5: Walkthrough

[NOTE: This walkthrough will give only basic details of how to get through the levels - Duke Nukem 64 has many jokes, set-pieces and weapons that can only be found through careful hunting around... so go and explore!]

LEVEL 1: Hollywood Holocaust

From the start, make your way off the roof (either by blowing up the C-9 canisters or shooting out the fanblades) and drop down to street level. See that cinema on the left? Well, that's where you're going to go.

The main doors, unsurprisngly, are locked, so there're two ways in: The first is to follow the road along, and wander around the back of the cinema to find an unlocked fire-exit granting access to the main theatre. The second, much easier way is to make your own entrance. Jump up onto the crate, then onto the sloping roof, and then another jump onto the top of the wall that has a "No Parking" sign on it - you'll get a grenade launcher for your trouble. Now simply fire an grenade through the little "ticket booth" window (there's an alien inside on higher difficulty settings) and make your own entrance.

Either way, once you're in the cinema, work your way to the projection room - it's just down the ramp from the theatre, through a set of double doors and up a spiral staircase. You'll find the red access card on a shelf in there.

Reverse course, now (or just jump out the window) and work your way through the foyer (the large open area with drink and burgers), finding a lift (or elevator, for you American types) up to the arcade (which, helpfully, has "Arcade" above it in Pacman font). Once up there, shoot the C-9 canisters to your left for a quick way to clear out the room, then put your newly-found red card in the red card door.

You enter what appears to be a dead-end room, but walk forward and a Pig Cop will burst through the wall. Take it down with one of the weapons you should have found if you've been exploring like I said, and then go through the hole into a thin corridor. Either shoot out the metal plates covering the door, or simply pop a few into the fire extinguisher to accomplish the same effect. Through the hole, you'll see the exit "nukebutton" straight ahead - just shoot out the glass and press "Use" to end the level.


  • If you find a jetpack (there's one behind the cinema screen, which can be

blown up) you can cut this level short by simply going outside and flying to the exit.

  • You can jump inside the building with the sloping roof (by the crate) by

leaping through seemingly solid windows. There's an atomic health on the other sloping ledge.

  • There's a secret cache of weapons, and a stripper (fully-clothed, thanks to

Ninty) in a hidden room behind the red neon "Cinema" sign.

  • There's a hidden grocery store in the level containing weapons - simply check

the wall to the right of the nukebutton (the exit sign) to unearth a hidden teleporter and enter the shop.

LEVEL 2: Gun Crazy

When the lift stops, head into the gun shop on your left. Go over to the door with the 3 buttons, and push buttons 1 & 3 to access a lift leading to a grotty apartment. There's a small alcove in the wall with a door - open this to retrieve the blue access card.

Now it's time to head to Dukeburger. Exit the gun shop (boy, that window looks tempting) and head to the small area to the left of the yellow card door, where you'll find the "3D Realms Demolition Co." and the blue card slot. Insert the card, then push buttons 2 & 3. Finally, flick the switch to total the opposite building, then mooch over when it's done collapsing to find the yellow card in the rubble.

Head into the rear area of Dukeburger via the yellow card door and head down the first ramp you come across into the kitchens. There's a set of cupboards on the right that hold the red keycard, but be aware - picking it up will also spawn a load of monsters by the ramp.

Head back up the ramp, round to the right and use the red card to wander out into the depot area. Find the vent(in the office) and crawl through to a darkened area. Now, there's a very high ledge that you can't jump up - if you haven't gotten a jetpack yet, find the switch to open the depot doors. Now you can use as a crate as a "stepping stone" to make it onto a high ledge. Continuing through this attic well get Duke caught and taken to Death Row...

...but if you'd prefer to access the scret level, "DukeBurger", simply stand on the first low crate you come to. (It looks like it's stuck in the floor) then turn around to find a secret door in the wall has opened - hit the green tinted button to access DukeBurger.


  • There's a secret portable medkit hidden in the rubble next to the yellow card.
  • The sewers contain much bounty - simply blow up the manhole you'll find near

the yellow keycard, and then drop down.

  • Duke can use the pool table, if you so desire.


After making your way out of the depot (blowing up those C-9 bottles will make a lovely Duke-sized hole in the wall) you'll notice you need a blue keycard to get inside. Wander around the outside of the building shooting stuff until you come across an "Order here" drive-thru box. Clicking on this will A) Play a Beavis & Butthead sound sample and B) Open a small hole in the wall behind the order box, revealing the blue card, so jump up and get it.

Once you've made your way inside the resturant, head for the women's bathroom (which will handily explode for you). You'll see a vent in the corner, simply crawl through to access the kitchens. (Much easier than the PC version, where you had to shrink yourself to get through.)

Head right fron the vent once in the kitchens - you'll find a locked red card door, but that doesn't matter too much as the key to get at it is just round the corner in a combined office/storeroom. Once you've got the red card from the desk, backtrack to the door (which will take all of 3 seconds) and enter the meat processing area. I'm sure this used to contain dogs in the PC version... anyway, follow the conveyor belt and from there it's a fairly linear slog into the MiB office...

...but once you get in there, the doors will explode and a whole horde of piggies will come flooding in. Shoot 'em, gib 'em, kick 'em, etc, and then look down behind the desk to find a switch. Flick it, and the corridor you've just come from will glow red, indicating a previously locked door is now open. Head through it, and you'll find the exit straight ahead... only to be captured by a second team of Pig Cops and taken to Death Row anyway... D'oh.


  • Search around in the cellars of a nearby building for weapons.
  • There's an atomic health on the drive-thru window.
  • Don't conserve your ammo here - you'll lose it all when you enter...

LEVEL 3: Death Row

The first thing that you'll notice upon starting this level is that those alien arses have taken all of your weapons. The second think you'll notice is that you're currently being deep-fried by an electric chair. Leap off before you start smelling like a Sunday lunch, and then go and investigate the control room. You'll find two switches - the first lowers the electric chair and grants access to a very useful shotgun, the second opens the curtains to the viewing chamber - that's your escape route. Shatter the glass and take care of the alien audience. It's time for a breakout.

