Offshore for Half-Life 2: Ep2 Walkthrough
Below you will find a walkthrough for Offshore, written by Darrow Linder, the mod’s author. It originally appeared on his website and has been reproduced with his permission.
Table of Contents
- Chapter 1: We ain’t in Nova Prospekt anymore
- Chapter 2: Freeman has left the building…
- Chapter 3: Jailhouse Rock
- Chapter 4: The Underground
- Chapter 5: Overwhelmed
- Chapter 6: Direction Anymore?
- Chapter 7: Who Turned Out the Lights?
- Chapter 8: I need a vacation!
- Chapter 9: Back to City 17
- Publication Notes
Chapter 1: We ain’t in Nova Prospekt anymore
Now get ready to run. Head straight out the cell, make you’re first left down the hall, your first left through the door then up the stairs, another left door the long corridor – outrunning the cops right on your heals. Just before the next set of stairs and just past the opening where the turret is sitting, there is a table to your left. Grab the pistol off the table and take out the metro cops.
If you’ve made it this far, you’ve made it past the toughest part.
Continue down the hall up the stairs and out the door at the end of the small room. You should be outdoor dock-like area.
Once outside, make a series of right turns – keeping the building you exited to your right. Feel free to explore the dock area – there’s not a whole lot there. There is another door at the far end of the structure where you will find your HEV suit. In that same room is a ‘switch’. Flip the switch to unlock the double-security door – visible through the window via the green light.
You are now headed to that double-security door. Head back the way you came and go through the double-door with the green light. Be careful of the turret that will appear from the ceiling.
In the cell to your right (the one just before the turret) you’ll find a bunch of junk. The crowbar is in there. If you miss it – no worries – there is another one later.
Head out that cell up the small flight of stairs and under the aluminum and to your right.
Take a small breather before going through the double-doors on your left.
Once through the double-doors, there are combine on both sides of you (left and right) so you’ll need to work out a strategy to get by them. Head to the right, where you will find a switch. This will disable the shield wall – you should see it disable through the window.
You won’t be able to go back the way you came – the aluminum flap has dropped down and there is pretty much no way to get under it. To get down there, go to the far end of that long narrow room you are in and you’ll find a small vent. Climb into the vent and hop down into one of the hallways that should look familiar to you and head back to the area where you started.
Instead of turning right to go back to where you cell is located, make a left up a flight of stairs, then a right up another flight of stairs and through the door. At the far end of the room, there is a cell to your right full of junk. Move the junk out of the way to reveal a hole in the floor.
Drop down through the floor.
[ Loading … ]
Things are fairly linear from this point on through the end of the level.
Grab the crowbar if you missed it the first time.
Head out the door, veering to the right. Make a right at the end of the room. You’ll drop down into a water filled room. There are bars covering your exit, so you’ll need to use the vent on the floor to get past the bars.
Once on the other side of the bar, head up the short flight of stairs. A couple of metrocops will be waiting for you there. At the top of the stairs, head to the right. At the end of the small room, turn right down the short hall, then a right up a flight of stairs.
There will be a small firefight here, and then you’ll head left down the long hall – past the opening / catwalk on your left, up the stairs, and then turn right through the doorway.
Go straight through the door then make a left at the end of the room. A couple of turrets will be waiting for you. Next, turn left (with the bars in front of you) and make a quick series of turns – right, right, left (turret), right, left. It’s a linear set of halls – so it should be straight forward.
This should drop you into a very large room with a glass-like ceiling containing two levels of cells and a large set of combine consoles in the middle. You’ll have to jump down to the main floor (or pick off combine one-by-one) and fight your way through the room.
There is a ladder next to the console with the TV monitors. Shoot the lock off the ladder and climb up to the second level. Head down the catwalk to the set of double-doors on your right.
Go through the double-doors.
Go up a couple steps and hang a left. Head through the door opening, then make a right when you hit cell. At the end of the room, you’ll head up a small flight of steps where you’ll find another turret or two waiting.
Hang a right after you’ve gone up the steps then left into the double doors. Once through the double doors, go right to the end of the room, and make another right down a long narrow corridor. Go right, then right again at the end of the corridor. This will take you down a long flight of stairs. If you turn left, there are several storage racks on the wall. Once of them will have the gravity gun. You’ll need the gravity gun to proceed.
Take the gravity gun (you’ll need this in order to complete the level) and go back up the long flight of stairs and through the door.
At the end of the room on the left is a door blocked by a cabinet. You’ll need to move the cabinet out of the way with the gravity gun in order to get through. Walk through the door and through head to the door on the opposite side of the hall.
[ Loading… ]
Go through the door to the end of the hall, then down the stairs on your right. At the bottom of the stairs, go through the double-doors.
You’re now in a large cell block – get ready for the swarm or man hacks. Once you’ve cleared out the room, head up the ladder at the far end of the room and walk around the U on the second level through the second level door.
You’re now in another similar looking room – this time with a handful of combine waiting for you. Drop down to floor level and there is a set of double-doors at the far end of the room. Head through the double-doors.
You’re now in a small room. If you look up, there is a large pipe and a grate above the pipe. You’ll need to stack some junk in the room to get up there. Once you are able to hop up on the pipes, traverse around the room and through the vent via the grate.
The vent ends in a small room with a door on your right and a switch on your left. You’ll need to flip the switch in order to unlock the door on the other side of the glass. The switch is on a ‘timer’, so after so many seconds, the switch will turn off and the door will be locked again.
To get to the door, head through the door opposite the switch. You should not be in a small outdoor area. Hop down into the grass, and head for the opposite side of the yard. There is a space in the fence. Traverse along the fence and you’ll find another ladder / door that will give you access to the room on the other side of the glass.
