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"As earth expands in this sector of space, different corporations are establishing colonies on uninhabited planets. They do everything from creating vacation resorts, to mining exotic ores, to terraforming. We in the Terran Colonial Authority patrol between the planets to keep the peace. The corporations try to get away with a lot out here, and they hire mercenary forces to help them get their way. We often find ourselves fighting the mercs to defend civilians who work for their own corporation. If we run into something we can't take on alone, we call in the marines."
John Dalton

Unreal II: The Awakening is a First-Person Shooter game developed by Legend Entertainment and released on February 3, 2003 for PC and February 10, 2004 for Xbox. It's the fourth full entry in Epic Games's Unreal series and the sequel to 1998's namesake game.

The player takes the role of John Dalton, an ex-marine "space marshal" on a ship maintained by a small crew: Aida, his stripperiffic first officer; Isaak, his gruff weapons expert/engineer; and Ne-Ban, his alien pilot. He's sent on a mission to find various ancient artifacts of extreme power, which are also being hunted by various other factions and races. As the story unfolds, Dalton uncovers even more dark secrets, one of them tied to the leader of the organization he's working for.

The game focuses on more story-driven, setpiece-laden linear levels and lots of character interaction, as well as pitting you against humans for most of the game, with the only link to the original being a few cameos and battles against the Skaarj and armored versions of them, called Mecha Skaarj, in the first two levels and the second-to-last level of the game. Its main contribution to the series' lore is the introduction of the Axon and Izanagi corporations as counterparts to Mega-Corp Liandri. Its place in the Unreal timeline is set between Return to Na Pali and Unreal Tournament.

As for the gameplay side of things, the game ditched the multiplayer mode (as it overlapped with the concurrent Unreal Tournament 2003 and Unreal Championship on PC and Xbox), and its weapon roster was renewed, with many of the Unreal mainstays being replaced by different counterparts, to say the least. Movement was also closer to modern FPS of the era rather than Unreal's usual "wackiness". As a result (and as a consequence of the last-minute trims), the game felt more like an average and somewhat derivative First-Person Shooter even for the time, and wasn't well received.

In July 2003, a multiplayer-focused Expansion Pack to the game, called Unreal II XMP (short for Expanded Multiplayer) was announced. XMP is a class-based gamemode where each team has a base with two Artifact Nodes on them. The objective, thus, is to bring these nodes to the team's own base, or capture the energy generators spread throughout the map. This game also introduced vehicles, the three of them being the one-man Raptor, the tank Juggernaut and the multi-man vehicle Harbinger. Unlike the main game, this official addon was well received, and future games of the series would include at least one gamemode based on this template.

On December 14th, 2022, Epic Games pulled off from both Steam and Good Old Games the digital distribution of the Special Edition bundle, which had the base game as well as the XMP addon, thus the game, outside of auction sites, can't be bought legally any longer.

Followed chronologically by Unreal Tournament 2004 on PC.

Tropes found in this game include:

