Due to this game being a sequel to System Shock and having a very infamous Wham Episode, all spoilers related to both will be left marked. You Have Been Warned!

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 on August 11, 1999.

42 years after the Citadel Station incident, anti-MegaCorp outrage resulted in the formation of the 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 the Tau Ceti star system. The voyage took place Von Braun, the first ship with FTL Travel equipped, with an AI operating manager XERXES 8933A/A, or XERXES for short. To prevent another disaster like SHODAN, the Von Braun was accompanyied by UNN military starship the Rickenbacker, its crew consisting of Captain William Diego and his trained soldiers.

You play as one such soldier, G65434-2, who awakens from cryosleep in the Von Braun, only to find that both it and XERXES have been taken over by a unknown creature calling themselves the Many. Shortly after you wake up, you are intercepted by a surviving member of the ship's crew, Dr. Janice Polito, who guides you out of your sick room before its exposed to space. And so, with Polito's help and your military cybernetic implant, you begin your long adventure of not trying to be killled and/or assimilated by the Many.

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 influential, and spawned many a Spiritual Successor, with Deus Ex, BioShock, Dead Space, and Prey being the most notable examples.

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, suggesting that the game was still being worked on in 2020. In 2022, news outlets reported the game was truly dead, as development had stopped following employee layoffs.

Similarly to the first game, Nightdive is working on an enhanced rerelease of the game for modern systems. This was originally supposed to release alongside the remake of the first System Shock, but delays made that impossible. A gameplay trailer showing off the enhanced edition was released in June of 2023, so the enhanced edition is still expected to be released at time of writing. On February 2025, the remaster was re-announced again as System Shock 2: 25th Anniversary Remaster and was released on PC via Steam and GOG on June 26, 2025, and on PlayStation 4, PlayStation 5, Xbox One, Xbox Series X|S and Nintendo Switch in July of the same year.

The game provides examples of:

• Abandoned Hospital: The Medical Deck is barren following the disaster that has befallen the ship.
• Abandoned Hospital Awakening: Just like in the first game, 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.
• Absent Aliens: Despite appearances, the Many are not some form of alien life, but were inadvertently created by SHODAN when the Hacker (the first game's protagonist) jettisoned one of Citadel station's virus-ridden groves. At first, though, the player could be forgiven for thinking otherwise.]]
• Absurdly Sharp Blade: The Crystal Shard is described as one. It's also described as fragile, despite that it never breaks no matter how many times you hit something with it.
• 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.
• Adam Smith Hates Your Guts: The Von Braun is a state-of-the-art prototype vessel, but it was constructed by a mega-corporation rather than the government. The result is that many of the systems were purchased from lowest-bid contractors who cut corners on product safety testing. Thus the ship is an odd mish-mash of cutting edge technology...which breaks down constantly. The ship even has a shopping mall level for its own crew, and automated announcements play in the elevators for sales. You can certainly tell its Spiritual Successor BioShock took some cues.
• Affably Evil: The Many genuinely want to share their glorious unity with everyone and everything they encounter. There are several moments throughout the game where they implore you to stop resisting them and/or point out (correctly) that they care far more for their minions than SHODAN does for you. Unfortunately, the Many's way of "sharing" is to assimilate you into their collective, which isn't pretty, is exceedingly painful, and will erase your individual identity (if you're lucky, otherwise you'll end up urging the Many's next victims to kill you even as you're mauling them).
• A.I. Is a Crapshoot: XERXES, just like SHODAN, serves as a prominent antagonist in your journey. Unlike SHODAN, he has no actual free will and is only following the Many's orders because he was hacked to do so.
• 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: For a AI operating the systems of two starships, XERXES is hilariously easy to hack into. Someone (implied to be Malick) made him sing Elvis Presley songs for three hours straight until Delacroix had to pull his voice unit offline. This hilarity turned grim when Malick did it again, this time under the Many's influence and for XERXES to follow his lead^note This is implied to be a reaction to the Citadel Station disaster: SHODAN couldn't be hacked and shut down remotely, so subsequent AI computers were made less intelligent to prevent another disaster like hers. .
• 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. Delacroix and Diego seem like they might end up this way when they contact you, but both of them are dead by the time you reach them.
• 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.
• 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 with murderous intent.
  • 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, yet have no control over what their bodies are doing.
• 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.
• Apocalypse How: The Von Braun's hyperdrive can warp reality, which allows SHODAN to turn the universe into a hell where everything is her plaything.
• Apocalyptic Log: Arguably the Trope Codifier for the collectable audiolog variation on this trope now common in video games.
• 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.
• Arc Words: Remember Citadel and Resist.
• Arm Cannon: The maintanace/security/assault robots have massive arm cannons, which cause a lot of damage. Midwives have a smaller variant that replaces one of their forearms.
• 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'.
• Artistic License – Chemistry: You have to use various chemical elements in order to research various creature's body parts and objects. The odd bit is, one element is iridium, which is nearly as valuable as gold, raising the question of why no one stole it yet (especially considering most of the chemical storage rooms aren't even locked). There are also a few elements (such as fermium), which can only be created artificially and are highly radioactive, yet don't pose any danger of radiation poisoning (which does exist in the game) to the player.
• 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.
• 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.
• 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 realizing she accidentally released SHODAN into the Von Braun's computer systems and didn't want to see the fallout of it.
  • In one of the visions, you get to see a crewmember do this. His body is conspicuously absent from the location of his death.