Once you have timed things right, you should be able to get through the unlocked door. Be warned though – each time you don’t make it through in the allotted time, the difficulty to get through increases due to the number of combine.
Once through the door on the opposite side of the glass, head left. A message will be waiting for you from Alyx / Eli. Then take an immediate right down a long hall. At the end of the hall, turn right and head through the doors. At the end of the room, go through the door on your left.
Chapter 2: Freeman has left the building…
You’ll go through the door and there will be a small fire fight. There is a bunch of garbage in the way – so it’s hard to locate your opponents.
Head through the door on your right, into the larger combine filled room. Work your way around the room – fence on your left. Pass through the door, the through the double-doors on your right.
You’ll need to use some junk to get up to the second level. Once on the second level, head through the doors and simply follow the rooms / doors around. Eventually you reach a dead end where you can bust through the floor and drop down into a room partially filled with water.
Head right, past the first room, then left when you get to the second one. A metro cop will be waiting (dry of course). Hop out of the water and head for the door.
Go through the two sets of doors – back into the first room you entered. You should now see a half-moon shaped iron window off the wall. Move that out of the way with the gravity to get outside.
SECRET: At the end of the room, there is a gated door with a lock. Bust through the lock to get a stash a goodies.
Once outside, you’ll need to make your way to the rocky outcropping adjacent to the building on your left (the one shown in the picture above actually). Stay out of the water though!
Straight ahead, you’ll see a small wooden dock – although out of the way, the crossbow is there waiting for you.
Once on the outcropping, keep the building to your left and turn the corner. There is a turret on a ledge waiting for you. You’ll have to throw things at it to knock it over. Once that’s out of the way, you’ll see a small hole in the building – just big enough for you to fit in.
Hop into the shaft, wiggle through the bars, and head into a set of flooded rooms.
Once in the water, you’ll have to move quickly – because you may run out of air multiple times getting through here.
Ok. Once underwater, head through the door. Make a right at the end of the hall. You’ll be looking down a long, dark hall now. About half way down, there is an indentation in the ceiling. You can duck in there to keep your breath.
Now if you head to your left, there is a shotgun there around the corner. That leads nowhere though.
So once you have a full breath, head to the end of the hall, make a right, then a quick left. Grab the ‘explosive barrel’, make a left, and carry it to the next outcropping in the ceiling. It’s loaded with barnacles – so you have to give them the barrel, and then shoot it to take them out.
Once you’ve taken care of that problem, you’ll need to catch your breath again. Once you are at full health and breathe, head to the end of the hall. To your right is a long shaft in the wall – it’s covered with junk, so you’ll have to move it out of the way. Head down the shaft and straight up the stairs where you’ll just have enough breath to get out.
Once out, head up the stairs and through the bars (you may need to move the door out of the way). At the end of the room, turn right, jump over the busted up door into a small room, then through the door across the room.
[ Loading… ]
Walk to the end of the small hall through the door and make a left, then an immediate right.
At this point, you are in fairly large courtyard of sorts. There are a number of opponents from all angle once you make your way into the courtyard – so be ready.
There are a lot of options at this point. Just to point out a couple of ‘secrets’ after you get through the small fire fight:
1. On the ledge above where the barrels dropped, there are some item crates. There is a ladder that will get you up there.
2. There is a wooden dock next to the water. If you jump underneath the dock, you’ll find some goodies down there.
Now you need to work your way out on the dock – which is conveniently blocked by a shipping container and a fence. There is a ladder that leads up to some platforms up to the orange bubbling goo. Once up there, climb up on the boxes beneath the hold in the ceiling.
Use your gravity gun to move the wooden planks away and jump up on to the roof. There is a small room on the roof with some health / shield in there.
Now it gets a little tricky – at least if you don’t want to hurt yourself. Looking out at the water from the roof, look down and you’ll see the large shipping container. Jump onto the ledge above the container, then onto the container, then onto the ground next to the left.
To save yourself some headache later on, bust the wooden plank blocking the door. This will make this door usable from both sides.
Next make your way down the dock, and make a left just after the first boat. After a small fire fight, hop onto the boat and jump onto the platform on the other side – where the lookout tower is located.
Use the ladder to get up to the ledge, then the wooden plank to cross over the water and onto a small rocky ledge. Traverse the ledge all the way back to the roof you came from (only this time, you are on the other side of the fence).
To save yourself a little more headache later on, turn off the combine shield wall – leaving the entire roof free for you to roam.
There is a hole in the roof. You’ll need to drop down all three levels (there are a couple of tough fire fights in here). When you get to the bottom where the turrets are located, there is a small room where you’ll find a blue sort of eye scanner on the wall. Walk up to the scanner and you’ll be granted an access card. You’ll need this to proceed. Now you’ll need to get back to the roof.
The only way up is to head out the double doors on the bottom floor. Head back outside and work your way back up to the roof.
Once on the roof, go into the small room at roof level instead of dropping down through the floor. Turn right at the end of the room, and then make a left at the end of the large hallway. There is a small blue eye scanner – like the one use saw one the first level, you’ll need to use to disable the red beams.
Walk through the large room to the set of stairs that go down a level. Go down the stairs, to the right, and down the hall of pipes. At the end of the hall, there’s another small room – fenced off. Walk into the fenced off area and move all of the junk out of the way to expose a small opening in the floor.
Walk down ladder, into that room and walk up to the eye scanner, grabbing that keycard. Go back up the ladder, down the hall of pipes, and into the larger room with all of the desks. Proceed with caution – a nice (actually pretty tough) fire fight is about to take place.
Once in the large room, to your left you should see another small room with beams. Walk up to the scanner on the wall to disable the beams, head down the hall, and make a left at the end of the room.
