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FAQ/Walkthrough by BPfeifer

Version: 1.2 |

Marvel(r)           Spider-Man(r)            Venom(tm)
      M     M       A   X     X    II  M     M     U      U  M     M
     M M  M M     A  A   X   X     I  M M  M M    U      U  M M  M M
    M  M M  M    A   A    X X     I  M  M M  M   U      U  M  M M  M
   M   M    M   A AA A   X   X   I  M   M    M  U      U  M   M    M
  M         M  A     A  X     X I  M         M  U U U U  M         M

      C C C      A      R R       N       N   A      G G G     E E E
    C          A  A    R    R    N N     N  A  A   G          E     (tm)
   C          A   A   R R R     N   N   N  A   A  G    G G   E E E
  C       C  A AA A  R     R   N     N N  A AA A  G      G  E
  C C C C   A     A R       R N       N  A     A   G G G   E E E E E

 Programmed by Software Creations, for LJN.
 The FAQ -- v1.2
     New in v1.2 of the FAQ is the hidden Statue of Liberty level, and
a new Secret Room in the Manhattan Rooftop level, plus some clarifica-
tions of methods for getting into Secret Rooms, and an accidental
omission of a power-up was fixed...
          Carnage Unleashed! - The manual's intro
          Controls           - For both versions
          Team Spider-Man    - Comparison of Spidey and Venom
          Power-Ups          - A description of these helpful things
          Super-Hero Icons   - Their stories and their effects
          General Strategies - Fighting your way through the hordes
          Common Thugs       - Your everyday sort of meanies
          Super-Villains     - A more tenacious brand of villain
          Secret Rooms       - Truly wonderful things!
          The Levels         - A description of each level, plus
                               all their hidden goodies
          The End            - What you worked for...
          Game Credits       - Software Creation's Spidey team...
          Game Genie Codes   - So far, only for the SNES...
          Soundtrack         - Green Jelly rules!
          Future Versions    - Beyond 1.1...
          Credits            - Without whom, this FAQ would be very

 Carnage Unleashed!
     When Cletus Kasady was sealed away in Ravencroft, a maximum
security institution for the criminally insane, society thought it was

     Society was wrong.

     Because the alien presence that symbiotically inhabits Kasady's
body is alive and thriving.  It had been biding its time, and now it's
ready to unleash ultimate insanity upon the world.  Kasady has been
transformed, and mass destruction is imminent.

     Carnage lives.

     As if one lunatic isn't enough, prepare yourself: Carnage has
found a soulmate in Shriek, another Ravencroft inmate with an equally
insatiable hunger for slaughter.

     Wait... there's more: As they blaze a trail of mayhem through 
Manhattan, Carnage and Shriek find others who share their hunger for
horror: Doppleganger, Demogoblin and Carrion.  Random chaos and maximum
mayhem are their goals, they're getting all they want -- and more!

     Spider-Man and Venom know the frightening truth: Carnage must be
stopped, or he will continue until the city has been decimated!

     Too many innocent citizens have been lost already. It's up to you
to stop Carnage and his crew -- and you must stop him NOW!

     The manual is not exactly correct or complete in this area...

Basic Controls        -     Genesis              Super NES
     Walk             -  Any direction, while on the ground
     Run              -  Press the direction twice that you want to run
                         in, and you can run diagonally up and down.
     Punch            -        A                     Y
                         Repeatedly doing this move will cause a combo:
                           Spider-Man - Two punches, a knee, then an
                           Venom      - Two punches, an overhead smash,
                                        and an uppercut
     Rushing attack   -  Run (twice forward), then press:
                               A                     Y
                           Spider-Man - A shoulder slam
                           Venom      - A running double elbow
     Jump up          -        B                     B
                         If you press up while in the air, you will jump
                         onto the nearest wall, if possible.
     Forward flip     -    Forward+B             Forward+B
     Back flip        -      Back+B                Back+B
                         This move does damage if you flip away from an
                         enemy right in front of you.
     Straight-up Kick -    B, then A             B, then Y
     Foward Jump kick -   Left or Right+A      Left or Right+Y
     Grab             -  Press toward an enemy when near them.
     Grab Combo       -   A - repeatedly while grabbing - Y
                           Spider-Man - Two punches, then an uppercut
                           Venom      - Two punches, then a headbutt
     Pick up a person -       Grab them, then press Up
     Spin person      -  While holding them above your head, alternate
                         pressing these buttons:
                            B and C              B and A
     Pick up object   -      A - when near the object - Y
     Throw            -        A                     Y
                         Also, when doing the grab combo, press in
                         the opposite direction you're facing to
                         throw them behind you.
     Special Attack   -       A+B                   Y+B
                         If this move hits enemies, it will take a
                         small amount of damage off your life bar.
                           Spider-Man - A spinning kick
                           Venom      - A spinning clothesline
     Power Hit        -  While your life bar is flashing (you can get
                         it this way by accurate attacking), you'll
                         be able to do these attacks.  Press:
                               A                     Y
                           Spider-Man - A wheel kick, or a kick to the
                                        face if you're grabbing them
                           Venom      - A ground smash, or a "to-the-
                                        moon" uppercut if grabbing
     Pause/Resume     -      Start                 Start

Web Controls       -        Genesis              Super NES
     Fire Web Bolt -         Tap C                 Tap A
                      This holds enemies in one spot for a second or
                      two, but you can only have one enemy restrained
                      at a time.
     Web Shield    -         Hold C                Hold A
     Web Grab      -     Left or Right+C       Left or Right+A
     Fire Web Line -        Up+C, or Y               X
                      This shoots a web line diagonally in the direction
                      you're facing (unless you press straight Up, then
                      it's vertical).
     Double Smash -   If there are two enemies on opposite sides of you,
                      within web-grab distance, do the web grab to smack
                      them both together.
                         Left or Right+C       Left or Right+A

While Wall-Crawling   -     Genesis              Super NES
     Climb            -  Any direction, while stuck to the building
     Jump off         -        B                     B
                         You will do a downward kick as you're falling.
     Fire Web Line    -    Up+C or Y                 X
     Shoot Web Pellet -        C                     A
                         This shoots a small amount of web diagonally up
                         in the direction you're facing.
     Attack           -        A                     Y
                         You'll punch (Spider-Man) or kick (Venom) to 
                         the side (in the direction you're facing).

