Looking down the sights at the audience as if to put them out of their misery... how apt...

I hate to start a post on a game film already in a negative frame of mind however I am easily reminded of the first and, until now, only time I saw the Max Payne feature film. This was way back in 2008 when it was first released in cinemas. Returning to my car after I’d sat through the film I found that my window had been smashed in and various stuff was stolen from inside the car. I struggle now to remember much of the film otherwise, so I feel like I am about to revisit this film but without any memory of doing so and more the memory of violation of my vehicle at the time.

Game Over #14: Max Payne

Dir: John Moore

Released: 2008

Box Office: $85,416,905 Worldwide

Wahlberg’s 2008 acting style all in one image... thin and unconvincing.

In any case, ignoring my personal history, Max Payne was a fairly quickly announced and released film, which was shot and turned around into cinemas in less than a single year. The feature rights for the game had been sold to an independent company even before the original game was released according to Max Payne game writer Sam Lake. The movie went through various development hurdles, and somehow eventually came to 20th Century Fox in 2005. By 2007 a script was in place by currently one time screenwriter Beau Thorne and shortly later a director announced with the release already slotted in for late 2008.

The director put in charge was John Moore who ticks the boxes on... well.... if you read last weeks post then I think you can guess what I’m about to tell you. Him being both European (Irish this time) and a former commercial director-turned feature film director. What a surprise.

In this case however Moore had shot three features to mixed successes already (Behind Enemy Lines in 2001, Flight of the Pheonix in 2004, and the remake of The Omen in 2006) before taking on the task of turning Max Payne into a feature. In a further connection to last weeks post on Hitman: Agent 47, Moore went on to work with writer/producer Skip Woods as the director on A Good Day To Die Hard - again for Fox as well. Small world.


The bodies of the other potential writers and directors filled the bottom of the river...

As mentioned earlier it was a quick release - shooting took place in early 2008 and the film released just around six months after shooting wrapped in October the same year. Critics were harsh on the films content, and fans felt like it was more luke warm video-game-to-film fodder, but as I questioned at the time and still do now - how was it so hard to screw this one up?

Max Payne’s game origins exist of two parts John Woo shooting, one part graphic novel, and one part pulp noir - with a dash of Norse mythology for flavor. The game drips with voice over, bleak concepts including murder, other crimes, and drugs... and sold itself entirely on being an early example of decent mature game writing back in 2001. However it also often countered this by being darkly humored with a tongue-in-cheek sensibility and a level of self awareness to boot adding some idea of levity to the darker elements. That wrapping of Norse mythology concepts helped it’s unique appeal but only underpinned the rest of the concepts the game had.


For some reason I remember this shot firing the bullet... but that happens in another shot.. but thats because there was a shot of it being fired as such in the trailer....

A game sequel followed in 2004, the exceptionally decent Max Payne 2: The Fall of Max Payne which amped most of the elements from the original up to 11. The plot of both games work together but each is also strong enough to be inclusive stories as well, and either seemed ready made to be easily adapted to the big screen with little need to alter their plot beats. Of all the game movies I’ve covered so far, Max Payne seems like the easier adaption potential of any of them because there was such solid writing and style to begin with.

Maybe the first major problem was the rating. For some unknown reason Fox pushed the film towards a PG-13 in the US, removing heavy amounts of blood and violence immediately and heavily limiting how much of the themes of the games could even be included and shown. How anyone thought this was a good idea but as I mentioned in the Doom article, sometime around 2005-2006 it seemed all of the studios shifted into crazy mode and made PG-13 the default for all action films even when it made no sense given their content. The original film at theatrical PG-13 release ran 100 minutes, with the unrated DVD version running 103 with additional scenes and digitally added/removed blood included in the existing material. It’s this later unrated cut that I will be watching for the purposes of the article.


She demanded more violence... but we didn’t really get much more in the unrated cut it seems...

Given both the response and the bloodless rating, no one points to this film as a good example of course... so where else did it all go wrong? Let’s find out.


So begins Max Payne, with forced gravely voice over from Max (Mark Wahlberg) over black. We cut to him scrambling around in icy water. He begins to sink and the voice over continues about the bodies of criminals that have been sent into the river. Aside from the forced sound nature maybe the voice over start is a good sign of things to come? Or not?

It’s some great early imagery but i got my hopes up too soon...

We inter-cut between Max in the river to a babies room (we can tell this because there is something hanging on the door that says BABY and we hear the noise of a baby... just so we know) and someone approaching the door. Max continues the voice over asking when they find his body in the river will he be considered any different than the criminals they also find. A bunch of cuts. A dead woman, Max’s wife. But then shots of Max being sad in the snow, and cobwebs on a baby mobile, before one last return to Max floating in the water as the voice over ends... then cut to black.


...you know, just for some reason. It could have said three years and it wouldn’t have made any difference how long it took to get back to the opening scene.

Sirens and a police station with ONE WEEK EARLIER put across it. Two detectives walk down some halls, one explaining to the other what happens with dead end cases. They approach the Cold Case office, and he introduces the other guy to Detective Max Payne, who’s in charge of the office.

He certainly looks like a cold case desk cop... although I doubt he’d have the gun holster.


The conversation between them implies you don’t end up down here without having done something to get yourself in trouble. The guy being placed there tries to connect with Payne with no luck, and runs down the other guy who was showing him around and asks about Max. He’s told Payne’s wife and child were killed and they never caught the killer, and just to leave him alone.

Here is that close up on a file you see for like a half a second, even though the victims name on it is is relevant later...