[ Loading… ]
Go through the double doors, and to the right. Follow the hall (with the fence on your right) and head across the room to another long narrow hallway. Turn right down the hall, and you’ll come to a small loading area with some trucks and containers.
There’s a lot of combine in here – and they will come swarming at you, so be prepared.
Zig-zag around the vehicles, through the storage area, and into another smaller office-like area with stairs heading down to a lower level. Head down the stairs, to the right, then a left down the hall of pipes. At the end of the room there is an area partially covered by a fence.
When you walk into that large room with the generator, be careful of the turrets. Follow the room to the end and head left. You should now be in front of an impassable waterway.
You’ll need to use your gravity gun to grab the longest piece of sheet metal you can find and make a bridge across the opening.
Once across, bust through the wooden planks and head outside. Make a right into a rather creepy looking beach area.
Head straight, past the wooden stand with the turret to the end of the small peninsula just past the tree (you can break the stand down if you want). Jump across the water to the other small sandy area. Follow the sandy area around to the partially sunken boat. Some antlions will ‘help’ you get there.
You’ll need to traverse along the boat – ocean side – to the very edge and jump onto the other sandy area across the way – the one attached to the docks. There is also some very shallow water – land side – that is safe to walk across.
Hop up onto the docks and traverse your way up to the second level.
When on the second level, there is a battery lying on some crates behind the fenced area. Best thing to do is pick it up with your gravity gun and launch it across the water toward the far end of the drawbridge – you’ll need the battery to get the drawbridge working.
You need to work your way across the water (to the thumper) by hoping across the busted up bridge. Once on the other side, your best bet for survival is to turn on the thumper – it will keep the antlions away.
Then, you’ll see a small shack between the thumper and the end of the draw bridge. There is a bunch of junk next to the shack. Buried in there is the other battery. Use the gravity gun to launch that one near the end of the drawbridge.
On the wall of that shack, there is a switch – you best flip the switch now to avoid backtracking later. You can follow the attached wire to see where it goes – that’s your next destination.
Make your way to the end of the draw bridge, there is already one battery there, plus the two you found. Open up the compartment and place all of the batteries inside. Once placed, the switch for the drawbridge will light up and you’re ready for it to be lowered.
Lower the drawbridge, and cross the small waterway.
Now if you follow the cable from the shack, to the building across the drawbridge you’ll find a door. You need to head for that door. There are a couple ways there. One way is you can use gravity gun and make a ramp from the planks. Another is to head around to the back of the building and traverse up the boxes onto the ledge, then around to the door. Heading around the back of the building is definitely easier – there are fewer antlions to get in your way.
Once in the building, hang a right, then another. Go down the long hall and flip the switch on your left to open the gate. Go through the gate into the storage room. Move the junk out of the way and a small passage way will be revealed. Go through the passage and drop down into a small water filled room. Up the stairs and on your left is a small opening.
Chapter 3: Jailhouse Rock
You’ll walk up the stairs into a very dark room. You’ll need your light.
Straight in front of you is a door with a couple goodies – although they may not be worth the effort. To your right is a room – covered with boards. Jump through the glass. A good strategy here is to toss a grenade through the glass. Usually it will take out all of the crabs on the ground.
Once in that room, head through the door – past the poison zombie.
Once through the door at the end of the dark hall, you’ll find yourself behind a gate in a courtyard.
Use the junk next to the broken portion of the gate to hop the fence. Straight across the courtyard is an arched walkway. Head to the arched walkway and you’ll find a switch you can use to disable the combine shield wall.
Once disabled, head through the double doors opposite side of the combine shield wall. Go past the turret / combine on your right to the end of the hall, then make a left at the end of the next room. There should be a room with a glass room on your left.
Break through the glass and follow the room around and you’ll find a ladder. Go up the ladder into another small room. This upper level is loaded with combine, so you’ll need to be a bit defensive to make it though.
The room to the right is a dead end (one goodie). You’ll need to head left at the top of the ladder.
Follow the room around to the left and you’ll have two options – you can head into a large control-like room on your left, or out the double-doors on your right. The double-doors lead to a dead end and a few goodies.
The large room is where you need to head next. Head to the end of the room, and hop over the bars on your right.
[ Loading… ]
At the end of the room, hang a left and follow the long hallways (with the bars on our right). Work you way down the stairs. You should pick off all of the combine on the ledges outside before proceeding.
SECRET: Once down the first flight of stairs, you’ll see some white lockers on your right. Move the lockers out of the way and go through the crawl space into weapons heaven.
Once on ground level, go through the double doors and into the courtyard.
There is a massive battle here – so you’ll need to take advantage of cover. There are combine above, below, and all around.
Once the threat has thinned, there are a couple sets of ladders that will take you to the roof above the arched halls and prison cells. Another swarm of combine will descend on you, and another battle will take place – although not as difficult as the first.
While up there, you should be able to see a large light post – leaning rather precariously. Follow the line holding up the fixture, shoot the opposite end of the line (there is an explosive barrel at the end to make things easy). This should cause the light fixture to break loose and fall on the fence – revealing an opening to the opposite side of the courtyard.
Head over the busted fence, and up the ladder. Make a left at the end of the small room. Just follows the hallways around – a large U-shaped sets of halls / rooms, and to the ladder opposite the fence you first say. Head down the ladder. Follow the room around. Behind the tipped cabinet you’ll find a crate of grenades. Stock up.
Bust through the glass and you’ll have a series of floor turrets to work through. There are several of them, and it is very tough. If you want a tip – use desks and filing cabinets to make barricades for yourself. Usually, you can make is all the way though using barricades without taking any of them out.