While web-swinging     -    Genesis              Super NES
     Jump off          -       B                     B
     Jump kick off     -       A                     Y
     Shoot another web -   Up+C, or Y                X

 Team Spider-Man  
     Throughout the game, you'll be able to choose between Spider-Man
and Venom as to who you wish to continue the game as.  So, here is a
general comparison between the two.
     Spidey is quicker than Venom, and somewhat weaker.  Venom's lack
of speed is easily made up for by his increased power.  This balance
is still somewhat to Venom's advantage.  His lack of speed is only a 
problem when you, occasionally by accident, grab one thug when you are
fighting a large group of them, because Venom's grab moves are real 
slow, and even picking them up over your head and throwing them is slow,
so you're more likely to get hit than cause any damage.  However, if you
space yourself properly, and are careful when fighting large mobs, you 
can use Venom's power to your advantage.  While Spidey's power hit 
(spin/wheel kick) covers both behind and in front of him, Venom's (the
ground smash), hits anybody in a roughly straight horizontal line with 
him, even if they're across the screen from Venom.  Unfortunately, 
Venom's strength can often cause him to throw things to hard, missing 
people that might be too close to you.  Otherwise, Spidey is pretty good
overall, and has a quick, albeit weaker, regular combination.  The 
differences in stages will be pointed out when you have to make that 

     In the description of levels that follows, all the hidden lives,
continues and other secret stuff are noted.  After you kill certain
enemies, or by getting to that portion of the game, a power-up may 
appear -- those are not noted.  We can't help you become a better
Maximum Carnage player if you're blind.  Big and Little Hearts are not
noted specifically, but mentioned with the other power-ups they 
generally appear with (If they're alone, and hidden, they will be 
pointed out).
     Little Heart - Replenishes approximately one-third of your energy.
     Big Heart    - Fills your life bar completely.
     1-ups        - Real important for living... And you want to do 
                    that.  You can have a maximum of nine.  A small 
                    black circle with your character's emblem 
                    (depends on who you are)...
     Continues    - When you lose all your lives, you'll be able to 
                    start off at the beginning of the level you died on 
                    with three lives.  A small black circle with an 
                    exclamation point on it...

 Super-Hero Icons
     Super Hero Icons let you call your Super-Hero allies twice for
each icon you find, helping you in your quest to destroy your common 
foes.  These are essential to doing well in the game.  Use them only 
when absolutely necessary!  (Some heroes have different effects 
depending on who uses them.
     Black Cat       - Felicia Harding was Daddy's little girl.  So much
                       so, that when she discovered her father was an
                       infamous cat burglar, she decided to follow in 
                       his footsteps.  Steps that led her to cross 
                       Spider-Man's path and give up her life of crime.
                       Today she often fights alongside the Web-Spinner 
                       in hopes of making a name for herself and step-
                       ping out of the shadows of her past as a cat
                     - When called by Spider-Man, the Black Cat will do 
                       a series of flips along one line onscreen, then 
                       come back the other way.
                     - With Venom, the Black Cat jumps down from the top
                       of the screen and lands on an enemy that is on 
                       the ground.  She then cartwheels off the screen 
                       (to the closest side), hurting enemies caught in 
                       her path.
     Captain America - When Steve Rogers drank the Super Soldier Formula 
                       and was bombarded by Vita-Rays, he was transform-
                       ed from a frail youth in to the living legend of 
                       World War II.  He spent years in suspended anima-
                       tion and fights today to make the American Dream 
                       a reality.  But Captain America is more than a 
                       symbol of what the common man might accomplish, 
                       he is a standard by which all other heroes are 
                       held accountable.
                     - Captain America flings his shield at an enemy, to 
                       the other side of the screen, and it returns to 
                       him.  This can hurt both enemies in the air and 
                       on the ground.  
     Cloak & Dagger  - Tyrone Johnson was attracted to Tandy Bowen from 
                       the moment he laid eyes on her.  It was this 
                       attraction to the beautiful runaway that led them 
                       into the hands of a band of pharmaceutical crim-
                       inals.  Criminals who injected the two with an 
                       experimental drug which engulfed Tyrone in a 
                       blanket of darkness and made him one with the 
                       shadows of the night.  A drug which Tandy dis-
                       covered gave her the power to use light as a 
                       weapon to purge the darkness out of mens' souls.
                       Now, Tyrone and Tandy battle the evil of darkness 
                       and light as Cloak and Dagger.
                     - Cloak engulfs the screen in darkness, damaging 
                       all enemies onscreen, when called by either 
                       Spidey or Venom.  
                     - Dagger, with both Spider-Man and Venom, will jump
                       down onto the screen, and shoot a circle of light
                       bolts out from her position, hit almost every-
                       thing on the screen at the time.
     Deathlok        - Michael Collins had an operation.  But rather 
                       than bring him health, it turned his life into a 
                       waking nightmare.  Now he struggles to accept 
                       that he will never be more than a cybernetic 
                       patchwork man.  Now Collins fights to prove that 
                       the man he was still exists in the heart and soul 
                       of the being called Deathlok.  He won't kill, but 
                       he won't turn a cybernetic cheek, either.
                     - Deathlok shoots to the left and right of him, 
                       damaging all onscreen enemies, some (like 
                       Carrion), more than once.  (Same effect with 
                       Spider-Man and Venom)
     Firestar        - Angelica Jones is a mutant with the power to 
                       project microwave energy.  She is also a member 
                       of the New Warriors, a team of teen Super-Heroes 
                       sworn to change the world.  The near loss of 
                       Angelica's father and the incarceration of her 
                       boyfriend has made her less merciful than a name 
                       like Angelica would suggest.
                     - When called by Spider-Man, Firestar flies out, 
                       picks an enemy, and shoots fire on the surround-
                       ing area.  
                     - With Venom, she flies in a straight line onto the
                       screen, shooting a horizontal line of fire on the
     Iron Fist       - When Danny Rand concentrates and draws on the 
                       training and discipline of the years he spent as 
                       a follower of Lei Kung the Thunderer in the 
                       mythic city of K'un-Y'un he draws on the power 
                       and title of "Iron Fist".  When he does so, his 
                       fists are energized and he becomes a one-man 
                       force of the martial arts -- what he hits, he 
                       destroys.  He's been an ally of Power Man Namor 
                       and the uncanny X-Men in the fight for peace.
                     - With Spider-Man, Iron Fist will give you full 
                     - With Venom, Iron Fist will flying kick in two 
                       lines across the screen, hurting most of the en-
                       emies on the ground.
     Morbius         - Years ago, Dr. Michael Morbius learned that he 
                       was very ill.  His only chance for survival was a
                       new experimental drug.  When the miracle drug 
                       mixed with his bloodstream it transformed the 
                       doctor into the terror known as Morbius, the 
                       Living Vampire.  By day, he feverishly searches 
                       for a cure.  By night, he preys on those who 
                       would prey on the innocent.
                     - Morbius sucks the life energy out of all the en-
                       emies on the ground, for whoever calls him.
     Spider-Man      - When Peter Parker was accidentally bitten by a 
                       radioactive spider, he discovered he had acquired
                       the proportionate strength of an arachnid and the
                       ability to climb walls just as easily as he could
                       walk.  After the loss of his uncle, Parker also 
                       learned that with the great power must come great
                       responsibility.  Now as the amazing Spider-Man, 
                       Parker fights to defend New York from those who 
                       would prey on the innocent.
                     - Only Venom can call Spidey, and he'll shoot Reed
                       Richard's Sonic Gun, basically obliterating 
                       everything onscreen.
     Venom           - Spider-Man created his own personal nightmare 
                       when he spurned the alien symbiote that was, for 
                       a time, his costume.  Now melded to Eddie Brock, 
                       an ex-reporter with a personal vendetta against 
                       Peter Parker, Venom is Spider-Man's greatest 
                       enemy... and greatest responsibility.  Only one 
                       being exists that Venom hates more than Parker --
                       an enemy that is indeed part of Venom itself... 
                       a creature called Carnage.
                     - Venom, who can only be called by Spidey, will 
                       shoot the Sonic Gun, which is still really 

