Max Payne 3 Walkthrough

Table of Contents

Chapter 5: Alive If Not Exactly Well

  1. Max and Passos will arrive on boat heading to an overgrown boat and shanty town. Max will spot a guard ahead on the second floor of a wooden shanty. Slip by to the left as you gain control, then hop over a small wall.
  2. Follow the path down. It will lead to a warehouse. Shoot the lock off the door to enter. Navigate your way through the warehouse to the other end. Head for the door underneath the sign that says Gate 10.
  3. As you enter, you’ll see one of the head guys, Serrano, arriving on a boat with two enemies loading merchandise on a truck. As the boat leaves, Max equips a suppressor. Take out the two guys on the truck. More will appear from the gate ahead of you. Take them out, then enter where they came from, Head inside into the building with the door slightly ajar.
  4. As Max enters, he’ll see Fabiana on a security cam. Two enemies will then enter the room. Take them out from cover. More will arrive after the first wave. Once they’ve been dealt with, head through the double doors with the red outline.
  5. Max will open open the garage doors and be met with three enemies. Take them out quickly, then take cover by the crate next to the path that winds left. Take out the enemy up above as well as the one on the ground.

  1. Keep following the rain soaked dirt path as you move from cover to cover. Use the crates for cover as the path winds around. Take out all the enemies in the way. The final enemy will come from a black gate ahead. When he’s down, head into the next warehouse decorated by barred windows.
  2. Unfortunately, Max just missed Fabiana as he sees the chair she was tied up in. Before you head out again, watch the TV and examine the camera. After getting those clues, head back outside, then turn left up the staircase. You’ll hear something being sawed.
  3. Max will prop himself up on a boat above numerous unsuspecting enemies. If you wait a bit, they will spot you and the boat falls down. Max will shoot dodge in slow motion, so take as many out as you can. There’s also a gas canister on the bottom of the stairs that lead to the balcony in front of you, which you can utilize.
  4. When all enemies are dead, head up the stairs to the balcony to collect a golden gun part. Now head into the small office downstairs, grab a painkiller, check out the picture, then press the flashing yellow button by the window to open the garage door.
  5. As you head out, two enemies will dash through from the building ahead. Take them out, then clear the building. To move through the building, you’ll need to take the stairs up. It will lead down to the other side, where more enemies will be waiting for you outside.
  6. Use the gas canisters on the forklifts to cause some damage, then use the crates and boxes for cover as you proceed forward around the dock. When all is clear, follow the dock along the water to the gate ahead with the red sign.
  7. As you enter this part of the docks, head into the trailer on the right to grab some painkillers. Look for the shed to grab a golden gun part. Afterwards, head to the control panel inside the small building to activate the walkway. Don’t forget to grab the two painkillers in here as well.
  8. Cross the walkway and follow the path through. You’ll see a lone enemy up ahead. Kill him, then watch out for the boat on the left. Take cover so it doesn’t tag you.
  9. Keep moving forward along the path laid out, and use bullet time to take out as many enemies as you can. You’ll near a boat where a lot of enemies are holed up. Take cover by the boxes near the boat. Shoot the gas canister on the boat. Once they’re gone, head toward the boat and grab the painkillers by the front controls.
  10. Now leave the boat, make a left, and head through the gate. More enemies will appear. The attacking boat will also make another appearance. Take out the two enemies quickly, then take cover as the boat passes by.
  11. Keep following the path as you go from cover to cover. You’ll pass by a boat where more enemies are holed up. Take them out, then focus on the next building with a non-functioning control panel. Kill the two enemies here, then take the painkillers.
  12. Head back out onto the small walkway across the water. You’ll see more enemies up ahead. The enemies will be coming from the left side, which is also the path you need to take. Take cover by the crates to the left of the walkway you just crossed. You can take out an enemy across the way from here too.
  13. As you move along the U-shaped dock, the boat will pass by once again. Take cover, then keep heading along the path. You’ll see the “Petrol” sign up ahead. When all enemies are gone, head through the gate to the petrol station.

  1. You’ll see Fabiana, but it’s too late. Her captors escape on a boat. The enemies will shoot the pumps behind you, causing an explosion, and you’ll land in the water in spectacular fashion. Passos will then pick you up and you’re now in boat chase mode after Fabiana.
  2. Shoot the boats on your tail. Eventually, you’ll look ahead of you as enemies from the boat in front, will start throwing molotovs. Shoot the molotovs out of the air as well as any other enemies you see. Later you’ll need to shoot a grenade out of the air.
  3. Keep shooting the enemies along the the sides of the boat as Passos tries to fix the engine. The boat will start up again. Shoot all the boats from behind and on the side. In one portion, you’ll need to shoot trucks along the road. You’ll eventually get close to Fabiana and you’ll shoot enemies as you move along the underbelly of a dock.
  4. The boat will hit a ramp and you’ll be in bullet time. Kill as many enemies as you can on the boat that hold Fabiana. Unfortunately, it’s not enough and Fabiana slips through your fingers once again.

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3 Comments on Max Payne 3 Walkthrough


On June 25, 2012 at 12:07 pm

you missed the ammo crate in the fenced in room at the start of the level. same room with the pain killers.


On September 3, 2013 at 9:20 pm

I am trying to move the cabinet in chapter 6 by pressing y button.It is not moving.Please help.