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    Main game 
  • Abnormal Ammo: Many of the game's weapons, especially those from the alien races, feature weird ammunition.
  • Absurdly Short Level: Several.
    • The initial level, "Avalon (preface)", is about Dalton receiving a briefing of the situation and then departing to either the first planet or the Video Game Tutorial.
    • The "Atlantis" intermission levels usually consist of Dalton going through the ship, receiving the briefing from Aida, and then departing to the next mission. However, the ship itself holds countless of easter eggs and key conversations for both the main plot and Character Development, as well as some cutscenes depending which levels have been finished.
    • "Polaris (Entrance)" is only a mid-sized passage leading to a cargo room with several Elite Mooks.
    • The first level of NC962VII (Suspicion) is just Dalton entering into the base in order to recover the last Artifact. Likewise, the final level of the planet (Solitude) is just a big dome, but in this case it holds one enemy: the Drakk Caretaker.
  • Arm Cannon: The singularity cannon was part of the arm of the Tosc, until you sever the first one and surprisingly be able to use it.
  • Awesome, but Impractical: The Spider Gun/Leech Gun/Spore Cannon. Its primary fire launches a blob towards an enemy target that explodes into a bunch of small Araknids distracting them. The alternate fire launches a spore into a surface from which many spiders spawn once an enemy target comes close. There's also a tertiary fire mode where shooting a spore with blobs will cause the spore to grow in size and a Medium Araknid to spawn from it, following its shooter and protecting them. Sounds awesome, isn't it? There are many problems, though: the small spiders do pitiful damage, and the Medium Araknid is quite weak and goes down as quick as it spawns. As a result, the weapon becomes quite situational and its utility is quite limited, to the point it doesn't appear as a proper weapon in the XMP gamemode nor has a dedicated ammo box in botmatches. The Xbox version even cuts the tertiary fire, limiting its use even further.
  • Bee-Bee Gun: The biomass ejaculator, a gun that shoots spiders. And yes, it's officially called an ejaculator tube.
  • BFG: The Tosc Singularity Cannon. Anything in it's path is warped into the micro-black hole. In fact, if you use it while the console is up, it claims the target has been sent "to a dimension beyond".
  • Big Dam Plot: Inverted with the Severnaya mission, where the Player Character must destroy the dam, rather than prevent someone from destroying it.
  • Blatant Item Placement: The game mostly keeps stuff in their logical places such as armories, but some items are placed in unlikely places. Two of the biggest offenders are Acheron and NC962VII:
    • Acheron is a living planet being mined and terraformed, but the trope comes into play once Dalton uses the elevator to go through the planet's innards in order to obtain the artifact. During this whole segment, there are items scattered all across the, well, corridor.
    • NC962VII (the Drakk home planet), is a place located in what looks like another dimension (the beginning of this series of missions even involve Dalton losing communication with the Atlantis). Alien Geometries abound, though for some reason, it still obeys the same laws of physics. Across the levels taking place in this planet, Dalton can find ammunition for each and every single of his weapons.
  • Body Armor as Hit Points: Averted, unlike the previous games, despite entirely focusing on energy shielding for personal protection. The level of your shields affects their effectiveness. At full shields they'll absorb 100% of any damage you take, but below 90% or so you start taking partial damage to your health with the shields only absorbing a percentage of total damage, which gets lower and lower as your shields dropped (e.g. at 50% shield strength your shields would absorb less than half of the damage of a hit). It's not uncommon, assuming you grab no health or shield pickups across a level, to die with with your shields still at 33% or more.
  • Boom Stick: The Izarians use the Shock Lance, a spear capable of projecting energy bolts. Dalton can pick one up and use it, but it's heavily neutered at first since the Skaarj are savvy enough to not give their slaves too much firepower; after he brings it back to the ship, Isaak removes its power limitations and it becomes a pretty awesome weapon.
  • Breaking Old Trends: During the early games, the Rocket Launcher had two firemodes that launched either up-to-six rockets (in spread or spiral formation) or grenades. This game broke that trend with the Hydra Rocket Launcher, which can launch either one big rocket, or the rocket itself splitting mid-path into up to four subrockets, each dealing less damage.
  • Chekhov's Gunman: The Kai. They're a docile species that performs menial tasks for humans. By the end of the game, they are revealed to contain the DNA of the Tosc, the creators of the artifacts.
  • Color-Coded for Your Convenience:
    • The levels involving Izanagi and Liandri troops often have different colors for the different classes. Izanagi light ghosts are green, while their mediums are colored yellow, for example.
    • Various non-Liandri- and non-Izanagi-affiliated individuals have different colored clothes or aesthetics, depending on the environment. The Marines wear red in lush areas, and blue in cold environments.
  • Continuity Nod: The assault rifle and rocket launcher are based off of the same weapons found in Return to Na Pali, though with radically different designs.