 General Strategies  
     When fighting thugs, they love to surround you and suck your life
energy.  If one guy sneaks up from behind, try to alternately press 
right and left while continuously punching, thereby keeping both sides
off of you.  If they overwhelm you, your special attack is a good crowd-
clearer, and running away has always been effective.  Use enemies 
against themselves; if one guy is close to you, and there's a mob 
approaching from the other side, pick him up and throw him into them, 
buying you some time to either deal with some other goons, or think out
a plan for attacking the group when they get up.  Go forward with some
caution, because in some areas (the beginning of The Deep, for example),
if you go slowly, you'll be able to eliminate a couple enemies that 
would otherwise add to their numbers if you rushed forward.  You do not
want to face a large crowd, if need be.  Make them come to you -- if 
there are two guys coming at you, each from opposite sides of the
screen, and you knock the one closest to you down with a combo, web grab
the other one quickly and beat on him before the other one gets up.  
This is a very good strategy to apply throughout all the side scrolling
generic fight scenes.  You don't want to waste your time walking over to
the second guy, or letting him come to you,because by then the first guy
will be up and ready to annoy you.  When fighting a large group of 
enemies, you do not want to pick one up unless you're going to throw 
him, because while you're hitting him, someone else will be easily able
to hit you.  Use your other web moves, too, which let you stop one enemy
by tying him up for a few seconds, preventing enemies from crowding you,
or let you block regular enemy attacks.
     When fighting two really powerful thugs at the end of the level,
you can (in some spots), double smash them (without hitting them before-
hand) to kill them instantly and get a one-up.  If this doesn't work (or
it's not one of those spots), you can knock both of them down, web-grab
one, pick him up and throw him into the other one, who has gotten up by
this point, and is coming at you.  Then when you knock down the other
one, you can web-grab and throw him as soon as he gets up, for a pretty
easy pattern.
     The bosses love to double-team you, so you really need to budget
your punches... Knock one down to buy you some beating time for the 
other one.  Some of the bosses (Carnage especially) you can get a semi-
pattern if you're able to get them alone.  Rush attack in (jump kick 
with Carnage), do your regular combo, then special attack (or special
attack whenever they look like they're going to get the best of you).
Run away, then start again with the rushing attack or jump kick.  I say
semi-pattern going because some bosses (again, like Carnage) can do 
things to escape this pattern (like running away, or a different type of
attack), so you have to adjust with them.  DO NOT try to beat on them as
hard as you can, for one thing, from a purely strategic standpoint, it's
never a good idea to be totally offensive.  Try to move in close for a 
combination, or just a couple hits, then get out of their way when they
try to retaliate.

