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MAX PAYNE Based on the Video-Game Max Payne Created by Take 2 Interactive Based on Characters Created by Sam Lake Screenplay by Graham M. Paschall SECOND DRAFT INT. - UNDERGROUND CASINO, GAME FLOOR, NIGHT We open on a brilliantly lit underground casino, gamblers swarming all over the place. Everything is available: slots, poker tables, craps... the works. CUT TO: EXT. - UNDERGROUND CASINO, NIGHT We can now see that the exterior of the casino is in sharp contrast to its innards: It is a dull building, falling apart in every corner, dirt and crud encrusted into the window edges. Two men step onto the screen, their backs to the audience. One is detective ALEX BALDER, a balding older man, he wears a wool suit and tie. The younger man next to him is detective MAX PAYNE, our protagonist. Cool-headed and bold, Payne wears a more casual leather coat with a shirt and tie underneath. Both men wear N.Y.P.D. police badges around their neck. They stand before the building, twenty feet from it. ALEX Chelsea Horne is in there. Gognitti too no doubt. MAX Which means plenty of Nicole's boys. ALEX Not guilty 'til proven, Max. MAX (sarcastic) Yeah, of course. ALEX Unfortunately for daughter Chelsea, she just couldn't keep her coke habit down. Max lights a cigarette, taking a long pull. ALEX (cont'd.) You're killing yourself. The younger man ignores his warning. MAX How do you want to do this? Balder turns around, facing something that we do not see. He turns back, his front again pointing away from us. ALEX Wanna just trash the place? Now Payne turns, facing the unseen something. MAX Sounds good to me. Max flings the cigarette on to the ground, stepping on it. Both him and the older detective then move towards the building as we... ...pull back, revealing an entire S.W.A.T. army behind them, following the two detectives towards the casino. CUT TO: INT. - UNDERGROUND CASINO, BACK OFFICE, NIGHT Within the small casino office sits CHELSEA HORNE, only 19 and daughter of crime lord NICOLE HORNE. Along with two bodyguards, standing before Miss Horne is her cousin and Nicole's nephew, crime lord VINNIE GOGNITTI. Vinnie is in the middle of a rant. VINNIE God damn it, you're not listening! Nobody in this family ever listens! CHELSEA Christ, Vinnie, I just don't care. At all. The two bodyguards behind the young girl laugh amongst themselves. CHELSEA (cont'd.) I never do. VINNIE Fucking great! Like mother like fucking daughter! CUT TO: EXT. - UNDERGROUND CASINO, NIGHT Directly outside of the main entrance of the casino, an explosives technician with the S.W.A.T. team places a tiny explosive onto the double doors. Peering out of an alley ten feet away from the entrance is the small battalion of police as well as Max and Alex, leading the charge. Payne looks above the double doors, spotting a small camera moving back and forth in fine, rhythmic motions. The detective turns towards the older man, nodding towards the camera. Alex only shakes his head and taps his wrist watch. It reads: 12:31 a.m. ALEX Barn's on duty tonight. The technician finishes his work. He presses a red button, causing the device to blink silently. The technician takes his place with the rest of the team away from the casino entrance. CUT TO: INT. - UNDERGROUND CASINO, SECURITY ROOM, NIGHT Within a small security room sits rows upon rows of television sets, each showing a different part of the casino, inside and out. Before the rows of screens sits a portly fellow, a security guard, sleeping on the job, a thick novel spread out across his wide face. The fat man's name tag reads: BARNEY. A cell phone resting before the man's sleeping form begins to ring. Barney awakens with a start, throwing the book off of his head. He snatches the phone off of the desk. BARNEY Hello? On the other end, somebody responds. BARNEY (cont'd.) Oh, hey, I- He stops. Something has caught his attention as his eyes go wide. The phone drops from his shaking hand as we see what he sees: The center television screen, showing the entire S.W.A.T. army waiting just outside the main entrance. BARNEY (cont'd.) Holy fuck. BACK TO: EXT. - UNDERGROUND CASINO, NIGHT Just outside the doors once more, the technician begins to mouth out the words to the rest of the S.W.A.T. members as well as Max and Alex: "Five... four..." CUT TO: INT. - UNDERGROUND CASINO, BACK OFFICE, NIGHT Within the office, Vinnie continues speaking to a very bored looking Chelsea. VINNIE And then time fucking slowed down- INT. - UNDERGROUND CASINO, GAME FLOOR, NIGHT -- CONTINUOUS BOOM! Outside the small corner office, the double doors of the main entrance are launched forward by a contained, fiery explosion. The casino patrons quickly scatter as the well-organized S.W.A.T. army trudges through the make-shift entrance, weapons at the ready. They are followed by Alex and Max, their respective handguns drawn. ALEX Everyone down! Customers continues to zig-zag back and forth, some running through windows, others getting snagged by officers. The two lead detectives look past the ruckus and towards the back of the casino, towards Chelsea's office. The fine wooden door leading into the office bursts open as the two bodyguards spill out onto the game floor, firing their 9mm pistols. Three of the S.W.A.T. officers are snagged by the stray bullets. Payne throws his friend's body out of the way as a fourth bullet penetrates the older detective's right arm. Max and Alex split from one another, diving behind cover as the two armed guards continue to fire upon the hidden detectives. MAX You all right? Balder clutches his injured, bleeding arm. ALEX God damn it! Just shoot the fuckers! Max peeks around the side of his hiding place, spying his two foes standing next to each other, firing an endless stream of bullets. MAX Gun. Without thinking twice, Alex throws his gun to Max. Payne catches the weapon and pulls a 180, spinning around the side of the blockade, brandishing both handguns. The younger detective opens fire, each shot connecting with the bodies of the gunmen. Both collapse to the floor, their weapons clattering to the ground. Behind the fallen guards, Max spies first Chelsea running out of the office and then Vinnie. Payne turns towards the handicapped Alex. ALEX Go! Get 'em! The two cousins run deeper into the casino, Max right behind them. Both the man and the woman come to a cross section of slot machines. Vinnie shoves the girl towards the left side of the fork in the path. VINNIE Run! Get out of here! As Chelsea runs away from her cousin, Vinnie faces the pursuing Max, his pure gold magnum in hand. Using just one hand, Gognitti takes aim and fires out three rounds just as Payne ducks behind one of the many slot machines. VINNIE (CONT'D) Come on!- Just as the mobster attempts to shoot another round, Max falls to the floor outside of his hiding position, takes aim, and fires. The bullet from Payne's 9mm hits Vinnie directly in his firing hand, causing his entire body to turn, the round from his golden gun launching out of the weapon and into... VINNIE (CONT'D) Fuck! ...Chelsea's leg. CHELSEA Vinnie, you fucking moron! As the crime princess falls to the ground, Gognitti clings to his gun as he clutches his bleeding hand. Max approaches him slowly. MAX Drop it, Vinnie! The golden weapon falls out of the young mobster's hand. CHELSEA (shouting, pissed) God damn it! Rot in hell, Vinnie! Rot in hell! MAX (eyes on Vinnie) Chelsea Horne! (turns to Chelsea) Shut up. Gognitti finds his opportunity as he squeals with pain and launches his body for the exit. MAX (CONT'D) Fuck. Max takes aim and begins to fire. He hits only the slot machines as Vinnie makes his getaway. Behind Payne, Alex appears, clutching his wounded arm. ALEX We'll get him, Max. But in the meantime- Both turn towards the still groaning Chelsea. ALEX (CONT'D) -we got what we came for. Chelsea slowly tries to drag her body across the floor of the casino. She makes it just two feet before sighing loudly and giving up. She collapses, unconscious. CUT TO: EXT. - UNDERGROUND CASINO, BACK ALLEY, NIGHT -- TIME'S PAST Max wanders past two officers and into the back alley located behind the casino. The detective produces a cigarette from a ratty and torn pack within his jacket pocket. He lights the smoke and takes a long drag. CUT TO: P.O.V. - UNKNOWN -- CONTINUOUS From behind the smoking Payne, somebody creeps forward, towards the bend in the casino forming the thinned down alley. BACK TO: EXT. - UNDERGROUND CASINO, BACK ALLEY, NIGHT -- CONTINUOUS The detective is blissfully unaware as he throws the cigarette onto the ground, stepping on it. MAX Hold it. Payne, his face surprisingly unaware, reaches into his coat, pulls out his 9mm handgun and spins around in a quick, dizzying flash... ...and comes face-to-face with his personal femme fatale: MONA SAX. The sexy young woman only looks at the gun in her face. She seems just as unaware as the detective. She smirks. MONA Not even a first date and you whip that thing out? Max hesitates for a second before lowering the weapon. MAX Get out of here, Mona. You get caught right now, it will be my ass too! The woman's face goes serious. MONA Did you get him? Beat. Payne lights yet another cigarette. MAX No. He got away again. But you know just as well as I do that we came for Horne- MONA Horne didn't kill my sister. MAX Don't do this Mona. MONA For someone who is all about justice, you have a funny away of showing it by giving a murderous vigilante leads. Max stomps out the barely smoked cancer stick and turns to the woman. MAX You know why I help you. And if you want that help to continue, you will let us do our work and keep to the shadows. Beat. MAX (CONT'D) Go home, Mona. The femme fatale turns, walking towards the opposite end of the alley. She stops. MONA I heard about the baby. Congratulations. Payne does not answer right away. MAX Thank