Sam & Max: The Devil's Playhouse

by telltale games


Gameplay:    The main menu has Continue, Load Game, New Game, Help & Settings and Quit.

The Help and Settings option has selections for:

Subtitles and help:    Hint level, subtitles and pop up text can be selected.

Graphics:    Screen resolution, full screen and graphics quality choices are seen.

Sound volume levels:    The music, voice and effects volume can be changed.

Controls:    The max mode Y axis, X axis and mouse control can be changed.

Keyboard, mouse and controller map:    Various keys can be reprogrammed.

Left and right clicks skip dialogue and double click on a destination makes Sam run.

ESC if possible accesses the game menu. The space bar pauses the gameplay.

Saved game can be overwritten. There is an automatic saved game done in the A in the load-saved game option.

Episode 1: The Penal Zone

April 2010

Walkthrough by MaGtRo


A strange spaceship approaches the blue planet.

See General Skun-ka'pe at the helm of his strange spaceship. Sam and Max are in a cage. The general - Skunkape to our heroes attacks earth and the jets sent to intercept it. The general points to his shaven queen, Stinky of the diner.

Meet the familiar looking narrator. Learn about the general and our hero. Max has psychic powers now.



Find the proper tool (training session):

Sam wants to get his trusty gun.

Use Max' psychic powers:    Change to Max by clicking on his icon at top right of screen.

See the wheel of Max' brain. Select a power-toy to use it.

Teleportation:    This is the toy telephone icon. Select the icon to activate the power.

See buttons of phone numbers that Max has memorized. Click on one and Sam and Max will get teleported close to that telephone.

Select Stinky's picture. Sam and Max appear beside Stinky.

Sam's takes his gun and shoots at skunkape with no result. Listen to the alien brain. The brain telepathically explains about a new power.

Notebook:    Open the notebook at top right of screen. The information about the case, suspects and Max' powers will aid in understanding and progressing in the game.

Inventory:    The inventory is the carton box at top right.

Click to check what is inside:    gun, homing beacon and remote control.

The actions that can be done with the items are seen at bottom right. Or left click to take and then use-click it on the person or other items needed.

Take the homing beacon. The alien brain wants Sam to place it on the general's back to trap him in the Penal Zone.

Try placing it on the general's back. Hmm...

Rhinoplasty:    The alien brain explains another psychic power. It's a nose putty.

Click on the nose on the left wall display. Sam picks up Max to access the new power. It's shapeshifter ability.

Click to activate the power and then click the nose putty on any inanimate object that you want to change into.

Use the nose putty on the potted plant picture on the wall. Max makes a copy on the nose putty.

Click the picture copy on the putty and Max changes to the potted plant.

Place the homing beacon on Skun-ka'pe's back:

Walk towards the General hidden by Max plant. Then use the homing beacon on Skun-ka'pe's back.

Take the remote control from inventory and activate it by clicking it on the general. The gateway to the Penal Zone opens.

Skun-ka'pe holds on the wheel to stop from being sucked into the Penal Zone. He will hold on until the gateway closes.

Find a way to get to the upper level:

The brain reminds them of Harry Moleman. Go to the glass case at the back center of the main floor.

Try to talk to Harry. See that the sunlamp is on the moleman. That is torture for him.

Mind Reading:    The brain says to use another of the toys of power. Go up the ramp and then right to the displays on the right wall.

Select the deck of cards. This gives Max the power to read the minds of other characters - telepathy.

Harry:    Change to Max. Activate-select the cards.

Use the power of mind reading on Harry. Get Harry's phone number from his memory. Harry's cell phone is kept at top level.

Teleport to upper level:    Activate the toy phone ability and select Harry's number. This enables the heroes to teleport to upper level where the brain and other items are kept.

Look for a tool:

Look around this level. See the right door to lower level and ominous door at left. The sign beside it states: world vacation departure center. The door is locked.

Check the bazooka on the weapons display.

Change to Max. Use Max' rhinoplasty power on weapons display-bazooka. Click on bazooka copy on the putty.

Max is a bazooka! Take Bazooka Max!  Skun-ka'pe is shot backwards to the gateway.

The narrator states that this is the future. The opening credits is seen: The Devil's Playhouse.

Present time:

Max saw the violent future with his new found toy.

Skun-ka'pe's ship arrives. It lands on top of and crushes Sybil's office at the corner of Straight and Narrow.

Meet General Skun-ka'pe. He states that he is here in peace. The Freelance Police know better.

Sam says that they need to get inside that spaceship.

Past (25 minutes ago):

Sam and Max are locked out of their building.

Sam answers the call from the commissioner. A rush of lawfulness has spread throughout the city.

Max picks up a toy from the alley. It gave him psychic power of prediction.


Get  on board Skun-ka'pe's spaceship:

See that Agent Superball is talking to General Skun-ka'pe. Max is still a President of the United States and is being watched by the Secret Service.

Talk to Superball. Learn that Skun-ka'pe is here for a peaceful exchange of technology. In return, he wants an artifact.

Use all the dialogue completely until they disappear or grayed out.

Learn that the artifact he wants is the Eye of the Yog Soggoth, one of the items spread by the Great Comet. It gives the power to see the future. Learn what the artifact can do from Skun-ka'pe.

Skun-ka'pe allows anyone to enter his spaceship. Skun-ka'pe has preference for mole people. The mole men are given an off world vacation.

Skun-ka'pe came from a swampy world with mosquitoes, mewling infants and secessionists. The world is named Pensacola. Skun-ka'pe will 'share' his artifact with earth people.

Superball is the Secretary of Posterior and thus became the head of Homeworld Security.

Spaceship:    Climb inside the spaceship.

The Freelance Police goes to the upper level and find that the alien brain is dried up.

Brain dead? Find a way to revive the brain:

Change to Max. See the Future Vision toy in the wheel of Max' brain.

Activate Future Vision and use it on Sam. See a scene of the revived brain and Sam explaining the use of Stinky's Demon Broth and Momma Bosco's futuristic power core.

Change back to Sam by clicking on his shield at top right.

Mole man and off world vacation:    Go to the left side of the room.

Check the sign right of the ominous door. See that it is really a mole man processing room.

Try to enter the ominous door and a worker mole man arrives. He has an off world vacation ticket.

He enters through the door and ominous squeaks can be heard.

Open-press the button on the personal effects compartment below the sign. Take the items taken from the fuel resources-processed mole man: mining helmet and off world vacation ticket.

Go to lower deck. Exit the spaceship through the stairs at bottom right of the level.

Look for Stinky's Demon Broth and Momma Bosco's futuristic power core:

COPS:    Go left and check Sam & Max' office.

Check the Freelance Police's car. The COPS (Computer Obsolescence Prevention Society) is made up of Bob the telephone, Curt the old computer and Chippy the old console.

Talk to the COPS completely and find out about the Crime-tron. Crime-tron will analyze the clues submitted to them. They are still recruiting members for the Crime-tron before the service can open.

Subway:    Go right and enter the manhole in front of Stinky's Diner.

Look around and see that the there is a tunnel at other side of the subway.

Go to the far end at left. See the head of Lincoln. Across the way, see a mysterious tunnel. A mole goes in the tunnel.

Sam refuses to cross the sewage floating at the center to get to the other side..

Go back up the ladder.

Stinky's Diner:    Enter the diner. Look around.

Talk to Flint Paper who was just given spaghetti and meatballs. He won't talk until he's eaten.

Go to Grandpa Stinky. Try to take the Demon Broth that is on the counter. Stinky says it will take his winning the lottery for them to get the Demon Broth. Hmmm...

Talk to Grandpa Stinky completely. Talk to Girl Stinky completely.

Find out how to get the Demon Broth:

Flint Paper:   

Change to Max. Use Max' new powers of foretelling. Activate-click on Future Vision.

Use Future Vision on Flint Paper. See that his face falls on the spaghetti and there is an axe on his head.

Prevent this event! Change to Sam.

Talk to Flint and again he won't talk to the Freelance Police.

Give him the mole's miner's hat. Flint wears the hat. In doing so, the hat's light highlighted the peanuts on the spaghetti. Flint is allergic to peanuts.

Standing up to talk to Stinky, the axe missed Flint and hits the seat.

Talk to Flint completely. Learn about his big case. He gives a letter sent to Stinky that is signed 'S'. 'S' has a meeting with Stinky. Stinky's cell phone number is mentioned. Ah, that's how they got it for the future teleportation usage.

Learn that Mama Bosco lost the power core.

Girl Stinky:   

Change to Max. Use Max' new powers of foretelling. Activate-click on Future Vision.

Use Future Vision on Stinky. Stinky talks to 'S' and they will meet. She leaves the diner.

Grandpa Stinky:    Use Future Vision on Grandpa Stinky.

See that he will never worry about money again and gives the Demon Broth to Sam.

Radio:    Use Future Vision on the radio. Learn that the winning lottery ticket was sold to Harry Moleman.

Get the lottery ticket:

Change to Sam. Exit the diner and go left to the DeSoto.

Click on the steering wheel to get the map to show up. Select-click on Mama Bosco's Tech Labs.

Mama Bosco's Tech Labs:    Check the banner hanging on the roof.

Go left and see a fire escape ladder to the roof. We will deal with that later.

Enter the blue glowing door. Meet Harry and Momma Bosco.

Use the elevator to go down. Look around and check the different machines.

Talk to Harry Moleman completely. He missed getting a free off world vacation ticket from Skunkape.

He has one lottery ticket. Give him the off world vacation ticket from inventory. The lottery ticket went to inventory.

Talk to Momma Bosco completely. Learn about the dimensional destabilizer she is trying to make. The power core for it was stolen.

Get the Demon Broth:

Use the elevator to go up and then exit the building.

Ride the De Soto by clicking on the steering wheel and select the Straight & Narrow.

Enter Stinky's Diner and give Grandpa Stinky the lottery ticket.

The radio announces that the winning ticket was transferred to Grandpa Stinky.

Take the Demon Broth.

Find and get Momma Bosco's power core: Thanks, Chris.

Go back to the DeSoto. Check the DeSoto. Take the jumper cables from the back seat.

Talk to Bob the telephone to make a telephone call.

Select all choices to hear what are said. Sybil's phone rings in one of the stacked boxes in the street close to Sam and Max' office.

Call Stinky's cell phone to get her out of the Diner. Select - 'Let's Meet' response. See that she leaves for her appointment.

Enter the Diner. Go behind the counter; entering on the left side of the counter. Thanks, Chris.

See a green secret button under the cash register. Press the button and a secret passage is seen when the booth table lowers.

Enter the secret passage and be at the other side of the subway.

Check the pile o'junk right of the tunnel. Sam takes an old all-in-one scanner named Carol. Underneath that is Momma Bosco's Power Core.

Enter the secret passage and exit the diner.

Revive the friendly alien brain:

Enter Skun-ka'pe's flagship. Go to upper deck through the door at right.

Use the Demon Broth with alien brain; then the power core and lastly use the jumper cables with alien brain.

You did it, Sam & Max!

Gordon, the brain detects the toys. When Skun-ka'pe is called by the ship, Gordon fakes being weak.

The ominous door turns green. It is now unlocked. Gordon takes control of the ship and shows the teleportation toy.

Try to enter the ominous door. Gordon stops them from entering the ominous door.

Talk to Gordon completely. Learn about Skunkape's plans and his usage of the brain to find the toys. Learn that only those with gifts can use the toys. Learn Skunkape's weakness: he can't use the toys himself.


Take the teleportation toy:

Go down to lower level.

Agent Superball debriefs about Skun-ka'pe. Learn that the gorilla is a criminal warlord escaped from the Penal Zone. He can be brought back by means of a trans-dimensional gateway and his prisoner's badge will take him back to the Penal Zone. Skunkape discarded his prisoner's badge, a homing beacon that is used to track him. He must have given it to someone else. Momma Bosco's dimensional destabilizer can open a trans-dimensional gateway.

