Max Payne Wiki

"Nicole Horne is the president of Aesir Corporation. She has more than half the city in her pocket."
Alfred Woden to Max Payne

Nicole Horne (1948 - 2001) is the main antagonist of Max Payne and Part 3, A Bit Closer to Heaven. She is the President of Aesir Corporation who is responsible for the production of drug called Valkyr.

She is killed by Max Payne by a falling antenna that crushed her helicopter.



Nicole was born in 1948, but nothing else is known about her life prior to Project Valhalla. How she became involved with the government and the project was never revealed. She was once a member of the secret Inner Circle, along with Alfred Woden, but at some point prior to 1991, she left the group, becoming an enemy to the group.

Project Valhalla[]

The Valkyr drug, Horne's creation.

During 1991, Nicole Horne became involved in Project Valhalla, a research program conducted by the United States Army, to develop a chemical substance to enhance human stamina in order to improve soldiers with superior endurance and morale. Woden and the Inner Circle were also involved in the project. The scientific research in Deep Six, a military bunker located under a steel foundry known as Cold Steel, manufactured the hallucinogenic agent Valkyr, but the experiments proved that Valkyr turned test subjects into homicidal psychotic killers with no sense of reality.

In 1995, four years later, the results were considered 'unsatisfactory' and Project Valhalla was officially cancelled by the military. However, Horne continued the research unauthorized and took control of the Deep Six facility.

The Valkyr Case[]

Main article: Valkyr Case

Payne residence massacre[]

"Is this the Payne residence?"
―Nicole Horne phones Max Payne.

Horne phoning to the Payne residence.

A part-time employee of the District Attorney's office named Michelle Payne received an army dossier on Project Valhalla on her desk. Michelle did not realize that the documents were extremely sensitive, assuming that the dossier was "a mix-up at the courier service."

However, Horne found out that the project was compromised and decided to silence Michelle by eliminating her and her family. Officially, she authorized a field test to observe and study the Project Valhalla test subjects in an urban setting. Three test subjects were injected with high dosages of Valkyr and sent to the Payne residence in New Jersey. In August 1998, the psychotic test subjects murder Michelle and her infant daughter, Rose Payne, while Max, Michelle's husband and a detective in the New York City Police Department, arrives too late to save his family. Horne personally phones the Payne Residence and Max responds to her call, but Horne closes the line, saying that she cannot help Max.

Max kills the test subjects, whom were believed to be drug abusers addicted to Valkyr and, after his family's funeral, transfers to the Drug Enforcement Administration to solve the Valkyr Case.

Valkyr trade[]

Over the next three years, Horne becomes a more and more influential figure. She delivers Valkyr to the Punchinello Crime Family, one of the largest Mafia families in New York, and allows the mobsters to promote the substance as the newest designer drug for the drug addicts. Horne manipulates Don Angelo Punchinello, the head of the Punchinello crime family, but Punchinello never discovers Horne's name or identity, believing her to be a government official.

Alfred Woden and the Inner Circle attempt to expose Horne's illegal activities, but the Aesir CEO blackmailed them into silence with a sex tape bought from Candy Dawn, a prostitute who taped her encounters with Woden in Jack Lupino's Hotel.

Publicly, Horne is known as the president of Aesir Corporation, the company noted for its phenomenal success story. Horne's penthouse and workplace are located at the Aesir Headquarters, a skyscraper located in Manhattan. She installs extensive surveillance systems on the building and hires an army of security guards to ensure her safety.

Horne was often protected by the 'Killer Suits:' well-trained bodyguards and agents with sunglasses and dark suits, armed with advanced and powerful weapons. According to Woden, by 2001, Horne has "more than half the city in her pocket."

Cutting ties with the Mafia[]

"Mr. Payne, it's time to show you the benefit of my brew. Be a good boy now."
―Nicole Horne, about to inject Max with the Valkyr drug

In 2001, Max, working as an undercover DEA agent in the Punchinello crime family, is framed for the murder of his partner Alex Balder, he starts a one-man war against the Mafia in the worst blizzard of the century. One of the mobsters killed during Max's rampage is Rico Muerte, a Chicago gangster hired by Horne to assassinate the mayor of New York, who was trying to stop the Valkyr problem.

To erase all evidence connecting her to Valkyr and the Punchinello crime family, Horne has to eliminate Angelo Punchinello and destroy Cold Steel. She and the Killer Suits arrive on an armed helicopter at the Punchinello Manor, where Max has killed the guards and was interrogating Punchinello. The Killer Suits storm the Don's office, executing Punchinello. Max is captured by the Killer Suits, and Horne injects him with an overdose of Valkyr. As Max lies helpless on the floor, Horne orders her men to take her to Cold Steel

Afterwards, the Punchinello manor is burned to the ground by Horne's men and Max is framed for the arson.

