Join our Discord to chat with fellow friendly gamers and our knowledgeable contributors!

Not an American user?


Two years have passed since Max Payne first embarked on his desperate quest for revenge. Returning to his former position as a detective in the New York City Police Department, Max is assigned to investigate a series of murders carried out by group of contract killers known as the Cleaners. Unexpectedly, Max encounters the enigmatic Mona Sax, whom he assumed dead. People from his past begin to return one by one, and Max gradually realizes that he did not know everything about the mysterious Circle and those who were involved in the murder of his family. Somebody out there is trying to kill Max, and he must find the answers before they succeed.

Max Payne 2: The Fall of Max Payne is a direct sequel to Max Payne. The game is very similar to its predecessor in gameplay concept and presentation, bringing back noir detective atmosphere, cinematic John Woo-style action, and cutscenes shaped like comic book panels.

The game is built on the same engine as the predecessor, with several additional special effects and enhancements, such as dynamic shadows and lighting, cubic mapped reflections, and high resolution textures. The Havok engine with ragdoll physics is used to enhance the interactivity with the game world: objects can be moved and destroyed, physically responding to the actions of the player character and opponents.

A new feature in the sequel is the possibility to use secondary weapons alongside regulars guns, namely melee strikes, grenades and Molotov cocktails. Certain characters will join Max and fight on his side from time to time. The player also controls Mona Sax during a few stages. The Bullet Time feature from the previous game has been upgraded to version 2.0, in which Max's speed in bullet time increases as he gets more kills consecutively.

During the first playthrough the game only offers one difficulty level. If the player struggles to succeed, the game will automatically lower the difficulty, reducing the effectiveness of enemy fire and increasing the amount of painkillers. Additional difficulty levels are unlocked when the player completes the game, as well as two new modes: New York Minute and Dead Man Walking. The first awards the player with a score for completing a level as quickly as possible, while the second has Max fighting endlessly respawning enemies.


Max Payne 2: The Fall of Max Payne Windows Trying to shake off the effect of the drugs and the pain in every bone of the body, Max finds his first corpse, and hears the first treath... This can't be good.
Max Payne 2: The Fall of Max Payne PlayStation 2 Things can get hot in this game even without the fire of bullets
Max Payne 2: The Fall of Max Payne Windows You said something ?
Max Payne 2: The Fall of Max Payne PlayStation 2 Where else would you start but in the hospital with some serious lack of... firepower

Promo Images

Max Payne 2: The Fall of Max Payne Screenshot
Max Payne 2: The Fall of Max Payne Screenshot
Max Payne 2: The Fall of Max Payne Wallpaper
Max Payne 2: The Fall of Max Payne Screenshot


Alternate Titles

  • "英雄本色2:马克思配恩之秋" -- Simplified Chinese spelling

Part of the Following Groups

User Reviews

Is the glass half empty or is it half full? Windows Slug Camargo (589)
Some guys just shouldn't bother with the dames... Xbox DarkBubble (376)
Max is back and even more maudlin! Windows Scott Monster (1009)
More Payne... Windows Sam Hardy (82)
More than I hoped it would be. Windows Dave Schenet (138)
Max Payne 2: Electric Boogaloo Xbox MasterMegid (902)
One of my favorites! Windows reeZe Risowisch (11)
Certainly a great game, but not necessarily better than the original. Windows kbmb (435)
Yep, he fell alright... Windows SifouNaS (1326)
The fall of Max Payne, indeed. Windows Ola Sverre Bauge (241)

Critic Reviews Windows Nov 03, 2003 9.875 out of 10 99 PC Gaming Windows May 15, 2005 9.3 out of 10 93
Gry OnLine Windows Nov 03, 2003 90 out of 100 90
HardGamers Windows Oct 19, 2003 90 out of 100 90
Pelit Xbox Dec, 2002 90 out of 100 90
Gry o2 Windows Apr 30, 2004 8.5 out of 10 85
Game Freaks 365 Xbox Dec 09, 2003 8.1 out of 10 81
Gamekult Windows Oct 23, 2003 8 out of 10 80
X-Power Xbox Dec 22, 2003 8 out of 10 80
Absolute Games ( Windows Oct 29, 2003 74 out of 100 74


Topic # Posts Last Post
Need help with retarded ending 4 Indra was here (20891)
Jan 29, 2011
Please help to Max Payne Movie! 2 Ace of Sevens (4471)
Nov 12, 2007


1001 Video Games

Max Payne 2: The Fall of Max Payne appears in the book 1001 Video Games You Must Play Before You Die by General Editor Tony Mott.

Max Payne

Max Payne looks very different in comparison to the predecessor because this time a professional actor, Timothy Gibbs' was used as Payne's face instead of writer Sami Järvi.


  • Towards the end of the game, one of the police officers quotes one of Max's first lines from the first game; "They are all dead." In both instances, the police are arriving after the situation has been resolved.
  • If you listen to the messages on Vinnie Cognitti's answering machine, you'll hear a threat from the "God Father." Someone did a an impression of the late Marlon Brando.
  • First time Max walks around the police HQ, there are two cops in basement garage. The cops are modeled and named after 3D Realms leads and co-founders George Broussard and Scott Miller. Pay attention to their dialogue; it makes fun out of the long production time of Duke Nukem Forever, ending with 3D Realms' legendary release date slogan ("When it's done!").

References to the game

May Payne 2: The Fall of Max Payne was parodied in an episode of "Die Redaktion" (The Editorial Team), a monthly comedy video produced by the German gaming magazine GameStar. It was published on the DVD of issue 06/2007.


  • 4Players
    • 2003 – Best PC Story of the Year
    • 2003 – Best PC Graphics of the Year
    • 2003 – Best PC Successor of the Year
  • GameSpy
    • 2003 – #8 PC Game of the Year
  • GameStar (Germany)
    • February 13, 2004 - Best PC Action Game in 2003 (Readers' Vote)
    • Issue 12/2008 - One of the "10 Coolest Levels" (For "A Linear Sequence of Scares". It is the highlight of the game because it is very different from the rest of the game, represents a silly image of Max' soul and offers many surprising script sequences.)
Information also contributed by Jason Musgrave, Jouni Lahtinen and Scott Monster

Related Web Sites

Contributed to by Corn Popper (69066), karttu (5110) and kbmb (435)