Learn about Superball. (Strange - He knows a lot about aliens and how they work.)

Take the teleportation toy from the display wall.

Test the teleportation toy for Max:

Change to Max. Activate the toy telephone. Select Stinky's cell.

Sam experiences the hazard of watching what happens in Max' brain.

They arrive at a street corner. Click-see Stinky's cell phone on the ground. Sam takes Stinky's cell phone.

Teleport back to Straight & Narrow by selecting Sybil's phone, the COPS phone or Stinky's Diner.

Check the Mole Processing room:

Go to the ship and then upper deck. Enter the ominous door-Mole Processing room on the left. Alien brain opens the door for the fighting duo.

See what happens inside the processing room. Any items in inventory are taken by the computer. Sam's gun, Stinky's cell and other inventory are placed in the box outside the room. The room becomes slippery and very hot.

Teleport to any place outside by using any number but preferably select Stinky's Diner.

Homing beacon-prisoner badge:

Look for the homing beacon:    Talk to Grandpa Stinky completely. See that he is wearing the homing beacon. Learn that he is second in command to Skun-ka'pe. Grandpa Stinky was also told to be 50 feet away from Skun-ka'pe. He donated his whole lottery winnings to Skun-ka'pe.

Take the homing beacon:    After learning some info, talk about 'We love Skun-ka'pe'.

When Grandpa Stinky pushes off Max' attack on him (holding Max' head); select Max and activate the toy telephone. Select Stinky's cell which is in the compartment by the Mole Processing room.

Grandpa Stinky, Sam and Max are now in the Mole Processing room.  The computer takes Grandpa's inventory and places it in the compartment with Sam's items.

The room becomes hot. Grandpa Stinky orders the computer to abort the processing. Grandpa Stinky finds out that he is Sous Chef 8th class and not second in command. He becomes irate and leaves.

Open the Personal Effects compartment right of the ominous door and take all the items in there: gun, Stinky's cell phone, scanner, mysterious note - including the homing beacon and a collectible shot glass from Meesta Pizza.

Momma Bosco's dimensional destabilizer:

Teleport to Momma Bosco's Tech Lab.

One of Skun-ka'pe's research assistant throws Sam out and Max is beaten up inside the building.

Sam lands on bird droppings. He is stopped from going back inside by another research assistant.

Get Max back and take care of the goons:   

Go left of the building and climb the fire escape. Go to the flagpole holding the Tech lab banner at foreground.

See a gleaming pigeon at end of flagpole holding a shiny object on his beak.

Walk the flagpole to the bird. Try to take the bird. The bird drops the shiny object to the ground and flies away.

Change to Max. Use teleportation toy phone and select Stinky's cell that is in Sam's inventory.

Both Max and Jerome the research assistant teleport in air in front of Sam. Sam catches Max and Jerome falls to the ground on top of the other research assistant.

Go down or teleport inside the Tech lab.

Get a portable dimensional destabilizer:

Sam picks up another clue - a torn receipt from a toy store.

Use the elevator to go down to the lower level.

Talk to Momma Bosco completely. Learn about the dimensional destabilizer and info about Skun-ka'pe.

Take the destabilizer remote control  from the shelf left of the seismic wave generator and right of the bank of screens.

Track Skun-ka'pe:

Skun-ka'pe is looking for the other toys. We have to find him.

Exit the building and pick up the shiny thing - engagement ring with Hard Luck engraved in it from the pavement.

Crime-tron:    Remember that the COPS says they have a service called Crime-tron that analyzes clues. But they need another member to get that service to work.

Teleport to COPS. Use the scanner on the DeSoto. The COPS heartily accepts Carol the scanner as new member.

Click on the scanner. The Crime-tron needs 2 evidence in order to start analyzing.

Use the shot glass from Meesta Pizza and Stinky's cell phone with the record of a meet with 'S' on scanner.

A new place in the map is seen.

Meesta Pizza:    Click on Meesta Pizza on the map. The guys drives to pizza place.

Skun-ka'pe was here earlier. Enter the pizza store. Yum!

Go to the alley right of the store. Check the pigeons and pizza boxes. Click at pizza boxes and Max will say that the pizza boxes are eaten and taken away.

Change to Max and activate Future Vision. Use Future Vision on Sam. See Sam and Max on the roof of the building and getting a clue from a nest. Change to Sam.

Use Stinky's cell phone on the pizza box. The pigeon swallows the cell phone.

Teleport to the roof by using Stinky's cell.

Sam takes the clue - a Vintage postcard from someone that collects rare toys.


Click on DeSoto. Click on the scanner. Use the engagement ring and vintage postcard on scanner.

A new place in the map is seen.

Pawn Shop:    Click on Pawn Shop on the map. They drive to the pawn shop.

See and talk to one of Skun-ka'pe's minions.

Check the trash cans on the right. Sam says that he wants to know what he's looking for.

Activate Max' Future Vision and use it on the trash cans. See the future.

Change to Sam and look at the trash cans again. He gets a banana peel.

Activate Max' Future Vision and use it on Sam. See the future.

Open the manhole at the middle of the street. Use the banana peel on the manhole cover.

See what happens - Sam lays the banana peel on manhole cover and calls over the gorilla. Max does his thing.

Enter pawn shop. Sam comes out with a paddle ball toy. Skun-ka'pe must have discarded it after finding out it is not one of the psychic toys.


Click on DeSoto. Click on the scanner. Use the paddle ball toy and torn toy store receipt on scanner.

A new place in the map is seen.

Toy Store:    Click on Toy Store on the map. They drive to the toy store.

Harry Moleman passes by saying that Skun-ka'pe is collecting the sweat of moles and Skun-ka'pe tracks them by use of cell phones.

Check the clock on the toy store. They are out to lunch.

Sam thinks that Skun-ka'pe will arrive soon.

Use Future Vision on Sam. Immediately, the future arrives. Skun-ka'pe is here. He takes Max' Future Vision toy.

Sam and Max are hit unconscious.


Sam and Max are in a cell inside Skun-ka'pe's flagship. Skun-ka'pe is commencing his attack on earth.

The narrator returns.

See that Stinky is also in a cell and Harry is in the sunlamped glass enclosure.

Get Stinky out of her cell and be at the throne:

Talk to Stinky completely. Select 'Skun-ka'pe's not so bad' dialogue. Then convince her by selecting 'spaceship'.

Wanting to get out of the cell, Stinky calls Skun-ka'pe.

Now that she's on her throne, activate the teleport telephone toy and select Stinky's cell.

Get out of Penal Zone:

Uh oh! The scene does not follow the previous events. Skun-ka'pe took all the toys and has learned the future using the Future Vision. He is ready for what Sam and Max will do.

To taunt, Skun-ka'pe gives the Future Vision back to Max. Skun-ka'pe sends the Freelance Police to Penal Zone instead since Sam has the homing beacon.

Sam and Max are in the Penal Zone, a place between reality and unreality. Max hears a ticking sound. Skun-ka'pe has attached an anti-matter bomb on the back of Max. Max shakes the bomb off.

Change to Max and teleport back to anyplace away from here.

Rift Generator:

On the way to anywhere you selected, Momma Bosco picks Sam & Max up and teleports them to her lab.

Superball is here and has cleared Momma Bosco for security matters.

Talk completely to Momma Bosco and Superball to find out how to defeat Skun-ka'pe using the rift generator.

The rift generator can make a new penal zone-dimension that can imprison Skun-ka'pe now that the Penal Zone is destroyed by the bomb.

The new dimension can be made in a nexus where the ley lines meet - where reality and nonsense exist, like Sam and Max' old building. The rift generator needs a lot of power.

Pick up the rift generator from the table.

Attach the homing beacon on Skun-ka'pe:

Teleport to Stinky's cell. While Skun-ka'pe is glorying on his taking care of Sam and Max, the duo sneaks to the upper level.

Talk to alien brain. He is degenerating.

Go back down to lower level and use the homing beacon on Skun-ka'pe. With the help of a distraction caused by the alien brain which eventually caused his demise, the homing beacon is placed on Skun-ka'pe's back.

Get under Sam and Max' building:

Teleport to Sybil's phone that is in the carton boxes besides the office building. Look at gaping hole - crack on the ground beside the boxes.

Move to the street a bit and Skun-ka'pe fires at Sam using his disintegrator eyes. Stand by the crack or carton boxes and the beam will make a hole on the ground that eventually drops the carton boxes to the subway.

Teleport again to Sybil's phone and they will be in the subway just in front of the mysterious tunnel.

The Boxist:

Enter the mysterious tunnel and meet the remaining members of the Boxists. It seems that the arrival of Sam and Max are in their prophecy written in tablets.

Talk to the Boxists, Guardians of the Box completely. Learn about the mysterious box - power incarnate, prophecy, apocalypse and devil bunny.

Check the mysterious box and see the face of Max on the side. Max has an affinity for the mysterious box.

Check the boiler at right. Automatically, Sam raises the heat to cause the mole Boxists to sweat and makes the floor slippery.

Power up the rift generator:

Go to the left of the mysterious box and take the cable. Plug the cable on to the side of the toy box-mysterious box.

Go to the left side of the boiler and plug the rift generator on the outlet. Turn on the rift generator.


Skun-ka'pe is sucked down here by the homing beacon. And again he holds on to a metal to stop from going to the new rift-dimension. On the other hand, he's holding the cards of foretelling and the rhinoplasty of shapeshifting.

He recognizes the Devil's Toy box, the most powerful of the toys. He wants it as well as the only creature that can control the box - Max.

Use the boiler control again to make the mole men sweat.

Then use the paddle ball toy on Skun-ka'pe. Believing Sam that it is a powerful toy, Skun-ka'pe tries to take the paddle ball from Sam. He slips on the mole men's sweat and get sucked into the newly formed rift.

The narrator takes over.

The devil bunny and his chubby sidekick broke down the wall and slew the Betrayer of Molemen.


Episode 2: The Tomb of Sammun-Mak

May 2010

Walkthrough by MaGtRo


The narrator describes what happened in previous episode: the meeting of Sam and Max with the space ape and the subsequent finding of skeletons resembling Sam and Max. Sam is poised choking Max.

A note is attached to the skeletons. They discover a movie reel. The movie is placed in the projector.

The movie shows the inside of an Egyptian pyramid and the devil's toy box. Sam's great grandpa handle bar mustachioed Sameth and Max' great grandpa Maximus are seen carrying the Devil's toy box. 

Max' aura is being pulled in the frame of the movie.

See Kringle (Episode 201:  Ice Station Santa) demand the Devil's toy box. He shoots at the duo shouting 'where are you'?

Click on Max' psychic icon at top right and see that he has the power of astral projection, can o'nuts and ventriloquism.

Select the ventriloquist dummy-Charlie Ho-tep to activate psychic ventriloquism. Pan right to use ventriloquism with the weird squid statue left of the stairs. Max throws his voice to the squid causing Kringle to shoot at the squid.

The duo runs to escape to the exit. They need to read the hieroglyphics on the archway to exit. Er... we don't know how to read it yet. Kringle comes back and shoots at the heroes.

Back to present day Sam and Max; Sam finds 3 more movie reels to watch.

Select Reel 1 The Sphunx Challenge. Press the red button to start the movie. The game intro is seen.


Reel 1: The Sphunx Challenge

New York City 1901



Sameth and Maximus sneak in the theatre.

Impresario Papierwaite presents the Sphunx. He issues a challenge to break through and enter the Sphunx. The prize is an all expenses paid trip to Egypt and the adventure of a lifetime.

