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Max Payne is a 2008 American neo-noir action film loosely based on the video game series of the same name developed by Remedy Entertainment (Rockstar Studios for the third game) and published by Rockstar Games. It was written by Beau Thorne and directed by John Moore. The film stars Mark Wahlberg in the title role as Max Payne, Mila Kunis as Mona Sax, Ludacris as Jim Bravura and Beau Bridges as BB Hensley. The film revolves around revenge, centering on a policeman's journey through New York City's criminal underworld, as he investigates the deaths of his wife and child.

Filming took place between March and May 2008. Extensive visual effects were used in many scenes throughout the film. Max Payne was released on October 16, 2008 in Australia,[1] one day prior to the United States release date.[2] Reviews in the U.S. were mostly negative for the lack of character development and originality among numerous differences from the video game on which it is based.Template:Citation needed Despite the negative reviews, the film was able to take the top spot in the box office in its opening weekend and gross more than $85 million worldwide. Max Payne was released for home video on January 20, 2009.Template:Citation needed


Detective Max Payne (Mark Wahlberg) is a three-year veteran in the Cold Case Unit of the New York City Police Department (NYPD). He is consumed with investigating and finding the murderer of his wife Michelle and their infant child Rose. Max's snitch, Trevor, supplies information that leads Max to three drug addicts in an empty train station. They attempt to rob Max in a bathroom; instead, Max interrogates one of them about his family’s murder, with no results. While one of the drug addicts runs away he is attacked by shadowy, winged man-creatures and is hit by a train. At Trevor's apartment, Max meets Natasha Sax (Olga Kurylenko), who gets into an argument with her sister, Mona (Mila Kunis). When Natasha storms off, Max searches for her in the back where partiers are using the drug "Valkyr". Max is silently confronted by Jack Lupino (Amaury Nolasco), but Natasha takes Max back to the party. Max notices Natasha’s tattoos and wants information about them, so he invites her back to his apartment. However, when Natasha tries to seduce Max, she makes insensitive comments about his wife, and Max kicks her out. Natasha leaves through an alley, and is attacked by the winged shadow creatures.

The next morning Natasha is found dead, and Max's wallet is discovered at the crime scene. Max becomes the prime suspect in the case, with his old partner, Alex Balder (Donal Logue), taking part in the investigation. Alex notices the tattoo on Natasha's arm is similar to one found in the case file of Max's wife. Alex tries to contact Max, but getting no response, he quickly leaves for Max's apartment. When Max arrives home, he finds the door ajar and his place a mess. Alex lies dead inside, and as Max investigates, he is knocked unconscious from behind.

Max wakes up in a hospital with his trusted friend BB Hensley (Beau Bridges), his father's former partner in the NYPD, at his bedside. Hensley is now head of security of the pharmaceutical company Aesir Corporation. Max leaves the hospital early to pay his respects to Alex, but is kicked out by Alex's upset wife Christa. While being questioned by Lieutenant Jim Bravura (Chris 'Ludacris' Bridges) of Internal Affairs, Max storms out and searches Alex's desk, finding Owen Green's name in Natasha's case file. Later, Max is confronted by Mona, who assumes Max killed her sister, but Max persuades her to help him find the actual killer. Max and Mona find Green (Joel Gordon) but cannot save him, as Owen was hallucinating and as a result falls out of a building to his death.

Max and Mona visit Natasha's tattoo parlor. The tattoo artist tells them Natasha's tattoo represents the wings of a Valkyrie, which, in Norse mythology, are creatures that decide the fate of warriors in battle. Max then goes to take some of Michelle's belongings out of storage and ends up discovering that documents from when she worked at the Aesir Corporation have gone missing. Max meets BB at a diner and demands the name of Michelle's old supervisor.

Max interrogates the supervisor, Jason Colvin (Chris O'Donnell), in his office at Aesir and learns that Michelle was associated with a military contract to create super-soldiers using the highly addictive drug Valkyr. Only a few subjects showed positive results; the rest saw hallucinations and eventually went insane, so the project was terminated. Jason agrees to testify, as long as Max protects him. When a skeptical Max asks Jason who he is supposed to be protecting him from, Jason answers: "The man that killed your wife!" Max agrees, and starts to escort Jason out of his office, but as they leave, armed Aesir security forces appear and kill Jason.

