Max Payne 3 is a third-person shooter in which the player assumes the role of its titular character, Max Payne. A new feature to the series is the cover system, which allows players to gain a tactical advantage, and avoid taking damage from enemies.[5] To progress through the linear story, players take on enemies throughout levels. The game features interactive cutscenes which transition seamlessly into continuing gameplay; there are no loading screens across gameplay and cutscenes.[6]
In combat, auto-aim and a cover system can be used as assistance against enemies. Should players take damage, painkillers can be used to regenerate health. Players use melee attacks, firearms and explosives to fight enemies. In action sequences, bullet time can be used; using this feature, it is possible to see every bullet strike an enemy in detail.[7] The game also introduces a "Last Stand" mechanic, granting players a grace period when health is fully depleted that allows the player to kill the enemy that last wounded them in order to remain alive, so long as the player has at least one recovery item. When this feature is utilized, it does deplete all of the player's remaining "bullet time". Also new to the series is that after using the shoot-dodge mechanic, which enables players to dodge enemies by diving, players may shoot at any angle while remaining grounded.[5]