"Since leaving the NYPD and New York itself behind, Max has drifted from bad to worse. Double-crossed and a long way from home, Max is now trapped in a city full of violence and bloodshed, using his weapons and instincts in a desperate search for the truth and a way out."

Max Payne 3 is a third-person shooter videogame, the third title in the Max Payne series. The game was released on May 15, 2012, it was developed primarily by Rockstar Vancouver and was published by Rockstar Games for the PC, PlayStation 3 and Xbox 360.


The story of the game was stated to be set 12 years after the previous installment[1], but a later Rockstar interview revealed it was changed to 8 years after the second game, around early 2012 (the second game was set in late 2003).[2]

The favelas of São Paulo

The location of the narrative is São Paulo, Brazil, and features the shantytowns, known as favelas, as well as the affluent neighborhoods, port, bus station, and a football stadium, amongst others.

The films Cidade de Deus and Tropa de Elite were cited as inspirations for the setting of the game. [1]

Max Payne 3 is set in the Max Payne universe of the first two videogame installments and is not in any way connected with the film, which had its own universe.[1]


"We're starting a new chapter of Max's life with this game. This is Max as we've never seen him before, a few years older, more world-weary and cynical than ever. We experience the downward spiral of his life after the events of Max Payne 2 and witness his last chance for salvation."
Sam Houser

The plot begins in media res with Max about to execute a wounded man, stating that the men who hired him will get what they pay for. The scene shifts back to Max in Sao Paulo, working a protection detail for the wealthy Rodrigo Branco with his partner Raul “Passos”. A party is being held in Rodrigo’s penthouse and the characters are introduced: Becker, big head of the police force in Sao Paulo, Rodrigo’s trophy wife, Fabiana, Rodrigo's youngest brother Marcelo, and the middle brother of the family, Victor, who is a politician. Suddenly an unknown gang crashes the party and tries to kidnap Fabiana and Rodrigo. Max was able to save both of them in the nick of time.

In his apartment, Max constantly drinks and takes pills to lessen his pain and to forget his past. Max and Passos start their next job a couple days later when Fabiana, Marcello, and Fabiana's sister also Passos’ girlfriend, Giovanna, plan to go to a nightclub. The same gang attacks the nightclub and kidnaps both Giovanna and Fabiana. Max and Passos are able to save Giovanna but fail to rescue Fabiana. Rodrigo agrees to pay the ransom money for Fabiana by sending Max and Passos with the money to a stadium, where the drop is being held. Suddenly they are ambushed by paramilitaries who are far more equipped than the gangs who kidnapped Fabiana. Max and Passos escapes from the stadium with the money lost but gets the location of Fabiana. Max and Passos arrive at the location where Fabiana is held, but Max barely misses her, convincing himself that fate is punishing him for his past sins.

The scene flashbacks to how Max met Passos and how he got out of Jersey. On meeting Passos, Max accidently guns down the only son of a powerful drug dealer and he is forced to flee from Jersey. Passos is able to get them a couple jobs before working for the Branco family. In the present Max comes into the office as the family is discussing their next move, with Becker convincing Rodrigo to use his police force in finding his wife. As Passos and the other members exit, the paramilitary attacks the office. As Max deals with the shoot out in the building while also trying to get the security online, an assassin enters the building and murders Rodrigo. The assassin sets up a bomb in the building and Max barely escapes the explosion. Max interrogates one of the hired guns in the paramilitary and gets the location of Fabiana. He then sobers up and shaves his head to create a disguise and decides to go to the Favela, the heart of Sao Paulo, where poverty is abundant. He informs Fabiana’s location to the Branco family. He meets with a DeSilva, a local cop, who informs him of the paramilitaries, knows as the UFE, the gangs wars in the city, and the conspiracy behind the Brancos and his partner Passos. As Max reaches the top of the hill, he finds that Marcello and Giovanna have come with the ransom money for Fabiana. Max is held at gunpoint and the gang leader murders Fabiana and takes away Marcello and Giovanna. The police raid the Favela, as all hell breaks loose. Max barely escapes and witnesses the police handing over captives to the UFE. The leader of the UFE kills Marcello in a gang fashion, to pin this on the gangs, while Max rushes to save Giovanna and kills the leader. Max and Giovanna avoid the police while waiting for Passos to arrive. Giovanna escapes with Passos and Max is rescued by DeSilva. He questions Max of Passos motives and the Brancos. Another flashback of Max and Passos second job in the Panama, reveals that the Brancos were into money laundering and other nefarious work.