you. The detective produces yet another cigarette. He lights it. MONA Maybe now you'll stop killing yourself. Max smiles slightly, but it quickly fades. MAX Good night, Mona. MONA Good night... Max Payne. With that, she walks away. FADE TO: EXT. - PAYNE RESIDENCE, NIGHT Max's car pulls up to a moderately sized New Jersey suburban house. The automobile comes to a stop as the detective steps out and excitedly heads towards the door. INT. - PAYNE RESIDENCE, LIVING ROOM, NIGHT -- CONTINUOUS Payne enters the house... it is strangely silent and not very well lit. Something is off. MAX Michelle? Honey? The detective reaches into his coat, unsnapping the gun holster around his side. He moves forward, into the- INT. - PAYNE RESIDENCE,DINING ROOM, NIGHT -- CONTINUOUS Max rounds the corner into the dining area, coming face to face with- -the dining table, covered in candles and a large, romantic meal. At the end of the table sits the detective's attractive wife, MICHELLE PAYNE. She smiles as she rises from her seat. She wears a sexy red dress. MICHELLE Glad you could make it, detective. Max smiles as the two lovers embrace. MAX Where's Keily? MICHELLE With Andrea. They kiss once more, this time with undenied passion. MICHELLE (CONT'D) Are you hungry? MAX (smiling) God no. The two smile happily as Michelle turns around, running out of the dining room and up the nearby staircase. Max follows suit, laughing as he follows his wife. FADE TO BLACK. FADE IN: INT. - COURTROOM, DAY Within a large, open courtroom, we see that a trial is in mid progress. The trial of Chelsea Horne. She sits on the defendant's side, directly in front of... NICOLE HORNE, her mother, the alleged head of one of the largest criminal syndicates in the entire city. The older woman has a sickly look, her flesh hanging low amongst her entire skeletal frame. On the other side of the room, behind the district attorney, sits Max and Alex, both wearing suits. The room is packed with more police officers, supposed criminals, and reporters looking for the big story. They all watch quietly and intently as the JUDGE begins to speak to the courtroom. JUDGE Will the defendant please rise? Chelsea and her attorney rise from their seats. The judge turns to the jury. JUDGE (CONT'D) Have you reached a verdict? The HEAD JUROR rises from her seat. HEAD JUROR Yes, your honor. She turns to the entire courtroom. HEAD JUROR (CONT'D) Guilty... on all accounts. Chelsea bursts into tears as her mother only lowers her head. The younger Horne turns to hysterics even as the judge speaks to her. JUDGE Chelsea Horne, you have been found guilty on all accounts of possessing and trafficing the illegal drug, Valkyr. You will be sentenced to a minimum of fifty years in a maximum-security prison. Have you anything to say for yourself? The still screaming girl turns towards Payne. CHELSEA (hysterical, shouting) Fuck you Payne! Fuck you! Max only watches the young woman as the entire court explodes with shouts and screams of protest from the attending public. JUDGE Bailiff, get her out of here! CHELSEA (shouting) You're going to burn, Max! Your whole fucking family, I swear to God! JUDGE Get her out of here! The burly bailiff snatches Chelsea from behind, dragging her away. She begins to scream for her mother. Max only watches as Nicole Horne rises from her seat with two bodyguards and makes her way out of the courtroom, the press close behind. ALEX Come on. We've got better things to do. Both detectives rise and exit the courtroom along with the members of the jury. CUT TO: EXT. - COURTROOM, EARLY EVENING Outside of the legal building, Horne is led to her limo as a large crowd forms, reporters throwing microphones into the women's face with reckless abandon. In the midst of this, Max and Alex exit the courthouse. Payne immediately locks eyes with the distant Nicole as Alex surveys the scene before him. ALEX What a god damn mess. Max does not even say a word as he watches the older woman. She stares back, her face emotionless. As the limo rolls away, Nicole finally tears her face away as her blackened window rises, obscuring the view from outside. Balder checks his rustic, golden pocket watch. ALEX (CONT'D) Come on. We've got to get back to the office. Payne finally stops watching the limo and both detectives walk off screen. CUT TO: INT. - PAYNE RESIDENCE, NURSERY, NIGHT Within the Payne house, Michelle raises their young daughter Keily up and down. The infant giggles happily as Max enters, stroking his daughter's chin with his finger. The phone rings. The detective kisses his young wife on the cheek and answers. MAX Hello? A pause. Max sighs. MAX (CONT'D) Thanks. Payne hangs up the device and turns to his wife, face in hand. MICHELLE What's wrong? MAX Horne didn't even make the night. They found her cradled up in the shower, bleeding to death. The woman lowers her child into her crib. She walks towards her sulking husband, placing her hand onto his shoulder. MICHELLE Hey, this is not your problem. That girl made enemies in that place all on her own. Max looks up at his smiling wife. She kisses him. MICHELLE (CONT'D) Come on now. It's late. Both exit the nursery. FADE TO: INT. - HORNE'S LIMO, NIGHT Nicole sits in the limo, her face still not conveying any emotions. Across from her sits a FOREIGN MAN smoking a cigarette, his face obscured by a long shadow. He speaks with a mild, Eastern European accent. FOREIGN MAN You want him dead? NICOLE No. She looks out the window once more. NICOLE (CONT'D) His family. The foreign man only laughs as the limo speeds away into the slowly setting sun. FADE TO BLACK. FADE IN: INT. - POLICE HEADQUARTERS, DAY Within the nearly empty police station, Alex types idly on to his keyboard, filing reports for the station. Max strolls by his desk, on his way home. He pauses in front of the older detective whom stops typing. ALEX Max, before you- Payne cuts off Alex, raising his hand into the air. With a sly grin, the younger man reaches into his coat pocket, producing his half-empty pack of cigarettes. Max points at the pack with his index finger and pulls out a single cigarette. Alex smiles. Payne places the lone smoke back into his coat pocket and rests the pack and its remaining cigarettes on to Alex's desk. Balder watches intently, his arms crossed as Max, without a single word, balls his right hand into a fists and slams down, flattening and tearing the pack and its contents into small shreds and ribbons. Alex smiles and rises from his seat as Max slides the smashed pack off of the desk and into a trash can. ALEX (CONT'D) Just make sure you have that final one count. MAX I wouldn't have it any other way. ALEX You headed out? MAX I'm going to go home and sleep with my wife. The younger man smiles. ALEX (jokingly) Get the hell out of here. As Balder goes back to work, Payne exits the building. FADE TO: EXT. - PAYNE RESIDENCE, EVENING Behind the nice suburban home, the sun is in its last stage of setting, turning the sky into a dark, blood red color. Payne's car pulls up to the front of the strangely quiet and forboding home. Across the way sits a van for a cleaning company. It reads: HAPPY CLEANING CUT TO: INT. - PAYNE RESIDENCE, EVENING Max enters the home, closing the door behind him. MAX Michelle, honey, I'm- Something is terribly wrong. Before Payne, a nearby desk that once stood near the door is overturned, papers scattered and flying around the room as wind blows through a broken window on the opposite end of the house. MAX (CONT'D) Michelle! (shouting) MICHELLE! No answer. Not missing a beat, Max tears into his coat, producing his handgun from his side. The young detective, husband, and father storms through the hall, past more clutter and more damage to the household. He enters the- INT. - PAYNE RESIDENCE, LIVING ROOM, EVENING -the phone rings loudly, breaking the disturbing silence that had fallen over the house. Max grabs the receiver and places the device to his ear. MAX There's been a break in! Call the police- The robotic voice of a female using a voice distorter replies: FEMALE (V.O.) Is this the Payne residence? MAX Yes. And I need- Click. Payne looks at the receiver confused. His attention is torn away from the phone as the ceiling above him creaks... ...movement from the second floor. CUT TO: INT. - PAYNE RESIDENCE, 2ND FLOOR BEDROOM, EVENING CLOSE-UP: We watch as the tip of a shotgun is pointed at the head of a sobbing infant. The weapon is pulled away from the baby's face and is instead dragged to the face of one Michelle Payne. She sobs a bit louder as an unseen man, the holder of the shotgun, cackles silently to himself. BACK TO: INT. - PAYNE RESIDENCE, LIVING ROOM, EVENING Max's eyes stay glued to the ceiling as he moves towards the nearby pantry closet. He opens the door to the cabinet and moves an ironing board, revealing a large safe. Payne quickly scrolls in the combination and the safety latch clicks, swinging wide open, reveling- -a double-barreled shotgun. Max grabs the weapon, snapping back the gun's handle causing it to load with a solid click. CUT TO: INT. - PAYNE RESIDENCE, 2ND FLOOR BEDROOM, EVENING The mother and child continue to sob. MICHELLE Please- A man, the LEAD HENCHMAN, lowers his face into frame. He brings his mouth close to the woman's ear, revealing a grotesque set of disfigured and stained teeth. LEAD HENCHMAN (whispering) If you say another word... I'm going to eat your daughter's face. The man laughs a horrid cackle as Michelle turns away from him, her face paralyzed with fear. MAX (O.S.) (shouting) MICHELLE! The man turns, facing the noise as well as two other henchman in the room. He grits his teeth together. L.H. Deal with it! Go! The two other men, both dressed in cleaners' jumpsuits, exit the bedroom. BACK TO: INT. - PAYNE RESIDENCE, 2ND FLOOR COMMON HALL, EVENING Max comes off the staircase, gun in hand, his face plastered with worry. MAX (shouting, sobbing) MICHELLE! CUT