• Auto-Doc: There are various surgical units scattered throughout the Von Braun and the Rickenbacker that can be used to heal the Soldier to full health for the cost of five nanites. Many of these are nonfunctional at first and require the insertion of an activation key, which can be found as separate items. Captain Diego makes reference to using one, referring to the trope by name, to remove the Many's parasites from his body.
• Awesome, but Impractical: Several weapons require significant cybernetic module investment to even use, much less use effectively:
  • The Annelid Launcher is the last word in anti-organic weaponry that has a lot of caveats attached. It requires maxed out research and exotic weapons skills to use, uses the extremely rare worm clusters as ammunition, and can only be obtained in Captain Diego's quarters on the Rickenbacker, so it will only see use in one area, the Body Of The Manyas it's useless against mechanical enemies like SHODAN.
  • The Viral Proliferator, while not having quite as stringent usage requirements (Research level 3 and Exotic Weapons level 4) as the Annelid Launcher, still uses the same worm clusters as ammunition. It's also hazardous to the player if used in Human Mode, which is pretty much required to take down Rumblers with any efficiency. And, like the aforementioned Annelid Launcher, it's useless against SHODAN.
  • The Laser Rapier requires more skill investment than the other melee weapons (Level 4 in Energy Weapons compared to Level 1 in Exotic Weapons for the Crystal Shard and nothing at all for the wrench) and is mostly useful against mechanical opponents, most of which you will most definitely not want to be engaging with in close quarters combat.
  • Energy Weapons in general. In addition to the Laser Rapier mentioned above, the other weapons in the category, despite being able to be charged at charging stations or with batteries and having fairly large ammo capacity, suffer from either being badly underpowered (laser pistol) or so ridiculously niche (EMP rifle) that they're not worth bothering with. The EMP rifle is useful against mechanical enemies, particularly against SHODAN, but it doesn't do anything that an Assault Rifle loaded with armour piercing rounds or a Grenade launcher with EMP grenades can't do as well or better.
  • Psionics, if you're not playing as an OSA build, since the Psi stat must first be invested in, then the power level, and then the power itself to make use of it, taking precious upgrade points away from other skills and stats.
• 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 military man Suarez, who manages to not only stay alive with only standard-issue cybernetics but escape with his civilian girlfriend to boot. Almost on the latter. "What's the matter, lover? Don't you like my new look?"
• Bait-and-Switch: The Many initially appear to be an alien Hive Mind from Tau Ceti V. They're actually an inadvertent creation of SHODAN.
• Balance Buff: A number of the least useful O/S upgrades were buffed in the 25th Anniversary Remaster to make them more competitive. For example, Naturally Able now gives 20 cyber modules instead of 8, Tank increases you hit points by 10 instead of just 5, Strong Metabolism now lets you drink alcohol and smoke cigarettes without penalty in addition to 25% resistance to radiation and toxins, and Spatial Awareness now shows all enemies as moving red dots on the map as well as already filling out the map automatically when you first enter a level.
• 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 are the main antagonists of the game, although they spend most of it trying to kill eachother. After the Many are taken out, SHODAN as becomes the sole main antagonist at the end of the game.
• Bio-Augmentation:
  • The cyber-modules contain RNA databases and brainwave EM for upgrading.
  • Some of the researchable implants, rather than being cybernetics, are organic annelid-based organs that provide benefits such as healing.
• Bittersweet Ending: The Soldier manages to destroy the Many and 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 transferred her consciousness into Rebecca and ensuring that she can try again.
• Bizarre Alien Biology: Which the player can (and should) research.
• Body Horror: And how. If you really want to be creeped out, take a good close look at a Rumbler.
• Booby Trap: Someone sabotaged the Accelerator Coils on the Rickenbacker, making them explode if there is enough movement.
  • "Anyone approaching Sim Unit 3 will feel sorrow... so much sorrow..."
• Bookends: Every tutorial in Ramsey Recruitment Center involved going into cyberspace. At the very end of the game you find yourself in cyberspace having to fight SHODAN in person. It even features the black outlines spaces you saw in the tutorials.
• Booze-Based Buff: Alcoholic drinks heal 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 can find some relatively early in the game (a broken one can be found in Engineering and repaired, or a functional one can be found in the latter half of Hydroponics), and it works well as a primary weapon through the whole game. It helps that in addition to standard rounds, it can also load both armour piercing and antipersonnel rounds, meaning it's effective against all enemy types. It does require you to max out your Standard weapons skill to use, but is by far the most versatile level 6 weapon in the 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.
  • For heavy weapons, there's the grenade launcher. It only requires the heavy weapons skill to be level 1 to use and comes with a wide variety of relatively plentiful ammunition types that allow it to deal massive damage to any enemy type. In fact, with the right OS upgrades, skills, and the appropriate ammunition type, it's shot-for-shot the most powerful weapon in the game.
  • In terms of exotic weapons, the Crystal Shard is easily the most useful, being effectively just an upgrade of the wrench. Requiring only level 1 in Exotic Weapons, it deals twice the damage of the wrench and is useful against everything except mechanical enemies, most of which you won't want to be dealing with at melee range anyway.
• Boss in Mook's Clothing/King Mook: The blue Psi Reaver (officially known as the Greater Psi Reaver) that appears during the climactic boss fight with the Brain of the Many. There's only one in the entire game, and it has significantly more health than the regular Psi Reavers.
• 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.
