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"Nothing but the second best, why can't we sit over there, mano?"
―Marcelo talking to Alphonse over Claudio's seat

Nothing but the Second Best is the second chapter in Max Payne 3.

Plot[]

It starts with Max drinking and taking drugs as his usual habit before vomiting in the sink. He headed to bed for the job. 5 days after the kidnapping, Max and Passos escort Marcelo, Fabiana and her sister, Giovanna to a nightclub as part of her routine. During the trip, the trio are drinking and thanked Max for the rescue. Giovanna also mention about the missing people happening in the favela.

Max escort the trio while Passos stays in the helicopter. They reach to the elevator to arrive in the club and introduced by the club manager. They have a small talk and soon arrived at the party floor. Fabiana and Giovanna went to the dance floor and partied while Max and Marcelo head to the bar. Marcelo got angry as his VIP seat have been taken by the star midfielder Claudio. He decide to drink instead and insult Claudio quietly. Max and Marcelo had a small talk before meeting another friend. Max express his hatred of the nightclub with music and people with it and take a drink to compensate.

Unfortunately, the same criminals from the previous kidnapping attempt stage another kidnapping and shoot the place up. Claudio attempt to intervene but got shot to death. Max intervened and kill several gangsters after pushing one into the ground. He tried to chase to the kidnappers but found the door locked, the leader order to flank Max through the bar but Max knew their ploy and finish all criminals. He go through the alternate way and kill the gangsters on his way. He reach the corridor and find panicked people and wounded manager, Max calls Passos to alert the danger and order the manager to lock in order to prevent any escape. Max kills every criminals on his way in the lounge as he track down the kidnappers. After clearing the lounge, he head to the kitchen and kill more criminals.

He managed to reach the club restaurant to find the leader along with Fabiana and Giovanna nearby. The leader order additional men to slow down Max but the group are all neutralized. Despite Max reaching the elevator, the elevator is used and the glass were bulletproof. Max use an alternate route through the window lift near the balcony. As he went up to the roof, he is gunned by the gangsters' helicopter. Fortunately, Max managed to climb up on the roof. As the gangster corner Max, Passos helicopter arrived and Max managed to climb with the help of Marcelo.

They pursue the gangsters to find them boarding the helicopter, Giovanna managed to escape whereas Fabiana is held hostage by leader and gangsters. Although Max want to pursue the helicopter but Passos focus on rescuing Giovanna instead. He order Max to grab a rifle to protect Giovanna, as she escape the criminals trying to catch her, Max shot every criminals who pursue her. She managed to find safety and they have to reach the helipad to secure her. However, the helipad is filled with gangsters and attempt to shoot down using a RPG. This nearly drop Max who later hang on the helicopter and shoot any incoming missile and kill the gangsters on the helipad.

After the shooting, he continue to find Giovanna and gun down any criminals on his way. He managed to find her and Passos reunite with Giovianna. Despite this, Fabiana was kidnapped and Max felt that he failed his job as bodyguard.

Characters[]

Deaths[]

  • Claudio - Shot in the head by a Comando Sombra member.

Walkthrough[]

Dance Area/V.I.P. Lounge[]

In the beginning of the gameplay, Max will dive out of the lounge’s window. Shoot any CS thugs you see. They should die after 1-2 bullets. Kill all 6 members to get an achievement. Once they are all dead, grab a gun you’d prefer (choices is the default PT92, .38 Revolver, or Micro 9mm). A Golden Gun is on the DJ deck. Climb up and grab it. Be sure not to hang around too long as this section is on a strict timer, and the mission will fail if time runs out. Then rush to the double doors where the characters first enter the club. After a cutscene where the door is locked, Max will tush back down to the dance floor and begin aiming at some CS thugs. Enter a Shootdive and kill the thug on the dance floor and prepare to shoot the two thugs in the windows. Be sure to watch for the third one as he shows up a few seconds later. Then quickly head into the lounge and shootdive as soon as you enter as another thug may show up at the exit stairs. Inspect Claudio’s dead corpse to receive a clue. Afterwards, head up the stairs and into the next area.

Lounging Area[]

Relatively short and easy section, shootdive to kill the two CS thugs assaulting civilians. Then wait for two more that are going to enter the area. Wait near the exit door and kill the two intruding thugs. Then go through the door.

Bar[]

This area is a tad bit confusing due to a bunch of civilians. When you first enter the area, a CS member is seen shooting a civilian. Shoot to kill or wound and finish off in close combat, then head for the bar. Shootdive from the stairs, but be wary of the two civilians’ dead bodies as they block a Shootdive. Kill the CS thug behind the bar, the two behind a seating railing, and try to kill the thug in the DJ booth. Once they are all dead, head forward towards the exit and as the civilians are evacuating, three CS thugs will enter. One will remain behind a wall near the door, one behind a bar. Shootdive to kill at least two of them when they first enter, but be careful of civilians. Then Shootdive again to kill any stragglers. Then exit through the door. Cut through the restroom corridor and into the kitchen. There is a torn dress piece on the ground that you can inspect for clues.

