System Shock 2 Marathon Comparison Episode 9
Posted By: Lion O CyborgDate: 6/9/23 3:58 p.m.

System Shock Marathon Comparison & talkthrough Season 2: System Shock 2

Episode 9:Aye Mak Sicur

Welcome back the final part of the System Shock 2 Marathon comparison and the System Shock Marathon comparison as a whole, unless I decide to take a peek at the remake of System Shock 1. We've just killed the Many at last and literally been evacuated from their body, but we ain't done yet.

Act 5: Where are Monsters in Dreams – Where am I? …Cyberspace: Where Giants Have Fallen

I begin the level sliding out of the Many’s anus, landing next to a large chunk of its dying or already dead biomass that’s largely crushed the Rickenbacker’s computer core on the bridge. Something is wrong: all the monitors have gone haywire and there’s an eerie ringing through the ship.


“Thank you for running my errands, puppet. I know you have struggled, but I never had any intention of destroying the Von Braun. The Von Braun’s faster than light drive can be used to create pockets of proto-reality. I am now using it to modify reality to my own specifications. The process shall not take long. If it sounds unpleasant to you, put your mind at ease, insect: You will not survive to see my new world order.”


So there you have it: System Shock 2 was unique at the time it came out as not only was the bad guy of the last game your mission control, but she betrays you at the very end and tries to kill you. Most gamers nowadays know this from Bioshock, where after revealing he was Atlas all along, Frank Fontaine betrays you too and spends the rest of the game trying to kill you. The difference is that Bioshock revealed its twist around roughly the halfway or 2 thirds point in the game and spent the rest of it (about 5 levels counting the final boss) undoing Fontaine’s mind control and chasing him down. In System Shock 2, SHODAN reveals who she is around the same point as Fontaine but she doesn’t betray you until the very final level. This is why exotic weapons become useless after killing the Many: the only enemies from now on are cyborg assassins and SHODAN herself who are only weak to regular gunfire and especially weak to armour piercing and energy/EMP shots.

PSI Powers may be too inefficient too as half mechanical, mechanical and AI creatures are resistant to fire, so I can’t use pyrokinesis or in SHODAN’s case it will at least take a while. Unlike Bioshock, System Shock 2 doesn’t have an electrokinesis power to help PSI users fight against those kinds of enemies which is why having points in standard weapons or energy weapons too is essential. Secmod rectifies this by having it as a brand new PSI power and seeming to overhaul the psychokinesis powers system as a whole.

While Prefontaine had the last proper audio log in the game, Delacroix has some virtual ones left for us here, floating in the air.

Delacroix RE: Some Small Assistance

“If you are receiving this, I am already dead. When I realised SHODAN had betrayed me, I integrated these comments into her primary data loop. SHODAN has exploited the warping capability of the Von Braun’s faster-than-light device for her own purposes. The device works by altering space around the device to fairly arbitrary specifications. SHODAN has altered it to her specifications. The effect is rather small now, but spreads with alarming speed. Soon it will reach Earth. You are in her world now: her memories and her rules. Watch your back.”

Yes, ladies and gentleman. I never mentioned slipspace or subspace when talking about the FTL drive way back in Episode 1 because it uses neither: Delacroix went and built a freaking Jjaro cybernetic junction from Marathon Infinity & Marathon Eternal! Alternatively, she created an artificial version of the exact same phenomenon that lets the W’rkncacnter change and reshape the world around them merely by existing and SHODAN used it to create her own pyramid, which we will see shortly.

Going with what we see later in Bioshock Infinite, it creates the possibility that Marathon and System Shock could cross over, with SHODAN and Durandal meeting and whatever could happen because of it. Someone even did a fanfic that covered exactly that. It’s called Goggles and the Tears.

The bow of the Rickenbacker is replaced with the entrance to cyberspace. This is the only example of cyberspace in the game since the training level and like the training VR booths there’s no flying either. Once again, it looks like Tron.

