

Freak- The Smart Guy. Hacker, tech expert, high-level spy. His help is
invaluable. For all of the game, he will be on the radio reconning the area
ahead. You don't actually play as him. :(

Gang Members- These abound in the chaos of the city. Most are your friends,
some are your foes. Kill the latter and recruit the former with Spanky. Gangs
have varying weapons and styles of dress.

Killaz- Led by Trey, these homies are Spanky's good friends. The gang wears red
mostly. They will be of help to you.

Mallrats- These guys are bored teenagers hanging out in the ruins of an
abandoned mall. They have a lot of dangerous weapons in stock, so they may be
useful allies. Dressed in orange and yellow. Their leader is named Lance.

Next, your foes-

Corporation Enforcers- Goombas of Evil. Thousands in number, each with an
identity and individual personality that doesn't really matter to their
employers or to you. One universal fact- they're all jerks. Wipe them out and
let God do the sorting. LOL. Mostly these guys are dressed in white, red, or
orange. All of them pack guns.

Corporate Elite- The big jerks. These guys are dressed in dark blue or dark
green, heavily armored, and also carry guns. They are also far more interested
in using them to stop you. Be careful around them.

Military- These guys wear light green, pack guns, and work for the Corporation.
They are secretly controlled through subsonic impulses, so eventually they can
be subverted to your cause in the same manner.

General Mayhem- Psychotic military genius, all around high caliber bad dude. He
will take a lot of chasing and gunplay to kill.

Enemy Vehicles- Cars, tanks, choppers, speedboats, etc. Bad guys always gotta
have nifty toys.

Project Empyreon- A major secret project of the Corporation. What it is exactly
is unknown.

Finally, there is everyone else. The civilians, who will be scared by your
rampages and join in the riots they spawn. The media, who will report on your
destruction. And of course, you, the player. :)

3. Explanation of Basic Controls.
This is a shoot-em-up with some minigames also. You are given tutorials as you
play, so I won't say much about the controls here. Except this bit copied from
the manual:
Directional Buttons Up = Next Weapon. Down = Previous Weapon.
X Button Activate Switches. Climb Ladders.
Triangle Button Cycle Weapon.
Square Button Reload
Circle Button Crouch
L2 Button Lean (Hold). Zoom Out.
L1 Button Sprint (Hold). Break Door (Tap Repeatedly). Zoom In.
R2 Button Fire Secondary Weapon. Scope.
R1 Button Break Door (Tap Repeatedly). Fire.
Select Button Swap Characters Menu
Left analog stick (L3 Button when pressed down) Move
Right analog stick (R3 Button when pressed down) Look Around. Aim.

GANG CONTROLS
X Button Instruct Gang to Fall Back.
Triangle Button Instruct Gang to Advance
Square Button Instruct Gang to Defend
Circle Button Instruct Gang to Follow
L3 Button Recruit Gang Members

VEHICLE CONTROLS
L1 Button Cycle Targets
R2 Button Fire Secondary. Sharp Turn.
R1 Button Fire
Left analog stick (L3 Button when pressed down) Move
Right analog stick (R3 Button when pressed down) Steer. Ascend/Descend.
R3 Button Change Camera

4. Items and Weapons Listing.
**Power-Ups: Let's see. There's Health and Extra Ammo. Everything a video game
character in danger needs.

**Weapons: Basically anything you can get your hands on. Guns, grenades, rocket
launchers, sniper rifles, etc, etc, etc. No melee weapons unfortunately. I like
melee weapons. Oh well.

**Vehicles: Tanks, APCs, choppers, speedboats. Again, anything goes.

5. The Missions- Walkthru.
When you begin, you are prompted to create a new save file. Do so.  Next,
adjust your settings. I always turn on subtitles because I like to know exactly
what people are saying. Why the game designers don't usually have them on by
default I will never understand. :( Anyway, once your sound, brightness, etc.
are adjusted to the proper levels, begin the game.

The game begins with a view of a city full of crime, neon, and tyranny carried
out by the Evil Corporation. Cat burglar Libra, aided by hacker Freak, is
plotting to fight back. They have broken into the Corp's headquarters and are
stealing blueprints for a high-security prison run by the Corp. Libra also
finds info on something called Project Empyreon. Unfortunately she is caught by
guards and captured. The next cinemas show that MacNeil and Bull are being held
in the high-security prison and MacNeil is to be executed via gas chamber
tonight. Freak and Spanky have a plan to get him out, but it ain't gonna be
easy. In the next scene, MacNeil is helped via a gas mask and gun some friend
of Spanky's slipped under his chair. Freak is also hacked into the prison
computers and communicating with Mac via hidden radio. When the gas clears Mac
is still alive and ready to kick ass. :) Catchy beginning, huh? Okay, let's get
this party started!

** Mission 1- Execution**

You are still stuck in your chair when the mission begins. Guess Spanky's buddy
forgot to slip you a key for your restraints, huh? Geez, too bad Mac is an only
child (I think). If he had a brother, there might have been a better escape
plan concocted for him. Oh well, at least our hands are free and we have a
mini-SMG with Infinite Ammo. Aim your gunsight and shoot out the glass around
you, then snipe the guards in the room above. More run into the room from the
nearby hallways. Take them out. Your gun is powerful- it only takes one shot to
kill a guard, and you can hit them just bu making the circle turn red, it
doesn't have to be dead on. So, guided by Freak's transmissions, move quickly
and kill all the enemies. They aren't very good shots, and for the moment, you
have infinite health. Gotta love the spirit of freedom raging in your veins!

