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System Shock 2 is a First-Person Shooter/Immersive Sim with Survival Horror and RPG Elements and the sequel to System Shock. It was developed by Looking Glass Studios and Irrational Games, and published by Electronic Arts, releasing in August 11, 1999.
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The game is set 42 years after the first game; due to the events of the first game, anti-Mega-Corp outrage resulted in formation of Unified National Nominate, the quasi-socialist world government. After UNN (albeit under TriOptimum grant) scientist Marie Delacroix discovers the secret of faster than light travel, UNN and TriOptimum mount a joint mission to Tau Ceti. note  The game involves the maiden voyage of the Von Braun, the first ship with FTL Travel equipped, accompanied by the UNN Rickenbacker. The game begins with the awakening of the player character, a cybernetically-enhanced soldier, from cryosleep to receive a small amount of exposition from a voice identified as a surviving member of the Von Braun's crew, and then immediately has to escape his sick room that has been exposed to space, beginning his long adventure in avoiding his own death.

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The game received critical acclaim, but was a commercial failure due to going up against the equally groundbreaking Half-Life 1. A third game was briefly rumored with a 2006 trademark renewal and claims by PC Gamer UK, then disappeared. The game remained influencial, and spawned a Spiritual Successor in BioShock and another in Prey.

Following a legal tangle that went unsolved for around a decade, Nightdive Studios acquired the Digital Distribution rights to System Shock 2 and had it released on GOG.com, and thanks to an agreement between them and Valve, it is also on Steam. After Nightdive acquired the right to the IP and began working on a remake for the first game, they got Otherside Entertainment, composed of ex-Looking Glass developers, to develop a third game. The game was initially to be published by Starbreeze Studios, but the company later got into severe financial troubles after Overkill's The Walking Dead flopped and was forced to sell publishing rights for the game back to Otherside in Febuary 2019. In September, a new gameplay trailer was revealed, confirming the project is still in development.

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The game provides examples of:

  • Abandoned Hospital: The Medical Deck is barren following the disaster that has befallen the ship.
  • Abandoned Hospital Awakening: The soldier begins the game by waking up on the medical deck in a cryo-tube.
  • Abnormal Ammo:
    • The game had varied ammo types for certain weapons. For example, the pistol and assault rifle can take standard, AP and nanite rounds; AP rounds are best used against mechanical enemies, while nanite rounds do best against organics with standard rounds being somewhere in between.
    • The Viral Proliferator and the Annelid Launcher use worms as ammunition, the latter particularly fires homing rockets filled with worms.
  • Actionized Sequel: Somewhat inverted, as the game implemented a version of the stealth system first used in Thief, and thus had a higher emphasis on stealth and avoiding combat, unlike the first game which was more of a straightforward shooter. Also, due to being more balanced for stealth, ammo and healing items are much rarer compared to the first game. The skill system also means you have to tailor your character towards a specific build, rather than being able to use all weapons like in the first game.
  • Affably Evil: The Many are quite polite, very friendly, and genuinely want to make everybody they see happy and at peace. Unfortunately, the only way to do so is to be assimilated into their hive, which isn't pretty, is exceedingly painful, and will erase your individual identity.
  • A.I. Is a Crapshoot: All of the artificial intelligences you meet happen to be antagonists of some stripe, though both SHODAN and XERXES require serious outside intervention before they become dangerous. SHODAN's pre-Hacker audiologs and records say she's exemplary from what you find, and the only reason XERXES is dangerous is because he's an obedient, faithful, efficient AI under the control of forces hostile to the player.
  • The Alleged Car: The Von Braun suffers from numerous breakdowns, especially with its experimental FTL drive. Coolant leaks are constant and there are very few radiation suits on board, so engineering staff are carrying around rad hypos constantly. It's implied that Tri-Optimum cheaped out on most of the safety protocols and ignored most of Delacroix's warnings that the ship wasn't ready for its mission.
  • The Alleged Computer: XERXES turns out to be hilariously easy to hack into. Someone manages to get him to sing Elvis Presley songs for three hours until Delacroix is forced to pull his voice unit offline. Subsequently, when The Many start assimilating members of the Von Braun's crew, they are able to bring XERXES and, thus, all of the ship's security systems, protocol droids and sentry bots, onto their side in order to take control of the Von Braunnote .
  • Almost Dead Guy: Almost everybody else who isn't dead already, or trying to kill you. Dr. Watts lives just long enough to give the player one piece of advice.
  • Amplifier Artifact: The PSI-amp is technically this, allowing users to channel their psychic abilities.
  • An Economy Is You:
    • All replicators had been re-programmed for war long before you woke up and, well, those who can use them who are still alive and unmutated - including you - can be counted on your fingers.
  • Apocalypse How: The Von Braun's hyperdrive can warp reality, wich allows for annihilation of the universe... and beyond.
  • Apocalyptic Log: Arguably the Trope Codifier for the collectable audiolog variation on this trope now common in video games.
  • And I Must Scream:
    • The fate of human halves of the Hybrids. Some of them exert whatever little control they have left over what used to be their bodies to implore you to kill them - even as they advance toward you and try to tear you to shreds.
  • Animal Testing: Hundreds of chimps are on the Von Braun for this reason. Unfortunately for the crew, they got sentient and gained psychic powers as a bonus.