 Common Thugs
     These are the guys (and girls) you meet with on the street.  
They're not exactly expert hit-men, or even necessarily have a good 
right hook, but they're out to get you, which is bad in itself.
     Thugs in Trenchcoats - Your generic thug is little more than cannon
                            fodder, until you get farther along in the
                            game, when they get rifles, and you can 
                            treat them as Guys with Guns, except slower.
                            They're also great for picking up and throw-
                            ing into the hordes attacking you.  Use your 
                            web grab to save time, because they're 
                            pretty slow.
     Young Punks          - These guys aren't to hard in the beginning,
                            either.  They do have an annoying tendency
                            to hit you in the back and generally crowd
                            you.  Watch your back and move around a lot.
                            Later on, they gain a hopping side kick 
                            which lets them hit you from farther away 
                            and a lot quicker than they could before.
                            Take that into account when playing the 
                            later levels and fighting a large group of
                            enemies, so you can either knock them all 
                            down with a rushing attack, a body or ob-
                            ject, or get closer to try to pound them 
     Babes with Hair      - These girls often block your hits.  Watch 
                            out, because if you think your just out of 
                            their reach, they'll whip you with their 
                            hair.  Try to stay away from them while 
                            eliminating the other thugs, them concen-
                            trate on them by grab combo'ing them, then 
                            web-grabbing them back.
     Fat Guys             - These big-boned fellows are powerful, but 
                            slow.  You can generally see their dive 
                            bombs coming so you can get out of the way 
                            and retaliate.  Running attacks won't knock
                            them down in most levels, so start your 
                            attack with one of those, then knock them 
                            down with a regular combo, or grab them and
                            use them to knock other goons down.  If 
                            you're fighting a couple of them, and punch-
                            ing the heck out of 'em, you might get a hit 
                            in the gut with their blackjacks, so give
                            them their space, that is, until you can get
                            one alone.
     Jerks with Umbrellas - They can also block your attacks.  Be care-
                            ful when fighting them in close, because 
                            you'll probably receive a few pokes with the
                            umbrella before you kill them.  Try to web-
                            grab them to pound them.  Unless you're 
                            pounding all of them in a group, you defin-
                            itely want to avoid these guys until you're 
                            done with the rest, or knock them off first.
     Guys with Guns       - These guys can be both helpful and annoying.
                            They're real slow on the draw, so you can 
                            usually see their shots coming.  Unfortun-
                            ately, they fight in large groups of thugs,
                            so you might not be able to get away from
                            their shots.  They're also quick movers,
                            and, when close in, will use their pistol
                            handles as blunt weapons.  You can use them
                            to hurt other bad guys, though, by getting
                            out of the way of their shots quickly so
                            they hit they enemies behind you, or you can
                            grab a guy before they shoot and use him as
                            a human shield, killing him.  Try and stay
                            away from them, avoiding their fire or
                            throwing people into them to stop them, or
                            move in for the kill.

     These guys are in the mood for violence, and their team-up has
increased their tenacity by tenfold...
     Carnage      - This lunatic is one major pain in the butt...
                    He'll either rush at you, arms flailing, in which 
                    case your best bet is to move around him and try to
                    attack him from behind, or do your special attack
                    (do it over and over until it connects, otherwise,
                    you might be in trouble), he'll stick his arm out in
                    an axe, which you can avoid or if you're close by,
                    do your special, or he can jump up and go off the
                    screen, stomping on your head. When he does that,
                    MOVE!  Carnage takes off big chunks of life at a
                    time when he does that, or his rushing attack.
                    You can get in regular combos here and there, if
                    you're quick, but your best bet is probably your
                    special move.  Repeatedly attacking him is generally
                    not the best idea; you want to wait for an opening,
                    avoiding his attacks.  Even if he falls into a pat-
                    tern, don't trust him to stick with it...  If he
                    runs up at you from behind, backflip and combo him.
     Carrion      - He attacks in tandem with other Super-Villains, and
                    he will hover around you, occasionally ducking down
                    to suck your energy, in which case you'll have to
                    jump around to get him off of you.  Beware, he gets
                    harder to shake off as you progress in the game.
                    Backflips (besides random button pushing), seem to 
                    work best.  To hurt him, if he's alone, do straight
                    up jump kicks when he's nearby (DO NOT wait until
                    he's above you, he'll just suck your energy).  He'll
                    only take damage on every other kick, but if you've
                    managed to get him alone, that's no problem.  If
                    some other Super-Villain is sticking around, you can
                    avoid Carrion as you attack them, but this gets
                    harder as the game progresses, so it's best to use
                    some Super-Hero that hurts enemies in the air
                    (Spidey or Venom work best, then Deathlok, Dagger,
     Demogoblin   - You'll fight this guy in various situations.  If
                    he's on the ground, you can usually hit him with a
                    regular combo if he's just at the tip of your reach.
                    Otherwise you'll just start trading hits, until you
                    die (Which isn't a good way of beating anything).
                    If you do start trading hits, it's best to do a spe-
                    cial before your energy is sucked from you right
                    before your eyes.  Rushing attacks work well against
                    him, as Doppleganger, if he's on the ground, but
                    they're not practical, unless used in a combo.  If
                    he's flying around, he'll fly high, at which point
                    you can straight-up jump kick him off and fight him
                    on the ground (unless he gets away from you, then
                    he'll go back into the air), or fly low, in which
                    case you should just try to avoid him.  He'll usual-
                    ly throw pumpkin bombs while flying high, which you
                    can usually see coming and avoid.  In the "Chase"
                    stage with Spider-Man, you'll need to web sling and
                    jump kick him, and then you'll proceed to the next
                    level (however, you can also do nothing and let him
                    knock you down, with the same effect).
     Doppleganger - You can usually hit him with a regular combo easily
                    to start off, or if he's standing near you.  Rushing
                    attacks also connect often, but they usually knock
                    him down, and don't do a lot of damage, so they're
                    not too practical if you're fighting him alone, but
                    you can use the time while he's knocked down to beat
                    on another Super-Villain.  He will either fire a
                    projectile at you, if he's far away, rush kick you
                    (medium range), grab and pound you if you're in
                    close, or, if you're jumping around a lot, he'll
                    swing on a web and try to kick you.  If you see him
                    starting to crouch down and dash towards you (he
                    does this when within about half a screen of you, in
                    a roughly straight line), do your special attack,
                    otherwise, unless you move out of the way quickly,
                    he'll hit you.  
     Shriek       - Shriek's pattern changes as you go farther in the
                    game.  Early on, it's best if you get her alone and
                    pound on her.  She is the only Super-Villain you can
                    grab with your web extension, so use it to keep her
                    from getting away from you and sonic blasting you
                    into oblivion.  She likes to shoot straight out
                    sonic blasts when she's roughly in a straight horiz-
                    ontal line from you, usually the distance of the
                    screen.  When you see this situation, MOVE!  Later
                    on, she'll use vertical blasts to shoot herself into
                    the air, and then land on you, blasting you.  When
                    you see this, you can either move quickly, or stay
                    put and use your special attack to hit her on her
                    way down.