When the initial wave of guards is down, Freak remotely opens Mac's restraints.
Mac grabs a headset off a dead guard so he can communicate with his hacker
buddy. Your task is now to escape the prison. Unfortunately the alarm is going
off and the whole place is alerted to your freedom. Not good. The room darkens
and you are locked in. More heavily armored guards come rushing in. These take
more than one shot to kill and aiming is a little more difficult now. At least
you still have infinite health/ammo and you're mobile. Take them down. In
particular, watch out for the snipers in the control room above you. Get them
as quickly as you can. Also shoot out any remaining window glass. When all foes
are dead, Freak opens the room's doors.

Kill any guards that rush in and head on down the corridor. Start collecting
pistols off dead guards- your ammo is no longer limitless and you will need all
you can get. Remember that head shots do the most damage. Once all the guards
are dead, open the door using the marked switch. More guards rush in from the
corridor- wait and ambush them. The enemy AI improves some here- they will lean
around corners and use cover. Get all the ones close to you in the hall, then
take out the two in the room across the way. The red barrels in this room are
explosive, so shooting them can help clear the way. Just don't do it when
you're close by. The crates can be shot open- do so and collect the shotguns
inside them. Open the next door.

A new wave of guards rushes in, armed with pistols and shotguns. Take them out,
using the red barrels if necessary. Head on thru the metal detector. More
crates are here containing shotgun ammo. Freak will give you another
transmission as you proceed. He brings up your life bar (Mac- "great, now I can
be hurt!") and a radar map of the prison too. He tells you there are four
switches in the cellblock that must be hit to free all the prisoners. Upon
being freed, the cons will start a riot to aid your escape. Good. Freak also
claims he has the prison's entire blueprints and has marked the switches on
your map.

Okay, time to clear this cellblock. Take out the wave of guards rushing to meet
you. They have shotguns and stay close together, so some fast work with the
same weapon would be a good idea. As soon as you pass through the door, more
guards will run in from behind you. Some of these are heavily armored red
guards who can take and deal out more damage than the white ones. They also
drop health packs upon death, so there is a balance. Run around the entry and
take out every foe. Guards will be coming at you from both sides and some stay
on the upper level. Clear the lower floor, then head up there and wipe out the
enemy. Hit the switches to free the prisoners. They aren't armed and they can't
do much more for you than run around and create confusion, but confusion does
always help, right? More guards enter the room after you hit each switch, so be
careful. When all prisoners are freed, another wave of red guards is sent in to
quell the riot. Help the cons take them out. Health is in the central area by
the console. Your fellow prisoners will help by punching and some will even arm
themselves with shotguns and pistols you don't collect from dead enemies. Let
them be your aid- as human shields if nothing else. Get all the guards on the
floor to fulfill the objective, then snipe the two in the room above the
entryway. Head for the marked service corridor.

A final cutscene completes the mission. Mac hears from a dying convict that
there is something called Project Empyreon that must be stopped. Libra knows
more- and apparently there's a lot Freak isn't telling Mac about what's been
going on since he was incarcerated. Great. Of course now isn't exactly the time
to talk.

**Mission 2- Free Bull**
We ain't leaving this jail without our best friend, are we? Unfortunately,
getting to him won't be easy. First up, some remote drone machine guns Freak
couldn't shut down. You are given a tutorial on leaning. Use this new skill to
shoot out the drone guns while they auto-reload. Stay close to the wall, aim
for the gun itself, fire. Oh yeah, you've been left with only your pistol and
less ammo than you had. Guess Mac gave most of his guns to the rioters. I dig
charity, but we need help too, don't we? [sigh]

Anyway, after taking out the first gun, head on down the hallway. You soon
should spot a second drone gun. Shoot it from a distance and hug the walls. A
third gun is in the dead end to your right and a fourth gun is past that. Use
leaning and careful aiming to eliminate them. Listen to their beeping patterns
to know when they're drawing a bead on you and get out of the way before they
shoot. Approach the switch at the end of the area carefully- a pair of drone
guns are in the recessed areas on either side of it. They pick up on your
movement as you approach. Get out of the way, look for the guns on the wall,
and take them out using the same tactics. Then hit the switch to open the door.

Grab the health and climb the ladder. Take out the white guard waiting up here.
More drone guns are in the next corridor. Proceed carefully and take out each
with leaning and expert shots. Remember the beeps spell disaster, so get away
from the gun before they cease. In all, there is one gun above the first door,
a second around the first corner, then 3 guards (they drop health and ammo),
then more guns around the next 4 corners. Take out the third gun using the
walls as cover, then move up cautiously and take out the fourth gun as soon as
you can. Kill the guard under it, then run into the recessed area where he was.
Another gun starts tracking you as you do so. Use the wall as cover and take it
out from here. Another guard may rush in, so get him too. Rush past the fourth
gun to the stairs, then turn around and take it out from your covered position.
Head upstairs now.

Alright, a sniper rifle! As Freak says, don't waste the ammo. Don't spare it
either. Grab your new weapon and take out the guards on the other side of the
fence. More respond the instant you're spotted, so take them down. Health is
right nearby. Head up the next staircase and take note of the sniper on the
roof across the way. Your new weapon is perfect for taking him out. Proceed
along the rooftop and clear it of enemies. Watch out for foes ducking around
corners and using cover. Some have shotguns, so collect one as soon as you can.
Climb the ladder to find and take out a second sniper. A guard and a drone gun
protect the next hallway. Get the guard first, then use the wall as cover and
lean out to shoot the drone gun. When the way is clear, move on. More guards
attack, including a foursome protecting a skybridge. Proceed across the bridge
and take them out, collecting their ammo before it fades. Get the sniper on the
facing rooftop. More guards attack as you circle around the roof you're on. A
drone gun is around the corner and two snipers are on the rooftop just past it.
Take out the gun first, using the walls as cover. Then answer the snipers with
your own PSG1. Climb down the marked ladder.