Once you’ve taken out the turrets, you’ll see a ceiling level grate around the corner – near the furthest most floor turret. Move a desk over, and hop into the vent system.
Follow the vent around until you drop down into a small room and head for the double doors.
[ Loading… ]
Once through the double doors, head down the stairs and through the next set of doors. You’ll open up into a large shower-like area. Hop the busted fence onto the floor level.
A difficult fire fight will take place, so you’ll need to take cover.
You need to work your way to the opposite side of the shower area. Once on the opposite side, a ladder will drop down (the ladder right next to the busted fence you initially hopped over).
Head back to the ladder, up into that small room. Head through the doors on the opposite side of the room, across the catwalk, and along the fence until you reach the door on the second level – far side of the room.
From this small room, head right down the stairs.
You now have two options: a) down the stairs on your right or b) or up the stairs pretty much straight in front of you (where the turret was). Both meet up at the same place.
Where they both meet up is a computer-like room with some cables coming from the ceiling. Proceed straight down the hall – with the cells on your left.
There is a long hallway with a couple turrets at the end. Head to the end of that hall – next to the turrets. There is a cabinet in front of a small vent (across from the blue double doors). Pop the cover off the vent and follow the rooms around until you get to the door.
Go through the door and make a right. Go up the stairs follow the corridors around.
Eventually, you’ll find yourself at a gated area. Trigger the switch (its next to the turret) to head through the gate – the gate behind you will close, then down the long narrow hall.
[ Loading… ]
Head straight through the door and you’ll find yourself on the second level of the cells – back where you started this chapter from. Follow the ledge around to the left, and head through the other door.
Follow the hall around, and up the stairs. When you reach the fence, make a left and head through the double doors.
SECRET: There is a way to get to the combine perched behind the bars. There’s not a lot in there, but may be worth pursuing if you are low. There is a vent a floor level at the top of the first flight of stairs – behind a desk – that will take you into those rooms.
Follow the hall and into the open area – the room with the blue shield wall. There is a control room up above (you can follow the cable coming from the shield wall). Throw a grenade in that room to disable the shield wall.
Pass through the disabled wall and continue following the rooms around to your right. Head through the first set of double doors, then through the second where you will find yourself on the upper level of the prison cells.
A drop ship will come by and drop some troops off. Depending on where you find yourself at this point, this could be a very tough fire fight.
Once you have the opportunity, head to the opposite end of the courtyard (over the busted fence with the white and red water tower on your right).
Eventually you’ll come to a ladder. Climb the two sets of ladders and follow the ledge around toward the water tower. When you are above the small area enclosed with the barbed wire fence, drop down into the enclosed area.
Head through the door (another small dark room) and head right at the end of the room. You’ll drop down into a hallway.
Chapter 4: The Underground
Hang a right and head toward the end of the hall. On your left will be some file cabinets. Moving the file cabinets will expose a grate covered vent. Head through the vent into a small room.
Go through the door and follow the stairs down – keep checking doors as you are going downstairs. Eventually, you’ll come to a room filled with zombies. At the far end of the room is a large hole in the floor. Drop through the hole into the room below. Head across the room and through the door, then keep following the stairs down until you reach a couple of doors and a glass wall on your left.
The door in front of you will be locked – head through the door on your right which opens up into a long hallway.
The doors on your left lead to a single room, with some zombies and goodies. The door in front of you leads to a couple of goodies. You’ll eventually need to head through the double-door on your right, and into a small, dark office room with a poison zombie.
Follow the room around and it will open up into a large machine-type room – partially filled with water. The water is electrified – so you have two options: a) jump in the water and move quickly to ledge where the GMAN was standing or b) break the wire holding the swinging platform, and use it to traverse your way across on pipes and boxes.
Once on that ledge, there is a switch that opens the door through the wire window. Next, you’ll need to head up the ladder behind you (there is a lock on it, so you’ll need to shoot it off to get the ladder to drop down).
In the control room at the top of the ladder, you’ll find the .357. As you look out the main window of the control room, there is another ledge with a door to your right (the closer one of the two – with two palettes in front). Head to that ledge and go through the door.
The next series of rooms are very dark. Head through the door and follow the room around. You’ll come to some stairs heading down into a flooded set of rooms. Your only light is coming from a tv. Follow the room around and you’ll come to some stairs heading up – blocked by some file cabinets. Move the file cabinets away with the gravity gun to expose a path up the stairs.
Head up the stairs, through the opening at the far end of the room, and follow the room around until you come to another door. Head through the door and you’re back in the partially flooded machine room.
Head up the ladder on your right and back into the main stairway you started in. You’ll notice a door has opened up. Head through the door and jump into the busted elevator at the end of the room.
[ Loading… ]
The elevator will drop down and splash into a pool of water. Head out and you’ll find and opening to a room. Head to the opposite end of the room and up the stairs into a small warehouse of sorts.
Head across the room to the double doors, then through the next set of double-door into a stairwell. Head up two floors (past the floor with the fence and to the floor with the boxes). Move the boxes to reveal a grate that drops down to the floor below. Move the grate and drop down.
Follow the room around, and head down the stairs. At the bottom of the stairs, there are some file cabinets in front of a vent. Move the file cabinets and head through the vent shaft.
You’re now in a small gated area in the first warehouse area you entered. Head to the opposite end of the gated area and flip the switch – this will disable a shield wall at the top of the stairwell. Bust the locks off the gate and head back up the stairwell to the top floor.
Head through the door and down the long hall. You’ll drop down through the floor before you get to the combine shield.
Walk along the pipes almost to the end of the room. You’ll see a covered area on the floor. Use your gravity gun to ‘slide’ the panel – making an opening for you. Crawl under the pipes to the opposite site.
