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Don't you cry no more. It won't save you.

Carrion is a Retraux-style Metroidvania horror game in which the player is put in the role of an amorphous Eldritch Abomination seeking to escape a mysterious research facility. Published by Devolver Digital and developed by Phobia Game Studio (consisting of handful of Transhuman Design fellows that previously did BUTCHER), the game was released on PC (Steam and Windows 10 Store), Xbox One and Nintendo Switch on July 23, 2020.note 

As part of the Deluxe Edition, a prequel comic was released providing exposition on the creature's origins and Relith Science — the organization researching the entity.

A free Christmas-themed DLC titled Carrion: Greatest Time of Year was released on PC on Christmas Day 2020 and on Xbox and Nintendo Switch on March 29, 2021.


This videogame provides examples of:

  • Ability Required to Proceed: Several of the level entrances from the Frontier require another unlocked ability from an earlier level to access, such as Photokinesis from the Botanical Gardens to bypass the sensors guarding the door to the Leviathan Reef Base. Areas with containment units likewise usually require abilities from later levels.
  • Airborne Mook: There are two different kinds of flying Attack Drone enemies. The first has a multidirectional laser sight that allows it to shoot in several directions plus an electric barrier that defends it from a single angle. The second type is far weaker with only a melee attack, but is spawned in numbers from a Drone Deployer machine.
  • All Webbed Up: The very first special ability gained is Arachnoptysis, which allows the Monster in its smallest form to shoot webs that immobilize enemies as well as push/pull switches. It's especially handy against the flying drone swarms, as it will disable their Collision Damage.
  • All There in the Manual: The prequel comic released as part of the Deluxe Edition fills in a lot of the blanks regarding the entity's origins and how it came to be stuck in a lab under Seattle.
  • Ambiguous Situation: It's never established one way or the other whether the Monster originally had the abilities it gets from biohazard containers, or if they were genetically engineered into some of its harvested biomass for some unknown purpose...
  • And Now for Someone Completely Different: The Monster's flashbacks put the player in the role of humans and give the Monster backstory.
  • Anti-Villain: The Monster, arguably. All it wants to do is escape from the facility that held it prisoner and tormented it, and the humans just won't let it. However, it is unclear what it intends to do upon escape.
  • Armor Is Useless: Averted. Human enemies with armor can take more damage than unarmored humans and cannot be ripped apart or eaten, but are still vulnerable to blunt force trauma or drowning. Armored 'Mechs also have armoured plating and have to be peeled open to get at the pilot inside. The Monster is also able to grow keratinous armor to make itself bulletproof and bomb resistant eventually.
  • Artificial Stupidity: The scientists will run away from you even if that means running directly into a pool of water. Which they will instantly drown in.
  • Artistic License – Geography: The city that the lab/prison complex is under is pretty clearly Seattle, judging from the Space Needle featuring prominently on the skyline. With that in mind, the underwater base sections are at least plausible, but nearly every other location in the game is a hot mess. Ancient stone temples? A tropical rainforest? A desert? CAVES?! None of these things could be near Seattle, let alone under it. However, this could be Justified if the Tunnel Network connecting each section just happens to be particularly vast.
  • The Assimilator: Any human devoured by the Monster is added to its biomass, making it larger and increasing its health.
  • Attack Drone: Two of them, both of which serve as Airborne Mooks. The first type is capable of shooting the Monster and creating a force field, while the second damages the Monster on contact and can be spawned in numbers by a Drone Deployer machine.
  • The Bad Guy Wins: The ending has you as the Villain Protagonist shapeshift into a human and escape into the city, free to feed on humanity. The name of the music track? "The End As We Know It".
  • Bio-Augmentation: Upgrades take the form of one of the Monsters' cysts that the scientists forcibly split off and did science to. Reabsorbing the cyst allows the Monster to perform new actions.
  • Blob Monster: The Monster is a shapeless mass of tentacles that can fit into very narrow tunnels. It can also divide itself to send out "scouts", among other tactics.