Oh no, they're about to execute Bull! Mac immediately goes into sniper mode.
Take out the two guards by Bull, first the one with the gun aimed at your
buddy's head and then the other. Bull is freed, and he grabs a gun and headset.
Now you must cover him while he frees the prisoners in the cells around him,
again by using four switches. You have infinite ammo for this portion of the
level and you cannot be hurt. Bull can, though, so be on your guard.

Stay in your current position and snipe any guards in Bull's way. Bull is a
decent shot and he knows how to use cover, so he should be okay as long as you
act quickly. One shot, one kill. First there are two guards in the hallway to
Bull's right, then four more coming out of the switch room. Take out the first
two of these, then get the last two. Be aware they will be leaning around the
corners, so you will need to carefully place your shots. Follow Bull with your
scope and take out the four guards at the top of the next ramp while your buddy
hides at the bottom. The guy on the far left throws grenades, so get him first.
Four more guards appear as Bull hides in the room. Take them down quickly
before any more grenades are tossed- the bombs really do some damage.
Fortunately you can see when an enemy is priming one, so quickly make him your
next target. Two more groups of four run out of the next switch room. Snipe
them and cover Bull, then move on the next. The last four guards have shotguns,
so take them down before Bull reaches them. The next wave of guards always
comes out of the next switch room, so shifting your aim over there ahead of
their advance and shooting as many as you can while they're coming out is
highly advisable. Once all four switches are thrown, it's mission complete.

**Mission 3- Breakout**
Okay, now it's time to find a way out of this dungeon. Freak knows of a
helicopter you can use, so let's go grab it. You'll also need the help of the
rest of the prisoners, so Freak directs you to the main control room. This is
your first level in which there is a massive riot going on at all times, so
help is never far away. The prisoners will not be after you, but the guards
will, so take them out and be careful. Bull and Mac are working together for
this mission too, and you can switch between characters with the select button.
Stay close to your buddy and keep him alive. Like you, he will collect health
and ammo. Your first threats- a bunch of guards by the Concourse doors and two
more at the top of the left ramp. Take them out and head for the marker on your
radar.

A guard and a drone gun are in the hallway at the top of the ramp. Lure out the
guard and whack him, then use the same leaning technique as last level to beat
the drone gun. Be aware that whichever character you're not using will not go
after it, instead staying behind cover. This is good- you don't want them to
die. More health, ammo, and guards are in the control room. Let your buddy help
you- the guards target him less than they do you and he will use excellent
speed and tactics. When the way is clear, hit the switch.

Next objective- raid the prison armory for explosives. More guards have come in
outside, so be on your best behavior. :) Four rush at your position with
shotguns and pistols, two stay on the ramp across from you and aim sniper
rifles. Down them all. In the corridor at the top of that ramp is another drone
gun. Fortunately there's also a low wall you can use as cover. If you're behind
that wall, the gun can't hit you but you can still take it out. So get under
the cover and destroy that stupid machine! Now switch to Bull- it's time for
the first minigame. Get in front of the door and press X, then alternately tap
L1 and R1 to build up his rage. When both meters are full, the big guy smashes
the door clean open. Guess all that iron-pumping he did in the joint came in
handy, huh? Inside the armory you'll find health, shotguns, a mini-SMG, and
some Remote Mines. More guards rush in as you grab them, so be ready to take
them down.

Back on the Concourse, you need to head for the big doors. Once you reach them,
throw a Remote Mine onto the doors, back away, and hit the detonator. Boom! Now
you can access the helipad. Guards in turrets protect the exercise yard and
there's not much you can do to harm them, so run across for the far wall. Using
cover, circle the yard to the ramp at the back. Take out any guards in your way
and get up there, staying on the move to dodge fire from the turrets. At the
top of the ladder on the ramp you will find a short walkway. From here you can
hit two turret-gunners and the snipers next to them. Take out these guys and
the two goons on the roof across the way with Mac's sniper rifle. Be aware that
the bad guys have air support- a huge attack chopper is circling the yard
firing chainguns and missiles. It's pretty much immune to your shots, so don't
waste them. Just stay away from it, move forward, and take out guards. The
helicopter is the mass of red dots on your radar if that helps. Go down another
ladder, then across the catwalk and down another. Two more guards are here
protecting a marked door.

Have Bull break that door down, then enter. Take out the guards waiting for
you. The enemy chopper may actually be helpful here- run around near the guards
to draw its fire towards them. Get into the control room as soon as you can, as
you're shielded in there. There's also health and a rocket launcher. Are you
pondering what I'm pondering? No, it's not the socioeconomic status of the
world. :)

Whether or not you get that joke, use your new weapon to damage the enemy
chopper. It moves slowly and presents a big target, so you shouldn't have much
trouble. Like all choppers, it is most vulnerable when turning. If you don't
take it out, at least hurt it some. You should also blow up the turret on the
tower above this courtyard- it only takes one shot to do that. Hit the switch
in the control room to open some doors and bring the mob of prisoners running.
More guards come out too, so circle the yard and eliminate them. As you move
through the now-open gates, you will find more guards waiting. Some are lying
prone, so aim low. As soon as you reach the helicopter on the ground, the enemy
chopper leaves. Mac and Bull hop into their new helicopter and Freak gives them
a quick piloting tutorial.