  • Continuity Snarl: In this game we are told the Skaarj are socially highly fragmented and disorganized and often at odds with each other. The Skaarj uniting behind a single cause or leader is virtually unheard of. This directly contradicts the Skaarj in the first game, where they were all united in opposition towards you in standard FPS fashion (they even had a Skaarj Queen controlling everything), and the Skaarj in the backstory for UT2004, where they united without issue to fight a massive interstellar war against humanity (able to work together well enough to bring the fight to Earth's doorstep before humanity caught a break).
  • Convection, Schmonvection: Some levels feature lava, and it doesn't hurt you unless you fall in.
  • Crapsack World: Many of the planets visited by Dalton are overrun by Skaarj or elite forces from any of the companies.
  • Creator Cameo: Many of the non player characters names are references to Legend Entertainment's programmers and artists.
  • Crosshair Aware: The Drakk robots will track the player with a laser, and then zap whatever is painted by it.
  • Darker and Edgier: Compared to Unreal Tournament 2003 and 2004, although still Lighter and Softer than the first Unreal given you interact with various personalities throughout the game.
  • Dead Guy Puppet: In the Sanctuary mission, this is how the Izarians are introduced: Dalton has just entered the facility, witnessed a Liandri operator getting mauled, and went through a corridor after witnessing a creature. In the next room, an Izarian is using his Shock Lance to play puppet with another dead Liandri operator.
  • Degraded Boss: The Heavy Skaarj at the end of Sanctuary, the first planet, becomes more common in Avalon (near the end of the game).
  • Dialogue Tree: Whenever Dalton rans into someone who isn't about to die or trying to kill him, he can talk to them, and dialogue is divided like this.
  • Did You Just Punch Out Cthulhu?: Granted, after the first, you take down Tosc regularly with a single shot from the Singularity Cannon, which was Tosc's arm, so it's a case of Hoist By Its Own Petard.
  • Difficult, but Awesome: The Shark Rocket Launcher, after Isaak upgrades it. It allows you to target up to four enemies before the rockets are loaded. However, targetting up to four enemies is hard, and ammo for the weapon is scarce. It works better on bigger, evasive targets.
  • Dismantled MacGuffin: Dalton spends most of the game traveling from planet to planet picking up pieces of an Ancient Artifact. When the artifact is finally assembled and used, see Eldritch Abomination below.
  • Downer Ending: Although Dalton managed to avenge the death of his crewmates, destroy the artifacts, and kill the Tosc, the last we see of him is him drifting into space in an escape pod, all alone, watching the final words of his late crew recorded in the burst transmission. It's also left unclear if all the Kai in the universe are turned into the Tosc, not just the ones in the Dorian Gray spaceship that was just destroyed. However as the game somewhat still counts as canon, it seems like both the Tosc and the Kai didn't appear anymore and the rest of the world goes back to the business of Mega-Corp-sponsored war tournaments.. And if that isn't enough, the death of Ne'Ban has all of the potential to spawn into a conflict of its own.
  • Eldritch Abomination: The artifacts you collected, after assembled, turns a silent, voiceless, servant race called Kai into a hulking four-legged mass with an arm that shoots black holes called the Tosc. After you managed to sever the arm of the first Tosc and eliminate the Tosc with the Singularity cannon, it turns out that all the Kais are turning into Tosc.
  • Eleventh Hour Super Power: The Singularity Cannon dropped from the Tosc, (and capable of killing one instantly) although every Tosc has one too.
  • Emergency Weapon: The Dispersion Pistol (the "Popgun") behaves more or less the same as it did back in Unreal. You always have it as an emergency weapon, it recharges energy infinitely but has a lower-than-average rate of fire and relatively slow projectiles, and you can perform a charged shot with it. The one key difference is that the Popgun doesn't have upgrades like the Dispersion Pistol, so it remains permanently in the Ranged Emergency Weapon function.
  • Energy Ball: The Shock Lance's secondary fire, an EMP blast that travels forward in ball form.
  • Escort Mission:
    • In Janus, you escort a Jerkass Axon scientist, who won't give you the artifacts until he's safe.
    "Here you go. Just kidding. The second I give you it you're going to leave me here to die. So you get me safe and I'll give them to you."
    • In the "Swamp" mission you escort a pair of crashed Marines from their crashsite to the evacuation point.
    • In the second mission of planet Hell, you need to escort a scientist in order to clear a fire. He is killed in a scripted event
    • In the last levels of planet Janus, you need to escort another scientist to the rooftop of a building.
    • Finally, back in a Skaarj-overrun Avalon, at one point you're tasked with defending a tech from the rooftop of the building you've started the game in while he tries to restore power to the area.
  • Evil Versus Evil: Multiple opposing factions are after the artifacts, including Izanagi, Liandri, the Skaarj, and the Drakk.
  • Evolving Weapon: Many weapons, after Isaak tweaks them.
    • The Grenade Launcher gains new grenade types over the course of the game.
    • The Shock Lance is useless at first. Once Isaak takes the limiter off, it's a lot more powerful.
    • The Drakk Laser Rifle initially lacks an alt-fire (explained because Isaak was still looking for inspiration), but gains one in the penultimate mission.
  • Expy:
    • The Kai happen to be just like the Nali, a peaceful race.
    • The Izarians, who are the new slaves of the Skaarj, are very similar to the Krall.