Back with Payne, he looks at and throws down a file before putting away into a draw. We didn’t see the file long enough to care what the name was, but clearly it’ll be important later. We then cut again and he’s now sitting at a table with a number of handguns and ammo sitting in front of him. A flash cut of his wife. He loads and pulls back up on the slide. Cut again, him seemingly alone in a subway. The audience probably is possibly already losing focus at this point.


Three guys are there on a bench, they look like they’re on some sort of drug and we see the station is Roscoe Street. Payne walks past, which makes his watch clearly on display which attracts the junkies who get up and follow him. One drops a vial which still has some blue liquid in it. It says “SERUM #1764526 VALKYR” and has a logo of Aesir on it. For those who know the games, between Roscoe St and this they’re already getting some solid connections.

I still can’t get over the fact the vials have the company name on the label... like that wouldn’t come back to them somehow.

Payne walks into the bathroom, takes his watch off and washes his hands. The guys followed him in and demand the watch from him saying they lost it. Max ends up telling them they pawned it a few hours ago, and to ask Doug as he was there. They freak out a bit from this and then demand to know if he’s been following them, to which Max tell them no, he’s only following Doug. They pull a gun on Max and come in to get the watch back.


Give me your watch.... for making me sit through The Happening, Mark.

Doug goes for the watch, but knocks it off the sink which gives the chance for Max to quickly disarm the guy with the gun, while Doug hides in the toilets and the other guy runs away. Max throws the guys gun in the sink with running hot water, before pulling out his own gun and shooting each of the toilet doors open until Doug has no where else to go. He pulls out a photo of his wife and demands to know answers on the robbery in New Jersey done with William Preston six months earlier. Preston is dead Doug answers, which of course is why Max is asking him. Doug starts babbling... “Bill died because their wings couldn’t lift him up...” and other such things, so Max picks him up and drags him out.

The other guy who ran off ended up down the tracks, but we seem to see some winged creature is after him in the shadows. The guy starts to freak out on the tracks, before a train runs him down... smash cutting in red to a shot of New York in at night in the snow.


Max is now pounding at a door, and a guy who looks like he walked out of 1977 answers. The guy, Trevor, clearly gave Max his lead on Preston which had turned out to be a dead end. Inside a party is going on, so Max invites himself in. The guy is trying to talk up his “moving up” in the world away from criminals, but of course we cut to what looks like some shady characters at a bar.

They look like a lovely bunch of people worth hanging around...

One of them, a woman, sees Max and decides to walk over and start talking to them. She’s introduced as Natasha (Olga Kurylenko) by Trevor, before he storms off leaving the two alone. He notices a tattoo on the inside of her arm of a wing which he tells her is interesting, before he notices Trevor is off talking to another group of heavies with a dark haired woman with them who threaten Trevor with a gun. Natasha recognizes them and reacts poorly, while the un-named dark haired woman (Mila Kunis) walks directly over towards them, speaking in Russian, demands why Natasha is here. Max tries to stop the issue, however the woman tells him to mind his own business.


The argument ends when Max reveals he’s a cop, which the mystery woman doesn’t seem happy with but stops trying to fight and drag Natasha out of the party, instead leaving her with Max before storming off. Natasha reveals that’s her sister, but leaves her un-named. Trevor interrupts and tells Max he has to leave now, but Max needs to ask Natasha something before realizing she’s already vanished and goes off looking for her.

Max looks around the place, and comes across a partly open door where some sort of mixture of drugs and sexual shenanigans are taking place, but we also see more shadows of wings. I think the film makers are already putting far too much stock into this symbolism already. An arm grabs a blue vial like the one we saw earlier, which also has a tattoo on it and we realize it’s Natasha’s arm (the drug is there too in powder form!). She downs the vial, throws it away, and walks off into another area.

No one uses the powder stuff at all in the film... I can only wonder what happens with it...


Max however has had someone walk up behind him, who has a wing tattoo on his hand and others on his face but just stands there staring at Max doing nothing. He was standing at the bar earlier. Natasha walks up to them, and takes Max away while revealing the guy standing there is called Lupino (Amaury Nolasco). We cut to another random woman downing some of the blue vial and then seeing she’s seeing the same winged shapes across the room which she freaks out about.

We cut once again to a snowy outdoors, and then again to inside an apartment with Max and Natasha, who thrusts herself on Max who pushes her away. She instead walks off down the hall, taking off her dress, and lays out on Max’s bed (seemingly covering her top half just to keep that rating down) before mocking Max’s living, his dead wife, and pissing Max off by telling him just to pretend she is her. Max demands she get out of the apartment, which she laughs at but gets dressed and eventually does.

The one size fits all PG-13 Hollywood modesty sheet makes an appearance... when you know she could have just not taken off the top or be wearing a bra or something? It’s not like there is even any nudity in the unrated cut anyway.


Lupino appears on a roof, giant blade in hands, seemingly tracking Natasha who calls a guy called Owen, ironically to get in touch with Lupino for “more stuff.” She walks down an alleyway, and after power flickers and a electrical box explodes, she sees the same winged shadows we’ve been seeing. Eventually the shadows become actual winged shapes, which she runs from - them flying while also dropping flaming sparks, who come fly in towards her, as she continues to scream “not yet, not yet!” until the frame goes to black.

Unique but not at all scary on the screen.

Coffee. Max is boiling a pot of it back in his apartment, although he seems to ignore it getting his jacket on and looking through paper work. We then cut to him arriving back at the police station. Did we really need the shot before? Is it to explain the time difference between Natasha leaving and the next day? This movie just cuts whenever and oddly. Anyway, as Max approaches the station he realizes there is detective he knows sitting in a car across the street who signals him to come over and get in the car. In the car, he asks what’s going on only to be told “I need you to come look at something” before the guy flicks the lights and sirens on.