Okay, time to bust out of here. Next order of business- take out the four
generators powering the island's laser forcefield. Your bird is armed with
chainguns and homing missiles, and it's very maneuverable, so you shouldn't
have a problem. Your ammo is infinite, your life is not. There's a laser
forcefield up, so we can't just fly away. All four generators are marked on
your radar. Head for them and destroy them. Your auto-targeting system picks up
on enemies as you move, outlining them in red. There are turrets on the towers
and guards with rocket launchers near the generators. Use your missiles and
chaingun to destroy them, working quickly and with extreme prejudice. Destroy
as much as possible to build up your score. Your life bar regenerates slowly,
so maneuver to avoid enemy fire and let it build. Be aware of the enemy
helicopter protecting one generator- approach it carefully. Take it out if you
want to- it's not necessary but it is possible and fun. In any case, after all
four generators are destroyed, the prison laser forcefield comes down and our
heroes head back to the city. Mission Complete.

**Mission 4- The Ghetto**
Okay, now you're Spanky. You're in the ghetto. Mac and Bull are safe, but
Spanky has problems of his own. An Enforcer unit is on his turf and needs to be
eliminated. Thankfully, he is ready for them with a rooftop turret and some
other neat toys. You start out in the turret. Use its limitless ammo to take
out the waves of enemies, blowing up the barrels and vehicles if there's a
need. When all are done, Freak lets you know the Corp is looking into taking
part in the local drug business. Spanky's not a big fan of competition, so he
figures he'll do something about that. First, though, we need help from a local
gang called the Killaz. Freak gives you a radar map to their club. Spanky draws
his dual gats and starts heading over there.

Okay, the path is pretty straightforward. Just head for the dot on your radar.
I advise against wasting ammo on the civilians- they pose zero threat to you.
Yes, I know they look like trouble, but look at yourself, mano! :) Three Corp
Enforcers protect the entrance to the Killaz hideout. Take them down and
collect their nines. Enter the club ("White Lines") and Spanky meets with the
leader of the Killaz. He is majorly peeved that the Corp is dealing on his
turf, so he offers aid to Spanky. Your new objective- shut down the Corp's drug
operation.

Freak has marked seven Corp dealers on your radar with red dots. Hunt them down
one by one and kill them. An invincible Killaz soldier comes along with you for
assistance- however he is initially unarmed. The dealers are dressed in brown
and red, have green arrows over their heads, and usually run upon seeing you.
Shoot them down and pick up their ammo. As you move, you will notice the mood
of the public becoming increasingly troublesome. Random fights break out, and
folks start looking at you funny. Avoid them and keep your cool as you stroll
your turf. The first Corp dealer is all by his lonesome, but the second has
buddies (dressed in blue, look like cops) nearby. Run past or eliminate them
quickly- the dealer flees once he spots you and you'll need to give chase. His
homies may pursue you, so take them out as well. The third dealer is in a dead
end with two buddies. Cap 'em all, then go gunning for the fourth. He is on the
street surrounded by three associates. Kill the dealer first, then his guards.
Move on to the fifth dealer. He'll run upon seeing you and head for a dead end
where two pigs are waiting. Kill them all and then go searching for dealer
number six. He's in a dead-end alley with two homies. Kill them all, and you
only have one left. Number seven is in the middle of the basketball court.

Spanky and two Killaz surround this dealer and ensnare him. Your task here is
to get information through the interrogation minigame. Pay attention to the
tutorial- you want your punches to be strong but not too strong. When the bar's
in the sweet spot, deliver your blow. If you tap the victim too softly, he'll
laugh at you. If you hit him too hard, he's dead and you get nada. Comprende,
amigo? Okay. You need to hit him just right three times to make him talk- good
thing you have unlimited continues. Keep breaking his resistance until he
cracks. When he finally gives in, you learn the drug lab is in the basement of
the abandoned Police Station. How ironic is that? You also find out the name of
the drug they're distributing- Empryeon. Aha.

Trouble now, amigo. You got an ambush of Enforcers coming at you. The dealer
you were chatting up dies in the first wave and Spanky is left to fight back.
Fortunately we have the Killaz leader and a soldier helping us. The leader has
unlimited health and ammo, so let him do most of the fighting. The soldier will
probably die quick. Take out all the Enforcers and collect their weapons- ASAP,
get a shotgun or SMG. When all is done, Spanky and the Killaz boss plan to go
after the Police Station. First, though, they need heat and soldiers.

Head back to White Lines, taking out any resistance you meet on the way there.
Four Killaz wait within, and Trey (finally the Killaz leader gets a name!)
tells you how to recruit and command them. Freak tells you more Killaz homies
are hanging out on the streets- we'll pick them up later. For now, head for the
marker on your radar. It's an enemy armory and we need explosives. Your gang
will follow you. Enforcers are waiting, so take them down. Some are on the
first floor of the buildings, some are on the balconies. Let your soldiers,
Invincible Trey especially, do most of the fighting. Kill all the enemies and
collect the Remote Mines. Freak now directs you to the Police Station.

A large number of Enforcers are waiting in front of the Police Station. Take
them out and collect their pistols and SMGs. Spanky can dual-wield the latter,
so grabbing them is a good idea. Some of your soldiers may fall in this initial
assault- absorb your losses and head down into the parking garage. Take out all
the enemies in the drug lab down here and look for the big stack of ether
drums. That's where you want to plant your explosives. Clear the area, plant
your fireworks, and get out! Chapter complete.