Max escapes with the evidence and shows the video to Mona. It explains the Valkyr project; Lupino is a former Marine and his testimony explains that, while taking the drug, Lupino feels invincible, with no side effects (unlike most other test subjects). Max goes to Lupino's hideout, Ragna Rok. While fighting Lupino, Max's defeat appears to be certain until BB arrives and kills Lupino. Max gets knocked unconscious after the brawl as he is leaving the hideout.

BB explains that he is selling Valkyr and admits to killing Michelle because she inadvertently came across incriminating documents. BB plans to drown Max in the river, with a weight secured to his ankle and Valkyr in his pocket, hoping to make it look like a drug-induced suicide. But before he can be tied to the weight, Max escapes by jumping into the icy river. He swims to shore and, to prevent hypothermia, consumes both vials of Valkyr, transforming himself into a super-soldier with visions of Valkyries. Max follows BB back to the Aesir building. Assisted by Mona, he kills many Aesir security employees. Max eventually confronts BB on the building's helipad and kills him. His vengeance complete, he falls to his knees, ready to die. He sees a vision of his daughter and wife, who tells him "Not yet, Max." He comes to, as the sun cuts through the clouds and a SWAT team surrounds him.

In a post-credits scene, Max meets with Mona at a bar, where she shows him a newspaper article about Aesir's soaring stock price, with a picture of CEO Nicole Horne, presumably their next target.


"The minute I played the game I saw Mark. I was delighted that he agreed to do it. I was also very nervous because if he’d said “no”, I really didn’t have a go-to guy. If he’d turned me down, I don’t think the project would have happened."

—John Moore, director[3]

  • Mark Wahlberg as Detective Max Payne: An NYPD cop that is out for revenge against his family's killer. When Wahlberg first read the script he thought it was "awesome" but was wary after finding out it was based on a video game.[4] While describing his role, Wahlberg has said, "It's probably one of the edgier roles I've played but also the most layered. Here's a very happy guy who worked a dismal job, had a beautiful family. But the beauty in his life was taken away. He just goes on a rampage. It's all driven by emotion."[5]
  • Beau Bridges as B.B. Hensley: Former partner of Max Payne's father, since retired. Bridges had never heard of the game but since his children were excited to learn about his role they convinced him it would be a big movie.[6]
  • Chris 'Ludacris' Bridges as Lieutenant Jim Bravura: an internal affairs lieutenant who is investigating Max. The role was originally written for a 60-year-old man but after auditioning, Ludacris got the call from Moore and had the part.
  • Mila Kunis as Mona Sax: A Russian assassin who seeks revenge for the murder of her sister. Kunis had played the video game before reading the script but did not progress very far into it.[7] Kunis's favorite part in preparing for the role was weapons training and safety which included disassembling and rebuilding an MP5K blindfolded.[6]
  • Chris O'Donnell as Jason Colvin, an executive for Aesir and Nicole Horne's "right-hand man".
  • Nelly Furtado as Christa Balder, wife of Alex Balder.
  • Kate Burton as Nicole Horne, CEO of Aesir Corporation.
  • Donal Logue as Alex Balder, Max Payne's former partner.
  • Amaury Nolasco as Jack Lupino. Former Gunnery Sergeant in the United States Marine Corps where he became a Valkyr test subject.
  • Olga Kurylenko as Natasha Sax, Mona's sister.
  • Joel Gordon as Owen Green[8][9]
  • Jamie Hector as Lincoln DeNeuf, a Haitian crime boss
  • Stephen R. Hart as Tattoo Artist Owner
  • James McCaffrey as Jack Taliente, an FBI agent. (uncredited)
  • Marianthi Evans as Michelle Payne, Max Payne's dead wife.