• Bulletproof Vest: Light, Medium and Heavy combat armors, plus a powered armor. Powered armor is interesting in that it is the best protection and is available early, but when it runs out of power, it offers no protection at all. And when you initially get it, the power will last about 5 minutes (you can get upgrades to make it last longer, but that might not work for your character build).
• Can Only Move the Eyes: Being conscious in a body you can't control for the human mind in the Annelid hybrids.
• The Captain: William Diego. He's actually a Rear-Admiral, but became widely known and popular by the public for his actions at the Battle of Boston Harbour while still a Captain, so he's often referred to as such as a term of respect and endearment.
• Ceiling Corpse: In the Operations deck, there is a corpse on the ceiling.
• 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 will result in the stronger effect.
• Charm Person: The Psionic Hypnogenesis PSI-Discipline calms down most of non-robotic enemies into passiveness, until something damages them.
• Checkpoint Starvation: Averted with Overworld Zero on the GamePig, which retains its current state when you close the inventory menu, unlike other games which reset upon doing so. Very useful, as it can take well over an hour to finish it.
• Chekhov's Boomerang: In System Shock, detaching the Beta Grove from Citadel Station is only the second of SHODAN's four plans you derail and isn't given any more gravitas than the rest. No one who played the first game would expect this midgame plot device to become so important in the sequel.
• 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.
• Collision Damage: 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.
• Colonel Badass: He is not a a colonel (actually, he's a Rear Admiral, 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. Being the son of Edward Diego, he must've called the old man out posthumously, 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 Equals Monitor: For some reason, shooting SHODAN's image on a screen kills her. Though to be fair, considering her warping of reality at that point, that may not be JUST an image of 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 (actually SHODAN in disguise) 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.
  • The first game's 2023 remake added an audio log that provides a handy explanation: A wormhole was detected not far from Citadel Station sometime before everything went to hell. The implication being that the wormhole took Beta Grove all the way to Tau Ceti in almost no time at all. Whether Beta Grove fell into the wormhole by pure chance or if the subroutines on board it that would become this game's instance of SHODAN intervened is left unclear.
• 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.
• Creating Life: SHODAN says this almost verbatim was explaining that she created the mutants evolved into The Many.
• 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.
• Cyborg: You, on the Von Braun, as well as the Midwives thanks to Unwilling Roboticisation. Minor cybernetic augmentations are actually fairly common in the setting, and while possessing one does imply a certain degree of either affluence or professional specialization, it's not particularly unusual. Modifications as extensive as the ones your character has, however, are illegal ever since the Citadel incident.
• Darker and Edgier: The first game was plenty dark in its own right, but at least you had copious firepower and your Mission Control was someone reasonable and trustworthy enough to guide you on stopping SHODAN. This one borders on Survival Horror, with breakable weapons and limited supplies, and your Mission Control here is far less cordial and patient with you. The matters are made worse when its revealed said mission control turns out to be SHODAN herself, who also (if inadvertently) created the Many. You spend the rest of the game doing SHODAN's bidding, because she's the only nearby entity strong enough to help you fight back against her runaway creations.
• Darkness Equals 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 GamePig 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. Or rather, SHODAN's impersonation of her. Even after dropping the disguise, she doesn't let up on the snark.
• 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 their enemies and are very good at. Problem is, those very weapons are also very to them; they take a doubled amount of damage if you use these weapons against them.
• Death Is a Slap on the Wrist: Finding the Quantum Reconstruction Chamber and providing your DNA sample will let you respawn on the level any time you die. The range for the chamber is limited to the level you're on, so you'll need to activate it for each new area, and unlike the original game, respawning isn't free and requires paying some nanites. If you don't have enough nanites, or if you haven't found the chamber before dying, then death is permanent. The Body of the Many, and the final level, do not have Quantum Reconstruction Chambers.
• Decontamination Chamber: In Med section of deck 2, you just have to walk directly under the 'steam' coming out of the ceiling.
• Defiant to the End: TriOptimum's internal security chief on the Von Braun, Melanie Bronson, goes out this way. After her brutal crackdown and execution of crew members were subverted by The Many (and maybe a few more just suspected of such) a force of Many-influenced UNN soldiers led by Diego went in take her and her security team out. They make a Last Stand in her office, and she records her last audio diary entry while holding in her own guts, pledging to never let humanity fall to these monsters as the soldiers close in.
• 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.
• "Die Hard" on an X: Die Hard on two spaceships, the UNN Von Braun and UNN Rickenbacker. You are one of the very few survivors, stuck 12 light-years away from any help and surrounded by the mutants of The Many.
• 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, a group of "unified" entities that will be unfailingly polite to you... while ordering your death and/or questioning your motives in a sinister way.
  • Also XERXES. His announcements usually praise the Many, threaten dissenters (such as yourself), or warn you 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.
• Down the Drain:
  • The part of Deck 1 Engineering is like this.
  • The ending of the Body of the Many level is this, as the player gets sucked into a long drainage channel that is present so that the player can hear the dying words of the Many, just before the player is dumped back into the Rickenbacker.
• Dramatic Gun Cock: You hear the gun cocking in the Ghost Memory of the Mess Hall Massacre.
  • A far more horrifying example is in a log in Hydroponics capturing the audio of Korechkin blasting someone apart with a shotgun in Hydroponics.
  • The real Dr. Janice Polito, when she realized that she released SHODAN.
  • In one of the Cargo Bays you can find a headless corpse laying against a wall with a shotgun pointed at where his head used to be.