Nicholas St. Kringle is seen in the audience; as well as 2 of his elves and a mole woman.

The only psychic power that Max has on this first reel is the astral projector. It allows Max to jump forward and backward in the movie using the 4 reels.

Talk completely to Papierwaite. Only the one with the gift can pass through.

Learn that the can o'nuts is one of the toys that came from the Devil's toy box.

Check the pit of flesh eating ants behind Papierwaite.

Can o'nuts:   

Go to the left and check the can o'nuts. Snowcone, one of the elves is also interested in the can.

Try to pick up the can. Max touches it and triggers the power. See Sameth and Maximus enter the can and later pops out.

The elf signals Kringle and gets the nod. One of the elves takes the can and the other replaces a fake can while Kringle diverts Papierwaite. The mole woman saw what happened and leaves the theatre after dropping a newspaper.

Tell Papierwaite about the fake can.

Get an offering for the Sphunx:

Stand on the tongue-welcoming mat of the Sphunx. See the hieroglyphs lit up and the nostrils open. Learn that you need to give a gift to the Sphunx.

Go down the steps by Papierwaite. Talk to Kringle completely. Max dares Kringle to try the Sphunx. Kringle goes up the stage; places cookies on the nostrils and gets thrown down.

Meanwhile, cookies are placed in inventory.

Open the bag-suitcase on the floor and learn that his elves leave in the elf ghetto called Little Arctic Circle.

Check the milk carton and see a missing baby printed on the side.

Learn about the hieroglyphs on the Sphunx:

Use-check the hieroglyphs on the forehead of the Sphunx: foot, snake, 2 squiggles and a bird.

Go down the middle aisle and pick up the newspaper on the floor left by the mole woman.

Check the 2 posters on the wall. Then exit through the door and be at Little Artic Circle.

Mole woman:    Upon arriving at Little Artic Circle, see the mole woman reprimand and curse the elves.

Note that this is the corner of Straight and Narrow.

Follow the mole woman. See that the building on the left has a 'for rent' sign. It is the destroyed office of the present day Sam and Max.

Use the building's entrance and be in the mole woman's room.

Talk to the mole woman completely. She recognizes Nut Boy. The can was stolen from the Tomb of Sammun-Mak. She wants the duo to take the can away from the elves.

The funnies' punch line is 'cut the cucumber lengthwise'. Learn that she and her family are the guardians of the Tomb of Sammun-Mak.

Ask about the Sphunk's inscription and the mole woman reads it as: fut snek sqweegl sqweegl burd.

Check the curse-bat drawing above stove. Learn that it is a curse to change someone to a wumpire. She is cursing the elf that made fun of her.

Check the window, the handpump by sink, pictures on wall above bed and the books. Exit the room.

Can o'nuts part 2:

Talk to the elves completely. Slushie the vampire looking elf is the spoke-elf. Icebox has his head stuck in the can.

Learn about the curse of the mole woman and that they are trying to reverse engineer- break the code of the can.

They will give the can o'nuts for a new toy idea.

Talk to the newspaper - elf newsie at right.

Check the flyer-poster on the wall behind the newspaper elf. It is the missing baby.

Open the mouth of the Sphunx:

Go back to the theatre by going to the left end of the Narrow St.

Go to the stage and step on the tongue of the Sphunx.

Use cookies on the nostril of the Sphunx.

See the lit hieroglyphs on the forehead of the Sphunx. Select the dialogue: fut snek sqweegl sqweegl burd.

The mouth opens. See a gate that bars them from going through. The duo gets thrown off the mat.

We leave reel 1 to find a solution for the toy puzzle and some reel 2 puzzles.

Reel 3: The Standoff

Click on Max' icon at top right and click on the projector (power of astral projection).

Select reel 3 - The Standoff, press the red button and watch.

Continuing the introduction scene and puzzle; select the fut snek sqweegl sqweegl burd dialogue to read the hieroglyphs above the archway. The gate opens. Sameth and Maximus escape from Kringle with the Devil's toy box.

Check the passengers and look for the toy box.

Blue car:

Sameth and Maximus' cabin:    At the Disorient Express bound for home, they realize that the toy box is stolen.

Exit the cabin. See a man exit to the left car.

Kringle:    Go left and check Kringle's cabin.

Take the empty drinking glass from the room service tray in front of the door.

Green car:

Go through door and be at the Green car.

Jurgen:    See Jurgen, the Stuttgarter. Sam recognizes the man (Episode 203: Night of Raving Dead). He enters the cabin next door.

Enter Jurgen's cabin and see that it is full of anti-vampire items.

Open the closet door at right and see an idol.

Try to open the steamer trunk and Jurgen comes back in time to throw the duo out of the cabin.

Jurgen goes next door again.

Moles:     Click on the moles' door. See Jurgen talk to mole man about something he wants.

Talk to the mole man. Learn about Jurgen and that their destination is America.

Talk to Nefertiti, the mole girl and learn about her crush on Jurgen.

Jurgen:     Knock on Jurgen's door again. Talk to Jurgen again. Learn that he is under a curse and fears being a vampire.

Luggage:    Go to the right end of the car. See a stack of luggage. Click on it to see if the toy box is here.

See and click on Spot, the snake.

Blue car:

Luggage:    Go to blue car at right. See elves walk to the other car.

Go to the right end of car and check the luggage.

See and open a sarcophagus.

Yellow car:   

Go and enter the yellow car on the right.

Elves:    Knock on the door of the elves' cabin.

Talk to the elf and learn about the Secret Project.

Talk to Slushie about the Secret Project. Slushie changed and is very pale. He's a vampire.

The secret project is a new toy that needs to be kid tested first before he talks about it.

Baby Amelia:    Continue to the right and knock on Baby Amelia's cabin.

Sameth enters the cabin and sees Baby Amelia napping.

The music box is playing. Use the music box to close the lid. Learn that Baby Amelia falls asleep with the music of the Ride of the Valkyries.

Talk to Baby Amelia completely. She does not want to test the toy of the elves.

Check the closet and check the music box again. Exit the cabin.

Curses abound:   

Go left 2 cars down to green car. See Nefertiti give a letter to Jurgen. Nefertiti goes back to her cabin.

Talk to Jurgen again. Go to next car (anywhere away from Jurgen's cabin) and then go back to Jurgen's cabin again.

See him leave and go to the moles' cabin.

Enter Jurgen's cabin and take/read the letter on the dresser. It is a love letter from Nefertiti.

Exit the cabin.

Holstein hex:

Knock and enter the moles' cabin. Jurgen leaves.

Give Nefertiti's love letter to mole man. Jurgen comes in and the mole man curses Jurgen with the Sexo Rejexo Hex.

An angry Nefertiti throws the Holstein Hex on Sameth and Maximus. Maximus changes to a cow.

Use the drinking glass on Maximus to get a glass filled with milk.

Sexo Rejexo Hex:    Talk to the mole man and find out the curse he threw on Jurgen. It is the Sexo Rejexo Hex.

Mole man throws the curse on all men that Nefertiti has a crush on.

Talk to the mole man about daughter. This time report that Nefertiti has a crush on 'us'. He curses Sameth and Maximus with the Sexo Rejexo Hex. See broken hearts and female signs on the cursed ones' aura. The Sexo Rejexo Hex will repel any woman the cursed ones talk to.

Enter Kringle's cabin and check the steamer trunk:   

Go to Kringle's cabin at blue car.

Place the cookie jar and the glass of milk on the room service tray.

Knock on door and say 'room service'.

Immediately, click on Max' icon at top right of screen and use the can o'nuts.

See the duo enter the can that is placed on the tray. Kringle takes the tray inside.

Kringle is knocked out after being surprised by the two heroes that came out of the can.

Check the steamer trunk and see that it is empty. An awakened Kringle is also surprised to note the empty trunk.

Inside is a note from the Brotherhood of Yog Soggoth.

The 2 get thrown out of the cabin. The jar of cookies is also placed outside.

Get a child toy tester for the elves:

Go to the elves' cabin at the yellow car.

Talk to the elf and ask for Slushie. Tell Slushie that they can get a kid tester. Slushie waits outside the door.

Now that Sameth and Maximus are cursed with the Sexo Rejexo Hex, knock on Baby Amelia's door.

Sameth talks to Baby Amelia and she gets repelled by the curse. She lands on Slushie's arm and they enter the elves' cabin.

Later she comes out approving the toy and goes back to her cabin. She tells Sameth that it is a model biplane.

You can go back to reel 1 to finish that reel now or solve it anytime you want to after this point in the game or continue with reel 3.

Go back to Reel 1 The Sphunx Challenge:

Click on Max' icon at top right and click on the projector (power of astral projection).

Select reel 1 - The Sphunx Challenge, press the red button and continue the game.

Get the can o'nuts back:

Exit the theatre and be at Little Arctic Circle.

Talk to the elves about toy concept. Tell them about toy biplane.

Sameth and Maximus took the can o'nuts from Snowcone. It is now one of Maximus' powers.

Beat the Sphunx challenge:

Go back to the theatre. Climb the stage.

Step on the tongue of the Sphunx.

Click on Max' icon at top right of the screen. Select-activate the can o'nuts.

Sameth and Maximus are pulled in the can. The can on the tongue is pulled through the bars.

The duo pops out of the can on the other side of the bars.

Papierwaite gives the ticket to Egypt aboard the Disorient Express. Papierwaite also charge them to enter the Tomb of Sammun-Mak and take the Devil's toy box.

Reel 1 is finished.

You can go back to reel 3 to finish that reel now or solve it anytime you want to after this point in the game or continue on to play reel 2 until the end.


Go back to Reel 3: The Journey Home.

Check the elves' steamer trunks:

Now that the project is done, knock on the elves' door and check the trunks. No toy box.

Check Mole's steamer trunk:

Go to green car and enter the moles' cabin.

Use Max' ventriloquist powers on the steamer trunk.

The mole man gives his permission to open the trunk.

Check the parchment on the open lid of the trunk. The parchment has a bat and 3 hands. The mole man explains that it is of use only to those under the dread vampire curse. Aha! That is what Jurgen wants.

Get Jurgen out of his cabin:

Exit the mole's cabin. Overhear that Nefertiti is leaving the cabin also.

Immediately, activate the can o'nuts to hide the duo.

Nefertiti checks the hallway and sees no one. She knocks on Jurgen's door and talks to him.

When she gets tongue-tied; activate the ventriloquist powers and use it on Nefertiti.

Select the vampire reverse curse dialogue and then select 'sarcophagus'.

Jurgen leaves to go to the next car to check the sarcophagus.

Check Jurgen's steamer trunk:

Go to the elves' cabin at yellow car. On the way, see Jurgen by the sarcophagus.

Knock on elves' door and ask for Slushie the elf vampire.

Tell Slushie that Kringle wants him.

Hear Jurgen. After a while, see Slushie come back without seeing Kringle.

Go to next car and talk to Jurgen. He's now a vampire.

Go to Jurgen's cabin at green car. Check the steamer trunk.

Jurgen comes back to the cabin but now that he is a vampire cannot enter.

The steamer trunk is empty. I have failed you, Yog Soggoth but you will be avenged.

The toy box:

Guess who is standing on the toy box. She insists that she is now a woman.

Sameth and Maximus are still under the Sexo Rejexo Hex.

Answer the question and see the repelling of the 'woman'. Sameth takes the Devil's toy box.


Reel 2:    The Train to Egypt.

Sameth and Max' cabin:

Click on Max' icon at top right and click on the projector (power of astral projection).

Select reel 2 - The Train to Egypt, press the red button and watch.

The duo is on the Disorient Express bound for Egypt after winning the Sphunx challenge.

Meet Baby Amelia Earhart the famous missing baby. The train attendant is outside checking tickets.