 Secret Rooms
     Throughout the game, if you do a certain move in a certain area, or
jump onto a specific spot, you'll find a hidden room with all sorts of
great stuff, from hearts to lives to Super-Heroes.  The secret rooms 
found vary in the methods of reaching them, and some can only be found
with a specific character.  These methods are detailed in the stage 
descriptions.  The rooms consist of a series of enemies (which are 
dependent of the level), that, after you destroy them, will turn into
power-ups.  One word of warning, the right side of the screen is the
exit, and if you walk out of the secret room before the game flashes
"Go" (with an arrow) on the screen, you'll leave the room, missing out
on some power-ups.  You cannot reenter a room after exiting by returning
to the spot in the game where you found it.  Occasionally Secret Rooms
also provide a handy shortcut, avoiding enemies and obstacles.  The 
Secret Rooms found so far are in the Climb, San Francisco, Fantastic 
Four Lab, Police Station, Manhattan Rooftop, and Ruined Boy's Home
levels.  Always be on the lookout for more!

 New York Street
     Ravencroft, a maximum security institution devoted to the study and
incarceration of the criminally insane:
     Kasady       -- "I sincerely hope, Officer Resnick, that I can 
                      somehow return the courtesy you've shown me...
                      ...By slaughtering you quickly, and with minimal
     Resnick      -- "In your dreams sicko."
     Kasady       -- "You should have listened guys... I warned you...
                      There really IS a monster hiding within me."
     [The symbiote that is a part of Kasady's body begins to reform]
     Carnage      -- "Hey Resnick, remember how I said I'd go easy on 
                      I LIED!  You should never trust a raving lunatic!
                      I am the ultimate insanity!  I AM CARNAGE!
                      C'mon fellas, put a little more life into it.  I 
                      need the practice!  
                      Spider-Man and Venom are bound to come after me 
                      when they learn of my escape.  
                      Unless I play it smart... 
                      ...And go after them!"
     Shriek       -- "Keep fighting!  Make mine mayhem!"
     Carnage      -- "Huh?  What kind of nutcase would egg me on?"
     Shriek       -- "My name's Shriek.  Cut me free.  I can't wait to 
                      join you on the slaughter circuit."
     [swinging through the city streets:]
     Carnage      -- "I knew you'd change my luck, pretty lady.  There's 
                      a spider in that alley.  Let's go squash it."
     Doppleganger -- "Grrrr."
     Carnage      -- "That's my line.  I'm supposed to be the monster
     Shriek       -- "Don't hurt him, he's sort of cute in a sick and 
                      deranged sort of way."
     Carnage      -- "Oh alright... He can keep you company, while I 
                      attend to some personal business."

     Spider-Man   -- sitting and thinking on a rooftop --
                     "It's all so frustrating.  Every enemy I defeat 
                      always seems to return... Like I'm destined to 
                      keep fighting them over and over again."

     Right off the bat, Spidey tackles the streets of New York City.
It feels good to be swinging from the rooftops, and Spidey finds himself
dealing with some petty criminals, but it's bigger game he's after.

     The first level you face is no major problem, just remember the
hidden 1-up.  If you can't double smash the girls starting out, don't
keep on trying, because it's almost impossible to get them back on
opposite sides of you, and they'll usually suck a life from you while
you're trying.
     1-ups - Look high above the stack of newspapers and the heart.
           - If you double smash the two girls at the end of the level
             before you hit them any other way (it's best to do this as
             soon as they jump onscreen, but you can do it after),
             you'll get a life.  (This also works in other similar

     Watch out: Spider-Sense is tingling as Spidey climbs that building!
It's Shriek, and she's after him with those sonic blasts of hers!  Not
to mention that six armed menace, Doppleganger!
     The arrows will generally guide you to safety, but sometimes...
If you can't follow the direction in time, sling a web somewhere, and
keep moving, to reduce the chances of your getting hit by one of the
sonic blasts.  Avoid Doppleganger, and he shouldn't be a problem.
     Secret Rooms - Go to the far right, sling a web up an jump on the
                    wall above the bottom rightmost window.  Jump down
                    (while facing to the right) to get into the room.

 The Rooftop
    Here on the rooftop, two-plus one equals danger as Spidey takes on
Shriek and Doppleganger together!  It's starting to become clear that
their double dose of disaster is just the tip of the iceberg of terror
that's about to chill this city.

     Hit Doppleganger with a regular combo as soon as you start out, 
then break off the water tower and crush him.
     Continues - Punch at the water tower to break it off and get at
                 the Continue underneath.

     Back in the alley, outside the hall, a gang of thugs has targeted
Spidey as their next victim (as if he hasn't had enough problems already
today!).  Hang in there, help is on the way!!

     Don't let enemies sneak up on you from behind, you could lose 
that little piece of energy you were conserving until the next heart, 
thereby losing a life.  The Fat Guy at the end can be beaten easily
by grabbing and combo'ing him, then web-grabbing him again, and since
he doesn't fall down after the grab combo, you can keep on doing it,
and get a 1-up after killing him.  After that, you'll face 2 Fat Guys, 
but whenever you lose almost all of your life bar, Cloak and Dagger will
come rescue you and you end the level, but if you beat the 2 Fat Guys, 
(1 will give you a Big Heart), you'll face 4 of 'em, and who knows what 
after that...
     1 ups     - On the third game screen, in the small vertical section
                 after the small grate on the wall (just before the
                 column and the church), climb up, and swing to your
                 left).  You'll find an extra life, plus two Little
     Continues - At the end of the level, (the place where you fight
                 the fat guys), climb up on the section of wall to the
                 far right of the screen (after the church).

 The Hall
     Inside the hall, Spidey finally comes face to face with the maniac
he prayed he would never see again.  Carnage is enjoying the sight of
Spidey struggling against Shriek and Doppleganger, but he's about to
receive some help from a very unlikely source.

     Use your special attack if they gang up on you.  Try to fight 
one at a time, if you can keep one away from you.

 Character Choice Point  *  Strange Bedfellows
     Spider-Man and Venom have had their differences in the past.  Venom
sees Spider-Man as soft.  He sees Spider-Man's compassion as weakness.
For today, however, they have a common enemy.  It's Carnage they're both
after, and that makes them unlikely allies.
     Carnage has established the ground rules for a war, and the two of
them must respond in kind if they are to be successful in eliminating 
him.  Spidey does it to protect innocent lives.  Venom feels a responsi-
bility for what is happening -- Venom's symbiote spawned Carnage -- so
Venom is going to do whatever is necessary to destroy Carnage once and 
for all.