    • The cyborg midwives are even worse. Researching them indicates that an implant at the top of the spine overrides all nerve impulses coming from the brain, which itself is left intact. This means they are completely aware of what is happening while unable to control their own bodies.
  • Apologetic Attacker: Some of the hybrids cry out "I'm sorry!" or "Run!" as they lunge at you. They also Cannot Self Terminate, so some of them beg you to kill them.
    • One Hybrid has an audio log, thanking the player for killing them.
  • Arm Cannon: The maintanace/security/assault robots have massive arm cannons, which cause a lot of damage.
  • Armor-Piercing Attack : AP bullet provides bonus damage against mechanical enemies.
  • Artificial Stupidity: Security turrets have one job - shoot you. Simple enough. Hacked turrets, on the other hand...they have a simpler job: shoot everything not you. Unfortunately, someone at TriOp forgot to add unless you are standing in front of said 'not-you' person', or 'unless the rockets that I'm shooting off will blow me up'.
  • Asshole Victim: From the logs in med-sci you learn the scientists were planning to vivisect the monkeys. Unfortunately for them the monkeys gained psionic powers and killed them all.
  • Assimilation Plot: The nature of The Many.
  • Asteroid Thicket: Mentioned during career choosing.
  • Ate His Gun: Ate his shotgun, if the position of said gun is any indication. This is in reference of a crew member who apparently committed suicide in this manner right next to the elevator on the cargo level command deck.
    • Janice Polito did the same after she accidentally released SHODAN.
    • In one of the visions, you get to see a crewmember do this. His body is conspicuously absent from the location of his death.
  • Badass Normal:
    • Dr. Marie Delacroix follows a similar path to the protagonist (but always just ahead), while managing to both survive and accomplish some important things without the benefit of his cybernetics or psychic powers (or even military training, it appears) long enough and even gaining SHODAN's trust before the AI abandoned her at her most critical moment and literally left her to die. She does have access to all of the security systems and doors, however, giving her far more mobility and a way to avoid security bots, turrets and cameras.
    • Also from SS2, military man Suarez, who manages to not only stay alive with only standard-issue cybernetics but escape with his civilian girlfriend to boot.
  • Bee Afraid: The Swarms are an invincible-but-short-lived enemy that spawns from the eggs, and the only efficient way to deal with them is to run from them and wait until they expire.
  • Better to Die than Be Killed: How many crew members decided to deal with The Many problem; you even see a ghostly image of a soldier committing suicide.
  • BFG: The Fusion Cannon and the Annelid Worm Launcher.
  • Big Bad Ensemble: The Many and SHODAN both serve as antagonists.
  • Bio-Augmentation: The cyber-modules contains RNA databases and brainwave EM for upgrading.
  • Bittersweet Ending: The soldier manages to destroy SHODAN, and the game shows Tommy and Rebecca receiving a message from the Von Braun. As Tommy responds, SHODAN enters the scene, revealing to have transfered her consiousness into Rebecca and ensuring that she can try again.
  • Bizarre Alien Biology: Which the player must research.
  • Booze-Based Buff: Alcoholic drinks heals you in exchange of PSI.
  • Boring, but Practical:
    • The Wrench, especially on impossible difficulty where, depending on your character build, you cannot afford to spend the scarce cyber modules on more powerful weapons and skills. It can kill all the enemies you face in the beginning within two hits, and with strafing, can let you destroy a turret without taking any damage while not wasting ammo. Too bad SHODAN is completely immune to it in the final battle.
    • The Hazard Suit gives you a massive boost to poison and radiation resistance. It tends to be a mainstay in your inventory once you get it.
    • The assault rifle. You find some relatively early in the game, and it works well as a primary weapon through the whole game.
    • The standard weapons category in general - energy weapons aren't useful against annelid opponents, and exotic weapons aren't useful against robots, so it's much easier to spend the limited amount of upgrade modules available for weapons usage on a weapon useful against both.
  • Brainwashed and Crazy: Almost everyone who was later infected by a parasite was first subjected to mind control.
  • Breakable Weapons: Fortunately, they're also repairable. All the ranged weapons are as tough as wet cardboard, and indeed a number of mods - and the official patch - change the weapon degradation rate. It's actually quite easy to do, and Word of God states that they had set it high on purpose, but didn't mean to set it that high. It stresses the Inventory Management Puzzle early in the game due to the player hoarding not only ammunition but multiple degraded or even broken pistols and shotguns in the hope that they can be repaired or discarded when used up.
  • Broken Bridge: Frequent. Most of the time the player has a relatively simple goal, but must take multiple detours and overcome all sorts of obstacles in order to attain it. Your objective is to meet up with Polito on the fourth floor. But the elevators are down, so you have to go to engineering on the first floor to make repairs to bring them back up. But a growth in the elevator shaft prevents travel above the third floor, causing a need to find a substance that can kill the growths and insert it into the environmental control system to unblock the elevator shaft. All of these involve various substeps that require exploring the entire floor to complete, some of which include a lesser broken bridge that must be dealt with to get into a certain room or acquire a tool needed to complete a subtask.
  • Call-Back: The last part of the game is a cyberspace reconstruction of the very first level of the first game: the Medical level of Citadel Station, copied almost in every detail. It's also the area where SHODAN has her "seat of power", as quoted by Delacroix.
  • Changing Clothes Is a Free Action: Provided that you're quick enough with the mouse, you can change from torso covering armor to full body hazmat suit.