The 2001 video game Max Payne was optioned by the production company Collision Entertainment to produce a live-action film adaptation. By April 2002, distributors Dimension Films and Abandon Entertainment were attached to the project. Shawn Ryan, the creator of the television series The Shield, was hired to write a script for the planned film.[10] By June 2005, without production starting, Collision Entertainment had taken the project to 20th Century Fox.[11] In November 2007, with a script written by Beau Thorne, Fox announced John Moore as the director and Mark Wahlberg as the title star.[12]

Filming began in Toronto on March 2, 2008 and wrapped by May 9, 2008.[13] Shooting the film in 35 mm 3-perf,[14] several different areas around Toronto were used for multiple locations in the movie, including the old Daily Bread food bank building at Bathurst & Lakeshore. It took a full week to shoot just the final gunfight inside the Aesier Headquarters using more than 6,000 squibs.[15]

Upon finding the building for the Aesir Headquarters it took eight weeks in pre-production to build the set and another week for the special effects team to install the squibs.[15] The outside top half of the building was completely made of CG, by Mr.X, giving it a more high tech look. Using Google Earth they were able to find out the building's geometry. No location could be found for a rooftop helipad so a set was built in front of a green screen. Soho VFX attached the helipad to the building and set it atop New York City.[16]

In order to recreate the bullet time used in the games without using a complex camera setup, the technique he used is called "Boom Vision".[16] Moore used Vision Research’s Phantom HD digital camera which takes 1,000 fps. When the video is played back, it gives the illusion of slow motion, a method of high speed photography.[17] The technique was used for two action scenes and required the construction of a special rigging that had the camera on a propeller that spun at two revolutions per second. The crew was not allowed near it while it was being used for fear of damaging the camera or getting injured. Soho FX then blended the thousands of shots into the other footage during post production.[16]

A contest was held between visual effects teams to see who could create the best drug induced hallucinations. A reel was shot from actual set locations, it also included footage in front of a green screen with a stand in for Wahlberg. The reel was then sent to ten different teams where Canadian company Spin created the best demo reel. To win Spin changed the falling snow into burning embers over a matte New York skyline painting. During the climactic hallucination scene, the entire room was to be torn apart from the ceiling down around Max. A camera on a track circled Max and Spin later "recreated the ceiling in CG, so it could break away and reveal the Valkyrie world above."[16]

Moore gave the approval on Valkyrie designed by illustrators Chris Roswarne and Rob McCallum. As a point of reference and to limit the use of CG a Valkyrie suit and make up were worn by performer Mako Hindy.[15] Moore "wanted the Valkyries to have a slow motion quality to them, almost as if they were underwater."[16] During the 15 weeks of post-production the Valkyries were further developed by Spin to support this. Using Maya, 3DS Max, and ZBrush they were able to create the Valkyries and have control over their wings. The artists sometimes had full control over each individual feather. They had to overcome the darkness of the film as it made it more difficult to track each object. Spin also handled atmospheric CG and the CG matte backdrops elements.[18]


Though filmed with the intention of receiving a PG-13 rating, Max Payne received an unofficial R rating by the MPAA on September 5, 2008. Moore, angered that the equally dark The Dark Knight received a PG-13 rating when Payne received an R, said "the MPAA changes their rules willy-nilly and it depends on who’s seeing your actual movie at the time. It’s very difficult to get a hold on what’s acceptable."[19]

On September 22, 2008, a trailer confirmed a PG-13 rating, "for violence including intense shooting sequences, drug content, some sexuality, and brief strong language."[20] Director John Moore confirmed in an interview with GameDaily's John Gaudiosi that the film was awarded the PG-13 rating without any major changes being made to the film. Describing the re-editing process Moore stated, "We trimmed some frames more for the sake of trimming frames than anything, but we got the rating without any major changes at all."[21]

The film is rated PG-13 in the United States, a departure from the M-rated video game series. Mila Kunis said of the tone-down, "It's incredibly dark. You still get the gist of it. The only difference between R-rated and PG-13 is you might not see as much blood. You might not see blood squirting everywhere, but as far as the sadness and the darkness of it and the distraught [nature] of these human beings is very much captured in the film."[22] The film was given the 15 rating in the United Kingdom, for "strong violence"[23] and MA 15+ in Australia for "Frequent violence and drug use".[24]


Critical response[]

The film has been almost universally panned by critics and fans of the video game, receiving numerous negative reviews, with a 16% rating at Rotten Tomatoes, based on 131 reviews, with the consensus "While it boasts some stylish action, Max Payne suffers severely from an illogical plot and overdirection."[25] Another review aggregator Metacritic gave the film a 31/100 approval rating based on 25 reviews falling under the "generally unfavorable reviews" category.[26] Members thought that Wahlberg's acting was bad enough to be nominated for a Razzie in the category of worst actor for his work in Max Payne and The Happening during the 29th annual awards.[27]