Follow the corridor you exit into round to the right, and keep walking until a wall on your right suddenly explodes. Through here is a very sadistic room containing two rotating gears, which Duke has to jump up to access an exploding wall. If you slip, it's a fatal fall... it's worth it, though, as there's a blue keycard, and even an atomic health if you're feeling daring.

Once the card is in your sweaty hands, head back out to the corridor and follow it around once more to the blue card door. WATCH OUT! This next area is coated with laser tripbombs, and you'll find yourself part of an impromptu decorating scheme unless you move carefully. Remember the forcefielded prison cells you pass, you'll be coming back here later.

Follow the tripbomb-laced ramps up and around until you come across an octagonal room containing the yellow keycard. Be warned - collecting it will set some more tripbombs up in the room. Some deft movement is needed to get out alive, but enemies won't think twice about blundering into them, so watch yourself.

Once you've got the card, head back down the ramps and through the brown door to find a large control room. The yellow card will allow you outside into a (heavily guarded) yard containing the red card, and the red card (back in the room you've just come from) will allow you access to two rooms which disable the forcefields blocking off the prison cells. Whoo.

Head back to the cells, choose "02" to investiage and you'll find that the third prison cell along (the furthest away from the forcefield) has a "The Rock" poster up on the wall. No, it means Alcatraz, not the wrestler, you dopes.

This poster is a fake - Duke can jump through it into a prisoner-dug tunnel. Complete the digging with the help of pipe bombs to access the sewers, and swim outside to find... a large nuclear submarine. Ooooo-kay.

"I think I'll climb aboard." says Duke, helpfully. What he MEANS is that you need to dive underwater and search for a submerged hatch into the submarine. Once inside, take out the enemies and the nukebutton should be right next to you.


  • Getting onto the sub is much easier if you've got the scuba gear found nearby.
  • Search the other cells for goodies.
  • There're two atomic healths hidden behind a fake wall in the courtyard, up on

the ledge behind a brown structure.

  • There's an optional area near the electric chair room that'll reward you with

ammo and goodies.

LEVEL 4: Toxic Dump

You should have known those alien maggots booby-trapped the sub. Oh, well, no time to whinge now - the room you're in is filling up with water. To get out, dive underwater, locate the three switches and press the top and bottom ones to open an escape hatch.

Once outside, you'll need to find a way into the dump. Find the nearby cave by wading about in the water, and then follow it up and around to get at the blue card up on a ledge.

Now you can get inside the Waste Disposal Facility. Huzzah! Do so, and then take the first door on your left. Look carefully, and you'll notice barrels of toxic waste that get grabbed by a crane when they alight onto a yellow and black striped square. That's your ride - stand on the square yourself and you'll get grabbed by the crane, which will deposit you in the high regions of the building in a U-shaped tunnel. Follow this around to a second crane, but let a barrel of waste go across before you do - there's some tripbombs up ahead, and letting a barrel of goo detonate them is a much better idea than letting Duke's body do the same job.

Once the way is clear and the second crane releases you, look immediately right. Through some glass you'll see a control room, go in it to discover the red card behind a small door.

Heading back into the main area with the cranes, explore around at ground level and you'll find the red keycard slot, along with A) a whole sty of pigcops following you and B) two tunnels. These tunnels are where you need to go, but Duke's far too big to fit inside.

Lucky, then, that the red keycard accesses a shrinker, which will make Duke a couple of inches tall annd grant access to the tunnels, allowing him to unlock the door off to his left. (Who designed this place?) Be quick in the tunnels, if Duke rebigulates inside he'll get a sudden - and permenant - sense of claustrophobia. Hit the switch you find on the wall at the other end of the tunnels, then shrink yourself again for a return journey.

You've now unlocked that red door I mentioned earlier, go through to find a whole lot of water. Submerge and you'll find yourself in a control room that reveals an underwater area containing another control room (with a big orange tube in), some mines, and a large locked door.

The control room with the tube is where you need to be - swim into it then look outside again to notice a switch. Pressing this will raise the water level quite dramatically, so surface and then clamber across the rocks to reach - yep, another control room and another unpressed switch. Press this switch and the large underwater door will open. Revisit this door swim through.

Once you're through, you'll find - gasp! - another control room. Hit another switch and some large double doors will open, revealing two cogs that Duke must cicrumnavigate to proceed. To do this, simply watch them for a while and you'll notice two grey strips that indicate missing cog spokes. Swim through when these strips are meeting up (tricky, I know) and you'll not be smashed like a spider on a sponge cake. Which is nice.

Once you've made it through, surface and you'll see a flowing waterfall. Follow it down into a large, octagonal area.

First things first - find a ground-level exit up to a red-hued control room, and then press the switch within. This will open a hole in the wall opposite, revealing a type of switch known to Duke fans as a "dipswitch" - the important thing about these are that they're shootable.

Now make your way up one of the sloping waterfalls, leap onto the ledge and stand on the black, roughly-rectangular ledge that's sticking out of the water - you'll notice it has a twin across the other side of the room. Shooting the dipswitch that was opened will cause these two platforms to meet each other in the middle - briefly - and you've got to quickly hop from one to the other while they're doing this. Evil, eh?

Of course, if you've got a jetpack about your person, you can just fly up to the exit. Either way, you'll find a tunnel filled with acid - hold your nose and dive in, from there it's just a swim to the exit. Watch out for octobrains.


  • If you'd like a Jetpack - and who wouldn't? - notice the crack in the wall

next to the control room that opens the first underwater door (the one marked 02). This crack, and a series of others, will lead you to a glorious flying machine, making the end sections of the level a lot easier.

  • Be careful when small - the enemies will try and step on you.

LEVEL 5: Launch Facility

Your progress into this level is marred by a forcefield - turn this off using a switch behind the large rotating mechanism. Shortly afterwards, you'll come to a large room with several shielded exits and a spiralling ramp going around the outside. Follow this upwards and you'll come across a locked door with four switches - press 1,2 & 3 to unlock the door. Inside, you'll find a blue keycard and a switch to remove the forcefield from exit number 01.

Now that you've opened door number one, wouldn't it be nice to see what's behind it? Go exploring this way and you'll find a green-brick room with another ramp going around the outside - off to the right, there's a locked door.