In the scuffle, the tickets fly out of the train. Baby Amelia is stuffed in the steamer trunk and is very mad.

Maximus' powers here is power of astral projection and can o'nuts.

Silence Baby Amelia:

After learning what music can put Baby Amelia to sleep in reel 3, click on steamer trunk and select the Ride of the Valkyries.

Sameth and Maximus sing the music and cause Baby Amelia to nap.


Immediately, click on Max' icon and select the can o'nuts.

The duo is sucked inside the can. The train conductor checks the room and did not find anyone.

Inside Tomb of Sammun-Mak:

Sameth and Maximus enter the tomb using the can o'nuts

Go to the Devil's toy box on top of the central pyramid.

Something in the toy box is pulling Maximus. A ventriloquist dummy pops out the box.

Grandpa mole, the guardian of the tomb catches the would be tomb robbers. He sets the protection spell of the toy box.

 The protection spell is a set of blocks with hieroglyphs on a marquee at top wall.

Go down and try to pick up the ventriloquist dummy. A big asp swallows the dummy and slinks out.

Jurgen, the student of antiquities:

Walk to the right side and up the stairs.

Examine and talk to the bas-relief on top of the stairs. He wants to be released by tripping the clasp under the bust of Sammun-Mak.

Free Jurgen:

Raise the stairs to the top platform:

Pull the sconce-cobra head on the pillar right of Jurgen.

Climb the stairs to the bust of Sammun-Mak.


Use the bust. Sameth picks it up and releases the trip plate underneath. Jurgen is freed.

The 2 large guardians on the wall moved. Sameth and Maximus are transformed to bas-relief themselves on a short ledge above the guardians.

Jurgen did not help them and leaves.

Free Sameth and Maximus:

Talk to the guardians. They can be released if they can answer the Riddle of the Sphunx.

Ask to hear the riddle.

What the gods deride: select cucumber cut lengthwise.

The duo is freed. They still have the bust of Sammun-Mak.

Go to chamber of delight:

Go and enter the door at left end of the platform.

See 2 entryways. Use one of the entryway. Hear and meet the mole man.

One of the entryways is a trap (door of life and death). Choose any entryway and go through safely.

Read the panels on the wall and learn about Sammun-Mak.

Find the ventriloquist dummy:

Go to the room left of the panels.

Meet the mole girl - Nefertiti. The hieroglyphs tern-leaf mean turn and leave.

See Charlie Ho-Tep and Spot the asp. Talk to Nefertiti. Her curse is the Holstein Hex.

Talk to Bennie, the mole man standing by the entryways. Learn about the Sexo Rejexo Hex, Holstein Hex and Bad luck Whammy. Natasha in Little Arctic Circle is his wife.

Get the ventriloquist dummy:

Go down to Nefertiti' chamber. She gets upset and sic Spot on the duo.

Immediately, activate the can o'nuts. The duo enters the can and gets swallowed by Spot.

Spot places the can on the table. Maximus takes Charlie and both guts run upstairs.

See the Holstein Hex in action. After a while the hex fades and Maximus is back to normal.

Maximus now has the power of ventriloquism.

Go through either one of the entryway and out the door on the left. (There is another exit at other end of the hallway.)

Burial chamber of Sammun-Mak:

Exit to the platform and enter the doorway at right end.

Go to the burial chamber at end of hallway and meet Grandpa mole.

Baby Amelia Earhart is here also.

Do not go down to the chamber or Grandpa will release the spikes from the ceiling.

Check the sarcophagus and the 3 blocks with hieroglyphs.

Talk to dirty ole grandpa mole who keeps calling Baby Amelia to come to him.

Learn what the 3 hexes are. He only curses the people he hates.

The blocks look like the blocks on the protection spell above the guardians outside. Remember that there are 3 empty block slots at the end of the spell.

Exit through the side door. (There is another exit at other end of the hallway once the sconce on the other side is pulled.)

Get the blocks with hieroglyphs:

Get hexed with Sexo Rejexo Hex:

Go back to the Nefertiti and Bennie, the mole man at left side of the platform.

Talk to mole man about your daughter. Nefertiti denies having a liking for the 2 guys. Exit discussion with Bennie.

Use the ventriloquist power on Nefertiti. Select I love Sameth and Maximus dialogue.

Mole man blasts the guys with the Sexo Rejexo Hex that repels the woman after hearing your voice.

Distract Grandpa Mole:   

Go to the other side of the platform to the burial chamber.

Remember that grandpa is a dirty ole man and keeps calling for Baby Amelia.

Talk to Baby Amelia and see that she gets thrown to the sarcophagus.

While she is standing by the sarcophagus, use the ventriloquist power with the sarcophagus. Baby Amelia gets thrown to Grandpa Mole.

Go down and take the 3 hieroglyphic blocks.

Get close to the protection spell:

Get hit by bad luck whammy:   

Baby Amelia gets away.

Check the vacation brochures on the table. Select response: Stuttgart for where the boys are from. Grandpa hates people from Stuttgart. Grandpa hits them with the Bad Luck Hex.

Sameth and Maximus now have red skulls floating around their aura. (Later, you can change the luck by telling Grandpa that you are from any place but Stuttgart).

Cut the bust:   

Go to the Mole man at other side of platform.

Since both guys have the bad luck curse - do not go through either entryway or you will be sliced.

Throw the bust of Sammun-Mak on either entryway. Bennie the mole man brings the 2 halves of the bust and gives it to Sameth.

Lower the guardian to make a ledge on top part of wall:

Go back to the platform with the guardians.

Place the 2 halves of the busts on the niches on either side of the guardians.

See that they bend and lower their wings to form a ledge.

Get to top part of wall:

Press the trip plate of the stand where the bust of Sammun-Mak was originally placed.

Sameth and Maximus are made into bas-relief.

Sabotage the protection spell:

Use the marquee to get the duo's bas-relief closer to the protection spell.

Now that they are back to normal, place the 3 hieroglyphic blocks on the 3 empty slots of the marquee.

Sameth nearly fell off the ledge. That cause Grandpa mole to come out.

Grandpa reactivates the protection spell (which is now erroneous). This removes the protection spell from the Devil's toy box.

The guys are ready to take the Devil's toy box.

Reel 4:    The Big Reward

Sam places the last reel on the projector. He warns Maximus to not watch the last reel without him while he goes out.

Max listened to the order in his way and watches the last reel.

Questions and answers:

Sameth and Maximus with the Devil's toy box come out of the mouth of the Sphunx in the theatre.

Papierwaite wants to know the gory details.

How was it that you were able to pass through the mouth of the Sphunx? Magical can o'nuts.

How did you manage to beat the odds and secure the Devil's toy box?  Undid the protection spell.

Tell the audience how you manage to thwart the thief and recover the treasure? Beat a baby.

Get the reward:

Sameth disappears and Maximus is told to be the star in The Summoning of Yog Soggoth.

Maximus is to intone the words that call Yog Soggoth who was banished for 6 millennia back to this realm.

Papierwaite releases the toys from the Devil's toy box. He threatens to lower Sameth hanging on a rope down to the vat of flesh eating ants if Maximus does not obey him.

Papierwaite summons Yog Soggoth. He wants Maximus to intone: Umkay Onninnay, the Otterway's Inefay! (Come on in, the water's fine!).

The chant:

Stall for time. (Check other choices to see what happen. Second chance is given if wrong).

Sameth can throw cookies to Papierwaite with no result.

Take the newspaper from inventory and use it on the torch beside vat of ants. (Thanks, Joel!)

Use the flaming newspaper with counterweight for the moon at right side of Sameth.

The moon lowers and hits the ventriloquist dummy. It falls on the tongue of the Sphunx. That opens the nostrils of the Sphunx and activates it.

Throw cookies in the nostrils of the Sphunx. This lights up the hieroglyphs on the top of the Sphunx and the mouth opens.

Charlie the dummy is thrown to Maximus. Maximus now has the power of ventriloquism back.

Click on Maximus himself (not the icon). Papierwaite prompts Maximus on the chant.

Select 'trick Papierwaite'. Papierwaite moves in front of the toy box.

Use the ventriloquist power on Papierwaite and he intones the chant.

The Devil's toy box blasts Papierwaite.

Stash the Devil's toy box:

Bennie the mole man is at Little Arctic Circle with Natasha and Bubbles.

With the idea that Sameth and Maximus' kids will be in this building to help keep the toy box safe, the family agrees.

Bubbles casts the Spell of Protection on the toy box.

Watch what happens to produce the skeleton seen at present day boiler room and when Sam comes back.


Little buddy?

Episode 3: They Stole Max' Brain

June 2010

Walkthrough by MaGtRo

A big thank you to Emily!

Act 1

No save is possible in this Act.

Find out who stole Max' brain.

Sam discovers that someone has sawed off Max' head and took his brain. Sam is mad, really mad.

Interrogate the Boxist, the Guardians of the Box:

The 2 Guardians of the Box wake up and hear Sam's cry.

An angry Sam interrogates the moles after recalling Flint Paper's Rules in Interrogation.

Rule #1:     Don't let the suspect control the conversation.

First questioning:     Select any dialogue. Interrupt with a question or threat.

Rule #2:     Timing is everything.

After noticing the hesitation of the mole at right, question using rule #2.

Second questioning:    Use the 'you're lying' dialogue when the mole at right says that he's unconscious the whole time.

Listen to his confession. Obediah came to before Jebediah and heard Max' brain being stolen by the space gorilla - Skunkape.

Rule #3:     To crack the tough nuts, get information to prove your case. Info from one suspect will help break another.

Interrogate the sign spinner, an ex-minion of Skunkape:

While driving around in the DeSoto with Max' body, Sam sees a former minion of Skunkape holding a Dog Pet Store sign.

 Question Skunkape's goon.

First questioning:     The guard says he hasn't seen Skunkape since the heroes imprisoned him in the Penal Zone.

Select 'hurry up'. Learn about his reevaluating life's choices.

Second questioning:    Select 'hurry up or tell me more'. Learn about a rat.

Third questioning:     Select 'What rat? or 'tell me more'.

Learn about Frankie the Rat, who traffics in stolen merchandise and gambling rings.

He hangs out at the corner of Veni and Vidi in the Latin Quarter.

Interrogate Frankie the Rat:

Sam chases Frankie the Rat into an alley.

Learn about Frankie giving a tourist directions to a museum.

First questioning:     Select 'hurry up'.

Frankie saw Skunkape carrying a brain while fighting with some other mook.

Second questioning:    Select 'tell me more'.

Learn that he and the tourist hid with the other gorilla.

Third questioning:     Ask 'tell me more'.

Learn that the other gorilla has a Pet Store sign.

Fourth questioning:   After again (repeat questioning) select 'where he sent' about the tourist.

Learn the location of where he sent the tourist. Sam leaves to go '2 miles' away.

Interrogate Hubert Q. Tourist:

Sam tracks the tourist in a dark alley at bad side of town.

Interrogate the tourist and learn about Frankie's directions to the museum.

Learn that someone picked his pocket 'leaving him empty handed after' and 'carrying nothing but the clothes on his back'.

You found out Frankie the Rat lied about sending the tourist to a museum. Leave.

Interrogate sign spinner #2:

Sam decides to find the truth by questioning the 3 characters again.

Frankie's questioning revealed that Skunkape's former minion lied. Select Sign Spinner on the map.

The former minion insists that he hasn't seen the general.

First questioning:     Select 'you're lying'.

Learn that Skunkape was chasing a strangely garbed man.

Second questioning:     Select 'hurry up or tell me more'.

Learn that Skunkape dropped one of the psychic powers - the Rhinoplasty, the power that gives shape shifter ability. The minion does not want to give the Rhinoplasty to Sam.

Third questioning:    Select 'noir'.

