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Max Payne 2: The Fall of Max Payne

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Max Payne 2: The Fall of Max Payne
Release Date: 2003
Developer: Remedy Entertainment
Publisher: Rockstar Games
Series: Max Payne
Platforms: Xbox
PlayStation 2
Genre: Third-Person Shooter

Max Payne 2: The Fall of Max Payne is a multiple-award winning third-person shooter video game and the sequel to Max Payne, released for the PC, Xbox and PS2 in 2003. Two years after the events of the first game in the series, Max has cleared his name and retaken his old job as a detective for the NYPD. While investigating a string of cases involving contract killers dressed as cleaners, Max reunites with Mona Sax, assumed dead at the end of the last game. Mona is framed for killing Senator Gates, and Max has to deal with the confused loyalties of his partner Detective Winterson, leading to a climactic clash of the Mafia and the cleaners.

Note: Like the first game, the PC version does not properly support widescreen resolutions by default. Playing the game in 16:9 or 16:10 aspect ratios results in a "squashed" look as the game still renders a 4:3 image but compresses it vertically to fit. Fan-made patches exist that correct this error, but the screenshots below were not taken with them.

The following weapons appear in the video game Max Payne 2: The Fall of Max Payne:


Beretta 92FS

Max Payne's signature "9mm Pistol" is now an actual Beretta 92FS, as opposed to the previous game's Reck Miami 92F. The magazine capacity for the Beretta in this game is 16 rounds, down from 18 in the previous game; while a 16 round capacity can be achieved with a full 15-round standard magazine and extra round in the chamber, a 16-round magazine itself is erroneous, and the 17-round magazines that could be underloaded to 16 were not available at the time of the game's release. Like the previous game, the Beretta's appearance in the game is a John Woo homage, as the 92FS isn't actually an authorised service weapon of the NYPD in the real world. Oddly, the trigger is always in the single-action position, despite the fact that the hammer is never cocked. For some reason, the slide does not move when fired, even though it is shown to do so in pre-release screenshots and in the previous game.

Beretta 92FS - 9x19mm
Max holds his Beretta on a cleaner.
A cleaner executes Annie Finn with his Beretta.
Max fires his Berettas while Shootdodging.
Max holds his 92FS after waking up in the hospital in the prologue.
A poster found in the gun workshop touts the Beretta as an "American's Avenger", which is ironic because the Beretta is an Italian gun however it could be referring to its cousin in the military. This poster is a remake of a billboard featured in the first game, with the obviously fake Beretta previously featured replaced with a real example.
A box of 9mm ammo, or should we say "Beretta Ammo".

Desert Eagle Mark XIX

The Desert Eagle Mark XIX is the signature weapon of Mona Sax. The version in game appears to have been based on the one in The Sopranos, as it has a very shiny chrome finish with gold controls and ivory grips. The magazine capacity for the Desert Eagle in this game is 10 rounds, down from the 12 in the first game; this is erroneous, as a 10-round capacity is only possible with a Desert Eagle in .357 Magnum with a round chambered and a full magazine. However, the gun in the game is modeled after a .50 AE variant (the barrel is unfluted and has a ".50AE" mark at the front). Unlike the Beretta, the slide does properly cycle when fired, but is incorrectly shown as firing in double-action only. As seen in some pre-release images, the gun was originally fitted with a scope, but this was removed prior to release. Unlike the Desert Eagle in the previous game, Max can dual-wield the Desert Eagle.

Desert Eagle Mark XIX with chrome finish, gold controls, and dark-ivory grip - .50 AE. This is an actual movie gun from the inventory of Weapons Specialists, Ltd. in New York, and was featured in The Sopranos.
The first appearance of Mona and the Desert Eagle.
Mona continues to take down the cleaners by the elevator, each with a single headshot. The taller cocking serrations and scope rails are clear in this shot, indicating a Mark XIX variant. Sadly, due to engine constraints, the slide does not move and brass is not ejected during cut-scenes.
Mona's formal introduction, in freeze frame. If you zoom in on the front of the Desert Eagle, you can see it clearly marked ".50AE".
Max's Desert Eagle cycles in slow motion.
Max's dual Desert Eagles cycle.
Close up of the side of the Desert Eagle, showing the trademarks on the slide.


Remington 870

The Remington 870P, distinguished by its folding stock, is the primary pump action shotgun available in the game. It holds 7 shells in a tubular magazine that should realistically only hold 4. The cleaning company members often carry it.

Remington 870 Police Magnum with stock folded - 12 gauge
Max discovers a Remington 870 shotgun and a box of 12 gauge shells in a closet.
Max holds the Remington 870 shotgun.
Max performs a Shootdodge with the Remington shotgun in his hands.
Mona aims with the shotgun, using a strange "hold the grip in between the ring and middle finger" approach.
Max pumps the 870.