When you pop up, head left and through the door opening. A pretty tough combine battle will take place, so be prepared. Follow the corridors around until you enter the small room with the chargers and the ladder. Take the ladder up, and you’ll find yourself on the opposite side of the shield wall. Disable the combine shield walls and head up the stairs.
Use the button to open the gate and rush through the gate before it closes. Walk around the set of pipes.
[ Loading … ]
Head through the double-doors and you’re in another stairwell. Head up the stairs. After a flight of stairs, there will be a somewhat long room. There are some goodies at the end of the room near the window, but not much else.
Continue up the stairs until you reach the top floor, then head through the double-doors. Head left and follow the hallways around – past the fence on your left, past the zombine on your right, down the sets of steps, past the headcrabs. When you get to the end of the room, hop up on the desk and over the wall into a small storage room.
There is a storage shelf in front of a grate at floor level. Move the shelf and go through the grate – into the main room.
Head to the set of stairs to your left – mid-room. Follow the walkways into the small room with the console and tvs, then up the ladder to the control room. There is a switch that will release a gate immediately below you.
Jump back down onto the main floor, and head through the gate that opened. The bottom floor is loaded with zombies and crabs. Follow the room around to the left, then to the right. At the end of the room is a large filing cabinet. Use your gravity gun to move it out of the way and crawl through the vent at floor level.
When you exit the vent, flip the switch on your left, then backtrack to the room you were just in. On the opposite side of the room is a switch that will open the gated area. Head through the gate, then up the ladder back to the main floor.
Between the spinning wheel (that is now stopped) and the control room above, there is a very tall ladder that has been exposed. Crawl up the ladder to the next level. Hop over the pipe, then use the boxes to jump the fence.
There is a vent shaft at floor level. Crawl into the vent and you’ll eventually drop down into another room.
[ Loading… ]
Head through the double-doors, go right through the other double doors and you’ll open up on a long sewage system of sorts. Your destination in here is the far end of the room, ground floor, left side. Get there however you see fit. There are zombies below and combine above.
Once you get to the other side of the room, move the boxes on your left, and follow the rooms, stairs until you get to the red laser barrier. Use the switch to disable the barrier. Head to the opposite side of the walkway and follow the rooms / stairs up to the upper level. You should now be at the highest level in this sewer room.
If you walk up to the railing, looking down into the sewer, you can see some concrete posts that you can jump onto (they are above the catwalk you came in on). Jump onto the posts, and head left. At the end of one of the posts is a vent. Bust the vent and follow the shaft until you drop down into a room with some headcrab.
You should be at another stairwell. Take the stairwell to the top level. Head through the double-door and follow the stairs down. When you get to the bottom of the stairs, you’ll need to duck under the container unit on your left and head into the small control room. At the end of the room is a vent. Bust through the vent and you’ll find yourself on the opposite side of the fence.
Use the explosive tanks to your advantage in here.
If you look up you’ll see a red light (behind a chain fence). There are stairs on the wall that will take you up there. Once on the ledge, traverse along the wall (with the wall on your right) and jump onto the pipes. If you turn left 90 degrees, you’ll see another set of pipes across the way. You’ll need to do a big jump to get there. There is another vent on the wall you’ll need to bust through once you make that jump. It’s dark in this area, so you may need to hunt around with your light a bit.
Once through the vent, walk to the opposite side of the room, and drop down into the other room, opposite end of the room. Walk around the chain link fence, and walk up the slanted pipes. You’ll see another vent that you’ll need to bust through.
Follow the rooms around and head through the door. You’ll find yourself in a control-like room. You’ll find some boxes that will take you up to the second level. Once on the second level, find a box, move it next to the filing cabinet, and jump on the filing cabinet. Break through the vent, and you’ll drop down into another stairwell.
[ Loading… ]
Head through the door on your right. Go to the end of the hall, and head right. Follow rooms / halls around (its pretty linear) until you reach a small room with lots of zombies – quite dark. Near the door to the room are some filing cabinets. Move the filing cabinets and head through the vent shaft at floor level.
Straight across is another vent shaft. Head through that one as well.
In the third room, there is another vent shaft at floor level – covered over with plaster – break through the plaster and you’ll drop down into the stairwell. Take the stairs to the bottom floor and head left. At the end of the room, you’ll find a small gated area with a switch.
Flip the switch to ‘de-electrify’ the water in the adjacent room.
Head back the way you came, this time going right, and behind some palettes / filing cabinets, you’ll find another vent at floor level. Break through the vent, and traverse across the water until you get to the opening at the opposite end of the room.
Head up the ladder (very tall ladder) until you reach the top floor.
When you reach the top, there will be a drop and a shield wall right in front of you. To your left is a room with glass windows. You need to head to the room with glass windows, break through, and flip the combine switch.
Quickly, head back to the combine shield you first saw when you came into the room (the switch is on a toggle – so it will turn back on in a few seconds). Pass through the open combine shield wall, and follow the halls around.
Chapter 5: Overwhelmed
First off, grab the rocket launcher in the cabinet to your left. Head through into the next room and stock up on supplies, then head through the door outside. The rest of the walkthrough will sound fairly straight forward, but there is a lot going on, and it will take you awhile to work through everything.
The first thing you’ll want to do is disable the combine shield wall on the bridge. On the backside of the aluminum building immediately when you get outside, is a plug. Pull the plug to disable the shieldwall.
Next, head for the bridge. You’ll see a downed light pole. Walk up the light pole, onto the bridge, then head across to the building in front of you – the door is to the left.
Once inside, head right, then up the stairs to the fenced off storage area. There is a ladder that will lead to the roof.
Once on the roof, you’ll find another opening (covered with boxes). Drop down and head across the combine bridge. Technically, you can skip the other room if you like – but there may be some goodies in there you want.