Follow this new ramp up to reach a control room with the blue keycard switch - inserting your goodies will make something come up - to be precise, a very large, impressive looking space shuttle. You'll also open that locked door, so head back to the green brick room and go through this new exit.

Straight ahead of you, you'll see a pair of metal doors. Enter them, and go up into *sigh* another control room with a red keycard (which, obviously, you should take) - pressing the button you find there will temporarily open the large door that gives access to the shuttle, so press it and then run through.

If you look, you'll notice there's a lift to the side of the shuttle - going up there will reveal a teleporter that takes you into the shuttle itself. Save the women within if you so desire, then pop the red card into the slot to make the shuttle glow a cosy shade of red, indicating it's ready for takeoff.

The aliens getting their hands on this shuttle is the last thing we want, so head back outside and down in the lift - you'll notice that a new area has become available next to the big door you recently came through. Inside is a switch, throw it to destroy the shuttle and set NASA back by about 5 years.

Now the shuttle is in pieces, a red door next to it will have unlocked, meaning you can use the lift within to get at a - altogether now - control room. Flicking the single switch you find in here will open a hole in the wall, leading Duke back into the sewers. Swim along to find the exit.


* In Duke Nukem 3D, this was a bonus level.
* There IS no point 2.

LEVEL 6: The Abyss

God, I hate this level. But my feelings aside, Duke starts this level on top of a ledge near the blue keycard door. (It's partially obscured by cliffs.) To find the key, simply ignore the door for the moment and follow the acid over the mini-waterfall to find 3 paths.

Take the left path - the other two won't lead anywhere significant - and you'll find the blue keycard on a ledge next to a cactus. Now return to the blue keycard door and step through.

Jump from ledge to ledge - if you slip, you'll end up back where you found the blue access card - and you'll eventually come across a plaque declaring this to be the San Andreas Fault. Of course, it's no-one's fault as a massive earthquake causes a very impressive rockslide, revealing a series of hidden caves and temples inside the cliff...

With the 'quake over, head down to the bottom of the gorge (where the acid disappears into the wall) to find a set of stairs leading upwards. Climb them, then look left when you reach the set to find another set. Climb these as well to reach a large, circular wall. (Duke will say "Cool!" if you're in the right place.)

See that bloody handprint on the wall? Those are actually switches. Press the one near the odd-looking stone and it will slide over to reveal a hidden tunnel, follow this along to exit into a large room.

This is where it gets complicated. There are 3 handprints in this room, and they have to be hit in a certain order. Notice also that there's a small hole at floor level. The first handprint is at ground level; pressing this will make a series of stairs rise up out of the floor, giving access to the second handprint. Fair enough?

Climb the stairs and look out through the cross-shaped hole. That glowing thing in the distance is a shrinker, and you're going to use it in a second or ten to get through that little hole in the wall. But first: Next to Duke, up in the air slightly, is the second handprint. Pressing THIS will make a large column of rock slide up so that you can reach the third handprint (the rock is at the base of the stairs you made) but the column moves quickly, and you've got to jump quickly onto the column after pressing handprint 2. It may take a couple of tries.

Once you've done everything properly, you should be on a ledge next to the third handprint. Press this and the shrinker will start firing shots through the cross-shaped hole; one will hit you, quickly drop to the floor and run through the tiny little hole.

Once you've grown back, make your way across the lava - there's a steep climb up some rocks awaiting you. There are two bits that are likely to confuse you when you reach the top of these rocks. The first is where to go from here (turn around and you'll find a second, very narrow, very twisty passage leading down) and the second is an annoyingly tricky jumping from rock to rock bit.

Once you've made it past these two obstacles, you'll find yourself outside the airlock of an imposing alien ship. You've come too far now to give up, so drop down the hole to go and face the boss.

  • Search the wall in the circular pit for a grenade launcher.
  • There's a portable medikit across a ramshackle bridge near the start.

BOSS 1: Battlelord

This ugly looking customer makes his first appearence here, but expect to see his smaller clones popping up in later levels. He has two attacks, mortars and chaingun. He'll also think nothing of stepping on you if you get too close.

There's no real cheap way to beat him, the best advice is to stay close, circle- strafe (that's strafing constantly while turning to look at your opponent, in case you don't know) and keep plugging away at him with your most powerful weapon. Remember that there's two ledges nearby with all sorts of health and ammo on top, as well as a couple of atomic healths at the back of the room.

LEVEL 7: Spaceport

Head through the first forcefield (the switch is on the other side of a nearby wall) and down into a large room. There's a blue keycard slot in a raised section here that opens the lift - the key you need is in a storeroom, simply go through a door on your right to find it.

Once the lift is unlocked, head upwards. You'll appear in another large room with an out of order lift, a ramp leading up to another room and some yellow bottles of some ever-explosive C-9. Shoot these and you'll blow a hole into the lift. Inside you'll find a switch which, bizarrely, opens some switches back in the room up the ramp.

Examine the switches and you'll see that the second one from the left is green. Change this so that the third one from the left is green, not the second one, and the door behind you will open. This won't do you any good, though, because there's another door behind it that requires a red keycard.

"Where's the red card?" I hear you cry, drunkenly. Well, reseting those switches did more than just open the door - notice how both the large rooms had a tube in the middle blocked off by a forcefield? The forcefields have now been removed, so jump into the tube - you'll land in some water containing the red keycard.

Once you've got the key, return to the previously locked door and - watching out for the sentry drones - make your way to the exit.


  • There's a whole stash of good things if you use the jetpack to fly up the

shaft in the out of order lift.

  • There's a secret wall opposite the door in the cargo area, where you pick up

the blue access card. Just press "Use" to open it.

LEVEL 8: Incubator

When your shuttle docks, head into the first room and press the switch on the opposite wall to turn on the lights and reveal an exit. Heading through this door will give you a choice of two paths, although it's fairly easy choice since one of the paths is being blocked by a forcefield.

Head up the path to the right, up the ramp. An entire room will pop up into being in front of you (shades of Doom, here) but ignore it - the switch you want is up another ramp on your right, and in a blue flickery room with 2 atomic healths.

Press the switch you find in there and a camera will reveal that the forcefield blocking the left-hand route has gone down. Backtrack and head through to reveal a new area.