Sam tells the minion that he can't go back to being one of Skunkape's trusted minions.

Sam takes the Rhinoplasty.

Find where the villains are located.

COPS - Crimetron:

Sam asks the crimetron to find Skunkape by showing Carol the Rhinoplasty. They say to get more clues.

Interrogate Frankie the Rat #2:

Select Frankie the Rat on the map. He lied about sending the tourist to a museum.

Frankie starts with his story about sending the tourist to the museum.

First questioning:     Select 'you're lying'.

Frankie clams up and would not talk anymore and wants legal representation.

Second questioning:    Select 'threaten'.

Meet the lawyer from Smith and Wesson.

Third questioning:   Select 'tell me more'.

Learn that the tourist has a nice souvenir when the confrontation finished.

Fourth questioning:    Select 'tell me more'.

Learn that something fell out of the funny hat guy's pocket and the tourist took it.

Now that you know the tourist did not leave empty handed; leave.

Interrogate Hubert Q. Tourist #2:

Select Dark Alley on the map. The tourist lied about having nothing left after someone picked his pocket.

Learn again about the fight.

First questioning:     Select 'hurry up'.

Second questioning:    Select 'hurry up'.

Learn that he was 'empty handed after someone picked his pocket' and 'carrying nothing but the clothes on his back'.

Third questioning:    Select 'you're lying'.

The tourist gives a calling card - Doctor Norrington.

COPS - Crimetron:

Sam brings the second clue to the COPS-Crimetron.

Carol shows a location - Museum of Mostly Natural History.

What have you become?

Act 2

The Villains.

Museum of Mostly Natural History:

The Museum is exhibiting Treasures of the Forgotten Pharaoh.

Sam leaves Max' body on the floor of the museum. There is light coming out of a room upstairs.


Go upstairs to the lit room - the planetarium.

Sam peeks through the door and see General Skun-ka'pe and his 2 gorilla minions shooting at Papierwaite.

The Devil's Toy Box is at center of room attached to pipes.

Max' brain preserved in a jar is on a chair. Max talks to Sam; thus alerting the 2 supervillains.

Skun-ka'pe proposed an alliance against Sam - the common enemy. Skunkape gets the galaxy and Papierwaite gets earth.

Sam is chased by the 2 gorilla minions.

As Max:    Talk to Skunkape completely. Learn that he doesn't want Papierwaite's filthy security guard with pestilent thorax close to his minions. Learn also about Papierwaite's tapestry of Yog Soggoth.

Talk to Papierwaite completely. Learn that they are using Max to get the Toy Box to hold the toys of power. Max gives an idea of shredding Yog-Soggoth's tapestry.

Select change to Sam or click on his icon at top right of the screen.

Find a brain for Max' body.


As Sam:    See Sam chased by the 2 gorillas. A gorilla guards the door to the museum.

Papierwaite's office:    Go close to the laser light banner on the wall. Go right and see the office left of the right stairs. Try to enter and see that the door is protected by tentacles from the Dark Dimension.

Sal the cockroach:    Go to left area of the main floor. Talk to the cockroach museum security guard, Papierwaite's employee. He will incinerate Max' body if it is not removed soon.

Talk to Sal completely. Learn that he was the former fry cook at Stinky's. Learn that his headset is for getting orders from Papierwaite.

Skull and tooth display:    Check the picture of a skull and the dog-man tooth.

Apocalypse display:    Go left and check the Apocalypse display. Turn the hourglass and see the many eyed, many horned monster eat a building. The display turns to show the other side and hides the monster.

Max' body:    See Max' body where Sam left it.

Dinosaur skeleton display:    Check the dinosaur skeleton display at center of room. Pull the bone lever and the dinosaur moves.

Gorilla guard:    Talk to minion. He is on the lookout for Sam. As Tyrone declares it, Hubert Q. Tourist is Sam.

Poison Ivy:    Check the sign of the prehistoric poison ivy at the back part of the dinosaur display.

Mysterious display:    Check the pliers on display on the wall under the right stairs.

Moai head display:    Check the Moai head.

Knight shields' and Yog-Soggoth tapestry display:    Pull the sword in front of the shield display. See the Yog Soggoth tapestry light up.

Headset and tour controller:    Go right and pick up a headset from the stand.

White courtesy phone:    Check the white courtesy phone by the exit-door. There are all sorts of phone numbers on the courtesy phone.

Transportation display:    Climb the right stairs and see the coming soon 'Bad Ideas in Transportation' door.

There's a Hindenburg picture leaning on the crates at right.

Treasure of the Forgotten Pharaoh:    Go to the other side and enter the Forgotten Pharaoh's room.

This Forgotten Pharaoh is Sammun-Mak.

There's a white courtesy phone by the exit.

Pharaoh's brain:    Read the warning sign on the stand holding the urn with the brain.

Reach inside the brain urn to get (Sammun-Mak) Pharaoh's brain.

Check the Sphunx model at center of room.

Use Pharaoh's head (poke eyes) to animate the Egypt display.

Check the sarcophagus.

Look at statue of Anubis.

Check the brain screw sign.

Animate Max' body:

Go down to Max' body. Use the Pharaoh's brain on Max' head.

Meet Sammun-Mak. Sam asks for a boon. The Pharaoh will help get Max' brain and take care of the villains.

Cause a rift between the villains.

Destroy the tapestry:

Remember from Max' talk with Papierwaite that Papierwaite is very careful about the tapestry of Yog-Soggoth.

Hindenburg picture:    Go to the Transportation display at top of the right stairs.

Look at the Hindenburg picture and the Pharaoh makes a comment.

Change to Max-Pharaoh by clicking his icon at top right. See the toys of power.

Sam gives the Rhinoplasty - Essence Thief.

Activate the Rhinoplasty and use it on the Hindenburg picture.

Then click transform into zeppelin. The Pharaoh becomes a zeppelin.

As Sam, go down and stand in front of the Knights of Yog-Soggoth display.

See the zeppelin fly around close to the tapestry.

Take the gun from inventory and when the zeppelin is just in front of the tapestry, fire at it. This burns the tapestry.

Papierwaite comes out and sees the destroyed tapestry. He blames the guard, M'gila. He goes back and gets angry with Skun-ka'pe.

As Max, talk to Skun-ka'pe about Papierwaite. Talk to Papierwaite about the security guard, museum and Skunkape.

Change to Sam.

Papierwaite's security guard and Skun-ka'pe's minion:

Remember that Max's brain learned that Skun-ka'pe doesn't want Papierwaite's filthy security guard with pestilent thorax close to his minions and Papierwaite is also sensitive about his security guard.

Papierwaite's office:    Go to and look at any of the 3 courtesy phones in the museum: by the info desk, Egypt-Forgotten Pharaoh display and by the planetarium door.

The Pharaoh sees all the numbers and remembers it.

Change to Max-Pharaoh and use the teleporter-toy phone. Select the door to Papierwaite's office.

Sam holds on to Pharaoh and both get transported inside the office.

See Papierwaite talk to unseen Doctor Norrington. He is subservient to Norrington.

Look around the office.

City map:    Look at the city map on the desk.

As Max, use Rhinoplasty on the map. Click on 'back'. Then teleport out of the office by selecting the info desk.

Tour controller:

Activate the tour controller and press the different numbers. Learn the different dialogues of the tour.

1. Melozoic display

2. Lasted only 7 weeks of evolutionary diversity.

3. Yank the bone to hear the roar of the dinosaur.

4. Terrible beast assaulting the city.

5. End of the world will end in 2015.

6. Turn the hourglass.

7. Treasures of Forgotten Pharaoh.

8. Remains of the Forgotten Pharaoh.

9. Poke the eyes.

10. Knights of Yog-Soggoth.

11. Order of Yog-Soggoth tapestry made from the back hairs of the Knights.

12. Pull the sword.

Sal's headset:    Go to Sal and click the headset on him. Sam distracts Sal and exchanges the headset.

Apocalypse display:    Turn the hourglass in front of the display to show the burning of the city side of the display and not the monster side.

Minion by exit:    Go close to the minion by the exit.

As Max-Pharaoh, use the Rhinoplasty that has the picture of the city.

Talk to the minion and the Pharaoh taunts the minion. The minion gets upset and shoots at the city-Pharaoh.

Fight of the guards:   

Use the tour controller. Select #4 button - Go to terrible beast assaulting the city.

Now that the Apocalypse display is turned - the only beast and the only city around is the minion that is shooting at the city-Pharaoh. Sal goes to the minion.

Use the tour controller again. Select #9 button - Poke the eyes.

Sal pokes the eyes of the minion. A brawl starts and Sal gets beat up.

Papierwaite is very angry.

Papierwaite and Skun-ka'pe throw insults to each other. This alliance is over.

Sam takes Max' brain in the jar. The Pharaoh sees the toy box and takes-controls the toy box.

The Pharaoh has everyone kneeling before him and under his control.

Act 3

Find the Rebels

Sammun-Mak is mighty:

Straight & Narrow:    Sam carries Max' brain in a jar on his back. Sam, Flint, Grandpa Stinky and Girl Stinky are all besotted by Sammun-Mak. They kneel and salute him after doing a chant.

Kneel chant:    Sammun-Mak is mighty. Sammun-Mak is grand.

The brilliance of Lord Sammun-Mak is more than we can stand.


Salute chant:    Sammun-Mak is handsome. Sammun-Mak is cute.

When we think of Sammun-Mak, we give him a salute.

Look at Sammun-Mak's auto-idol on top of the grandstand. Read the plaque. Look at the ginormous statue. You can only see the legs.

The Rebels:

Go towards the DeSoto at left screen.

Beware! A voice from above talks to Max. It warns that this twisted reality done by Sammun-Mak must end. Max must contact the rebels. He will know them by their backhanded salute. The voice is Doctor Norrington's.

Go back to right screen and enter the manhole by Grandpa Stinky's truck.

Look at the sacred mosaic on the top of the right wall.

Talk to the cultists completely. When the salute chant is given; one of the cultist gives a backhanded salute.

Max automatically recite the kneel chant and Sam kneels.

Max talks to the rebels. Meet the leader of the rebels, an aged Nefertiti.

They tell Max that to defeat Sammun-Mak, he needs the tool that separated his tyrannical brain from his spoiled body back in ancient Egypt - the brain screw.

They also give Max 3 psychic toys to use: the teleporter, Rhinoplasty and future vision.

He needs to get close to Sammun-Mak with the brain screw.

Talk to the mole people again and learn what they know of Norrington.

Sam believes that their new case is to give back the brain screw to Sammun-Mak.

How to get near Sammun-Mak:

Exit the mole place by going to the left. Go left to the DeSoto.

Use the DeSoto and go to the museum.

Museum:    See Skun-ka'pe unfairly fight a mole prisoner.

Go right and circle towards Sammun-Mak. By the sign, Sammun-Mak's vizier, Papierwaite stops them from getting closer.

Only the members of Sammun-Mak's inner circle can get close to Sammun-Mak.

To be a member of the inner circle, earn 3 Accessories of Privilege. See the medals with etched Max' face, a worshiper and a gift pinned on Papierwaite.

Obtain 3 Accessories of Privilege.

Medallion of Superlative Tithing:

Frankie the Rat:    Select Frankie the Rat in the map.

Go right to Nicky T's Radio Yurt. Talk to the rats.

Learn that Frankie has an Accessory of Privilege. It is the Pendant of Inquisition that he got checking the 160000 er...; checking 20000 guests at the checkpoint of the Summer soiree. No rat did the backhanded salute.

They are gambling on the finishing move General Skun-ka'pe will use to end the bout against his opponent. Frankie would not gamble the pendant.

Enter the store and see what happens.

Check out the toaster ad on the window of the shop. Change to Max and use the Rhinoplasty on the poster. Change to Sam.