  • Faceless Goons: The NEG space marines and the Izanagi mercs(when they're wearing a helmet at least).
  • Fission Mailed: Two instances:
    • The first one happens in the Sulferon mission. It's impossible to prevent the destruction of the computer with the secret Izanagi data, no matter what steps the player takes to prevent it. This is because its destruction is necessary to trigger the second part of the mission.
    • Also on the last Avalon mission, you may have done everything good on your end, but even then, that doesn't prevent the TCA Atlantis destruction and the death of Dalton's crew.
  • Foreshadowing: There are various scenes throughout the game that hint at the artifacts' true purpose.
    • The Araknid outbreak on Hell was caused by running one of the artifacts through a beam, which caused them to mutate.
    • The Kai on Janus hangs onto the artifacts and doesn't let them out of his sight. Turns out, there's a reason for that.
    • Various characters mention that the artifacts are invinicble.
  • Genius Loci: One of the planets, Acheron, is practically a sentient entity.
  • Giant Mook/Heavily Armored Mook: Heavy Soldiers. Used by all human factions as well as the Skaarj, they wear a 7-foot tall suit of Powered Armor, have strong shields and armor, and are armed with rocket launchers and flamethrowers. The Skaarj version also fires explosive, heat-seeking energy balls. The flip side is they're quite slow.
  • Great Offscreen War: The Strider Wars, which Aida served in.
  • Hitscan: All kinetic weapons: the assault rifle, the "widowmaker" rifle and the magnum. The one exception is the cluster of bullets the assault rifle shoots on Secondary Fire.
  • Hive Queen: The Araknid Queen, and the Drakk Caretaker. (The last real boss you fight, although there are a couple levels after it)
  • Hold the Line:
    • The mission "Swamp" in Sanctuary requires you to fend off a bunch of Izarians and Medium Skaarj coming in waves until a dropship appears to pull both you and the crashed Marines out of the planet.
    • The "Kalydon" mission requires you to enforce the trenches and fend off the attacking waves of Liandri angels using deployable turrets and field generators.
    • The second half of the "Sulferon" mission requires you to organize a squad of four Marines in order to defend a tech who's repairing damaged equipment inside.
    • The end of the missions on Janus has you fending off Liandri forces with a bunch of Marines while you protect a scientist who's repairing the communications antenna. This one is a combination of the Kalydon and Sulferon defense sequences, as you both make use of deployable equipment and give orders to Marines.
    • The end of the Avalon mission after all the pieces are collected has you fending off waves of Skaarj with a group of Marines.
  • In Name Only: The setting is very similar to that of the first game, and the Skaarj reappear as one of the enemies in this game, unfortunately, the similarities end there. Very few of the enemies and weapons from the first game actually appear in this sequel, and the gameplay here is so vaguely like that of the first game, that if this game went by a different title and had nothing to do with Unreal, it wouldn't make that big of a difference.
  • Intermission: At least in the PC version, the TCA Atlantis segments serve as breaks between planets/chapters, often serving as the players' getting up to speed regarding their next mission and the weaponry they collected, as well as getting to know more about Dalton's crew of Ragtag Bunch of Misfits.
  • It Has Been an Honor: The final words of Aida to John, on behalf of the entire crew.
  • Jerkass: The scientist on Janus who you've been tasked with rescuing; he spends pretty much the entire mission berating you with incredibly petty slights while you're busy protecting him from bloodthirsty mercs.
  • Justified Tutorial: There's an optional tutorial which is given to you by Sector Commander Hawkins in the very first level. Should Dalton take the offer, he'll proclaim "I could use a refresher", and the next level has him going through the TCA Tutorial Course under the guidance of Raff, where he learns the basics of movement, some weapons, and ends up with a repeatable 1-on-1, 5-frags Deathmatch fight against Raff's hologram form.
  • Kill the Lights: In a Call-Back to the first game, in the first mission, "Elara V: Sanctuary", John Dalton is going down in an elevator when it suddenly stops in the middle of the trajectory, then the lights go out, and a Light Skaarj falls from above, damaging the counterweights and sending Dalton plummeting to the lower floor.
  • MacGuffin Delivery Service: Aida lampshades that, if the Dismantled MacGuffin forms a dangerous galaxy-threatening superweapon, why the heck is he collecting all of it's pieces instead of just taking the 3 or 4 pieces he has already and dropping them down a black hole? Sadly, Dalton is a military man through and through, and replies that orders are orders.
  • Make My Monster Grow: In Hell: Disclosure, when reaching the biological laboratory, you find out the large spiders you encountered so far used to be the smaller spiders, but some yellow energybeam allows them to grow supersized. Some other animals caged up in the lab will also walk through the beam and become gigantic if you set them free.
  • Mecha-Mooks: The Drakk.
  • Mega-Corp: The main companies from the Tournament/Championship games (except Phayder) are involved in the game's conflict. This game also introduces the Axon and Izanagi corporations alongside Liandri to the Unreal world.
  • Mle Trois: The different enemy factions are coded to be hostile to each other (as can be seen if you use the console to spawn in a bunch of them), but this almost never comes up during normal gameplay since they almost never appear in the same level. The only notable exception is a couple brief fights between Izanagi mercs and the Drakk units they've inadvertently awakened in one of the later levels.