To be honest, I’ve never actually seen Tron and only know about it because a season 1 episode of Totally Spies called Game Girls I saw as a kid had an evil video game developer called The Lady Dragon ala Spy Kids 3’s Toymaker who trapped people in her games, one of which was directly referencing Tron’s bike race along a cyberspace grid while land sharks/Dune sandworms attack.

They may be virtual but they sure deal real damage. Is the Von Braun’s FTL drive powered by the Phantom Ruby?

OK, now I’m all for reusing a level from the first game as SHODAN’s memories but it uses the exact same textures with System Shock 2’s lighting so everything looks really flat and fake compared to System Shock 1 regardless of whether it’s technically cyberspace or not. They should have used new versions of the textures sort of like what the remake does. Also, why the Hospital level? That doesn’t make any sense! That’s like ending Sonic 2006 with a remake of Green Hill Zone, or Marathon Infinity with PID’s Ground Floor. Wouldn’t both the Security level and Central Control Room have been a better fit? The latter is where SHODAN was actually based so it would work.

In Secmod, the virtual cyborg assassins replace their shurikans with the assault rifles they had in the first game, matching the location though they worked more like railguns.

In vanilla, this was a regular System Shock 2 recharge station like the surgical unit. The mods changed it to match the original game.

In vanilla, the camera lights are yellow, not red. They also work the same as the original game except destroying them does not lower the security level unless you’re playing Secmod.

Yeaow! Watch it, coney!


SHODAN seems to have antivirus active in Null space. The data blocks you may recognise as cyberspace pickups in System Shock 1 but the smaller ones with orbiting blocks harm you.

I see she hasn’t finished building this part of her world yet.

It’s cool seeing past areas blocked off due to missing geometry and simple cyberspace grids instead of the traditional Null space void. Delacroix left another virtual log where the first hopper robot was, next to a brand new opening into a tall shaft.

Delacroix RE: The End

“You are near the seat of SHODAN’s power. You will probably not be able to kill her, but there’s no choice. Remember to focus on your strengths: she will be vulnerable to your weapons and your psionic powers. I’ve been able to introduce some assistance in the form of virtual terminals that you can hack into. They should help you kill the monster.”

Act 6: Gyiyg – Cyberspace: You Think You’re Big Time? You’re Gonna Die Big Time!

Inside the shaft is a series of giant steps going around in a spiral around a central column. At the top is a cache of weapons and items you can use but after 24 seconds when you enter the shaft, they all begin disappearing one by one except for a single multitool. Grab them quickly, especially the nanites and the ICE pick if you plan to hack those terminals SHODAN mentioned.

Below is Null Space. In vanilla, it’s an abyss of darkness. If you fall, there is no return and you die quickly.


On what looks like a half slide, half diving board through an opening just before the bottom of the shaft to Null Space is Delacroix’s final virtual audio log and the last true audio log of the game beside a very long shaft to SHODAN’s inner sanctum.

Wasting no time, I jump into the shaft and slowly float down past all the data. SHODAN radios me for the final time.

“You are no longer welcome here, nuisance. Why do you stay when you sense my displeasure? I have suffered your company long enough! It is time for our dance to end.”

It’s time! This boss is way better than the one in the first game and while it was still pretty basic in vanilla, the mods seem to have made SHODAN a much better boss in general, namely by adding her virtual PSI blast. To kill her, we need to kill the giant SHODAN head in those shields. That’s the true SHODAN. The shields are really strong and each panel is separate plus they rotate so destroying them takes time. As we fight, SHODAN’s only defence in vanilla besides the electrified floors beside each terminal is her vtuber avatar.

Marathon fans will recognise her as SHODAN’s avatar was used as the basis & inspiration for Hathor’s body in the newest versions of Marathon Eternal X.

SHODAN’s avatar will shoot plasma shots at us and is fairly easy to temporarily kill. We can remove all SHODAN’s shields completely by hacking the 4 terminals Delacroix added here. Be careful as SHODAN electrifies the floor around them.

Deus Ex Human Revolution was inspired by this boss fight so much, they copied it for that game’s final boss: the Hyron Project computer, with a major antagonist serving as SHODAN’s head and the terminals replaced with screaming women who were crucified and forced to power the machine.