Corn Dog pyramid:    Use the DeSoto and then select the museum.

Change to Max. Use the Rhinoplasty and change to a toaster.

Max walks around as a toaster and sees the Corn Dog pyramid made by Grandpa Stinky at left side of the arena. Max-toaster destroys the pyramid.

Sammun-Mak orders that all toasters be destroyed. That means there are no more toasters in the world.

Light show:    Go to the console at right side of the arena and close to Inner Circle sign.

Press the buttons and see different constellations pass through the heavens. Press the pram, the electric fan, fudgie stick and lastly press the toaster button. Each one becomes Sammun-Mak's favorite at the moment. Having the toaster as last makes it his current favorite.

Go back to the left and exit the museum.

Gift Vault:    Go to DeSoto and go to the Gift Vault.

Sal:    Talk to Sal completely. The cockroach is guarding the entrance to the vault .

He got the Ornament of Fealty after exposing a heretic. The heretic didn't salute fast enough. He is the Chief Collector here. Sal saluted correctly and knelt fast enough.

Sign Spinner:    Talk to the Sign Spinner. He finally found his place in Sammun-Mak's blessed world.

Max:    Change to Max. Use the Rhinoplasty and change to a toaster.

Sal:    Talk to Sal again and give the gift of toaster (Max). Now that all other toasters have been destroyed and toasters are presently the favorite of Sammun-Mak; toaster-Max is a great gift.

The Vizier Papierwaite talks through the auto-idol and presents Sam with the Medallion of Superlative Tithing. The present-gift medallion is attached on Sam's hat.

Ornament of Fealty:

Gift Vault:    Remember how Sal got his medal. He exposed a heretic who was slow in giving homage to Sammun-Mak.

While here, look at the newspaper box at left. Read the newspaper.

Change to Max and use Rhinoplasty on the picture of the storm cloud on the newspaper.

Change to Sam.

Straight & Narrow:    Drive back to Straight & Narrow. Go to right side of screen.

Talk to Grandpa Stinky completely. Grandpa and Girl Stinky responded correctly to the salute and kneel chant. See that Grandpa has the Medallion of Superlative Tithing on his hat. Sammun-Mak changed the weather for Grandpa Stinky. When the low pressure systems roll in, Grandpa Stinky's knees seize up like burnt tapioca.

Talk to Girl Stinky.

Change to Max. Use the Rhinoplasty and become a thundercloud-low pressure system.

Talk to Grandpa Stinky again. Select 'kneel' and Grandpa Stinky's knee seizes up. It caused him to hesitate in kneeling. Blasphemer! Flint Paper arrests Grandpa Stinky for being a heretic.

The Vizier Papierwaite talks through the auto-idol and presents Sam with the Ornament of Fealty. The worshiper medallion is attached on Sam's coat.

The mysterious voice of Doctor Norrington says that the rebels are in place. Max needs just one more Accessories of Privilege.

Pendant of Inquisition:

Remember that Frankie the Rat has a Pendant of Inquisition after performing a service that even Max won't do. Frankie would not bet the pendant.

Straight & Narrow:    Look at the credit card sign left of the door to Stinky's - Meesta credit card.

Change to Max. Deactivate low pressure Rhinoplasty. Change to Max again. Use Rhinoplasty on the credit card sign. Change to Sam.

Museum:    Go to museum.

Change to Max. Activate the Rhinoplasty and Max changes to a Meesta credit card.

Go to the corn dog pyramid again. Max-Meesta credit card gets going and destroys the corn dog pyramid again.

Sammun-Mak decrees that all credit cards are to be ripped to shred.

Frankie the Rat:    Go to Frankie.

Change to Max. Use the future vision on the rats.

There is variation in the dialogue seen in the vision. Deduce what move General Skun-ka'pe will use based on the dialogue.

In my game:    The rats say: That the general used his hands. He did not use any of the Simian moves. He also did not use the Girly Slap.

Change back to Sam. Talk to the rat and place a bet on the game.

Since no Simian moves were used - that remove Simian Scissor Kick and Simian Sucker Punch.

Since hands were used - that remove the Gorilla Thigh Squeeze and Great Ape Leg Sweep.

Gorilla Girly Slap was not used.

That left Space Age Kidney Punch as the finishing move General Skun-ka'pe used in the fight.

Bet on Space Age Kidney Punch.

Frankie needs to get cash and takes his credit card out. The other 2 rats cut the credit card to pieces. Frankie was forced to bet his Pendant of Inquisition.

Listen to the radio announcer. Skun-ka'pe used the Space Age Kidney Punch. Sam wins the Pendant of Inquisition. The medal with the etched Max/Sammun-Mak is now on Sam's tie.

Inner Circle of Sammun-Mak:

Museum:    Go to the museum.

See that Mole Grandma is in the arena with Skun-ka'pe. She is holding her own.

Go right and enter the inner circle area. Papierwaite is disgusted.

Give the brain screw to Sammun-Mak. Grandma Mole flips and takes the brain screw to use it on Sammun-Mak. Sam stops the brain surgery.

Sammun-Mak orders Sam to kill Grandma Mole. Sam can not do it. Sam is sent to the Pit of Contrition to face Skun-ka'pe and Grandma Mole escapes.

Act 4

No saving is possible in this Act.

Fight Skun-ka'pe:

Max:    Select Max to ask for help.

As Max, use future viewer on Skun-ka'pe. See Sam win and says: Who knew that Skunkape was so sensitive about getting dumped by Papierwaite?

Age taunt:    Select taunt and then age taunt.

This angers Skunkape that he hits the projector and the constellation lights up overhead. Sammun-Mak is distracted.

Mole taunt:    Immediately taunt and use the mole taunt.

Skunkape insults the moles. The mole prisoners raise their hands through the grate. If Sammun-Mak is not distracted, he will zap the moles.

Dumped taunt:    Select taunt and then getting dumped taunt.

Skunkape insults Papierwaite. Papierwaite throws a fireball that blinds him.

Attack:    While Skunkape is blinded; attack.

Skunkape moves back and steps on the grate with the mole hands still through the grate. (If not, start over with the age taunt to distract Sammun-Mak.)

If the mole hands are up they hold on Skunkape and he falls down.

Finish him:    Sam beats Skunkape.

Fight Sammun-Mak:

Sammun-Mak takes over and goes down the pit. He takes away the psychic toys from Max.

Select Max.

Tell Sam to kneel. Max recites the kneel chant.

While Sam is kneeling, tell Sam to salute. Max recites the salute chant.

If the timing is right, Sam salutes Sammun-Mak with the brain screw in hand.

Ancient Egyptian surgery is done. The world shakes. This reality goes back inside the Toy Box.

Sam returns Max to his body and set him on top of the Toy Box.


Sam is coming!

Sam is coming!

Sam is coming!

Episode 4: Beyond the Alley of the Dolls

July 2010

Walkthrough by MaGtRo


Grandpa Stinky is thrown out of the Diner. He is followed by Girl Stinky who is upset because Grandpa fired Sal the cockroach (former chef at Stinky's and now guard at the Museum). Here comes Sam and Max chased by a horde of half-naked Sam clones. General Skun-ka'pe follows behind the duo. They take refuge at the diner.

Inside the diner, the clones are breaking through the boarded windows.

Reason for the clone attack:

Talk to Girl Stinky. She is close mouthed about why 'my Sal' was fired by grandpa.

Talk to General Skun-ka'pe. Take peanut butter ball from the diner counter.

Talk to Grandpa Stinky.

Turn on the radio on the diner counter. Hear about the horde taking toys from houses.

General Skun-ka'pe goes on a tirade and shows that he has the mind-reading cards. Skunkape is taken by the Sam clones and drops the cards. Max takes the mind reading cards as one of his powers.

Find a way to escape from Stinky's Diner:

Freezer:    Go behind the end of the diner counter and check the freezer. Take a treat from the freezer. Sam could not resist a fudge treat and eats one.

Secret tunnel:    Click on Max icon at top right. As Max, use the mind reading cards. Read Stinky's mind and learn that she will escape through her secret tunnel.

Max is standing on the entrance to the tunnel. See the green button behind the diner counter.

Change to Sam. Go behind the counter and press the green button. It doesn't work.

Talk to Girl Stinky about the secret tunnel. She denies knowing about the tunnel.

As Max, use the mind reading cards on Girl Stinky. Learn about the backup tunnel.

As Sam, ask Girl Stinky about the backup tunnel. She denies knowing about the tunnel. Her eyes move to the left though.

As Max, use the mind reading cards on Girl Stinky. Learn how to open the backup tunnel - turn the toaster to incinerate opens the tunnel.

Get to secret tunnel:

Take care of Samulacrum arm:    As Sam, go to the white toaster behind the counter. Try to use the toaster but a Sam arm comes through the window.

Try to use a peanut butter ball on the Sam arm.

Take a treat-fudgecicle from the freezer but Sam eats it.

Eat the peanut butter ball and then take a fudgecicle from the freezer. Sam's mouth is gooey preventing him from eating the fudgecicle.

Use the fudgecicle on the Samulacrum arm.

Activate the toaster. See the backup tunnel under the jukebox.

The Cloning Facility

At the end of the backup tunnel is the cloning facility. This area is formerly the mole hideout. A clone comes out of the cloning pod and takes Sam's hat.

Control platform:   

Check the control platform ahead. See the herbal tea mug and microphone on the desk. See a hand scanner control panel and the picture of Momma Bosco on the monitor.

Check the cloning pods on the wall.

Cloning cabinet:

Check the cloning pod-cabinet at right and see that it was made by Bosco Tech.

Check the status display on the monitors at right. Check the kitchenette at foreground.

Go left and check the clone cooking controls machine. Magic tentacles stops a close look at the machine.


See that there are 3 tunnels by the machines: a patchouli smelling tunnel at right, back at Stinky's and a well constructed tunnel at left.

Papierwaite's office:   

Explore the patchouli smelling tunnel at right. The duo comes out to the Museum.

Look around outside Papierwaite's office. Knock on door and Papierwaite says he and Dr. Norrington are busy.

Check the security panel and see that the code buttons are in hieroglyphs.

See that Papierwaite is standing by the door.

As Max, use the cards of mind reading on Papierwaite. Learn that the code for the security panel is foot, snake, squiggle, squiggle, bird. Click on the security panel. Automatically, Sam gets Max to enter the code.

Enter and see Papierwaite hide. Meet Yog Soggoth aka Dr. Norrington.

The cilia of torment (tentacles) must have been summoned by the clone master. Learn about the Cthonic Destroyer, the ultimate toy. They gave a manuscript page of the Cthonic destroyer. The destroyer must be found.

Learn about how the toy box came about. Learn about Junior and the molemen that are impervious to the elder god's powers. Papierwaite and Yog Soggoth really do want to go back to his own dimension.

Check the papyrus on the wall, journal on top of the box and the map on the desk.

Sal's new job:

Exit the office. Check the rubbish bin. Max finds a resignation letter. Read-examine Sal's resignation letter in inventory. The letter has a forwarding number.

As Max, activate teleportation (phone toy) and select Sal's new job icon.

See some of Sam's clone. The Sam clone with the hat drives the DeSoto and crashes.

The DeSoto has toys in the seat. The Charlie-Ho-Tep ventriloquist dummy flies off and drops in front of the duo.

Pick up the Charlie-Ho-Tep dummy. Max hesitantly takes the Psychic ventriloquism power.

Talk to Sal:   

As Max, distract the clones by using the Charlie-Ho-Tep ventriloquism power behind the warehouse door. This causes the clones to go to the door.

As Sam, chat with Sal. Learn that his new job is stacking crates. Check the trash on the floor.

Bluster Blaster:    Go to the arcade machine at left. Talk to Bluster Blaster.

