Max Payne 2: The Fall of Max Payne - Development

Development

Take-Two Interactive issued a press release on December 5, 2001 that announced its acquisition of the Max Payne franchise from Remedy Entertainment and Apogee Software for US$10 million in cash and 970,000 shares of common stock, and its plans to release Max Payne 2. On May 22, 2002, Take-Two announced that they agreed to pay up to $8 million as incentive payments to Apogee Software and Remedy Entertainment to develop Max Payne 2. On September 3, 2003, Take-Two officially announced a release date of October 15, 2003 for the game.

Originally modeled in Max Payne after the game's writer Sam Lake, Max's appearance was remodeled after professional actor Timothy Gibbs for Max Payne 2; James McCaffrey returned as the voice of Max. The game's plot was written by Lake, who decided to write it as a film noir love story, as he felt that it suited Max's persona the best. Lake hoped that the story would break new ground, noting, "At least it's a step into the right direction. I'd like nothing better than to see new and unexpected subject matters to find their way to games and stories told in games." Lake remarked that basic, archetypal film noir elements found in many classics of the genre "can go a long way" when telling a story, and gave examples that included a hostile, crime-ridden city; a story that takes place late at night with heavy rain; and a cynical, hard-boiled detective down on his luck. Lake considered writing a sequel to Max Payne an "art of it's own". Since the setting and characters were already established, Lake decided that the primary goal of the sequel was "to keep what's good and fix what was not so good", and to take the story in surprising directions. The screenplay for the sequel ended up being three times longer than the one for Max Payne. Lake predicted that the more complex story would add to the game's replay value.

The story, sometimes told through in-game dialogue, is pushed forward with comic panels that play during cut scenes. The developers found comic panels to be more effective and less costly to use in the cut scenes than fully animated cinematics. They also noted that comic panels forced the player to interpret each panel for themselves, and "the nuances are there in the head of the reader it would be much harder to reach that level with in-game or even prerendered cinematics." The developers also found it easier to reorganize the comic panels if the plot needed to be changed while developing the game.

Max Payne 2 uses the same game engine as the one used in Max Payne, but with several significant upgrades. Even though the game only supports DirectX 8.1, the graphics in Max Payne 2 mimic those generated by DirectX 9 by making optimal use of effects such as reflection, refraction, shaders, and ghosting. The developers considered one particular scene in which effects are used well: When Max has lucid dreams, the screen appears fuzzy and out of focus. Since Max Payne, the polygon count (the number of polygons rendered per frame) has been increased, which smooths out the edges of character models. In addition, characters have a much greater range of expressions. Previously, Max had only one expression available; in Max Payne 2, he often smirks and moves his eyebrows to react to different scenarios.

The game uses the Havok physics engine, which the developers chose because it was "hands-down the best solution to our needs". They found that a dedicated physics engine was vital to create Max's combat scenes, which Max Payne was known for, "with increased realism and dramatic, movielike action". The physics engine made several situations seem more realistic. For example, when in combat, the player can take cover behind boxes; however, when enemy bullets impact the boxes, they will topple over, in which case the player will have to find another suitable object to use for cover. When an enemy is hidden behind a wall divider, the player can throw a grenade next to it to send the cover flying through the air, rendering the enemy unprotected. The Havok engine was tweaked to make weapons, bombs, and Molotov cocktails act more naturally, and the audio was updated to make them sound more realistic. The new physics engine allowed for certain actions that could not happen in Max Payne; boxes can be moved and follow the laws of gravitation, and explosion detonations make enemy bodies fall realistically.

The Bullet Time mode that Max Payne was known for was improved; the developers referred to it as "version 2.0". The mode, which allows Max to move in slow motion to kill enemies more easily, was enhanced to give Max a longer period to continue using Bullet Time when he kills enemies consecutively. This was done to encourage players to dive head-on into dangerous situations rather than crouching at a safe distance and waiting for enemies to come to them. A new reload animation was also introduced, which, when Max reloads while using Bullet Time, allows him to duck to avoid bullets, spin around to survey the combat situation, and pause to give the player time to think of a strategy. Development tools were made available for Max Payne 2 by Rockstar Games and Remedy Entertainment to allow players to create modifications for the game. Modifications can perform several functions, such as the ability to add new weapons, skills, perspectives, surroundings, and characters.

Music composers Kärtsy Hatakka and Kimmo Kajasto returned to compose the game's soundtrack. It features cello performances by Apocalyptica member Perttu Kivilaakso. The game's end credits feature the song "Late Goodbye" by the band Poets of the Fall, the lyrics of which were based on a poem by Sam Lake. It was their first single and reached #14 on the Finnish Singles Chart as well as #1 on Radio Suomipop's Top 30 chart. It is referenced many times in the game, usually by characters singing or humming it.