  • Character Customization: Through chosen abilities and equipment.
  • Charged Attack: PSI-Disciplines can be charged for more powerful effect, but if you charge for too long, you will take damage for burning out unless you have the appropriate OS upgrade. High tier disciplines charge very quickly. The Viral Proliferator has this as its feature; you must hold down the fire button for the projectile to travel towards its target to make it work effectively. Firing it the normal way will cause the projectile to explode in your face instantaneously. If your weapon is set to Human mode, it is possible that you can kill yourself trying to fumble with it as the projectile takes away a huge chunk of your health.
    • Charge Meter: The PSI-Disciplines meter consists of three-quarters normal part on the left and a one-quarter part of the right, and releasing the charge on the latter with result in the stronger effect.
  • Chekhov's Gun: Players of the first game probably had no idea that the Beta Grove they jettisoned halfway through the game would become so important in the sequel. The game itself doesn't treat detaching the Grove as any more important than any of the other objectives in the game, and it's only the second of four or five plans that SHODAN throws at you.
  • Charm Person: The Psionic Hypnogenesis PSI-Discipline calms down most of non-robotic enemies into passiveness, until something damages them.
  • Chest Burster: According to one of the logs, the annelid worm first goes inside the body, pierces the chest from the inside and connects one of its ends to the head of victim.
  • Christmas Creep: When travelling through the mall, XERXES can remind you on the PA system that there are only 163 shopping days until Christmas. Which is July 15th.
  • Colonel Badass: He is not a a colonel (actually, he is higher in rank, but mostly acts like a captain), but UNN commander William Diego is pretty badass, even retaining some of it after assimilation, and then managing to fight the assimilation off. Son of Edward Diego, he must've called the old man out, as he's become a high-ranking UNN officer with hearty hatred for anything corporate. Here's his first audio log to exec Korenchkin:
    Diego: Anatoly, there's only so much corporate callisthenics I can go through before I start to feel a little queasy, so let's get down to brass tacks here. We don't like each other. We each have our own motivations for undertaking this mission, so let me give you a little warning. I cannot be circumvented, I cannot be tricked, I cannot be manipulated, and I cannot be bought. You come at me straight and keep the fancy maneuvers for your next board meeting. Just because my father swam with the sharks doesn't mean that I do.
  • Computer = Monitor: For some reason, shooting SHODAN's image on a screen kills her.
  • Continuing is Painful: On Normal and Hard difficulty, the resurrection chamber will cost a small amount of nanites each time it is used.
  • Continue Your Mission, Dammit!: Dr. Polito gives you gems like "You must move faster. Your mind cannot conceive of the stakes we are dealing with," regardless of your actual speed (being based on passing fixed points).
  • Contrived Coincidence: The entire plot depends upon a particularly egregious example: The Tau Ceti system is nearly 12 light years away from ours. The game is set 42 years after the first, which means the grove carrying what would become The Many just so happened to be ejected on a pinpoint course for the very same planet the Von Braun would travel to, at a speed of at least 85,655 kilometers per second - roughly a quarter of the speed of light.
    • Regardless of whether the specific explanation of the one above is intended, the implication that the trajectory was an intentional saving throw against the loss of the project, and SHODAN accomplished in a handful of processor cycles a feat of calculation that later took the world several decades and an entire civilization to reproduce in the form of the Von Braun.
  • Co-Op Multiplayer: Depending on the char-builds of the players, some formerly not-so-useful skills in the single-player became much more useful in co-op.
  • Corrupt Corporate Executive: Anatoly Korenchkin, who started out as a gangster before buying out the diminished Tri-Optimum.
  • Creepy Monotone: SHODAN stutters and speaks in disharmony with herself too much to be called a "monotone", but XERXES plays it mostly straight with his Machine Monotone.
  • Crippling Overspecialization: The Energy and Exotic weapons massacre everything mechanical and organic respectively, but are useless against everything else; especially evident in the last two levels since the first is purely organic (with some sightings of cyborg midwives), followed by a fully mechanical final level. Also kind of hard for the Soldier not to become this on Impossible difficulty, where skill upgrades are much more expensive and multi-classing is a bad idea.
  • Critical Encumbrance Failure: You don't get any penalties, since you can't put more than you can carry. If you were using the Brawn Implant (increases Strength and therefore Inventory space) and it run out of juice, the excess items will be automatically dropped.
  • Critical Failure: This happens when you fail at hacking the ICE-nodes, the description even says the same thing.
  • Cyber Cyclops: The Cyber Assassins have a horizontal visor where their eyes should be. Said visor has a little red light which oscillates back and forth, even after death. Remind you of anything?
  • Cyberspace: The training suites in the military recruitment center at the beginning of the game take this form. By the end of the game, SHODAN basically tries to reshape reality into being like herself, and she is purely software.
  • Darker and Edgier: The first game was plenty dark in its own right, but at least you had copious firepower and someone reasonable to receive your objectives from. The one borders on Survival Horror, with breakable weapons and limited supplies. Almost everyone you meet is dead or dying, if they weren't already mutated and sent after you themselves. Your circumstances force you into alliance with a supposed crewmember who is SHODAN herself, the original creator of The Many, and you spend the rest of the game doing her bidding, because she's the only nearby entity strong enough to fight back against her runaway creations.