**Mission 5- The Docks**
Ok, our next destination is the city docks. Upon arrival, you see Mac and
Bull's chopper going down. Crud! Spanky better get to them quickly. Freak has
their position marked on the radar. Unfortunately, you are surrounded by
Enforcers. You've got some Killaz soldiers with you too- recruit and use them
wisely. Clear out the first yard, shooting red barrels to help. Next, go
through the open warehouse. There's health in there. In the next yard, Mac and
Bull are pinned down behind a stack of crates with a bunch of Enforcers closing
in. Quickly rush down there with your gang and clear out the enemy. They don't
all react to you at once- the four in front concentrate on Mac and Bull. Work
your way forward and cap every Enforcer you can. When all are down, Mac and
Bull thank Spanky for their aid and dicuss Empyreon. There are containers of
the stuff on the docks, marked for export. Uh oh. A wounded Enforcer may know
more- let's chat him up, shall we?

This interrogation minigame is just like the first one. You must hit the
Enforcer 3 times in the sweet spot to make him talk. Hopefully you're better at
it this time around. When the Enforcer breaks, he tells you that the Corp is
planning to use Empyreon to break the will of the public. The ghetto dealing
was just a final test. The thought of this pisses Spanky off so much he beats
the Enforcer to death. Meanwhile, a Corp tank closes in on the rebels. Uh oh.

Bull can commandeer tanks by sticking tear gas grenades (which he found in the
chopper, I guess) in their rear vents. Good idea, huh? Spanky ran off, so Mac
and Bull must fight this monster alone. Watch the tank's cannon and run between
cover points after it fires. Try to time your runs so the shells don't hit you.
It may take a few tries to get all the way there. Tap X repeatedly to run
faster- remember to stop when you reach each cover point. The distance between
them increases as you move forward. Take breaks between each to gauge the
timing. After you reach the fourth bunker, you can run directly at the tank.
After Bull gasses the crew, he and Mac jump in. Okay, good, now we can take on
the tank battalion headed towards us. :)

The tank cannon is all you can control in the beginning. Use the right analog
stick to aim and R1 to fire. Take out the enemy tanks as they come rolling in.
There's no gunsight, so it may take you a minute to get the hang of aiming.
Fortunately your tank is more robust than theirs, so you can handle a little
damage. They can maneuver though, so strafe carefully. Watch for red dots on
the radar- those are the enemy tanks. Three shots from your cannon is all it
takes to destroy each one. As with the chopper before, your life bar
regenerates but it's not limitless so keep an eye on it. Freak helps out by
calling out when a foe is coming. After you blow up the first four tanks, Freak
gives you a tutorial on moving your Panzer. He also marks several Empyreon
crates for destruction. Tanks, man!

Head for each yellow dot on your radar and shoot the crate of Empyreon there.
Enforcers with rocket launchers protect the area. Use your cannon to wipe them
out. Remember to use the left stick to move forward or backwards and the right
stick to aim and turn. Driving the tank may take a while to get the hang of-
good thing you're well-armored and well-armed. There are lots of panicky
civilians in this area- avoid or run over them at your leisure. You may also
find enemy tanks prowling around. Watch your radar and destroy them from a
distance with careful shots. If their corpses get in your way, blow them up
with the cannon. You have unlimited ammo. First, go through the ship. Then
sweep the yard and destroy all the tanks and Enforcers. Finally, hunt down and
blow up the Empyreon- some of it is behind crates or already loaded on the
ships, so aim high. Chapter complete when all crates destroyed.

**Mission 6- Escape**
Ok, we had to ditch the tank because MacNeil's not much of a driver. :) Oh
well. New objective- cross the slums near the docks to the Workers Zone. You
have Mac and Bull working together again- I used Bull mainly. Have Bull break
down the door in your starting alley, then enter the crowded square. There's a
tank on the other side we could use, but we need more tear gas. Let's stir up
some trouble so the riot troops will arrive. Search the area for guys with
green arrows over their heads- these are Corp goombahs. Kill them and take
their guns. As you fight the Enforcers, red guards will show up. Keep fighting.
Soon the civilians around you will panic, smash stuff, loot, and in general
start mayheming. Some of them may even help you out by tackling and beating up
Corp thugs. You can get a new weapon- the 9mm SMG- from some of the red
Enforcers. A few have grenades too. Stay mobile and keep fighting. Remember to
keep clear of the tank. A few Enforcers have riot shields- shoot these
repeatedly in exposed areas when they lean around their shields in order to
down them. Circle-strafing to shoot them in the back or using explosives are
also good tactics. After you kill enough Enforcers, the Corp sends in riot
troops to disperse things. Alright!

Take out the riot guards when they appear- they're Corporate Elites dressed in
dark blue. These guys take more shots to kill and pack heavier weapons- in this
case, 9mm SMGs. Switch to Bull, take some out and grab their tear gas grenades.
Clear as many of the foes as you can, then get close to the tank and enter the
green area. Avoid the clouds of tear gas from any grenades the Elites may
throw- they will incapacitate you. Also dodge the tank's shells until you get
close. Use your own tear gas to commandeer the tank when you reach its rear
vent. Bull and Mac take control and hop in.

Okay, rail shooter time. Mac drives, Bull mans the machine gun. Mac will
automatically crush obstacles and use the cannon to blast enemies. Back him up
with your limitless ammo, mainly going after soft targets. Take out the
helicopter with your machine gun when it appears. Let Mac worry about the tank-
he'll destroy it when you get close enough. Sweep the area and kill all the
Enforcers. You'll pause upon reaching a dead end, so strafe every foe down! Mac
then enters a parking garage. Clear out the Elites and Enforcers in here as you
proceed. Some have rocket launchers, most have SMGs. Use wide arcs of fire.
When you get back to the street, target the snipers on the roofs as well as the
squads advancing. As before, Mac will take care of the enemy tank. You don't
have to kill everybody, but kill as many as you can to get a high score and
stay alive long enough to get out of this. Concentrate on mobs and those
closest to the tank. When you round the next corner, you have completed this
sequence.

