Max Payne 3: A man on fire

I watched Max Payne take cover, and I inhaled sharply. I watched him jump out of it into bullet time, and I let out my breath.

Max Payne 3 is the most precarious situation Rockstar has gotten itself into in years. It's been eight years since the last Max Payne title, Max Payne 2: The Fall of Max Payne. To give you a bit of perspective, Max Payne 2 came out just a few weeks after Prince of Persia: The Sands of Time, and Grand Theft Auto 3 had just released on the Xbox.

Feel old yet? If not, there's a good chance you haven't played a Max Payne game before.%Gallery-135972%

This is the situation the developers at Rockstar find themselves in. But watching about 40 minutes of Max Payne 3 last week in Rockstar's San Francisco loft, you'd be forgiven for thinking it was a sure thing, like Max Payne 2 was last year's blockbuster. Max Payne 3 is real, and it's not screwing around.

The recent trailer breaks the premise down succinctly enough -- things never really got better for Max after the events of Max Payne 2, and after another mishap (involving the death of a prominent mobster's son by Max's hand, or ... gun, or whatever), an old friend from the academy shows up and offers Max a shot a new life in Brazil.

If you were worried that the cop noir cliches were in danger of disappearing from the Max Payne series, there you go. But it's kind of nice to see an almost overly serious take on the grizzled old-cop motif in a game. I guess I'm just used to seeing the more goofy "I'm too old for this ess" John McClane take on things, but watching the main character drink himself to death is hard to laugh at. And it's pretty consistent with the downer-fueled stories of the first two titles.

Rockstar gave me a look at Max pre-haircut in New York, as his buddy Passos is pitching him on moving to Brazil and the Mob interrupts their conversation. Goons storm the building, and you can probably figure out what happens next. Rockstar took this chance to break down the biggest change to Max Payne 3 right away -- that whole cover system thing I mentioned before.

Speaking with a rep from the studio, it became clear to me that Rockstar is making it a point to acknowledge that shooters have changed over the last eight years. Cover is a good, organic, tactical addition to Max Payne 3, but watching Max take cover instead of dive into an orgy of blood right away was a little jarring. But then he popped out of cover and right into a bullet-time dive -- the new Max segueing into the old. It works, but I get the impression there's going to be a learning curve for players who haven't experienced Max Payne before.

Rockstar is making that transition more appealing with a more graceful interpretation of Max's bullet-ballet. The tech that powered Rockstar's other games this generation is behind Max Payne 3 as well, including Euphoria-powered physics and animation. The somewhat stiff movement of the previous games is gone, and there are some intuitive additions you might not notice at first, like Max landing on his back when jumping backwards. If you don't move from there, Max will stay on the ground and fire from that position. It's a tiny thing, but you see that kind of attention to detail in action games so rarely that it makes a mark.

Max Payne 3's nature as a linear game, rather than an open-world title, is also allowing Rockstar to push the visuals in ways it hasn't before. The Brazillian ghetto and bus depot on display were a step above the work we've seen in previous Rockstar games, and there's a great sense of action-movie destructability to the environments. Not everything can be destroyed, but if there's a way that blowing something up would make things, well, cooler, you can probably do it. Gas stations, maintenance lifts, retractable staircases -- all ways to make angry guys with guns in Brazil permanently de-stressed.

That stuff looks great. It all looks great, honestly. Max Payne 3 is even pushing presentation harder than any Rockstar game before it. There's a sensibility to Rockstar's advertising for its games that's never quite carried over, a slickness and well-executed graphic design that games have a hard time touching, but Max Payne 3 is looking to change that. If the trailer didn't make it clear, there's a serious Man on Fire vibe to Max Payne 3, and not just with regards to the superficially similar storyline. Director Tony Scott's stylized camera-in-camera presentation, the visual filters, the artfully featured text on the screen, these are all present in Max Payne 3. It's easily Rockstar's most striking game.

But that's not what I'm most excited for after seeing it. Instead, for the first time I can remember (since the last Max Payne game, actually), I'm excited for the mechanics of a Rockstar title, for the actual second-to-second playing of the game. Unlike Grand Theft Auto or Red Dead Redemption, Max Payne 3 will live and die by how it plays, rather than an endless list of things you can do. And it looks like Rockstar is getting it right. They're being thoughtful about how to bring Max into 2012 without making him seem old, while still being respectful.

That cover system I mentioned before is there, but there are hints everywhere of an awareness of eight years of game design evolution that are hard to adequately describe. The shooting looks distinctly Max Payne, but totally current. I didn't play the game, but it looks responsive and smart.

And if it makes you feel better, Rockstar has been checking in intermittently with original developers Remedy to make sure that Max feels like Max. From watching almost an hour of the game, it seems like they are, and for the first time in longer than I can remember, I'm really excited to play a Rockstar game.