They pull up into an alleyway where there is a cordoned off crime scene. There are bits of a body everywhere. Max asks what happened to them, but the cop corrects him. Her. Just one. Other detectives notice the two together and make a comment about them back together, so clearly this guy was Max’s old police partner. They’re looking for a blade supposedly but believe there is too much blood for it just to be a bladed weapon. Max again asks why he’s here, to which the guy pulls out an evidence bag with Max’s wallet and driver ID in it. “Did you know her Max?” He looks around and finds an arm under a cover, the same winged tattoo. Natasha. The two head back to the car, while we see Lupino is still there - watching from above.

This is not a licence to kill Max, it’s just allows you to drive a car... okay?

It’s now raining, the two pull up in the car outside a Bar, to which Max questions why they’re there. The other guy lays out the issues and tells him he has his chance to tell his side of the story to someone who cares to listen. Max protests that he didn’t kill her, so he doesn’t need a side. The two end up arguing over Max’s history on the force and the fact this other, still unnamed man, was in charge of looking into the killer of Max’s wife. Max storms off.


We will pay you in suitcases full of cash, and all you need to do is turn up for a two weeks work for this film okay?

We’re now in a room with Japanese businessmen and Natasha’s “un-named dark-haired played by Mila Kunis” sister. One of her goons, walks up and says something to her in Russian which isn’t translated for us, but clearly isn’t good news and we hear Natasha’s name.

I do love the production design on this film though... the black and white photos are a nice touch...


We cut to a police file and photos of Natasha which show her name to be Natasha Sax. Its Max’s old partner looking at the images, who looks at the one of her arm with the tattoo. Something twigs with him, and he pulls out Michelle Payne’s file from his desk and starts looking through the images before coming across one of a dead person with a matching tattoo to Natasha’s one. He calls Max’s phone, and leaves a message. “Max it’s me Alex.” Well at least we got his name, finally (it’s Alex Balder in full, which you eventually see on his office door later in the film - he’s played by Donal Logue).

Back with Natasha’s sister, a seemingly crooked cop walks in and tells “Ms. Sax” she is sorry for her loss. They pulled Natasha’s cell phone records, the last couple of calls were made to Owen Green, while a piece of paper is handed over with something else on it. The cop is paid, and “Ms. Sax” opens the paper to find it’s a copy of Max’s drivers licence, who clearly she recognizes from the night before.

This is a literal half a second shot, but that is some terrible image editing if ever I saw it... and this is only in the uncut version, in the original cut the body is still attached, but it makes no sense because that’s the body on the bottom right.... completly away from the head...


Max checks his messages in the office, and hears what Alex has left him. He tells him he’s has a link to Michelle’s murder heading to Max’s apartment. Max heads straight there himself, finding his door is ajar when he arrives. He pulls out his gun and searches the apartment. He eventually comes across Alex’s body and his disembodied head (which in the uncut version wasn’t such, and probably made less sense seeing as it’s not where the body is). This seemingly freaks Max out even though he’s been looking at it for a while... anyway Max falls over in a raft of messy jump cutting before some thing grabs and beats the crap out of him, again in more jump cuts. He fires his gun at something we don’t see and the movie cuts outside....

They cut to this shot for almost no reason... so I thought I’d just put it in here for no reason to just to show how odd it is...

...before cutting again to Max waking up in hospital bed, being overlooked by former cop B.B. Henley (played by the identically named B.B. - Beau Bridges). Max was saved by some cops from something, Alex obviously not. Max talks about shooting something, but B.B. tells him he just came into see him not work out whats happened. Payne however is pegged as the main suspect by the force. Alex’s funeral is today, so Max intends to get out of bed and appear.


The one hot dog stand open in the snow for 16 blocks... that’s why there is a line today...

Cutting again to the streets, people lined up at a hot dog cart in the snow (seriously?) where we close in on one of the guys reading an article in the newspaper about the murders going on.

Cross cutting again to B.B. and Max leaving B.B.’s car, they arrive at the Aesir Pharmaceuticals building which B.B. is involved in, and they head inside. It’s about here I need to put the brakes on this thing, because I’m already seeing where it’s going (even without knowing what I do about the game).


So we have a bunch of wing tattoo’d drug dealers/junkies using vials of blue liquid called “Valkyr” BUT the labels on the content also clearly has Aesir’s (winged) logo on it. Given the peoples tendency to throw these bottles around and away a lot in this film, I don’t think it would have taken many police to see the labels on these bottles and see where they’re from at other crime scenes and then connect this company into it... you know when the company name is on the label. At the very least they’d probably ask the company if they weren’t putting it out there themselves, was a giant batch of their product stolen or something? Or why it seems that they’re making some sort of street drug or product that is becoming a street drug. Geez. This is some terrible writing.

Anyway, inside the building Max is signed in and a woman, Nicole Horne, and the guy we saw lining up for hot dogs are walking in. Horne clearly knows Max, and we find out Max’s wife Michelle used to work for them. In B.B.’s office, he tries to find a shirt for Max while Max looks at an internal magazine which shows Horne is the CEO of the company. In the magazine there is an article B.B. tells Max to look at about a scholarship which the company set up in Michelle’s name.

Because we always give to memorial scholarship funds just because it’s the holidays.