  • Bloody Horror: The Monster constantly bleeds, and eating people flings around weltering spouts of gore. You can actually track where you've been by the blood trail you leave. At least, until you leave the level, that is.
  • Body Snatcher: One mid-game power is the ability to possess intact human bodies (living or dead) and use them to walk around, throw switches, use firearms, and pilot security mechs.
  • Borrowed Biometric Bypass: Hand scanners reject the Monster for understandable reasons, and using Parasitism to hijack a human to use it for you likewise doesn't work, as the scanner can detect the infestation. The Monster's final upgrade allows it to fully assume the form of the first human that encountered it, and in this form can fool the scanners, gaining access to the outside.
  • Brought Down to Badass: The humans have separated much of the Monster's DNA into several DNA capsules, causing it to lose most of its abilities and maximum mass. One of the Monster's goals is to find them and regain its capabilities. Despite this, even a starting Monster is a force to be reckoned with, capable of throwing around and tearing apart humans like nothing.
  • The Can Kicked Him: Drawing influence from horror movies, people sitting on the toilet are easy targets to either be eaten or, in some cases, taken over via parasites. Most significantly, the first victim of the Monster is also on the toilet while doing so.
  • Canned Orders over Loudspeaker: The game has no spoken dialogue, but the spirit of the trope is provided by billboards of crawling text delivering announcements, warnings or orders to employees.
  • Chest Burster:
    • If the Monster is using Parasitism on an unarmored human, it will end Parasitism by exploding out of the hapless victim's body. This can be used to bypass obstacles and set up ambushes.
    • In one of the flashback sequences, the human you play as is eventually outed as being possessed by the Monster. The last few seconds show the Monster bursting from the human's body as it's being fired upon.
  • Christmas Episode: Carrion: Greatest Time of Year, a free DLC level where the outside is a snowy late evening, sparse Christmas decorations are scattered around the facility, and the enemies are clad in winter gear. One text billboard found in the level wishes everyone (even "the giant tentacle monster") a Merry Christmas.
  • Collision Damage:
    • Enemies with electrical shields will quickly shred the Monster's health upon constant contact with said shields.
    • The small flying drone enemies deal damage to the Monster on contact, making melee combat with them a risky affair. This makes shooting webs at them to immobilize them one of the better tactics.
    • Throwing objects at people (or people at objects) is a great way to do damage, as it bypasses shields on military enemies and knocks them down temporarily, which can be used to grab them before they recover.
  • Combat Tentacles:
    • The Monster's primary means of attack and locomotion.
    • The primary attack for the largest form is to shoot out spiked tendrils which reel in anything they grab.
  • Cosmic Horror Story: Heavily implied by the ending. The Monster has learned to perfectly mimic humans and escaped the base; anyone who knows about it, its capabilities, and the danger it poses is presumably dead; and the music track playing is called "The End As We Know It", likely meaning humanity will now be easy prey to the Monster. The twist is YOU play the Monster.
  • Cruel and Unusual Death: You can inflict these by the dozen, pulling off the heads of hapless, unarmed scientists, ripping them in half, yanking them into the water to drown, infesting their bodies and exploding out of them in bloody confetti, or rolling over them with sharp spines of keratin. Wearing heavy body armor does not prevent the guards from being reduced by you into hamburger inside their suits by either getting chewed up or flung around violently, all it does is prevent them from splattering completely and getting eaten.
  • Defend Command: The Keratosis upgrade for the largest size makes the Monster grow a hardened outer shell when you hold the corresponding button down. This allows it to consume energy to soak up damage rather than losing health. With this, it's possible to survive explosive attacks that would otherwise kill it in one hit.
  • Deflector Shields: Soldiers and heavy drones come equipped with a single-direction energy shield that will zap the Monster on contact, which includes webbing and tendrils that carry the current back to the mass. To grab these enemies, the creature will need to attack from another direction or strike before the shield is raised. The shield doesn't block projectiles or gunfire from other enemies, and the Monster's spike powerup in the middle and largest form can roll right through the shield.