DeSilva has found another scandal involving the Brancos and sends Max on a mission into a rundown hotel. In the hotel, Max finds outs that the organs of the captives caught by the UFE are being sold in the black market. Max sets up C4 in the hotel and blows it up. Passos comes to his rescue just in time as the hotel collapses. Passos knew all about the work of the Brancos, except for the organ selling on the black market and he contacted Max in the first place to be the fall guy. Max forgives Passos and sends him with Giovanna to have a safe life. DeSilva concludes from the evidence that Becker and Victor were behind all the scandals and the money gained in the black market were used for Victor’s political campaign. The brothers were all jealous of their big brother Rodrigo for inheriting most of the money.

Max and DeSilva hatch a plan to capture Becker and Victor. Max gives himself up to the police and tries to get to Victor and Becker from the inside. They both escape but Max immediately gives chase to the airport. In the final battle in the airport, Max wounds Becker and we are brought to the first scene in the game. Becker dies from his wounds while Max and DeSilva gives chase to Victor. Max shoots down the plane and Victor is caught. The next scene shows Max in a beach watching the news, reporting on Victor’s suicide due to the scandals surrounding him. The last shot of the game is Max enjoying his vacation ready to move on with his life.


The sunny Brazil is a departure from the bleak black and white film noir theme of the first two games, but Rockstar believed Max Payne 3 would retain the noir feel without these elements or the dark color palette, and feel more "contemporary." [1]

The graphic novel element of story presentation is changed. Now, the still images of the comic blocks are animated with in-game rendered footage, creating a "motion comic book."[2]

Max Payne's narration also makes a return.[2]


Bullet Time will return

Max Payne 3 features an improved Bullet Time mode: more details of the game's world are presented in slow-motion[1], such as those of flying bullet casings, etc. A new bullet time variant is the "environmental bullet time" when the game speed is slowed down during certain scripted events for the player to quickly react.[1] The "bullet cam" also makes a return.[1]

A lot of world objects are destructible.[1]

The new cover mechanic

The game introduces a cover system similar to Grand Theft Auto IV and Red Dead Redemption, but the developers also said that it doesn't have to be used and is merely an option.[1]

The ability to take hostages as human shields is also implemented.[1]

Dual-wielding two different weapons

Enemy character models display different injury and death animations depending on the types of weapons used against them and the parts of their bodies hit.[1]

Any two single-handed weapons is possible to dual-wield. For example, Max Payne might is able to shoot from a submachine gun and a pistol at the same time."[2]

The physics of shootdodging are improved with Payne reacting to the environment and falling on the ground more realistically.[2]

Max Payne 3 has checkpoint-based saving and will not feature quick-saves.

Game engine

The game uses the RAGE engine and the NaturalMotion Euphoria animation technology, also used in Grand Theft Auto IV and Red Dead Redemption.[1]


MP3 Soundtrack.jpg

Artists such as the American rock band HEALTH, and the Brazilian rapper Emicida composed the soundtrack for Max Payne 3. The band and the Brazilian artist recorded exclusive songs just for the game. Health also created the game's score.[3]

Brazilian composer Pedro Bromfman, who worked on the soundtrack of the Tropa de Elite film, signed up for scoring some Max Payne 3 tracks as well. Reportedly, Rockstar contacted him after they saw the mentioned José Padilha's film.[4]

The soundtrack of Max Payne 3 is included in the game's special edition package (see below).

Arcade mode

Max Payne 3 has two arcade modes. These are the returning New York Minute and the new Score Attack.