B.B. is head of security for the company, which becomes clear when one of his guys Joe, who also seems like a former cop, comes in to have a chat. B.B. gets a call from Nicole, while the film mixes to the wake for Alex which they’re both at. Max walks through the crowd of disbelieving cops inside to talk to Alex’s wife Christa, who slaps Max across the face before lecturing Max about Alex’s efforts in Max’s case and telling him to leave. In short, Christa is played by Nelly Furtado and Nelly Furtado is a terrible terrible actress. You know this because she acts worse than Wahlberg does in this movie. Stick to singing please.

It’s “Ludacris” they gave this guy a badge... see because he’s Ludacris? Get it? Get it? Awww...

Anyway, Max and B.B. leave only to have a guy called Jim Bravura (Chris ‘Ludacris’ Bridges) turn up, who works for Internal Affairs. He asks Max to come with him, now. Cut to Bravura at his desk, in what almost seems like a jump cut because he’s framed in both shots. In any case he throws a file on the desk at Max, which is Natasha’s file we saw Alex looking at earlier and asks him how she ended up with his wallet, the connection with Trevor, and so fort. Bravura’s displeased with Max’s answers unsurprisingly, after arguing with him Max walks out knowing he has nothing on him except a bunch of unanswered questions.


B.B. ends up taking his card, while Max walks off. B.B. tries to warn him he’s making himself look more guilty, while Max eventually decides to go visit the Homicide desk in the building just to possibly piss more people off in his quest. Max walks through the office grabbing everyone’s attention as he heads straight to Alex’s office, and locks himself inside.

Wipe that smirk off your face buddy, all those people behind you are demanding refunds for most of your films...

Max goes through the stuff in Alex’s office, while the cops try to bust into the room to get him. He kicks open Alex’s draw and finds a bunch of files in there including the copy of Natasha’s Alex had (which is weird because Bravura had the same copy...).


Same exact writing, same places, same paperclips, same creases in the folder and photo... good going props team.

Max grabs the phone call list from Natasha’s file, now coming across the same info her sister has - which he pockets. He also comes across the highly convenient notes Alex sprawled all over the photo we saw earlier connecting the image of the guy from Michelle’s death to Natasha. Which of course is what Alex wanted to tell him. This just feels like lazy film making. Especially when if it was not this important to spawl on a photo, Alex could have just told Max in his phone message to him rather than going to his apartment. Or you know going to the station Max works Cold case at which he was clearly at. It’s these lapses in general logic that really bug me. The cops bust down the door, only to find Max fled out the window.

Later that night B.B. walks into the bar we saw earlier and asks where Max is, only for us to then cut to the alley behind where Max is waiting for him. Max and B.B. have a three line conversation about Alex trying to tell Max about Michelle’s death, before just walking in anger away from B.B. What the hell was the point of this scene? Max is now walking in the snowy city. Some Russian’s are walking in coats on the other side, then Max avoids them and walks down an alley and pulls out his gun pointing back where he came from in case he was followed.


Be very very quiet... I’m hunting winged demons...

Instead a machine gun is pointed at his head from behind and a voice tells him to drop his weapon and is eventually revealed to be “Ms Sax” who proceeds to demand answers about her sister while smacking Max around the head with an extendable baton. Max tells her he’s looking for Owen Green and that all the evidence so far has been planted or setup to make him look like he killed both Natasha and Alex by someone.

Mila demanded at gun point to know why she was dropped from Ted 2....


We cut to another building where Max and “Ms. Sax” pull up and she says Green is inside, on the top floor. She threatens if Max tries anything she’ll kill him. Inside they walk up some stairs, except they’re being watched - it’s Lupino again, while screaming goes on in the background. Ms. Sax explains the guy is some junkie her sister knows, before we cut to some odd shot of the guy freaking out as something off screen scares him.

I’m not sure if it’s the drugs that this guy is really freaking out about... you should see his nails...

Eventually the two come across the room Owen Green is inside, who is freaking out at something they can’t see. They try to get his attention but he can’t see them at all, instead focused on what seems to be flying around the room. Eventually Max seems to get through to him, trying to get answers, but Green keeps saying they’re coming, and that they took Natasha. He backs up where there is a hole in the side of the building, and says to Max that “they took her up in their wings.”


Max notices he has a wing tattoo on his arm, and realizes he’s about to fall backwards out of the building. He runs at him to try and grab him in time, while we see there is winged beast pulling at him away from the building (all in a super slow motion shot which looks cool). Owen falls off the building landing on a car below. The two are shocked, while the movie mixes to Lupino standing there - again.

Let him take you away from this film.... it’s okay, you’ll be resting soon...

We cut to the two heading to a tattoo place where Natasha got her work done. Inside they ask the guy behind the desk about the tattoo from an album of work he has done, which he explains is a Norse Valkyrie and that “vikings used to wear them for protection” and that the Valkyrie pulls people to heaven for righteous death in violence. Max questions who you’d need protection from.


Cut to Lupino, about to torture someone tied into a chair. He takes his shirt off to reveal aside from the wing tattoos we’ve seen already, he has a giant pair of them on his back as well. Lupino squirts a vials of Valkyr into the guys mouth, before refusing a second by throwing it away. The guy breaks free of the chair and crawls over to the vial, while seeing the same flying shadows everyone else has been seeing. Lupino stands on his hand just as it reaches the vial, and pushes down until the vial breaks.... but the guy still slurps it up off the ground while Lupino then proceeds to hack him up into pieces with his blade, as we cut to a wide of the place they’re in.

We cut again to another wide shot, of a snowy docks where Max and Ms. Sax pull up in the car. She gets out and bangs on a door, while Max drives off. Someone answers the door, and she says she needs to speak with Lincoln. She’s led inside, where we meet Lincoln, who is another drug running boss. The two talk about her sister, the tattoos, and the person who’s doing this. Eventually Lincoln tells her about Lupino, who is the person she should be looking for (just to remind us we cut a series of flash cuts to the scene we just saw with Lupino torturing the guy) who is located at a place called Rag Na Rock, and old club located on the east side.