     Here, Venom has the longer stages, plus more bosses, but he can 
find a Secret Room and a 1-up (These stages aren't that hard either, 
once you're experienced at the game).  Spidey has a wimpy, do-nothing 
stage, and a medium-difficult boss (You shouldn't have a problem with 
the strategies discussed previously).

 Spider-Man  *  The Chase
      The action picks up as Spider-Man chases Demogoblin high above the 
city streets.

     Just go along... You can knock Demogoblin down with a jump kick if 
you time it just right, but the outcome is the same.  (Otherwise he'll 
knock you down, so there may just be no point to this stage). 

 Spider-Man  *  Times Square
     Spidey chases Demogoblin down and discovers him in Times Square...

     With only one boss to worry about, you shouldn't have too hard a
time with Demogoblin...
     Super-Heroes - There's a Cloak icon in the middle of the area, if
                    you look way up.

 Venom  *  San Francisco
     Back on the streets of San Francisco, Venom lends a hand as he 
battles thugs in this hilly city.

     Pretty straight forward beat 'em up action.  Pace yourself, because
on of the girls that attack in the group of four has a Big Heart, so 
don't get killed just before then...
     1-ups        - Look above the word BANK at the end of the level
                    (shoot a straight web up at the N or K, then swing
     Secret Rooms - Do your special attack while standing next to the
                    ATM and facing to the right.

 Venom  *  Central Park
     Venom, meanwhile, is contending with a two-on-one situation in
Central Park.  As Venom battles Doppleganger and Shriek, Carnage laughs
with delight.

     With no hidden power-ups, you'll have to survive on your wits
alone.  Avoid Shriek's sonic blasts and Doppleganger's grab, and you
should be fine...

 Character Choice Point  *  Black Cat Gets Practical
     Although breaking and entering is against Spider-Man's better
nature, things are getting out of hand.  Not only are Carnage, Shriek,
and Doppleganger running roughshod over the city, but normal citizens
are banding together, and a mob mentality is taking over.  Pretty soon,
it's going to be riot time out there!
     That's why when the Black Cat proposed he break into Freedom Four
Plaza (the headquarters of the Fantastic Four) to steal Reed Richard's
Sonic Gun, Spidey didn't think it was such a bad idea.
     The Sonic Gun saved Spidey's hide during his last encounter with
the alien symbiote, so it will probably work on Carnage as well.  You 
can bet Shriek will have a hard time with it, too.  Desperate times call
for desperate measures, and the streets are getting more desperate by 
the minute!

     The path until the next character choice is the same here, but
Venom can find a secret room.  Venom's strength really helps in
New York Streets 2, so he seems to be the better choice...

 New York Streets 2
     Back on the streets, Spidey and Venom encounter a new gang of thugs
under Carnage's influence.  Tough town!  This time, the usual complement
are joined by some umbrella toting baddies.

     Be wary, as in the other major side-scrolling stages, and try 
to pick 'em off as soon as the come on the screen.
     1 ups - Look up high in the second alley space between buildings
             (between the 2nd and 3rd screens).
           - Double smash the two end Jerks with Umbrellas, and you'll
             kill them instantly (Yesssss!) and get a life (YESSSSS!)

 The Deep
     Spidey and Venom enter the Deep, a popular nightclub, only to find
some common thugs.  No need to worry, they'll soon join Doppleganger, 
Demogoblin, and Shriek out on the dance floor!

     When you're fighting the bosses, try and get in as many rushing 
attacks, then regular combos, then special attacks against Doppleganger
and Demogoblin, while keeping an eye on your energy bar.  When it gets 
low, get the hearts on one tree, which will fill your life bar, and keep
on going.  Then continuously web-grab and beat on Shriek.  Don't forget
the Cloak someone drops and the two Daggers...
     1 ups - Before you do anything in the stage, move to the right
             to find an extra life.  Be careful, one small motion to
             the left beforehand and you won't be able to get it.

 Fantastic 4 HQ
     Spider-Man and Venom break into Freedom Four Plaza, the home of the
Fantastic Four, to steal Reed Richard's Sonic Gun.  They're going to 
need that gun if they ever want to defeat Carnage and his badnick 

     The robots are a major pain -- try to get them all on one side of
you, by jumping around if necessary, or push one robot away from the 
others and finish it off before they join you.  Don't forget the 
Continue icon on the computer when you backtrack.

 Fantastic 4 Lab
     Once Spidey and Venom reach the room where the Sonic Gun is kept,
they'll find that the security defenses are tighter than ever, with a
giant robotic watchdog sniffing out intruders!

     The Muzzoid has been a thorn in many a players side.  Try to stay
on the wall as much as you can, where he can't hurt you.  Once he knocks
you off the wall, deliver a few quick hits and hop back up.  You can 
also jump kick him on your way down, then get back to safety, or swing
from side to side and get some hits in.
     Secret Rooms - if you're Venom, at the beginning of the stage,
                    swing two webs.  On your second swing, jump kick
                    off as you reach the arrow, next to a small circle,
                    on the wall (or you can jump down onto this area).

 Rooftop 2
     The campaign against Carnage and his cronies continues on the 
rooftops.  Either Spidey or Venom must tackle the fearsome fivesome
of Carnage, Shriek, Doppleganger, Demogoblin, and Carrion!

     Rush at Doppleganger, Demogoblin, and Shriek to knock them off the
roof to kill them automatically (just watch where you're going, you can
lose lives too, you know).  If that doesn't work out, kill them using 
the methods mentioned previously.  Then use a Spider-Man or Venom to 
knock out Carnage and Carrion.  Carnage will probably still require a 
hit or two, but he shouldn't be a problem.
     Super-Heroes - There's a Spider-Man or Venom (Sonic Gun) icon
                    behind the tree in the corner, as well as a Big

 Prospect Park
     Carnage and his gang have fled the rooftops in favor of Prospect
Park.  Now Spider-Man and Venom must battle their way through a gang of
crazed citizens in order to get to Carnage and his minions.