TO: INT. - PAYNE RESIDENCE, 2ND FLOOR BEDROOM, EVENING The woman still clutches her baby, the gun still in her face. MAX (O.S.) MICHELLE! PLEASE! Tears well up in the detective's wife's eyes. MICHELLE (shouting) MAX! MAX! The lead henchman faces the woman, his reddened face filled with rage. L.H. You stupid bitch! Michelle produces a switchblade from her ankle and stabs forward, nailing the man right in the left foot. He screams, firing his gun into the air, the loose round causing the ceiling to come undone above him. He continues to scream as Michelle rises to her feet, crying child still in hand, and shoves the man to the ground. MICHELLE (shouting) MAX! THE- BACK TO: INT. - PAYNE RESIDENCE, 2ND FLOOR COMMON HALL, EVENING MICHELLE (O.S.) -BEDROOM! Payne runs through the empty hall, entering the- INT. - PAYNE RESIDENCE, 2ND FLOOR NURSERY, EVENING Within the baby's room, a mobile still spins peacefully above and empty crib. The serene sense of security is torn away as the two "cleaners" burst into the nursery, their weapons at the ready. MAX N.Y.P.D.! Drop it! HENCHMAN #1 Death! Death is coming! MAX Good answer. Payne opens up, the first shot hitting one of the henchmen in the chest, sending him flying backwards, his lifeless body smacking into the wall. Max spins around, dodging the other's missed shot. The detective fires once again, this time striking the second man in the face, causing the "cleaner's" skull to explode outwards. Payne does not miss a beat and instead keeps moving, towards the bedroom door. It bursts open on its own, revealing Michelle, tears streaming down her face. She clutches her child. MAX Michelle! BANG! Max's wife's back arches forward as blood seeps through her white shirt... and through the now motionless child's sleeping gown. Tears well up in the young detective's eyes. MAX (CONT'D) (barely audible) Michelle... She falls, blood now pouring out of her mouth. Behind her, we see the lead henchman, shotgun raised. Payne stays in his place, tears streaming down his angered face. The lead "cleaner" begins to cackle. He pulls the trigger and- Click. Max grind his teeth, anger and murderous rage filling his entire body. L.H. Oh boy. Payne trudges forward, his fists balled in rage, tears falling onto the floor below his feet. He grabs the lead henchman at the shoulders, tearing his body off of the floor like he was weightless. The lead screams as Max throws him against the wall, savagely beating the man with all his strength. As the beaten and tired lead slumps against the floor, Max stands over his body. With a final shot, Payne raises his right foot and stomps down hard, killing the "cleaner." Beat. Payne wipes his eyes as he moves towards his motionless wife and child, cradled together on the floor. All is silent but for the mobile which continues its infinite trip. Max sucks in breath through his teeth, his gasps become louder and more forceful by the second. Tears well up in his eyes once again, his face turning bright red. The detective leans over his dying wife. She is barely coherent, blood seeping out of the corners of her mouth. MICHELLE (gurgling) Max... Max... MAX No, no, no, no, no, no, hang in there baby! MICHELLE Max! Her beautiful body convulses wildly before going still. Payne bites his lower lip as he moves his trembling hand towards the head of his death daughter. He attempts to cradle her only to abruptly pull back. His mouth opens for a loud scream but before we hear a sound we- CUT TO: BLACK. FADE IN: EXT. - CHURCH, DAY We fade into a rainy afternoon, water from the sky dropping to the ground, splattering against the faces of gargoyles that hang from the corners of a Gothic-style cathedral. A small crowd stands outside the doors of the church, every other person clutching an umbrella. All are dressed in black. FADE IN: INT. - CHURCH, DAY We are now within the church's walls. Mourners slowly make their way within the confines of the cathedral's tightly packed pews. A woman and child sit atop the alter, each playing a melancholy tune of death on their respective violins, though all noises and sounds are audio-less. To the left of the silent duet are two caskets, one large, one small. A mother and child. Before the coffins kneels a man, a broken husband and father. This is Max Payne, fallen detective. His face is sullen, emotionless. Before his bowed head his hands clutch one another, shaking. From behind, a single hand is laid upon Payne's shoulder. This hand belongs to his older partner, Alex. The husband and father rises from his kneeling position, turning around to face Alex as well as his sobbing wife, ANDREA BALDER. ALEX Max, I'm- He is speechless, though his face says it all. The older man's brow rises and falls as his eyes begin to well with tears. ALEX (CONT'D) (softly sobbing) I'm so sorry, Max. Within a quick second, Max's face becomes filled with emotion as he grabs Alex by the shoulders. The two embrace, Payne's face welling with tears as they let loose from his closed eyes. Tears streaming down his face, Payne can only continue to sob as Alex pats his back. Max rises his head, staring past his partner and past Andrea... There, in the back, just a glimpse... ...Mona. The femme fatale holds herself, her face down and saddened. She gasps sharply as her eyes lock with Max's for a moment before... ...disappearing, through the double doors of the church. FADE TO BLACK. FADE TO: I/E. - ONE MONTH LATER EXT. - RAGNA ROCK NIGHT CLUB, NIGHT We fade into the back of one man, standing before the massive double doorway of the Ragna Rock Night Club. Loud industrial music blares from within. He wears a black leather coat over a crisp white shirt and leopard-skinned vest. This is Max, once again, though now a different and changed man. NAR. (V.O.) Some clues lead you to a furnished office of business for some white collar thrills and arrests. Others take you to the darkest recesses of the city. The ex-detective looks down into his hand, staring at a business card. It reads: RAGNA ROCK NIGHT CLUB COME GATHER. NAR. (V.O.) (cont'd.) This one lead me to hell to face the devil incarnate. The ones who murdered my family. The ones who destroyed everything I had left. Max takes a cigarette out from a pack in his jacket pocket, placing it into his mouth. With his right hand, he produces a lighter, moving the device towards his mouth. He ignites the lighter. But does not light the cigarette. He places the smoke back into its pack and throws both the carton and his lighter into his pocket. He reaches back into his inner jacket pocket... ...this time producing a 9MM hand gun. Payne moves towards the front door of the club. NAR. (V.O.) (cont'd.) They were going to pay. Just like everyone else paid tonight. They were going to pay. He enters the- INT. - RAGNA ROCK, NIGHT -- CONTINUOUS Within the club, the music forces the floor to move beneath Payne's feet. Two armed men approach Max, each one brandishing a small, fully automatic machine gun. Using his right index and middle finger, Payne slides the gun up the sleeve of his leather jacket. He then rises his arms in a T-shape, adjacent to his head. One of the armed men stays still, keep his aim steady. The other approaches Max, letting his weapon down. Payne is quickly searched by the guard, his waist and legs patted down. Nothing. While the checker pulls away, the other guard nods, lowering his weapon. Max enters the... INT. - RAGNA ROCK, DANCE ROOM, NIGHT -- CONTINUOUS Dancers hop up and down in time with the hard rock music. A D.J. spins records in the corner while a bartender serves drinks at a crowded bar. Among each of the four corners in the large, spacious room is a female pole dancer, moving and grinding along with the clubbers. Max moves through the crowd with a disjointed look. The dancers seem to move in a trippy slow-motion. Payne keeps his gun by his side. CUT TO: INT. - RAGNA ROCK, CLOSET, NIGHT Within a broom closet comes the sounds of orgasmic delight. A husky man with a gun holster thrown over his shoulder pins a woman against the wall, her legs wrapped around his backside. They both moan with animalistic pleasure. The woman grabs the man's chin with her right hand, pulling his face close to her's for a kiss. With their faces mere inches away, she moves her hand, grabbing the loose flesh on his neck. The man's eyes bulge wildly. The girl flicks her wrist sharply to the right, snapping the man's neck. His body goes limp as it slumps towards the floor. Blood lightly drips out of his mouth. The woman uses her left foot to nudge the corpse away from her feet. She kneels down quickly and grabs the man's gun and a set of keys. This is MONA SAX. BACK TO: INT. - RAGNA ROCK, DANCE ROOM, NIGHT Payne moves through the crowd, making his way to the bar. He forces his way through couples and singles, gracefully dodging everyone's eye. He finally comes face-to-face with the BARTENDER. BARTENDER What'd ya havin'? MAX Vinnie. Now. The bartender looks up quickly, catching Payne's eye. He reaches under the table, producing a small handgun. Max grabs the man's entire hand, squeezing it with a horrendous crunch. MAX (cont'd.) Touch that button and you lose the hand. We see that the bartender's left hand is under the bar, the index finger mere inches away from a small red button. He pulls back his left hand, placing it on the top of the bar. The gun clatters out of his right as Payne gives a harder squeeze. None of the patrons seem to notice. MAX (cont'd.) Where is he? BARTENDER (nervous, shaken) The conference room... upstairs... but- The detective snatches up the bartender's fallen weapon, concealing it under his coat. He lets go of the nervous man's hand. MAX I hear a single alarm, and I am going to personally come back down here and obliterate your face. The bartender nods his sweat-plastered head. Max moves away from the bar. The bartender clutches his damaged hand. CUT TO: INT. - RAGNA ROCK, WEST HALL, NIGHT We cut back to Mona Sax. She is in a more quiet area of the night club, by the Penthouse suites. She clutches the dead guard's revolver in her hand as she skulks down the hallway. BACK TO: INT. - RAGNA ROCK, DANCE ROOM, NIGHT We re-visit the bar. The bartender holds a phone in his left hand, up to his ear. BARTENDER Yeah... he's here. CUT TO: INT. - RAGNA ROCK, EAST HALL, NIGHT Max, holding a gun in each hand, walks with purpose and stride down the middle of the wide-open hall. NAR. (V.O.) One month ago, they killed my family. He rounds a corner, now facing a new hallway. NAR. (V.O.) (cont'd.) They where killed by drug pushers. Dealers of the newest rage, Valkyr. CUT TO: INT. - RAGNA ROCK, DANCE FLOOR, NIGHT We cut to a man and a woman sitting at a booth in the Ragna Rock night club. The woman, holding a syringe, walks over to the man and sits on his lap. She pushes the needle into the man's arm, his eyes widening, a sickening grin enhanced on his face. NAR. (V.O.) It turns the everyday loser into a king... and a madman. BACK TO: INT. - RAGNA ROCK, WEST HALL, NIGHT Max continues to move down the hall. NAR. (V.O.) Vinnie Gognitti is supposedly the lead distributor for the entire city. I learned this from his right-hand man... CUT TO: INT. - SMALL ROOM, NIGHT -- FLASHBACK A man sits tied to a chair. Max stands before him, his hands balled up into two fists. The mystery man is Gognitti's right-hand assistant. NAR. (V.O.) ...after I broke his fingers. In a quick flash, Payne grabs the man's hand, snapping back two of his fingers. The assistant screams in terrible pain. BACK TO: INT. - RAGNA ROCK, WEST HALL, NIGHT Back to Payne. NAR. (V.O.) Tonight, Vinnie was going to die. A blaring alarm goes off within the hall. CUT TO: INT. - RAGNA ROCK, DANCE FLOOR, NIGHT Within the dance room, the music abruptly shuts off. The strobe lights stop their hypnotic flashing and are replaced by the illumination of the actual florescent bulbs on the ceiling. Guards begin to appear, waving their weapons around as they shout at the patrons, forcing them to leave. CUT TO: INT. - RAGNA ROCK, EAST HALL, NIGHT The sirens still going off, Mona puts up her gun, taking a defensive position. Her body picks up speed as she moves down the hall with new vigor. BACK TO: INT. - RAGNA ROCK, WEST HALL, NIGHT Max sidles up with the wall, pulling his guns close to his body. Down the hall a ways, a pair of double doors open. A single guard, brandishing an AK-47 machine gun, enters the hall. Payne ducks away into a small nook within the wall. The guard looks around a few times before moving back into the room in which he came. There is a click, and the doors are locked. INT. - RAGNA ROCK, CONFERENCE ROOM, NIGHT The GUARD, now inside the conference room, finishes locking the double doors. He turns around, facing a long conference table. Sitting at the head of the table is VINNIE GOGNITTI, a younger looking man with longish hair and a pair of aviator sunglasses on his face. To his right, is his assistant MARX, a heavier man in his mid forties. He cradles a bandaged right hand. The remaining seats are filled with various men in business suits. In the center of the table is a large metal safe, it's door open wide. Within the safe are rows of containers of the Valkyr drug. This is a bidding war for the illegal substance. On the other side of the table, behind Vinnie, is another set of double doors, also being locked. GUARD It's clear. VINNIE Fucking Payne! That son of a bitch! It's fucking Payne! MARX He can't get in here, Vinnie. Relax. VINNIE Yeah... and then there's fucking bombs going off and everyone's dead but me and him! MARX Vinnie, please. Marx turns to the guard. MARX (cont'd.) Is the dance floor cleared? The guard grabs his walkie-talkie, placing the speaker up to his mouth. GUARD Jonas, come in. No response. GUARD (cont'd.) Jonas. Still no response. Just static. VINNIE Fucking Christ! CUT TO: INT. - RAGNA ROCK, WEST HALL, NIGHT A man lies in the middle of the hall, a knife sticking out his back, where his shoulder meets his neck. This is Jonas. The walkie-talkie on his belt cackles to life. GUARD (V.O.) Jonas. We pull back, revealing Max Payne standing over his body. He kneels down next to the corpse. NAR. (V.O.) Sometimes, killing these nameless thugs seemed too easy. Payne rises back to his feet, weapons still in hand. MAX Shit. NAR. (V.O.) (cont'd.) Except this one wasn't mine. CUT TO: INT. - RAGNA ROCK, CONFERENCE ROOM, NIGHT The body guards scurry as Gognitti sweats bullets in the corner. VINNIE The door! Just cover the fucking door! MARX Vinnie! CUT TO: EXT. - RAGNA ROCK, CONFERENCE ROOM, NIGHT Mona stands outside the door of the conference room, her face against the wood. She listens: VINNIE (V.O.) God damn it, Marx, don't give me your bullshit! You wanna fucking die!? The femme fatale digs into her hair, producing a small clip. Unwinding the twisted metal, she uses it as a lock pick on the door. BACK TO: INT. - RAGNA ROCK, CONFERENCE ROOM, NIGHT Marx is now fed up. He leans forward, barking down towards the cowering gangster. MARX (shouting) No one's gonna be dyin' tonight but that rat bastard cop! The double doors slowly open up, revealing the calm and controlled silhouette of Mona Sax. All turn to face her. VINNIE It's Payne! Mona steps forward, revealing herself. MONA Not quite. MARX Who the fuck? Sax raises her large magnum handgun, and squeezes off a single shot. The bullet smacks right into Marx's forehead, blood splattering backwards and onto Gognitti. The gangster trembles violently, his eyes closed, head down. VINNIE (shouting) What the fuck are you waiting for!? Shoot the fucking bitch! He looks up. Everyone's dead but Mona. Blood flows from the ceiling, wounds, and onto the floor. Sax strokes a silenced pistol with her bloody right hand. VINNIE (cont'd.)(shouting) What the fuck!? The blood drenched woman produces a bound butterfly knife from her pocket, swinging it around and producing the blade itself. Vinnie's bottom lip begins to tremble as Mona steps forward. CUT TO: EXT. - RAGNA ROCK, EAST HALL, NIGHT Max now travels down the eerily quiet East Wing of the night club, gun at the ready. He moves towards the wide open doors of the conference room. A low scuffling noise comes from within, followed by a guttural whimpering noise. A final shuffle, followed by the final sound of a door opening, and everything goes silent once again. Payne now runs forward, his handgun pointed outwards. He comes to the door, rounds the corner, and enters the- INT. - RAGNA ROCK, CONFERENCE ROOM, NIGHT -- CONTINUOUS Max moves forward, pointing his weapon in each direction, sweeping the room. Nothing. Only dead bodies... and Gognitti. Payne lowers his weapon. MAX Damn. We reveal Vinnie, his back against the far corner, two knives pinning his arms to the wall. We pan down, lower, around the gangster's waist. His shirt is pulled up as his small intestine begins to push forward, through the gaping hole in his stomach. He is still alive, blood pouring from his mouth. Max moves forward slowly. VINNIE (gurgling) That bitch! NAR. (V.O.) If this were any other faceless thug, I might just have shot him in the head, putting him out of one of the worst pains of his entire life. Vinnie pulls away from the wall, gasping in pain. NAR. (V.O.) (cont'd.) But this was Vinnie Gognitti, criminal mastermind... Max places the tip of his handgun to Gognitti's temple. The wounded gangster speaks through his own blood: VINNIE (gasping) Kill... me... NAR. (V.O.) ...and the leader of the pack of savages that killed my wife and daughter. Payne lowers the weapon and moves in close, his mouth mere inches away from Vinnie's ear. MAX (whispering) You deserve this. VINNIE (gasping, barely audible) I... I know. Max pulls back, looking at the dying gangster with a sense of surprise. With a final, dramatic gasp of air, Vinnie's head slumps. He dies. Payne pulls away from the pinned corpse. He begins to walk away when- CLICK. The pin of the 9mm handgun currently pointed directed between Max's eyes is pulled. MAX Mona... We pull back, revealing- Mona Sax, once again. MONA We've got to stop meeting like this. She lowers the weapon. MAX What are you doing here? MONA (motioning towards Gognitti) I see you've noticed my handiwork. MAX It's sloppy. You're begging to be caught. The femme fatale takes offense. MONA (jokingly) This coming from you, Max? Honestly. (serious) Besides, he killed my sister and your family. You know they deserve wha- BANG! Mona lurches forward, her body going limp. Payne reaches out, grabbing hold of the fallen woman. She drops her gun. As they both slide to the ground, blood seeping through Sax's shirt, Max catches a glimpse of the gunman. NAR. (V.O.) Just when you're doing that cool dialogue thing, a something steps out of the shadows, gun at the ready. He puts an end to it with a single period. A single shot. The man smirks gleefully and slides away, through the hall. Mona grabs hold of the lapel of Payne's leather jacket. MONA Max- MAX Try not to speak. Stay still. MONA Look at me... I've become such a damsel in distress. MAX Mona, please- MONA Stay with them Max... don't let them... He's losing her. MAX Mona, hang in there! MONA I'm sorry, Max... I'm so sorry... your family... Blood seeps out of her mouth... her body goes limp... she dies. We hear the low wail of police sirens in the distance, from outside. Payne gently rests the head of the woman on to the ground. He leans forward, kissing her forehead. We hear her name whispered: Mona. Max rises to his feet. The sirens get increasingly closer and louder. The fallen officer continues to walk forward. He never turns back. CUT TO: INT. - RAGNA ROCK NIGHT CLUB, NIGHT We come back to the bartender, now cowering by a pay phone, the receiver up to his ear: BARTENDER (cont'd.) Yeah! The fucker walked right into the place!... No... You