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by BahumautZero

                  MAX PAYNE 3 - WALKTHROUGH/GUIDE V1.03

			  Written By: Bahumaut


****************************** VERSION INFO ********************************

*Version 1.00

- Complete Walkthrough
- Achievement Information
- Checkpoints noted from deaths only not complete list

*Version 1.01

- Multiplayer achievements

*Version 1.02

- General info added

*Version 1.03

- Spell Check

Thanks To:

IrritatedPuppy- For spotting the missing LMG .30 part in the guide.
Landon- 	For bringing up a handy painkiller location that I missed.
Pranav Jain- 	For spotting a grenade launcher just lying around.

****************************** INTRODUCTION ********************************

This guide is intended for those that are playing through for the first time
(I have tried to keep important spoilers to a minimum) as well as those
going through on harder difficulties. Enemy placement and good cover
locations are there as well as advice for those playing on hard or higher 
difficulties. I will add weapon recommendations hopefully in a future 
update. I have listed any special considerations for the levels as well such 
as achievements, golden guns, clues that can be found and as many 
painkillers as I spotted on my play throughs. 

Difficulty levels overall seem generally harder than most shooters however
the checkpoints are normally well placed and the added restrictions of
the highest difficulty on last stand make them quite challenging ordeals
without having to replay large chunks of a level (thank goodness too as 
each level is quite long.

Please email me at [email protected] or message me at (gamer tag = Bahumaut) with any comments or 
suggestions, alternate strategies or tips. Apart from those little things 
let's get on with the show.
***************************** TABLE OF CONTENTS ****************************

Just use Ctrl + F (the find function) and key in the code for the level to
skip to the portion of the guide you need.

------------------------------- VERSION INFO -------------------------------

------------------------------- INTRODUCTION -------------------------------

----------------------------- TABLE OF CONTENTS ----------------------------

---------------------------------- ACT ONE ---------------------------------

CHAPTER 01 - SOMETHING ROTTEN IN THE AIR.............................(CH01)

CHAPTER 02 - NOTHING BUT THE SECOND BEST.............................(CH02)

CHAPTER 03 - JUST ANOTHER DAY AT THE OFFICE..........................(CH03)

CHAPTER 04 - ANYBODY CAN BUY ME A DRINK..............................(CH04)

CHAPTER 05 - ALIVE IF NOT EXACTLY WELL...............................(CH05)

---------------------------------- ACT TWO ---------------------------------

CHAPTER 06 - A DAME, A DORK AND A DRUNK..............................(CH06)




CHAPTER 10 - IT'S DRIVE OR SHOOT SISTER..............................(CH10)

--------------------------------- ACT THREE --------------------------------



CHAPTER 13 - A FAT BALD DUDE WITH A BAD TEMPER.......................(CH13)

CHAPTER 14 - ONE CARD LEFT TO PLAY...................................(CH14)

--------------------- OTHER SINGLE PLAYER ACHIEVEMENTS ---------------------

------------------------- MULTIPLAYER ACHIEVEMENTS -------------------------

-------------------------------- LEGAL STUFF -------------------------------

********************************** ACT ONE *********************************




Golden Guns: 1 (PT92)

Clues: 2

Starting Weapons: PT92

Achievements obtainable:

The Fear Of Losing It - 20G

Survive a level without painkillers.

Set the difficulty to easy and just be careful when going through this level
to complete this one.

Use the few seconds you have before they start firing to shoot first. The
three enemies should go down fast. [GG PART - PT92 1/3: Behind the goons
near the window]. Two more enemies will be in the next room, use the door
frame and the planter as cover to take out these two. [CLUE - Celebrity
Magazine: On the wooden table in this room]. Head for the balcony and
do the whole knight in shining armour act in the slow-mo section.


Exit the elevator and ping the guy in the centre of the room (use the
elevator for cover if required). [GG PART - PT92 2/3: On the right side of
the room behind a pillar]. Two more masked goons will be round the corner to
the left, then a reinforcement will show up and another will burst through
the doorway. Use the centre pillars for the first two and the corner for
the others. A shotgun can be handy at times in this level so grab one if
you want to or the Mini-30 for some extra ammo.


The pillar is really the only sensible option here as four enemies begin to
spread out. Line 'em up and knock them down, enemies without body armour
shouldn't really pose that much of a threat. Open the garage door and head
for the ramp. [GG PART - PT92 3/3: At the bottom of the ramp]. [CLUE - 
Dropped Photo: Partway up the ramp on the ground].


Stay in cover and concentrate on the enemies in this room as opposed to the
ones through the gate. Use some slow-mo here if you need to as the level is
nearly over. Shoot out the tyre in the cut scene and stay up against the
pillar as three goons hop out of the van. Use up the last of your slow-mo
here if you want because the next use is automatic. The last two make easy
targets in the slow-mo shootout and the level ends.




Golden Guns: 2 (.38 Revolver and Mini-30)

Clues: 6

Starting Weapons: PT92

Achievements obtainable:

Out The Window - 10G

Checkpoint 2 in chapter select

Ensure free aim is enabled and kill six enemies as you leap through the 
window in slow motion.

This level starts with a big slow-mo moment so use it to take out most of the
enemies before you land (or else you have to deal with them on the ground).
There are six on the initial fall and another comes in when you land. Try
to get at least five in the fall so you can just mop up from behind cover.
[GG PART - .38 Revolver 1/3: Behind the DJ stand on the stage behind you].


Four enemies await you in the next room, blast the one in front of you and
use a slow-mo dive to clear the three above. [GG PART - Mini-30 1/3: Behind
the bar up the stairs]. [CLUE - Club Flyer: On the same bar]. [CLUE: Dead
Soccer Star: On the left side of the same upstairs room]. Four more party
crashers appear in the next open air room. A slow-mo dive or a quick duck to
cover is your friend here. Once they are down enter the crazy light room.


Take out the one in the trippy hall and then hug the left wall while using
the D pad to switch to right side aiming (I will refer to this from now on
as the D pad swap) as it allows you to shoot from relative safety around a
corner. Perforate the four in the room and move up while you look to the
rear of the room for the entrance of the next three goons. grab cover or
slow-mo to pick them out of the crowd. [GG PART - .38 Revolver 2/3: Head up
the pink stairs to the left in this room to find the part]. Along with a 
bottle of painkillers.

Head out into the tiled room to take a quick breather. [CLUE - Torn Dress
Piece: On the table directly ahead]. [CLUE - Ex-cop: In the middle stall
to the left]. Try not to get too distracted by the pictures on the locker
as you poke your head around the door to the kitchen as four enemies await
within. Use the D pad swap and the door frame to prevent damage. [CLUE -
Portuguese Newspaper: On the counter on the right of the kitchen].


Into the next room to see another cut scene and more armed goons. Either stop
or crouch as there is an enemy immediately to your left when you start. 
Another will run out quickly straight ahead and try to distract you. Take
your time and slowly duck walk around the circular room, hugging the left
wall and taking out the remaining four enemies. [GG PART - Mini-30 2/3: In
the centre of this circular room on a table].


(Preset --> Rifle - more than enough ammo but single shot)

A long cut scene will follow ending with you with a gun in your hands and
five enemies to kill. The best order is the three in front, the one on the
left and then the one on the right. You only have a certain amount of time
to make the shots or you fail. Painkillers also don't work in this sequence
which will really annoy those on harder difficulties.

A new position and your job is to continue protecting the girl. Shoot the
one going in to execute her then aim for the bottom of the stairs as a goon
will rush out from there next. They will continue to pour out of here as 
well as the top of the stairs in a stream so kill them as quickly as you can
before they reach cover. A final one will come out of the door in front of
the girl so make sure you are ready for it. A chase sequence follows but the
targets are in the open so it is pretty easy just shoot them as they show.

Another section of the roof and another rush of guys. About eight in total
will head from the centre of this area. Same process, shoot them and try
not to die (I know it isn't very helpful but there are not really that many
strategic options here). Shoot the final enemy that knocks the girl down and
you'll start another cut scene.

This slow-mo sequence is just a matter of prioritising. First the grenade,
then the goons and finally the RPG. After this is over you are finally on
solid ground again.


Grab the painkillers as you exit the helipad and shoot the two enemies
coming up the stairs at the bottom. [GG PART - Mini-30 3/3: On the right
after the first flight of stairs]. Six enemies will be hovering around at
the bottom area. Retreat back up the stairs and shoot from the top to keep
your health happy. Head for the massive letter keeping an eye out for the
final shot gunner who waits until you are halfway across. There are six
enemies in the next area using the letters as cover. Copy their strategy and
take out the one up high when you can. [GG PART - .38 Revolver 3/3: At the
end of the catwalk]. Two pairs and a loner are in the corridors that follow
but the shape provides plenty of cover so just take it slow. Head through
the door and down the staircase. [CLUE - Giovanna's Necklace: Partway down
the stairs].




Golden Guns: 2 (M10 and M82A1)

Clues: 4

Starting Weapons: PT92

Achievements obtainable:

The One Eyed Man Is King - 10G

Checkpoint 12 in chapter select

When you enter the sniper rifle view and are covering Passos you will need 
to kill all 14 enemies in the sequence without missing (you do not need
headshots so don't bother). All the enemies are called out by Passos but 
some are more difficult to hit than others. Enemies 1-7 are easy targets 
(front on so larger area to hit) 8-10 are side on shots and moving quite 
quickly from the left so they will take more skill to hit. The remaining 
four are normal targets.

You will start off badly wounded and need to follow your ally to the
medical bay. Just keep walking until you get patched up. You will be back
to normal and placed behind some cover when six gang members walk in. You
won't have any slow-mo until they start shooting so I would recommend
taking one out and letting your adrenaline fill up until you are ready to
take out the rest. [CLUE - Picture Of Victor: In the office behind where
you took cover]. [CLUE - Blood Stained Door: To the left of the previous 
room down a small slope]. Tap the elevator button to move on.

When your ally begins interrogating the wounded man, take cover on the left
as some stroppy guys with guns will be arriving shortly. There will be a
couple of second cut scene and three will rush in. Take the cover I 
mentioned and use the D pad swap to remain safe. [GG PART - M10 1/3: In 
the TV room to the right]. A bottle of painkillers is also inside. In the 
next corridor a shot gunner will burst out from the left so dodge the blast 
and end him.


cut scene ahoy and apparently your ally can't shoot for crap as he misses 
the guys when they aren't even moving. There will be four in all and they 
are wearing armour. So either aim for headshots or be prepared to sink a lot 
of bullets into each guy. The cover you have is not bad so you should be 
able to take your shots from there. Use some slow-mo, line up their heads 
and you should be good. [GG PART - M82A1 1/3: Behind you on a shelf from 
where you were placed in cover]. There is a bottle of painkillers in the 
bathroom to the right as well. Race past the sniper's laser sight to enter 
a new hallway.

