Max Payne 3 - Get caught up on the series' history before jumping into the sequel

Poor Max Payne - that dude got the short end of the stick when it comes to, you know, not having everyone youve ever loved get murdered. Its been nine long years since the release of Max Payne 2: The Fall of Max Payne, and Max Payne 3 is just on the horizon (in fact, you can read our Max Payne review right now. A man can change a lot in nine years, especially a man whos got nothin to live for except his next cocktail and another fix of painkillers. To understand Maxs present despair and general disregard for that special little thing called life, we must first take a look back at his past.

Oh, and obviously there are going to be spoilers from the last few games here. And... well... its not all sunshine and rainbows. Just look at the first line from the original Max Payne in 2001:

"They were all dead. The final gunshot was an exclamation mark to everything that had lead to this point. I released my finger from the trigger. And then it was over. To make any kind of sense of it, I need to go back three years. Back to the night the pain started."

Max has, then loses, The American Dream

Long before he shaved his head Walter White-style and started slamming painkillers like they were delicious Flintstone vitamins, Max was a decent guy. He was an honest NYPD cop working in Manhattans Midtown North Precinct. He had a wife named Michelle, a newborn child, and he liked playing poker and smoking cigarettes (though he was giving up smoking because, apparently, secondhand smoke is bad for babies).

Not more than three minutes into the first game, things take a turn for the worse. And by turn for the worse, we mean Max arrives at his home moments after a group of drug addicts brutally murder his wife and child. Naturally, hes all like seriously?

Seriously.

Valkyr is a hell of a drug

Turns out, the three thugs that put an end to Maxs family life were high on a new drug called Valkyr. In hopes of finding out who was behind the killings of his own flesh and blood, Max transferred over to the DEA. His team got a break in the Valkyr case after three years, learning that Jack Lupino - a mob boss in the Punchinello Mafia family - was trafficking the drug. Max went undercover to infiltrate the family. To fit in with the not-so-friendly Punchinellos, he changed his style, ditching the suit in favor of the finest cheetah print clothes money can buy. He a looked an awful lot like Dennis Duffy from 30 Rock.

New York subways are dangerous

After receiving a message from a DEA colleague, Max heads to the New York City Subway station to meet up with another agent, Alex Balder, who happens to be Maxs best friend.

Thats when Max meets up with his buddy Alex. Of course, Remedy had already decided they wanted Max to be miserable, and thus Alex is murdered shortly after his rendezvous with our hard-boiled hero. Now Max is a prime suspect in the murder of his buddy Alex, and because he had run-ins with Punchinello mobsters, the mafia now knows he was an undercover cop.

Hunting Lupino aint all that easy...

Understandably pissed, Max begins his hunt for Lupino, the jerk responsible for the distribution of the drug that started all this crap. He starts his search by checking out all the low-rent businesses Lupino owns. He inadvertently busts a drug deal, discovering Russian mobster Vladimer Lem is in the middle of a rather fierce turf war against the Punchinellos. Then he meets Vinni Gognitti, Lupinos right-hand man. After a rooftop chase, Max wounds Gognitti, interrogates him, and discovers the location of Lupinos hideout: a cesspool of a nightclub called Ragna Rock.

...Also, Lupino is batshit crazy.

Ah, yes - Ragna Rock is a classy joint. A pentagram dance floor, delusional junkies high on Valkyr, and a ritual den with dead mobsters murdered in a sacrificial killing, their bodies adorning yet another pentagram. Plus, there are plenty of books about Satanism. Looks like Lupino enjoys some light reading.

Whats most puzzling about this weird encounter is that Lupinos elite goons decide molotav cocktails are the best means for eliminating a lone cop inside a highly flammable building. Unfortunately for the crazies, Max can magically slow down time and is exceptionally good at shooting people in the face. He kills all the goons and their lunatic leader.