Aaah! Alien eggs!! Forget Ripley's "Short, controlled bursts" idea and whip out your sub-machine guns. Once any suspiciously-ovoid objects have been splattered, head left and you'll find a door with a dead-end ramp and a yellow keycard. Yay.

Backtrack once more, and this time go right to find a yellow access card door. Shooting the switch (you can't press it) that you find in there will change the shape of the corridor outside, allowing access to a large stream of flowing water. Follow it, and you'll find an area that's been infested with alien eggs. Gulp.

Clearing out the eggs, you'll notice that there's a circular switch on the left hand side of the large pile of green goo you're clambering around on. Press it, and an exit (and about a billion more eggs) will be revealed. Gib 'em all, then simply mooch on through to the exit.


  • There's a portable medikit behind the large EDF logo on the wall.
  • Don't miss the armoury.
  • There's a shrinker to be found if you explore the green goo enough.

LEVEL 9: Warp Factor

Star Trek fans may notice that this level is shaped like a Klingon Bird of Prey... but I digress. Once you've gone through the first door, take the left- hand elevator and the room you're heading to will explode just before you reach it.

Crawl through the rock and debris (a starship made of rock?) and you'll fidn the blue keycard past a second broken door. Head back up in the lift and - after a visit to the armory - head down in the right-hand lift. SLOWLY. There's tripbombs at the bottom, y'see, and unless you want to eat a scoop of death I suggest you go down, look at them (which will arm them) head back up and then send a pipe bomb down in the lift to dispose them before venturing down yourself.

Once you're down, use your blue keycard to let yourself into the right nacelle of the ship (a long, red glowing corridor). Take a right, and use the switch to call a shuttle across that takes you to the LEFT nacelle. (Still with me?)

Once in the left nacelle (yes, if it were a ship they'd be port and starboard, but ships aren't made out of rock) go along until you find the yellow card, a barrier and 3 switches. Push the middle switch to release a keycard, and then head back via shuttle, all the way to the blue keycard door. Now head right to find the yellow keycard door... and a smaller version of the first boss! Eep. Fortunately, Junior is a lot weaker than his big brother. Once he's dealt with, go through the door and up the moving ramps.

You're on the bridge now, a large circular area. Head through either of the two doors in the middle to find a small control centre and a switch - pressinhg the switch will lower the forcefield protecting the engine core, and reveal a lift.

Where is the core? Head back down the ramps from the bridge and it's straight ahead - you probably ran past once or twice while fighting the mini-Battlelord. Wait for a gap to appear in the red thingies, and then leap into the lift to reach a room containing the exit.


  • Halfway along the left nacelle is a lift - use it to find 3 atomic healths.
  • The bridge of the Enterprise is hidden on this level - see if you can find it.

LEVEL 10: Fusion Station

Follow the level along, across the bridge over the lava and into a lift that goes down. In this room is a sealed elevator and 4 pistons - hop into the pistons closest to the lift and you'll discover, by crouching, a tiny "safe spot" with an even tinier tunnel next to it. Look down that tunnel... there's a switch at the end you can shoot to open the sealed elevator and get out of this room.

You're now in a room with three semi-submerged spinning things and another locked door. Dive underwater, and then quickly get into the door - it doesn't stay open indefinitely - to find another lift.

You're now back in the lava room, on a much higher lift. Across the gap in front of you is a switch - shoot it once to bring a platform across to you, shoot it again to travel back.

Once you've crossed the gap, travel through the explosive corridor and up another lift. You'll emerge into a room with an Alien Beast (known as Alien Queen Protectors in the PC version). Kill it, then explore the holes in the wall to find a switch - this opens a door, bringing you out into the lava room once more.

There's another shoot the switch / move the platform combo here - once that's out of the way, you'll enter a room with lots of enemies and an energy core. Take it out - from a distance - and it'll blow a hole in the wall, revealing ANOTHER lift.

You're now at the top level of the lava room, but there's no platform, so you'll need to use a Jetpack. (If you don't have one, look down - there's a ledge with one on below the door, which you can reach with a jump. Go through the doors, and then it's just a matter of working your way through to the exit. Whew.


  • There's goodies-a-plenty to be found in the pistons, and if you can work your

way up to the top of the exploding corridor.

LEVEL 11: Occupied Territory

Hit the switch behind you to open the doors, then work your way through the rooms until you come to a large, doughnut-shaped chamber which requires both red and blue cards, of which you have neither. D'oh. Wander over to the alienified green section of wall, though, and you'll notice a hole. This hole leads to a long passageway, at the end of which is another circular room containing the red keycard.

The red card opens the doors to a small control centre, containing the blue keycard and - unfortunately - another Battlelord. Kill it if you're feeling bold, grab the access card and then pick one of the two doors to enter.

The doors lead to a room with a suspicous looking black wall and a switch. Press the switch and another door, further around the same structure, will open.

This door leads to two ramps which, in turn, lead you to a small bay overlooking the room with the suspicious wall. Press the button you find there, and the wall will rise and turn, forming a thin bridge across to a door which has the exit behinds it. Oh, and it will also reveal TWO Battlelords. Good luck...


  • Check the holes to the left and right of the big mechanical door early on -

there's an atomic health to be had.

LEVEL 12: Tiberius Station

Once you've made it out into the first corridor, take either of the two lifts up into a control area where you'll find a blue access card.

Leave the control room again and carry on down the corridor, going through the doors, until you come to the blue keycard door. Once you've gone through, look right and down. See that lift? Well, you'll need to remember where it is, since you're going to need to use it to climb out of the acid.

Why the acid? Because the red access card is in there, that's why, so dive in, grab the card and then clamber quickly onto the lift again.

Crossing the acid comes next, but it's not too difficult because there's a switch right by the lift that brings 3 platforms into line. Cross your newfound bridge and then go left to find a little lift.

Across another bridge - which can be destroyed, be careful - you'll find the red keycard door. Go through and you'll be in a dark, circular room with lots of explosive yellow C-9 bottles. Shoot them.

When the explosions have died down, explore the hole they've made and you'll find a vent. Crawl, jump and duck your way through it, and you'll pop out right next to the exit.