War with Max and Woden[]

With Punchinello dead, Horne orders the Killer Suits to commence "Operation Dead Eyes," which is so named for exterminating all personnel involved in the production of Valkyr and decimating the Deep Six bunker. The mercenaries, hired by the Aesir Corporation, eliminate the chemists in Deep Six and the Killer Suits activate the self-destruction system installed on the bunker, but Max is able to uncover the truth behind Horne's involvement on Project Valhalla and his family's death.

Soon, Max is contacted by Alfred Woden, who introduces him to the Inner Circle in Asgard Hall. Woden promises to prove Max's innocence if he eliminates Horne. However, Horne sends the Killer Suits and mercenaries to kill the members of the Inner Circle. Both Max and Woden survive the attack.


"All this because your wife stuck her nose into things that were none of her business. It's ridiculous that you've made it this far. You won't be alive when they get here."
―Nicole Horne, taunting Max for the final battle, at Aesir Headquarters.

Horne confronted by Max Payne.

Having no other choice but to fulfill Woden's request, Max storms Aesir's headquarters, killing dozens of Horne's security guards and Killer Suits. Mona Sax, an assassin hired by Horne, is sent to eliminate Max, but Mona sides with him and is shot by Horne's men for her betrayal, though it is revealed two years later that she somehow survived.

After deactivating the security locks, Max reaches the penthouse and confronts Horne face-to-face. Horne ridicules Max's stubbornness and blames his wife for the course of events that eventually brought Max to her company's headquarters. The NYPD are en route to Aesir Plaza to apprehend Max, but Horne states that Max would be dead before the police arrived at the building.

Horne's death

As Max pursues Horne through the penthouse, Horne speaks on the intercom, asserting that Max is doomed not to succeed. At the rooftop, Horne boards the helicopter, but Max shoots the wires supporting a broadcast antenna. The antenna collapses, crushing the helicopter and killing Horne. Then, the helipad plummets to the ground, destroying the remainders of Horne's helicopter. With Horne dead, Max's journey across the city is finally over.


When Max was hallucinating in the beginning of the second game he heard one of the things Horne said to him at the start of the first game. Horne's death marked the end for both her company Aesir and the manufacture of Valkyr. Following her death, Horne's remains were buried in a mausoleum at the Golgotha Cemetery, in which her victims were also buried. Horne's actions, despite being dead since 2001, continue to haunt her nemesis Max Payne, who still held much sorrow for not being able to save his loved ones from Horne's men.

During his visits to the cemetery to see his wife's grave, Max often walked over Horne's grave. In 2012, during a shootout, Max came across Horne's mausoleum, remembering that she was behind Michelle's death. Max also commented that it felt appropriate to leave corpses near Horne's grave instead of flowers.

Personality and traits[]

Nicole Horne,February 2001

One of the most powerful people in New York until her death, Nicole Horne was a ruthless and greedy psychopath, who would employ any means to achieve her goals. She had no value for the lives of other people, and felt no qualms about killing an innocent family, which included a baby, to send her men to their deaths during shootouts with Payne, or to use innocent people for her Valkyr drug business, despite knowing the dangerous side-effects of the said drug.

Horne was almost an emotionless woman, showing no remorse or guilt for killing Max Payne's family, and once she was confronted by him, she said that it was the fault of Payne's wife for the actions that happened up to their final showdown.

Horne was also a highly manipulative woman, either by using money or by using fear, using the boss of the most powerful crime family as her little pawn in her big mind game, as well managing to silence her rival, Alfred Woden, a senator and a powerful person in New York. It was even said by Woden that Nicole "has more than half the city in her pocket." She even went as far as to order the assassination of New York City's mayor, though this order had was unable to be carried due to Max killing Rico Muerte earlier in the story.

Other than that, Horne was also overconfident with her power and influence across her city, due to her wealth, and a large army of bodyguards referred to as 'Killer Suits' by Payne. Due to her confidence, Horne often underestimated her rivals and enemies, taunting Payne that he will not last long during their confrontation; this proved to be wrong, with her arrogance ultimately leading to her death.

Despite these traits, it seems that Horne was kept in a positive light in public, given the large and honorable mausoleum at the public cemetery Golgotha near Hoboken, New Jersey.


"The mystery witch was a real barracuda."
―Max Payne, upon his first face-to-face meeting with Horne.