can be sure of it, boss! I- The bartender is cut off as a door opens and closes behind him. He drops the phone. We reveal Max Payne, now standing in the room, brandishing a sawed-off shotgun in his right hand. MAX What did I tell you? BARTENDER (cont'd.) That you'd- BANG! With a single shot from the weapon, the bartender's flesh on his face becomes all but non-existent. Blood sprays outwards, drenching the pay phone. The portly man drops to the ground and Max keeps on walking, right towards the exit. FADE TO: INT. - APARTMENT, NIGHT We are now in the home of Max Payne. It is a decrepid, single room apartment with a small bathroom attached. Time and rage has taken its toll on the tiny living space. Max sits in the center of the room, his body spread out atop a generic, fake leather chair. In one hand, he clutches a bottle of spring water. In the other, an unidentified bottle of pills. NAR. (V.O.) In the slums of New York City is where I now make my home. Payne tiredly pops the top off of the pill bottle. NAR. (V.O.) (cont'd.) But it wasn't always like this. Not at all. He takes a single shot from the bottle, easily four or five pills thrown into the back of his throat. Max swigs from the bottle of water. NAR. (V.O.) (cont'd.) The pills would make the pain go away... His eyes flutter. His heads drops back, over the edge of the chair. Max Payne passes out. CUT TO: BLACK. WOMAN (V.O.) (whispered) Max... BACK TO: INT. - APARTMENT, NIGHT -- TIME'S PAST Payne's eyes open wide. Everything is still dark, but in a dream like trance. The entire interior of the room is coated in a dark, reddish hue. WOMAN (V.O.) (shrieking) MAX! The detective gathers himself, jumping up off of the seat. WOMAN (V.O.) (cont'd.)(shrieking) MAX! WHY, MAX!? WHY!? Payne reaches into the inside of his jacket. His pistol is gone. A baby screams from somewhere off screen and in the distance. CUT TO: INT. - BEDROOM, NIGHT A man wearing a cleaner's jumpsuit cackles wildly as he points his gun at something out of sight. We reveal his target: a sobbing woman clutching a small infant in her arms. This is Max's wife, MICHELLE PAYNE, and daughter. CUT TO: INT. - LONG HALL, NIGHT Payne runs down an impossibly long hallway, doors on all sides. His mouth opens as if he is shouting, but all is inaudible except for a feint heartbeat. CUT TO: INT. - BEDROOM, NIGHT The man continues to point the weapon. Behind him, two others appear, also brandishing guns. MICHELLE No! BANG! A single bullet leaves the weapon of the first thug. BACK TO: INT. - LONG HALL, NIGHT BANG! BANG! BANG! Max hears the shots ring out. He runs faster, followed by more inaudible shouting. FADE TO: INT. - BEDROOM, NIGHT Max is now in the bedroom. The bodies of his wife and baby daughter lie spread out on the bed, covered in blood. The three thugs look up, their faces contorted in an unnatural way. THUG #1 (demonic) Payne! Max raises up a gun that has inexplicably appeared in his hand. He fires off three rounds, each one smacking into the forehead of the each of the thugs. They fall to the ground, their bodies fading completely away before actually touching the floor. We go back to Max, the weapon now no longer in his hand. It has somehow disappeared. FADE TO: INT. - BEDROOM, NIGHT -- CONTINUOUS Payne now stands before the bed, staring down at the corpses of his wife and child. MAX No, no, no! No, please God, no! The dead woman's eyes open, blood pouring out of her ocular cavities. She slowly rises upwards. WOMAN (whispered) Why? The bleeding child unleashes a sharp cry. CUT TO: INT. - APARTMENT, NIGHT -- TIME'S PAST Max Payne awakens. A phone within the room rings loudly. The detective fumbles a bit before snatching the phone off of its receiver. MAX Hello? We only get to hear one half of the conversation. MAX (cont'd.) Where are you?... I need to speak with you immediately... No... No. There is an extra long pause in the conversation now. Max says nothing. MAX (cont'd.) I understand... I'll be there. He hangs up the phone... ...and just stares. FADE TO: INT. - RAGNA ROCK NIGHT CLUB, NIGHT Police tape now lines every door of the empty night club. From within, two C.S.I. Officers remove Vinnie's mutilated body from the wall. Alex Balder watches, his hands by his hips. A ROOKIE police officer enters, moving right towards Balder. ROOKIE We got twenty-four dead, no injured's. We got the security tapes too. It's got the woman we found on the ground as well as... well, you're not going to believe this. The rookie cop moves to one of the screens in the room, placing a blank video cassette into a VCR underneath the television. The screen flickers to life as we are treated to images from earlier: That of ex-detective Max Payne killing anything that got in his way. ALEX (to self) Max... why this, why now? The veteran officer sighs and turns to the rookie. ALEX (cont'd.) I want every available officer on this. I want Detective Payne brought in alive, do you understand? ROOKIE Yes, sir. The younger officer walks away. Balder sighs once again. CUT TO: INT. - HORNE'S OFFICE, NIGHT We fade to the small, through luxurious, office of NICOLE HORNE, the head of the largest unknown crime syndicate in New York City. Behind her, their faces covered by shadows, stands two body guards. Across from her, sitting in a vastly less superior and creaky chair is ABE LOVECRAFT, a snake-ish looking hitman covered from head-to-toe in red leather. Behind Lovecraft stands two associates, BOB and JACK, both wearing similar gear. All three men brandish motorcycle helmets. Nicole taps her finger nails across the front of her desk as she speaks to the men, specifically Abe. NICOLE Payne. How much and how long? ABE Detective Payne is what we like to call a... "tall order." NICOLE God for-fucking-bid you shoot him when you had the chance! ABE You paid for Sax. I delivered. Your ex-detective is going to cost you a bit more. NICOLE First he sent my daughter to her death, and last night he killed my nephew. Money is no object. ABE So Vinnie finally bit it, eh? The crime lord rises to her feet, slamming her fists against the desk. NICOLE (shouting) God damn it, Abe! ABE Fifty, and it'll be done by the end of the month. Seventy-five, a week. One hundred, I can have his head delivered to you within twelve hours. Horne turns to the window. NICOLE One hundred, done. Go. FADE TO: INT. - WODEN'S HOME, STUDY, NIGHT We move through the study, following a pair of legs. They belong to Max Payne. NAR. (V.O.) Alfred Woden was one of the most powerful men in the entire city. His influences were great, from the lowliest of thugs to the most powerful of politicians. Softly, and in the background, we hear slow classical music playing on a xenograft. We move forward even further, coming to a fireplace at the foot which sits a man in a wheel chair. NAR. (V.O.) (cont'd.) He was one of those old school gangsters: the ones who shot up three police cars just to get a mug of rum to a needy speak easy. This is ALFRED WODEN, a secretive man who hold power in both political parties as well as criminal syndicates. He has seen much in his many years as evidenced by his crippled condition and the patch that covers his left eye. NAR. (V.O.) (cont'd.) He became my confidant and ally in my war on Valkyr. The older man drinks a small cup of coffee. He speaks to Max without turning around to face him. ALFRED Ah, Mr. Payne, my favorite diplomat of the New York City Police Department. MAX What did you have for me? A butler walks into the scene. He takes the empty cup from Woden's hands and turns the wheel chair around so Alfred may face Payne. The servant exits. ALFRED Who is to say I have anything for you, Max? Perhaps I just wanted to talk. MAX (annoyed) What about? ALFRED I realize that you are a busy man, what with the violent killings and all, but I may just have something for you that will finally gain for you what you have been looking for all along. MAX What's that? The older gentleman wheels away from Payne and towards a window in the corner of the room. ALFRED After they killed your family Max, did you ever stop to ask yourself why I was helping you? He hadn't. He says nothing. ALFRED (cont'd.) The night your family was killed, Max, did you ever think that you would be here... right now... preparing yourself for that final battle? NAR. (V.O.) He was cryptic as hell, but I always knew that his info would prove reliable. MAX Alfred, please- NAR. (V.O.) But that didn't mean I didn't like to cut through the bull shit every once in awhile. Woden spins the chair around so he is once again facing Payne. ALFRED Max, you seem to think that with every passing day, you are eradicating the scum, the muck, the darker forces of New York City. But I think what you are forgetting are your reasons for starting this crusade in the first place. MAX God usually has to come into play for something to qualify as a "crusade." ALFRED Max, all you are doing is getting the job done that men have been doing for centuries upon centuries, from the days of Babylonia to World War II. MAX And what's that? ALFRED Revenge, Mr. Payne. Max again says nothing. ALFRED (cont'd.) That night was not a mistake, Max. Your family got in the way of business that you did not even know existed. You made one arrest, which led to one death, which led to two more. Payne looks down. Is he going to cry? ALFRED (cont'd.) How could any man, any monster be so able to strike down a helpless mother and child in the blink of an eye without so much as a single emotion, a single tear seeping through their barren faces? Max tilts his head back up, facing the older man. He does not cry, but his face shakes. MAX You have a name don't you? You know who did all of this!? ALFRED Nicole Horne. MAX No. ALFRED No man could have done all of that... only the scorn of a woman. Her daughter, Jessica Horne, arrested by one Detective Max Payne, was placed in her cell for only