  • Before the first main door, there're two armories waiting for you that can be

opened by switches around the edge of the main room.

  • The blue card control room has a switch that - briefly - opens the

"Radioactive Area" door. Inside is an atomic health and a missile launcher.

LEVEL 13: Lunar Reactor

The restricted area - which turns out to be toilets - should be your first point of call, as it contains the blue card needed to access the crew quarters. It's in the second cubicle on the right.

Once it's in your clammy grip, head back to the Crew Quarters and use the card. Kill the battlelord, and then head into the right bunkroom, where you'll find a glowing red waste chute. Down you go.

This bit's tricky - you've got to press the switch on your right to move the waste crusher walls apart, then run through to the vent opposite before they move back again and smuss you up good. But! Don't run too far into the vent, as there's a sudden - and deep - drop on the other side.

Look down. See that blue-tinted room on the other side of the chasm? That's where you've got to jump to, m'dears, and if you land safely you'll see the yellow keycard on your left.

At this stage, it looks like you've got to go down the tunnel - but a sudden moonquake will make you change direction rather sharpish. It'll also open a hole in the wall, though - crawl through and go through the vent (caution - it CAN be broken by careless gunfire) and go through into the acid area.

The acid is being churned around by a large gear. Follow the gear around, clockwise, until you find a not-very-accessible room behind containing the red card. Get it, and then trek out into the acid once more and you'll see a spiral staircase on your left, leading upwards. Traverse it and you'll find a spot to plonk your card at the top.

Soooo... you're back in the station, with a yellow card. Put it to use on the door labelled "Reactor Core", find ANOTHER Battlelord and then take the flight of stairs that leads down.

This will lead you into a large room with acid in the middle and two switches on the far side - the left one turns the lights on, the right one brings down a reactor core. Choose something explosive, blow up the core and the door behind you will open. The place is coming down around your ears, so quickly turn left and run along to the exit.


  • The lockers near the bunks contain goodies
  • Explore with a jetpack and you'll find Yoda's cave
  • There's a secret behind the monitors in the red card room

LEVEL 14: Dark Side

Once you've dealt with the eggs, head down and then go left, onto the Alpha transport. Call the train to you, then board it and follow the rock passage around into a cavern.

After the quake, head through the cavern and you'll be in a 3-pronged room. Head left and onto the conveyor belt that you see - it'll take you along, past some pistons (watch out) and dump you in a red room full of waste. Locate the elevator and climb out to reach a second room.

The yellow access card is in here, as are a load of slimers, so grab it and then quickly exit out the door back into the 3-pronged room. Now it's time to check out that beta transport...

Once you've unlocked the beta transport, board the train and then wander along to the airlock. Time for a moonwalk... once on the surface, check out the base of the grey structure to find a lift that leads you inside. Push the switch you find there and grab the atomic health - outside on the surface, a forcefield will have lowered.

Go through the gap where the field once was and you'll find a Battlelord - kill it, and then blow up the crack behind it. You'll find a dark, twisty cave, which leads to...

The monolith from 2001: A Space Odyssey. Mmmkay. Jump through the side that has light shining on it and you'll be in a green, alieny section. You can either go along the passageway and dive in the pool of water to find the exit to "Dreadnought", or if you prefer, you can take the secret route.

To go the secret way, look for a crack on your left as soon as you step out of the monolith. Blow it up, then crawl through the tunnel to reach "Lunatic Fringe."


  • Once you get off the first elevator, there's two atomic healths behind

the first big monitor ahead of you.

  • On the beta transport, ride, there's a broken light - this can be jumped

through to reveal a secret stash of health and ammo.

SECRET LEVEL: Lunatic Fringe

This level is named because it exhibits the impossible - a 720' circle. Basically, you'll notice that once you've completed a full lap of this level, you will not be in the place you started in. You would, in fact, have to do two complete "laps" in order to get back to your starting point. This is an effect that is, as far as I know, unique to the BUILD engine.

I digress. From the start, there are four switches around the outside of the "circle" that need to be shot in order to progress. Once you've got them all, the inner core of the level will open.

There's a switch you need to press, now - it's in the shape of an alien hand, and it's on the edge of the inner core, on a raised platform. It can be quite hard to spot.

Once you've pressed it, one of the maps in the outer "circle" will open, revealing a very small hole. It will also start firing shrink rays at you, so get shrunk and then nip into the hole while you're small to find the exit. That wasn't so hard, was it?


  • There's two atomic healths in the very centre of the level, and some alcoves

with ammo in at various points along the 720' circle.

LEVEL 15: Dreadnought

Swim out of the tunnel that you start in and surface. If you've got a jetpack, there's an extremely easy way to end this level - simply shoot out the vent you see, fly inside and drop down to reach the boss - but those of you without flight capabilities will have a slightly harder time to end the level.

Once you're out of the water, look for a door with a green "handprint" switch next to it and go through. Round the corner - mind the Battlelord - and then go through into the large room with the rushing water.

Work your way up the room, and note the octagonal tunnel halfway up that's blocked by a forcefield. When you reach the top of the room, you'll find there's a switch behind the various hapless women with their spines ripped out. Eeww.

Pressing the switch will turn off that forcefield in the tunnel I mentioned, so head back down one level, enter the tunnel, and then fall to meet the boss.


  • The pillar in the first big room can be opened by a switch nearby.
  • There's a portable medikit in the wall next to the Battlelord.


This boss is a nasty piece of work, but before you even meet him you'll find yourself surrounded by dozens of alien eggs. Whip out the SMGs, or something else that's rapid fire, and lay into 'em.

Once the eggs are gone, the door will open, and the Overlord will appear. He's large, ugly, and his principle attack is from the twin missile launchers mounted on his back. Like the first boss, he won't think twice before stepping on you if you get too close.

Well, he's stronger than the first boss, but he's actually slightly easier to avoid because rockets take a longer time to reach you than bullets. Circle- strafe him, staying away from the walls so you don't get caught in the blast radius of an explosion.

Alternatively, try this. There are switches on the walls of the chamber that give access to a network of underwater tunnels. You can hide in the water, popping out to fire off a few shots and then diving to safety when he starts to fire at you.

Oh, and there's an atomic health in the room the boss comes from.