She also asks about Max, which Lincoln warns her he’s trouble - been kicking down doors for three years looking for answers. He finally reveals her name, Mona Sax (which I knew from the games, but this film took around 45 minutes of run time to reveal), and tells her to stay away from him - “you don’t want to be near him when Judgement day comes” in some heavy-handed double speak that doesn’t hold any weight or justification behind it... you know, being that we’ve not seen anything from Max yet that would make you believe he has this sort of rep in the underworld. He’s mostly a cold case desk cop who hunts at nights for clues on his dead wife’s killer. Likewise if he did have this rep you’d think Mona would have heard about Max before now as well.


We cross-fade to Max driving around, voice overs of various people we’ve seen talking about the winged creatures, the tattoos, etc. as Max pulls up to a self-storage yard. Max walks into the yard and opens up on the containers located within. Inside are boxes all labeled with items from his house and a desk in the back which he walks towards. He grabs one from Michelle’s office, which is mostly empty except for some folders from Aesir which draws Max’s attention to the fact the company logo has a wing in it.

Max searches the boxes fruitlessly trying to find a better script for this film...

Max meets B.B. at a diner and starts talking to him about the missing files, clearly realizing the people who broke into the house were after something Michelle had. He remembers the guy Michelle worked with, John Colvin, which B.B. corrects - Jason Colvin, still working for the company. Max takes off again, leaving B.B. in the booth. We hear a voice over of B.B. calling Bravura, telling him he needs to talk to him about Max.


We cut to his office and B.B. goes onto explain to him about Michelle’s death and what happened to Max, cut with Max buying a train ticket and visiting their old house in Jersey. This is inter-cut into again with a flashback of Max arriving home alongside with him exploring the empty house currently. Still with us? Good. Flashback Max realizes people have broken into the house, goes upstairs, shoots a couple of guys - including the one with the tattoo we kept seeing photos of, who talks about them burning with angels - before busting into the room, just as someone flees out the window, and finding both Michelle and their child are dead. The scene transitions back to current Max, and then back to B.B. and Jim in the office where B.B. tells him he needs to track down Max before he does something else. It also reveals Max’s dad was B.B.’s old partner in the police, which is the connection to him and the family outside of Aesir.

I think someone found the worst blood textures and digital paint brushes ever and then tried to make a murder scene....

Out in the rain the guy we’ve seen a few times is standing out waiting, and a car pulls up. The window rolls down and it’s Nicole Horne, who reveals this guy we’ve been seeing is Jason Colvin (Chris O’ Donnell). He hands her a file, which she opens to reveal a file on Sgt. Jack Lupino, showing that Aesir had been using him for some sort of testing. Horne asks if it’s a threat, but instead Colvin explains that it’s just so she’s aware of the issue. She orders him to take care of it and then drives off. Colvin arrives back at the Aesir offices, only to find Max is waiting for him.


Max questions him over Michelle’s last project at the company, which Jason avoids knowing anything about. Max instead locks his door and ends up beating him up to get his answers after Colvin starts a call. This brings his assistant to the door and attracts the attention of the office. Meanwhile Jim Bravura has arrived at the company looking to ask questions as well. The assistant ends up calling security and talking to B.B.

Jason ends up revealing to Max there was a project for the military which was to make a drug to make soldiers in combat more aggressive, but it was a disaster and the project was dropped. It only worked on one percent, the rest had horrible hallucinations of demons, devils, etc. which drove them insane. And to make matters worse, it was extremely addictive, making addicts and crazy people who’d do anything for another hit.

Back downstairs a SWAT style security crew come running through, getting Bravura’s attention who decided to follow them.


Back upstairs Jason reveals that this wasn’t why Michelle was killed, but because of the drug itself. He eventually tells Max all the evidence is in the file he has with him, but he needs to take Jason with him and keep him safe from the man who killed his wife and he’ll confess to everything he knows. Max walks him out at gunpoint out of his office and out into the main floor, just as the SWAT team arrives.... and one of them immediately shoots Jason in the heart. Hmm... I think there was witnesses to that. The same gunman lines up his shot at Max who fires back and escapes behind some office filing cabinets while the SWAT style guys shoot the crap out of the place.

About as dead as Chris O’Donnell’s acting career after Batman and Robin... zing!

Bravura is making his way up the stairs and hears all the shooting, quickly reporting whats going on to bring in actual police to the shooting thats going on. Which is funny because the guys he saw had Police Crests on them. Back upstairs Max shoots out the sprinkler system, causing them all to burst and giving him some cover to run back and get the file from Jason’s body and running towards the other end of the office. He blind fires his pistol behind him to give himself cover but still ends up getting shot in the arm while escaping. He shoots open a lock and dives into another area, before blocking off the doorway with a stack of equipment.


Covering your face while running and shooting a gun on a wet floor = bad idea.

Bravura arrives where Max is and the two end up standing off, only to be interrupted by explosives used by the guys on the other side of the door to blast in. Max runs off, and both the guys and Bravura are left behind.

We cut to Mona arriving at her “office” - an old warehouse somewhere, finding someone has broken in. She sneaks in to find Max is watching promotional video of Valkyr from a DVD in the file he got from Jason. The disc also includes interviews and footage with Jack Lupino.


They went all in on the production values on this thing....

Mona tells him that Lupino is at Rag Na Rock, which Max gets ready to go to, but she says she won’t help him because it’ll be a death trap. But of course Max is fine with this.