  • Darkness = Death: Darkness continues to not be your friend, because it will make things difficult to find, but it's not until you end up in the body of the Many that you realize how dangerous darkness can really be.
  • Data Pad: Your character's PDA and the Game Pig are implied to be this, although both are relayed to your HUD in-game.
  • Deadly Gas: Some of the annelid eggs release toxins into the air, acting as proximity mines of sorts.
  • Dead Man Writing: Delacroix at the end of the game.
  • Deadpan Snarker: Janice Polito. The one that's actually SHODAN.
  • Dead Person Impersonation: SHODAN impersonating Dr. Polito.
  • Death by Cameo: Most of the characters were voiced by the production staff, so it happens all the time, just off-screen.
  • Death by Irony: The Many had created three specific weapons to combat the human threat that is opposing them. Problem is, the very weapons that they created also do as much damage as to themselves; they take a doubled amount of damage if you use these weapons against them.
  • Decontamination Chamber: In Med section of deck 2, you just have to walk directly under the 'steam' coming out of the ceiling.
  • Deflector Shields: The Power Armor mentions that Deflector Shields are a core part of its defensive properties, which ends up being the "power" part of the Power Armor. If its batteries are drained, its protective quality is reduced to null until it can be recharged.
  • Distress Call: The few surviving crew members of Von Braun set up the machine that would send a SOS to Earth, configured in such way that critically weakens XERXES when used. Which SHODAN takes advantage of...
    • A transmission from Tau Ceti is one of many little things that caused the whole mess.
  • Dissonant Serenity: The Many.
    • Also XERXES. His announcements usually praise the Many, threaten dissenters, or warn about the "machine-mother". But occasionally, he reverts back to his pre-disaster behavior, announcing such mundane things as an upcoming poetry reading or encouragement to work extra shifts for Christmas money. Sometimes the two are even jumbled together in the same announcement.
  • Dolled-Up Installment: System Shock 2 is a somewhat complicated case. It began development as a game where the plot and setting were unrelated to the first System Shock, but the developers were fans of the original and wanted to make a game similar to it. When trying to get a publisher for the game, they lucked out with Electronic Arts who held the rights to System Shock, and thus the game was reworked into a sequel.
  • Driven to Suicide: The real Dr. Janice Polito, when she realized that she released SHODAN.
  • Drought Level of Doom: The Body of the Many actually taunts you about your dwindling resources.
  • Dump Stat: Most of the Tech skills are useful, with a few like Hacking and Research taking precedent. Repair, meanwhile, is borderline useless. All it does is fix broken machines and weaponry, but you never need to fix any machines thanks to them only being broken if you fail a hacking minigame. Since you can just quicksave before an attempted hack and immediately quickload if you fail, hacking broken machines is pointless. As for broken weaponry, you can always find an automatic repair tool lying around somewhere, the Maintenance skill is extremely generous with repairs once you get it to a high enough level, and Repair doesnt even reset the durability of weapons when you fix them. As a result things should never be breaking in the first place, let alone often enough that you need the repair skill at anything higher than +1, and even that's for the early game. All of this adds up to make Repair pretty darn useless on anything except Impossible and even that's a bit of a stretch due to your limited Cybermodules being put to better use somewhere else.
  • Dungeon Bypass: Knowing the maintenance door code in advance lets you skip the entire Med/Sci deck.
    • Most of the dark Cargo Bays from Deck 1 can be skipped if you know the door codes for Fluidics Control and Auxiliary Storage 5.
  • Dying as Yourself: Once he managed to fight off The Many's influence on his mind, Captain Diego programmed a surgical unit to tear the parasite out of his body and break their control on him once and for all, though he knew that it would probably end up killing him. As it happens, he probably survived the procedure long enough for the sudden reversal of gravity on his ship to finish him off.
  • Easter Egg: The dancing robot in the "Year 3" introduction segment and the mini-basketball game.
  • Electronic Eyes: The Soldier sports a pair of them that resemble large goggles with no connecting straps, presumably as part of his cybernetic rig.
  • Electronic Speech Impediment: SHODAN, sounding like a broken soundcard.
  • 11th-Hour Superpower: The Annelid Worm Launcher has aspects of this, being located right before entering The Many and slaughters everything biological. But on the other hand it requires maxed skill in Exotic weapons and nearly maxed research skill to being able to use it, and becomes useless after you kill The Many.
  • EMP: The EMP rifle and EMP grenades. All of these are effective against cyborgs. However, they are absolutely useless against anything organic. This is a Weaksauce Weakness for the Final Boss.
  • Enemy Mine: Basically the whole situation with SHODAN for the Soldier.
  • Energy Weapon: The Dual-Circut EMP Rifle (great against robots and turrets, fuck-all against Annelid mutants), the Stasis-Field Generator, and the Fusion Cannon.
  • Enter Solution Here: To activate the SOS sending transmitter on the Recreational deck you need a code. The code is scattered across the recreational deck in those art-screens.
  • Escape Pod: You arrive just in time to see the one of them launch, destroy two of them filled with the Many, and use the final one to ram into The Many.
  • Everyone Calls Him "Barkeep": William Diego's rank is Rear Admiral, but everybody calls him Captain because that was his rank during the battle of Boston Harbor.
  • The Evils of Free Will: One of the Many's arguments, phrased as "the tyranny of the individual".