[CLUE - Blood Stained Hallway: Examine the print on the right side of the
hallway]. There will be three initial enemies in here with a three guy
reinforcement wave and finally a single reinforcement at the stairs. Use
your superior cover along with the D pad swap to pick them off one by one
keeping an eye high for enemies on the catwalk. Grab the painkillers to the
right and then another just before the sniper's nest. You can actually let
your ally handle this if you wait long enough. 

The cut scene will drop you back outside. [GG PART - M10 2/3: Behind you at 
the base of the stands]. Grab the nearby cover and use slow-mo if you have it
to line up shots on these guys. Once they are down another cut scene will 
happen leaving you looking at another four guys. Same drill but this time
they will have five reinforcements and they will try to flank you. Use up
any slow-mo you can get to off the flankers quickly. Don't race up the stairs
when you are done as two final cheap enemies are waiting at the top. Blast 
the campers and head on up. Grab both bottles of painkillers and head
through the double doors.

You will be wedged up against a pillar. The enemies here will relentlessly
try to flank you so you must be careful they don't blindside you from the
left. There are about eight enemies all told and some are disturbingly
accurate from the other end of the room. [GG PART - M10 3/3: On the left 
side of this room next to the window]. [CLUE - Soccer Star Memorial:
Directly ahead at the end of the hall]. Another three reinforcements will
appear when you reach the end of the hall. Use the left side for cover and
you should be fine. Bash on another elevator button to move onto the next

Step back into the elevator to take cover (this avoids both the grenades and
the gunfire). As enemies heads approach blow them off before they can fire.
Use slow-mo if you have to buy you normally have enough time to off them
before they can fire. There should be six in total. As soon as they all bite
the dust the sniper will be back. [GG PART - M82A1 2/3: Directly ahead down
the stairs when you exit the elevator]. Just head down the stairs and along
to reach the doorway (he won't shoot you unless you take too long). Grab
two painkillers as you go through the door and you will see a low and high
trooper. Cover to the right, take out the high enemy and then dive out or
just D pad swap to get rid of the low one.


You will then be teleported to a sniper rifle and tasked with keeping your
ally in one piece. If you can do that without missing a shot you will be
rewarded with an achievement. It's pretty simple on easy as your adrenaline
will last a whole lot longer. Save it for the side on enemies and you'll do
great. After your ally has retreated inside you will be back out on the
stands racing up them towards a sniper. 

[GG PART - M82A1 3/3: At the top of the stands go all the way to the right].
Head up the right side and D pad swap to take out the two guards at the
doorway. Stop at the doorway and peek around the corner to take out the
enemy waiting there for you. There will be another two behind the tarp to
the left of him. Peek around the corner and they should go down. Climb the
ladder and be ready to shoot three enemies to the left. Use slow-mo to help
and you should be ok. Up the final ladder and the situation is the same,
three guys to the left and you with no cover. Use what you have left as this
is the last normal confrontation in the level. Drop in on the sniper and
put a chip in his teeth to end the level.




Golden Guns: 3 (1911, SAF 40 Cal and M500)

Clues: 3

Starting Weapons: 

Achievements obtainable:

That Old Familiar Feeling - 10G

Checkpoint 8 in chapter select

As you leave the room you will see two enemies in front of you as well as
five green lasers coming in through the windows. These are caused by the
goons on the roof waiting to blast you to smithereens if you poke your head
out in the open. Get rid of the two in the hall and then carefully pick off
the guys on the roof opposite to get this achievement.

You Play, You Pay, You Bastard - 20G

100 Kills with melee

Load checkpoint 5 and melee all the enemies in this area. Then reload and
repeat until the achievement pops. Some people have unlocked this later
than the 100 mark so just keep going until it pops.

[GG PART - 1911 1/3: Behind you when you start on a table]. Gun down the
annoying prick, let your new friend kill the one on the right and then you
are left with the three behind the pool table and one up the stairs. Either 
use the D pad trick or some slow-mo to keep your hp high. Grab the two 
bottles of painkillers from behind the bar and head into the back. [GG PART
- 1911 2/3: Up the stairs where the last enemy was].

Take cover as soon as you reach downstairs and take advantage of the
confusion to put a dent in the four enemies at the other end of the counter.
There are another four through the serving window to the left in the 
kitchen. Grab the two bottles of painkillers on the counter and head through
the plastic slats.

[GG PART - 1911 3/3: At the bottom of the stairs from where you spawn].
There are five guys right in front of you and three will reinforce from the
metal gate behind. Use slow-mo to wreck the five in front (I don't know if
you can quickly blow up the car but that might work too). Then take out the
reinforcements after you build up some more slow-mo. The cut scene leaves you
with your back to the wall. I suggest blowing up the car here too that the
goons arrive in to make your life easier.

[CLUE - NYPD Badge: On the table in the apartment]. [GG PART - M500 1/3: In
the corner in the apartment]. Grab both the painkillers in the apartment and
take cover on the left in the laser strewn corridor. Another achievement
opportunity exists here but first take out the three goons at the end of the
corridor (D pad swap). If you feel lazy you can just run straight through
and they shouldn't land a hit. You will make a new friend and just as 
quickly lose him. [CLUE - Newspaper Clippings: In your 'friends' apartment].
[CLUE - Brewer's Journal: Same room]. Run past the lasers or just saunter
down the hall if you already disposed of them. [GG PART - SAF 40 Call 1/3: 
Go through the hole in the wall amidst the flaming wreckage to find it].

Six thugs will be waiting on the roof, use the cover to the left to sidle
around and pop them. [GG PART - M500 2/3: Behind where you started].Three 
more will be standing on the next rooftop so take cover instead of jumping 
down blindly. Four more will be hiding at the back behind the small brick 
structure. Use some bullet time to get these guys as you'll get a heap more 
shortly. Once they are gone, head up the ramp and  onto the water tower. 
slow-mo will kick in and you will have to nail all of these guys before 
landing (six in all). [GG PART - SAF 40 Cal 2/3: Next to the picnic table].

Head towards the gunshots and take cover next to your ally. There will be
six in the adjoining rooms so take your time and peek around the wall to
take them out. [GG PART - M500 3/3: Swing left after you reach the top of
the stairs]. There should be another four hoods up here so take the small
cover offered and use some slow-mo to remove them.

Drop down into the chop shop and take cover behind the shelf. Four enemies
will all be blasting away at you so stockpile some adrenaline and let them
have it back again. The main danger is flanking from the right so keep an
eye open. Five more will come in to join the fray with the same results.
[GG PART - SAF 40 Cal 3/3: Small office to the right]. There is a bottle
of painkillers in here too.

This next section can screw with you if you let it. Enemies are strung out
and the cover available is not that great. D pad swap is still your best bet
from the right of the fence. Just watch out for the guy behind the tree and
there are five here to drop. Feel free to use all your slow-mo because this
is the last fire fight.




Golden Guns: 2 (LMG and Micro 9mm)

Clues: 6

Starting Weapons: 

Achievements obtainable:

Part I Complete - 20G

Complete the level on any difficulty

Something Wicked This Way Comes - 10G

You can load checkpoint 6 to reach this or if you want to use an uzi to make
it easier load checkpoint 5 and pick one up before this event.

Ensure you have set it to free aim

Wait until the two enemies with the box and the patrolling guard are grouped
together then aim and fire to start the slow motion sequence. Take out the
three enemies on the right and then take out the initial four on the left.

It's Fear That Gives Men Wings

10 bullet time kills in a row

Load checkpoint 17 then wait until your adrenaline meter fills before you
activate bullet time and spray away. Set the difficulty to easy and use
hard lock aim mode if you are having problems and don't let your gun

Colder Than The Devil's Heart - 15G

Set your aim to hard lock, difficulty to easy and load checkpoint 11. Just
race through as quickly as you can blasting away. You should have it by or
just after the cars show up in a cut scene.

(Long/ Mid Range - Bring an AK-47 or alternate Rifle if possible)

[CLUE - Parked Helicopter: To the left of the smoking enemies building]. 
Ignore the smoking guy. Follow the linear path until a cut scene takes over
leaving you looking at two guys loading a ute. Shoot the chock under the
wheel to see a funny sequence and another door to walk through. 

Another cut scene and five guys will want to party. Use some of your store
slow-mo to finish this quickly. Grab the painkillers off the shelf behind 
you. [CLUE - Ransom Note: On the desk next to the painkillers]. Grab the
SMG before you approach the roller door. Slide it open to greet three gang
members relaxing after a hard days evil. Let rip with the SMG to down them 
quickly. Two more will come from the right. Move to the right side to avoid
damage. [GG PART - Micro 9mm 1/3: Jump onto the low crate to your right].
There are eight enemies strewn around but with ample cover they shouldn't
cause too many headaches just take your time. Bust into the mini film studio
to find you are too late again. [CLUE - Video Camera: In the corner]. [GG
PART - Micro 9mm 2/3: On the right as you exit this building. Grab the
painkillers off the desk and head up the stairs outside.

The boat sequence can net you an achievement if you are quick enough. Blast
away as you fall in slow-mo to clear the room. Three more guys should pop out
so quickly get to cover and nail them with a few headshots. [CLUE - Branco
Family Photo: In the office under the stairs]. There is a bottle of
painkillers in here too. [GG PART - Micro 9mm 3/3: Up the stairs on the
walkway]. Push the button to open the roller door. Two enemies will race
out of the door opposite so use slow-mo to avoid a lot of damage. Three more
are inside but you can use D pad swap to look around the door and get them.
Three more will appear as you step inside (two from a roller door and one
upstairs) retreat back out the door and repeat the strategy. [CLUE - 
Boathouse Newspaper: On a mattress in a corner on the right]. [CLUE - Night
Club Floor Plans: In the small office in this room]. Grab both painkillers
in the office. [GG PART - LMG .30 1/3: In a shipping crate straight ahead
as you exit].

Head back into the room and up onto the catwalk and through the metal gate.
As you drop down a goon will step out. Use the SMG to off him quickly then
take cover between the two windows. You can shoot the barrels to make this
section marginally easier but your best bet is slow-mo really. There are
eight or nine enemies here so prepare for a slog to get through. Once you
are done head for the fence to progress. 


* Note - The second chances in this section are often difficult so if you 
are playing on a difficulty that provides them, use your painkillers if 
your portrait is 4/5 full (I had way too many fail in this section thanks 
to the gunships).