LEVEL 16: Raw Meat

Now you're back in L.A., hop down off the roof and enter the sushi resturant. The second curtained off area of the three on your left hides a secret - the table will sink to reveal a switch. As the camera reveals, this switch opens a door further along into an alien-infested area.

Clear out the eggs. and then jump out of the window and dive into the water. There's a red keycard in there which you'll need for later on in the level. When you've got back out of the water, head back into the slime-filled room again, but this time carry on through into a small office area with a cash register - the blue keycard is in a small door on the wall.

The blue access card door is directly opposite the green alieny room, so walk back around one more time and head through.

Once you're through the door, head right into the sushi area, grab any goodies you see floating by and then go through the double-doors to your right into the kitchens. Take another right and you'll find a door on which to employ your red keycard - head down the ramp, immediately up the other ramp and a building on your left will explode.

Once the dust has settled down, hop through the broken window and into the wreckage of the building. Through a crack in the wall you'll see a bank - that's where you'll be going as soon as you hit the nukebutton...


  • There's a Grenade Launcher in with the "Good old Boys" - press the panel

of blue lights on the right hand wall to open the cage.

  • There's a cupboard near the sushi counter with stuff in.
  • Check out the sink in the kitchens.

LEVEL 17: Bank Roll

From the start, walk through the tunnels and you'll pop out to the side of the bank. Before you can go in there, though, you'll need to investigate the garage opposite.

As you go near, the doors will open. Grab the shrinker and then look right for a lift that will take you up into an office.

Once in the office, take care of the lizmen that leap through the window and then examine the lone desk for a button. This button lowers the bookcase, revealing a blue access card, and also lowers the picture on the wall to give you a missile launcher. Sweet.

Use the card to let yourself into the bank, and then work your way carefully past the trip bombs until you reach a large vault door. The switch to unlock it is on a nearby desk.

Once in the vault, you'll be faced with a conundrum. There's a "multiswitch" (one with four settings) on the wall, but none of the settings will open the doors - that's because there's also 3 switches on an adjacent desk you need to consider. Push the middle one of the 3 on the desk, and then set the multiswitch to its third position to open the vault.

Once in the vault, follow the corridors along (taking out sentry drones and tripbombs as you go) until you reach a large room containing the red keycard. Getting the card is easy, but getting out is not - the switch to open the exit is by the card, but Duke can't run around the big pit of water in time. There are 3 ways to get around this:

A) Use the jetpack to fly across the gap and through the door (easy)
B) Use Vitamin X for a speed boost (medium)
C) Jump across the corners of the pit to get across in time (hard)

All three ways are possible, but I recommend "A", especially as there's a jetpack underwater.

Once you're out the vault, make your way back up to the room with the multiswitch. The red access card slot is next to the bank vault - opening it up will reveal a whole mass of aliens and some explosives. Shooting the explosives makes a BIG hole, and opens a way to reach the exit.


  • There's SMGs behind the ATM machines.
  • There's a jetpack behind a picture next to the desk that unlocks the
 first vault door.
  • Drop down a pit whilst in the red corridors and you'll find a secret
 control room.

LEVEL 18: Flood Zone

From the tunnel, drop out into the main outside area. Our first task here will be to collect a blue access card - hug the left hand side of the level, ignoring the white building - you should come to a brown building with a much lower roof - one that you can jump onto. This building is bordered by a cliff.

Once on the roof, veer left and you'll find a little alcove with a woman. It's here that there are ledges along the cliff - jump up them and you'll find the blue keycard sitting at the top.

The blue card door is underwater and leads into the building you were just on top of - so make your way back into the water and examine the brown building until you find the door. Swim inside.

This room has an extremely well-hidden exit that had me stumped for ages until I found it - along the left hand wall (as you enter) there's a fake, semi- transparent wall section with a door behind. Swim through. The door has "Up" written on it, so do what it says; swim up.

After swimming up for ages, you'll emerege in a wrecked office with a flight of stairs leading down. Follow them, and you'll come to a flooded room.

This room is HELL. There's an underwater passageway, but it's REALLY dark underwater and it's really hard to see. My advice is to have Duke face the left side of the room (assuming you're looking at the room from the stairs.) That means he's facing away from the ledge with the alien on it, looking at a wall with broken pillars along the edge.

Dive underwater - night-vision will help tremendously here. If not, look carefully ahead of you as you dive. You should see some white, broken lights in the ceiling of the passageway you have to follow - go along the passageway to the end and look left. You'll see a broken door - swim under it and you'll find yourself in a liftshaft.

Swim down the shaft - it's a very long way - and you'll eventually appear in a flooded office with the yellow keycard. Collect it, natch.

Got the card? Now, normally to get out you'd have to swim all the way back up and then climb across some broken pillars to get out. I have an easier way. Look at the wall of the office and you'll see two thin, red curtains. The left-hand one is not solid - swim through and you'll see a sign telling you to swim up. Do so, and you'll find a hidden teleporter which will place you back at the start of the level, near where you need to be. Nice.

Time to find our yellow card slot, nes pa? Drop back out of the starting tunnel for the second time and submerge - you'll notice that one of the windows in the big white building ahead is open. Swim through, and - tada! - you'll find the yellow access slot. This reveals a flight of stairs and some air - looks tempting, doesn't it. But surface only if you need air - we need to go down before we can go up.

Head down the stairs and you'll be in a large room with two lifts - look right and you'll see a button. Press it and it will open the windows to the outside, and also reveal a red access card under the red neon sign, so go over and pick it up.

We need to get up on the roof of the building with the neon sign, now - if you've got a jetpack it's easy, but if you haven't, return to the ledge where you picked up the blue access card. There'll be a small tunnel there, go through it and you'll come out on the roof next to a helipad and the red access card door.

Behind the red card door, there's a load of crates - pick your way through them and you'll see a brick wall with a hole in. Clamber through the hole to reach a sewer tunnel, then head right until you find a large hole. Drop down - don't worry, you'll land in water - and when you resurface, you'll find the exit on your left.


  • Check out the roof of the white building for goodies.
  • Don't forget the scuba gear behind you at the start
  • There's SMGs up for grabs near the "Alley Cat" building

LEVEL 19: L.A. Rumble

Leave the sewers through the hole on the right. You'll be outside, with the blue keycard door on your right.