"Max Payne 3 introduces an explosive and innovative multiplayer experience, bringing Max Payne's signature Shootdodge™ and Bullet Time® gameplay features along with a range of new and expanded special abilities into the arena of competitive online multiplayer."
―Official website

Max Payne 3 will have a multiplayer feature, a novelty in Max Payne games.[1] The Multiplayer will feature maps that "dynamically alter during play" as well as mode progression for all players in a match. There will also be a reward and leveling system included, along with "persistent clans and multiple strategic load-out options."

Game modes

Known multiplayer game modes are:

  • Rookie Deathmatch
  • Rookie Team Deathmatch
  • Deathmatch
  • Team Deathmatch
  • Payne Killer
  • Gang Wars
  • Large Deathmatch
  • Large Team Deathmatch
  • Hardcore Deathmatch
  • Hardcore Team Deathmatch
  • Hardcore Gang Wars


Known multiplayer maps:

  • Cemetery
  • Hoboken Alleys
  • Junk
  • Nova Esperanca
  • Rooftop of the Moderno
  • Sao Paulo Bus Depot
  • Tiete River Docks
  • Branco Headquarters

Even more maps will be added as downloadable content (see below).


Main article: Burst

There are special abilities players can use in the multiplayer, called bursts. They are charged by building up the adrenaline and have 3 levels of potency. Players can choose which bursts to select to play with.

One of the "bursts" is called "paranoia" which makes the player think that the people in his crew are enemies.


Players can create their sets of loadout items before the multiplayer matches. These items each offer specific benefits and can create different styles of play.

Known items:


Main article: Max Payne 3 multiplayer characters

There are many characters to choose from to do battle with in multiplayer. There are NPCs from the story mode of the game, special characters which were modelled after Max Payne fans which won a Twitter competition (see below), and character skins from the previous two Max Payne games (The Classic Character Pack, for example).


Crews of players can be created using Rockstar's Social Club. These are essentially clans with a leader and its own emblem. Players can join up to 5 crews. The crews aid collecting XP points faster, amongst other perks. The crews will be able to be imported into Grand Theft Auto V.[5]


300px 300px

Development history

Franchise license and release date

In 2002, Remedy, the original creators of the Max Payne franchise sold all rights of the games to Take-Two Interactive. In 2004, Take-Two's then CEO Jeffrey Lapin confirmed that Max Payne 3 was coming.[2] After this followed years of no new information and new Take-Two CEOs, raising questions about the game being in development at all. Eventually, in 2009, Rockstar Games announced that Max Payne 3 was coming in the winter of 2009. The release date of the game was pushed back several times: on September 8th, the set announced date was March 2012,[6] but, most recently, the latest official info puts it on May 15, 2012 for the Xbox 360 and PlayStation3 in North America and May 18, 2012 in Europe. The PC version will be launched on May 29th, 2012 in North America and June 1st, 2012 in Europe.[7]


Rockstar sent more than 10 developers to São Paulo to photograph its locales and collect the "vibe" of the city. The architecture of favelas and their buildings was researched; other "compelling" locations of the city were also explored. 3D scans of "hundreds" of local people were performed to create more authentic character models.[1]

Considering a new voice actor

For a time, the developers considered hiring a new actor to replace James McCaffrey and portray an older Max Payne.[1] However, in May of 2010, McCaffrey was announced to return to the series to both voice Payne and portray him with motion capture.[2]

Development studio co-operation

Although initially Max Payne 3 was announced as solely a Rockstar Vancouver production, it has been revealed that multiple Rockstar studios are co-operating to aid in the creation of the title. The studios include Rockstar's Toronto, New England and London branches.[2]

Detrimental legacy of the 2008 Max Payne film

Speaking about the infamous Max Payne film, Rockstar's vice president of development Jeronimo Barrera revealed his studio does not consider the movie's notoriety will hinder the sale of their newest game. He provided the Mario franchise as an example of fans enjoying new videogames long after a failed motion picture attempt.[1]

