Max Payne Wiki

"The guns were probably being kept in the hold, buried amidst the rats and oily water."
―Max thought of the weapons location.

With Rats and Oily Water is the third chapter of Part II in Max Payne.


Max enters a large warehouse and kills several Russian Mob traitors before exiting through a door on the upper level, then he utilizes a large cargo crane in order to travel from one end of the compound to the other. When he reaches the other side, Max enters a second warehouse and kills everyone there. When he leaves he finds Boris Dime's ship, the Charon.

Max enters the bridge and has a brief conversation with Angelo Punchinello over the ship's radio, and then heads down to the hold where he confronts Dime and the rest of his men. After taking down Dime and the rest of the gangsters, Max takes as much of the weaponry from the ship's cache as he can carry and heads up to the top deck to meet a waiting Vladimir Lem. Vladimir thanks Max and tells him he owes Max a favor. Max tells Vladimir that he is going after Punchinello, and putting an end to both of their troubles.



Hidden Weapons[]

  • Before Max locates the ship, he needs to hit a button to open a locked door. Below the room where the button is, there is another room with a bottle of painkillers and some sniper rifle ammo, but the door is locked. The door can be opened by shooting through the floor and hitting the gas cans.

Max and Vlad, after Boris's death


On the PS2/Xbox version, this chapter is divided into three sub-chapters: With Rats and Oily Water, Pissing Punchinello Off and A Dangerous Game.

Obtainable Accomplishments[]


With Rats and Oily Water

Complete 'Part II Chapter 3: With Rats And Oily Water' on any difficulty



  • Once you kill all the guards, Dime will take cover near some gas cans. If you shoot the cans and Boris doesn't die, he will chase Max, even outside.
  • After opening the door to the stairs that lead to the hold, a Russian mobster will throw a grenade and most of the time, blow himself up.



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