Head across the combine bridge to the other building. Once across, head right, around the dock area and you’ll find a switch that opens that garage door.
Go into the garage area and use the truck to jump the chain link fence. Head for the ladder at the end of the room and cross over into the other adjacent building.
Use your gravity gun to take out the two power generators, and the exit door will open.
Exit the room, and head left, across the boat, and onto the other dock area.
There is another garage area that should now be opened up. Move the boards off the floor area and jump into the opening in the ground. There is a concrete vent-like area. Hop in there and follow it around.
[ Loading… ]
Once you get to the wood planks, you’ll drop down into a large underground storage facility.
Hop out of the trash container and head for the truck with the lights on. To your left is a ladder to an upper level. Walk all the way across and flip the switch. It will cause a crate to fall, and break the fence.
Now head out into the main area, and go through the door on the left (the door on the right is locked, and the combine shield wall in front of you is active).
Once in the room, hook to the left, and move the bookcase in the corner, revealing a vent. Hop into the vent and follow it around.
You’ll drop down into a room. Once in the room, head to the left where you find a double-door blocked with a plank. Break / move the plank and head back up.
Now you need to go back up to the upper level, then up the ladder to the T-shaped catwalks. When you are about half-way down the catwalk, turn 90 degrees to your left, and you’ll see a raised door. It will open and a metrocop will appear.
Hop across the containers to get to the ledge and head through the door. Go up the stairs and into a small office / storage area.
Head straight – through the chain-link fence area and follow the halls to the right. At the end of the hall is a switch that will disable the shield wall.
Once disabled, backtrack to where you entered this room and head through the now open control room. Flip the switch with the numbers next to it, remove/break the plank from the door, and head back outside – onto the catwalk area.
Head across the catwalk to the door with the green light.
Go through the door all the way to the end of the long hall (where you’ll find the turret). Turn right – heading through the double-doors, over the truck, down the stairs and through the other set of doors.
At the end of the room is a small storage area with some boxes behind a fence. Move the boxes and drop down through the floor. Simply follow the room around – keeping the fence on your left, and you’ll eventually come to another set of double-doors blocked off.
Head through the doors and you’ll find yourself back on the main floor. You’ll also notice the combine shield wall is disabled. Head into that other area, and go to the left.
Toward the end of the warehouse area, you’ll find a tall ladder. Take the ladder to the upper level, and you’ll need to traverse the narrow ledge – opposite site of the chain-link fence.
When you get to the end of the ledge – you’ll need to hop onto the hanging shipping container, then onto the catwalk.
Take the catwalk across , and head down the stairs. You should be able to drop down to the level below you. Once you drop down, you’ll find a switch that will open up the garage-like door that you can see through the window.
Once open, head out the double-door, make a right, and go through the broken fence into that area.
Once through the garage-like door you opened, drop down a level – so you are buggy level and head for the switch on the wall.
Chapter 6: Direction Anymore?
Open the door and head to the buggy. Jump in the buggy and follow the tunnel around. There’s a spot where you may have to get out and break down a wall – but if you plan it right you can just blast right through.
You’ll eventually come to a large open area (see picture above).
On the ground floor, there are three doors – one with a trash dumpster in front. move the trash dumpster, and follow the room around. You come to a broken window. Shoot through the window and break the board blocking the other door.
Exit the way you came in, and head left. Go through the next set of doors.
Walk through the room (with sand), then the next couple room. Eventually, you’ll open up in a larger set of rooms with turrets on the opposite end firing at you. You need to head for the turrets, then make a right. Make a right at the end of the next room, then head through the doors.
Once through the doors, there will be another turret on your right – at the bottom of stairs. Head up the stairs and follow the room – catwalk around until you reach a small room.
(Take a breather…)
In that room is a ladder to the upper level. Head up to the upper level, then through the door. Now basically head straight – for as far as you can go – then make a right (you will be overlooking one of the areas you were just in). Head through the doors and across the catwalk – through the double-doors on the opposite side of the room.
This is a darker set of rooms – when you get in, stay to the right and eventually you’ll come to a switch on the wall next to a window. Flip the switch, and you’ll notice the combine shield will come down – which is your next destination.
Once you get to the location where the combine shield was, head through the double-doors into a very large open area – with some water separating the two sides.
As you enter the room, you’ll see a ladder across the way – head for the ladder and follow the catwalks around. You’ll find yourself on top of the large green generators. There are additional platforms and catwalks that will take you to the opposite side of the water.
Once on the other side, drop down and ideally, you should flip the switch against the wall to enable a laser field (helps keep the antlions as bay while you take a breather).
Now head through the double-door and you’re in a set of tunnels like you were originally in. Head to the left, and open the door, exposing the previous area you were in.
Hop in the buggy, and jump over the combine fence. Once over the combine fence, there is an elevator to your left (beneath the exit sign). Head into the elevator WITH THE BUGGY and the doors will close behind you.
[ Loading… ]
The elevator will rise, but the doors will malfunction and will no open. An opening in the elevator wall will be exposed.
Hope through the opening, and immediately beneath you feet are some wooden planks.
You need to bust through EXACTLY 3 SETS OF PLANKS.
Once through those sets, you need to traverse across to the other set of PLANKS, then bust through those to get to the ground floor of the elevator shaft.
Once on the ground floor, you’ll see pipe protruding from the wall. Hop into the pipe follow it. You’ll drop down into a room with a fence on your left.
Follow the room around – hoping over the stalagmites, until you reach the train car. You’ll need to duck under the train car to get by.