  • Experience Points: The game introduces cybernetic modules, which you can spend at upgrade terminals to "upload" skills and abilities to your brain directlynote . You're rewarded with cybernetic modules for completing objectives and exploration. In one case, where you are following Delacroix's trail, SHODAN specifically warns you against doing so. If you persist, she takes away a fair number of your cybernetic modules as a punishment (The same amount you can find by Delacroix's body, making this a null punishment).
  • Explosive Overclocking: Given to the psychic powers, where using Overload gives a chance for boosted range/damage, but if you time it wrong, you 'burn out' and take damage unless you picked up a specific O/S upgrade.
  • Exposition Fairy: Dr. Polito or SHODAN to be accurate.
  • Faster-Than-Light Travel: The Von Braun is a test of this technology. And SHODAN is really interested in the reality warping qualities of it.
  • Fetch Quest: The first mission is to get to deck 4, but the elevator is not powered, so we need to get to Deck 1 first to reroute power from the engines, but the door to the maintenance shaft to deck 1 is locked and we need to find the guy who knows the code, but he is in the section that is locked off, so we need to find another guy with the keycard. Once on Deck 1, we need to fix the coolant tubes to get to the engine area, but the fluidics control is locked and we need to find the dame who knows the code, but to use the fluidics control we need to install the specific override on it, which is specified in the audio log that is located somewhere on this deck. Only then can you can go to the engines and reroute power to the elevator. Thankfully, it gets less complicated.
  • Fighting from the Inside: Captain Diego, even while under the sway of the Many, sounds upset and distorted, unlike Korenchkin.
  • Fighter, Mage, Thief: At the start of the game, you choose whether to join the Marines, Navy, or OSA (PSI-Corps), each of which then lets you pick three specific missions that determine skills and ability scores. While technically you can purchase ranks in anything no matter which career you chose to start with, the scarcity of cyber modules (used to purchase skill ranks & stat boosts) and the high price of buying into a "cross-class skill" (10 cyber modules for the first rank... and you cannot do anything relating to that skill without at least one rank) tends to make it easier to play to the strengths of a "class". The Marine (Fighter) gets stat boosts, weapon skills and maintenance, the Navy (Thief) gets technical skills and some minor stat boosts, and the OSA (Mage) gets psychic powers and a few skills.
  • Final Boss Preview: The Many or to be more specific, its brain, shows itself in Engineering even though the Many are not the final boss.
  • Firing One-Handed: The Melee weapons and the pistols. The Hybrids wield their weapons one-handed.
  • Foreshadowing:
    • Early in the Medical deck, you find a log from Doctor Polito talking about the chip they recovered, foreshadowing SHODAN's eventual introduction to the plot. The real foreshadowing, though, is the fact that the Polito in the log sounds nothing like the Polito you're talking to...
    • Once you get to the second level of the engineering deck, you will mysteriously be transported into the central structure of the Many's Womb Level for a brief dream sequence; it will show you all the more dangerous creatures of their ranks that you will later contend with. The Womb Level itself is a late-game area — though not the last.
    • Just before you enter the Rickenbacker via a mechanical umbilical-attaching elevator, you'll likely pick up an audio log from a staff member of the Von Braun's bridge personnel who describes of a "weapon that is made of worms and fires worms, but that it stings like you wouldn't believe." It turns out that he is referring to the Annelid Launcher, which will not appear until you get to the Rickenbacker bridge center. The weapon itself is located in the late Captain Diego's quarters, which needs to be researched before it can be used. And this is just before you have to enter the Womb Level...
  • Flesh Versus Steel: XERXES and The Many often called you, questioning why the soldier chose (not that there was any choice) the machine-mother over the pleasure of the flesh.
  • Four Is Death: The soldier is in his 4th year of military service when he applies for transfer to UNN Rickenbacker.
  • Friendly Enemy: The protocol droids are a weird example. They are programmed to blow up when they get near you, however they are apparently unaware of this fact and so will attempt to approach and befriend you. Even if you shoot them all they do is say "please don't do that". In order to kill them safely you have to actually kill them from range (they will still blow up, but you'll be far enough away you won't get hurt).
  • Functional Magic: The Psychic powers are the combination of Inherent Gift (latent psychic powers) and Force Magic (Soldier's PSI energy} used through the Device Magic, The Psi-Amplifier. The creation of said amplifier helped to define various psychic powers into more concrete (and utilitarian) forms.
  • Game Gourmet: There is a plethora of food items you can find on the Von Braun to eat. Whether they be a pack of chips, a can of soda, a bottle of orange juice or a bottle of liquor, however, consuming them restores only 1 negligible hitpoint. Alcoholic drinks also inflict a nasty Mana Meter penalty.
  • Game Within a Game: The GamePig Entertainment Device, which can run minigames from memory cartridges found around the Von Braun, or you can hack it to access all of them at once (Though it takes max skill to do so). It even comes with a safety warning about playing games in a cyber-interface display.
  • Generation Xerox: Captain Diego wants to believe he's nothing like his father, who was responsible for SHODAN. Learning that he's made some mistakes and fallen under the thrall of something that could endanger humanity - doing the same exact thing as his dad - he's more than a little pissed.
  • Ghost Memory: There are ghosts replaying some moments, usually the last ones, of their lives. It's explained as a side-effect of having latent psi-abilities, and various experimental properties of the implant you had installed.