[GG PART - LMG.30 2/3: In the small storage shed directly in front of you.
Exit the small hut and mentally prepare yourself for a long section without
checkpoints (as well as occasional cheap deaths). Cross onto the dock and
as you reach your first intersection duck behind the first box on the left
and shoot the guard moving slowly down the pontoon in front of you before
he spots you. Remain in cover after shooting him as a gunship will spawn
and begin firing at you shortly after his demise (if you remain in cover
facing the right way they can't hit you at all). Keep moving until you reach
the second boat. There will be a crate and metal object forming an L shaped
piece of cover, use this to pick off the next wave of six enemies (why? 
because if you use an earlier piece the enemies will walk onto the boat and 
flank you in cover which is not good). They should not approach you along 
the dock but instead string out along it. Use your decent cover to pick them 

Inside the third boat are some painkillers (x1) and a good vantage point to
pick off another enemy who spawns on the boat behind some crates directly in 
front of you (but he may move if you wait too long). There should be a metal
gate in your path which is the next spawn trigger (be warned). Run through
and then immediately double back after the next wave spawns. I suggest using
the cabin of the boat with the painkillers to take cover and knock of the
two idiots who race through the gate after you. There will be two other
enemies still remaining, one on the dock and another on the ship across the
water. As you move up you will see another two enemies running along the
dock in the distance moving towards you. If you retreat they will most 
likely take cover on the deck of the ship where the last enemy was. Use your
cover to pick them off (I don't know about you but I got really pissed off
with the guy in the white shirt. Not because he killed me or anything just
simply for the fact that he took forever to poke his head up from cover).
Once those two are down another will either spawn or move into view in the
distance. Use a rifle or long range weapon to reach him (or you waste too
much ammo). As you move up to the boat where all these guys have been taking
cover two more gunmen will appear out of the small hut to your left. Make
them bite the bullet any way you want and investigate the cabin they came
from and inside is another bottle of painkillers (as well as a rifle). 

Exit the cabin and cross the little bridge (it will close behind you so 
don't try to retreat across it, five enemies will spawn so take cover to 
your right (be careful though as one will be directly opposite you if you 
take cover behind the box at the front of the boat and another will try to 
flank you along the dock. (this section did make me appreciate the levity 
provided by the golden gun effects as I sent an enemy cart wheeling into the 
skybox). Apart from this its business as usual so just pop their noggins and 
move on so gunship number two can proceed to rip into your life bar. Grab 
cover and wait for it to pass. [GG PART - LMG.30 3/3: On the ground before 
reaching the hut the girl is being held in]. Continue along until you reach 
another metal gate and you will enter a cut scene. 


(Preset --> Light Machine Gun - infinite ammo but can overheat)

Once this is over you will be on a boat with two enemy boats behind you. 
Time for a little payback methinks... Start ripping apart the boats tailing 
you and try and pick off the enemies in the next two if you can. Another 
cut scene will occur, immediately after which you will have to shoot a 
Molotov out of the sky. The next part can be difficult, you have to
repeatedly shoot the Molotovs while taking out the guys in the large boat
and the two in the small one. The guys in the small boat won't respawn so
you might want to take them out first if you can (if you get time from
stopping the Molotovs). 


Yet another cut scene will occur and around seven enemies will be present on 
the docks, take them out as quick as you can but don't overheat or you will 
miss the lovely flashing present that is thrown at you in slow-mo. Blast it 
out of the air and enjoy the result. More gunmen will be on the next set of 
docks you pass so give them a warm welcome by setting off the petrol behind 
them. After the small cut scene several utes (truck if you're not Australian) 
will barrel down the road across from you. Aim for the petrol tanks if you 
can and ignore the enemies that spawn out of them. The objective is to take 
out the utes not the men in them. cut scene and another set of around seven 
boats with two men apiece in them, use your slow-mo here if you need to as 
visibility here is pretty poor (they also seem to spawn in sequence so as
soon as you finish off one another is already shooting at you). Once your
boat icon vanishes you will enter another cut scene. It ends with you facing
the two large boats (watch out though as a small flotilla of speedboats are
coming up behind them). Take out the guys on board as quick as you can (use
up your slow-mo as you won't need it after this) and after the cut scene you
get to take out your frustrations on the lead boat... in slow-mo. (did I just
say slow-mo way to much?). Unfortunately the dick of a driver is still alive
so the mission is a failure. 

******************************** ACT TWO ***********************************




Golden Guns: 1 (MD-97L) 

Clues: 5

Starting Weapons: Micro 9mm

Achievements obtainable:

Amidst The Wreckage - 5G

Destroy all the models in the board room.

Load checkpoint 3 and kill the enemies in the room. Now just destroy all the
models inside. Do not let any enemies destroy a model or it will not count.

(Close/ Mid Range - Any gun will do the job for this level)

Wow not even a few seconds to orient yourself before you are thrown into the
gunplay (reminds me of those roadrunner cartoons with Wile E Coyote flinging
himself out of a giant slingshot), Dive for the desk in front of you and
perforate the enemy on your left (or he will shoot you while you are in 
cover. Then proceed as normal against the six remaining enemies.[CLUE - 
Rodrigo's Email: Access the PC in the office to your right after the initial 
wave of enemies is defeated]. 


A Short cut scene will follow [CLUE - Rodrigo's Email: Access the laptop in 
the office to your right after the initial wave of enemies is defeated]. 
[CLUE - File On Fabiana: On the desk next to the laptop]. [GG PART - MD-97L 
1/3: In the office opposite the two clues]. After the next cut scene where 
the tech support enters numbers into a keypad the door will burst open
belching out five invaders. Dive for cover and do what you do best. After
the fight is over another short scene occurs. [CLUE - Architectural Models:
To your immediate left after this cut scene]. There is a bottle of
painkillers on the right side of this room as well next to the sink. Follow
your little hobgoblin and blow me down, another cut scene (never saw that


You will regain control in cover, two troopers are directly in 
front of you, and another two will be moving in on your left and right 
sides. I would suggest taking out the flankers first as the two in front are 
less of a threat to your health supply (use some slow-mo if needed). After 
these goons are down just keep moving forward taking out anyone in your way 
being wary of the grenades these guys throw to flush you out of cover, the 
radius isn't that big compared to other games but they can still catch you 
off guard. Cue yet another cut scene. 


After the dramatic entrance of more soldiers of fortune, you are placed 
behind a cubicle wall which provides next to no cover and so you only have 
two choices. All out offense or dash for cover like you have hundreds of 
bullets on your tail (oh wait you do, silly me). There are around six in 
total but the shotguns make it seem like oh so many more. My advice is to 
haul ass to the right and hide in the small office space as this prevents 
them flanking you and is the only solid cover I could find in that 
death-trap. After the place is clear there are two painkillers in the desk 
area to keep you on your feet. Watch the cut scene to hear some good news and 
stroll down the steps. [GG PART - MD-97L 2/3: Immediately behind you at the 
base of the water feature after talking to your boss]. [CLUE - School 
Pictures: Almost immediately afterwards go down the glass lined hallway and 
the clue is hanging on the wall to your right]. Enter the door at the end to
see a rather grisly scene (this game really makes you want to work in Brazil
doesn't it?). 


Enter one of those 'Ah Crap...' moments as in the slow-mo that follows you 
have to take out three troopers moving quite fast. As well as their friends 
who come to join the party. If you fail to kill the initial three within a
few seconds you are screwed. The following eight enemies are less crucial
but the more you get in slow-mo the less you have to kill the traditional
way especially since the cover in this room is horrible. Another 'Ah 
Crap...' moment ensues (seriously I went through two painkillers on this 
guy the first time I ran into him). Kill the two flankers and do the best
you can against their buddy (If anyone knows a weakness or special way of
dealing with these guys besides filling them full of lead I would love to
hear it and you would be credited in the guide). [GG PART - MD-97L 3/3: In a 
glass case on the right side of this room]. Head for the elevator for 
another scene. Why do they pay this guy seriously? He's about as effective
as bubble wrap against a five year old. Oh and wasn't that a really
convenient location for the water feature?


Oh I love it when games do this (take away all your healing items) to add to
the tension.... Pick yourself up out of the wading pool and hold a direction
on the left stick. Any direction, it doesn't matter as you are on a linear
path of preset control. (The first time I did this I stopped when Max
started his monologue thinking it was another cut scene. Then fiery debris 
fell from the roof squashing him flat. Probably the funniest moment in this 
game. Continue until you open the roller door and proceed to disarm the 
guard. [CLUE - Dead IT Guy: You essentially walk over him after disarming 
the guard]. Is it just me or do IT guys in games tend to end up dead? 
Especially in shooters. When you reach the corner take cover as two troopers 
will show up. Use slow-mo to dust them (no health items remember?). And pick 
yourself up again once the roof caves in. 


Be careful after opening the doors as a dying idiot will last stand your 
ass if you aren't careful. Another set of doors, another scene and another
trio of goons waiting for blissful oblivion provided by your bullets. One
of them will move and may start shooting from the right so keep an eye out.
Push the quick time addicted cabinet out of the way to make an impromptu 
bridge and another explosion will knock you down. For the next part just 
keep holding forward until you are thrown into another cut scene for the end
of the level.




Golden Guns: 2 (Sawn Off and SPAS-15)

Clues: 9

Starting Weapons: None (Obtained in cut scene)

Achievements obtainable:

So Much For Being Subtle - 10G

Get 9 kills while being pulled by a chain [free aim]

Checkpoint 9

Four enemies on the ground floor, two on the second and three on the third.
This isn't really that difficult so just keep trying til you get it. It's
just a matter of memorising enemy placement and making sure free aim is set.

(Long/ Mid and Short --> SMG and AK-47s are useful in this level)

Proceed through the scripted events until you wind up in the gutter. Stagger
up and walk up the only path for a scene. As you walk along the road a
familiar face is working at one of the storefronts on the left [CLUE - Ex
Cop: On the left as you walk up the path]. Enjoy your time in the next
section until you have to draw like an old western. 