  • Mid-Boss:
    • The planet Sanctuary features a Heavy Skaarj as the last opponent.
    • The planet Hell features the Araknid Queen (Heavy Araknid).
    • The planet NC962VII features the Drakk Caretaker (Heavy Drakk).
  • Misbegotten Multiplayer Mode: Inverted. While the game is SP-oriented, it had so many weak points, you'll be pardoned if you thought it was an afterthought at best. The official multiplayer addon, XMP, on the other hand, although online-restricted, not only featured a solid gameplay, but also laid the foundations for what would became the Onslaught and Warfare modes, as well as properly introducing vehicles and player classes into the Unreal universe. It says a lot that, while Unreal Tournament 2003 and Unreal Championship had a very short lifespan (with both being eventually replaced by UT2004 and UC2 respectively), the U2XMP community was still around when Unreal Tournament III was released.
  • Mook-Themed Level: Planet NC962VII is the homeworld of the Drakk, and as such it contains Alien Geometries and advanced tech buildings, and the most common enemies are the different Drakk drones and combat units.
  • Number of the Beast: The Black Hole Gun starts with 666 ammo.
  • Oddly Named Sequel 2: Electric Boogaloo: Unreal II: The Awakening.
  • One-Winged Angel: See Eldritch Abomination above.
  • Painfully Slow Projectile: The Shock Lance's secondary fire, to the point that it's extremely hard to hit it with the primary fire.
  • People Jars: The Drakk's specialty, with a healthy side of Nausea Fuel due to bizarre, nonsensical experimentation.
  • Plot Coupon: The pieces of the Artifact of Doom.
  • Powered Armor: Mostly everyone has it, and it isn't exactly top-notch protection.
  • Ranged Emergency Weapon: the Dispersion Pistol even described as such.
  • Scenery Porn: In spite of its many engine problems, the game still features awesome landscapes, especially now that Dalton visits many planets.
  • Secondary Fire: All weapons have it, like in the first Unreal:
    • The Dispersion Pistol is a Charged Attack.
    • The Shotgun is also a spread attack, but with incendiary properties.
    • The Flamethrower spreads unignited napalm.
    • The Magnum Pistol is a three-shot burst.
    • The Hydra Grenade Launcher switches its ammo.
    • The Shark Rocket Launcher allows up to four targets to be pinpointed; after releasing the trigger, the rockets seek their targets.
    • The Widowmaker Sniper Rifle's is a zoom function.
    • The Shock Lance launches a slow-moving energy ball.
    • The Spider Gun/Leech Gun/Spore Cannon/Biomass Ejaculator launches a spore to the ground that unloads small spiders who attack an enemy.
    • The Drakk Laser Rifle is a stream of energy.
    • The Takkra launches itself in "defensive mode", shooting enemies who hit the player.
    • The Singularity Cannon is the only exception, having no alternate mode to speak of.
  • See You in Hell: Literally. Ne'Ban, who doesn't speak English very well, tells you he is on a course for Hell, because your mission officer Aida told him to go there. Then you go and talk to the Aida, who casually tells you that your next mission is on a frozen moon called "Hell". Later, when Dalton jokes about Aida making him sweat, she tells him to go to Hell, he responds, "Already there, toots."
  • Send in the Search Team: Dalton is this in some missions, most notably the Sanctuary mission.
  • Shoot the Medic First: The best tactic against the Drakk.
  • Shout-Out: Shares a page with the rest of the series.
  • A Space Marine Is You: The entire game, with the sole exception of the characterization of the main characters (technically you and your crew are more like the Space Coast Guard, but pretty much play like a Space Marine). It's somewhat of a running gag of Dalton complaning about how he should have been one.
    Marine: Hell, Dalton. You should have been a Marine.
    Dalton: Don't get me started.
  • Space Police: The Terran Colonial Authority.
  • Spin to Deflect Stuff: The MechaSkaarj have the ability to deflect bullets with their claws, reducing the vulnerability to rapid-fire weapons they displayed in the original Unreal.
  • Standard FPS Guns: Defied, many of the later weapons are unorthodox (such as deployable force fields, a Spider Gun that shoots colonies of spiders, and Drakk Takkra that can turn into insectoid drones or spherical attack drones) and even early guns have secondary function.
  • Stripperiffic: The Heavy Liandri units appear to be completely naked inside Powered Armor that includes a transparent bubble canopy.
  • Swiss-Army Weapon: The Hydra Grenade Launcher is capable of launching six different types of grenades and capable of employing timed or impact fuses.
  • Unique Enemy:
    • In the Acheron mission, after grabbing the artifact, you have to escape while evading mindless floating Spores.
    • The Mini Mukhogg and Piratas are only fought in "Hell - Descent". The normal-sized Mukkhog is the only one encountered. A friendly one appears in "Hell - Disclosure" however.
    • The Snipes are only encountered as enemies in Na Koja Abad.
    • In the penultimate map of the Drakk Homeworld mission, there is a Skaarj with a human male's head that is trapped inside of a bubble cage. If you press a button to zap it a few times, it will break out and attack you.
  • What Does This Button Do?: Asked almost literally word for word by Ne-Ban when he tries to help fix the Atlantis on Kalydon.
  • Unorthodox Reload: The Drakk Laser Cannon requires a new Drakk insectoid to take control of the capsule.
  • Unwanted Assistance: During the Kalydon mission, Ne-Ban keeps trying to help Isaak fix the Atlantis, but only ends up making things worse.

