What is Payne 1999
History of the project
Behind the scenes
Software used
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Guest book/Email

This contains the making of Payne 1999. More than a personal log about how the game was made, this could be useful as a guide to someone willing to make mods in general. I hope it also serves as an inspiration to others and a warning about what to do and what to avoid when choosing such task.

Birth of an idea

It started around December 2001; one of my friends (Miguel S. Ramos) told me about two new games in the market: Max Payne and Castle Wolfenstein. After seeing some minutes of gameplay of both, I asked him what would be better to play on my ageing computer. He said MP would be better because it has a lot of graphical options that can be switch on/off and even had a game editor incorporated to make costume levels.

From that on I've made a resolution; I would see how good the game really was, and if I could made something with the editor, I would try to make a Space 1999 mod. After finishing MP I decided to try the editor but the outcome was a disaster; not only I didn't had any experience with 3D tools but the tutorials provided weren't much help. Albeit I work in IT i'm from the Tech Support /Operating System area, 3D tools are a complete different universe. People that don't understand computers (this means users ;-)  have this strange notion that if you work in the IT area your are automatically an expert into everything, from Operating System into cad and programming. Don't ask why...

Not to mention the Max Payne modding community was just starting and those tutorials written by them and that would be so useful to me were virtually non existent.  It seems the project was dead even before it had a chance to start.

Early Works

But it was not really dead;  many times I ended up thinking what could be done using Payne's editor.

Right before starting to work in Payne 1999 I  had an experience with a game editor, by making a campaign for Delta Force 2 (see downloads section), and even if DF2 editor is much different than MP, now I had the confidence I could master this kind of tools.
This time armed with a new resolution I've decided I had to make something, so little by little I began to understand the concept of 3D design and learning how to use the Payne's editor. November 2002 marks the birth of the real work. After doing some basic rooms as a training, I've decided it would be better to make as many objects as I could before working on the level itself.

Another important decision was to annotate every little thing in a A5 notebook to serve as a reference later on, it's something I strongly advise to anyone that wants to make this kind of projects. Also I've decided to work in secret and not to make an website to announce the project. I  know how the game community works: Someone says it has an idea for a mod, starts to put a website announcing it, put a couple of screenshots in a month, spends more time updating the website and answering email rather than working, then he gets fed up and the mod is never finished. Almost all Payne's projects I've seen announced ended up this way.  Today I still think it was the wisest decision I've made.

Speaking of decisions and advise, here's another that I think it's very important for future modders; don't plan to build levels with extra detailed objects or with very large textures. What is the point to make an outstanding mod, if at the end only a few people can play it, because you need a Pc ninja to run it? Some of the best freeware games and mods that I've played were not state-of-the-art in poly count or details. Remember not everyone is willing to buy a new video card or upgrade the system every 6 months.

The 1st object made was the light tower (image; image; image) and I was very pleased with the final outcome. Also the platforms (image; image) were made and most of the objects you find in the personal bedroom and in the hangar. But when I started to make the rooms I was faced with the 1st huge problem, Max Payne (the character) needs around 1,10 meters wide to pass in a doorway and the single door is only 90 cm. I had to find a way to make the door 20 cm wider without erasing the door frame that is on both sides of the door. How would I solve this?

Note- Each panel you seen in the walls is 1,20m  X  2,50m, so I could not stretch the door panel without becoming too weird when compared with the rest. The whole base is built at regular scale, in spite of Payne creators recommends everything to be built at a 150%  scale.

Another problem came with the textures; I was using Baldassari's wall textures because I thought I could save time by using them. But still I had to do the textures with the blue/yellow/red/green lights not to mention a lot of object textures. I thought I could use the original game textures for this, but it was a mistake. Most of the original Max Payne game is spend on rusty or degraded environments mainly built with wood, while the futuristic base is almost plastic and shining metal. So I've ended using just a handful of original textures and had to do many textures myself. I was not counting with this and it was consuming much of my time, time that would be better spent by learning and working with the 3D engine.

After 3 months of work I was getting fed up with all this. A lot of problems to solve, still a lot to learn about the editor and more work I could ever imagined.

