[Note: Remember to save often- you can die when you least expect it. There are multiple endings depending on the actions you’ve taken during the game. This walkthrough explains the quickest way to finish the game, but you can do certain things differently and in different order than the one given below.]

Playing as Joe:

Enter the Quiet Haven Hotel. Take MENU from the table. Use the bell to call the receptionist, then talk to her and rent a room. She’ll give you room KEY 101. Take the lift to get to 1st floor. Unlock the door to the room you rented and go inside. After an argument with his wife turning into a break-up Joe will have his first dream.

In the morning go down to the reception area and from there to the dining room. Talk to the receptionist again. Before she leaves, she will hand you a LETTER from Ivy. Read it. Go back upstairs. In room 101 there’s now a tray on one of the beds. Search it to get a KNIFE. Go downstairs again. In the reception area lure the black cat by showing him your room key. Then cut him open with a knife to get room KEY 101 and KEY 102.


Use the new obtained key to unlock the door to room 102. Inside, talk to little Sophie, then leave. Joe will start feeling exhausted. Go back to room 101 and go to sleep. Joe will have his second dream.

From now on you gain access to all of the hotel floors and garden, just outside the hotel. Go there first and take the ROPE from the tree. Then go back inside and take the lift to the 2nd floor. Enter room 201 and talk to Doctor Z. He’ll give you the CELLAR KEY and ask for a certain favor. Before you leave pull the SYRINGE out of the mannequin on the left and take the glass BOWL from top of the bookcase.

Take the lift to the 4th floor, enter room 401 and pick up the KITCHEN KEY from the table. Get back to the ground floor and in the restaurant use the key to unlock the kitchen. Inside, take the ICEPICK and open the freezer door. Get in and take the mannequin’s LEG off the wall. Then open the small door on the fridge in the center of the room and crash some ice with the icepick. Put the ICE in the glass bowl and leave. Take the stairs left of the restaurant and on the staircase between the 1st and ground floor pick up the RAT POISON. The door to the cellar can now be unlocked with the key that Doctor Z gave you earlier.

In the cellar pick up the CAN OF OIL next to the washing machine and a PLANK. Combine the plank with the rope and put it on top of the hole in the floor. Climb down. You’re in the lower level of the cellar where Doctor Z conducts some of his experiments. Fill the syringe with either the red or blue CHEMICAL.

Pull the gas control switch on the wall. Examining files on the side of the corpse you find out that the body belongs to John Wilson, the legendary Devon Axeman. Take a closer look at him and you will find a cut running across his forehead. So this is the favor Doctor has asked you for. Remove a flap of skin. Place his BRAIN in the bowl filled with ice and leave the cellar. Return to Doctor Z in room 201 and give him what he asked for. Then talk to him again. He’ll ask you to become his assistant and find the woman from the reception.

Go back to first floor and inject little Sophie with the chemical. You’ll see the mirror in the lounge crack slightly. Don’t forget to pick up Sophie’s NECKLACE from her body. Upon leaving room 102 Joe will start feeling tired again. Go back to his room and go to sleep. Joe will have another weird dream.

When Joe wakes up you’ll notice there’s a CARD on the floor. Pick it up and read it. Someone wants you to hit the town… You now gain access to all areas around the hotel. Take the lift to 4th floor, go right to the end of the corridor and take the HAMMER from the wall. You can now leave the hotel. By the church keep walking to the left until you get to the Studio Gate. There’s a small abandoned guardhouse next to the gate. Smash the door window with a hammer and put your arm through the hole to unlock the door. Inside, on the board, you’ll find instructions to how to open the gate. You’ll need two people to do that. Open the locker on the left. You will be attacked by a strange creature and lose consciousness.

You wake up underground, in the coffin. Talk to two corpses. You will be offered 2 choices now. These will affect the ending of the game. For now, choose WAIT.

Playing as Agnes:

Pick up the SHEET and the BLANKET and combine them. Then tie them to the door handle and climb out the window. Head up to the Studio Gate and keep on walking left until you get to the Waxworks Museum. It’s now open. Inside pick up the SHOVEL and as soon as your companion falls down run through the backdoor. The Axeman will start chasing you now, so get as quickly as possible to the guardhouse. Hide in the locker. In the dream-like fashion Agnes enters the house of Death. In the coffin on the right you’ll find a KEY to the front door and 2 SHOTGUN SHELLS. Unlock the door and leave the house. Make your way to the hotel garden and dig up the grave with the shovel.

Playing as Joe:

Talk to Agnes. Now both of you can go back to Studio Gate. Ask Agnes to pull the lever outside while you go inside the guardhouse and flip the switch on the panel. Talk to Agnes and she’ll start following you again. Enter the studio. Take the mannequin’s HEAD from the chair and leave.