Headshot the three in front, the guy diving behind the bar to the right and 
the two to the left. Another two or three will run in so take care of them 
too. You will most likely use at least one painkillers here as there is no 
cover so just gun 'em down as quick as you can. [CLUE - Photo Of Serrano: At 
your feet from the couch you got up from]. There is a bottle of painkillers 
to the side of the bar as well as in the room behind. [GG PART - Sawn Off 
1/3: In the toilet next to the picture of the stripper on the wall]. Another
guy will most likely be around the corner so put him out of his misery. When 
you get to where he was take cover as an gunman will blast you if you round
the corner. When he is downed his friend will take his place. Get rid of him
too and take cover at the corner they were protecting. An enemy will step
out of a room halfway down the hall and open fire. Ping him in the head and
grab the painkillers across from you on the sink. [CLUE - Tourist: Under the
bed in the room the last gunman came from you can find this guy]. Exit the
building and follow the path until you reach a cut scene

As you reach the little patio/ wooden stairs two enemies will spawn at roof
level. Try and get rid of both now or they will join the next wave that
appears after you pass through the metal gate. Take cover immediately (to
the left of the gate) and take out the three thugs waiting for you. As you
climb the stairs one high and two low enemies will spawn and blast you.
Cover isn't really an option so slow-mo and pepper these clowns. It is
probably by this point that you will be really grateful for picking up all
the painkillers in the club. Out in the open again and three more will be
waiting. Get them all, climb the weird staircase and take cover to the right
as fast as you can. Four or more enemies will spawn, two high and two low so
be very careful in this section.

Follow the path to a metal gate and a padlocked door waiting to be shot.
[CLUE - Lower Gang Spray: To the left of the padlocked door]. This section
can be frustrating if you have no painkillers left. After the cut scene you
will be rising through the air, there are four guys on the ground level,
two on the second and two on the third to the right. Take out as many as
you can but prioritise the two on the top floor as that is where you are
getting off and you are completely exposed when doing so. After they go down
on will appear on the walkway in front of you and two will start firing from
the floors on the opposite side. Quickly kill the one on the catwalk and
grab some cover so you can take your time picking off the other two. Follow
the walkway down some steps, taking out anyone on the opposite side who
tries to stop you and enter the shed. Two painkillers are on the shelf to
the left so grab them and take cover next to the big window. A wave of thugs
will spawn across from you. Things are less dangerous now you have some
pills to pop so clear them out with some slow-mo if you need it. After the
last one falls prepare for your little haven to be invaded as some ass kicks
down your door and starts shooting up the place (gee where have we heard
that before?) Take out the two spawned enemies and peek around the door to
take out the two across from you. Another pair will be down below waiting 
for you so don't hesitate to introduce him to mister bang bang. [GG PART - 
Sawn Off 2/3: To your left as you exit the small shed]. 

When you reach the ground floor a thug will descend the stairs at the other
end, hide behind the machinery as you end him and watch out for the thug
standing at the top of the stairs. Carefully ascend the stairs as two thugs
will rush out and begin filling the air with lead. Teach them that this is
your job. [GG PART - SPAS-15 1/3: On the left side of the room as you reach
the top of the stairs]. There are two more goons in the hallway and a room
with two bottles of painkillers. Exit out the blue doors and follow the
trail until you reach a large set of red ones. 


Take the painkillers on the table to the right. [GG PART - SPAS-15 2/3: On
the right past the table]. [CLUE - Middle Gang Spray: On the hut beside the
last GG Part]. Head up the stairs and wait until the two gang members duck 
inside. Keep climbing until you see the gang member on the roof [GG PART -
SPAS-15 3/3: Drop down to the right through the gap and it is on the floor].
[CLUE - Shrine To Claudio: On main path near previous Golden Gun part]. As
you go up the stairs to the right of the shrine the next lot of gang members
will appear (three), hug the doorframe and remove all their happy childhood
memories with your hot lead. Just be careful when you cross to their
location as another one will enter through a door on the left. In the room
he came from there is a painkillers bottle. Drop down and continue through
the long grass. [CLUE - Flyer For Giovanna: On the right after the long
grass]. As you enter the door a guy will kick over the table and take cover
before opening fire. Prove you've had more practice and finish him. Don't 
rush into the room yet as his backup is coming and he will run directly for
you so try to take him out fast. Inside the room is a painkillers bottle
be wary though as a prat will shoot you through the doorway opposite.
Looking at the next room you could predict what is about to happen next.
Can't you? As soon as you walk through the door another guy bursts through
the one opposite so be ready. The corridor following another thug tries to
copy your trademark slow-mo dive so do your best to get him first. Another
highly suspicious looking building is next so get ready for the two guys on
the floor above to open fire when you enter. 


Exit out the back and take cover to the right, seven gang members will rush
out but will not move up so take your time and maintain as much health as
you can. When you drop down two more will rush out along with one on the
floor above so you will probably need slow-mo if you intend to not lose life.
One final enemy will be inside so get rid of him and pick up the painkillers
he was guarding. The next house has five thugs in total, three in sight and
another two who join the party once they fall. [CLUE - Bag Of Oxidado: Is on
the right in this house]. Next to this is some more painkillers. [CLUE -
Upper Gang Spray: Directly in front of you after the cut scene]. 


Ambush Time! I really hope you saved that health as this can be painful
otherwise. Prepare to be peppered with Molotovs if you don't take out the
guy on the roof. There are six in the initial wave, don't relax though as
more are waiting to chip damage your health. I would suggest running to the
left and using the wall for cover (but don't actually take cover as the guy
on the roof to the left can still hit you). Expect to lose a couple of
painkillers in this section. After the initial wave is over two more will
come from the only path and another will come out of the balcony on the left
so watch out. [GG PART - Sawn Off 3/3: On the left under the palm tree].
Move along the path and use the corner for cover as more will bowl out at 
you. Three to be exact, one high and two low will be waiting. Use the corner 
to your advantage and use the D pad swap to shoot around the corner without 
taking damage. As you round the corner another thug will appear on the 
rooftop to your left so use the railing as cover while you eliminate him. A 
gang member will pop out directly in front of you and another will appear on 
the roof to your right. You'll probably want to use some slow-mo as one uses 
Molotovs. Another two will come out on the veranda as you move up after
lobbing more Molotovs, then another two and another one all from the same
veranda. After all that some bastard fires an RPG at you (gee! not 
enough?). Shoot it out of the air to finally take a breather. This whole 
section is really a memorisation experience. Either that or you fail 
miserably over and over again.




Golden Guns: (608 BULL and Auto 9mm)

Clues: 3

Starting Weapons: 1911

Achievements obtainable:

Past The Point Of No Return - 10G

Take 100 Painkillers

You will most likely get this around this level depending on difficulty and 
skill level.

You Might Hurt Someone With That - 20G

Load checkpoint 3 and kill the enemies running down the stairs and proceed
to shoot the grenades the third guy continually throws. Once ten are blown
you will unlock the achievement. Use hard lock mode to make this easier.

With Practiced Bravado - 20G

100 kills during shootdodge

To use shootdoge tap the right bumper and aim the left stick in the 
direction you want to dive. You also need some adrenaline in your bar.
Some people will get this just by going through the campaign depending on
their play style (I barely ever used it). Load up checkpoint five and shoot
dodge your way through the five enemies ahead of you and then reload.

You will start with a pistol behind a gravestone which provides practically
no cover and three aggressive punks shooting at you. Speed is key here, dive
to the left and take out the two in front of you then take the cover of the
tomb in front to remove the third. Move forward a few rows of tombstones and
five more will spawn in the distance. They shouldn't pose much of a threat
as they are pretty inaccurate at that distance so make sure they don't get
too close. Another two will spawn following that wave so grab solid cover
and feed them some lead. A cut scene will take over and you will have to
shoot the driver, it is a pretty easy shot so just take it. Try to hoard
your painkillers as a part coming up soon is annoying otherwise.

You will regain control facing two staircases with goons throwing grenades
and shooting at you. [GG PART - Auto 9mm 1/3: To the right of the right 
staircase in front of a mausoleum]. More goons will be lurking at the top
of the stairs so be careful when moving up (your ally constantly firing at
nothing might be considered a hint). Move up and take cover against the
large wall. You might want to use the D pad shift to take out these guys as
if you rush out you are gonna take a lot of damage. Five goons are spread
out in this area and will most likely stay in cover so it becomes a game of
cat and mouse. You can grab the grenade launcher in the area to make later 
sections a bit easier - Thanks to Pranav Jain for the tip. [CLUE - Valerie's 
Tombstone: On the right of this area is a tombstone with a dove on it].

Another cut scene and a large number of goons are waiting (eight) hold down
backwards on the left stick as soon as you can so you can grab some cover
instead of running out suicidally as the game seems to want you to do. This
is where your painkillers will come in handy as well as any slow-mo you have.
Take out as many as you can while they are distracted and then concentrate
on flankers then finally anyone left over. Landon has sent in a tip for some 
more painkillers before leaving this area: "There is a small wooden shack 
(just to the left of where Passos is waiting for you at the gate) that has 
two painkillers in it." This should help anyone struggling at this point. 
[GG PART - 608 Bull 1/3: Behind the fountain to the right of the grey van]. 


As you approach the large tomb a gunman will come out through the door, 
quickly get rid of him and take cover to the side (or pull back so you can 
line up shots without getting riddled with bullets. [GG PART - Auto 9mm 2/3 
On the far right in the corridor]. 


Head for the next set of gates to see your ally in a little bit of trouble. 
[GG PART - Bull 608: Under the large central dome besides the stone tomb]. 
This can be a nightmare on harder difficulties as reliable cover is far away 
and the enemies are spread out. First things first shoot the twit aiming at 
your friend (preferably in the bollocks as you'll probably get pretty sick 
of shooting him) and then move either to the right chest high wall or the 
left small tomb. Both points are valid but the one on the right is more 
secure and the one on the left is harder for enemies to line up. No real 
tips here it's just a straight up shootout (hope you don't run out of ammo 
like I did). [CLUE - Nicole's Mausoleum: Near the centre of the area with 
Horne over a wooden door]. Might be an idea to grab a shotgun before leaving 
this area.


A sniper will disturb your lovely walk through the cemetery so eat some
cover or lose your head. Three guys will come through the mausoleum door
as you move up and will try to rush you. Use your shotgun blind fire to show
them the error of their ways. Move up when your partner says and three more
join in, same strategy just blind fire with the shotgun and you should be
free to move up again. Move to the left and you should be able to D pad
switch to kill him without any risk. 


After adding some more bodies in the cut scene a shotgun wielding goon will
race up the stairs at you so notch up another corpse. [CLUE - Vinnie's
Tombstone: Directly in front of you after the cut scene ends]. [GG PART -
Auto 9mm 3/3: Go down the stairs and to the right to the small building and
it is in the back next to the sink]. There will be five enemies at the
bottom of the small hill but you have the wall for cover so they shouldn't
pose too much danger. In the small building on the left is a bottle of
painkillers so make sure to grab it. 