  • Discard and Draw: The Monster has three forms depending on how much biomass it has, and each of the three forms has different offensive and defensive abilities. The Monster can choose to split off its biomass into inert cocoons in order to shrink to a smaller form if it's too big to use a required ability, then return and reabsorb the cocoon after opening a path.
  • Door to Before:
    • A number of levels have DNA capsules that grant the Monster a special ability which will allow them to remove or bypass an obstruction blocking the way back to the entrance of the area.
    • Certain Save Points will break open the ground or nearby structures, often opening an area back to the previous one for easy access.
  • Drone Deployer: One of the possible enemy structures is a Mook Maker that spawns flying drones that deal Collision Damage to the Monster. It has a limited amount of drones within, and oftentimes you need to exhaust its supply to move on to the next area.
  • Elaborate Underground Base: The Complex is very large.
  • Evil Is Visceral: The game involves a fleshy, constantly bleeding, multi-eyed, betentacled mass of a monster that kills any human that stands in its way of escaping its underground prison. The twist is that you play as the monster.
  • Fire/Water Juxtaposition: Fire is associated with the humans in their flamethrower weaponry, and flames will quickly burn and kill the Monster if it doesn't find water to put it out. Water is associated with the Monster, who not only can deposit biomass in the pink organic liquids, but also gains the ability to transform into a wormlike swarm to bypass small gaps while underwater. The Monster is also first encountered by humans as an inert biomass in a pool of organic fluid, as shown in the flashback.
  • Flashback B-Plot: The creature can access three devices that follow the story of its own discovery by a scientist and its attempt to escape masqueraded as the scientist afterward.
  • Fragile Speedster: Combined with Glass Cannon. The Monster is easily capable of very fast travel and swinging around like Spider-Man. However, even handgun bullets will reduce its health to nothing fairly quickly.
  • Gatling Good: The Mini-Mecha enemies are equipped with a minigun. It needs a second or so to spin up after the mecha's sensors have locked onto the monster, but it tears the monster's flesh apart fast.
  • Genius Bruiser: The Monster is not only fast and deadly, it is also smart enough to activate switches, open doors, utilize nuclear power cores to activate machines, and even pilot mechs via a bodysnatched human.
  • Glass Cannon: Combined with Fragile Speedster. The Monster is strong enough to rip doors off their hinges and toss humans around like ragrolls, but bullets will shred through its health rather quickly.
  • Gorn: Considering you play as a horrific monster that sprouts Combat Tentacles with spikes as it gets bigger and violently consumes/brutalizes humans with its many mouths, and constantly bleeds on any surface it touches, along with infesting more and more of the facility with its biomass... yeah. Even with it having a Retraux art-style, it can still get pretty horrible and messy at times.
  • Grievous Harm with a Body: Humans can be brutalized, dismembered, or otherwise disrupted with the bodies of their fellows under the appropriate circumstances.
  • Guide Dang It!: One of the optional containment unit puzzles hinges on you knowing that you can use the webbing power to recharge energy from junction boxes, which is never explained or needed elsewhere in the game.
  • Half the Man He Used to Be: The monster's favorite method of killing humans seems to be just ripping them in half at the waist.
  • Harmless Electrocution: Zig-zagged. Grabbing one of the junction boxes scattered around the Complex will make the Monster smoke a little, but will recharge your energy without damaging your health. It won't even harm the Monster when it's in water as it does so. On the other hand, many enemies sport electrical Deflector Shields which do hurt. An environmental hazard that only appears in Greatest Time of Year is electrical panelling that instantly kills the Monster when touched.
  • Heavily Armored Mook: Security Guards have body armor that prevents your usual method of ripping people in half and devouring the pieces. They have to be... tenderized to kill them. Thanks to their sturdy armor, the Monster is also unable to reduce their bodies into bite-sized chunks to eat. However, this does let the Monster possess them even after they're dead.
  • Hoist by His Own Petard: The Monster can occasionally use the humans' weapons against themselves. Most notably, the Monster can take control of one of the guards and use their weaponry to take out other humans. Heck, it's even possible to use the controlled human to pilot mechs and kill other humans. The Sticky Bomb launcher can also be used by the Monster to kill the humans in one of the levels.