  • Ghost Ship: The Von Braun and the Rickenbacker, sort of, anyway - it's implied that there are a few dozen crewmembers left alive by the end of the game (out of the over 1,000 originally on board).
  • Giant Mook: The Rumblers can soak significantly more damage than any other enemy in the game (on Normal it takes up to 15 shots from a fully upgraded assault rifle, with maxed Standard weapons skill, to kill one; at that point most other enemies die in just 1 to 3 shots).
  • Good News, Bad News: Io training facility description, where the good news is that spending the year here will build your endurance, the bad news is the 21.2% fatality rate. If you choose the Marine career, there is another piece of bad news: you have to spend a year with those Navy sissies.
  • Gone Horribly Right: The Many. Shodan wanted to create new life, on her own terms. She got it - and new life decides they were better off without her, just as she decided she'd be better off without her human creators.
    Prefontaine: What's clear is that SHODAN shouldn't be allowed to play God. She's far too good at it.
  • Gratuitous Ninja: Why do the TriOptimum cyborg assassins dress in red robes and use high-tech versions of ancient ninja weapons? Who cares?
  • Gravity Screw: At one point the Soldier has to switch the Rickenbacker's gravity system to proceed further, resulting in an upside-down experience, which leads to one symbolic moment: a church inverted, cross included.note 
  • Grid Inventory: The game features a 3x15 inventory, with a good chunk of it locked by the Strength stat. The higher the Strength, the bigger the inventory.
  • Hacking Minigame: Hacking opens a minigame that requires creating a three-in-a-row in a game of chance.
  • Harder Than Hard: The Impossible difficulty, especially with co-op gameplay (sure, there's more of you, but the amount of supplies available hasn't changed. Now instead of keeping all that ammo or those nanites for yourself, you have to share).
  • Healing Factor: One of the worm implants gives you regeneration, but at a cost.
  • Heal Thyself: Med hypos is a delayed variant. Medkits are instant, but rarer and more expensive.
  • Heartbeat Soundtrack: The background music for the Recreation Deck.
  • Hide Your Children: While it is in no way a stretch to assume there were never any children on Von Braun, there is a sign ("Adult must accompany child") that suggests there may have been once, or may have intended to be.
  • Highly Visible Ninja: Cyborg Assassins, especially those three dressed in red.
  • Hitbox Dissonance: Monkeys can only be hit consistently with the wrench from above is right on top of them (monkeys have Psychic Powers and are the first and most plentiful foe with a ranged attack). An upgrade for the player character's cybernetic OS allows him to execute overhand attacks with melee weapons (a shout-out to the game's predecessor, Thief, which uses the same engine), although this only helps a little and requires not taking other, much more useful, upgrades.
  • Hoist by His Own Petard: Certain weapons can kill you if you don't use them correctly. Heavy weapons such as the Grenade Launcher and the Fusion Cannon are obvious examples. The Viral Proliferator and the Annelid Launcher, however, are more complex cases; if you set them to Human mode instead of Annelid mode, you can possibly die in one hit with your own weapon if you use them the traditional way or get too close with an obstacle or enemy.
  • Human Resources: Both SHODAN and the Many use humans for their purposes.
  • Hyperspace Arsenal: Downplayed. The grid inventory is used here, but you can stack matching ammunition to ridiculous levels (assuming you don't use it at all...but you will).
  • Hypocrite: The Many believe in the wonders of the flesh, and all of their creations and units are some kind of biological monstrosity... except the cyborg midwives, which they make by ripping apart flesh and replacing it with mechanical parts. The in-game explanation was that the Annelid eggs were toxic, which made it impossible for normal humans to tend to them; a cyborg was required for the task. They also use the AI XERXES (and his robots) for various tasks, and plan on using the ship's FTL drive to get to Earth.
  • The Hypnotoad: The Annelids, in their most basic forms. They begin life as fragile eggs, which in turn hatch similarly fragile worms. Their only means of either defense or attack at this stage is their psychic ability to affect the minds of creatures around them in a More Than Mind Control manner. First the other creatures feel strangely drawn to the eggs, with a desire to examine them and understand them, which gives way to a desire to nurture the delicate little creatures and protect them. Eventually, the other creatures are invaded in their dreams and infected by the Annelids, and seek to join their flesh together, that together they may be Many.
  • The Immune: The presence of your cybernetic implants effectively renders you immune to control from The Many unless you die, in which case your corpse is fair game.
  • The Infiltration: Two of OSA career paths: one is a classical infiltrate a criminal organization (via carefully prepared Mind Wipe and Brainwashing even), the other is to attend the Io survival school without anybody knowing to toy with the Marines.
  • Instant Expert: Handwaved with "cyber-modules". There are disclaimers that the skills gained will not usually be retained for very long, except perhaps under a very stressful situation.
  • Invincible Minor Minion: The annelid swarms. They can't be killed; you have to run away from them and wait for them to die.
  • Invisibility: One of the PSI-disciplines allows this. And the Spiders enemies feature an ainvisible variant.
  • Kill It with Ice: Cryokinesis.
  • Killed Mid-Sentence: Malick. He was working on an audio-log before Bronson's men gunned him down. Also Prefontaine.
  • Knight Templar: Bronson. There is a ghost scene where her men are gunning down uninfected civilians who do not approve of the martial law.
  • Laser-Guided Amnesia: The memory restoration process for the Soldier failed and he doesn't remember the time he spent on Rickenbacker and Von Braun. It was intentional.