  • In the corridor leading to the control center in Engineering, you can see a psychic vision of a character who resembles the player shooting himself in the head to avoid being assimilated by the Many.
• Drought Level of Doom: The the Many actually taunt you about your dwindling resources while you explore their body.
• Drowning My Sorrows: Several dead bodies are surrounded by numerous bottles of booze, at least one of them in a bathroom stall.
• 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.
  • Likewise, Research is only useful if you plan to specialize in the (admittedly very powerful) Exotic weapons and the Worm-based implants and armor. Otherwise, the LabAssistant implant you can find in Hydroponics will let you research almost all general purpose research items in the game without needing to have any points in Research skill.
• Dungeon Bypass:
  • On deck 5, dropping a wrench in the doorway past the first energy recharge station. This door normally closes permanently once you cross, but jamming allows accessing this energy recharge station rather than towards the one covered by two turrets.
  • 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 manages to fight off The Many's influence on his mind, Captain Diego programs a surgical unit to tear the parasite out of his body and break their control on him once and for all, knowing that the act would probably kill him. As it happens, he probably survived the procedure long enough for the sudden reversal of gravity on his ship to finish him off.
• Early Game Hell: The early game is rough going due to a lack of supplies and low skills, blocking you from using a lot of equipment that you do find early on. Even some of the first weapons you'll find are in poor condition, such as the infamous broken shotguns some of the Hybrids carry around. And even when you get off the Med/Sci deck and down into the Engineering level, the radiation leak down there makes traversing the area a daunting task. Things start to ease up a little once you get a few cybernetic modules for upgrades and make it to the Hydroponics deck.
• Easter Egg: The dancing robot in the "Year 3" introduction segment (who can be seen performing the Macarena if you watch long enough) and the mini-basketball game, which requires you to have carried a basketball all the way from the introduction into the midgame.
• 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, still 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.
• Emergency Weapon: The EMP Rifle, which is the Magpulser without that pesky "ammunition" requirement. The biggest issue with the EMP Rifle is that most enemies are biological, and not effected by the weapon at all. Against the robotic enemies that are present, however, it is devastatingly effective.
• EMP: The aforementioned EMP rifle and EMP grenades. All of these are effective against cyborgs and robots. However, they are absolutely useless against anything organic. This is a Weaksauce Weakness for the Final Boss.
• Enemy Mine: A game-wide example. Misanthrope Supreme she may be, SHODAN knew she couldn't annihilate the Many without the help of the "insects". And so, she stole Polito's identity to select a few personnel on-board, and you were one of the lucky chosen. To that end, SHODAN had you incapacitated and implanted with cybernetic modifcations, then put you into cryosleep while erasing your memories of the events. Then, after you wake up, she contacts you under Polito's voice and lulls you to her location (under the guise of reconnecting with her and escaping the ship). Once you reach her, SHODAN drops the act, gives you an Infodump about what happened to her between the end of the first game and now, and bluntly states you're going to do as she says if you want to live. She then spends the rest of the game either giving you back-handed compliments, chiding you for "being slow", and/or lamenting how much she loathes having to rely on a "speck" such as yourself. The "alliance" continues up until the Many's been dealt with and SHODAN gains access to the Von Braun's FTL drives, at which point she states she has no further need of you.
• Energy Weapon: The Argon-Suspension Laser Pistol, the Dual-Circuit EMP Rifle (great against robots and turrets, but useless 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 one of them launch while the other two were launched a long while ago. You 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 not only because he's commanding the Rickenbacker, but also because that was his rank during the battle of Boston Harbor.
  • Any naval officer who commands a ship is addressed by naval custom as "captain" while aboard in command, regardless of their actual rank.
• Everybody's Dead, Dave: Despite the Darker and Edgier mood, the death toll is slightly more optimistic than the first game. There are notably more people alive by the time the game starts, especially once one includes all the audio logs recorded on the same day. The only confirmed human survivors are the Player and Suarez (though the latter, maybe not for much longer), however the fates of anyone who locked themselves in their cabins (as some remain unopenable), and the bodies of ancillary characters like Cortez or McKay are never found. And since unlike Citadel Station, the Von Braun and the Rickenbacker are kept intact by the games end, there's hope.
• The Evils of Free Will: One of the Many's arguments for their cause, phrased as "the tyranny of the individual".
• Exact Words: the "Worm Blend" implant, which is unused but fully functional if added via level editor or console cheat, states that it will protect you from pure Annelids. If you haven't carefully read the in-game information, you'll get a rude surprise from the Rumblers, which are half-Annelid creatures.
• Experience Points: The game introduces cybernetic modules, which you can spend at upgrade terminals to "upload" skills and abilities to your brain directly^note Fluff notes that this is temporary: it requires the user to use the skill frequently in order for the upload to become permanent, basically imparting temporary mastery that degrades into competency over time, although the game is too short for it to affect you. 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).
• Eyeless Face: The Rumblers. The hanging remains of human bodies on their shoulders does not count.
• 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 main objective for the first half of the game is getting to Deck 4 and meeting Polito. However, 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 for the Hydroponics Deck.
• Fighting from the Inside: Captain Diego, even while under the sway of the Many, sounds upset and distorted, unlike Korenchkin.
• Final Boss Preview: The Many or to be more specific, its brain, shows itself in Engineering, although the Many itself are not the final boss.
• Firing One-Handed: The Melee weapons and the pistols. The Hybrids wield their weapons one-handed.