but an hour before being brutally sodomized and beaten to death based solely on her family's more then lucrative income. Max turns around once more, his face reddening with anger. ALFRED (cont'd.) Everything happens for a reason, Mr. Payne. No matter how wildly horrendous or unfortunate, nothing is coincidental or mistaken. You sent her daughter to her death. She killed your family. The detective takes in three sharp, deep breaths. ALFRED (cont'd.) Her office is on Sixth and Ford. Her empire. That is where you will find her tonight. In three hours, she leaves for Los Angeles. What you do with this information is up to you, Max. MAX Why did you help me, Alfred? ALFRED There are no coincidences, Mr. Payne. None whatsoever. As if on cue, the servant once again enters, grabs hold of the handles on Woden's wheelchair, and begins to roll him out of the room. Max's eyes follow the older man as he exits. CUT TO: EXT. - APARTMENT BUILDING, NIGHT Max's car pulls up in front of his brick apartment building. He parks the car and steps out, into the night air. It is eerily quiet. Max pauses, looking around his surroundings. He locks his car, fishes out his house key from his pocket... ...and unsnaps the strap keeping his handgun close to his chest. A noise interrupts the silence. It is a motorcycle, close by, revving its engine. The sound of the first motorcycle is followed by the noises of a second and then a third. This is then followed by a manic laughter. Laughter from one Abe Lovecraft. From the end of Max's street, the hitman and his two accomplices reveal themselves, each one wearing a helmet and riding a vicious cycle. MAX Fuck. The revving gets louder, and the three bikes take off, launching full speed towards Payne. Max rips out his 9MM pistol, shooting wildly at the three cyclists as they close in. All three hitmen produce sawed-off shotguns from the bikes' sides. Taking aim, they fire back. Max dives, landing on the ground behind his car. His windshield and three windows are shot out. With their backs still turned towards the car, Payne stands up for but a second, trading off a few more shots. The three bikers make a quick U-Turn in unison. Max ducks once again behind the now-totaled vehicle. MAX (cont'd.) (to self) One shot, one more shot. The detective once again takes aim, pointing the pistol directly at the face of the biker to the right of Abe. BANG! A single shot rips through the air, slicing through the right biker's helmet. The lifeless body goes limp, plummeting off of the moving motorcycle which skids across the street, coming to a halted stop just six feet away from Max. Abe and his remaining accomplice keep moving, away from Payne. They come to the end of the street, from where they began, making another turn around to face Max. The detective rises up, moving towards the fallen motorcycle, throwing the emptied handgun to the pavement with an empty clang. Propping it upright, Payne swings his body on to the vehicle, revving the engine. He forces a manic smile as he looks into the lifeless, helmet covered faces of the two hitmen at the end of the street. Abe flips up his visor, revealing just his eyes. ABE If it's a joust he wants... Lovecraft flips his visor down, and both of the remaining hitmen rev their engines to match Max. Payne gives one final rev before taking off, zooming head-on towards his enemies. Both Abe and the other killer do the same, racing towards Max as full speed. As they become increasingly closer, the two hitmen each reveal yet another sawed-off. They take aim... The three bikes now just a mere five feet away... Abe pulls the trigger... ...just as Max sharply turns to the right, wrapping around both of the hitmen and dodging the shotgun blast. Payne leaps from his still moving motorcycle on to the rear of Abe's accomplice. The bewildered hitman slows significantly as Lovecraft speeds ahead. Max grabs hold of the man's right hand around the handle bar as he reaches into his coat with his left. Payne produces a butterfly knife. The knife is swung around three times, revealing the blade which is promptly jammed into the back of the man's neck. As the hitman's body convulses, Max shoves him off of the motorcycle and takes control himself. At the other end of the road, Abe makes yet another turn around and stops. Max does the same. The two now face each other, the hum of the engines being the only noise. Payne smirks... ...as Lovecraft tears his helmet off in frustration and bellows out a scream of pure anger and hatred. ABE (cont'd.) (shouting, growling) PAYNE! MAX ...it's a joust you'll get. The two combatants once again race towards each other, Max staying focused, Abe shouting incoherently. As they become increasingly closer, Lovecraft reaches down to the side of the bike, un-holstering yet another sawed-off. Now just three feet away from each other, the two turn abruptly, both motor cycles screeching against one another. Sparks fly as both fire their weapons. Max dips his head down, dodging the spray of ammunition fired from Abe's weapon... ...whereas the single shot from Payne's lodges into the hitman's upper chest and neck. Lovecraft flies off of the back of his vehicle as Max slowly comes to a stop. Payne cranes his neck to watch Abe, blood seeping from his neck, take his last breath. The silence of death is quickly interrupted by sirens in the distance. Max cocks his head towards the origin of the noise. He revs the cycle once again and blasts forward, leaving the scene at full speed. FADE TO: INT. - NICOLE'S OFFICE, NIGHT Horne stands alone, in the silent darkness, looking at a framed picture of JESSICA, her deceased daughter. She speaks to "her." NICOLE He killed you, dear. And I am going to kill him. And then we will be together forever. Just me and my precious baby girl. A single tear rolls down her face. The door behind her opens and Omri, her bodyguard, enters. OMRI We just got a call... Lovecraft has fallen. A bitter shroud of darkness falls over Nicole's face as she turns to face her bodyguard. NICOLE That fucking bastard is not going to fail me! CUT TO: EXT. - APARTMENT BUILDING, NIGHT Outside of Max's apartment building, police now swarm the area. Once again, Alex Balder watches over the officers as they move across the area, questioning possible witnesses and looking for other bits of evidence. Behind the officer a stretcher with Abe's lifeless body is rolled into an ambulance. The rookie officer from earlier finishes up a conversation with a prostitute before turning towards Alex. ROOKIE This street walker says she saw Payne leave on a motorcycle, headed downtown. Where could he be headed? ALEX Horne. It has to be. Everything before this leads right to her, though we've never been able to prove it. ROOKIE It's your call. Beat. ALEX All right. Balder begins to move through the crowds of witnesses and police officers, waving his hands and barking out orders: ALEX (cont'd.)(shouting) Listen up! We need to get every single available officer down to Aesir Plaza immediately! This is where Payne is most likely headed, and I must again reiterate: we bring him in alive or not at all! As Alex continues to shout out orders, we move away and instead begin to focus in on the- FADE TO: INT. - AMBULANCE, NIGHT -- CONTINUOUS Within the back of the ambulance in front of Max's apartment, Abe lays on a stretcher with two PARAMEDICS working around him. PARAMEDIC #1 The bleeding has stopped and there's just minor shrapnel still in his neck. The second paramedic tears the red leather jacket, revealing Abe's barely damaged chest. He holds in his hands a heart palpitation device. He rubs the two handles together and places it on to Abe's bare chest. The hitman's back arches as the first paramedic moves in with tweezers, and removes two metal shards from Lovecraft's neck. Moving away, the second paramedic moves in again uses the palpitation device. This time, Abe's eyes shoot open as his body launches off of the stretcher. He inhales sharply and rises to his feet. CUT TO: EXT. - DOCK, NIGHT A cadre of weapons sit stacked against each other on the edge of a New York City pier. Handguns, semi-automatics, fully automatics, shotguns... It's all there. Two men work around the weapons, checking them for ammo and cleansing. We follow the weapons, which leads us all the way up to the number one gun runner in the city: VLADIMIR (VLAD) LEM. The Russian gangster polishes one of the AK-47's while speaking to Max. He speaks with a heavy Eastern European accent: VLAD 'Zis is for vhat... hunting? MAX Something like that. Vladimir sets the gun aside. VLAD You know, Max, me and you... we are not so different. MAX You're a gun running mobster hiding from two powerful governments and I'm a fallen cop looking for revenge... you're right. Vlad laughs. Max does not. VLAD 'Zis is funny, Max! But me and you... we could run 'zis city if we so chose to do so. MAX Not my line of work, Vlad. Is this it? One of the workers nods to Max. Vlad lights a cigarette and takes a long pull from it. MAX (cont'd.) How much? VLAD Eh... no charge. Payne gives the mobster a surprised look. VLAD (cont'd.) Like I said, Max... vhether you vant to believe it or not, right now, ve are running 'zis city. It is now Payne's turn to play with one of the dormant rifles. MAX (disinterested) Yeah, and how's that? VLAD You take out Horne... I become the most powerful in the city. Cut off the head, and another one appears, Max, just like the Medusa. MAX Hydra, and it was two heads. Not one. VLAD Even better! Me and you Max, all ze way! The Russian again begins to laugh. Max ignores him. VLAD (cont'd.) The point is 'zis, Max: when I'm in charge... vhat's to stop me from picking up vhere Horne left off? Payne continues to examine the gun. MAX (still disinterested) I guess I'll just have to kill you, then. VLAD It's a never-ending circle, Max... of the vorst kind. Max sets the rifle back down