Back in hotel go to the 3rd floor now. You’ll notice the lever in the cellar went back to it’s OFF position. Take the SAW. First go to the Room Where She Died on the right, take the torn-out PAGE and read it (the recipe). Read Sophie’s diary as well. Take the SHOTGUN. Examining the body on the right you’ll discover that this version of Sophie is still alive, suffering unbearable pain.

Go back to 3rd floor’s main corridor and use silver necklace on the mirror to open one of Sophie’s secret hiding places, Room Where She Was Eating. Inside, pick up the ARM of the mannequin, left of the door. Grab a can of BEER from the fridge on the left and leave.

Go down to the lower level of the cellar once again. Look at the text on the wall. Is it possible that a ghost is playing tricks on you because he wants his missing brain back? You’ll need to find a different one as a replacement. Go back to the walk-in freezer in the kitchen and cut the pig’s head open with a saw. Take the pig’s BRAIN and place it in John Wilson’s head. Don’t forget to pull the lever again before you return to 3rd floor! Once you’re there, go to Room Where She Died and turn the gas on. Now visit Room Where She Was Rejected. Talk to Mr Harris and crying Sophie. Offer Mr Harris a beer. He’ll drink it and leave the room to use toilet. Before you follow him, lift the dish on the table and take the human HEAD from the platter.

Chain-smoking Mr Harris causes a massive explosion in the room to the right. Unfortunately, Joe is struggling to stay awake again, so before you explore the bathroom you’ll need to go back to 1st floor for a rest. This time he has no dreams. Or so it seems… Follow the corridor down to the staircase to end the nightmare.

When Joe wakes up take the lift to 3rd floor. Make a quick stop in the room behind the mirror to grab another BEER. Enter the Room Where She Died (you’ll see the mirror in the lounge crack a bit more) and examine Mr Harris’ legs. You’ll find a KEY in his pocket. The explosion blew a big hole in the wall to the left. Through there you can enter a secret storage room. Pick up the mannequin’s LEG. Use the smoothie maker. You’ll have to follow the recipe you found earlier on the torn-out page. Put the human head in the blender, push the red button, then add beer, oil, rat poison and push the red button again to blend it. You’ve just made Sophie’s special Fattening SMOOTHIE.

In the meantime Sophie disappeared from the 3rd floor and so did the upper half of Mr Harris. You’ll find them in room 202, which you can unlock using the key found earlier on Mr. Harris. Give Sophie her Fattening Smoothie. The rat poison kills her quickly. You’ll see another crack appear on the mirror. Ask Agnes to follow you and leave the room. Then, exhausted Joe will collapse losing consiousness. He’ll dream again, but this time it’s more a flashback from his childhood than a nightmare.

Playing as young Joe:

You’re on the building site now. Take the CROWBAR. To knock the guard out you’ll need to pick up a STONE from the pile on the left and throw it at the planks on top of the scaffolding. Don’t give up if you fail the first time. Take another stone and finish the job. Then move on to the right.

Use crowbar to move block of concrete out of the way.  When Joe wakes up, he’ll still have crowbar in his inventory.

Playing as Joe:

It’s time to find the receptionist. She’s in room 401 now. Talk to her. She’ll run off but leave a trail of clothes. Don’t follow it yet, though. Go back to room 201 and report to Doctor Z. He’ll come up with a new plan and give you a WALKIE-TALKIE.

The trail of clothes leads to the kitchen, then freezer and eventually into the the big fridge. Pass through the corridor inside and climb the ladder.  You’ll find yourself in some kind of torture chamber. Take the mannequin’s ARM off the wall on the right and enter the doorway on the left.

Once again, you’ll have 2 choices, passion or loyalty.  Pick one of the options, then unlock the door from the inside (it’s a shortcut to the 4th floor corridor). Take the stairs leading up to the roof. Contact Doctor Z when you’re ready using your walkie-talkie (Right-click) and place crowbar in the strange device. It works! But it looks like the Doctor is in some serious trouble.

Go back to where you left Agnes (enter the hotel and follow the clothes) and ask her to join you again. Then, head back to room 201 to find that Doctor Z is missing, and so is his ‘ little experiment’. Take the red BOOK on top of the ECG machine. Examine it. You’ll find a PHOTO between the pages. Look at the photo. Assemble the mannequin by sticking limbs and head onto the torso  and lift it’s right arm up, as shown on the photo. Then flip the switch on the wall next to the entrance to open a secret room. Inside, you’ll find a box of SHOTGUN SHELLS, a CHAINSAW and the doctor’s body.