By 2001, Horne was an elderly woman in her mid to late 50's. She had a few wrinkles on her face. She had dark grey eyes and reddish-brown hair to her neck. Horne's main outfit contained a black long-sleeved jacket along with a matching black dress and a pair of black hill shoes. Because of her elderly appearance, she was referred to as 'the witch' by Max Payne, until the latter discovered her name via Woden. Horne also had a low hoarse voice that matched her appearance.


Horne's Uzi.

  • Uzi - an Israeli sub-machine gun. Horne's weapon of choice is her personal Uzi, which she carries most of the time. Horne was first seen with her Uzi during her first face-to-face meeting with Max Payne at Punchinello's manor. She is later seen holding an Uzi during when being confronted by Payne at Aesir Headquarters, but holds an Ingram while she tried to escape from him.
  • Ingram - a small sub-machine gun that deals medium damage. Horne was seen with an Ingram while she tried to escape from Max Payne.
  • Valkyr - a designer drug created by Horne and her associates during Project Valhalla. Horne seems to carry with her a small dose of the drug, as seen during her first meeting with Max Payne.
  • Grenade - Horne throws one at Payne while trying to escape.


  • Helicopter - Horne's main method of transportation is a helicopter modelled after Bell 206 L Longranger, colored black and white. The helicopter was first heard, when Horne arrived at Punchinello Manor on her helicopter, though Max Payne did not see it at the time. In her last moments, Horne escaped into her helicopter, hoping to escape Max. The helicopter was later destroyed by Max, killing Horne.



"Gentlemen, we are done here, take me to Cold Steel."
―Horne at the Punchinello manor
"What do you mean he's unstoppable? You are superior to him in every way that counts. You are better trained, better equipped, you outnumber him at least twenty to one, do your job!"
―Horne shouting at her guards
"How sweet, I get to kill two birds with one stone."
―Nicole Horne

Behind the scenes[]

Role in the series[]

Nicole Horne first appeared in the 2001 video game Max Payne, and served as a central character and the primary antagonist of the game. Horne reappeared in the 2003 sequel, Max Payne 2: The Fall of Max Payne, either appearing in the graphic novel cutscenes, flashbacks, or as a voice cameo.

Horne also appears in the 2008 film based on the series, Max Payne. Unlike the game, where she acted as the main antagonist, in the film Horne was a minor supporting character, while the role of the main antagonist moved to B.B. Hensley.

Horne was also mentioned once during the single-player mode of the third title, Max Payne 3, during the level "Ain't No Reprievement Gonna Be Found Otherwise", when the player finds her grave. Horne also appeared in the multiplayer mode, via the "Classic Character Pack".


Jane Gerrano, the voice actress of Nicole Horne.

Nicole Horne was voiced by actress Jane Gennaro in the 2001 Max Payne, as well in flashback in the 2003 sequel. Gennaro also voiced Nicole Horne for the multiplayer mod of the third game in the series, Max Payne 3, that was released in 2012. Gennaro also voiced other characters from other Rockstar Games projects, such as Maude Hanson from the 2002 Grand Theft Auto: Vice City.

In the bonus features for Alan Wake, Sam Lake explains that his mother was in Max Payne as the face model for Nicole Horne.

In the 2008 film adaptation of the series, she was portrayed by actress Kate Burton.

Retroactive continuity[]

In Max Payne 2: The Fall of Max Payne, it is revealed by Vladimir Lem that Alfred Woden sent the Project Valhalla files to Michelle Payne's desk in order to intimidate the District Attorney, who Michelle was working part-time for.

Norse Mythology[]

As the original Max Payne included numerous references to the Norse mythology, Horne is identified with Hel, goddess of the underworld (Helheim, 'house of Hel'). In the opening segment of the graphic novel in the final level, Pain and Suffering, Horne is called the 'queen of the underworld' as Max loads his Colt Commando in the elevator. It also worth to mention that half of Hel's body was a rotten corpse, which matches the 'wrinkled' appearance of Horne.


It's worth noting, that Horne can be seen using a 9mm Uzi in the graphic novel, although her weapon of choice is an Ingram during the battles of the game. The reason is because the Uzi cannot be used during regular gameplay, only by mods.

Max Payne 3[]

Nicole Horne as a multiplayer character in Max Payne 3.

Nicole Horne is one of the eight characters included in the "Classic Character Pack" for the multiplayer in the 2012 Max Payne 3. Her skin can be only used during regular Deathmatch mode.

In the single player mode of Max Payne 3, Horne's mausoleum can be seen at the Golgotha Cemetery. Her mausoleum appears as a clue, alongside other certain characters from previous games such as Vinnie Gognitti and Valerie Winterson.



  • In the graphic novel, Horne is shown to be wielding Uzi, which is not even in the game.
  • Horne was portrayed by Sam Lake's own mother.