onto the ground. Vlad takes the smoke out of his mouth. VLAD (cont'd.) You take care, Maximilian. You're my favorite cop... you know that, right? He smiles... so does Max. MAX (playfully) Well, Vlad, if that's all... I guess I'll be seeing you in hell. VLAD Don't fool yourself, Payne... we're all ready there. Max's smile fades as the Russian tosses the cigarette into the water behind him. FADE TO: INT. - POLICE CRUISER, NIGHT The rookie officer drives with Alex in the shotgun seat. The younger man looks uneasy. ROOKIE What do you think he's up to? Balder sighs loudly as he looks out of the passenger window, the various lights of the city reflecting off of the glass. ALEX "He who fights with monsters might take care-" ROOKIE "-lest he thereby become a monster." Friedrich Nietzsche. ALEX I see they still use that one at the academy. ROOKIE First day. ALEX Never meant much until just now. CUT TO: INT. - APARTMENT, NIGHT Within his apartment, Max looks over his new cache of weapons as they lie before him on a table. One by one, Payne picks up the various death tools: Four handguns. Two sawed-off shotguns. An automatic rifle. BACK TO: INT. - POLICE CRUISER, NIGHT The rookie drives, his eyes still on the road. Alex continues to stare out the window. ALEX When justice fails a man, as it is likely to do every so often, then who are we to stand in that man's way? CUT TO: INT. - APARTMENT, NIGHT Payne locks and loads, finding a place on his person for each and every weapon and clip of ammo. Finally, Max picks up a single, black-handled switchblade. He pops the tiny blade and swings it around once, causing the sharp metal to revert back into the sleeve. He places it within his coat. BACK TO: INT. - POLICE CRUISER, NIGHT ALEX When a man's entire family is taken away from him in the blink of an eye... CUT TO: INT. - APARTMENT, NIGHT Finally, Max turns to a picture of his wife and daughter... better times. Max reaches behind the picture frame and produces a single bottle of pain killers. BACK TO: INT. - POLICE CRUISER, NIGHT ALEX ...is not revenge the only answer? ROOKIE Justice exists for a reason. ALEX Justice is an invention. A man made force to be reckoned with. Beat. ALEX (CONT'D) Revenge is God's doing. We pull back as the cruiser races into the night. CUT TO: INT. - APARTMENT, NIGHT Max takes a final, tearful look at his wife and daughter... ...before flinging the bottle across the room, causing it to shatter across the opposite wall. FADE TO BLACK. FADE IN: EXT. - AESIR PLAZA, NIGHT A light rain drizzles downward, leaving imprints along the windows of the building. CUT TO: INT. - AESIR PLAZA, LOBBY, NIGHT We are now inside the building, following a lone guard as he walks from the lobby into the... INT. - AESIR PLAZA, HALL, NIGHT -- CONTINUOUS ...where he continues to move towards the very end. The guard walks casually, finally coming to a dip in the wall, where-in sits a healthy house plant. As well as Max Payne, who rolls out from his hiding spot, taking down the guard with a single slice of his blade, slitting the guard's neck. The man's limp body tumbles to the floor. Max drags the corpse into the darkness of his hiding place. CUT TO: INT. - AESIR PLAZA, HORNE'S OFFICE, NIGHT Horne's sickly frame is once again hidden behind her large, oak desk. Two body guards stand by Nicole's side. They are OMRI and REZ, both identical strong men, their bodies fitting their occupation well. Horne lights a cigar. Behind her, we see a framed picture of her deceased daughter, JESSICA. NICOLE Where... is... he? OMRI We don't know. Lovecraft's goons were all we found. NICOLE He killed my daughter... and then my nephew. He's coming for me. REZ Miss Horne, I can assure you that your safety is our top priority- CRASH! The window gives, sending shards of glass and falling rain into the room. Rez pauses. Blood begins to seep out of the side of his neck and onto his left shoulder. He stumbles forward and falls across the oak desk. Omri reaches into his suit jacket and produces a 9mm pistol. CUT TO: EXT. - ROOFTOP, NIGHT A quick glimpse of a single, leather glove clad hand as it hurriedly reloads a sniper rifle atop the opposite building. BACK TO: INT. - AESIR PLAZA, HORNE'S OFFICE, NIGHT Horne now practically cowers behind the desk. NICOLE We have to leave now! Omri rushes forward, towards the broken glass still hanging onto the window sill. He points across the way, towards the roof of the building opposite of Horne's. OMRI There! BANG! A single shot hits the second bodyguard right in the center of his chest. He falls backwards, gasping wildly as his body slams into the ground. Omri coughs wildly, blood shooting out of his mouth in small bursts. He dies with a final groan. NICOLE Shit. The crime lord ducks behind her desk and moves towards the window, keeping her head low. NICOLE (cont'd.)(mumbling) Fucking useless. Fucking morons. She snatches the gun out of Omri's limp hand, and dives forward, pointing the handgun out the window towards... ...nothing. The opposite building's roof is now vacant. All is silent but for the falling of hard rain. CUT TO: EXT. - ROOFTOP, NIGHT The sniper rifle is left atop its mount as the mystery shooter walks off screen, allowing us only a glimpse of a blowing trench coat exiting the scene. CUT TO: EXT. - AESIR PLAZA, NIGHT Police cruisers roll forward, surrounding the large office building. From the front car, Alex jumps out of the passenger's side, gun in hand. He begins to wave his fellow officers into the building. CUT TO: INT. - AESIR PLAZA, LAUNDRY ROOM, NIGHT Three thugs sit in the center of the laundry room. We'll call them DAN, WALTER, and JOHN. They play poker on a table covered in cards, chips, weapons, and cocaine. With a loud THUD!, the door on the opposite end of the room is kicked open, revealing- Max Payne, brandishing two sawed-off shotguns. WALTER It's Payne! (Beat) ...again. Max lets loose, firing both guns simultaneously. One shot hits Dan's chest, the other striking John in the neck region. He throws the shotguns to the ground as Walter reaches for one of the magnums lying on the card table. Payne produces two of the handguns from within his leather coat, shooting Walter multiple times before he even has a chance to blink. The body of the dead man falls backwards, slamming into the poker table. Cards and chips scatter across the floor as the crushed bags of cocaine create a cloud of billowed, white smoke. Max moves forward, brushing right by the corpses of Dan and John, and instead focuses in on Walter. He's not dead, though very close. As Walter gasps deeper with every intake of air, Max points his 9mm at his face. MAX I can shoot you in the head and end it... or, I could let you lay there and choke to death on your own blood. Now... Horne. Where is she? WALTER Her office... second floor- BANG! A single shot from Max's gun pegs Walter in the head, putting him down for good. CUT TO: INT. - AESIR PLAZA, HORNE'S OFFICE, NIGHT Nicole now walks around the office with a new found bravado. Her hair is a mess and her clothing is now covered in rain and blood... but nothing stops her from dealing with the problem at hand: That of one Max Payne. She finally stops moving, settling on a closet. Nicole grabs the handles, flinging the closet doors open with a violent "CLANG!" She reaches in, knowing exactly what it is that she needs: A fully loaded, double barrelled shotgun. NICOLE Fucking Payne. CUT TO: INT. - AESIR PLAZA, LOBBY, NIGHT Within the blood-soaked lobby, police officers led by Alex pile in through the doors, spreading out in all directions. CUT TO: INT. - AESIR PLAZA, SECOND FLOOR HALL, NIGHT We now follow Max, a man on a mission. In one continuous track, we follow from a behind-the-back, third person perspective as Payne, wielding two handguns, moves through the hall. Effortlessly, he fires at various enemies as they present themselves, each wielding their own weapons. The two 9MM's empty, Max throws them to the side, reaching into behind his jacket, by his waist, in one lighting quick movement. He now wields two sawed-off shotguns, each one capable of two shots, the rounds blasting into their targets with bloody results. The shotguns are the next to be thrown down as Max enters- INT. - AESIR PLAZA, OPEN ROOM, NIGHT -- CONTINUOUS We stop as Max takes in the sheer number of enemies around him, easily a dozen. They stand at various parts of the room, each brandishing a weapon for themselves. Almost as in unison, the weapons around the room are cocked. Max closes his eyes... Reaches into his jacket... And produces two small UZI's. The detective spreads his arms, shooting almost blindly, hitting targets in front of him, behind him, and to the sides. Max bends forward, ejecting the spent clips on to the ground. In one quick 360 degree turn, we follow his body as he grabs two fresh new clips and pounds them into the UZI's. As he comes full circle, dodging shots from his opponents, he begins to fire back once again... ...taking down the entire room. With everyone dead and Max the last one standing, we pause. Payne shuts his eyes and inhales deeply through his nose. MAN (V.O.) (off-screen) Payne, stop! His eyes open. He does not exhale. Click. Max turns around to face... ...Alex Balder, his former friend and partner as well as two officers. Balder moves his hand down, keeping his weapon by his side. The two officers stand back, pistol drawn and pointed towards Max. ALEX Max, please just listen to me. You have got to end this. MAX You don't understand, Alex- ALEX No, Max. Just turn yourself in... end this now... for Michelle. Payne looks down at the ground soaking in Balder's words- BANG! BANG! Two shots are heard, each bullet striking into Balder's backup: one in the head, the other in the chest. Both collapse as- BANG! A single gunshot rings out through the empty hall. A large blossom of crimson blood seeps its way through Alex's shirt, dripping