Bull and Mac rejoin Spanky and a small army of Killaz at the perimeter wall.
Your objective now is to get past that wall by disabling its forcefield and
drone guns from the control center. Freak has it marked. You must play as Mac
and get to the control center while Spanky, Bull, and the Killaz distract the
Enforcers. You have a pistol, Remote Mines, and a sniper rifle. First go down
the marked ladder and blow the grate down here with your mines. Head down the
tunnel and wipe out the waiting enemies. Use the walls as cover and lean!
Collect a 9mm SMG ASAP. Watch out for the goons with riot shields. You can find
mini-SMGs and red barrels as you proceed. Be wary of drone guns and use the
same tactics as you have previously. Also be sure to pick up health.

Roam the halls, taking out trouble. Be especially wary of snipers on the upper
balconies. After you round a few corners, you'll spy the first drone gun. Aim
carefully and snipe it from a distance. Kill all the enemies nearby too. A
large squad protects the next big room- use the SMG and strafe them. The foes
use prone position and the pillars as cover. None have riot shields. Get all
the ammo you can and move on. Around the corner is another drone gun, then more
Enforcers. These have assault rifles, so get your hands on one. This weapon
holds twice as much ammo as a 9mm SMG and it's quite powerful. Use it
liberally. Another drone gun and Enforcer squad are around the next corner-
cautiously take them out. Two more guns are around the next two corners-
carefully advance and destroy. Now you're in the control room. Kill the SMG
Enforcers, then shoot up the consoles to open the gates back up top. Chapter
Completed!

**Chapter 7- Rescue Libra**
Okay, now we're in the Workers' Zone. Our next task is to spring Libra. Mac
sneaks into a Corp fortress to steal himself a helicopter to aid in this. You
have a silenced .45 in addition to your pistol and sniper rifle. Stealth's not
exactly Mac's forte, so you'll probably be spotted quickly. Take out the
enemies and collect their weapons. The alarm brings Elites packing assault
rifles- kill them and get your hands on one! Climb the marked ladder, round the
corner, and take out the guards. Climb the next marked ladder and clear out the
area up here. All your foes are elites with 9mm SMGs. Take them down and run
for the next marker.

Okay, now we have ourselves a helicopter. You remember how to fly one, right?
You just have machine guns this time- no missiles. :( Fly low over the city and
take out the rooftop snipers and drone guns. There's also a radio transmitter
that is interfering with Libra's GPS beacon. You'll need to destroy it. Wait
for Freak to mark it, then head over there. It takes several repeated volleys
to blow up the transmitter. Your next task is to fly low over the city and
track Libra's signal. Take out any snipers and enemy attack choppers in your
way. Remember to maneuver and let your life bar regenerate. The GPS signal
strength bar appears on the left side of the screen. Keep circling until it
reaches maximum. Freak then points out a building to you. Now, in the manner of
The Matrix, you must shoot the guards through the windows to rescue Morpheus,
er, Libra. You have auto-targeting, so just shoot until the red markers vanish
and the cutscene begins.

Now, as Libra, you must rappel down the building. Your Uzi has limitless ammo.
Most common mistake on this part is moving too fast. Go slow, shoot the bad
guys that break out of windows to attack you, and then move again. There will
also be foes on the ground when you get low enough. Wipe them out as you go.
When you reach the ground, collect health and SMGs (yes, you now have limited
ammo :( ), then head for the marker. The usual rioting civilians and Enforcer
squads are in your way. Stir up the former and gun down the latter. Be wary of
Elites. When you reach the next marker, it's time to rappel again, upward this
time. Advance up the building blasting enemies. You will again don the Infinite
Bandanna (grats to Kojima-sama). Some foes come out of windows, some rappel
down to meet you on your own turf. Shoot everyone and smash the window in your
path. When you get through it, you have reached the checkpoint.

Approach the computer on the table in front of you. Libra will help Freak
remotely hack into it. Wow, I hope to be this rough and ready to fight
immediately if anybody ever has to break me out of prison! You must now stay
alive while Freak downloads. Shoot the Enforcers and Elites who come running
into the room- they have SMGs and Proximity Mines you can scavenge. Some of
them will target the computer, so try to protect it. Concentrate on the
Enforcers, as they are tasked with stopping Freak's download. The Elites will
be after you. This may take several tries, so don't panic. When the download is
completed, wait a few more seconds and keep killing enemies. Mac will
eventually show up to rescue you. Together he and Libra fly off into the sunset.

**Mission 8- The Plan**
Let's see, we got the band back together and we have lots of new data on the
Corp and Empyreon. Groovy. Our next task is to shut down the Corp's 4 Workers'
Zone Empyreon distribution centers. To get help with this, Bull and Spanky will
need to contact the Mallrats. These guys have explosives we need. Head for the
Mall, taking out Enforcers and collecting weapons on the way. I used Spanky
most of the time on this level, switching to Bull when necessary. When you
arrive at the mall, gang boss Lance tells you he'd be happy to help, but the
Enforcers have raided his stash and stolen his weapons. Ratso!

Ok, time to take back Lance's gear. As Spanky, recruit all the Mallrat
soldiers. Head for the next marker on your radar. Elites packing SMGs and
Molotovs protect the Precinct. Take them out, letting the Mallrats do most of
the fighting. Protect Bull and Spanky. Clear out the snipers on the upper
balconies as soon as you can. Some of the backup squads that respond carry riot
shields. Head through the first concourse, then the second. Take out all the
enemies in your path. Get the explosives at the marker.