  • Hub Level: The Frontier is the main area and allows the Monster to access the other levels in the game, provided that it has the abilities to bypass the obstacles blocking access to them. One room in particular, found after progressing through all the other levels, contains all the level progress billboards, letting you quickly check on which areas haven't been fully explored.
  • Humanoid Abomination: The creature becomes able to assume human form in the ending.
  • Idiot Ball: The people who discovered the creature arrived in office wear. No protective gear whatsoever. One of them even climbs into a pool of the red liquid to collect a sample.
  • Impaled with Extreme Prejudice: The Harpagorrhea DNA allows the Monster to use its tentacles as deadly harpoons, bypassing the enemies' electrical barriers while instakilling most things. It also allows the Monster to pull one-way valve doors from the "wrong" side.
  • Insurmountable Waist-Height Fence: The "metal square" walls and floor initially prevent the Monster from passing through them thanks to the gaps being too small for the biomass to pass through. The Monster can, however, use a web-shooting ability to shoot through these and reach switches or people behind them. Later on, it can finally bypass them with the Hydrophilia ability, which transforms it into a swarm of worms slender enough to slip through — but this can only be used underwater. The Parasitism ability allows a tendril to pass through them to take over a human on the other side, and the Monster can burst out of said human if it's not armored. This is notable as the one obstacle in the game the Monster can never outright overcome, merely bypass on a situational basis.
  • Invincible Minor Minion: The ceiling-mounted sentry gun emplacements cannot be destroyed by any means and will shred the Monster's health with a rapid-fire gun if they spot it. The only way to beat them is to turn invisible or flip a switch that deactivates them.
  • Invisibility: In its smallest form, the Monster's secondary power allows it to bend light around itself. In this state, the Monster doesn't trigger security lasers and is invisible to enemies.
  • I Shall Taunt You: One of the uses for the Monster's Echolocation ability is to aggro humans, drawing armored soldiers to investigate its position and scaring away non-armored ones.
  • It Can Think: The Monster isn't just smart enough to open doors and use vents, but able to refuel nuclear reactors.
  • Justified Save Point: Any biomass the Monster loses from damage returns to its hive. If it dies, it is born anew with this biomass from the last hive crevice it visited.
  • Kill It with Fire: Being set on fire will kill the Monster very quickly if it can't find water to extinguish itself. This can however be mitigated if the Monster finds hidden containment units containing the Pyrophilia abilities, which makes it take longer to set the Monster on fire.
  • Kung Fu-Proof Mook: Armored guards are a lot more tricky to kill than standard humans with guns. Firstly, they're Heavily Armored Mooks, meaning that they can't be simply torn apart and have to be smashed around a good bit until they're dead. Secondly, as soon as they detect the Monster they will put up an electric barrier that will shred the Monster's health if it attacks them from the front. Finally, they also cannot be torn to pieces or eaten by the Monster due to the same armor protecting them in death. The last one may hamper your ability to heal, but it's also an Anti-Frustration Feature in areas where possessing an intact human body with a tendril is necessary to unlock a door or something like that.
  • Lamprey Mouth: The Monster's static form has one, as seen in the page image above. Its mobile form can form multiple gnashing circular maws as it grows larger, which goes along with its Lovecraftian tentacle-monster aesthetic.
  • Lightning Bruiser: The Monster in its biggest form is not only capable of easily impaling the armored soldiers to death and moving extremely quickly, it is also capable of generating a keratin armor that protects it from most attacks.
  • Made of Plasticine: Scientists and Armed Scientists get ripped in half at the waist just from being grappled. The Monster itself is quite vulnerable to damage when out in the open. Enemies armed with only pistols are able to chip your health down to nothing if you are unwary (and damage visibly manifests as parts of the Monster breaking off and scurrying away to return to its hive).
  • Mana Meter: Energy allows the Monster to use certain abilities and can be replenished by absorbing energy from power generators.