Kitchen/Restaurant[]

The kitchen only has two idling enemies, and two that enter for support. Quickly dispatch the two by aiming and shooting, then Shootdive to kill the supporters. Then go through the kitchen doors into the restaurant. One will notice one in the decorative awning seating area. Shootdive to take care of him and Shootdive again to kill the approaching enemies, but be wary of where you dive as enemies may ambush you. Kill the last enemies and rush into the elevator corridor before the timer expires, as you are once again put on a timer. Once you enter the area, head onto the balcony as Giovanna and Fabiana are transported in an elevator. After a lengthy cutscene, you will enter the next section.

Helicopter[]

You will be equipped with a Mini-30 rifle to dispatch the CS thugs chasing Giovanna. Keep your shots accurate and avoid shooting Giovanna. Take out the thugs on the helipad quickly before Giovanna is executed. Afterwards, Giovanna will run, but she gets cornered by a CS thug. Kill him quickly before he finishes her. Then as Giovanna runs for cover, kill any pursuing thugs before they reach her and if this is failed, kill the one that reaches her before she dies. After the thugs are all dead, keep your gun aimed to the far left until the next thug shows up as he exits the door to kill Giovanna. Shoot as soon as he shows up, or shoot him before he kills Giovanna. After this, she runs across a billboard catwalk. Shoot any pursuing thugs as they may kill her once she is cornered at the end. Then once she is cornered, kill the last thug quickly. After this, she will run to another rooftop area. A bunch of thugs will begin to shoot at the helicopter and chase Giovanna as she desperately tries getting into a door. Mill the thugs that is about to close in on her. Once they are all dead, a cutscene appears where a CS thug is preparing to shoot Giovanna one last time. Kill him very quickly or she will die. Afterwards, Giovanna is safe for the rest of the level, but a rocket will be shot at the helicopter and Max will fall out. Armed with a Micro 9mm, shoot at the rocket to stop it and kill the thugs on the helipad. One final rocket will be fired. Shoot it quickly and this section is complete.

Rooftops[]

After Max lands on the helipad, he is equipped with a .38 Revolver and a Micro 9mm. Head down the steps if you don’t want another Micro 9mm. Grab some painkillers. Once you appear at the doorway to the rooftops, aim your aim indicator at the thug climbing up the stairs and kill him. Then Shootdive off the stairs to kill the hiding thug. Quickly get up and take cover. Shootdive to have a better advantage at some enemies. Shoot underneath the generators to harm the enemies’ legs. Be sure to keep on the lookout for any surprise pop-ups. Head for the billboard once the enemies are dead. Use the Micro(s) for a faster kill, and a .38 for a more accurate shot. Take caution Shootdiving in this area as you can accidentally dive yourselc over the railing to your death. Watch to the right for any enemies. Then head right up the small steps when you first get on the catwalk and dispatch any remaining enemies along the way. Keep going until you enter a door and head down the stairs to the lower door. Once it is entered, the level is complete.

Mission Failure[]

The mission will fail if Max:

  • Dies;
  • Fails to advance towards the girls in time (see fail quotes below);
  • Kills Giovanna;
  • Allows Giovanna to be killed;
  • Fails to shoot rockets (similar to dying).

Special Fail Scenes[]

  • Failing to advance towards girls fast enough in dance floor or balcony - Max will stand idly and after a narrating speech about his failures, decides to quit and leave.
  • Failing to advance towards girls fast enough in second nightclub or restaurant - Max calls Passos to break the bad news that he cannot catch up with the girls.
  • Shooting Giovanna - A Bullet Can triggers as Giovanna is shot.
  • Failing to clear helipad in time - A thug is seen executing Giovanna on the spot.
  • Failing to shoot thugs taking Giovanna hostage - The thugs will execute Giovanna on the spot.
  • Failing to shoot rockets - The helicopter is seen blown up and falling down in flames.

Special Fail Quotes[]

  • “I was lost. The last time I’d been in a nightclub, it was a different century, and I’d left headfirst out the back door with a foot up my ass. The girls were gone, and so was I.”
  • “Who was I trying to kid? I was behind the pace a decade ago, and the past ten years haven’t been so kind. I was never gonna get to Fabiana and Giovanna in time.
  • “This was useless. I have been drinking since breakfast… and I’d only got up at lunchtime. I had about as much chance of finding them as I did waking up tomorrow full of the joys of spring.”
  • “Hey, yeah, it’s me. I’m never gonna find them, Passos. What? What? I can’t hear you. I’m going around in circles.”
  • ”Yeah, they got away. I couldn’t keep up. It’s my fault.”
  • “Yeah, Passos, this is a waste of time. I’ve no idea where they went.”