Cut to exterior of Rag Na Rock, or rather RAGLAN AND BROCK with letters missing. Ugh. We pan down to a steaming shirtless Lupino standing on the snowy roof overlooking the city beyond, before downing some more Valkyr.


He’s representing the concept of the film.... a steaming pile of something, thats for sure...

Max arrives on a bridge nearby and moves on foot towards the complex, shotgun in hand, before taking out a guard and moving inside and shooting some other guys. He sneaks around the warehouse finding pallets of containers and vials of Valkyr everywhere, while armed men who’ve been altered to his presence smash open a doorway and shoot up the place. They walk in to try find Max’s body only to be ambushed by him and shot at point blank range.

Brutal slaughter with the shotgun... unrated only cut I’m guessing?


This attracts another guy who runs into the room using a balcony above Max, who realizes the guy is behind him. He quickly leaps backwards as the guy above shoots, firing the shotgun at him, all done in an very impressive use of high speed photography. One of the rare highlights of the movie so far.

This doesn’t look as good in images as it does in vision...
...nor does this, but it really does work and look kinda cool, if a little too long.


Max continues onward into the complex, eventually coming across the room we saw the guy being tortured and killed in by Lupino earlier on. Unsurprisingly its here Lupino also attacks him, attacking from above where Max doesn’t check as he looks around the room, knocking Max backward and onto the ground. Max blocks his blade attacks by moving out of the way or with his shotgun, before Lupino pins him on the ground and starts babbling away at Max about which one of them the winged demons are coming for. Lupino gets up and readies a strike on Max, only to get shot dead center from someone in the shadows behind him, falling over dying beside Max.

It’s okay Amaury you’ll go onto better things... like Prison Break... well the first season anyway....

The shooter comes out and reveals themselves as B.B., who drags Max out much to Max’s confusion. Lupino didn’t know who Max was, and just as Max asks why B.B. was here, the guy who works for him - Joe - steps out from behind and wacks Max over the head. They handcuff him and we cross fade to Max, now completely conscious, being walked out while B.B. explains the whole thing to Max. You know in that convenient spiel bad guys do when they have the upper hand, only for the guy to eventually get away from them.... you know where this is going.


Michelle had been looking through the files for the dead Valkyr project and had brought it up with B.B., which B.B. took into his own hands - literally, being the person who killed Michelle and fled when Max had arrived. Basically drunk on his own power, B.B. had then put Lupino and the drug on the street for reasons... well I’m not entirely sure. Nor why he killed the baby either. This is all left mostly unexplained because Joe interrupts them.

The two plan setup Max’s demise, to make it look like he’d thrown himself into the frozen river, to tie him up, weigh him down, and planting some vials of Valkyr on him just to sell the image. But after taking the cuffs off, Max uses his chances to knock the two over and make his escape - running to the end of the platform and jumping into the icy river while being shot at - bringing us back to where we found him at the start of the film. B.B. and Joe run out of bullets and then just leave him, figuring he’ll freeze in the water.

Drowning in the cold water, Max has flashes of Michelle and the baby back in the old house, however this time seemingly alive. Michelle tells him though it’s not time for them to be together again, and instead he returns to himself in the freezing cold water and swims to the surface, and struggles his way back onto the docks.


Spot the Max....

Freezing to death, Max does the only thing he can think of to stay alive - flashes of B.B. in his mind, he reaches into his pocket, takes out the Valkyr and downs both vials B.B. had planted on him. The drug takes hold, and Max gets up screaming while various winged creatures fly around the skies.

And he sums up how I feel while watching this film...


From a window Mona watches something we can’t see, or just looks out making a decision or something... it’s not really clear exactly what she’s actually doing. We then cut to Bravura who ends up in an argument with a police captain about the shooting of Colvin and the disappearance of Max (Bravura is seemingly on Max’s side of the story because he can tell something dodgy is going on when those cops arrived at the building yet nothing was reported before he called it in. Max is being blamed for Colvin’s death and the guys say he shot first which caused it). The FBI turn up (a cameo role for James McCaffrey - the voice of Max from the games), which one of the other police officers end up tipping B.B. off about.

That’s a nice cameo Mr. McCaffrey... too bad you didn’t tell them some better things they could have done with this film while you were at it...

B.B. and Joe head for the parking level of the Aesir building, while a chopper heads in with Police to arrest those involved at Aesir. In the car park Max has taken out the driver for B.B. and Joe and comes in guns blazing taking out their security detail while B.B. and Joe run back for the lift and head back into the building. B.B. calls Horne and asks for a chopper, explaining the Michelle Payne thing has come back on them - which implicates Horne’s direct connection with it as well.


Again this image doesn’t do the style justice... the sweaty look of his face sells the on drugs angle well enough though....

Meanwhile, all hopped up on Valkyr Max is stalking the halls (in what is decent use of a body-locked camera with Wahlberg) shooting any security staff/police who come his way. B.B. and Joe go for a weapons lock up, that also includes C4, which even Joe thinks is a bit extreme. Max takes out some more guys with a shotgun, even when one of them shoots a hole in his leg. The inbound chopper hovers at Max’s floor, which makes him see one of the demons clearly...

Don’t worry, it’s just a guy in a suit...


...but then he surpasses that vision with one of Michelle... and then back to the demons who tear the roof off the room as he screams...

Something is going on in here... I’m just unsure as to what, because there is a lot of it... whatever it is.

...while another officer sneaks up behind him. Just before Max can be killed, the officer is shot... by Mona who has also arrived in the building to help Max. Mona gives Max his gun and a pep talk to finish the job.