  • LEGO Genetics: The description of Cybermodules says that they contain RNA info that changes the user.
  • Lightning Bruiser: The Rumblers are quick for their size. Also the Soldier on easy difficulty where the upgrades are cheap.
  • Life Drain: The "SOMA Transferrence" psi-power.
  • Load-Bearing Boss: Killing SHODAN in SS2 will result in the destruction of the faux-Citadel Station, justified because it's her will that changes and maintains the altered reality.
  • Look on My Works, Ye Mighty, and Despair!: Prefontaine, a scientist captured by The Many, studied their biomass and remarked how in mere forty years of evolution The Many conquered the starship, humanity's "mightiest creation". And we didn't even make them; we made SHODAN, and she made them.
  • Madness Mantra: The Hybrids, when not attacking, piteously ponder "We are? We are?" and "What... happened to me?", and when they attack, they either apologetically shout "I'm sorry! Run! RUN!" or growl "You are not one of us!" or "You cannot see!" The Cyborg Midwives are even creepier, walking around talking about caring for "the little ones" and shrieking whenever in combat.
  • Mad Scientist: Well, more of a brainwashed Dissonant Serenity scientist, but Dr. Miller created the midwives.
  • Master Computer: SHODAN and XERXES for Citadel and Von Braun respectively.
  • Match Cut: The intro begins with a narration recapping the previous game, with SHODAN's face fading into the lights of Earth as the narrator says, "SHODAN saw herself as a goddess, destined to inherit the Earth."
  • Mercy Kill: What it basically amounts to when killing those who serve the Many.
  • Mighty Glacier: The Security and Assault robots are big, bulky robots with that move slow, turn slow and are equipped with powerful weaponry.
  • Mind over Matter: Kinetic Redirection allows you pull things towards you.
  • Mini-Game: You can find ROM disks that allow you to play short games on your PDA.
  • Mission Control: SHODAN, who initially impersonates Dr. Janice Polito in...
  • Mission Control Is Off Its Meds: You get hints that something is off when Polito gets increasingly condescending and hostile.
  • The Mutiny: One of the possible Navy tours of duty involves helping a captain to stop a mutiny aboard a space station. In-game, the Many-infected crew of the Von Braun seize control of the ship from Bronson's security forces.
  • My Brain Is Big:
    • Or more accurately, the brain is big because it's the entire body of the Reavers.
    • Also played straight with the psi-monkeys. The entire top half of their skulls are surgically removed to allow their brain to increase in volume without causing crippling pressure on their skulls.
  • Nanomachines: In addition to being the part of cyber modifications, it also acts as the currency in almost post-scarcity-like economy.
  • Never Gets Drunk: The worst the alcohol does is burning some psi points.
  • Nice Girl: Erin Blume, according to the logs, which is the whole reason The Many decides to make her the first cyborg midwife.
  • Nintendo Hard: System Shock 2 can be very unforgiving. Ammo is scarce and guns degrade rapidly, the enemies can be very deadly and tend to respawn near you.
  • No Biochemical Barriers: In one of the logs, a tech mentions that Diego and Korenchkin were so eager to become the first person to set foot on an extra-solar world that they didn't wait for him to finish checking to see if the atmosphere was safe to go out in first. Ultimately, the air was breathable, but everyone might have been better off if it hadn't been, considering what they found there.
  • No OSHA Compliance: Justified. In the backstory revealed by audio logs, it stated that Von Braun had so much corner cutting that the passengers are wondering how the damn wreck is still moving. Even the security system didn't escape cutting corners, if the XERXES singing Elvis Presley songs for hours courtesy of some hacker is any indication.
  • No-Paper Future: The game's economy has nano-based money; the nanites themselves are used directly in the creation of items. Nobody can cheat the laws of physics, thus counterfeiting money is impossible.
  • Nostalgia Level: "Where am I?", the final level, takes place on the first level of the first game, the medical deck of Citadel Station inside SHODAN's memories.
  • Notice This: Items that can be interacted with are highlighted by thin green rectangle if the cursor is moved over them.
  • Puzzle Boss: The finall bos is protected by a shield which you must disable by hacking the three terminals with a high hacking skill or an ICE pick.
  • Ransacked Room: In one of her logs Dr. Polito says that her office was ransacked.
  • Reality Ensues: It's possible to move at incredible speeds using the right upgrades and abilities. However, running into objects or obstacles while doing so will cause damage as the player collides with them at high speed.
  • Reality Warper: The Von Braun's FTL drive functions by breaking down local reality and restructuring it into conditions which allow for faster-than-light travel. SHODAN repurposes it in an attempt to make her godhood quite literal.
  • "The Reason You Suck" Speech: SHODAN spends half the time conversing with you, including the time you are working for her and you are referred to as the Avatar of SHODAN, telling you why you are pathetic, inferior and why you suck.
    Remember... that it is my will that guided you here. It is my will that gave you your cybernetic implants: the only beauty in that meat you call a body. If you value that meat, you will do as I tell you.
  • Research, Inc.: TriOptimum has 1 of 3 divisions dedicated to science.
  • Respawning Enemies: When the alarm goes off, enemies spawn fast enough that it's quite likely one will spawn right in front of you.
  • Red Light District: There is a simulation brothel with performers of both sexes on the Recreation deck. To keep the game within an acceptable ESRB rating, all the holograms are broken by the time you get there.