  • Mana Shield: When Keratosis is active, taking damage will drain Energy instead. Explosives that will One-Hit Kill the Monster will drain the entire bar at one go, but leave it unscathed.
  • Meaningful Name: "Carrion" means "rotten flesh," which isn't relevant, but the fact that it's latin for "Meat" is.
  • Meat Moss: How Save Points are activated, which also appears on some level-transition pipes the Monster uses — it truly is the indication that "this is the Monster's territory." Moreover, you have to spread a certain amount to pry open the vault door to the next level, each save point growing a huge tentacle to each door segment.
  • Metroidvania: The game has you exploring a secret complex and gaining various new abilities that then serve as the key to proceeding to areas within it.
  • Metronomic Man Mashing: One way to deal with drones and Heavily Armored Mooks — bashing them against the walls, floor, and ceiling until they're goo. Unfortunately, the armor that protects them in life also protects them in death, leaving a tube of meat paste that can't actually be eaten. On the bright side, said armor means you can still possess them when they're dead.
  • Mighty Glacier:
    • The Mini-Mecha enemies move slowly and have a slow targeting speed, allowing the Monster to avoid its crosshair before the mech unleashes its attack. Note that only their movement speed and attack startup are slow, their actual attacking and tracking speed is another story entirely.
    • The Monster can become a downplayed version of this at it gets larger. While it's still able to move fairly fast and demolish hapless humans and other targets, such a big size comes with drawbacks - slower speed when moving through small spaces, a higher chance of getting your backside shot/scorched/shredded while you're fleeing, and you lose out on certain abilities as you grow bigger. For example, at max size, you can't fire webs, but in exchange you can launch spiked tentacles to impale enemies and rip certain plugs out of walls. Plus you're still vulnerable to damage, though you do gain an ability at max size to reduce it.
  • Mini-Mecha: The humans have a handful of walkers about the size of a forklift that wield incredibly powerful miniguns. Though they can tear you to pieces with those guns, you can bash them open to expose the pilot and disable it by yanking them out/eating them. You can control them via a possessed corpse, but they're slow as molasses.
  • Mook Debut Cutscene: The very first Mini-Mecha in the game is introduced at the end of Leviathan Reef Base in a cutscene that zooms to it walking around in a Boss Room of sorts.
  • Mook Horror Show: For all the poor scientists, guards, and other human staff, your protagonist monster will put on quite the terrifying performance for them.
  • Mook Maker: The drone dispensers in the later levels spawn small drones that deal Collision Damage on contact. They do have a limited amount of drones within, shown by their green lights turning off when no more drones can be spawned.
  • More Teeth than the Osmond Family:
    • Whenever the Monster grabs a human, it will grow a massive Lamprey Mouth filled with teeth.
    • The numerous save points have massive teeth-filled maws sprouting from the fleshy organs in the middle of them as well.
  • Multiform Balance: The Monster comes in three different sizes, each possessing its own strengths and weaknesses. The player can swap between them by discarding biomass in pink pools, leaving a cyst that can be reabsorbed later.
    • The smallest form is the least combat-capable, but can fire webbing and turn invisible. It's also the easiest to control and can hide fairly easily if the need arises.
    • The second form is larger, can ram through certain barriers, and can grow spikes to run over enemies.
    • The final form is the largest, can fire spiked tendrils that slaughter nearly anything, and can make itself Nigh-Invulnerable temporarily, but is the most unwieldy of the three forms and a lot more vulnerable to damage if anything lives long enough to start shooting it.
  • No Animals Were Harmed: The end credits parody this by stating at the very end that "no humans were harmed during the making of this game".
  • No Name Given: The playable monster doesn't really have a name other than "the monster" or "the creature." Nor are any other characters given names.
  • Nothing Is Scarier: Averted in gameplay, where the player character is the horror in question and thus always visible unless using Photokinesis. Played straight in the Become the Monster trailer, which has a security guard being dragged around the corner by a tentacle on a security monitor as the most we see of the creature until The Reveal.