Desert Walk

From January 2003 till November I haven't done nothing regarding Payne 1999. But since October a new resolve was growing on me and I decided I just had to go on. I don't know where I got the will to proceed with the project, but I'm glad I had it. Looking back to what I had done so far,  I came with the conclusion I  already had a lot of work completed: all objects of the personal room and almost all of hangar's objects. Not to mention I already knew how to make dynamic objects (breakables and doors) and the menus were also done. I even had worked on Christmas and New Year's day doing them, so I don't intend to give it up now.

Picking up the pieces

So in November 2003 I've started to work again. Meanwhile I had forgot a lot of things about the editor and had to practice a little, but since I had a lot of annotations about it on my notebook, it took me almost no time to reacquire the skills.

Some of the work had to be redone, mainly the living room and the light tower that was halting the overall velocity of the game when inside the hangars. Also some of the textures had to be redone because I was not pleased with the blue/red/etc walls. It would take me 3 attempts before I got them as I wanted.

Making the map has not much to say: It was almost slave work, doing research about the shape of the tech labs, rooms, etc so they could be like they are on the series or on the tech book, then drawing them on paper before finally making them in the editor. The map still lacked sounds, music, enemies, a lot of pointlights and some basic furniture among other things, but I decided not to work on the other aspects of the game until the map was almost finished.

The map was getting bigger when I've decided to take a minor break from the game. From 25 April to 10 June (both national holidays) I've not even opened the editor once, but I knew I would finish the game no matter what. As an example the Command Center was a work that lasted for 3 or 4 weeks. While making the room was quick, it was a string of small things that really consumed most of the time; mainly the archway, tables, computers textures, tables textures (getting the red stripe right was a nightmare), not to mention the lower ceiling.

After most of the map was done,  it took me the whole month of September to learn and to modify the characters, then I went back working on the map to add the sounds and to alter the dynamic objects to mach the same duration of the correspondent sound file. This meant I had gone door by door on the map individually changing them. A lot of boring work but had to be done.

I've decided to leave the character Max Payne as the main hero, because I think the creators have done a very good job with him, making him one of the coolest characters in computer gaming. I've not even retouched his face to make him look like some well known actor, while the rest of the computer models were retouched or altered to look like the corresponding actors on the series.

October and November were occupied with making the travel tube, the exit, learning the dynamic cameras, how to trigger them and all the programming that usually comes associated with a cutscene. In December I've asked if someone could make the stung gun you see in the game. Gladly Roger Clow sent me his mesh and I used Milkshape (another software I had to learn, but not in depth this time) to resize it and import it to the game. I had more trouble with the gun customization files than I had with Milkshape, not to mention I've experienced the infamous "firing gun bug", but this was quickly solved after some research. And I'm still waiting for someone to do me a proper axe.

The rest of December was used to correct most of the pointlights on the map, creating some of the camera work and to make the intro film. And January was to change some of the enemies sounds, to make the cyclic sounds you hear inside or near some of the rooms, to position the enemies in the base, to test the whole level and making this website.


Now, 2 years after the start I'll say it was worth all the effort I've put in the project. To have an idea I have 38 pages of the A5 notebook full of annotations and drawings, plus 12 A4 papers with level design and random notes. As a curiosity the map file (.lvl) is 61,5 Mb. And the backup file where I kept previous version of the map, has 635Mb of  uncompressed .lvls .

It took me 2 years and 2 months (in fact much less if you don't count the huge stop in 2003) and an iron will to make all this, working alone, mainly nights and weekends but it's finally done.

Done? Not quiet. I still plan to do some changes because I want to add more sounds, and to make a new particle effect when firing the guns.  Let's see what the future will bring.

Upper levels

5 July 2005 marks my come back to Max Payne tools. Since that date I've been slowing making my plans to do the upper levels.  I was not in the mood to start doing heavy work and I got a couple of problems with the overall base design. Even so now and then I got an urge to do simple things and it's amazing what you can accomplish in those tiny little moments when you feel motivated.  Meanwhile I've build the moon buggy that was added to Level J in an update.

So, in one month I've done the computer room, autopsy, medical care unit, diagnostics (2 rooms), isolation and 2 normal medical rooms plus a new living quarter. Even if the dimension and aspect of the new living quarter is like the old one, this one has more different wall panels and allows much more different combinations of those. By middle August I also already had the solarium (2 rooms) done. Looking back it was quite a work, mainly considering the solarium is not easy at all and it's full of objects.