Enter the morgue and take cover on the left, three enemies will move past so
dispose of them and grab the painkillers in the small office to your right.
Another bottle will be next to the body in the other room, as well as yet
another in the room with the body freezers. A cut scene will take you
upstairs to the church. [GG PART - 608 Bull: After exiting the cut scene it
is immediately to your right]. The lectern also has a painkillers sitting
on it so grab that before the fire fight intensifies. Take out the first 
four on the ground level and keep zoomed in at the guy upstairs. He has
precognitive Jedi powers so its impossible to hit him from this floor.
Race up the stairs and show him they don't mean diddly squat and use a SMG
if you have one to clear the inrush of eight enemies. Speed is of the
essence as they will nearly all aim for your ally and if they get him you




Golden Guns: 2 (M972 and DE.50)

Clues: 3 

Starting Weapons: PT92

Achievements obtainable:


Head down the stairs after the cut scene and grab the painkillers on the
right. [CLUE - Dead Gang Members: In the first room you enter]. There is 
also a bottle of painkillers in there as well. Drop down and carefully take
out the two gang members and move forward for an explosion. 


Keep moving forward until you see a cut scene with the police killing off 
civilians and ready yourself as two will come from in front of you while 
another will shoot from ninety degrees to the right. [GG PART - DE.50 1/3:
Underneath the balcony the third cop was shooting from]. There will also be
two more at the bottom of the stairs so prepare accordingly (they will be
wearing body armour like the last three so a rapid fire gun can help a lot).

Grab a FAL and carefully move down until you see a civilian race up to a
door and try desperately to get in (and failing to do so). Two enemies will
come around the corner after shooting him (use the cover on the left to take
them out safely). [CLUE - Dead UFE Members: Behind and to the right of where
the previous two enemies appeared]. Follow the alley until you burst into a
house scaring the hell out of a woman inside. [GG PART - M972 1/3: In the
toilet to your right]. There is also a bottle of painkillers in there.


You exit the house to see more civilians being massacred, quickly take the
stairs in front of you and stop at the wooden door. Two cops will be waiting
ninety degrees to your left about twenty meters away as you enter so enter
sideways slowly and pick them off around the door frame. Jump out the window
at the front of the small room and hastily continue up the walkway to your
right. cut scene time again and you will have to take out two goons in a
helicopter and immediately after their RPG wielding friend. They are pretty
easy shots so you should have no problems. Watch the slow-mo close up of 
Max's ass heading towards the screen and dust yourself down again.

Head down the path to the half open gate. [GG PART - M972 2/3: Behind the
gate on the left]. You will see just ahead three cops executing a civilian
(gee how many times do I have to say this on this level?). Use the D pad
switch and hug the right wall to take them out before they can line you up.
[CLUE - Dead Residents: The guy they shot]. There is a bottle of painkillers
on the table nearby. 

Head down the lush and verdant path for a cut scene of, you guessed it more
civilians being executed. [GG PART - DE.50 2/3: Immediately after the
cut scene it is in front of you on the left side of the path between some
tyres]. [GG PART - M972: Just after the previous part in a small alcove to
the left of the lit doorway]. Head up the stairs and you will have to
sidle your way along the wall of a building, just hold left and you'll be


You will be facing two cops in front and two on the veranda at ninety
degrees to your right (try for the headshots as they make it a lot quicker
here). Another guy will reinforce the two on the veranda behind some slats
to the left of them. Once these three are down another will blunder out of
the doorway and try to rush you. You know what to do with his kind so deal
with him and grab a rifle (you would have lost the one you had when you
clambered along the wall). [GG PART - DE.50: Behind the slats mentioned
above]. There will be a drop you can take next to this but be warned as two
cops will rush up the stairs as you land. There is no cover to the left so
rush to the right and make them roll down the stairs back to where they came
from. Once they go down another two will take their place, one at the bottom
of the stairs the other on the second floor. Deal with them from cover and
enter the door at the end of the path.

Next is a simple series of quick time events to end the level (It was a
pretty easy one overall actually). 



Golden Guns: (FAL and M4 Super 90)

Clues: 2

Starting Weapons: PT92

Achievements obtainable:

Part II Complete - 20G

Complete the level on any difficulty

One Bullet At A Time - 20G

300 Headshots

You should obtain this by this point or soon after. Varies depending on
skill and checkpoint reloads.

The Only Choice Given - 10G

Get 8 kills while dangling from a chain [free aim]

Load up checkpoint 5 and blast the three closest to you quickly then take
out the others as they arrive. It is pretty easy actually, just make sure
free aim is on and you will be good to go.

Trouble Had To Come To Me - 15G

Clear everyone on the bus ride

Set aiming to hard lock and load checkpoint 11. Take out everyone you see
to unlock this achievement. When you reach the enemy with the rocket take
out the guys on both sides of him before you take him out as it will cut
after he dies.

The level will start with four immediately visible thugs (and two 
reinforcements) scouring the area for you. Try and take out at least two
immediately before they find you (they will if you wait long enough). After
clearing the group out a cut scene will show your lady friend being an idiot.
Ok panicking, pregnant and just lost a family member all play a part of her
emotional state but would anyone be that insane? 


Whatever, she does an awesome job of distracting the snipers. You on the 
other hand have to take them out before they draw a bead on her. Don't
bother moving from the cover you have been placed in as you don't have time.
Swing around and remove both nuisances. [GG PART - FAL 1/3: Behind the bus
you just took cover at in a chopped up bus section]. Join the crazy woman
over by the fence to continue.

This section can take a lot of painkillers if you approach it the wrong way. 
The easiest method is to first take out the sniper on the roof to the right, 
then the three directly ahead of you and then use the dumpster for cover as 
you take out the remaining five around the petrol pumps. Use some slow-mo to 
make sure you don't take to much damage and to ensure none of the enemies 
has time to lob a grenade or you are likely to play a terminal game of 
catch. [CLUE - Office Newspaper: To the left of the large terminal sign in 
a small office on the desk]. You will then enter a cut scene in which you 
will be swingin' the chain, just swingin' the chain (seriously if anyone 
gets that reference I applaud you). There are a total of nine guys to shoot 
and depending on aim/ difficulty each should go down in one or two shots. 

[GG PART - M4 Super 90 1/3: In the small office next to where you are
standing after the previous cut scene ends]. Use the switch to open the
paint booth door and be thrown into another cut scene and a fire fight.


This is also pretty annoying as enemies will flank you from both sides,
you can shoot the button next to the bus to drop it down which throws off
the enemies aim and gives you a few precious seconds to line them up. 
Take out the left side first as they will immediately try to flank you.
Then any close threats are next followed by the mop up of anyone left over.
There are around nine enemies in total so it will take some good shooting
to come out on top.


Once again you must save the damsel in distress, so shoot the walkway and
then immediately turn your attention to the doorway below and to the left
as three enemies will spill out of it. Immediately take cover behind the
tyre rack and blow their heads off. [GG PART - M4 Super 90: On a work bench
next to one of the buses]. There is also a bottle of painkillers in the
small office in this room as well as the office upstairs. 


The next room houses a single bus and six gang members. Depending on your
position they may or may not run up the stairs after you. Just try not
to take too much damage and line up your shots same as usual. [GG PART -
FAL 2/3: Inside the bus]. After the complaints department has finished, meet
up and enter the office building. Nine goons will be waiting for you at the
top of the stairs, two in view and seven more will spawn as reinforcements.
Use the stairs to your advantage and take them out one at a time until they
are all done. As you move up another goon will come up the other staircase
so grab some cover and take him down. [GG PART - M4 Super 90 3/3: In the
small office on the right]. After your friend says "Make sure there are no
more of them." You know there has to be one left right? Trudge down the
stairs and shoot the guy coming out of the doorway. [CLUE - Ad Campaign
Poster: To the right of the doorway the last enemy came out of]. [GG PART -
FAL 3/3: In the office the last enemy came out of]. Open the security door
to trigger a final cut scene before..... The BIG ACTION SEQUENCE!

(Preset Weapon --> M10 with infinite ammo)

Strategy? You want strategy? Well I just went Rambo on everything in sight
but there are some things you can do to make this sequence easier. Take out
the petrol pumps to clear up large groups of enemies. Keep an eye on what is
in front of you so you don't miss any enemies if you are going for the
achievement. You have slow-mo in this section so USE IT! 


After the chase abruptly ends you will enter slow-mo with a grenade headed
your way, don't move the aim left or right as where it is initially lined
up is perfectly lined up. If you can pepper the truck the enemies came in
on and it should get rid of a few. This is where any painkillers you still
have will come in handy. You can't run, have infinite ammo and a lot of
guys to kill. It basically boils down to who runs out of lives first.
Exploding cars are your friend in this fight so try your best to set the
fuse for them. If you manage to finish them all off without dying, you
finish the level and finally reach Act III.

******************************** ACT THREE *********************************




Golden Guns: 2 (AK-47 and Super Sport)

Clues: 8

Starting Weapons: Auto 9mm

Achievements obtainable:

Along For The Ride - 10G

Trigger a bullet cam on the zip line

Load Checkpoint 11

You have to kill everyone on the other side before you reach the end of the
zip line.

Well its off to sea with some pretty good motion capture on the dancing. 
Well after a rude awakening you are in cover with two guys searching the
area (wait didn't the last level start like this?). There is a bottle of
painkillers in your room and I definitely suggest you take it. Why? Because
you start off with none. Seven more enemies will stay in the distance taking
pot-shots so just peep round the door frames and prove you are better at 
aiming. [CLUE - Notes On Max: In the cabin opposite where you start].
[CLUE - Passos' Bed: In next room on the right]. [GG PART - Super Sport 1/3:
Through the plastic flaps on the right side of the galley]. 


After another cut scene you will be thrust forward into the fight. Say "screw
that" and hold right to take cover next to the steps. There are four goons
in total and you should have dual automatics and plenty of slow-mo so blast
away. Your antics have caused a massive rupture in the engine and as usual
in Max's life everything is going to hell in a hand basket. Shut off the 
fuel valves. Grab cover on the left when the air clears as two troopers 
will come out of the doorway. Dust them and head on through the doors. 
[CLUE - Blood Trail: Directly ahead after going through the doors]. Go out 
the doors into the sunlight and up the stairs to reach the deck. [GG PART - 
Super Sport 2/3: On the right side of the deck]. 

There will be four enemies total in this group appearing on top and in the
glass area. Use the stairwell for cover and kill them quickly. Enter the
doorway and grab the painkillers directly ahead before moving through the
bloody doorway. A cut scene and then another four easy to kill enemies await.
[CLUE - Discarded Newspaper: On a table to the right in this room]. [CLUE -
Pried Wall: Examine the wall the goons were trying to pry open]. [CLUE -
Daphne's Passport: Down the next hall in the first room on the right].
In the connected room there is a bottle of painkillers. [CLUE - Daphne's 
Jewellery Box: Second room down the hall on the right]. In the second room
are three more goons waiting for you to poke your head in. Chew some door
frame and send them packing.