Mona Sax loves to pull her gun on Max

More a femme fatale than a damsel in distress, Mona Sax sneaks up on Max right after he kills Lupino and reveals that Angelo Punchinello - the boss of the family - was behind Alexs murder in the subway. It also turns out that Mona is the twin sister of Lisa Punchinello, Angelos wife. Upon suggesting that they team up to take Angelo down, Mona shares a nice shot of whiskey with her new cop-pal. Except the whiskey was spiked with a sedative, knocking Max unconscious. Why? Because Mona was afraid Max would kill her twin sister in his quest for revenge.

Angelo Punchinello was merely a puppet in the Valkyr trade

After some smooth talking and lots of murder, Max comes face to face with Angelo Punchinello. Before Max exacts his revenge, Angelo is assassinated by a group of operatives under the command of Nicole Horne, CEO of the Aesir Corporation. Horne is basically a billionaire because her company manufactures Valkyr, distributing it through the Punchinello mobsters. Max and her Aesir troops proceed to throw off the supply chain by obliterating the entire mafia.

Valkyr was originally manufactured as a super soldier drug

In the early 1990s the U.S. government created the Valhalla Project, developing an experimental drug that would, in theory, increase soldiers stamina and morale. That experimental drug was Valkyr. Unfortunately, all it really did was turn people into crazed psychopaths obsessed with storing an absurd amount of painkillers all over the place and killing a lot of people. The project was eventually deemed a failure and halted. Until Horne discovered it, began producing the drug under the guise of her mega corporation, and started selling it to junkies.

So why, exactly, was Maxs family targeted in the first place? Well, Maxs wife worked in the District Attorneys office and, while she was there, accidentally found out about the Valhalla project. Horne, in fear of being found out, sent her Valkyr-induced lapdogs to Maxs home, and the rest is history. Once figuring all this out, Max gets pissed, guns down everyone in the Aesir headquarters, and reaches the rooftop, where Horne hops in a helicopter. So what does Max do? He shoots the guy wires of the buildings antenna, causing it to topple down on top of the helicopter. Horne dies. Revenge is sweet.

A secret society runs the organized crime in New York City

A man by the name of Alfred Woden is the leader of a secret society called the Inner Circle. This group has strong ties to the U.S. government, and was the original backer of the Valhalla Project. Woden is also the man who cleared Maxs name after the events of the first game in exchange for Hornes life. Pretty sweet deal.

The Cleaners are a group of Russian mafia contract killers...

Two years after sending Horne to the grave, Max investigates a slew of killings by a group that calls themselves the Cleaners. During these investigations, he meets back up with Mona Sax, whom he promptly falls in love with. The problem is, Maxs work life and love life have a strange intersect. The Cleaners, you see, are looking for Mona, eager to put a bullet in her head. After a few team gunfights with Mona, Max is wounded and eventually kidnapped by Vladimir Lem, the head of the Russian Mafia. Here, he learns Lem is in control of the Cleaners and uses them to wipe out any competition to his businesses.

...and their boss is a member of the Inner Circle

Okay, so a mafioso uses his goons to take out business competition--thats, like, real-life stuff that happens on the reg. But theres a catch: Lem is actually a member of the Inner Circle, alongside Alfred Woden, the dude who granted amnesty to Max after he distorted the space-time continuum to shoot half of New Yorks populace in the crotchial region. For funzies.

Mona is ordered to kill Max, but falls in love instead

Heres where things get a little tricky. Mona Sax is an assassin on Wodens payroll, and shes been given the order to take out Lem and Max - which sucks, because the sexual tension between herself and the pill addict is out of control. So out of control that after she knocks Max to the ground in an attempt to kill him, Cupid shoots her with a love bullet at the 11th hour, and she decides not to go through with it.

Unfortunately, she dies

Having watched Mona abandon her assassination orders from a distance, Lem catches everyone off guard by shooting her. He celebrates for a second, but then gets tackled by a wheelchair-bound Woden. As you might guess, this does not go well for Woden, and the dude gets killed in the struggle. Its okay, though - Max cleans up the leftovers by taking Lem out and returns to a wounded Monas side. As he holds her in his arms and tells her everything will be okay, she dies.

Max then gets sucked into a downward spiral of depression

And if you want to know more about Max Payne like right now, check out our Max Payne review.