Now we need to blow up the Empyreon Offices. Head for each marker on your map
and take out the enemies there, then have Bull break the door down. Go inside
and plant your explosives at the marked areas. More Enforcers show up after you
plant each bomb. Distract the guys with riot shields while your partner gets
behind them and takes them out- the companion AI uses this tactic quite often.
When all explosives are planted, return to the Mall and Freak will detonate the
explosives. Time to switch characters.

Mac is your player now. He is armed with pistol and sniper rifle. We need to
shut down the local fast food outlets, which are using Empyreon as an additive.
Head for the Precinct first- there's an armored car there Freak wants you to
commandeer. The streets are clear for the moment- except of course for
panicking rioting civilians. The Precinct is now full of more Corp goons (not
as many as before, but a few), so gun them down as you enter. Pay particular
attention to the snipers. Get an assault rifle as soon as you can and make it
your main weapon. Take out all the guards and get in the marked armored car.

This thing handles about like the tank you drove a while back and is similarly
armed and armored. You have four burger joints to blow up, all marked on your
map. Enemy APCs and Enforcers with rocket launchers will dog your path. Work
slowly- your life bar does not regenerate this time. Shoot the APCs quickly
once you spot them- they take several shots and can deal some damage. Once
you've destroyed the burger joints (one rocket each) head back to the marked
safe house. And that's the end of that chapter.

**Mission 9- Broadcast**
Our task here is to plant 3 transponders to help Freak find the Corp's
satellite transmitter in the Industrial Area. Once that transmitter is found we
can broadcast a message of revolution to stir up the populace. The Mallrats
have infiltrated the area to help you out by serving as cannon fodder... er,
extra muscle. I meant extra muscle! :) You start out as Spanky and Libra. Head
down the marked ladder and you'll soon find some Mallrats. Recruit them, then
switch to Libra. Head for the next marker. Libra (or Spanky if you're still
controlling Spanky) starts planting the first transponder there and player
control switches to your buddy. You and the Mallrats must now fight off the
Corp while Spanky or Libra sets things up. Protect the transponder and gun down
the enemy. After a set amount of time (about 90 seconds), the transponder is
activated and you can move on to the next marker, killing Enforcers on the way.

Repeat your task here. Set the transponder, then protect it. As before, I
recommend having Libra set things up while you command Spanky and the gang. If
you die, you will have to recruit the Mallrats again, but at least they're
usually easy to find (the first time, later they may vanish) and the game
auto-saves your progress. The second transponder is a little harder to protect-
it's in a more enclosed area and the foes will quickly blow away your cover.
Some foes also have riot shields. Use the shotgun and SMG with circle-strafing
to kill them quickly. Collect weapons and move on to the third marker.

Another transponder to plant and then defend. Repeat the same tactics. You have
a much wider area to guard this time, so be careful. The foes have the same
armaments as last time, including riot shields. You may have to retry several
times to protect this one- always recruit the Mallrats if possible. After the
last transponder is up, Freak pinpoints the satellite transmitter inside the
local gasworks. Alright!

Head over to the gasworks, Mallrats in tow. You find you'll need a keycode to
bypass the gate. Freak points out a foreman (red dot) wandering the area to
Spanky. Track him down, chase him when he flees, and shoot to wound. Once he
falls over, run up to him. Spanky grabs the foreman and once again it's time
for interrogation. Hit the foreman in the sweet spot 3 times. If he dies, you
will have to repeat the hunt for another (they wear yellow overalls). Keep
trying until you have the code- 8008135. Not sure how that's significant.
Return to the gate and give the code to Libra. Now it's time to storm the
gasworks.

Clear out the foes, working as Libra, and head for the top of the gasometer.
Let Spanky and the Mallrats clear out the enemies and stay away from the many
red barrels in this area. Climb the marked ladder and cross the catwalks
killing Enforcers. Use SMG and red barrels to help clear the way- shoot every
red barrel before you reach it. Be wary of enemies at the top of the second
ladder- wait until they turn their backs before you go up, ambush, and
eliminate them. The second ladder counts as a checkpoint, so you can continue
from here if you die. Watch out for enemies up here hiding behind support
girders. Those crafty Enforcers may jump out behind you as you walk by. Riot
Shield Goons are on the third tier, so be cautious. Taking them out while
they're moving usually works- run close and keep up the SMG fire. Shooting red
barrels when a shielded foe is nearby works too. Advance, then enter the
interior of the area and clear out all six enemies, using the door as cover.
These guys have assault rifles. Kill them, then use the marked console. Our
revolution is televised. :)

Time once again to steal an APC. As Libra, run across the yard with Spanky
following. Don't worry about any surviving Mallrats- they'll get out on their
own. Hop in the APC and head for the marker blasting any Enforcers and other
obstacles in your way. You'll meet two enemy APCs- flank 'em and take 'em out.
Next, blow up the big door with the star on it and drive through. Massive
rioting is starting to break out in the city. Chapter Complete!

**Chapter 10- The Barracks**
With the city engulfed in chaos, it is time to do some serious damage. The Corp
bosses are meeting with world leaders on their island today to sell Empyreon.
We need to break in and stop that meeting. Unfortunately there's a huge
military base in the way. Freak has a plan to take care of things- Bull is up
first. Start by searching this area and whacking  the Military goons. Find the
marked sewer entrance. Be wary- the enemy soldiers come in large numbers and
there is also an attack chopper flying around that you can't kill. Move fast,
stay under cover, and wipe out the enemy as you proceed, collecting health and
ammo. Get down the ladder once you reach it. Break open the door at the bottom
and proceed.

The tunnel is protected by a drone gun. You have less cover in this area than
previously so move quickly and aim carefully. Take the gun out with your SMG-
it probably has the most ammo at this point. Destroy it, break down the next
door, head for the end of the tunnel. When you arrive there, you reach a dead
end. It's Libra's turn to help you.