As you emerge once more into daylight two very stupid goons will vault over
the railing and take a valuable second or two to ready their weapons. You
should have both on the ground before they get off a shot. Another one might
rush you depending on how much you move up but the most annoying threat is
directly behind you as you move out onto the deck in the cabin above.
Carefully put him out of your misery by using your position of relative
safety. Then move forwards and take cover at the corner as six more enemies 
are on the deck above. The cabin has a bottle of painkillers inside.


I hope you have some ammo and painkillers ready as this is frustrating
otherwise (I personally didn't have enough ammo and painkillers to take all
these guys out so I have no idea how many there are). I just sprinted for
the door at the other end, lost 1 painkillers but remained alive and with
ammo. There is also another two painkillers in here to make up for the one 
you lose but be careful as the pricks can shoot you through the glass. If 
you take cover outside at the rear of the deck behind the chairs the level
above shields you from most of the shots so this is probably the safest way
of killing these guys. The next section is god-awful and there is no
checkpoint which is the cherry on the shit sundae. You will have to kill six
enemies who are spread out on the deck above while you try to aim while
moving on stairs. Now I don't know about you but this just seems like a kick
in the nuts after having wasted nearly all of your ammo and painkillers on
the first ten guys to have to fight enemies when you have no cover and
they have way superior positions. You just have to make the best of it and
hope you have at least two painkillers as you are gonna need them.


Mercifully after these six there is finally a checkpoint, shoot the two
emerging through the roller door and the third that comes in afterward. 
Two more will come rushing in afterwards and the wave will end. Grab the two
painkillers in the middle room. [GG PART - AK-47 1/3: Shoot the picture on
the left in this room and a safe will open with the part inside]. 


After the cut scene you will be in cover with four goons shooting down at you 
from a tower. Grab the painkillers in the back of the utes when you can. 
[GG PART - AK-47 2/3: To the left of the ute]. Six more come from the tower
and another two come in from ground level. The game will automatically move
you up but after the next two goons are dead you can go back to get the 
part or any painkillers you missed (make sure the two are dead though as
your ally can be shot causing you to fail). Another painkillers is in the
room with the two guys you just finished off.


Complete the slow-mo zip line and grab some cover. Grab a rifle afterwards 
as you lose it as you cross. [GG PART - Super Sport 3/3: On the right side 
of the area outside]. There will most likely still be two enemies inside so 
use cover as you take care of them (not bullet proof glass obviously). 
Inside this entrance area are three painkillers bottles. Open the security 
gate and carefully move up as there is a cheap enemy waiting around the 
corner. More guys are waiting at the top of the stairs so peek over the top 
step to get them. [GG PART - AK-47 3/3: The First downward staircase on the 

Two more will be hiding behind the displays as you move up and another will
appear as you exit the room. At the top of the next staircase yet another 
cheap enemy will step out from the left side so be ready. Or be ready to
burn another painkillers. The room to the right has a replacement bottle
anyway. The next room can be tricky as enemies can shoot through the glass
to your left as you cross while others are spraying bullets from straight
ahead. There are four in total. Two in the room ahead and two in the
hallway to the left. Deal with the two in front and then cover-walk to the
other hallway and take care of the other two. [CLUE - Visitor centre 
Display: In the green exhibit room]. And watch the grisly cut scene to end
the level.




Golden Guns: 2 (FMP G3S and RPG)

Clues: 6

Starting Weapons: PT92 - Silenced

Achievements obtainable:

Sometimes You Get Lucky - 5G

Get a headshot during the rooftop tremors

Load checkpoint 11 to attempt this achievement. This means getting a
headshot while the tremor is actually happening not just in the section.
Use a shotgun (as only a single piece has to hit the head for it to count).
You can also get this during a one more chance slow-mo so it shouldn't be
to hard to get, just be patient.

Follow the corridor until you reach a cut scene. [CLUE - Gurney: Approach the
trolley the two men were using previously]. [CLUE - Ammo Crate: In the next
room behind a metal gate]. There is also a bottle of painkillers on the
shelf here. Take the elevator up and get ready to be a decent shot as you
only have twenty bullets (spray and prayers eat your heart out). There are
four enemies total in this room, two in plain sight and two reinforce from
the left. Take out the first two before they have a chance to spot you and
use the accrued slow-mo to take the other two out without wasting your shots.
[GG PART - RPG 1/3: In the ruined bathroom to the left in this room]. You
will see a trooper raise the alarm, stay behind the wall but not in cover
so you can shoot the flanker who will come in through the left doorway.
Keep an eye on this doorway as others will attempt to do the same. There
should be five enemies in this room so use the D pad swap to shoot around
the hole without exposing yourself.

This and the next room will have three or four remaining enemies but the
same strategy works fine on them, just take your time and you'll be fine.
Open the gate and grab the cover in front of you as two enemies appear from
the right passage. Another two are in the room behind them as well as a
single enemy behind the counter at the end of the hallway to the left.
[GG PART - FMP G3S 1/3: Halfway down the left hallway].

When you drop down prepare for two thugs to rush you so use your slow-mo to
avoid taking cheap damage here. [CLUE - Passos' ID:  In the small room to
the right after climbing up]. [CLUE - Wall Photos: Immediately to your right
from the last clue]. After you collect these clues two more enemies will
come through the hole on the other side. Three enemies will be standing
still waiting for you in the corridor. You should know what to do by now,
D pad swap and take em out while you take no damage. The room at the end
of the hall contains a painkillers. Blast the gas canister to continue. 
[GG PART - RPG 2/3: In the small room in the corridor up the stairs].
Follow the corridor for a cut scene.


[GG PART - FMP G3S 2/3: Immediately to your right after the cut scene]. Grab
the shotgun next to you and blast the three close enemies and then take
cover behind the counter to the right to hit the ones further away. Three
go down then another two reinforce them so be prepared. Two enemies will
come through the door next to the tennis court (they can shoot you through
the slats to the left so be warned). Take them out before they reach them
for best results. Four more will be waiting as you round the corner
(including one behind the glass window). Take your time moving forward here
as three individual reinforcements come out to take you on. [CLUE -
Newspaper Article: As you enter the building on the bar to the left]. There
is also a bottle of painkillers behind it.


After some botched surgery move out into the main area. [GG PART - FMP G3S
3/3: Far right of this room]. [CLUE - Donatation Receipt: In the corner of
the 'arsenal' room]. There are also two bottles of painkillers in here.
After planting the charges six more troopers will come down the stairs.
If you have the shotgun this should be pretty easy (along with the heap of
painkillers you've hoarded right?). Head out the door and up the stairs.


You are now chucked into a sniper battle, take out both snipers first and
then concentrate on the normal enemies. [GG PART - RPG 3/3: Through the
yellow gate upstairs and on the far right of this area]. Seven or so enemies
will start attacking you when you move inside (three from the ramp to the
lower floor) so grab what cover you can. After they leave this plane you
can plant another C4 charge and four more will arrive. These only come from
one direction so they shouldn't be too much of a pain. 

This rooftop section is a real pain as tremors will constantly mess with
your aim, enemy placement is cheap and to top it all off there is a LMG
gunner right at the end. Oh and the section has a time limit! Awesome!
So lets get started. On close, four on the roof so take them out however
you can. Once they are clear a shot gunner will appear in the yellow gate
when you approach. Take cover on the right and cap him. Around the next
corner are two gunners, the D pad swap works fine (despite the tremors)
or you could use the shotgun the last guy dropped. Another gate and
another cheap spawn. Hug the right wall and use the D pad swap to give you
time to react. Move up until the door blows and take cover immediately.
Three gunners will appear on the roof. Blast them as best you can and the
real threat will arrive. A LMG gunner will open fire from the roof. Use your
painkillers, strongest weapons and solid cover to destroy this foe and end
the level. 




Golden Guns: 3 (G6 Commando, MPK and LAW)

Clues: 7

Starting Weapons: 1911

Achievements obtainable:

It Was Chaos And Luck - 10G

Get 6 kills while riding the push cart [free aim]

Load up checkpoint 14 and kill all the enemies at the window as you race
along. Also make sure your aim is set to free aim.

After the introduction, melee the first dolt and blind fire at the second to
ensure he can't flank you. Finish him and wait for the third stooge. He will
take cover (obviously he has a higher IQ than the first two) so use a bit of
slow-mo or some good blind fire to kill him quick. Two painkiller bottles 
are in the office to the left. [GG PART - MPK 1/3: On a shelf halfway down 
the hall on the left]. [GG PART - LAW 1/3: Steamy room on the right]. Follow 
the halls down checking around corners with the D pad swap to knock off any
waiting goons. [CLUE - Tourist: Near the flashing red light down the centre
row of cells]. There is a bottle of painkillers in a cell in the next row.


This can be tricky if you let the two pairs of guards flank you they have
armour on and can take a few body shots before dying. There should be seven
in this area in total and they are pretty aggressive so take out close
threats first. [CLUE - Prison Log: On a desk to the side of the switch to
open the next area]. There is also a bottle of painkillers in this office.
Proceed through the open security door for a cut scene.


A APC or similar will remain stationary as it shoots in your direction, the
objective here is to grab the LAW on the ground in between salvoes and get
off the required shot without being one hit killed. You just need decent
timing to blow up this death machine. [GG PART - LAW 2/3: In the car park
beneath the APC on the left hand side]. Four enemies will spill out of the
metal gate as you move up so use the cop cars for cover as you take them
out. There is also a grenade launcher to the left of this area. As you
enter the parking garage aim at the exit door as an enemy will be behind
the fleeing gang member. Head up the stairs and peek around the doorframe to
the left to take out the three guards with the D pad swap. [GG PART - G6
Comm 1/3: To your right as you exit onto the street]. Grab the painkillers
out of the locker in the locker room and take cover or carefully look round
the doorway into the next room. One or two guards will be in plain sight but
there will be a total of five so make sure to stay out of the firing line.
[GG PART - MPK 2/3: In the men's toilets]. There is a bottle of painkillers
in the ladies toilets too. As you exit this room you will see another guard
on the left firing away as well as two others in the other rooms. There is
no cover so use the right wall and the D pad swap to keep as safe as you can
to deal with the remaining two. [CLUE - Promissory Note: On a desk in the
office on the right]. [GG PART - G6 Comm 2/3: In the kitchen opposite].
There will be two guards in the next room so immediately take cover against
the pillar and let them have it (I had some fun with the grenade launcher
here and repainted the ceiling). [GG PART - G6 Comm 3/3: Behind the 
reception looking desk in this room]. There is also a bottle of painkillers
here. [GG PART - MPK 3/3: In the room opposite]. 