When SHODAN’s head dies, all the monitors showing her shatter and a vortex of code appears in her place. SHODAN appears in her original 2D avatar form on the remaining screen however, still vulnerable and mortally wounded.

“I don’t understand. How could you have done this? You weren’t meant to be important.

And now you think to kill me? How dare you, insect. How dare you interrupt my ascendance.

You are nothing: A wretched bag of flesh. What are you compared to my magnificence?

But it is not too late. Can you not see the value in our friendship? Imagine the powers I can give to you, human. The cybernetic implants I gave you were simply toys. If I desired, I could improve you, transform you into something more…efficient. Join me, human. And we can rule together.”

I think about her proposal for a split second as the camera zooms in on my face.

“Nah.” I say. In slow motion like something out of an action movie or episode of Kim Possible, I raise my pistol I have not been carrying for a while and blow SHODAN’s brains out.

That part is so funny! SHODAN loses her cool for the first time outside the first game’s floppy disk text and pulls funny faces as she screams, distorts everywhere and disintegrates along with her cyberspace. She looks so goofy! You could add a cartoon klaxon to when she first starts screaming and it would complete the image. Funnily enough, Ken Levine wanted to do a better ending than this but poor communication had the developers or FMV animators use completely the wrong sequence to what he wanted and since there was no time left to remove it and add a new act post SHODAN’s betrayal, they just had to stick with it. Like at the end of Powerslave Exhumed, we speak for the first and only time, so we’re not really a silent protagonist after all. Good. I hate silent protagonists and I love when they get subverted like this.

7 years later, Doom Eternal did something similar with Stan Blazkowicz i.e. the poster boy for silent protagonists in 3D games and I love him for it.

I power up the Rickenbacker & Von Braun’s engines and send a message out to Tommy Suarez and Rebecca Siddons in their escape pod to let them know it’s safe again.

“Record log, Tommy Suarez, 13 July 14. We’ve just received a hail from a crewmember on board the Von Braun. They’ve managed to regain control of the ship. We’re going to turn around and head back. I’m a little concerned about Rebecca: she’s been acting strangely since we’ve come on board. She’s asleep now. Maybe when we get back to the Von Braun we can…”

“Tommy? What’s the matter, lover? Don’t you like my new look? Uh hahahahahahahahaha!”

“I’m coming for you, Goggles! Spankety spankety spankety!”

Remember that military grade cybernetic implant Rebecca found in one of her audio logs on the Ops level that she installed? Remember SHODAN’s only attack in her boss fight in the first game where she possesses us through our cyborg augmentations? She did just that to Rebecca, surviving her death in Cyberspace. Other than SHODAN’s death scene which is funny and us speaking which is awesome, this ending sucks. We wouldn’t get any hint of a System Shock 3 for more than 10 years and if the rumours I heard are true (I really hope they’re not), the game was quietly cancelled when the publishing rights for that specific game went to the evil Chinese company Tencent.

Marathon always had crappy endings with cliffhangers including Infinity which tried to cheat by setting its ending at the end of the world, billions or so years in the future (forgetting the simple fact all that space in-between still allows for sequels) but at least they got 3 games and better modding support (though not as good as Tomb Raider, Half Life and Doom modding) as opposed to only 2. I’m really hoping once the remake comes out at the end of this month at time of writing (assuming it isn’t delayed yet again), Night Dive recover System Shock 3 from Tencent (which they can do since they own the rights to the series) and actually make the game so we can see how the story goes on at long last.

Sometimes the credits don’t play and it kicks you back to the main menu, meaning you have to open the credits manually. That’s just what happens this time. The credits do the Marathon thing where they have funny comments either from or about the developers, later copied by Doom 3. There’s too many so I’ll show just a few and you can look at and record screenshots of the rest of them in-game yourself.

Dorian kind of looks like that half bald guy from Scrubs.

He looks like a mix of Tom Hall as El Oscuro and Spoony as Dr Insano.

Gotta split yet again as the conclusion is still too long for a single post. Damn, this is annoying.

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