    • Out with a Bang: A dead crewman with a bottle of alcohol can be found sprawled out on the bed inside the room of one of the male sex holograms. Either he died in the act, or figured he'd spend his last hours during the Zombie Apocalypse in the company of a holographic hunk.
  • Palette Swap: McKay's portrait looks like Malone's, except the shirt is blue, not red.
  • Painting the Medium: "Why do you move so slowly? Do you think this is some kind of game? It is only through luck and my continued forbearance that you're even alive. Now move."
  • Self-Destructing Security: If you trigger an ICE node while hacking open a security crate, you set off a built-in explosive charge, destroying the crate and its contents (and on any difficulty higher than Easy, probably killing you in the blast as well).
  • Set a Mook to Kill a Mook: Through PSI-powers, you can turn enemies against each other.
  • Sequel Hook:
    Rebecca: Tommy... what's the matter, lover? (Voice of the Legion) Don't you like my new look? (cue SHODAN laugh)
  • Shout-Out:
    • SHODAN's shield looks and functions nearly identically to that of the MCP in TRON, being composed of multiple segments rotating in sequence.
    • The Many questioning you about choosing the "Machine Mother" over a fleshy union seems to be a direct reference to Harry Harlow's monkey experiments, especially considering the sadistic experiments performed on the monkeys aboard the Von Braun.
  • Shut Up, Hannibal!: When told by SHODAN that We Can Rule Together, the unnamed player character replies with a deadpan "nah".
  • Soundtrack Dissonance: The pounding techno music that plays when you enter the Med-Sci wing seems made to pump the player up to run and gun. This is all well and good, but by this point in the game the player will not even have a gun, and are fairly weak just starting out. The need to move carefully and be selective at this point can really clash with the action-packed music.
  • A Space Marine Is You: The player character actually joins the military in the beginning of the game. A little Played With though, in that they are not necessarily a literal space marine (though they may well be.) They might also be a navy crewmen, or psi-ops agent, and the player's choice of career will affect the skills they start the game with and the approach they take to navigating the situation.
  • Spoiler Opening: Of a sort. SHODAN's involvement was supposed to be the game's ultra major plot twist, but the fact that she shows up on the box cover completely gives that away. Despite that, The Reveal came very suddenly and completely unexpectedly for most players. Yes, you know SHODAN will be around. No, you never suspect her to be Polito.
  • Standard Sci-Fi Fleet: Von Braun is mix of the Colony Ship and the Science Vessel. UNN Rickenbacker is a heavy destroyer.
  • Star-Crossed Lovers: Tommy Suarez and Rebecca Siddons. He is a crewmember of UNN Rickenbacker run by the anti-corporate military man, she is a crewmember of Von Braun run by the Corrupt Corporate Executive.
  • State Sec: The O.S.A. that trains and controls humanity's Psionics is shown to be one for Earth's government.
  • Status Buff: Various boosters, implants and Psychogenic PSI-Disciplines.
  • Survival Horror: The game is solidly in this genre as it forces you to consider every shot you make, with ammo being scarce and guns breaking quickly. On top of this, the environment of the Von Braun is dark and wrecked with almost everyone being dead, and the enemies are (largely) alien-infected humans undergoing increasing stages of Body Horror.
  • A Taste of Power: Playing as a Marine potentially allows you to start the game with a laser pistol or even a grenade launcher; however, these weapons are in very poor condition and will break fairly quickly, and you also won't be able to find any ammo for the grenade launcher for at least a few levels.
  • Too Many Halves: A probably unintentional example: the booze created by the vending machines is said to be "close to 330 proof". 200 proof would be 100 percent alcohol, meaning any more than that is by definition impossible.
  • Toxic Phlebotinum: The Worm Implant gives nice bonuses, but if it runs out of power or is removed, it will inject you with toxins.
  • Tragic Monster: The Hybrids, who sometimes show that the human side is still aware, telling the Soldier to run away or begging him to kill them.
  • Transhuman Treachery: Even with the brainwashing powers of The Many, there were still some people who joined The Many either because of similar beliefs, were power hungry or wanted to be on the winning side.
  • Universal Ammunition: The game has ammunition that can be used by two guns: Bullets and its variations (The Pistol and Assault Rifle), Prisms (The Statis Field Generator and the Fusion Cannon), Portable Batteries (The Energy Pistol, the EMP Rifle, and Power Armour) and the Worms (The Viral proliferator and the Annelid (Worm) Launcher).
  • Unwinnable by Mistake: The 2 bosses are immune to a good chunk of weapons. The first is immune to energy and melee weapons, while the second boss is immune to melee weapons (sans the Laser Rapier and Psi Amp), and all exotic weapons (but can be avoided by completing 4 hacking puzzles). If you are melee/energy weapons only, you are screwed. On hard/impossible, it's possible to have insufficient cyber modules to get research, despite SHODAN giving you the necessary cyber modules, but thankfully you can find a implant that increase your research skill and get around this.
  • Where It All Began: The final level is a simulation of the first level in the original System Shock.
  • The Worm That Walks: Hybrids are partially comprised of worm-like symbiotes that have replaced certain organs, and replicated the functions thereof.
  • Zombie Apocalypse: An Alien Zombie Apocalypse - at least in the early game, when most of the enemies are Hybrids.

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