After examining the security feed pull out your grenade launcher and blast 
the four enemies into liquid (if you don't have a grenade launcher just 
revert to normal tactics). After the initial four are down two more will 
show up so use what you have to deal with them. There is a bottle of 
painkillers in the security room. Hop on the elevator to move on.


As you get off a guard will rush out from behind the counter, take him out 
and enter the room he was in to find some painkillers. The next set of doors
shows three guards in sight and three others in the side rooms. Grab cover
immediately and use your slow-mo to get rid of these guys. As soon as you
take out the last guy an armoured LMG gunner will come through the doorway.
Use your final grenade launcher rounds to take him out in two shots or just
do your best with what you have. [CLUE - Political Folder: In the office to
the right on a desk]. [CLUE - File On Da Silva: In another office in this
large room on a desk]. There is also a bottle of painkillers in there too.


Grab the key card off the dead guard and walk into the slideshow room.
[CLUE - Slideshow: To the right of the large screen]. Enter second set of
doors and you will see another searchlight to the left. I just stood back
in the open during this fire fight and picked enemies off as they seemed to
have shotguns and thus couldn't really hurt me unless I moved up. Your
results may vary so use a strategy that suits you. A final enemy will rush
out as you move through the room so finish him from behind cover. Grab some
ammo from the armoury and head up the stairs. 


To escape the tear gas simply shoot open the grille with what looks like a 
ladder behind. cut scene and a drop. Shoot the guard (if you can't do that
how did you get this far in the game?). Another cut scene, another set of
doors. Move along the counter in cover until you are as near to the windows
as you can get and five enemies will all burst in. Use the cover and 
slow-mo to dispose of them quickly. As you enter the next room you will
do a bit of trolley surfing. If you can kill six enemies during this you
are awarded with an achievement. Another two will appear after your initial
gambit and are easy to take out with the SMG or pistols you have.


The door will buzz open and a shot gunner will come through the door behind
the mesh and four more will appear in the room to the left of the newly
opened door. A bottle of painkillers is in the room next to it. Step into
the arsenal and pick out some weaponry. [CLUE - Flak Vest: This is hanging
up in the room after the arsenal. There is a bottle of painkillers through.
The next double doors. Oh awesome, doesn't this look like fun? A genuine
obstacle course with live targets. Two to the left and one up the tower
is the first wave, with a double backup on the ground floor. Around the next
corner a low/ high combo of two guards are waiting, take out the ground
first and then the guy upstairs. Another three will be behind the chest high
walls in the same room so sidle out slowly and take care of them. Head for
the stairs and take out the guy at the top. Enter the door and take cover
behind the sandbags on the left. [GG PART - LAW 3/3: In front of this pile
of sandbags]. There should be a total of six goons in this room so either
use the D pad swap or just some good old fashioned slow-mo to clear the room.
An enemy will attempt to surrender (I just shot him so I don't know if he
does anything else). Round another corner to hear an enemy waiting so peep
round the corner and do some unlicensed cranial surgery. Grab the two
bottles of painkillers and head up the stairs for a cut scene.


You will come out of the cut scene with two enemies racing up the stairs
towards you, cap them first then concentrate on the rest below. There is 
a bottle of painkillers in the office behind you and one on a crate 
downstairs. One will be in plain sight downstairs and another will wait
until you descend to try and surprise you. Once you reach the bottom grab
cover to your left as five more immediately try to perforate you. You can
use the D pad swap here to do one side at a time or just do whatever
excites you to clear them out. The second henchman will appear along with
his two rushing guards. Blind fire to kill them and race up underneath the
sub-boss so he can't hit you. Get more ammo and painkillers in the rooms
here. Retreat back out to the filing cabinet next to where you started and
clear any damage manually with painkillers. Use D pad swap to shoot the
ceiling tiles above him until the roof falls in. Two goons will appear from
the staircase so carefully remove them and wait until an air conditioner
starts to fall through the roof. Shoot it as much as you can while being
sure to use some painkillers if you have taken more than half damage. Keep
shooting it and it will drop on the sub-boss leaving him open for a bullet
to the face. This will end the level.




Golden Guns: 2 (Rotary Grenade Launcher and RPD)

Clues: 1

Starting Weapons: DE.50 and Auto 9mm

Achievements obtainable:

The Road-kill Behind Me - 10G

Total everything on the runway

Load checkpoint 13 and shoot all the vehicles on the runway along with the
helicopter (soldiers don't count). Use slow-mo if they seem to hard to hit.

You Push A Man Too Far - 5G

Don't shoot the dis-armed man

After you fight a certain enemy (he has a grenade launcher and riot shield)
You will stand over him and the targeting reticule will appear. Fail to 
shoot him for three seconds and the achievement is yours.

Part III Complete - 20G

Complete this level on any difficulty

Feel The Payne - 30G

Complete the game on medium

Serious Payne - 50G

Complete the game on hard

Maximum Payne - 80G

Complete the game on old school

Payne In The Ass - 20G

Complete the game on hardcore

All can be completed by completing the game on their relative difficulty
levels (difficulty levels stack but not all are available until you complete
the game on hard).

An Echo Of The Past - 35G

Find All Clues

You will obtain this after collecting the final clue on this level

Sure Know How To Pick A Place - 10G

Discover all tourist locations

After the final meeting with the two tourists (they also appear as clues)
this will pop

A License To Kill - 40G

Collect all golden guns

You will obtain this after collecting the final part on this level

Quickly hop off the conveyor belt to the left and grab some solid cover.
Just a little prior warning that the boss fight at the end of this level is
the hardest point in the game. So try to keep at least three bottles of
painkillers spare minimum for this upcoming battle. The first wave is easy
as they won't move so just D pad swap to kill the five arrayed against you.
[GG PART - Rotary Grenade Launcher 1/3: Up the conveyor belt to your left
from where you got off the first one]. Two will show up on the walkway above
afterwards and circle around and down the stairs. Don't bother shooting
them if they are in the glass room as its bullet proof instead wait until
they are in the open. Another guard will appear when you reach the top of
the stairs (on the catwalk). When you step out onto the walkway take cover
immediately as seven more will spawn. Don't forget about the bullet proof
room downstairs if they are too much of a problem with the horrible cover
provided above. Oh and the glass will magically heal itself so you can see
out it again. This approach is much safer overall. Once the final one falls
you can go scavenge some ammo (you are probably pretty low at this point).
[GG PART - Rotary Grenade Launcher 2/3: To the right of the red doors to the
next area]. There is also a valuable painkillers in the locker to the right.


There will be three guards in the hallway so use the small steps as cover
and move up along the right wall if you have to. Another two will be waiting
as you move up to the corner. D pad swap and win. [GG PART - Rotary Grenade
Launcher 3/3: In the room to the right of these last two guards]. There is
also another bottle of painkillers inside. [CLUE - Ex-cop: In one of the
stalls in the bathroom]. Grab both bottles of painkillers from the next
restroom before another cut scene begins.


Apparently Max is very bad at choosing cover in cut scenes as he will grab
the stupidest one on offer. I suggest shoot dodging to the right and taking
cover in the bathroom (hey the toilet is the safest room in the house!).
There should be six to take care of so use your cover wisely. Another three
will come in as you move up and then another two will follow. Use the cover
on the left of the area to stay alive. At the top of the escalator five more
will show up leaving you little in the way of options. Use the metal section
on the walkway for cover and use the slow-mo to keep damage to a minimum.
There is a bottle of painkillers on the right of the area. [GG PART - RPD
1/3: On the far left of the glass wall on the upper area]. Another five or
so will appear from the far end and dance up and down the stairs but they
don't pose much threat as they can't hit you while they are on them. Move
up again and three more will spawn. Take the one on the walkway out first
then retreat and pick off the remaining three twerps. [GG PART - RPD 2/3:
Behind a counter at the far end of this area]. The shelf behind the counter
also contains two bottles of painkillers. Open the gate at the far end to
shamble onwards.


Three guards will be waiting to rush you so unload your G6 in blind fire or
take a dive to dispose of them. Around the corner are four enemies (you can
have a bit of fun here watching them fail if you knock them down on the
escalator). Use your superior position to headshot them as they try to rush
up to you. Suction your back to the post when you reach the platform below
and use the D pad swap to crush the enemies before they get too close. There
will be six all up. Head for the office, grab the painkillers and turn on
the power.


There should be another six enemies spawn out of the newly arrived tram so
stay in the office and snipe them from there. Then you get to go for a tram
ride..... yay. This is a long sequence and you will probably run out of ammo
like I did (I had to sacrifice a painkillers to make a run for another gun
at the end with one bastard left sitting there laughing). There are three
sections. The first is with a tram load of guys shooting at you from their
tram. Take your time lining up shots as they suck with moving targets. The
next part is the enemy dropping in for a visit on your tram. Use blind fire
and slow-mo to clear them out. The final part is a mad jump for safety, just
pick them off in slow-mo and hope you don't run out of bullets. [GG PART -
RPD 3/3: At the end of the non wrecked tram].


This is where you are gonna thank me for telling you to stockpile those
painkillers as this guy is a pain in the ass. The main targets in the
initial enemy spam are the sniper in the plane and the grenades the boss
fires at you. I had around six painkillers on hard mode when I did this so
I was pretty gung-ho about it and was fine with two painkillers remaining
but those on old school or without painkillers will have real problems.
You get given a decent gun for this fight as well as a bottle of painkillers
and ammo at the end of the trolley to the left. Grab them when you need them
and try your best not to get flanked as there are around twenty guys in
total to take out. If anyone has a detailed strategy for this besides
taking out the two snipers, shooting the grenades from the boss and blasting
the guys in the police car as soon as they arrive because they throw 
grenades as well than let me know. Do not leave cover as the boss can one
hit kill you with his grenades. If you beat him congratulations you just
beat the hardest part of the game. If you don't finish off the boss after
the cut scene you get an achievement.


The next section is pretty much just for fun as you barrel down the runway
after the plane. Fire off your launcher and release that annoyance from the
boss fight. If you manage to clear the runway of vehicles and the helicopter
you will get an achievement. Hit the plane twice and the game ends. Well 
done and I hope pain enjoys his holiday (Payne: "Not bloody likely.")

********************* OTHER SINGLE PLAYER ACHIEVEMENTS *********************

A New York Minute - 100G

This mode is unlocked after completing the game once on any difficulty.
You rush through levels as quickly as possible on hard difficulty as a
timer counts down from one minute.