Weapons[]

Golden Guns and Clues[]

Golden Guns[]

Golden .38 Revolver Part 1[]

You can press A/X to climb up onto the platform with the DJ booth as soon as you finish off the first of the enemies. This Gun Part is on the ground behind the booth.

Golden Mini-30 Part 1[]

After the initial gunfight, you will find a door chained shut. A new path will open up some stairs on the dance floor. Up the stairs is a separate bar area with this Gun Part behind the curved bar.

Golden .38 Revolver Part 2[]

After you tell Raul to stay in the helicopter, you will appear in a room filled with stripes of pulsating light. Move into the next large bar area and look for stairs on the left leading up to a platform with some tables. From here, enter the door and follow the hallway to the DJ booth. This Gun Part is on the ground here.

Golden Mini-30 Part 2[]

In the sushi restaurant, this is in the central seating area. Look for it on a ledge near the rear of the tables.

Golden Mini-30 Part 3[]

After the helicopter sniping portion of the chapter you will land on a helicopter pad. Run down the stairs and look for a door nearby that leads to a glass-walled room with this Gun Part on the floor.

Golden .38 Revolver Part 3[]

This Gun Part is behind the massive sign on the roof of the building. Run to the end of the catwalk behind the sign to find it.

Clues[]

Clue: Dead Soccer Star[]

After the initial gunfight, you will find a door chained shut. A new path will open up some stairs on the dance floor. Up the stairs is a separate bar area and Claudio's body is on the floor by one of the seats.

Clue: Flyer[]

After the initial gunfight, you will find a door chained shut. A new path will open up some stairs on the dance floor. Up the stairs is a separate bar area. Examine this flyer on one end of the bar.

Clue / Tourist: Ex Cop[]

After you tell Raul to stay in the helicopter, you will appear in a room filled with stripes of pulsating light. Move into the next large bar area and clear it out. When you enter the hallway to the next area, look for a series of doors on your left. One has a green handle. Open this door to find the Tourist.

Clue: Torn Fabric[]

After you tell Raul to stay in the helicopter, you will appear in a room filled with stripes of pulsating light. Move into the next large bar area and clear it out. When you enter the hallway to the next area, where you find the Tourist (see below), look for this torn fabric piece on a table by the door.

Clue: Newspaper[]

In the kitchen, search for this on one of the counters.

Clue: Necklace[]

After you make it back inside from the roof, this is in the stairwell.

Video Walkthrough[]

Collectibles[]


Gallery[]

Trivia[]

  • Unlike other chapters, the clues still have voice overs even if it is already interacted with.
  • One should take time into consideration while searching for clues and/or Golden Gun parts as players only have a limited amount of time in an area before the mission is failed.
  • No matter what the player was equipped with before, by the rooftop sequence, the player is given a Micro 9mm and a .38 Revolver.
  • Although the name comes from Marcelo complaining about his seat being taken by Claudio, it is likely a humorous reference to Max's bodyguard performance failing.

Obtainable Achievements/Trophies[]

OutTheWindow

Out The Window

Get 6 Kills While Diving Through The VIP Window [FREE AIM]

10 Gamerscore / Bronze Trophy


Max Payne Chapters
The American Dream Prologue · Roscoe Street Station · Live from the Crime Scene · Playing It Bogart · The Blood Veins of New York · Let the Gun Do the Talking · Fear That Gives Men Wings · Police Brutality · Ragna Rock · An Empire of Evil
A Cold Day in Hell Prologue · The Baseball Bat · An Offer You Can't Refuse · With Rats and Oily Water · Put Out My Flames With Gasoline · Angel of Death
A Bit Closer to Heaven Prologue · Take Me to Cold Steel · Hidden Truths · The Deep Six · Backstabbing Bastard · In the Land of the Blind · Byzantine Power Game · Nothing to Lose · Pain and Suffering
The Darkness Inside Prologue · Elevator Doors · A Criminal Mastermind · The Depths of My Brain · No 'Us' in This · A Sign of Her Passage · A Linear Sequence of Scares · The Million Dollar Question
A Binary Choice Prologue · The Things that I Want · In the Middle of Something · Blowing Up · Routing Her Synapses · Out of the Window · The Genius of the Hole
Waking Up from the American Dream Prologue · Too Stubborn to Die · On a Crash Course · A Mob-War · Dearest of All My Friends · A Losing Game · There Are No Happy Endings · Love Hurts · That Old Familiar Feeling
Part I Something Rotten in the Air · Nothing But The Second Best · Just Another Day at the Office · Anyone Can Buy Me a Drink · Alive If Not Exactly Well
Part II A Dame, A Dork, and A Drunk · A Hangover Sent Direct from Mother Nature · Ain't No Reprievement Gonna Be Found Otherwise · Here I Was Again, Halfway Down the World · It's Drive or Shoot, Sister
Part III Sun Tan Oil, Stale Margaritas and Greed · The Great American Savior of the Poor · A Fat Bald Dude with a Bad Temper · One Card Left to Play
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