    Expanded Multiplayer mode (XMP
Tropes exclusive to the XMP gamemode.

  • Alien Geometries: The level XMP-Lowlands include weird alien flora and fauna and completely new cannons which are almost never seen in other levels.
  • Batman Can Breathe in Space: One of the levels, XMP-Freefall, takes place in an asteroid belt. There are no vehicles to speak from, only hackable turrets. None of the class models have anything resembling an oxygen tank.
  • Breaking Old Trends: XMP introduced vehicles, big maps with focused objectives and player classes with their own loadouts to the series. Vehicles would also appear in Unreal Tournament 2004 and Unreal Tournament III, these games also feature a gamemode with big maps and focused objectives (Onslaught and Warfare, respectively), and Unreal Championship 2: The Liandri Conflict's proto-Hero Shooter style of gameplay would feature player classes with their own (both individual and race-based) loadouts.
  • Capture the Flag/Gotta Catch 'Em All: The gamemode could be described as a mix of CTF (where you need to steal a pair of MacGuffins from the enemy's base while keeping your own) and Domination (with the Generators).
  • High-Altitude Battle: Half of the level XMP-Alcazar takes place atop of the two bases. These bases are connected by way of a high bridge. Falling is NOT recommended.
  • Strategic Asset Capture Mechanic: There are hackable devices such as doors, turrets, vehicles, deployment points and energy generators. Generators are key to powering your own team, you don't get to use most of the advanced features of the mode if your team doesn't have enough energy to sustain it. Deployment points are your typical spawn points, except that they can be hacked by any team any time, provided, again, that they have enough energy to sustain the hacking.
  • Tank Goodness: The Juggernaut is a slow-moving tank.