Now, there's a building to your left containing two high-up windows. That's where you've got to go, but there's 3 ways of getting there, depending on your inventory:

A) You have a jetpack (easy) B) You have no jetpack (hard)

If the answer is "B", you'll need to do some jumping.

To find the card, head around the back of the same building. First, though, 

jump on the ledge with the "Quake Site" sign to collapse the building and Duke'll say "I ain't afraid of no Quake!". Heh heh heh. Anyway, go down the alleyway, through the back doors and you'll find the blue card on a worksurface. You can either walk back round to open the door or, if you've got explosives to spare, simply blow up the crack for a quicker route.

Whichever way you choose, once you've made your way into the building, take the lift up to the top floor and walk out onto the balcony. Now look down and right. See that ledge with the 2 atomic healths? That's where you've got to jump to. Now, thanks to the quake, the East Town Towers building has collapsed in such a way that you can make it up to the window of the left hand building with a few deft jumps.

Once you're in the office through methods A or B, head up the flight of stairs to the upper floor, if you're not there already, and grab the jetpack and red access card from off the bookshelves.

Now examine the desk. There's a button on it that opens a secret liquor store in the wall (except, of course, it's not liquor, because this is Nintendo we're talking about...) and also the red keycard door. Card + slot = teleporter, go on through and watch the building get destroyed before heading off towards Movie Set.


  • There's a marine from Doom (well, I suppose it's Doom 64) in this level. In

the room with the blue keycard, press the cabinet with the knife lying on it to reveal a tunnel.

  • There's a shrinker hidden on top of the East Town Towers
  • All sorts of goodies can be found on ledges around the level.

LEVEL 20: Movie Set

"Damn!" says Duke, watching a helicopter fly overhead and smash into a water tower, "That's the second time those alien scum shot up my ride!" That's extremely confusing until you realise that at the end of the PC version of L.A. Rumble, Duke found a helicopter. They took it out for the N64 version, but apparently forgot about it here... tsk, tsk.

Anyway, look left and you'll see the entrance to a subway. The blue access card has been casually tossed under a phone in here. Also, remember that half-raised door, you'll be coming back here later - maybe.

Once you've got the blue keycard, head back into the street and you'll find you can access stage 17A. Once inside, head through the door on your right, to stage 17B, and you'll find yourself on a mock-up of the moon's surface. Grab the yellow card from the set and head back through the door. Now you can access the PROPER part of 17A...

...which turns out to be a mock-up of an alien spaceship. Go inside the set and you'll find the red access card sitting next to the pilot's chair. Grab it and head back through to stage 17B to find the red keycard door.

Behind the red keycard door is a security camera and a machine with a switch on. Press the switch.

Now, you've got two choices. You can either head back to the subway, to find that the door is now open and you can exit to "Rabid Transit", or you can go to the secret level, "Area 51". If you want to do the latter, leave 17B and turn left. Wander outside the building until you come to stage 17C, which is now unlocked.

They're filming an Area 51 scene on 17C - look at the large purple and green structure and you'll see a handprint switch. Press it, and a tunnel will open in the wall to your left.

Crawl through this tunnel and you'll find a REAL alien spaceship, along with the secret exit to Area 51.


  • Behind you, at the start, there's a portable medkit in the office.
  • Fly into the 3DRealms logo on the big poster for a plasma cannon.
  • Press the USA sign on stage 17B for a secret room.


We can't go through the blue access card door just yet, so go left and you'll find a ventilation shaft. Shoot out the fan, and then drop down to land in the middle of a strange machine. Press the only switch in sight to open an exit, you'll be in a strange control room.

Grab the blue card from off the floor, but notice also the sequence of lights on the chair. (Don't worry, I'll remind you when it's closer to the time you're going to use them. It's not like I expect you to REMEMBER anything...) Kill the aliens and then take the teleporter on your right to appear outside again. Now it's time to see about that door...

Once you're through the door, you'll be in a fairly long room - walk the length and you'll find a set of doors that require a combination. The combination is, er, 2. (Got to admire the complexity of a place like Area 51, haven't you.) Push the middle switch and the door will open. It's a long drop down the lift shaft, but you can pick up a portable medikit halfway down.

At the bottom of the shaft you'll find a raised platform (use the lift) with switches to unlock forcefields, handily numbered 1,2 and 3. The switch for number 3 is broken...

Head into 1 first. Take care of the Alien Beasties, and then press the switch. A white pillar will lower. Stand on the pillar, and one of the slots on the morgue-bed-thingies (y'know, the drawers where they put corpses... who do I look like, Dana Scully?) will lower, revealing a red keycard.

Once you've got the keycard and taken care of all the opposition, go through forcefield number 2.

Area number 2 contains a load of boxes, but we're not really interested in those. Well, you might be, but I'm not, so head down the ramp and left instead. You'll come across another conveyor belt system like the one in "Toxic Dump", but ignore it and head right.

Go around the alien ship with the bottle on (ID4, anyone?) and you'll find the red access card door. It reveals... a teleporter.

Go through said teleporter and you'll be in a control area of sorts. It's the one behind forcefield number 3 and opposite where you got the blue access card, for reference. Grab the yellow keycard, then reverse course through the teleporter. You'll be right next to the yellow card slot, so go through and into the lift.

Up in the control room, you'd normally have to put in an 8-figure code based on clues you found around the base, but there's a much easier way. Look at the left hand wall as you come out of the. See where it goes around a corner? The exit button is hidden on that diagonal bit of wall there - just walk up and press "use" on that area of the wall a couple of times, and Duke will end the level without you having to put in any codes. Pretty sweet, eh? With that done, you're off to Rabid Transit...


  • There's a way into the alien ship. Let the crane grab you, and then look for a

switch nearby where it drops you to open the teleporter.

LEVEL 21: Rabid Transit

To start, travel past either of the rotating doors. Look left slightly, and you'll see a train platform, but one that's covered with explosive tripbombs. I hate commuting.