     Big Heart    - There's one behind the second tree in the fore-
                    ground, way up.
     Continues    - On the last screen, (where you fight several dif-
                    ferent groups of bad guys), there's a Continue,
                    as well as a Little Heart.  To get them, you have
                    to walk to the far right (it's a 2-screen area),
                    sling a web straight up, them swing to the left.
     Super-Heroes - When you enter the park, there's a Morbius icon
                    above the gate.
                  - Behind the first tree that covers you, if you web-
                    swing straight up, you'll find a Spider-Man icon.

 Prospect Park 2
     Now that they've practiced their own method of crowd control,
Spider-Man and Venom must take on Carnage's whole gang of no-goodnicks,
in the middle of a peaceful sunset in Prospect Park... 

     The Prospect Park levels are among the hardest in the game,
so fight the bosses wisely.  Use of Super-Heroes is recommended here, 
but don't overdo it or you might not have any left for the next hard
stage.  Doppleganger leaves a Big Heart, so try to kill him first,
so by that time you can use it to completely fill up your energy bar.
Then either Carrion or Demogoblin will join you.  Avoid those flying
fools while you finish off Shriek, then get them.  Carnage will come
and hit you once, ending the stage.  You'll need to have some energy 
left at the end, or you'll have to repeat the stage.  YES, repeat that 
whole irritating mess, just because you didn't have a smidgen more 
energy... I believe you only have to repeat it once, however, if you get
yourself in the same boat the second time around.
     Super-Heroes - There's quite a few above the first tree, plus a Big
                    Heart (use it wisely).  You'll need to start to the
                    far right, one screen over, and web-swing straight
                    up, then to your left a couple times just to reach
                    it.  Be careful to swing your web lower than the top
                    of the screen, or it won't hold.  The Super-Heroes
                    there include Deathlok, Firestar, Cloak, and Dagger.

 Character Choice Point  *  The Word From the Streets: Horror
     The entire city has gone mad!  It's horrible!  Ever since that nut
Carnage has been loose, the whole town's just gone crazy!
     Look around!  Every blood thirsty lunatic has come crawling out 
from under his rock to menace the streets.  It's a nightmare as these
people and many new ones affected by Carnage's spell slowly tear the 
city apart.  It's horrible!  It's a mob scene!  It's a riot!
     If Spider-Man can't do something, there's nothing anybody can do.
The city is doomed!  So swing into action and stop the madness!!!

     Venom has been kidnapped by Carnage, and is being held at the 
Statue of Liberty.  Spider-Man has a big fight stage, a one boss (plus
some thugs) stage, and another double-teaming boss stage, plus a large
fight/bosses stage, and a total of two Secret Rooms.  Venom only has to
face the last stage that Spider-Man has to face, unless you get to the
hidden Statue of Liberty stage.

 Spider-Man  *  Police Station
     The police are doing what they can (nothing at all), but the mob
on the street is out of control.  To top it all off, the prisoners
have escaped their cells, and Spidey's got to do some gun control of
his own...

     There are a LOT of guys on this stage; it can seem like it'll never
end.  Try to rotate beatings on groups of thugs, so the number of them
standing on the screen is less than their total number.  Follow the 
strategies for Guys with Guns, because they are in full force here!
     Secret Rooms - In front of the cell marked Solitary 27 (where
                    a large group of prisoners start off, sling a web
                    straight up, then jump straight down in front of the
                    black opening, while holding up.

 Spider-Man  *  Manhattan Rooftop
     Back on the rooftops, Spidey finds himself battling Shriek above
the riot-torn streets of Manhattan.  Is it because Carnage's chaos is
taking root, or is it that Spidey and Venom are making headway in their
campaign to stop the villains?  Whatever the case, Shriek is battling
with more ferocity than ever!

     Try to avoid Shriek and beat up the punks first, then giving you
some quality time alone with Shriek.  Remember, if you see her coming 
down on you, and you can't get away, use your special attack!  Pick up
the Super-Hero icons laying around, too.
     Secret Rooms - Do a backflip onto the skylight of the roof.

 Spider-Man  *  Manhattan Street 1
     Back on the streets, Shriek has been joined by Doppleganger, 
Demogoblin and Carrion.  The battle has reached a new level of 
intensity, and the villains are double-teaming Spider-Man at every

     Another boss-fest, just be careful to save some of those Super-
Heroes for the next stage...  Get the Super-Heroes to the left and
the right, and use them wisely.  (Try not to waste too many, because
if you die and continue, you won't have as many.)

 Venom  *  Statue of Liberty
     Venom escapes Carnage's torture, only to have to deal with more 
thugs.  In the head of the Statue, Venom now fights for his liberty as 
goons surround him in the cramped quarters.

     To get to this level, during the cinema where Carnage is torturing 
the tied up Venom with the Sonic Gun, alternate pressing B and C on the 
Genesis, or B and A on the SNES, rapidly, to get Venom to reform his 
symbiote quicker...  There are three Super-Hero Icons left by enemies, 
one of them a Captain America icon.  Don't forget to pick those up!  
Otherwise, it's a pretty easy level, just don't get stuck grabbing 
people in the corner, because you automatically latch on to them, and 
you might take some hits from the other jerks there.  (Make sure to
check between the bars for dropped Super-Hero icons.)

 Manhattan Street 2
     The army of crazed citizens continues to grow, and they've taken to
the streets.  Spider-Man and Venom have a tough time ahead of them: Even
after they manage to dispatch the furious mob, Doppleganger, Shriek, 
Demogoblin, Carrion, and Carnage are attacking them two at a time!

     Beat off the thugs (there are a lot of them!), making sure you get
the 2 Super-Hero Icons, one on each side.  Crush Doppleganger with the 
dumpster to take off half of his energy, then use a combination of 
Super-Heroes and strategy to beat all of them.

 The End...
    Venom's upset because Carnage seems to have been destroyed, but 
both Spidey and Venom learn not to count their lunatics before they're
hatched... Finally, Spidey and Venom get to team up and take on Carnage!