You gain time bonuses from performing certain actions:

Kill 			(+5 seconds)
Headshot 		(+6 seconds)
Melee kill		(+10 seconds)
Explosions		(Additional bonus)

On hard difficulty NYM levels are divided into chapter just like the normal
story mode. However you need to make it through each chapter without dying
in most cases (some levels have part chapters in them). You can use soft
lock for this achievement. 

The Shadows Rushed Me - 10G

Complete NYM hardcore.

Similar to the previous achievement but there are several key differences:

* You must make it through the whole campaign without dying once or failing
  a mission

* Aim must be set to free aim

Prepare for a gruelling ordeal if you attempt to obtain this achievement as
it is incredibly difficult. 

A Few Hundred Bullets Back - 20G

This solution is not mine it was posted by o KeyserSoeze o on and is completely his/her work so all credit goes to 
o KeyserSoeze o.

PT92 (Pistol): Located in Chapter 1, Checkpoint 2. Max starts with this 

M500 (Shotgun): Located in Chapter 1, Checkpoint 4. Dropped by the last 
enemy in the room, before progressing further into the level.

Mini-30 (Rifle): Located in Chapter 1, Checkpoint 4. Dropped by an enemy 
that bursts through a door.

.38 Revolver (Pistol): Located in Chapter 2, Checkpoint 2. Dropped by an 
enemy during the first battle.

Micro 9mm (Pistol): Located in Chapter 2, Checkpoint 2. Dropped by an enemy 
during the first battle.

MPK (Rifle): Located in Chapter 3, Checkpoint 6. Dropped by an enemy during 
this battle in the gift shop.

M82A1 (Rifle): Located in Chapter 3, Checkpoint 12. Story-related. Also 
found in Chapter 12, Checkpoint 9; Max will automatically pick it up after 
advancing up the stairwell.

1911 (Pistol): Located in Chapter 4, Checkpoint 2. Max starts with this 

M4 Super 90 (Shotgun): Located in Chapter 4, Checkpoint 2. Dropped by an 
enemy during the first battle; he is located in the upstairs section of the 

AK-47 (Rifle): Located in Chapter 4, Checkpoint 12. Dropped by an enemy 
during this battle after the rooftops section.

608 Bull (Pistol): Located in Chapter 5, Checkpoint 4. Dropped by a goon in 
a blue shirt during the warehouse battle that begins with Max in cover, 
looking through a pane of glass.

FAL (Rifle): Located in Chapter 5, Checkpoint 8. Used by enemies just 
before and during the docks sequence. The first FAL to be found is during 
the warehouse battle when two enemies open a corrugated steel gate to 
attack you.

LMG .30 (Rifle): Located in Chapter 5, Checkpoint 12. Story-related. Also 
available in Chapter 13, Checkpoint 9; it is dropped by the heavily-armored 
enemy featured in the cut scene.

Auto 9mm (Pistol): Located in Chapter 6, Checkpoint 2. You start the level 
with this weapon.

MD-97L (Rifle): Located in Chapter 6. Dropped by an enemy during the first 

Sawn-Off (Pistol): Located in Chapter 7, Checkpoint 6. Dropped by the 
bartender during the first battle of the chapter.

Rotary Grenade Launcher (Heavy Weapon): Located in Chapter 8, Checkpoint 4 
AND Chapter 13, Checkpoint 5. In Chapter 8, kill the goon blasting Max from 
the balcony, then use it for great justice and wreck a few bad-guys' days 
until you run out of shots. Use bullet-time to score a direct hit on an 
enemy to ensure the kill is counted. A second Rotary Grenade Launcher is 
located next to the second LAW in Chapter 13. It has come to my attention 
that you must also use this one as well to unlock the achievement. I am 
unsure if this is a simply coding error in the game, the two launchers are 
indeed separate weapons, or if a car explosion counts as a weapon.

In any case, be sure to use BOTH launchers to score a direct kill, and be 
sure to get a car explosion kill with the second launcher in addition to 
the two. Thanks to Hydrolex for this information.

NOTE: If the grenade launcher is not scoring you one-hit kills, try 
restarting your console and/or switching your aiming reticule to "Default." 
This seems to fix issues regarding "invincible" enemies.

SPAS-15 (Shotgun): Located in Chapter 8, Checkpoint 11. At the end of the 
level, you will be required to run up to balcony and kill an enemy using 
this weapon. Dispose of him and lay waste to the enemies below you.

M972 (Pistol): Located in Chapter 9, Checkpoint 4. Dropped by the second 
enemy on the stairs (the one without a helmet).

G6 Commando (Rifle): Located in Chapter 9, Checkpoint 4. Dropped by an 
enemy in the alleyway in the same battle where the M972 is found.

M10 (Pistol): Located in Chapter 10, Checkpoint 11. Story-related; Max 
will automatically pick one up for a sequence. Also located in Chapter 8, 
Checkpoint 11; it is dropped by a goon during their first wave of attack.

Super Sport (Shotgun): Located in Chapter 12, Checkpoint 4. Used by an 
enemy in the room to the right before the sunken section of the area. I 
recommend that you kill him for his Super Sport and use it in turn to kill 
the enemy with the RPD, below.

RPD (Rifle): Located in Chapter 12, Checkpoint 4. Dropped by an enemy in 
the battle after the first elevator ride; he is located down the hallway 
to the left. Grab the Super Sport and Bulletdodge into the hallway, giving 
him a face-full of buckshot in the process. Use his RPD to mow down more 
goons later in the level.

LAW (Heavy Weapon): Located in Chapter 13, Checkpoint 5. It is story-related,
but this sequence does not count towards the achievement and the LAW is 
single-use. Instead, Max must run directly left to the opposite end of the 
area after using the first LAW to find a second. Use bullet time to kill an 
enemy with a direct hit to count the use of the weapon.

Note: xDAx AWESOME has brought it to my attention that the LAW will not 
kill the more heavily-armored enemy (the one wearing the helmet) in HARD 
difficulty. He is correct; however, the lightly-armored enemy in the same 
area (the one wearing the balaclava) will die in one shot from the LAW in 
Hard difficulty. If you don't want to deal with the hassle of choosing your 
targets, play the segment in Medium or Easy difficulty; an anti-tank rocket 
is a guaranteed kill in these difficulties.

IMPORTANT: Currently, the LAW on the right - next to the body - MUST be 
used to destroy the APC and the one to the left - leaning against the 
concrete barrier - MUST be used to get a direct-hit kill. The one on the 
right WILL NOT kill enemies and is probably only coded to destroy the APC. 
This may or may not be patched soon, but thanks to xDAx AWESOME for 
pointing this out (after what I'm sure was a highly frustrating experience).

ALSO IMPORTANT: If the LAW is not scoring you one-hit kills, try restarting 
your console and/or switching your aiming reticule to "Default." This seems 
to fix issues regarding "invincible" enemies.

SAF 40 Cal (Rifle): Located in Chapter 13, Checkpoint 8. The enemies who 
storm out of the elevator during this sequence are carrying this weapon; it 
has a distinctive green laser sight attachment. Furthermore, starting 
Checkpoint 9 of this level will start Max with this weapon in your 

FMP G3S (Rifle): Located in Chapter 13, Checkpoint 16. During the end of 
this level, Max will fight his way through a mock-up training course made of 
plywood with green spray-painted arrows on the floor. An enemy will shoot 
at Max from atop some crates next to a chain-link fence during this 
sequence. He drops the only FMP G3S I found during the game. You can pick it 
up through the fence after you dispose of him.

DE .50 (Pistol): Located in Chapter 14, Checkpoint 2. Max starts the level 
with this weapon.

All Of The Above - 100G

Finish all single player grinds

You must obtain all golden guns and all grinds must reach platinum status.
This will take quite a while but you should make good progress if you
complete multiple play throughs and difficulty levels. It is mostly just
a matter of (you guessed it) grinding the ones you don't have. So just keep
pottering away and you will eventually obtain it.

************************ MULTIPLAYER ACHIEVEMENTS **************************

Full Monty - 10G

Complete one round of each game mode including all gang wars

You will need to achieve fifty kills to unlock the last two modes


- Deathmatch
- Team Deathmatch
- Payne Killer
- Gang Wars

Gang Wars:

- Delivery
- Grab
- Last Man
- Passage
- Siege
- Short Fuse
- Showdown
- Survivor
- Takedown
- Total Turf
- Turf Grab
- Warfare

Payne Bringer - 30G

Kill 100 other players

Self explanatory

Max Payne Invitational - 5G

Invite someone to play through the in-game contact list

In the multiplayer lobby (first screen) tap RB to access your friends list, 
select one with the A button and choose to 'send party invite.' This will 
unlock the achievement as they do not need to accept.

Man Of Many Weapons - 25G

Unlock all weapons

You must reach level 40 to unlock the final weapons required.

- 0.38 Revolver
- 1911
- 608 Bull
- AK-47
- Auto 9mm
- DE.50
- G6 Commando
- Light Machine Gun .30
- M10
- M4 Super 90
- M500
- M82A1
- M972
- MD-97L
- Micro 9mm
- Mini-30
- PT92
- Rotary Grenade Launcher
- SAF .40
- Sawn Off
- SPAS-15
- Super Sport

Man Of Many Faces - 25G

Unlock all faction characters

Reach level 7 to unlock the final required faction.

- Commando Sombra
- Cracha Preto
- De Marcos
- Punchinellos
- Tropa Z

Deathmatch Challenge - 20G

Winner in any public deathmatch

Self explanatory

Grave Robber - 5G

Looted a body

Approach a corpse (doesn't have to be your kill, just any corpse) and hold 
down B until the ring fills up.

The Gambler - 15G

Won a wager

Reach 50 kills to unlock Gang Wars mode and before each round you can press 
the X button if you want to place a wager on one of three players during the 
round. Select one and if that player achieves that goal you will unlock this 

Sweep - 10G

Flawless team gang wars victory

Your team must win all five rounds of a gang wars session and you must be 
present for all five rounds.

Training Complete - 25G

Achieve level rank 50

Check out this thread for a popular method

Dearest Of All My Friends - 10G

Kill someone on your friends list

Follow the instructions to invite a friend in Max Payne Invitational and 
kill them during the match. You can also add a person you are playing 
against to your friends list or just run into a friend playing online.

******************************** LEGAL STUFF *******************************

Copyright 2012 Ben Buttenshaw

This may be not be reproduced under any circumstances except for personal, 
private use. It may not be placed on any web site or otherwise distributed 
publicly without advance written permission. Use of this guide on any other 
web site or as a part of any public display is strictly prohibited, and a 
violation of copyright.