Learn that he left Bosco in Vegas. He gives Bosco's letter to Momma Bosco. It seems that Bosco met a girl in Vegas.

Read the letter in inventory and Max says it has slobber.

Free Stinky:

As Max, activate the telephone to teleport to Stinky's.

Flint Paper:    See Flint interrogate Girl Stinky. Talk to Flint.

Flint asks about the mysterious Mr. S.

Select 'Explain' twice. Girl Stinky says it's Sam. They are planning Grandpa's birthday party.

Now, Grandpa wants his birthday cake so that he can let go of Flint.

Sam wants Flint to release Girl Stinky so he backed up Girl Stinky's lies.

Birthday cake:    Grandpa wants his favorite cake.

As Max, activate the mind reading on Grandpa. Learn that Upside Down Uzbekian Blood Cake Surprise is his favorite cake.

Read Flint and Stinky's mind also.

As Max, teleport (phone power) to Sal's job. Distract the clone by using the ventriloquist powers on the warehouse door again.

As Sam, chat with Sal about the cake and he states that the cake takes a full month to make. He drew the cake on the floor. Check the cake drawing on the floor.

As Max, activate rhinoplasty and click on the delicious cake drawing.

As Max, teleport (phone power) to Stinky's cell.

As Max, use the rhinoplasty and click the drawing to transform into Scary Uzbekian cake.

Grandpa looked for the surprise in the cake and got the blood knife.

After kissing Sam, Girl Stinky calls the real S to meet her at the other place.

Follow Girl Stinky:

As Max, teleport (phone power) to Stinky's cell.

See that they are transported to the cloning facility.

Girl Stinky meets the real S - Sal. Their main objective is to take care of Grandpa once and for all.

They become enthralled by the call of the clone master and begin to take care of the clones.

Find Momma Bosco:

Enter the well constructed tunnel with rail tracks at left. See Harry the moleman and Agent Superball do a sťance in Momma Bosco's Tech-factory.

Talk to Harry. Learn how he escaped Skunkape's ship, dead relative and Momma Bosco being distracted and guilty.

Talk to Agent Superball and learn more about Momma Bosco's disappearance. The penguin is in the paddock.


Hit the gong to start the sťance.

While Sam chants; as Max read Harry's mind and learn about Uncle Morty's demise a week ago.

As Sam, talk to Harry. Select Uncle Morty. Harry shows Uncle Morty's picture.

As Max, use ventriloquist power on the picture of Uncle Morty.

Click back. As Max read Harry's mind and learn that he wants to know where the stamp collection is hidden.

As Max, use ventriloquist power on the picture of Uncle Morty again. It is in the attic of the Statue of Liberty.

Momma Bosco:

The sťance anchored Momma Bosco and brought her ghost back.

Agent Superball reports to his superiors and Harry leaves.

Momma Bosco's guilt:

Use Bosco's letter on Momma Bosco. Talk to Momma Bosco.

Go to the right at back of the room and step on the elevator of science.

Look around at the hallway. Click on the telephone to get Momma's new number and it is entered on the teleport power.

While up here, as Max use the mind reading cards on Momma Bosco. Learn that Momma was hired to build those clone tanks.

Go down the elevator and talk to Momma Bosco about the hiring. Learn about the clone master and get her help.

She can override the biometric control if she can use her handprint. She needs a body to do so.

They agreed to clone Momma a new body but she needs 100% DNA. She gives her 99% DNA sample but needs more from Bosco to make it 100%.

Obtain the Cthonic destroyer:

Remember that the DNA machine is protected by tentacles. Dr. Norrington stated only a Cthonic destroyer can kill the tentacle-cilia of torment.

Click on the Dimensional destabilizer machine. Momma opens the machine.

See 4 knobs with 3 numbers.

Find the correct settings of the dimensional destabilizer:

Review-study the Cthonic destroyer manuscript page given by Dr. Norrington.

4 acts are highlighted in the manuscript: Flash of light, giggling realm of skittering ingestion, beset by vision of insects and being eaten by a beast.

Change the number of one dial and then press the red button.

Sam will be pulled to another dimension and then drops back.

Watch to see if:

- There is a flash of light.

- If Sam is giggling.

- Listen to what he says especially if he mentions insects.

- Use the mind reading card on Sam to see if he is being eaten by a badger.

This is a random puzzle.

If not all 4 criteria is seen, move the knob to next number.

Once all of the above is presented by Sam or he places a postit, do not touch the knob anymore. Move on to the next knob.

The knobs can't be moved anymore once they are in correct setting.

If correctly done, Sam comes back and has the Cthonic destroyer - a Troy robot toy.

Max takes the toy and take in the destroyer power.

Clone Momma Bosco:

Exit Bosco Tech through the hole in the ground under Momma Bosco's platform and go through the rail tunnel.

Be at the clone chamber.

As Max, use the Cthonic destroyer-robot power to blast the tentacles back to the dark dimension.

Use Momma Bosco's DNA on the clone cooking controls.

Use Bosco's letter on the clone cooking controls.

Watch as Momma Bosco comes back to life.

Get up the control platform:

Talk to Momma Bosco. She needs to get up the platform.

Go to the railing and use the gun on control platform. Shoot one of the platform lights.

The computer calls for the maintenance engineer. Sal goes up the platform and starts to work on the broken light.

Use the gun on control platform again. Shoot the evil coffee mug on the desk.

The computer calls for the technician. Girl Stinky goes to the platform and cleans the desk.

Sal falls off the platform when Stinky closes the door.

Now that Stinky is up in the platform, use Max' teleportation power and call Stinky's cell. Sam calls Momma to join them in teleporting.

Stinky got on Momma's nerves.

Call off the clones:

The clones come calling. As Sam, tell the horde of clones to go to the toy box.

Get the toy box:

The clones go to the warehouse.

As Max, use the puppet ventriloquist power to distract the clones. Uh oh!

Charlie Ho Tep takes control of Sam.

Get up the Statue of Liberty:

Max is at the bottom of the statue. He lost all his powers.

See Sam enthralled by Charlie. The toy box is on top of the piano.

See Junior on top of the torch.

As Max, examine the statue closely. Gaze at the tablet she is holding.

Gape at the face. Check out the crown.

As Sam, try to talk to Paperwaite-Dr. Norrington hanging in a cage.

Try to talk to Charlie. Charlie releases Sam to talk.

Dr. Norrington distracts Charlie.

As Sam, mess with the piano and select: Take 2 Tablets 4 the Mind Plague. The tablet Lady Liberty holds changes to step like tablet.

Dr. Norrington states to gesture at piano whenever he wants to change the music.

As Max, move to the right at the path of the clones. The clones enter through the right door. He is thrown up.

As Sam, mess with the piano and select: Face of Darkness. Lady Liberty's face changes and the front right door at the bottom of the statue closes. The right side door opens and the clones enter.

As Max, move to the right side and block the path of the clones. He is thrown up to the ladder like tablet.

As Sam, mess with the piano and select: Flaming Crowns. Lady Liberty's crown changes into tentacles.

As Max, grab a tentacle. Max is thrown to the top of the statue behind the piano.

Fight Charlie:

Charlie uses the robot on Dr. Norrington. The cage drops to the ground.

Charlie takes the toy box and floats above the statue to start the end of the world.

Max' psychic potential is unlocked by a dying Dr. Norrington-Yog Soggoth.

Max and Charlie are now on a face off.

As Sam, change the music to Take 2 Tablets 4 the Mind Plague.

As Max, read Sam's mind. See a framed brain.

Use rhinoplasty on the framed object. Max changes to that object.

Charlie changes to a syringe and pokes the changed Max.


As Sam, change the music to Flaming Crowns.

As Max, read Sam's mind. See a framed Tongues of flames.

Use rhinoplasty on the framed object - tongues of flames. Max changes to flames.

Charlie changes to a seltzer bottle and shoots water at flame Max.


As Sam, change the music to Face of Darkness.

As Max, read Sam's mind. See a framed black spot.

Use rhinoplasty on the framed object - darkness. Max changes to complete black.

Charlie changes to a candle and lights Max.


As Sam, change the music to Tabula Charlie.

As Max, read Sam's mind. See a framed Charlie Ho Tep.

Use rhinoplasty on the framed object - Charlie. Max changes to a copy of Charlie.

Charlie changes to the destroyer robot and shoots Max.


Use the power of ventriloquism on the toy box.

Select Dr. Norrington's voice.

The robot Charlie destroys the toy box completely and also himself.

Junior shrinks to nothingness. Max falls down to where Junior disappeared.

Max changes to a ???


See you in The City that Dares not Sleep.

Episode 5: The City that Dares Not Sleep

August 2010

Walkthrough by Dean Waxman & MaGtRo

In Manhattan, giant beast Max transformed by power from the Dark Dimension released spores of flaming Max heads that feed on psychic energies of the city's nightmares.

Act 1

Gather a team to save Max:

The city is falling sleep. Acting president-agent Superball says that the final imperative must be done to save the city from former president Max. Sam has only a few hours until 6 AM to get a team and to save Max. They have to enter through Max' mouth.

Talk to Mr. Featherly. Talk to the COPS left of Mr. Featherly.

Talk to acting president-agent Superball. Learn about the final imperative - full nuclear attack on Max.

Talk to Momma Bosco. Dr. Norrington with Papierwaite joins the team as the experts in creatures in Dark Dimension.

The team needs a scuba diver, a veterinarian, a psychologist, a dark wizard and a brain surgeon. Here comes one that fits all of the above - a very pregnant Sybil Pandemick.

In inventory are Sam's gun and a jar of espresso beans.

Talk to Momma Bosco again. See a demonstration of the jump to the dark dimension by Dr. Norrington. Learn what powers the lab - a big vat of vegetable oil on the roof of the building.

Go right and use the elevator. Exit the building.

Find something that Max' likes:

Outside the building, see Abe Lincoln and his army of robots set out to stop beast Max.

Grandpa Stinky:    Go left from the car and talk to Grandpa Stinky and Flint.

Flint leaves. See Max head spores in action.

Talk to Grandpa Stinky completely. He gives his recipe for corn dog. Remember that Max can't resist eating them in episode 3.

Check the recipe:

Pure pork by product frank or substitute

1024 gallons pure New York city tap water

1 ton corn meal

800 gallons of vegetable oil

1 egg (for binding)

Collect and mix the ingredients:

When Grandpa Stinky leaves, take the last remaining corndog box from the ground.

1024 gallons pure New York city tap water:

Go right from the truck and check out the ridiculously sized pothole on the side street. Max must have broken a water main and the pothole is filled with water.

See Sal the cockroach at the back wall. Try to talk to Sal who's hanging around Bosco Tech. Sal runs away.

1 ton cornmeal:

Look inside Grandpa Stinky's truck. Try to take boxes of cornmeal. Sam can't carry it.

To get Giant Max to take something:

Stand by the item you want picked up. Take a corndog and wave it.

Giant Max will pick up what is the closest thing around Sam.

Walk to the ridiculously sized pothole and eat the corndog.

Giant Max will drop the item he is carrying into the water.

Do the above while standing by Grandpa Stinky's truck full of cornmeal.

Activate a corndog in inventory. Wave the corndog while standing beside Grandpa Stinky's truck full of cornmeal. Giant Max picks up the truck.

Walk to the gaping pothole and eat the corndog. Giant Max drops the cornmeal boxes in water.

Check - 1 ton cornmeal.

Pure pork by product frank or substitute:

Go to Sybil by the Desoto. Talk to Sybil completely. Learn that the DeSoto is rich in Omega 3 and has wiener scented air fresheners. Sybil is in her 13th month of pregnancy. <eek> She's due in 2 weeks.

Click on DeSoto and learn it cannot travel on land.