Cops head for the building, while B.B. is now on the roof - by himself - awaiting the helicopter. He calls Horne, but she ignores his calls and clearly hasn’t arranged a collection for him.

Mona shoots her way back into a lower level where Joe is setting up the explosives. She takes out his guard and shoots down Joe before jumping into an elevator to avoid more fire from other guys. Meanwhile Max blasts into B.B.’s office gun firing to find he’s not there. Distracted he looks out the window at the hell fire and demons flying around.

Bravura, the FBI, and other police arrive outside, while Joe - shot to pieces but still not entirely dead, drags himself over to the detonator for the C4 and detonates it. The explosion takes out a number of floors in the middle of the building, throws a large chunk of the building down on the cops below, and snaps Max out of the hallucination he’s having at the window. On the roof B.B. is still making phone calls and awaiting collection, when Max comes out onto the helicopter pad. B.B. shoots hitting Max twice, but then running out of ammo.


More slow motion sells the bullet leaving the gun and hitting B.B.

Max gets up and shuffles his way towards B.B. who makes a comment about the weather and asks if Max wants his confession first. Max just lifts his weapon, and - in another slow motion shot - fires a single shot through B.B., dropping him immediately. Max stumbles his way over to the edge of the helicopter pad, and drops to his knees - just in time to see the sunrise above the city. A final voice over while we see Max reuniting with his family. “I don’t know about heaven. But I do believe in angels.” But again Michelle says not yet.... instead Max is still alive on the roof, the police move in and surround him.

He’s not going anywhere boys... take him away...


The film fades to black. Credits. Over CG gun porn.

There is more guns in this credits sequence than the whole movie...

In a post credit scene, Max limps into the bar from earlier in the film. The bartender tells him it’s good to have him back, opens two beers for him and motions over to the corner where Max looks and grins. He grabs the beers and walks over where Mona is sitting. He says hello, and she pulls out a newspaper and puts in front of him. A story about Aesir’s stocks going upwards, and a picture of Horne. The two of them look at each other, Max swigs his beer, and the movie cuts to black setting up another sequel never to happen.


Thats the idea Mark.... time to get drunk and forget we even watched this film.

I have to admit this weeks writing really took me a long time, Max Payne was a struggle to write my way through just simply because of how many times I had to scratch my head at who let this get through production in this state. At the bottom of it is a story, one still often bound well to it’s origins, but that messy changes - mostly needless ones to boot, along with just an inconsistent level of almost everything turns into a mess.


Just because Roscoe Street station is in it... doesn’t mean you’re actually making a movie on the game...

Where do I begin with this? Excluding the plot mess, some of which I covered above - like the fact this drug on the streets has the company’s name all over it - there is just weirdness for weirdness sake. The edit leaps around, characters aren’t properly introduced and things are left often unexplained. Mona, aside from her name being mentioned 45 minutes into the film, and about 40 after she first appears - is a contract killer, yet aside from a quip about Max seemingly knowing what she does, no one ever actually mentions this. So instead she’s just some vague character who runs around with a gun a lot.

So much of the plot actually does come from the game. The Aesir company, the drug origins, the drug on the street. Character names come from the game as well. Lupino in the games was a mobster, not a military test subject turned drug dealing killer. The changes that were made seem almost pointless when there is so much in the film not fleshed out. Bravura seems to be what saves Max from facing jail after his actions, but I don’t think anything should have been able to save Max after shooting down all the security at the end of the film. In the game there is some other organization backstory which adds towards this. B.B. also has been changed, in the game he was still involved, but was working with Max at the D.E.A.


I know... no one can believe your an actor either Mark... but hey sometimes you’ve proven us wrong and do a good job... this just isn’t one of those times...

The list goes on and on and on. And most of the changes make no sense at all. None of these changes make this telling any better, and only add more mess to what was a complex story that could have been told on screen without much sacrifices. It’s almost as if someone is drunkenly telling the story of the game and just making up parts they can’t remember.

Casting is a mess. Mark Wahlberg was in his lazy acting time (see also The Happening, also released in 2008) which is where he seemed to settle for a bunch of projects where his acting was as good or bad each day as he felt like. Sometimes it’s fine, other times it’s like just staring a canvas that someone painted a blank face on. Mila Kunis is terribly miscast, coming off as the least convincing contract killer probably ever put to film - and probably sold more on her ancestry and language abilities. She attempts a decent job at the role, which I can’t complain about... but just never really fits in. Aside from this while Ludacris never sells me as a IA type he does okay with his role and everyone else works fine for their roles. Beau Bridges was a standout I have to admit as well.


Yeah yeah... it’s hard to look miscast when you’re firing a machine gun I know... but just trust me... she doesn’t fit the role...

While the games had a suspended theme based around Norse mythology the content was never directly inferred. However here the theme of Valkyries becomes so heavily dependent on being shown to the point of absurdity - such as the demon creatures pulling the guy to his death. It’s a hard thing to take because the games seems to make the idea work at a clever level because there was more than just that to it all (drug dealing mobsters and crazy organizations included) but the film just jams the concept down your throat.

Fox was all in on that gritty reboot of The X-Files....


And that really comes down and back to our PG 13 rating. So much of the content for this “unrated” edition was just additional blood, most of it’s fake and badly CGI’ed, and nothing so much on theme content. When you take a game that depicts a lot of shooting, has killers and mobsters, and junkies and drugs... how did anyone think the best way to show this on film is going to be a PG-13? It was always needing to be an R at minimum and if they’d done this then the script could have been heavier on a lot of elements, especially more shooting and gun play - which one would think needs to be a heavy part of the movie inspired by the game play. But is sorely lacking in this film.