The last memory of Sophie lives in room 403. Push the menu under the door through the gap. Now use your room key 101 on the lock to push the key out on the other side. Pull out the menu and now you’ve got the room KEY 403. Unlock the door. You’ll meet a grown up Sophie here, but she won’t talk to you. The dolls glued to the wall beg you to kill her. You can use your chainsaw for this.

The fourth Sophie dies and the cracks on the mirror create a human-shaped hole. Go to the staircase left of the dining room, reload your shotgun and walk to the right, into the Twilight Lounge. The Axeman is there. Shoot him as soon as he stops talking, then carry on to the next room. You can now enter the mirror.

To kill Sophie for the last time aim for the baby-like creature on her back. You have to shoot it 4 times, reloading after each shot. If her attacks knock your weapon out pick it up quickly and use it again. You have to be quick, or Sophie will eventually kill you.

Back in the lounge you’ll find that Ivy is dead. There’s only one way to bring her back to life – you’ll have to use Doctor’s equipment in room 201. Pick her up and head back to the lift. Go to 5th floor. After a series of cut-scenes you’ll get to room 201 at last. Put Ivy down on the big chair in the middle of the room. Then activate the control panel.

Playing as Billy Hookway:

Talk to your colleague first. Then ask the police officer nearest to the door to break in. You’re in Joe’s flat.
You must find 3 clues proving that Joe is the killer. Pull down the curtain and examine the black cat. Listen to the message on the answerphone. Then use UV light from your inventory on the wall, in the spot where the wallpaper is ripped. After finding each clue you must discuss it with Billy’s colleague.

After you’ve found 3 different clues, pick up the AXE and use it to smash floorboards on the right side of the room. Walk left and enter the door.

Playing as Joe:

Time is running out and you’ve got to decide how you want to end it. Things are about to get very messy….

Game source: A copy of the game was found here on the internet.

76 Replies to “Downfall – Walkthrough (Harvester Games/2009)

  1. Ok, I got stuck a couple times so decided to try using your walkthrough. Followed all your directions precisely but the receptionist will not appear in room 401 after playing as young Joe.

  2. Help!!! I cant open the fridge to get the beer, I’ve done everything else I’m sure of it 🙁

  3. I’m at the part where you play as Billy, investigating Joe’s apartment. I got all the clues and talked to Darren again, but it won’t let me use the axe on the floor…tried reloading saves and getting the clues in different orders and everything. Hopefully I’ll get some help here but its not likely since mosts of the comments here were posted 3+ years ago…

  4. Hello there I am so excited I found your blog, I really found you by accident, while I was looking on Google for something else, Regardless I am here now and would just like to say kudos for a marvelous post and a all round interesting blog (I also love the theme/design), I don

  5. Thanks for this detailed walkthrough. I played Downfall after playing The Cat Lady and loved both the games. I like how the developer included the Quiet Haven hotel easter egg in The Cat Lady. I only understood that after playing Downfall.

  6. to himanshu:

    u can read read the walk through on this page, i’m sure u will find a solution.

    by the way guys, i just contacted the author of ‘down fall’, he kindly informed me that ‘the cat lady’ will be released this september or so.


  7. Can someone please tell me how to save in this game?!

    I just played through the majority of the game and, seeing no save options, assumed it autosaved and turned it off. Well imagine my surprise when I realized all my progress was gone. ):

  8. Caution: it’s a spoiler concerning Downfall’s various endings. (Please do not read if you not achieve the game completely.)

    First, when Joe is in the tomb with the two undeads, there are two cases:

    1) WAIT: Agnes lives during the whole adventure.
    2) SHOOT: Agnes dies consequently she turns into a ghost. Nevertheless, she continues to run after you to haunt you.

    These two cases make the end different concerning Agnes destiny.
    You can save the game at this moment to see Agnes’ fate.

    Secondly, with the receptionnist: you have two choices:

    1) KISS HER: you decide to choose passion so you make love with her and cheats Ivy.

    2) IGNORE HER: you decide to choose loyalty toward Ivy and not to kiss the receptionnist.

    At the very end of the game, there are exceptionally three choices this time:

    1) KILL YOURSELF: you decide to commit suicide putting an end to your killer’s life but Bill Hookway -the cop- prefers you to burn on the electric chair.

    2) KILL BILLY HOOKWAY: if you decide to kill the cop the other agents come so must eliminate them. You are still alive with Ivy in front of the burning house.
    3)SURRENDER: you decide to surrender yourself to the police but infortunately Bill Hookway is a tough cop who wants to revenge his friend psychiatrist Dr Frank Zellmann who have been killed during the adventure.