Wave the corndog while standing beside the DeSoto with the wiener scented air fresheners. Giant Max picks up the car.

Walk to the gaping hole and eat the corndog. Giant Max drops the DeSoto in water.

Check - 1 ton of frank substitute.

800 gallons of vegetable oil:

Remember that Bosco Tech is run by vegetable oil that is on the roof. Go to the side street and use the fire escape ladder.

Be at the roof and see Satan and Jurgen. Talk to Satan completely.

When you ask about behind the scenes dialogue; Satan places the microphone on the ground. Replace the microphone with a corndog from inventory (activate corndog box).

Watch as Satan waves the corndog.

Check - 800 gallons of vegetable oil.

1 egg for binding:

Go inside the building and talk to Mr. Featherly. He will lay an egg if no one is watching.

COPS:    Talk to the COPS and select the virus dialogue.

Momma Bosco and Dr. Norrington:    Talk to Momma Bosco and select dimensional destabilizer dialogue.

Agent Superball:    Ask him to turn around.

Mr. Featherly lays an egg.

Go outside and use the egg on the pothole-ingredient mixture.

The Max spore heads heat up the mixture automatically. A giant corndog-wrapped De Soto is the result.

Use the corndog and Sam calls the others to come and get ready to enter Max.

The intro to the game is seen while a maimtron take the giant corndog-bomb. Giant Max picks it up and drops it in his mouth.


Act 2

Get to Giant Max' brain:

Giant Max' stomach:    The team is dropped in Max' stomach. Look around.

Check the corndog in the platter; it is what Max is craving at the moment. Check the refrigerator where he stores food eaten. Check the food processor where Max digests his food.

Try to enter the tube that goes to the brain at back wall. It doesn't work. Max must be in a food coma.

Use the espresso beans on the food processor. Enter the tube now that green bubbles are formed.

Max' brain:

Sybil finds a tumor in Max' brain. Use the tumor and Sam gets electrocuted.

Sam needs to find the medulla oblongata-circuit breaker of the brain so that Dr. Norrington and Sybil can operate on Max' brain.

Look around Max' brain. Check the record shelf where Max' stores his ideas.

See a tube that goes to the legs and another one that goes to the arm.

The duct by the wall is blocked by tentacles from the dark dimension. Check the couch, TV and radio.

Try to open the door by Papierwaite. The team disappears.

Sam is transported to the stomach. Papierwaite is in a game room. Sybil has an idea that if they put enough electrical charge on Max' body, they can temporarily short out his powers and they can get to the brain and operate. Momma Bosco says that they can only get enough power at the electrical plant at Battery Park.

Get control of Max' legs:

They need to get control of Max' body.

Use the tube to go back to the brain. Go left and enter the tube with a leg icon on top.

Exercise room:    See that Sybil is in the exercise room. Sybil states that she did some rewiring and can now control Max' legs by using the treadmill.

Look around the room at what Max uses to exercise. 

Talk to Sybil. Max' powers broadcast Sam's thoughts. Men do not understand what Sybil is going through. Max' powers attempt to break up the cooperation between the team.

Inventory room:    Use the tube with a box icon.

See that this is the storage room of Max. Check everything in the room.

See that there is Sam's old cockroach farm on top of the shelving at left. There's an egg and it hatched to a golden cockroach. Papa!

Touch the chocolate bar at left and Sam gets electrified.

Touch the baby balloons and Sam changes into a cactus.

Use the spare video cable on the floor at right side of room and Sam changes into a Roomba vacuum cleaner.

As the vacuum cleaner, hit the shelving with the cockroach several times until it falls on the floor.

Run over the cockroach to suck it up. Pappy!

Click-use the tube to go to the exercise room and Sam automatically changes back.

At the exercise room, show the golden cockroach to Sybil. Sybil gets enervated seeing Sam's feelings about parenthood. Sybil runs on the treadmill. A Giant Max icon is at top right now.

Get control of Max' arms:

Use the tube to go to the brain. Use the tube at right that has the arm icon.

It's the game room. Talk to Papierwaite. He found a way to control Max' arms by stepping on the icons on the floor.

They need to do a manual override first. The impulses go through the arcade machine at left. He needs Sam to read the commands off of the blue arcade machine at left.

Click on blue Axon arcade machine. Select a correct description of what is shown on the machine and Sam's answer is the opposite. Max' powers change his vocalized answer. Papierwaite follows the wrong instructions.

For the next instruction, select an opposite description dialogue: Right hand gun - left foot flail. Right foot bomb - left hand bacon. Left hand brass knuckles - right foot flail.

They need 3 correct instructions to override.

When you get 3 correct answers, a new dialogue appears. Select one and Max' powers replace the vocalized instruction causing a robot to crash and expose its radioactive core.

Find someone that can resist radioactivity:

Sam looses consciousness and is awakened by Papierwaite. The game room is now off limits to Sam. Papierwaite goes back to the game room.

Sam has to find someone that can resist radioactivity. Sam's baby cockroach responds that it can.

Use the tube to go to the stomach. Go to the vent and the 'now craving' sign.

Use the cockroach on the platter to replace the corndog. Now Giant Max wants a cockroach and the head spores need to get one.

Use the Giant Max icon at top right of screen. Momma Bosco asks if you want to stay here or control Max. Select to control Max.

As Giant Max, it turns around to go back to the city. Walk forward towards the beam of lights as until a cutscene of Sal and Stinky is seen.

Sal is having regrets for what he and Stinky have been doing. Here comes Giant Max and he scoops Sal. Stinky falls and is scooped up by General Skun-ka'pe on his space ship that looks like his head.

Change to Sam. Tell Momma Bosco to go home.

Go down to the stomach and see Sal. Talk to Sal and he will go to the radioactive game room and give the instructions to Papierwaite.

Sal did it but sacrificed himself.

Get power to overload Max:

Take control of Giant Max again by clicking on his icon at top right. Go to Battery Park. Hahahaha. That was a very nice Max twirl.

Go forward on that street until the park at bottom right.

Click on the Nev-R-Die batteries. See Giant Max get electrocuted.

Meet Superego:   

Enter through the door left of the tumor.

Meet the traitor - Superego. Talk to him completely. He doesn't like a creature that is driven by pure Id. He plans to destroy Max by making a psychic explosion of the northeast US.

Most of Max' powers were destroyed except for the astral projector.

Brain surgery:   

Go left of the desk and open the cabinet on the wall. Use the circuit breaker.

Exit through door and talk to Sybil and Papierwaite. Max' brain is infected with dark matter.

Sam needs the toy robot - Tron.

Make Max memories:

Go back through the door to the Astral Projector. Click on the memory book. There's only one memory. The Narrator explains that you can only project to another body - like a clone.

Control Max. As Giant Max, walk around the city and click on all the "remember" active sites.

Since Giant Max is already at Battery Park; move the cursor until you see an active "remember Battery Park". Click to get Battery Park memory. Giant Max will automatically go there.

Turn around from the batteries and go down that street. Move the cursor until an active spot is seen. Remember Federated Consolidated Building.

Go back towards the city and to the beam of lights. Remember Bosco Tech Labs.

From the Bosco Tech labs, go to a main street going to the right. Somewhere 3-4 blocks later; remember Hairy Arms Apartments. Max goes to that place.

Find Skun-ka'pe:    Click on Skunkape's space ship. It is the one that has pink lines and looks like his head.

Click on Giant Max' icon at top right and go home.

Act 3

Get on Skunkape's ship:   

Go to the Astral Projector. Click on the memory book and see 5 slides made by the trip around the city.

Select Skunkape's Flagship slide; then Astral project.

T-16-K9:    Sam is now in a body of a clone in one of the cells in Skunkape's ship. There is no one around.

Look around the cell. Check the backdrop and click on it to see wires on the right. The wires do nothing and they lead to other cells.

The clone on the right with the water bottle and cabinet on wall is SP-42-X.  The one on the left with the keys and hamster wheel is HW-021-S. The middle clone is T-16-K9.

SP-42-X:    Astral project and select SP-42-X, the one on the right.

Use the fuse box and see the delicate wirings of Skunkape's ship.

Drink from the water bottle. Spit on fuse box. That shorts the wires.

HW-021-S:    Hear the computer tell HW-021-S to commence stabilization procedure.

Astral project to the clone at left - HW-021-S.

Use the hamster wheel to stabilize the ship. Automatically, Sam goes to the middle clone.

T-16-K9:    Use the exposed wire on the backdrop. That's one way to get out of the cell.

Find out where Skunkape and the toy robot are:

Click on Stinky's throne at left and see that there's no sign of Stinky or Skunkape.

Exit through the door at right and be at the upper deck.

Sammun-Mak brain:    Talk to the brain that controls the ship. That's not Gordon.

The ship tilts. The brain loses control of the ship when distracted.

Keep on talking to Sammun-Mak brain. After all of the mole men dialogue, Grandpa Stinky comes out of the Mole Men Processing Center.

Grandpa Stinky:    Talk to Grandpa Stinky. Learn that he is really Gra-pea'pe, one of the General's warriors.

After the Dance of the Third Degree, learn that Skunkape is at the warehouse at southeast end of the Warehouse District. It is the Ho-Tep Not Clone Related Industries Building and yada yada...


Act 4

Cloning Facility:

Find the cloning facility:    Change back to Sam by clicking on the astral projector icon. Go back.

Change to Giant Max. Walk southeast or bottom right and move the cursor around until "remember Cloning Chamber" active spot is seen. See a round building.

Inside the cloning facility:    Change back to Sam. Use Astral projector by selecting the Cloning Chamber slide in the memory book.

See Flint Paper tackle one warrior at a time. See the toy robot by Skunkape.

See a Sam clone with a bomb on his chest. Stinky tries to override the bomb.

As the clone, click on the box in front of Sam and the cave entrance at right. Learn that Stinky is a mermaid.

Lasers:    Use the granite slab or the cloning console to learn that there are lasers blocking access.

Use fog machine on top of the box to view the invisible lasers.

See the lasers. Click on lasers or cloning console. Sam does his yoga twists and goes around, under, etc the laser.

Devil's Toybox:    Check the projector on top of a crate. Take the photos on the floor beside the crate.

Check the camera on the left box. In inventory, check the photos. One is the recipe that Grandpa thinks is Girl Stinky.

The other is the Devil's Toybox photo. Use the Devil's Toybox photo on the camera.

Skunkape who is obsessed by all the power toys flies towards the projected toybox. He is holding the toy robot.

Talk to Skunkape. After the dialogue - for this bomb; Skunkape throws the toy robot.

Exit through the cave at back right side of the granite slab or sink area.

Sam calls Giant Max.

Save Max:   

Give the toy robot to Sybil. Sam accidentally blasts the tentacles blocking the tear duct on far wall.

Sybil's water breaks. Pennies! She demands to get out of Max' body.

Hear the real Max say: Save Sybil; a selfless act.

The narrator decides to help save Max.

Save Sybil:   

Go to the record shelf right of the tumor. Take the 4 records from the book case.

Use the 4 records on the record player. When the "Are you there, Great Bear Spirit" record is played, the room shakes. Max is crying.

Use the newly unblocked tear duct on far wall.

The team exits Giant Max - achoo!


The head spore has a headache and explodes.

Giant Max is heating up bad. The last maimtron hits Max. Bye!

Sybil gets a phone call. Max still has the teleportation power. The ship explodes away from Manhattan.

Momma Bosco works on the cloning machine.

Use Max' snot in inventory on Momma Bosco.

I'm sorry, Sam.

Time traveling elevator?

Want to stop some crimes?

I saw 2 ending scenes. The ending may be due to the selection at start of a new game.

One ending is with Sam Jr calls Papa and another is a walk towards the city with a giant cockroach on a building wall.

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