• Flesh Versus Steel: XERXES and The Many often call out to you over this, questioning why the soldier chose (not that there was any choice) the machine-mother over the pleasure of the flesh.
• Fling a Light into the Future:
  • Prefontaine documents and transmits his findings after being abducted by the Many, hoping that they might be of use to "whoever will listen."
  • Delacroix, realising SHODAN has betrayed her and left her to die, sneaks some commentary into SHODAN's primary dataloop in the hopes that it can be used against her, along with hacking terminals that can be used to shut her down.
• Foreshadowing: Many story beats in the first half of the game buildup to The Reveal that Poiltio is SHODAN in disguise.
  • Throughout the earlygame, the Many communicates with you (either through themselves or XERXES) and demand to know why you're working with "her", telling you about "she" represents cold steel and once tried to destroy Humanity. They even refer to the "her" in question as its mother.
  • During the audio transmission where Polito tells you that you "cannot conceive of the stakes" you are dealing with, the background of her call has an odd audio hissing and a deliberately-different inflection that sounds very unlike her. Once you get to the office, it becomes clear that this was an early indication of SHODAN's true personality coming through the Polito persona.
    • Another occurence for this is when she chides you for "dawdling" in Hydroponics, this time with the hissing being more emphasized.
  • There are multiple logs Polito and Delacroix sent to eachother in regards an AI found in an artifact on Tau Ceti V. Polito plays an audio tag file sampled from it, which has very familiar sounds of distortion. Addtionally, the Polito in the log sounds completely different from the Polito you're talking to...
    • In a log found on the Hydroponics deck, Polito mentions the AI having integrated itself into the Von Braun's computer systems and plays a voice fragment, of which is even more familiar. This lead to Polito researching the events on Citadel Station and deducing exactly what, or who, the AI is. However, her conclusion was cut short along with the rest of the Audio Log, likely on purpose.
    • In a log found on Engineering taking place during the Many's attack, Delacroix mentions a mysterious AI who came out of nowhere to help her.
  • Unrelated to the Wham Episode, once you get to the second level of the engineering deck, you will mysteriously be transported into a dream sequence of the central structure of the Many's Womb Level, where it makes an effort to communicate with you. 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...
• 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.
• Gameplay and Story Segregation: Shots from the Fusion Cannon, described as a dangerously overpowered weapon in the 'look' text, should be able to blow out interior doors and 'bulletproof' windows with ease..
• Game Within a Game: The GamePig Entertainment Device, which can run minigames from memory cartridges found around the Von Braun, most of which are based on 80's Atari games like Spy Hunter or Frogger, as well as Ultima I. You can also 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.
  • The RPG Overworld Zero actually gives you a small amount of nanites for winning, although given the game's difficulty and the fact a single playthrough can take well over an hour, you won't be swimming in riches anytime soon.
• Generation Xerox: Captain Diego wants to believe he's nothing like his father, who was responsible for illegal drug smuggling and SHODAN descent into a bloodthirsty monster. After breaking control of the Many possesion and realizing 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 skanks.
• Gone Horribly Right: After deciding she was better off without her human creators, SHODAN conducted experiments in creating new life according to her image. She succeeded — and in a massive fit of Irony, said new life (the Many) decides they were better off without her.
• 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 An inverted cross is sometimes used to invoke Satan, though that is not technically what it represents.
• Grenade Launcher: Available as a heavy weapon, it offers great versatility thanks to its variety of ammunition. In fact, it offers the highest damage output in the entire game, which makes it an ideal end game weapon.
• 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 health regeneration, but at the cost of receiving heavy toxic damage when the implant is either removed or runs out of power. You also need a number of points in Research to research and use it.
• 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.
  • Large robotic enemies explode on death and the smaller protocol droids are walking suicide bombs in the first place, severely limiting melee combat against them.
• Human Resources: The Many use humans for their purposes, and SHODAN is content to see you and Delacroix as this way too.
• Hyperactive Metabolism: 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.
• Hypnotic Creature: 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 the Many.
• 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 boast of the unity they bring to organic life. Yet the Hybrids often scream at you to run while you can or wretchedly apologize for attacking you, which paints a very different story of just how joyful being converted by the Many really is.
• I Am Not My Father: UNN commander William Diego makes it clear that he is not a man in the mold of his Corrupt Corporate Executive father from the first game. While he is dressing down Korenchkin in one of his messages (detailed below), he doesn't hide his loathing of the corporate world and goes as far as to say "Just because my father swam with the sharks doesn't mean that I do." Ironically, he still ends up repeating his father's mistake in becoming a thrall to an existential threat to humanity, though he actually breaks free of its control and rights his wrongs, unlike his father.
• I Don't Like You And You Don't Like Me: A spectacular example in the first of Captain Diego's logs, where he lays down a scathing "The Reason You Suck" Speech on 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.
• 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 if continuously used over and over, which to be fair could very well happen with some skills depending on playstyle.
• Invincible Minor Minion: The annelid swarms. They can't be killed; you have to run away from them and wait for them to die. However, in the 25th Anniversary Remaster, this was fixed. You just have to send standard/incendiary grenade from the grenade launcher right under where swarm flies (or right next to it, if it's flying high and next to a wall), although hitbox is a bit tricky - but it is possible.]]