     First you'll have three lives with Spidey, then three with Venom
to beat Carnage.  Follow the tips given previously.  If you don't have
him in the red by your second to last life, you're in trouble!  You can
switch between characters by pressing X on the Genesis, or L and R on 
the SNES.  This gives you a few seconds of invincibility when you start
out.  Whenever you change and land near him, or get up right next to 
Carnage, you can use these few seconds of invincibilty to rush attack 
and combo him.

 Ruined Boy's Home
     Back to the place where it all started, where Cletus Kasady grew
up.  Now part of the being called Carnage, he threatens to destroy the 
city, and maybe more.  Spider-Man and Venom must stop him here and now, 
once and for all.

     The strategy for beating Carnage is the same, he just has more
energy this time around, and is a little tougher overall.
     Secret Rooms - Get hit by Carnage in front of the door to St. Estes
                    orphanage (you may have to do your special attack
                    just before, it may only be open to Spider-Man, and
                    you may also have to face to the right).

 The End
     Well, this is what you worked so hard for, without the pretty

     The Avengers finally arrive in a Quinjet to take Carnage away.

     Spider-Man -- "Be careful with this joker."
     Vision     -- "We have been warned of Kasady's ability to
                    regenerate his costume.  We came equipped with
                    a stasis container."
     Black Cat  -- "You know, Spidey, even though he's in Avengers'
                    custody, I don't think I'll ever feel truly safe
                    from Carnage.  Monsters like that have a way of
                    coming back."
     Spider-Man -- "You need to have faith, pretty lady."
                --  walking off into the sunset, thinking --
                   "Some monsters stay locked up forever.  And their
                    ghosts can't come back to haunt you unless you
                    let them, I hope."

     The end of Maximum Carnage.  Or is it?

 Game Credits
     As of this version, this is incomplete, but here are some of the
guys that helped make this way cool game.
     Software Creations
          The Spidey Team
     Original Code
          Paul Murray
     Sega Conversion 
          Andy Miah
          Craigh Mitchell
          Paul Marshall
          Mike Webb
     Original Main Artist
          John Tatlock
     Sega Main Artist
          Ste Pickford
     Sega Artists
          Gavin Eagleton
          Calvin Holland...
     Game Logic
          Chun somebody...
     Art Director
          Ste Pickford
          John Pickford
     Acclaim Development by the Black Team
               Mark Flitman
     Special Thanks
          Linda Spelman
          Dana Moreshead
          Mike Thomas

 Game Genie Codes
Here are Game Genie codes that work with the Super Nintendo version.
     1DCC-C460 - Start with 2x energy
     BDCC-C460 - Start with 3x energy
     C2BB-1D61 - Infinite lives
     DFC8-CDD0 - Start with 1 life
     D1C8-CDD0 - Start with 6 lives
     DBC8-CDD0 - Start with 9 lives
     DBC8-CF60 - Start with 9 continues
     D1C8-CF60 - Start with 6 continues
     8220-47AB - Infinite hero icons on pick up
     DBA6-17F5 - Super punch
     D06A-4F09 - 'Power Hit' lasts longer
     7D80-3F61 - Jump higher

     The kicking tunes were provided by Green Jelly (formerly
Green Jello, but a lawsuit changed that :), the group who 
brought you the song "Three Little Pigs" and the album _Cereal
Killer_, and is now back with _333_ featuring the hits "Orange
Crunch", "Jerk", "Fight", "Slave Boy", "Pinata Head", "The Bear
Song", "Super Elastic", and more!  The album should be in stores
(it was released 9-27-1994), and the long form video will be out
on 10-25-1994.  For more info, write:
     Green Jelly
     P.O. Box 2070
     Hollywood, CA 90028
     or call the hotline -- 213-960-5078

 Future Versions of the FAQ
     Well, I'd like to include some more cinema scenes, and maybe some
more story-line from the original comic.  The Genesis Game Genie codes
are needed...  Please send me e-mail on your opinion of the FAQ, or if
there are any glaring errors, or if you think you have something new to
add (like those Game Genie codes, or the ever elusive 7th Secret Room :)
I'd be glad to hear what you think of it...  The game credits also need
to be finished.  In a perfect world, I'd also like to interview the guys
who made it, who knows?  Incidentally, a hintbook will be coming out
soon from Prima Publishing, but, hey, this FAQ is free...
     Not to start any more nasty rumors... But... I happened to look
through the graphic novel of Maximum Carnage, and on the very last page
(much like in the credits), there's a small box that says "The end of
Maximum Carnage."  Since they specifically changed this in the video-
game, adding in the "Or is it?", does this mean a possible sequel?
E-mail me with what you'd like to see in a sequel and maybe...  Well,
who knows?  (There might also be a hidden level after that...)

     This FAQ was compiled by me, Borut Pfeifer, and you can reach me at
gt5087b@prism.gatech.edu, or occasionally at BorutP@aol.com.  Now I've 
always wondered who finds game secrets first, and I have no idea, so I'd
like to thank all the people that pointed them out to me.  My thanks go 
     LloydJ9498@aol.com - the Statue of Liberty level...
     Krimelord@aol.com  - the Game Genie codes and SNES controls...
     MindBandit@aol.com - helped to list all the hidden goodies...
     MDFritz@aol.com    - the climb room and Solitary 27...
     Drillnot@aol.com   - the Manhattan Rooftop room...
     Pumpkin221@aol.com - the ATM room...
     JERKY@aol.com      - the first double smash 1-up...
     ScottBnder@aol.com - the climb room...
     Software Creations - the game!
     (and the Spidey team)

Maximum Carnage copyright LJN, Ltd.
Marketed by Acclaim Entertainment, Inc. Distributed by Acclaim
Distribution, Inc.  71 Audrey Avenue, Oyster Bay, NY 11771
Acclaim Hotline/Consumer Services Dept. -- 516-624-9300
Marvel Comics, Maximum Carnage and all other character names and
likenesses TM & copyright 1994 Marvel Entertainment Group, Inc.
SUPER-HERO is a co-owned registered trademark of Marvel
Entertainment Group, Inc.  All Rights Reserved.
Green Jelly produced by and copyright 1994 BMG Music.  All Rights

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