Louise Keller said "the most striking element is the production design..."[28] Bruce Paterson wrote for the Australian Film Critics Association that "Mark Wahlberg is terrific in hard-bitten roles", but in a reference to the Valkyries concluded "it could have done with more of the Norse and less of the force."[29] Critic Armond White has defended the film stating that Moore "explores genuine, contemporary anxiety [and that] his images are richer than his plots."[30]

On IGN, Jim Vejvoda, said: "it also doesn't help that Wahlberg gives a drab performance..." and "the rest of the cast doesn't fare much better." He stated that gamers will be disappointed when comparing it to the game and even as a revenge film there is not much here.[31] Despite this mediocre review, IGN went on to give Max Payne the "Best Videogame Adaptation" award of 2008, noting "this is how sad games-to-film have become that the only one worthy of being named the "best" of the year is a movie that we panned."[32]

One of the harshest critics of the film, 3D Realms CEO Scott Miller, one of the game's producers, cited fundamental story flaws "that have me shaking my head in bewilderment,"[33] including the game's opening scenes being instead placed in the middle of the film. After the film's No. 1 opening weekend, however, he retracted his comments, saying that he was now "proud of the film," and that "this kind of opening brings us a lot closer to the reality of a sequel," to the long-stalled video game franchise.[34]


Mark Wahlberg received a Golden Raspberry Award nomination for Worst Actor for his performance in the film (also for The Happening), but "lost" against Mike Myers for The Love Guru.

Box office[]

Despite negative reviews from critics, Max Payne opened at No. 1 at the box office with $17,639,849 during its first weekend against newcomers Sex Drive, The Secret Life of Bees, and W.[35] The film earned $40,689,393 domestically and $44,727,512 overseas, making a worldwide total of $85,416,905. While it is not considered an overwhelming success, its U.S. gross was around the same range as other video game adaptations such as Hitman, Silent Hill, and Resident Evil. Its international gross was lower than both Silent Hill and Hitman, and it was significantly lower than that of the four live-action Resident Evil films released to date.[36] The film also ranks eleventh in U.S. box-office gross revenues for video game adaptions.[37]

Home media[]

The film was released on DVD and Blu-ray on January 20, 2009 and as of August 2009 generated $25,915,457 in DVD sales.[38] All versions contain the theatrical and the uncut versions of the film, and the Blu-ray and the 2-disc DVD contain the "Michelle Payne Animated Graphic Novel" as well as a digital copy of the uncut version of the film. The uncut version features only 3 minutes of additional footage compared to the theatrical release; the most notable difference is the extra CGI blood. Only the Blu-ray release features a D-BOX motion code.[39] It went on to receive a score of 7 out of 10 on IGN, being described as "a first-rate transfer that manages to show off the range of the high-definition format with few, if any, real weaknesses".[40]

Differences from the game[]

For more information, see Max Payne.

The film is loosely based on the video game of the same name developed by Remedy Entertainment in 2001. The number of differences between the game and the film caused the CEO of 3D Realms and producer behind the game, Scott Miller, to make a public statement against the film. Miller did not approve of the fact that the film's audience does not know why Max is seeking revenge. A flashback scene where Max finds his family murdered was right at the beginning of the game, but in the movie it was shown mid-film. He was also surprised that one of the story's main villains, Jack Lupino, is killed by Hensley where in the game, Max finishes the job personally.[41] The end scene was also changed from Max killing Nicole Horne in her helicopter by shooting out the tower's lightning rods' guy wires, causing them fall into her helicopter as it is about to take off, to Max shooting B.B. on top of the helipad, which he had already done earlier in the game at the Choir Communications Garage.[42][43][44] A large segment of the video game featuring a government laboratory (underneath a steel mill) producing the drug was completely absent from the film.

Many people were confused by the addition of the demonic creatures. These creatures seemingly represented Valkyries, though in Norse mythology Valkyries are female warriors and not demonic beings. And though the game makes heavy references to Norse mythology, Valkyries do not actually appear. The film has a much larger element of the supernatural than the game, as it is never revealed in the film if they are part of the hallucinations.[45] Max takes the drug in the film to prevent the onset of hypothermia; however, in the game, he was forced to take it by Nicole Horne and left for dead.[46]

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