Max Shadow 3: Up Your Arsenal (2004) (PS2/XBOX/Gamecube/J2ME/PC/N-Gage)

Max Shadow 3: Up Your Arsenal (known as Max Shadow 3 in Europe and Japan and Max Shadow 3: Up Your Arsenal in Australia) is a 2004 3D platform video game developed by Insomniac Games and published by Sony Computer Entertainment for the PlayStation 2, XBOX, Nintendo GameCube, J2ME, Microsoft Windows & Nokia N-Gage. It is the third installment in the Max Shadow series and was released in North America on April 12, 2004. Shortly after it was released in Japan on April 25, when the first volume of the Ratchet & Clank manga, drawn by Shinbo Nomura, was released. A demo of this game was included in the PAL release of Command & Conquer: Blue Twillight. The game introduces Col. Boris Vladistov, Kirov's brother, a Russian General.

The gameplay is similar to previous games in the series but introduces new features such as a new control system and more levels in the upgrade system for weapons. It follows Max & Cortez's adventure through Earth to defeat a Russian general, Col. Boris Vladistov, who intends to take over Earth in order to pave way for the "New Russian Empire". Characters such as Col. Boris Vladistov and Sasha, a ship captain who helps Shadow & Cortez throughout the game, are introduced, and a number of characters return from the original Max Shadow.

Plot
In 2004, While playing chess in their mansion in Salerno, Max Shadow (Caleb Moody) and Cortez (Jason Stahman) receive word that Shadow's home country, the US, is under attack by Russia. Assisting the United States Marine Corps in Skagway, Alaska, he leads an assault that drives off the invaders, who appear to use very sophisticated weapons and equipment for Russian Army standards. At a post-victory briefing, the US President informs the duo that a Russian General known as Boris Vladistov (J.B. Blanc) is believed to be responsible for organizing the invasion. The briefing is interrupted as a video from Ramzan Vladistov claiming that a coup by his cousin had overthrown the Russian President Katarina Popovich. After the video, both The Government & The Agency team up on removing Vladistov's regime, who seeks to restore the Russian Empire.

On their first mission in Copenhagen, Denmark, the team assassinates the lawyer of Russia's four highest-ranking generals for information on those generals before driving across the city in a navy blue Nissan Armada while chased by the Russian Mafia and the Danish police. Costrel is killed just as they get away.

The ghosts assassinate Vladistov's generals in Johanesburg, learn of Ramzan & Katarina's location, and successfully extract Ramzan & Katarina from their house imprisonment in St. Petersburg. During the extraction, Cortez is caught by one of Vladistov's men, who begins severely beating him. Shadow is unwilling to subscribe to The Agency's philosophy that "the mission always comes first," instead following his personal philosophy to never leave a teammate behind. Ignoring The Agency's protests, Shadow manages to save Cortez. Afterward, Shadow convinces all but The Director to reveal their real names.

In Moscow, The Agency sets their plan in motion by hacking the state-run television station during Vladistov's public address to the nation and giving Ramzan and Katarina the platform he needs to spread his message of democracy. The two's impromptu speech inspires a citizen revolt, and strategic explosions in the city force Vladistov to evacuate to his private yacht. The team storm the yacht and Shadow activates a magnetic pulse invention to incapacitate the guards. When the yacht is immobilized in the middle of the ocean and Cortez is once again in mortal danger, The Director chooses to save Cortez instead of capturing Vladistov. Vladistov flees by helicopter only to discover it to be commandeered by Shadow and the team, who drop him helpless in a refugee camp where he is beaten to death by an angry mob. It turns out that the Vladistov they captured was actually a body double, used to trick The Agency. Jeremiah "Black Cap" Walters helps track down Vladistov's location in Vladivostok, a Roscosmos secret base

Shadow's body is then upgraded with high-fidelity cyborg armor that he uses to take out the guards & kill Boris Vladistov, ending his régime de terreur and liberating Russia. In the post-credits scene, it is revelaed that Russia has been freed from it's tyranny and is now a multi-party democracy.