Take out the tripbombs with something explosive, and then wait for the train. Board it when it arrives and follow it all the way to a seemingly dead-end platform at the other end... look carefully at the walls and you'll see a crack. Blowing this up will reveal an abandoned car park (or parking lot, whichever floats your boat) and - sitting on a solitary truck in the corner - is a blue access card.

With this in hand, clamber out of the car park ride the train back to the first platform. Once you've disembarked, head left past the rotating doors. You'll find another (broken) train and, behind it, a second platform with - as you've probably guessed by now if you've been paying attention - a blue access card slot.

Once through the doors, you'll find a flight of stairs covered in explosives and eggs. Blow the lot to kingdom come, and a red access card amongst the ashes is your reward.

Return once more to the platform where the tripbombs were. Wait for the train to reach your end, but don't board it - instead, wait until it heads off away from you and then chase it along the track. Halfway along you'll notice a grey brick corridor on your right.

At the end of this corridor is a red access card door. Behind the door is a wierd underground temple place. In the centre of the room is a pool of water. Dive in and look for an underwater cave you can surface in. The exit is there.


  • There's a plasma cannon inside the broken train - drop in through the roof.
  • Off the main platform, there's a storage cupbaord with a portable medkit in.

LEVEL 22: Farenheit

Ah... this is my favourite level for Dukematching in. But right now we've got an an exit to find. From the burning cave you find yourself in, push the dumpster out of the way and look for a flowing water source. Jump in and follow it along until you can dive under to find yourself in a cave-like place.

Head into the green alien gooey bit and THEN surface, you'll find yourself in an underground area with both the red access card slot and the blue access card. Take the blue card, and then swim outside again.

The blue card allows you to open a sealed door in the first outside area, and you'll emerge in a larger area with a radio station to your left and a fire station to your right. The fire station, ironically, is on fire.

Head to the fire station, and you'll see there's a crack in the wall. Find something to blow this up with and you'll find a flight of stairs that lead you to the upper floor. Follow the corridor along and to the right, the yellow keycard is sitting on top of the fireman's pole. Press the switch to lower it so Duke can grab it.

Now it's time to get Duke on the radio ... station. Ha. Ha. Go outside and unlock the station using your yellow card. Up the stairs, turn right and you'll find a control area - past this, through a small grey door, you'll find a little room with the red keycard sitting on a ledge.

You should all know where the red card door is - you picked the blue card up from next to it earlier - so revisit that area and go through. Blow up the large crack you see (there's a grenade launcher nearby) and then climb through the rubble to reach the exit.


  • There's a secret building hidden to the right of the fire station - fly

through the upper middle window to get to it.

  • Behind the picture in the apartment, there's a plasma cannon.
  • Behind the bottles in the apartment, there's a portable medkit.

LEVEL 23: Hotel Hell

In order to even access the hotel, you'll need a blue access card. Lucky there's one nearby, then. Jump onto the fence, then onto the ledge of the building, then onto the vent, then onto another ledge to find it.

Enter the hotel and follow the room around to the left, past reception and out through a pair of glass doors (which you'll need to shoot out). You'll now be out on the street. Look left and you'll see a building with two open windows. Jump inside and a yellow keycard will reveal itself from a hole on the wall.

Get the keycard and walk back into the hotel. This unlocks both the stairs and lift, so take your method of choice and go up to the upper floor.

Once there, head left and you'll see an inviting looking swimming pool. You've got two choices, now. If you want to head to the final secret level, "Freeway", then jump into the swimming pool and swim through the waterfall - you'll emerge in a jungle and the secret exit will be behind some greenery on your right.

If you'd rather just got to Stadium, though, jump up onto the ledge next to the pool, so you're overlooking the street where you started. The 3 windows opposite you will raise themselves - work your way over there however you see fit - jetpacking, jumping, or climbing - and you'll notice a vent shaft in the middle of the wall. Climb in this and then drop down. Hit the exit to head to the boss.


  • You can find Dr. Jones in the secret area - just keep going past the secret


  • Check the white files in reception for goodies.
  • There's a secret door behind one of the wine racks on the upper floor.
  • Blow up the upper floor to get at some atomic healths behind a sign.


You start the level underwater - make sure to swim past the metal bars before you surface, then shoot at the crack on your left when you have done to blow up a hole leading you out onto the street. Turn right.

At the top of the hill, you'll notice a passage leading through to the rest of the level. As soon as you start to enter it, it'll explode, so back up quickly. When you leave this passage, you'll see a collapsed building on your right. Climb this and it'll allow you to jump through a window into a semi-collapsed office. The blue access card is in here, hidden behind a pillar.

With card in hand (the last blue card! *Sniff*) head back out into the street and go for the white building. The blue card will give you access to a lift, and you'll be in a factory. Past the machinery and the flattened T-101, you'll see a switch on the wall. Press it and an entire secret control area will open up, revealing the red access card.

You've got the red card, now, so take the lift back down into the street. Head right, into the alley, past the fallen police car - which also explodes, so watch out - and you'll find the red access card door. Open it, and you'll find... a dead end!? Well, not quite. Shoot the fire extinguisher and a hole will be blown open in the wall, giving you access to the exit. Time to fight the final boss...


  • There's a police station on the map - as well as containing as load of

weapons, there's photos of the 3D Realms team.

  • Drop down inside the collapsed building for a jetpack.
  • There's a window opposite the blue keycard door that leads to a secret room.
  • You can jump through the yellow and black wall sections in the factory.

BOSS: Cycloid Emperor

Looking a lot bigger and meaner than in his PC days, the Cycloid Emperor is the only polygonal enemy in Duke Nukem 64 and has 3 principle modes of attack. He'll fire missiles at you from a thingy in his left hand, and breathe octobrain blasts at you from his mouth. When he gets low on health, he'll also fire plasma bursts from his right hand. Like the other bosses, he'll think nothing of squashing our hapless hero if he strays too close.

The best way to beat him is to stay as close as possible, without getting stepped on. The missiles can't hit you, then, and neither can the breath. So stay close, circle strafe, and he's not too much of a problem. There's plenty of health and ammo strewn around the arena if you run low and because he's polygonal you can also stand on his head if you're feeling adventurous.

When he finally falls, congratulations! You've beaten Duke Nukem 64, and the alien threat is over. For now.