  • Off with His Head!: One Achievement requires the player to yank off a human's head and consume it. Chances are you'll stumble onto this one by accident, given how easy humans are to kill.
  • One-Hit Kill:
    • One of the hazards that the Monster can face is a claw-like bomb that latches onto it and explodes, instantly killing it from full health. However, the Monster can No-Sell this with the Keratosis ability.
    • Any living humans the Monster takes control of with Parasitism will immediately die.
  • One to Million to One: The Hydrophilia DNA allows the Monster to break apart into a swarm of worms when it goes underwater and reform to its usual structure when it exits the water. This allows it to pass through the "metal square" barriers that it would ordinarily be too thick to fit through.
  • Optional Stealth: Some levels do not require the utter annihilation of every hostile enemy in the room. It's occasionally possible to simply sneak to the other side of the room without causing carnage. Some levels only necessitates killing drones/guards/mechs to progress, so the Monster can kill them and then sneak past the rest of the enemies.
  • Perspective Flip: To a typical story about a monster breaking out of a containment facility. Basically, it's The Thing (1982) or Alien but in reverse.
  • Possessing a Dead Body: The monster can take control of intact corpses with its Parasitism ability.
  • Puppeteer Parasite: The Parasitism ability allows the Monster to use a tentacle to fatally take over and control humans. It works on intact corpses as well.
  • Retraux: The game features a 16-bit aesthetic, though like most modern games, the action is far beyond what the SNES or Saturn could achieve.
  • Rock Beats Laser: Wood barricades are actually better at keeping the Monster at bay than the (admittedly flimsy) metal grates and doors, until it gets the Xiphorrhea upgrade to break through them. The most deadly weapon against the Monster is not a flamethrower or even the electric force fields, but a simple sticky explosive that will One-Hit Kill it — until it generates a hard outer shell to counteract that.
  • Save Point: Glowing cracks in the wall act as save points, allowing the Monster to deposit its biomass and grow there. If the player dies, they snap back to the last moment they visited a hive node.
  • Sealed Evil in a Can: How the player starts the game.
  • Sealed Evil in a Six Pack: The Monster has most of its DNA cysts separated from it and stored inside the DNA capsules, diminishing most of its power. Breaking open and entering said capsules will give the Monster back its abilities.
  • Set a Mook to Kill a Mook: Once you obtain the Parasitism DNA, you can take control of an armed human and use its gun to kill other humans. It's actually a fairly effective tactic, as the electrical Deflector Shields used by most advanced enemies won't stop bullets or fire.
  • Shock and Awe: The electrical shields employed by most enemies block your attacks and shock the creature.
  • Shout-Out:
  • Sniping the Cockpit: One of the better ways to deal with a Mini-Mecha is to attack it enough until the cockpit is torn off, then grabbing and eating the poor sod piloting it.
  • Spikes of Villainy: The Acanthosis mutation allows the creature to grow lots of deadly spikes over itself at the cost of using energy. The Harpagorrhea mutation allows it to shoot extended spikes that can impale enemies and pull objects towards it.
  • Stealth-Based Game: A lot of the game is setting up ambushes by sneaking through the crawlspaces or ceiling. Attempting to Leeroy Jenkins the tougher opponents is a good way to get killed.
  • Stealthy Colossus: Can be invoked once you get big enough. You can be the size of an entire hallway and yet squeeze yourself into a crevice to take cover if spotted, or prepare to leap at your prey once their back is turned. Though, with that massive size, it does result in you being a bit cumbersome and slow to move.
  • Sticky Bomb: The deadliest hazard in the game is a claw-like bomb that attaches onto anything biological—Monster or human—and blows up after a few seconds, which will One-Hit Kill it. The Monster can No-Sell it with the Keratosis ability, and it's in fact required for areas where the Monster needs a bomb attached to it to blow up a reinforced metal gate. One puzzle allows you to use these against human patrols.
  • Super Drowning Skills: Humanoid enemies drown instantly when they are dropped into water, provided it is deep enough. The Monster can kill them by dragging them into water.