Sawn-Off Double-Barrel shotgun

The Sawed-off Double Barrel Shotgun is the first shotgun found by Max. Its primary usefulness comes from having the fastest rate of fire of the three shotguns, but given its capacity of only 2 shells, effectiveness against multiple targets is limited. That disadvantage is completely bypassed in bullet-time mode however, since any and all weapons can be instantly reloaded by performing a strange "spinning crouch" animation that somehow completely reloads the weapon(s) in the player's hand(s) - thus, when bullet-time mode is active, the sawed-off shotgun becomes the quickest way to shoot shotgun shells quickly and consistently at targets, which may be one reason why it cannot be accessed in the game's "Dead Man Walking" mode, as it would provide an overly easy method of achieving a high score.

Sawn-off Double Barreled Shotgun - 12 gauge
The sawed-off shotgun in the game.
Max dives while firing his sawed-off shotgun.
Max fires both barrels of his shotgun in rapid succession.
Max reloads the sawed-off shotgun.

Sentinel Arms Striker-12

A later model Sentinel Arms Striker-12 with a short 7" barrel is known as the "Striker" in-game. It has a 10-round capacity (correct for some variants - specifically those sold in locales with capacity restrictions, where the normal 12-round capacity is over the limit), and fires continuously as if it is fully automatic, essentially serving as a replacement for the previous game's Pancor Jackhammer. Also like the Jackhammer, it inexplicably doesn't share its ammunition with the rest of the game's shotguns. Max reloads the weapon by switching out the drum as if it was a magazine, which is impossible in real life; said drum is actually a fixed revolving cylinder that requires shells to be inserted one-by-one. The Striker-12 is obtained in late-game chapters.

Sentinel/Penn Arms Striker-12 (later model) - 12 gauge
Max holds the Striker.
Max shoots the Striker.
Max kills two of Gognitti's goons with the Striker.
Max reloads the Striker in an absolutely impossible way.

Submachine Guns


The "Ingram" from the first game returns, now modelled after a proper MAC-10 instead of a Cobray M11/9. It is used frequently by both Max and gangsters throughout the game. It now has a proper 32-round magazine, which likely denotes it as the 9x19mm version (though its in-game ammo pool is independent from both the HK94A3 mentioned below and Beretta 92FS, and the MAC itself is modelled with the .45 ACP version's grip). Like with its prequel's counterpart, the MAC-10 can also be dual-wielded. The MAC fires in a 2-round burst when the fire key is tapped, lowered from the previous game's 4-round burst, and fires in full-auto when the button is held down. When looking inside the open ejection port, the magazine is visibly empty.

Ingram MAC-10 - 9x19mm
A mob hitman fires his MAC-10 at Max in the gun works.
Max fires dual MAC-10s.
Mona fires the MAC-10.
Vinnie Gognitti and one of his goons with a MAC-10. Note that the selector is now pointed at semi-auto, which is strange given that it was correctly set to full in the first game.
"You'll fucking pay for this, Russian! You'll fucking pay!"
Vinnie Gognitti makes a prudent retreat while holding his MAC-10.
Kaufman exits the elevator with two MACs in his hands.
Mona reloads the MAC-10.
Mona kills a cleaning company thug while sliding on the floor.
Two boxes of ammunition for the MAC-10, symbolized only by an illustration of the gun, like with other weapon ammo pickups.

Heckler & Koch HK94A3

Called simply the "MP5", the weapon is actually a chopped and converted Heckler & Koch HK94A3. This is likely because the developers were given an HK94 to model the game weapon from (the chopped-and-converted HK94 carbines are often seen used in films and TV as a stand-in for actual MP5A3s). The distinguishing features of the HK94 are its lack of a paddle magazine release, the different shape of the grip and where it connects to the lower receiver, and the lack of barrel lugs for attaching suppressors. The weapon in-game also features a mounted AGOG scope.

Chopped and converted Heckler & Koch HK94A3 - 9x19mm
Heckler & Koch MP5A3, shown for comparison - 9x19mm
Max holds his "MP5" while talking to Mona. Note the lack of a paddle magazine release, non-lugged barrel, and the differing pistol grip and metal lower receiver. The bolt is for some reason always shown in the locked-open position, which would render the weapon unable to fire in reality.
Max with his scoped "MP5".
Reloading the "MP5".
Looking through the ACOG mounted on the "MP5".
Two boxes of "MP5" ammo.


Norinco Type 56

The Norinco Type 56 appears in the game as the "Kalashnikov". Obtainable early in the game, the first character seen using it is Mike the Cowboy, one of Vladimir's high ranking soldiers, and can be acquired on that level from either Gognitti's goons or Mike himself if he dies. In an inversion of typical video game tropes, the Type 56 is depicted as the little brother of the M4A1, dealing significantly less damage when not aiming for the head.

Norinco Type 56 - 7.62x39mm
Mike the Cowboy fires his Type 56 at invading mobsters in the RagnaRock nightclub (now Vlad's "Vodka" restaurant).
Max holding the "Kalashnikov". Note that it has a slant muzzle brake, like on the AKM.
Max aims the Type 56 at Vinnie's mobsters.
The Type 56 cycles.
Max reloads the Type 56. Here can clearly be seen the hooded front sight, a feature unique to Type 56 AKs, as well as the mount intended for its folding bayonet.
At Gognitti's Used Car Lot, a Type 56 with a rather unique trigger guard can be seen on a poster. The silhouette image behind is likely referenced from it.