Next, you’ll be in a large room with a big mess. If you look toward the fire, there is a copper-ish train sign pole above it. On the back end, is a ladder that will take you to the top. Go up the ladder and walk across the beam. Hop onto the yellow canisters and turn the level. This will shut off the gas in the hallway below – providing passage.
Hop down and head through the hall. Once in the next room, head right and flip the switch on the wall. Then go to the other side of the room where you will find a freight elevator. Flip the switch in the elevator to take a ride to the top.
Once at the top, head through the double-doors on your left and traverse along the fence pass the combine shield walls. You’ll need to hop up on the truck and sneak through the broken fence, then follow the open area to the last set of doors covered by the shield wall.
This will reveal some combine, and open the double combine shield walls you originally passed on the opposite end of the area. A set of double-doors will also be opened.
Go into the room that was exposed, and flip the switch on the wall. This will disable the shield wall on the opposite end of the area. Head back to the far end (again) and you should now be able to go through the double-door.
Follow the room around and you’ll wind up on a catwalk above the busted elevator. Hop down onto the elevator and break through the vent with the red light.
Follow the vent.
[ Loading… ]
You’ll drop down opposite side of the broken elevator door. Walk out the passage and head left. Traverse along fence – with the chain link fence to your right. Eventually you’ll come to the yellow ep2 car.
Hop in the car and drive off the edge (over the cones) and into the sand.
Make a U-turn and head along side the pylons, across the wooden bridge, and to the first building. You’ll need to drive up the stairs.
Go into the building, out the door, and walk in front of the covered door to turn on the gas valve. Fire at the gas to ignite it and burn the door down.
Next, there is a small brick tower on an island. Head up the dock, down past the docked boat and to the island. Head up the elevator and into the tower. There is a switch that will ignite some explosives on the dock.
There are really a lot of things going on between all of this – so it won’t be quite as easy as it is written here.
Head back to the car and drive up the wooden dock, turn right, then left. When on the longest portion of the concrete dock, gun it and jump the water onto the sand where the power pole is situated.
Follow the sand around until you get to a concrete opening. If you are lucky, you can jump the waterway there.
[ Loading… ]
Follow the tunnel around until you are in a large expansive area.
If you happened to lose your car in the last level, you’ll need one now. There are two buggy next to a combine outpost to your right and the yellow ep2 car adjacent to the building almost directly in front of you.
The objective for this level is to drive the car from one end, to the other. There is a very tall sand hill on the far end of the area. Gun it up the hill to jump the fence.
NOTE: There is a ton of stuff going on here – multiple striders, hunters, and loads of combine so it’s not likely you’ll make it through – especially first time playing – just trying to gun it across. If you explore around, you can easily spend 2 hours on this level. If you just gun it across, it will take you 2 minutes.
Once in the fenced in area, head up the stairs and through the doors and the end of the tunnel. Use the boxes to hop the fence and head through the next set of doors.
Jump down to the lower level.
Chapter 7: Who Turned Out the Lights?
Head through the double doors and make a left. Head straight – toward the tall iron gate. When you get to the iron gate, there are a stack of boxes on your right. Break through the boxes and go through the door.
It’s quite dark now – so head down the hall and take your first left. A ways down, you’ll find a small room – with a window and a door as access. Inside that room is a switch that will disable some doors and turn on the lights.
Head back out into the halls and make a left, then a right, then a left, then a right. You’ll now be at the end of the VERY long hall. Head to the end of the hall were a metro cop will bust through the door.
Once in that small room, you’ll find a vent – floor level. Follow the vent around until you can bust through in another office-like room.
SECRET: There is a second vent behind the desk. At the end of the shaft are some goodies.
Head through the door at the end of the room on your right. You’ll now be in a long room with red lights and lots of pipes on your left. Check the walls – behind things, and your left and look for a vent.
Bust through the vent and take the vent until you are able to drop down into another room. Exit that room through the door, follow the hall and take the stairs up to the next level.
Follow the room around and you find another vent on the floor – beneath a desk. Bust through the floor and flip the switch at the end of the room. You’ll see a couple of doors open.
Exit the room and enter the large cooling area through the open door. Across the cooling area you’ll see a butane canister on the ground next to a desk. Shoot the canister – it will cause a catwalk to fall and some overhead storage to crash into the water.
Swim across the cooling tank and go up the broken catwalk onto the ledge. Take the ladder up, and into the security room.
On the far end of the room is a vent above the desk. Break through the vent until you drop down in another room on the opposite side.
Head for the door in front of you.
[ Loading… ]
Head through two sets of doors and make a left. At the end of the hall, make a left. At the end of that room, make a right and head down the stairs.
Follow the long room to the end, then head right up the stairs. At the top of the stairs, work your way through the halls / rooms until you come up a large loading area with several vehicle.
Your primary objective here is to get to the doors above you – on the catwalk. Problem is, there is no easy way up there. To get up there, you need to hop up on the truck near the entrance to the loading area. You’ll see a narrow ledge that traverses around the entire warehouse. Hop onto the ledge – and take it all the way around until you reach the catwalk with the doors.
Head through the doors and follow the hallways / rooms until you drop down into another small loading area. Go around the shipping crate, up the stairs and through the double-doors.
SECRET: If you can manage you way on top of the shipping crate, some items and chargers are in a small enclosed area.
Follow the room around until you reach another set of doors.
[ Loading… ]
Head through the doors and follow the rooms around until you reach the large outdoor area with the large cylindrical containers.
There are a set of cylindrical containers on your left. The primary goal here is to hop the fence. You’ll need to walk around the containers, and you’ll file a ladder that will take you to the top of the containers. Once on top of the first container, jump to the second.
From the second container, you’ll see a much taller container close to you – with a ledge sticking out. It’s a pretty tough jump, but jump onto the ledge. Walk around to the other side of the container where you’ll find another ladder. Take the ladder to the top.