As I mentioned in picture of the gun at the start of the article, there seems to be also stuff in the films trailer which is different than the final result, including a shot of a gun fired in snow, other shots of winged creatures not in the film, different effects, and so forth. It’s another one of those interesting cases of going back and seeing a trailer after a film came out and what is different. Maybe some of these are in the non-unrated cut and I just can’t remember it as well.


Sorry Bridges.... just stick to the Fast & Furious films, you look like you’re having more fun there anyway...

Unsurprisingly the film was torn to shreds by the critics and the general public for being a mess. And I honestly can’t blame them. The final scene set up a sequel to take down Horne (who was the final person killed by Max in the original game) but this has yet to have happened - and now eight years on almost since release - unlikely to. Fox never commented as far as I can tell, just quietly dropping the possibility after the movie didn’t return good money or reviews.

After the release of the film Max Payne got a third game which released in 2011. It moved the location - mostly - from dark and gritty New York to bright and gritty Brazil, and the game was benefited from a surprise tonal shift - with an older, balder, and slightly pudgier Max ending up in the deep end again. Thankfully the reinvention didn’t see the the idea of bringing back Wahlberg to do the same, and at this stage there doesn’t seem to be any reason to believe that will happen either. As for what will happen with the brand in either direction is yet to be known, but it’s unlikely we’ll see another film on Payne anytime soon at least.



Adaption? Umm... well...

You know on some levels this is the closest to an adaption any of these films have gotten so far, but the way it’s been altered butchers almost any reason to have bothered in the first place. You could have just about made anything with a character called Max Payne at this point and trotted it out and we’d end up saying it was almost as good or close as the changes that were made to the plot in a lot of ways.


Again just because there are 20 of these symbols in the one hallway also doesn’t = adaption.... and yet the production design was so good almost everywhere else...

Given that the start and end of the story within this film (Max’s wife and baby being killed, Max ending up on helipad/rooftop after defeating someone at Aesir) matches the game, why there is little need to deviate much from the plot in the game otherwise seems pointless. No one is going to turn around and say this failed because it was too faithful... because as I said earlier you could have matched the plot beats of the game well enough and it’d have been fine in this case. The changes made don’t make it a better story.

Positives? Production design, visual effects including camera.

Whoever found this location and (maybe) dressed it, probably wasn’t paid enough... the look in this film between design and shoot is great, such a shame the rest of it didn’t match it’s high bar...


Whoever did the location scouting plus the production design on this film nailed a look that works. While the fake snow doesn’t always hold up, the locations from warehouses, police stations, dirty apartments, dodgy looking alleyways, and everything in look great. The set dressing and graffiti is amazing (except for perhaps the overuse of the Valkyr tag from the games on things is a little too much) and really sells the world of Max Payne and it’s New York style (even though almost all of it is shot in Toronto, Canada).

But the the killer thing, no pun intended, the film had but didn’t make enough use of was the high-speed filming they did at a few points throughout. Using a top of the line Phantom high frame rate camera, they achieved a parallel to the bullet-time-shoot-dodge mechanic that is in the games and I honestly only wished they’d found maybe just a couple more uses for the style in the movie because the few in here are just good stuff and was ahead of the use of it in a lot more movies in years to come.

You wouldn’t like him when he’s angry...


Additionally in general I do like the lighting and general look of the film itself. Shadows are played with often, colors are also mixed between darks and vivids, and the whole thing - mixed with that production design element - has a consistently decent look most of the time. I could watch a cut of this made of all the non-acting non-cgi parts and I’d have felt I’d spent a better time watching the whole thing.

Lessons learned? Obvious enough...

If you have a core concept here already that looks like it can be a solid film, why mess with it when you end up only changing stuff around it in a pointless fashion? So much of the film is dragged down by unexplained or pointless stuff, when the original story was complex but understandable enough already.


This is the same reaction I got when I told my girlfriend I was about to watch Max Payne...

In the end we’re left with a visually striking film weighed down by poor choices; some in writing, some in casting, some in direction, some in editing. No wonder I chose to forget it the first time around and just replace it with memories of my car being broken into, because that seems less violating than this film does. In short.... a confusing mess of a film, it is Payne in the title but a pain in the watching.

Next time - We return to that quiet lakeside town. You promised me you’d take me there again some day...


#15 - Hitman: Agent 47 (2015)
#16 - Doom (2005)
#17 - Silent Hill Revelation (2012)
#18 - Mortal Kombat Annihilation (1997)
#19 - Super Mario Bros. (1993)
#20 - House of the Dead (2003)

About ‘Game Over: Failure of the Video Game Feature Film’

A series looking at the top 20 profitable video game feature films to figure out what is lacking and what should be done to make a successful adaption of game to film. There are a set of rules to stick by, so for an introduction on the whole series I’m doing please check out the original post located right here.


About Rob

Movie fanatic, writer and publisher of numerous gaming and movie websites of the past, and former video game guide writer. Started making content in 1997 and ran or assisted with several successful sites, mostly in the realm of Horror and Survival Horror gaming through the early and mid 2000's. Includes sites such as ResidentEvilFan.com, Streets of Silent Hill, EvilGaming.net, SurvivalHorror.org, ShenmueDojo.com, VGN, Gamers Alliance, GamersLounge.com, and BHXnet/BIOHAZARDextreme among others. Usually under the name Rombie. Still occasionally appears around on old video game and Resident Evil forums and semi-frequently appears on the ProjectUmbrella.net Resident Evil podcast.


All images copyright to respective studio/photography owners. Used under fair use for critical comment on video game feature films only.