Colt M4A1 Carbine

The Colt M4A1 appears in game as the "M4 Carbine", which actually refers to the burst-fire version. It is portrayed as having a very slow rate of fire, but makes up for it with power and accuracy. The in-game rifle is only modelled with safe and semi settings on the selector. The gun's HUD icon shows it loaded with a 20-round magazine, while in-game it holds 30 rounds and is modelled with a 30-rounder.

Colt M4A1 - 5.56x45mm
A poster of the M4A1 Carbine in the gun works. The top image shows the M4A1 with a back-up rear sight, while the rifle on the bottom one is fitted with a vertical foregrip and suppressor, and both of them show the M4 with an early 4-position stock. None of these accessories are available in the actual game.
The M4A1 in Max's hands. Like the MP5, the bolt is always shown as locked-open.
Max fires the M4A1 in the hotel.
Mona reloads the M4A1 at the construction site. Note the strange flash hider.
A close look at the rifle shows the selector set to semi.

Steyr SSG 69 PII

The Steyr SSG 69 PII appears in the game as the "Sniper Rifle". It is first seen in the hands of cleaners at Max's apartment complex, and Max can later get it for himself. Mona can never acquire this weapon. As in the first game, the bolt is shown to cycle itself, and the gun's rate of fire is faster than the bolt animation. It retains the adjustable scope zoom, and Max can now Shootdodge while holding the weapon.

Steyr SSG 69 PII with Harris bipod - 7.62x51mm NATO
The sniper rifle in the game. As in the previous game, the rifle is equipped with a 10-shot mag but holds only 5 rounds. Also note the double set trigger.
A Cleaning Company sniper fires the SSG 69 PII.
Max with the Sniper Rifle.
"My lord, Jack!"
Max ventilates some awful TV.
A bullet fired from the SSG 69 PII as seen through the "bullet camera". This feature occurs only if the bullet will kill the target, but only if fired from the SSG 69 PII. The PSL does not have this view.

PSL Sniper Rifle

The PSL Sniper Rifle appears in the game as the "Dragunov", a rifle which the PSL is often used to stand in for. A semi-automatic sniper rifle with a 10-round magazine, it is Mona's other signature weapon, and is the only weapon never acquired by Max. The PSL is only usable by the player in the last three chapters of Part II.

PSL - 7.62x54mmR
Mona with the sniper rifle.
Mona holds the "Dragunov".
Mona chambers a round.
View through the PSL's PSO-1 scope. The reticle has all the range numbers missing, and the fourth chevron in the middle replaced with a red dot.
Note the distinctive "X" shaped ribbing on the PSL magazine which is not found on genuine SVD magazines.
Mona with the PSL in one of the graphic novel cutscenes.


Grenades are now bound to a "quick-use" button rather than selecting them on their own as in the previous game. The same applies to melee attacks.

Mk 2 Hand Grenade

The Mk 2 Hand Grenade can be found and used by both Max and Mona. It is actually based on an inert training grenade, as the bottom of the body is drilled out and the lever is painted blue.

Mk 2 training grenade
The Mk 2 hand grenade in the game.

Molotov Cocktail

Molotov cocktails return from the previous game as powerful thrown incendiary bombs that explode on contact.

A few Molotov cocktails at the funhouse.
Max ignites a group of cleaning company mobsters.

Unusable Weapons

Gatling Gun

Posters of Gatling Guns can be seen inside Vlad's warehouse.

British M1865 Gatling Gun - .50-70 Government
Max looks at posters for a Gatling Gun and Dragunov, wishing he could have either of those.

M18 Smoke Grenade

In the level "The Dearest of All My Friends", the cleaners throw M18 smoke grenades into Gognitti's hideout. It is not usable by Max.

M18 smoke grenade
The M18 in-game.

M26 Hand Grenade

The Mk 2 hand grenade shows up as an M26 hand grenade when in inventory view.

M26 hand grenade
M26 grenade next to the Berettas. This is a sprite reused from the first game.

Smith & Wesson Model 29

Dick Justice is an in-game TV show, named after its title character, and by extension one of Max's own planned names during development. Dick Justice, just like Dirty Harry, uses a Smith & Wesson Model 29 in the TV series. It follows the adventures of a cop who is framed for murdering his wife and must run from the law to clear his name. Sound familiar?

Smith & Wesson Model 29 with 8 3/8" barrel - .44 Magnum
Max stops to watch his favorite TV show, Dick Justice.
Dick Justice holds his Model 29.
Dick holds the M29 on a poster.
Another poster of Dick Justice at Mona's hideout.

SVD Dragunov

While not available for use, actual SVD Dragunovs can be seen on several posters at Vladimir Lem's warehouse.

SVD Dragunov - 7.62x54mmR
A poster of the Dragunov.

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