Promotional campaign


The official website of Max Payne 3 was launched in 2009 and for a considerable time contained solely one piece of artwork: the bearded and bald protagonist. Subsequent updates with batches of screenshots followed, and Rockstar gave interviews to Game Informer[1] and Edge[2] magazines revealing more details about the setting and direction of the game. In September of 2011, after the last L.A. Noire downloadable content packs had been released, the Rockstar Games promotional engine shifted to Max Payne 3 as their next big upcoming release. The new campaign began with the first official game trailer premiering on the 14th of September.[6]

Throughout the promotional period, Rockstar would launch screenshot and wallpaper updates, present interviews given to gaming websites or post articles about the research done for the production.

A "pop-up" edition of the first trailer with developer's notes commentary was released on the 22nd of September[8] and followed up with a short fan Q&A on October 5th.[9] The studio invited various gaming journalists to their New York City office and showed them a few levels of Max Payne 3, and favorable impressions of the reporters hit their respective sites soon after.[10] The game was also on display in the New York City Comic Con on October 14-16.[11]

Design and Technology videos

On November 17th, 2011, Rockstar debuted a 5-part Design and Technology video series displaying the development choices taken and game mechanics developed for the upcoming game. The first part - "Creating a Cutting Edge Action-Shooter" - overviewed Max Payne 3Template:'s targeting, character movement, artificial intelligence and Bullet Time systems.[12] The second episode, named "Targeting and Weapons," came out January 18th and the third, "Visual Effects and Cinematics" - on the 16th of March.[13][14]

Special edition announced

November 21st, 2011, saw the announcement of the Max Payne 3 limited special edition, while pre-order bonuses were revealed a day later (see below for details).[15][16]

"Your Likeness as a Max Payne 3 Multiplayer Character"

The Twitter contest advertisement

On December 16th, Rockstar offered the Max Payne fans the opportunity to participate in a Twitter contest for a chance to have the likeness of their faces featured in Max Payne 3 as multiplayer characters. 8 spots were up for grabs during 4 weeks, as those interested and eligible tweeted using the "MaxPayne3" hashtag.[17] The following were the announced winners: two female Americans and six men from Australia, Canada, Brazil, Germany, Japan and the UK.[18][19]

New website

On the 2nd of February, 2012, the updated and redesigned Max Payne 3 official website was unveiled. Among its new features are the detailed reviews of the weapons of the game as well as gangs and characters from the storyline.[20]

Trailer #2

The second trailer for the game came out on February 16th, 2012.[21]

Cemetery map tombstones

In March, special sweepstakes were announced where entrants were able to win an opportunity to have their real names engraved on in-game tombstones located in the Cemetery multiplayer map.[22] 6 winners were chosen.

"Follow Max Payne's Trail"

MP3 Follow Max Payne's Trail Sweepstakes.jpg

March 13th, the "Follow Max Payne's Trail" sweepstakes were unveiled, offering by far the most expensive and grandiose prizes. One winner would win: A trip for two to New York City and later São Paulo, luxury hotel stays, the opportunity to play Max Payne 3 at Rockstar's NYC base, VIP tickets to São Paulo's Sónar music and art festival, and a custom-made Max Payne 3-themed Xbox 360 console. However, as in most Rockstar lotteries, only residents from a few select countries were eligible to participate. The victor was chosen April 6th.[23]


Rockstar started releasing free downloadable Max Payne 3 comics, which were partly written by Remedy's Sam Lake, aimed at connecting the storylines of the first two games to Max Payne 3. One issue has been released so far: "After the Fall".


The promotional campaign followed with setting up advertisements in bus stops, creating murals on some buildings, decorating a NASCAR car, announcing the multiplayer crews and the opening of their creation. The final launch trailer was released May 10th, 5 days before the console debut of the game.