Once on top, turn right, and you’ll see a container some ways below you. Jump down on that container, walk across the beam, up the ladder on the final container, then work your way over the fence.
You’ll find a set of short stairs and double doors. Head through the doors and follow the rooms, halls, stairs until you reach the second level of the outdoor facility.
An you come out the doors, if you can manage to manage to work your way left, there are some goodies, otherwise, head straight out the doors and follow the path on the second level as far as it will go.
You should be on the opposite side of the area now – with a large helicopter on the ledge across from your (and a gunship hot on your tail).
Things get a little tough now. There is a lot of action below, so you’ll need to keep moving. Work your way to the ground, and your primary objective is to destroy the gunship. Once the gunship is destroyed, the double-doors will open up, and reveal another set of rooms / halls.
Follow the rooms, and drop down to the lower level (the opening in the floor is covered with a desk and junk – a grenade works nice here).
[ Loading… ]
The walkthrough on this level is really quite complex. The rooms are very maze-like, and there are a lot of dead ends. The entire level is on one-level, so you’ll just need to work your way through. There really is a way out – it’s not all that tough.
You main goal here is to pass through all of the rooms, where you’ll eventually drop through a hole in the floor.
[ Loading… ]
Head through the doors and drop down into the sewer channel. Head to the end of the channel and go left through the boxes.
Turn left and head up the stairs. Keep following the stairs / halls until you reach a door.
Head through the door into the room with head crabs. Tip – if you toss a grenade in the middle of the room, it’s usually enough to take out all of the crabs in the room.
Once in the room, you’ll see a vent on your left. Bust through the vent and you’ll drop down into a corridor. Head right, through the wall pipe, and you’ll drop down onto the opposite side.
Chapter 8: I need a vacation!
You have a very simple objective on this level. You need to disable the combine shield wall to move on.
The combine shield wall is powered by three generators you need to take out – all while avoiding the striders and defeating combine.
The first generator is on the rocky cliff high above you when you first exit the pipe onto the beach area.
The second generator is on a tall wooden platform near the beached ship.
The third generator is at the back of the playground.
Once the combine shield wall is disabled, head down the stairs behind the shield wall, right at the end of the hall, left at the end of the next hall and head through the door. On the other side of the floor is a floor vent.
Break through the vent and drop down to the lower level.
[ Loading… ]
Head down the hall and through the double-doors on your left. Head to the end of the long corridor, past the small room, and into the stairwell.
Head to the top of the stairs and through the double doors. Go left. You’ll come upon a battle between combine and some citizen forces. Work your way towards the exit doors of the hotel lobby. Exit out the leftmost door.
You’ll need to cut around to the left side of the building straight in front of you (where the hunter came from). There a car smashed through a fence. Hop the fence where the fan units are located. Flip the switch to turn on the units. Hop on top of the unit and the blast of air will take you to the roof.
Once on the roof, work your way to the opposite side, and traverse down the pile of junk back to ground level – opposite side of the hotel lobby.
Follow the road around and you’ll come upon a massive combine battle.
There is a train station – stairs leading to the main entrance. Head into the main double doors and go left. The lobby to the station is blocked off, but there is a switch that will disable the combine shield wall. Flip the switch, then head back outside.
Follow the road back around – towards the lobby of the hotel. When you get to the pile of flaming junk, head left and into the café door. Go through the café and through the kitchen, out the back door.
Follow the courtyard around (past the crabs and combine) and up the pile of trash. Bust through the vent and you’ll drop into a bathroom.
Exit the bathroom, and break through the windows on the right. Head through the door, down the hall, through the next door.
Head left (right is a dead end) and follow the hallway around.
Chapter 9: Back to City 17
You head straight and make a left – past the window and through the double-doors on your left. Follow the stairs down until you get to the chain-link fence on your left.
Shoot through the fence to break the plank covering the door.
Head out the door in front of you now (you should be ground-level of the massive train station). Head left then left again into the first waiting area. There will be some double-doors on your left.
Head through the doors and move the junk out of the way – exposing a blue door. Head through the door, then right across the locker room, through the fire, and into the shower area. (Note: There is a way to extinguish the fire – but the fire will keep the antlions at bay a bit).
Once in the shower, there is vent – ground level. Bust through the vent and follow it through.
You’ll head up ‘three’ flights of stairs. When to the top – there is a bluish wooden bookcase on your left. Move it out of the way to expose a door. Go through the door, make a right at the end of the room, then head to the very end of that room.
Move all of the junk out of the way – and you should be looking through a set of bars at a combine ball generator. Use your gravity gun to get the combine ball out of the generator.
Head back the way you came, then head for the disable combine shield wall. Once at the combine shield wall, flip the wall switch, head through the doors, then flip the other wall switch.
Head straight across the bridge – the blue force field bridge should have been enabled by now. Head across room on the opposite side, and through the fenced area.
Follow the stairs down until you get to the room at ground level. When you get to the large screen on the wall, flip the switch off.
This will start a timer. You have like 3 ½ minutes now to get back to the train, and on one of the flatbeds.
It won’t be easy though – there is a massive combine onslaught waiting for you. If you can hold your ground, after 3 ½ minutes, the train will leave the station – hopefully with you on one of the flatbeds.
The game will end when you on the tracks over the water…
Publication Notes
- This walkthrough is for Offshore, for Half-Life 2: Ep2.
- Please post all comments regarding the mod on that page. Only comments that directly concern the walkthrough should be made here.
- For comments or suggestions regarding the walkthrough, please write to planetphillip.walkthroughs@gmail.com, and include the name of the mod in your subject line.





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