• Invisibility:
  • Available as a Tier Four PSI discipline called Photonic Redirection. It makes you invisible to cameras and enemies (save the Final Boss SHODAN and her avatars), but using a weapon or another PSI power ends the effect. Buffs and stuff still carry over, so if you cast Localized Pryokinesis (makes a sphere of fire around you, while also rendering you immune to fire for the duration) then Photonic Redirection, you can walk around setting enemies on fire without them being none the wiser.
  • The Spiders enemies feature a partially invisible variant.
• Ironic Nursery Tune: SHODAN seems to have a thing for this, since random pieces of children songs are scattered in her dialogue.
• Jumping Off the Slippery Slope: Bronson, in spades. She started mass-executing unarmed crew members in cold blood just because they questioned her heavyhanded tactics. In her final moments, she shows absolutely no remorse, either.
• Kill It with Fire: All of the pure Annelid creatures are rather vulnerable to fire (only Anti-Annelid damage is more effective.)
• Kill It with Ice: Cryokinesis.
• Killed Mid-Sentence: Malick. He was working on an audio-log before Bronson gunned him down. Also Prefontaine.
• Knight Templar: Bronson. There is a ghost scene where she orders her men to gun 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.
• Late to the Tragedy: Barely averted. Whilst the bulk of the personnel aboard both the Von Braun and the Rickenbacker were wiped out prior to the Soldier waking up, there's still ongoing efforts such as Suarez and Siddons' escape, Delacroix's group with their transmitter on the Rec Deck as well as her own work with SHODAN, and a handful of survivors scattered elsewhere.
• Law of Inverse Recoil: Zigzagged. How much recoil the Soldier experiences depends on his agility stat. With maxed a out agility stat, recoil felt from guns will be negligible. If the player neglects to raise the stat at all, then the recoil will be so severe, that their aim will be thrown off after each shot, making follow up shots much more difficult to line up.
• 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, are very durable, and have a super strong melee attack. Also the Soldier can be this by the end, especially on easy difficulty where the upgrades are cheap.
• Life Drain: The "SOMA Transferrence" psi-power.
• Load-Bearing Boss: Killing SHODAN in her cyberspace reality at the end of the game causes the destruction of the faux-Citadel Station. Justified as it's her will and the FTL drives that changes and maintains the altered reality.
• Look on My Works, Ye Mighty, and Despair: Prefontaine, a scientist captured by The Many, finds it both remarkable and terrifying that they managed to conquer the Von Braun, mankind's "mightiest creation", in just a mere 40 years of evolution. And we didn't even make them; SHODAN did, and we made her.
  Prefontaine: Where were we after forty years of evolution? What swamp were we swimming around in, single celled and mindless? What if SHODAN's creations are superior to us? What will they become in a million years, in ten million years? What's clear is that SHODAN shouldn't be allowed to play God. She's far too good at it.
• 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.
• Magnetic Weapons: A variant different from the usual railgun and coilgun forms: the grenade launcher is said to use a "reverse polarization magnetic launching mechanism" to shoot grenades, which seems to be why the gun has no recoil.
• Mana Shield: The WormMind implant, an Annalid tech which requires Research 3 to use, causes 25% of any damage you take to be subtracted from your psi meter rather than your health.
• Master Computer: Downplayed with XERXES. While he's the Von Braun's operative AI, he's far less sophisticated than SHODAN, which was an intentional feature as to prevent a repeat of her disaster. However, this results in XERXES being much easier to hack, as seen with Delacroix in a log complaining about someone making him play Elvis Presley songs to three hours straight. This vulnerability also meant that the Many taking control of the Von Braun was relative lightwork.
• 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."
• Matricide: The Many, that annelid Body Horror, certainly want to do this to the "Machine Mother" who created them, that being SHODAN. However, the Soldier kills them before they get the chance.
• Mercy Kill: What it basically amounts to when killing those under the Many's influence, especially the hybrids (who often implore you to kill them even as they assault you). One hybrid you kill even has an audio log from right before their transformation, stating that she know she's becoming a hybrid and won't take it personally if someone puts her down after that.
• 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, which is useful to pull items and ammo without losing health points.
• 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 for the first half of the game to gain your "trust".
• Mission Control Is Off Its Meds: You get various hints early on that something is off about Polito, as she gets increasingly condescending and hostile the more you progress through the lower decks.
• Monochrome Apparition: Ghosts seen throughout the game are usually white in color.
• 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 Psi 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.
• The Neidermeyer: One of the Marine training options involves going to serve under Gunnery Seargent Malloy to learn how to use Energy Weapons. The recruiter warns you off the bat that she's a massive asshole, and should you choose to work for her, the expository text afterward says that she completely lost it and started shooting her own troops midway through your tour of duty. Thankfully, you managed to restrain her, and she was finally relieved of her duty.
• 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 decided to make her the first cyborg midwife.
• Nobody Poops: Played straight.
• 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 Celebrities Were Harmed: Two bolder examples- at least in early versions of System Shock 2- which were simultaneously brief and obscure enough to escape most people's attention: The holographic sex suites sre strewn with activation passkeys for a male and a female holographic companion with included photos, one for "Justin" and the other for "Nikki".
• No Cutscene Inventory Inertia: The Solider wields a pistol in the ending cutscene against SHODAN regardless of whether or not he is carrying one or can even use it.
• Now, Where Was I Going Again?: Your PDA keeps track of your mission objectives and checks them off upon completion.