  • Super Not-Drowning Skills: The Monster can stay underwater as long as it likes with no ill effects. Considering that the Monster was first found in a liquid as an inert biomass and even gains the ability to split apart as a swarm underwater, the water appears to be beneficial to it if anything.
  • Too Many Mouths: Larger masses of the Monster are studded with maws.
  • Tomato Surprise: The third flashback has you controlling a human like before, but with most of the other explorers apparently dead face-down in a puddle of organic goop as you escape the strange ruins. The human you're controlling gets out to the military guys with helicopters, but a nearby drone scans you and reveals that you've been the Monster piloting this guy like a puppet and you explode into tentacles while the marines shred you with gunfire. The flashback ends there; presumably this is how the Monster was captured. Upon gaining the ability to perfectly mimic a human form, the Monster returns to the shape of this explorer.
  • The Very Definitely Final Dungeon: The Bunker is the final full level that the Monster visits, and it contains several encounters of tough enemies that must be defeated in order to gain access to the next area. It also requires finding a huge six save points in order to complete the area. There's one final area after this, but it takes place in the first zone where most of the enemies are incapable of harming you.
  • To Serve Man: Eating people is the Monster's primary means of healing and growing.
  • Trailers Always Spoil: The Become the Monster launch trailer spoils your 11th-Hour Superpower of masquerading as a person to gain access to secure areas.
  • Trapped-with-Monster Plot: Implied. As the game continues, the Canned Orders over Loudspeaker advise employees to flee the Monster towards various sections of the facility, tipping you off on where to go next. At no point is it indicated that anyone is actually fleeing the base. It is possible that nobody is allowed to leave until the creature is contained. After all, anyone fleeing could be the monster in disguise.
  • Under the Sea: A good bit of Leviathan Reef Base takes place in an underwater reef facility, and appropriately enough the Monster obtains the Hydrophilia ability there to access even more of the level.
  • Unusable Enemy Equipment: Played with. Once you get the Parasitism upgrade you can take over humans and use their guns, or even use them to pilot their mechs. You still can't use them yourself though.
  • Video Game Cruelty Potential: You can stalk panicked scientists, fling corpses around, and drag screaming victims towards your toothy maw. There is no need to even kill them by eating them, you can bash them around or against each other, crush them with objects or pull them underwater where they will drown.
  • Villain Protagonist: The game involves a fleshy amorphous horror trying to kill humans in a facility. You play as the horror. Granted, said humans were the ones who imprisoned and tortured you in the first place, so from your perspective, they aren't exactly innocent. On the other hand, though, you are anything but discriminatory in your rampage, and the likelihood that absolutely everyone in the facility knew about and was okay with your capture and suffering isn't terribly high.
  • Voluntary Shapeshifting: The creature's final power. Once it finishes slaughtering every last human in the complex, it acquires its final upgrade and morphs into the human scientist from the backstory segments. In this body, it's able to access the handprint scanners that otherwise couldn't be fooled by People Puppets, and thus escape the facility.
  • Where It All Began: The very final area of the game (after the Bunker) is the laboratory you started out in, and the path to freedom is only a few screens away from the chamber you started the game in.
  • Why Am I Ticking?: Getting a claw bomb attached to you means that you will be instantly blown up in short order — unless you have Keratosis active. You're actually required to survive and use their explosions to break past the reinforced metal barricades, which cannot be destroyed any other way.
  • Worldbuilding: Virtually the entire story is told through environment, flashbacks and atmosphere, with the only "dialogue" coming from wall-mounted signs of crawling text that serve as Canned Orders over Loudspeaker.
  • The Worm That Walks: The Monster is implied to be this.
    • The Hydrophillia upgrade allows the Monster to become a group of threadworms to bypass underwater grates.
    • Some of what might be the beast's biomass is mistaken for Tubifex worms in the first flashback.
    • When the Monster takes damage, some of its biomass slithers away like snakes.
      • In fact, any biomass lost this way returns to your hive, so you can recover health by returning to a (or reaching a new) hive crevice (checkpoint).

Carry on my wayward son.

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