PC version

The PC version of Max Payne 3 will have improved graphics compared to the console version. It will not be a "console port", according Rockstar. DirectX 11 will be supported, including tessellation. "A higher frame rate, greater visual fidelity, precision mouse and keyboard controls, a full suite of customisable visual and control settings, and optional 3D functionality for an even greater sense of immersion" are amongst the advertised features. [24]

The PC version will be released two weeks later than the console editions.[25]

System specifications

Operating System:

  • Windows 7 32/64 Service Pack 1, Windows Vista 32/64 Service Pack 2, Windows XP 32/64 Service Pack 3


  • Intel Dual Core 2.4 GHZ - i7 3930K 6 Core x 3.06 GHZ / AMD Dual Core 2.6 GHZ - FX8150 8 Core x 3.6 GHZ


  • 2GB - 16GB

Video Card:

  • NVIDIA® 8600 GT 512MB VRAM – NVIDIA® GeForce® GTX 680 2GB VRAM / Radeon HD 3400 512MB VRAM - Radeon HD 7970 3GB VRAM

Sound Card:

  • 100% Direct X 9.0 compatible – Direct X 9.0 compatible supporting Dolby Digital Live

HDD Space:

  • 35 GB

PC screenshots

Special edition

The contents of the special edition

On November 21st, the special edition of Max Payne 3 was unveiled. Coming in limited numbers and available for pre-order only, in addition to the videogame, it will include: a statue of Max Payne in a gray suit wielding dual pistols, art prints "depicting some of Max's inner demons and vices," the original soundtrack, a bullet key chain, and digital additions to the multiplayer, such as the 8 character Classic Character Pack (including Mona Sax, Vladimir Lem and Max Payne 2-appearance Payne) and the Disorderly Conduct weapons pack (Molotov cocktail, Hammerhead auto shotgun, and G9 grenade launcher).[15] Originally, the package was to be available for sale only until April 2nd, 2012,[26] but the period was extended up until the launch of the game.[27]

Pre-order bonuses

Following the popular trend seen with other new game releases, buyers who pre-order Max Payne 3 will receive exclusive goods. The first announced bonus was the Cemetery multiplayer map.[16] Other revealed bonuses include the Silent Killer multiplayer loadout pack and the first paid multiplayer DLC of the game for free.[28] Pre-ordering from the British-based merchant Zavvi.com, customers will receive a unique bullet-style pen.[29] Amazon.com offers the Death Force multiplayer burst as a bonus, while some Canadian and South African retailers add a real physical U.F.E. patch to the pre-order of the game.[30][31][32] The next announced pre-order incentive was the Pill Bottle loadout item.[33] Toys R Us offers the highly sought-after multiplayer character skin - the Max Payne-appearance Max Payne (which is not even included in the Classic Character Pack).[34]

Downloadable content

Rockstar announced Max Payne 3 downloadable content (DLC) packages even before the main game was shipped.

So far, only multiplayer expansions have been announced as future DLCs with the first coming out in June of 2012.

Announced DLCs:



The first trailer
Trailer #2
Trailer #3
Design and Technology 2
Design and Technology 3