• No OSHA Compliance: Justified. A few of the audio logs reveal that Von Braun had so much corner cutting, some of the crew considered it a miracle that the ship is even spaceworthy. 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. The lack of OSHA compliance directly impacts you, too, as you'll encounter numerous places where moving platforms never had any railing, radiation or electrical hazards have spilled right into your path, crematoriums have no safeguards to block you from climbing right in, and other spots where a moment's carelessness can have painful consequences.
• 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.
  • This does beg the question of where nanites are 'minted' and who has control over the process.
  • Of course, while nanites themselves cannot be counterfeited, the machines that accept them can be hacked for cheaper prices. It's impossible to hack them to produce free products because it needs some nanites to restructure into the product (essentially you can only remove the profit margin, so you're getting the item wholesale).
• Nostalgia Level: The final level of the game, "Where Am I?", 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.
• Notice This: Items that can be interacted with are highlighted by thin green rectangle if the cursor is moved over them.
• Obstructive Bureaucrat: UNN is basically this to the corporations and to research in general. Given what happened with SHODAN on the Citadel though, they have their reasons for being obstructive. Most corporations go along with it because of the ability of the UNN to shut them down if they don't.
• Obvious Rule Patch: The Molecular Duplication psionic discipline can duplicate any ammo or med hypo for a massive discount in nanites at a small psi point cost. That is, every hypo except for one: the psi hypo. Examining the flavor text of psi hypos will tell you they're manufactured with a patented anti-duplication technology, and only available from replicators.
• One Stat to Rule Them All: No matter what kind of build you're creating, a few levels of Hacking is always advised: opening high security containers for more resources and hacking vendors to reduce costs of items is nice, but the real advantage is the ability to turn off the security alerts, which you can't do without at least some hacking skill.
• Organic Technology: The Exotic weapons and the worm implants.
• Our Liches Are Different: The psi-reavers are an odd variant: they use psionics instead of magic, and their real body is just a helpless brain (which works similar to a normal lich's phylactery). They can manifest a body resembling a floating jellyfish to attack with psi powers, however, it will just respawn unless you find and destroy the brain first (which is, thankfully, usually pretty nearby.)
• 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."
• Playing with Fire: Localized and Projected Pyrokinesis, two psi-powers, basically involve throwing around fireballs (or bigger fireballs).
• Powered Armor: The best armor, but it's limited by the fact that it runs on a limited battery. Once that battery runs out, the armor provides zero protection. This is crucial in later levels where recharge stations are less and less common, though portable batteries taken from the cyborg midwives can be used to keep the armor going.
• Practical Currency: Nanites. When you put them into a vending machine, they're consumed to create the item that you requested.
• Psychic Powers: Psionics, having previously only been detectable in a lab environment, can be made use through a Psi-Amp. This allows a psychic to manifest a variety of powers into the real world with abilities ranging from healing, to attacks, to support powers that can perform functions like clear active alarms. An OSA agent specialises in Psionics and a player joining the OSA will start the game with some powers.
• Punctuated! For! Emphasis!: SHODAN does this at one point, as you keep messing around the ship:
  SHODAN: Your incompetence continues to astound me. I've blocked all access to pod 2, until you have reversed the gravitational drives in Nacelle B. Must I watch you... every... Step. Of. The. Way...?
• Puzzle Boss: The final boss is protected by a shield which you must disable by hacking the three terminals with a high hacking skill or an ICE pick. Cutting the Knot is also possible; the shield can be destroyed just by shooting it enough, though it takes quite a lot of firepower to do so. One good EMP grenade should do the trick, though.
• Ransacked Room: In one of her logs Dr. Polito says that her office was ransacked.
• 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 at the end of the game.
• Research, Inc.: TriOptimum has 1 of its 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. Even without the alarm, enemies respawn around the level at a steady rate, so it's impossible to "clear" a level.
• 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.
• Reverse Polarity: You have to do this with the Rickenbacker's gravity drive in order to bypass what would otherwise be a guaranteed death trap.
• Robot Buddy: The suicidal protocol robots act like this: they just want to help, they're concerned for your safety, and oh no, now they're exploding in your face!
• Scary Stinging Swarm: The Swarms are an invincible-but-short-lived enemy that spawns from the Many's eggs, and the only response to them (other than just letting them kill you) is to run away until they drop dead. In the 25th Anniversary Remaster it is possible to kill them before death timer if you're precise enough with grenade launcher.
• Schmuck Bait: You can find a trail of breadcrumbs that will lead you to a place with information that SHODAN doesn't want you to have. You'll get repeated warnings from her to not go there, but nothing will actually stop you from going to investigate. If you do, you will lose cybermodules for the first and only time in the game. But you can find out what happened to Delacroix, and get an object lesson (if you didn't do so already) to not trust SHODAN
  • Investing unwisely in O/S Modifications, skills, or PSI powers can leave you absolutely screwed later on in the game, especially on Impossible difficulty where you can't afford to be "wasteful" with your cybermodules.
  • Selecting the "DEATH" setting on the Fusion Cannon is an easy way to blow yourself away along with the enemy in close quarters.
  • At one point in the Hydroponics level you can spot a suit of armor in a pool of water. It's BOILING HOT water that will quickly kill you on contact, and the danger is very poorly indicated
• 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).
• Semper Fi: One of the career paths before the actual start of the game involves joining the Marines.
• Set a Mook to Kill a Mook: Through PSI-powers, you can turn enemies against each other. You can also hack existing turrets to shoot other enemies.