    Here, there are two possibilities:

    3a) If you kissed the receptionnist, Ivy your wife doesn’t help you because you cheat her so you will burn in hell. Her and Billy Hookway have their revenge.

    3b) If you didn’t kiss the receptionnist, Ivy helps you and kills the cop. You and her gone to a hostel probably the Quiet Haven, I think.

    About Agnes destiny:

    Good Ending: first, if you wait, Agnes lives. You see her in her dark room in the morning. You understand very quickly that Agnes wears a wedding dress because she’s going to be married.

    Bad End: the scene takes place in the Queen of the Dead’s house with many headless brides around you. Agnes and the Queen have a little chat. At the end of the speech, the Queen asks Agnes why is she wearing a wedding dress but she is definitively dead so there will be no marriage.

    Thanks for reading

  9. help plese.

    i gave beer to mr.harris.but before that when i try to on the gas in the room on the right…our hero joe says [i will off it as nothing is happening]………..and who the hell is john wilson and where is he as i have to keep the pig’s brain into his?

  10. anybody help me
    i have opted wait option when joe is in the grave.and now iam with agnes.
    i found the blanket but i couldnt find the sheets…where are they?

  11. Hey, thanks for the walkthrough! I do need help though..
    I’m at the point where Joe has to read the card and get out of the hotel to the town but, in my game, he just picks up the card and cannot leave the hotel. I did everything (not in the same order, but it still works) but I am wondering if there is a particular way to make him read the card?

  12. I’m literally stuck at the point where we pay with young Joe.. I can’t move him or anything. When I press around items he still talks about the, but I just can’t get him to move. At older Save Games everything is OK, but here I just can’t move.. Help?

  13. Just finished this game, not impressed. I don’t want to be a downer here, but it felt like Leisure Suit Larry. Which, actually, was kind of cool, back in the King’s QUest days.

    The music in this game was… horrible. The “boom-chicka-wa-wa” music with the naked receptionist, the dead rock star music, the death-fattening-shake music, failed. Not atmospheric at all. It’s very easy for me to suspend belief, but the language (especially the faggot and the fucks) don’t add anything to the game

    Even with the lights out, this was far from scary. Sadly, this was recommended as being one of the scariest adventure games ever by

    If anyone is really looking to be scared AND have a great adventure, there are amazingly better games out there. Prenumbra:Overture is good. Amber:Journeys Beyond is epic. Condemned: Criminal Origins is another one, and Darkfall :Journal (haven’t played the others yet) is good. Names might be a little off on those, it’s been a while.

    Props to the maker of this game, they actually had a good story (albiet with a few odd writing flaws/continuity issues). A decent story can often preclude graphics, but again I found the graphics really… well, bad. For a hand-drawn game that really could have had great atmosphere and original art direction, it felt like King’s Quest from the 80’s.


    Depending on what color stuff you use to kill the girl (with the syringe), she dies peaceful or painlessly. Well, I killed her with the blue stuff. I still had the empty syringe… I refilled it with red dye, then injected the girl again. She came back to life, then died again. THe mirror cracks again. YOu then go to the cutscene in the bathroom, where previously you were holding the bag with the dead cat in it. You are now stuck, as nothing happens, and there’s no way out, and nothing to click on.

  15. Nagasawa: No i’ve yet to find any information about the Cat Lady. If you go to Harvest Games site, you might be able to find some info.

    pete noone: I’ve had that glitch, its best to cut your losses and take it from last save point.

    Jusenbusel: Room 666 and the unimportant items are merely easter eggs. I’ve yet to find any use for the items, and i know room 666 is simply for show.

    gbrham: I’ve switched computers and Downfall isn’t working on this one, so i dont have any immediate help. but i do know that there is always a second way of doing things, since the game wont really let you ‘not’ finish it. If you go back through the walkthrough above, it may have another outlet for you.

  16. I accidentally clicked on the recipe in the inventory while I had the small freezer door open. The recipe opened up, and will not close again no matter how many times I click the exit option.

  17. Hi…. I´m stuck…. Mr. Harris is dead by the explotion, but I can´t find his legs with the key, neither the hole in the wall to enter the secret storage. What did I do wrong?


  18. The queen of the dead is the basic symbol for the dangers of dreaming too deeply. In this world of Joe’s imagination, the queen of the dead is his subconscious fear of his own death. I don’t feel that she’s any more than the natural human tendency to be afraid of dying.
    Remembering back to where Joe was buried and the skeletons who were no less than the queen of the dead’s servants, bring him to fear what is digging him up. Thus trying to cause you to shoot Agnes.

    Either that, or the Author merely wanted to add in an extra scare character, and then she’s no more than a scapegoat.

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