Design and Technology 4

See also


  1. 1.00 1.01 1.02 1.03 1.04 1.05 1.06 1.07 1.08 1.09 1.10 1.11 1.12 1.13 1.14 1.15 1.16 July 2009 issue of Game Informer
  2. 2.0 2.1 2.2 2.3 2.4 2.5 2.6 2.7 2.8 EDGE, "A Man Called Payne", May 2011
  3. "First Max Payne 3 Soundtrack Details: HEALTH Crafting the Game's Original Score" on the official Max Payne 3 website. Retrieved March 31st, 2012.
  4. "Pedro Bromfman The Music Man Behind Max Payne 3" on the Rockstar Network. Retrieved March 31st, 2012.
  5. http://uk.xbox360.ign.com/articles/122/1221372p1.html
  6. 6.0 6.1 "Max Payne 3 Coming March 2012" at Rockstar Newswire Retrieved September 24, 2011
  7. "Max Payne 3 Coming to Xbox 360, PlayStation 3 and PC this May" at Rockstar Newswire Retrieved January 17, 2012
  8. "Watch the Official Pop-Up Edition of the First Max Payne 3 Trailer" on the Rockstar Newswire Retrieved October 16, 2011
  9. "Asked & Answered: Max Payne 3, L.A. Noire, Red Dead and More" on the Rockstar Newswire Retrieved October 16, 2011
  10. ""Max Payne Is Back": Read the First Max Payne 3 Previews from IGN, Kotaku, and More" on the Rockstar Newswire Retrieved October 16, 2011
  11. "Check out Max Payne 3 and Grand Theft Auto III: 10th Anniversary Edition at the New York Comic Con This Weekend" on the Rockstar Newswire Retrieved October 16, 2011
  12. "Watch the Max Payne 3 Design and Technology Series Video" on the Rockstar Newswire Retrieved November 18, 2011
  13. "Watch the New Max Payne 3 Design and Technology Series Video: Targeting and Weapons" on the Rockstar Newswire Retrieved January 18, 2012
  14. "Watch the New Max Payne 3 Design and Technology Series Video: “Visual Effects and Cinematics”" on the Rockstar Newswire Retrieved March 29, 2012
  15. 15.0 15.1 "Announcing the Max Payne 3 Special Edition" on the Rockstar Newswire Retrieved November 21, 2011
  16. 16.0 16.1 "Pre-Order Max Payne 3 from GameStop and Get Early Access to the Cemetery Multiplayer Map" on the Rockstar Newswire Retrieved November 22, 2011
  17. "Your Likeness as a Max Payne 3 Multiplayer Character" on the Rockstar Newswire Retrieved January 17, 2012
  18. "First Four Multiplayer Faces Have Been Selected in the #MaxPayne3 Casting Event" on the Rockstar Newswire Retrieved January 17, 2012
  19. "The Final Four Faces Chosen in our #MaxPayne3 Multiplayer Gang Casting Event via Twitter" on the Rockstar Newswire Retrieved January 24, 2012
  20. "Max Payne 3 Official Site Launch Featuring the 608 Bull Revolver Feature & Video, Comando Sombra Gang File, Exclusive New Screens & More" on the Rockstar Newswire. Retrieved February 4th, 2012
  21. "Watch MAX PAYNE 3: Official Trailer #2" on the Rockstar Newswire. Retrieved February 16th, 2012
  22. "Reserve Your Own Plot in Max Payne 3's Cemetery Multiplayer Map via GameStop" on the official Max Payne 3 website. Retrieved April 1st, 2012.
  23. "Announcing the Max Payne 3: New York to São Paulo Sweepstakes" on the official Max Payne 3 website. Retrieved April 1st, 2012.
  24. "Max Payne 3 PC supports DirectX 11, 3D" on Eurogamer. Retrieved March 31st, 2012.
  25. "First Screenshots from the PC Version of Max Payne 3" at Rockstar Newswire Retrieved February 24, 2011
  26. "Max Payne 3 Special Edition Pre-Order Deadline Extended to April 2nd" at Rockstar Newswire Retrieved January 17, 2012
  27. "Max Payne 3 Special Edition Available for Pre-Order till Launch" on the official website Retrieved April 5th, 2012
  28. "Max Payne 3 Pre-Order Exclusive Bonuses for Europe and Australia" at Rockstar Newswire Retrieved January 17th, 2012
  29. "Max Payne 3 Pre-Order Bonuses Surface from Zavvi & Tesco Entertainment" on the R* Network Retrieved February 4th, 2012
  30. Max Payne 3 pre-order on Amazon.com. Retrieved March 10th, 2012.
  31. "Lots of Deals Happening At Midnight For Mass Effect 3 Launch At EB Games/ Gamestop Canada" at Trendygamers.com. Retrieved March 20th, 2012.
  32. "Max Payne 3 | South African Pre-order Incentives Revealed" on Zombiegamer. Retrieved March 20th, 2012.
  33. "Pre-Order Max Payne 3 from Select Retailers by April 15th and Get Early Access to the Pill Bottle Loadout Item" on the official Max Payne 3 website. Retrieved March 27th, 2012.
  34. [Max Payne 3 at Toys R Us]. Retrieved May 13th, 2012.

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