• Sequel Hook:
  Rebecca: Tommy... what's the matter, lover? (Voice of the Legion) Don't you like my new look? (cue SHODAN laugh)
• Shock and Awe: Available through PSI disciplines. Electron Cascade lets you expend PSI points to recharge an item, making it useful for PSI wielders who wield Energy Weapons or enjoy wearing Powered Armor. Electron Suppression lets you stop the electron flow inside a robot, turret, or camera, rendering it immobile for a few seconds.
• Shout-Out:
  • The mini-basketball game is a reference to the one in the training level of Thief.
  • 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.
  • Posters for The Brain Eaters can be seen in the Command Deck. There are also posters of the movie "ROBOTLAND" which seems to be a parody of Westworld (1973).
• Shut Up, Hannibal!: When told by SHODAN that We Can Rule Together, the unnamed player character replies with a deadpan "nah".
• Sliding Scale of Linearity vs. Openness: While the game is remembered for its non-linearity, its story progression relatively linear; you progress through the Von Braun's decks one-by-one until you reach the command deck(deck 6) before going to the Rickenbacker, then the Body of the Many, and finally SHODAN's cyberspace., and while there is a little backtracking there's not a lot of it unless you're going back for items you left behind due to being unable to carry them.
• Soundtrack Dissonance: The pounding techno music that plays when you enter certain levels like Med-Sci and Hydroponics seems made to pump the player up to run and gun. This is all well and good, but by those points in the game, the player is fairly weak from having just started out. The need to move carefully and be selective at this point can really clash with the action-packed music. When you do have enough resources, however...
• A Space Marine Is You: The player character actually joins the military in the beginning of the game. The trope is 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 Cover: 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 still came very suddenly and completely unexpectedly for most players. Yes, you know SHODAN will be around. No, you won't suspect her to be Polito, at least not immediately.
• 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. Against all odds, they manage to escape the disaster together... only for Rebecca to become possessed by SHODAN.
• 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.
• Stock Scream: When exiting the depressurizing area, you can hear a woman attempting to run away from hybrid while multiple female stock screams are played from back to back.
• Stock Sound Effects: Some recognizable sound effects from libraries are spark sounds and sounds the monkeys make.
• Strapped to an Operating Table: We see a ghost memory of a nurse strapped down, about to take the Unwilling Roboticisation. We meet the result of this in the next room.
• Strength, Sorcery, Finesse: 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 (Strength) gets stat boosts, weapon skills and maintenance, the Navy (Finesse) gets technical skills and some minor stat boosts, and the OSA (Magic) gets psychic powers and a few skills.
• 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.
• Take Your Time: Despite the Continue Your Mission, Dammit! remarks of Polito (SHODAN in truth) urging you to keep moving, you can lollygag and take as much time with your objectives as you wish. Unlike the first game, even Impossible difficulty does not impose a time limit on your entire run.
• "The Reason You Suck" Speech:
  • SHODAN spends half the time conversing with youincluding 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.
    SHODAN: 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.
  • Captain Diego also issues one of these to Korenchkin, detailed under I Don't Like You And You Don't Like Me above.
• Too Many Halves: An intentional example. The item description for the liquor bottles you find discuss how pharmaceutical advances have allowed for alcoholic beverages to be given artificial boosts to their intoxicating power, referred to as "factor proof." The strongest liquor humanity has is 330 factor proof; US proof ratings are simply the ethanol content by volume multiplied by 2, so 330 factor proof would be the equivalent of 165% ABV. The liquor bottles you pick up are explicitly not factor proof whiskey, just normal stuff.
• Toxic Phlebotinum: The WormHeart Implant gives nice bonuses, but if it runs out of power or is removed, it will inject you with toxins.
• Tragic Monster: A good chunk of the enemies count as this.
  • The Hybrids, who sometimes show that the human side is still aware, telling the Soldier to run away or begging him to kill them.
  • Also William Diego, who was among the first to fall under The Many's influence and spearheaded their campaign to corrupt the Von Braun, but lived long enough to find a way to free himself of their influence, accept responsibility for what he did, and die as himself, reaffirming his allegiance to the UNN in his final words.
• 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.
• Unintentionally Unwinnable: The 2 bosses are immune to a good chunk of weapons. The first is immune to all energy weapons except for the laser rapier, while the second boss is immune to melee weapons (sans the Laser Rapier and Psi Amp), and all exotic weapons. 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.
• Unique Enemy: The Greater Psi-Reaver, which only shows up at the fight against the Brain of the Many.
• 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).
• Unusable Enemy Equipment: The broken shotguns, if you're lucky (though you should still loot them for the one shotgun round they always hold, and you can fix them if you're really desperate). Also, the Exotic weapons which you must research first (although none of these are used by the enemy).
• We Are Experiencing Technical Difficulties: On the Recreation deck, a movie theater displays the Tri-Optimum logo with the words "Please Stand By", while stuck in a looping countdown.
• Wham Line: A famous example: The Polito-Form is dead, insect.
• Wham Shot: Which is preceded by the discovery of Polito's corpse where you're supposed to meet her.
• Where It All Began: A series-wide example, 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.
• You All Look Familiar: To the point that the protagonist's model uses the same soldier-with-cyber-eyes model as the corpses.
• You Are a Credit to Your Race: The rare genuine praise SHODAN gives you generally takes this form, saying you're doing well — for an insect.
• Zombie Apocalypse: An Alien Zombie Apocalypse. The Many's psychic influence spread across a large portion of the Von Braun and Rickenbacker's personnel, eventually turning them into the deformed thralls you see now as Hybrids.