Besides that Level J had a new version with 3 small additions: the moon buggys in some hangars, the moon surface has new textures and Tech lab 5 now has the Vacuum Chamber and it can be open.

In October and part of November I've done nothing regarding to the mod. At first it seems I was losing steam, but I would quick regain the pace. From 22 November till the end of January 2006 I've done the nuclear reactor that rests on the surface. It took me 2 months to do just one room and that is going to be used only once ! The reason why it took so long was because I had to do more than 20 textures in order to reproduce the room exactly as seen on the series. The similarity is astonishing (image; image; image; image; image; image; image; image; image; image; image; image; image) and it's by far the most faithful room I've ever done.

All computer panels were reproduced to the last detail (see an example: image; image) and I should be proud, but strangely as I type this, I wonder if it was really worth the effort and time consumed to do just one room... Too late now. It's already done.

But not all is bad; in the beginning of February I've received and unexpected help from Stephen Hebbend-Bach who made the laser rifle, so it means the mod has a new weapon. Very friendly person indeed, not only he has made the rifle, but changed it as I requested (lower the poly count and changed textures for colour). He even resized the model so all I had to do with Milkshape was to import the gun to the mod.

The rest of February 2006 and till the beginning if March, I've done both the medical and recreational areas. Even considering most of the rooms were already done (solaria, medical care units, diagnostics, etc.) it was still quite an accomplishment. I still had to do the gymnasium and debug the travel tube. Since the player can use the travel tube to go back to where he was before and every time it triggers a cutscene, it requires a lot of instructions (65) and a lot of triggers (6) to do this.

March was used to do the hydroponics labs section and till the second week of April to do the exit. The exit was a big conceptual problem because I didn't knew how to finish the game, but a couple of experiments went right and it was quickly solved. It is done with two cutscenes and a graphic novel.  More research had to be made since it was my first and only attempt to do graphic novels, but it went out right. I hope you enjoy seeing it as much as I've enjoyed doing it.

Then the last 2 weeks of April were just laziness. Not in the mood for working, but had to force myself to finish the game, so in May I've decided to attack the ugly beast: the Main Mission. Not an easy room to do, I had no indication about the height of the ceiling, the measure of the stairs or the balcony. Not to mention Max Payne engine is very good to do rectangular rooms using jut one texture on the whole mesh; and if you see (image; image; image; image) the room has different textures at different heights and different textures one near the other. This is more or less easily done with a normal 3D tool, but not with Payne's engine. So slowly I began to solve the problems one by one, until the room was completed. One month to do it, plus an extra corridor to lead to embarkation point and to the end. It could have been done faster if I was in the mood to work, but the complexity of it almost drove me insane. Not to mention the moment you enter Main Mission till the end of the game you'll have 5 different cutscenes: one entering the room, one leaving, one going to the Eagle and two for the end. Talk about working hard. By the end of May the whole level was finished, but still lacking some lights, the enemies, add more furniture, to change some normal elements into breakables and test the whole thing.


The 1st 2 weeks of June were done testing the mod, adding the final music; adding the loop sounds; enemies; medipacks; some lights; tweaking a couple of textures, correcting triggers and do assorted things that were time consuming.

It was not much to do, but I found it harder and harder to motivate myself to conclude the mod. It was the «payne» of working alone on such a big project, but it was completed. I don't know if I'll ever come back to do more things regarding this mods or future mods. I've been working alone on this since November 2002 and the whole project was finished in June 2006. Too much time. I hope you enjoy playing them and pay attention to small details, I've not done the mods so that the gameplay is just rush and kill all the enemies at once. Take your time to explore the levels and above all... have fun.

In the meanwhile here's a notice: If you are doing a Max Payne mod and want to use an object from this mod, just write to me and I'll send it to you. I'm not putting the prefabs online because mostly are only related to this mod and as I see it, hardly of use on another project (you are not going to use the moon buggy from a sci-fi series on a 1950 mod...), but if you still want to use anything from it, just write me an email (or leave a message in the guestbook) and tell me what you need.