Our objective here is to reach the control room at the top of the military
base's tower. Libra has plenty of weapons at her disposal. As before, clean out
the enemies as you proceed. Kill the first guard, climb the marked ladder.
Freak advises you to be stealthy, but that may be hard for you so instead do
some rapid disposal of the enemies. The alarm brings more heavily armed foes,
just like back in Mission 7. Kill all Military and collect their guns. Head for
the next ladder, go up, repeat. When you reach the marker, it is again time to
rappel. Climb the tower killing all enemy commandos on your way to the top. You
have Infinite Ammo. As before, go slow and whack any enemies in your way before
you proceed. Your foes are more numerous this time around- some are rappeling
and some are at windows. Shoot the window at the top of your climb route and
enter. Activate the console and it's back to Bull.

Ok, the door is open now. Proceed into the next room. Here are four locked
doors. You can switch characters to Libra and open them. #3 is the one you
want. The other doors release shield goons which Bull will have to whack before
you can switch back to Libra and open another door. Open door 3 and proceed
down the next corridor battling Military. Eventually you will reach a room with
5 locked doors. Same procedure as before for opening them. This time the one
you want is #2. Open it and go up the ramp, then through the hall. Eliminate
the Military. 5 more doors to choose from- pick #1. Head up the ramp and you
have a new objective. Head for the next marker on your map, killing enemies on
the way there. Open the gate using the marked switch and it's Chapter Complete.

**Chapter 11- The General**
Ok, it seems the Military goombahs are being controlled remotely through
subsonic transmitters. We gotta find the Memory Chip to take charge of them
ourselves. You start out as Bull and Spanky. Bull's packing an M4 with grenade
launcher and Spanky has some Killaz and Mallrat homies with him. Wipe out the
Military in this area and get your buds some M4s from dead troops. When the
area is clear, head for the big marked doors. The enemy General appears and
runs off in a boat. He's got the Memory Chip we need, so Spanky and Bull steal
their own boat and race after him.

Ok, this is another rail shooter. Take out the enemy boats and choppers- let
Spanky catch you up to the general (he's driving, Bull mans the rocket
launcher). Infinite ammo, limited life. You have auto-targeting, so try getting
a lock on any enemies before you fire. The choppers can maneuver and the boats
do more damage, so concentrate on the boats.

Eventually you will catch up to the General. Now the boat is no longer
controlled automatically. It must be steered and acclerated like any other
vehicle. Use the mortar to clear out your foes, concentrating on depleting the
General's boat's life meter. Stay on his tail- he takes the same basic path
every lap but if he gets too far ahead it's game over. Bull will automatically
shoot his M4 at any enemies nearby, but do not depend on this to eliminate the
General. Instead stay close to him, learn his pattern, and carefully place your
mortar shots as you give chase. This will take lots of tries- be patient. As
you damage his boat, the General changes tactics. First he speeds up and starts
turning erratically, then he drops mines in your path. Avoid the mines and
watch the radar for shortcuts that will allow you to catch up to the enemy-
there are a few places where you can lie in ambush as well. When you damage it
enough, his boat will be destroyed. Unfortunately, the General is still alive
and he escapes into the ritzy canal area. Bull is in pursuit!

Run along the path and you'll soon find General Mayhem (he has a name!) on the
balcony in a square. Shoot him! He packs an M4 and numerous Military are
rushing to his aid. Run around and keep strafing. The General changes position
several times during the battle. He will fire grenades and man a turret too, so
be careful. Use your grenade launcher to do some serious damage. Watch out for
shield goons- your grenade launcher will make short work of these. When you've
hurt him enough the General finally comes down to your level. Waste him and
pick up the Memory Chip! Now return to the boat. Chapter Complete!

**Chapter 12- HQ Island**
With the subsonic Memory Chip in our posession, Mac can now recruit and command
enemy Military. Cool! As Mac and Libra, you must now lead the Military in an
all-out assault on Corp HQ. Recruit the soldiers near you, then head for the
bridge. Elites with rocket launchers and M4s protect the first gate. Kill them
and collect their weapons, then hit the switch. Repeat this with the next two
gates.

The bridge is guarded by more squads of Elites, all heavily armed. Take them
out and keep moving. Use your sniper rifle to kill snipers and your rocket
launcher on turrets. Steer clear of the attack choppers. Disable the second
checkpoint with its switch, then advance to the third and repeat. Past this
point you will meet up with Bull and Spanky and join forces. The choppers fly
away. Take out the Elites and head for the marked HQ Building. The cars can be
blown up and destroy groups of enemies. Use your rocket launcher on the tank
you meet and the two turrets protecting the HQ Building. Now head up to the
doors.

Freak has a daring plan. Mac is directed to take control of his chopper and
steal a Brimstone Bomb (think seriously bad nuke) from the docks. This will be
used to destroy Corp HQ. There are attack choppers in the area to take out
first of course. Limited nonregenerating life, unlimited ammo. Chaingun and
missiles, auto-targeting. Fly around the island and take all the enemy choppers
and turrets out. Now head for the marked bomb, ease the chopper down slowly,
and pick it up with your magnet. A new wave of turrets and enemy choppers
appears now. Take them out and then head for the marked rooftop. Place the bomb
there by approaching slowly from above. Once the bomb is set, it soon goes off.
Game and mission are finished.

6. Final Thoughts.
Good game overall. A bit challenging at times, but worth the price of rental.
:) May the spirit of freedom live forever in the hearts and minds of the
public. I hope this FAQ helped you. Please send all feedback, questions, and
contributions of additional content to [email protected].