towards the ground. MAX Alex! ALEX (gasping) Max... As the older man falls to the ground, Max comes to his aid, catching his body. MAN (V.O.) (off-screen, raspy) Let him go. Now. Max looks upwards to face the gunman... ...a still badly wounded Abe, gauze wrapped around his neck and his jacket still torn open. He holds a revolver. ABE Don't move. Drop your gun. Payne does as he is told, dropping both UZI's as he rises up from Alex's still bleeding body. As Lovecraft speaks, he moves forward. ABE (cont'd.) Did you really think it would be that God damn easy to dispose of me? (shouting) Do you know how much I was being paid!? He is now face-to-face with Max, the tip of the pistol almost touching Payne's forehead. ABE (cont'd.) Mona was cake. And this old man was just plain easy. Behind the hitman, Alex weakly reaches across the ground, clutching his fallen 9mm pistol. ABE (cont'd.) Who knew you'd be so simple to catch? Abe pulls back on the gun's clip, taking aim- ALEX (raspy) Old man? The fallen cop fires, the round hitting the hitman in the ankle. As Abe screams in pain, Alex's head hits the ground, his grip loosening on his gun. Max strikes back, his right hand coming up and knocking the revolver from Abe's grip. ABE (cont'd.) The hell-? The hitman, still shocked, stands still as Max produces yet another butterfly knife. The bewildered Abe watches helplessly as Payne effortlessly swings the handle three times, producing the blade itself. The detective just shakes his head back and forth before biting his bottom lip and ramming the knife forward, penetrating the blade right through Abe's crotch. The hitman unleashes a horrific cry of pain as Max jams the knife up to the hilt into Lovecraft's groin. When it can go no further, Payne gives the knife a hard snap, breaking the handle off of the blade. Abe continues to scream in horrendous agony as Max throws the handle to the ground, leaving the blade firmly jabbed into the hitman's now bleeding crotch. Lovecraft falls to the ground in a pathetic fetal position, whimpering, bleeding and shouting profusely. Payne picks up his own dropped weapons as well as Abe's fallen revolver. He moves towards Alex, his friend... ...though the older man has succumbed to his wounds. He is dead. Without even looking back, and with Abe still screaming in agonizing pain, Max just walks away. CUT TO: INT. - AESIR PLAZA, HORNE'S OFFICE, NIGHT Nicole moves around her darkened office, shotgun in hand. Sweat trickles down her wrinkled brow as she moves from door to door, each one leading to a scene of dead corpses littering the ground. NICOLE (to self) Where are you? The creak of a floorboard catches the nervous crime lord off guard. She spins around, firing the weapon, taking a large chunk out of the self-portrait hanging above the fireplace. NICOLE (cont'd.)(aloud, shouting) Where are you, you son-of-a-fucking whore mother-fucker, where are you!? Another creak, and Nicole spins around once more, firing blindly at the mirror hanging above her desk. Just before the impact, we see a fleeting glimpse of Max, standing right behind the flustered woman. The shell nails the mirror, causing the fixture to explode into a dozen tiny glass pieces. Horne turns around to face Payne, gasping. She raises the weapon only to have it smacked down by Max's right forearm. It clatters across the floor. A horrified gaze passes over Nicole's face as Max simply raises his fist... ...and punches the woman in the face, knocking her down and out with a single hit. FADE TO BLACK. FADE IN: EXT. - AESIR PLAZA, ROOFTOP, NIGHT We focus in on Nicole's face as she comes to, her senses rushing back to her body, the faraway sounds of thunder awaking her. Pulling back, we reveal that she is bound to a chair, the hind legs balancing just over the ledge of the building. Attached to the center brace of the seat is three individual ropes that leads away from the chair and connects to a small pipe on the roof, keeping it in its fixed position. Horne begins to struggle within the confines of the rope. Max enters. Nicole's face takes a whole new look, a look unseen plastered to the face of the crime lord. That of compassion. NICOLE Max... Max, let me go. She fakes a weak smile as Max moves towards her, not saying a word. NICOLE (cont'd.) Doing this... doing this will not bring back your family, Max. Payne reaches into his leather coat, producing a final butterfly knife. As Max un-wields the blade, Nicole's phony smile and demeanor immediately fades back into the dark oblivion of hate that seems all too natural. NICOLE (cont'd.)(venomous) Do it! Do it you fucking son of a bitch! Finish this! Send me to hell to see your bitch- The detective remains un-fazed as the slightest sound of thunder once again rumbles in the sky. MAX You killed my best friend. Max kneels down, inspecting the three ropes that keep Nicole from teetering over the edge of the building. With a single swipe of the knife, he cuts into the left-most binding, slicing right through it. The chair rocks a solid inch. This is followed by a noiseless flash of lightning in the sky which is soon followed by a low growl from the heavens. MAX (cont'd.) And then you murdered the only real partner in this that I had. The right-most rope is then cut, leaving only the final binding keeping the chair from falling over the ledge. The chair now teeters. Nicole looks increasingly concerned. MAX (cont'd.) That makes sense... they were trying to bring you down. Nicole's fake presence is once again re-introduced. NICOLE Max, I- Payne ignores her completely as he rises from his crouched position and produces a single 9mm pistol from within his coat. He points it at Horne's face, his entire arm shaking as his face wells up. The slightest hint of tears begin to seep through Max's eyelids. MAX (yelling, sobbing) But first you killed my family! The only thing that I ever truly cared about enough to change my life for! And they did nothing! Nothing! Why did they have to die!? Why- Horne cuts him off, her true presence once again being felt. NICOLE (shouting) You sent my daughter to her death! Do you honestly think you are the only one in this God-forsaken, shit hole of a city that has feelings for his family!? A clash of thunder is soon followed by thin droplets or rain unleashed from above. MAX (sobbing) My daughter was six months old... you have no excuses. NICOLE (shouting) I'll see your bastard child in hell! Anger wells around Max's brow. He pulls the gun away from the crime lord's face, instead pointing downwards, towards the final rope. BANG! The bullet speeds out of the pistol, slicing right through the third and final brace. FADE TO BLACK. FADE IN: Audio-less. Nicole throws her head back, her mouth agape, as the chair tips over the edge of the building. FADE TO BLACK. FADE IN: Heartbeat. The chair, Horne attached, plummets downwards, speeding towards the crowded streets below. FADE TO BLACK. FADE IN: Heartbeat. Nicole plummets, getting closer... FADE TO BLACK. FADE IN: Heartbeat. ...and closer... FADE TO BLACK. FADE IN: CRASH! The chair hits the pavement as we focus in on Max, his arms by his side, rain covering his body. From the streets below comes the wail of even more gathering police sirens. CUT TO: INT. - AESIR PLAZA, LOBBY, NIGHT Within the front lobby of the building, S.W.A.T. officers burst through the double doors. The team moves as one, through the carnage and corpses. BACK TO: EXT. - AESIR PLAZA, ROOFTOP, NIGHT Payne just looks forward, his face emotionless. NAR. (V.O.) They were all dead. The final gunshot was an exclamation mark on everything that had led to this point. Max looks upwards, rain covering his face, mixing with his tears. NAR. (V.O.) (cont'd.) I released my finger from the trigger, and it was over. The detective's grip loosens on the pistol as it drops to the ground beneath his feet. CUT TO: INT. - AESIR PLAZA, STAIRWELL, NIGHT The S.W.A.T. team now bustles through a tight stairwell, coming to an exit door. The front officer kicks in the door, leading to- EXT. - AESIR PLAZA, ROOFTOP, NIGHT -- CONTINUOUS The team rushes out, into the rainfall, weapons pointed... Beat. Beads of rain drip down Max's forehead as an array of red dots caused by the S.W.A.T. Team's weapons collect themselves on the ex-detective's back. Payne falls to his knees as rain continues to fall upon his head. His face remains utterly emotionless. CUT TO: INT. - POLICE HEADQUARTERS, HOLDING CELLS, NIGHT A distant Max sits alone in his cell, the only light coming from a nearby, barred off window. A LOW VOICE interrupts the silence from the next cell over. LOW VOICE (O.S.) You're him. CUT TO: P.O.V. - MAX PAYNE From Max's perspective, we see a heavyset black man, his face profiled between two of the cell bars. This is CLYDE CHARLOTTE. BACK TO: INT. - POLICE HEADQUARTERS, HOLDING CELLS, NIGHT The ex-cop's head drops back downwards. MAX Yeah. Beat. MAX (CONT'D) I'm him. Alex' rookie bursts through the front door of the police station. Behind him, we see quick glimpses of the gathered media, camera flashes, and the security holding them at bay. The rookies comes to the cells. He looks at Max for a moment before turning to Clyde. ROOKIE Charlotte, back to your side. The heavy man slowly moves away from the bars and fades into the shadows of his own cell. The young officer turns back to Payne. Max says nothing. The rookie only stares back... ...before grabbing hold of a nearby chair, spinning it around, and placing it before Payne's cell. He sits. NAR. (V.O.) In a New York Minute, everything can change... ROOKIE All right... Max barely looks up. NAR. (V.O.) ...and the entire planet can fall in on itself. ROOKIE Why don't you tell me what all of this was about? Behind the rookie, from out of the shadows, Mona appears, as if materializing out of thin air. Payne blinks once. CUT TO: BLACK.
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