System Shock 2 - Pops Difficulty and Enhancement Mod v2.5

This mod alters many aspects of the game, making it both...

System Shock 2 - Pops Difficulty and Enhancement Mod v2.5

This mod alters many aspects of the game, making it both more difficult and much more entertaining to play. See the read me for full details.

This update that addresses many faults with the first release and makes it much more compatible with other mods. Also adds in many new features.

See the readme for full details


(Best viewed at 1024x768 or above)


This modification greatly changes the game by altering nearly every aspect of it. Enemies no longer scale smoothly,

now when you fight a Mech or Rumbler you'll realize they're much tougher and best avoided altogether. Security is actually a

problem now, no more shooting the cameras out as you quickly pass by. Either sneak, hack or fight your way across a room.

All your tech skills will be much more useful now that repair and modding tools are no longer present. Also since

enemies take many more shots to bring down, repair and/or maintenace will be in big demand. Psi agents can breath easy as

their powers have been significantly boosted in terms of duration and usefullness. Nanites are plentiful as long as you

recycle, which is a good thing as gun play will be more important than ever. Speaking of which, all weapons have been

rebalanced against each other as well as the enemy; some provide speed and ease of use, while others are powerful and

specific. With the sometimes huge increases in npc health, it helps to give purpose to many of those often unused secondary

fire modes such as burst or full auto.

This mod is a compilation of many smaller mods and ideas. I spent alot of time putting this together, tweaking it and

what not....I hope you enjoy it.



Yet more tweaking...reduced emp weapon effectiveness and got rid of turrets shooting at the camera forever bug. Didn't like

not being able to recycle implants so it's back. Touched up item randomness like adding games to possible desk loot.

1. Restored recycle/transmute values of implants

2. To avoid cameras going off indefinitely do to hacked turrets in the same room, turrets can now destroy camera's

3. Cameras are no longer hackable (was to powerful)

4. Altered weapon damage (check weapons chart for specific info)

a. Laser Rapier -1 (base dmg)

b. Emp Rifle +5 (Removed Emp Rifle's built in 2x damage boost)

c. Emp Grenades -20 (not sure if I altered them in pervious version)

5. Emp vulnerablity reduced from 4x to 3x

6. Slightly reduced the amount of items carried by enemies (mostly the bots), variety remains intact

7. Greatly Increased the chance of getting egg items from eggos

8. Reduced the amount of maintenance tools available for spawning, switched up a few more of the randomly spawn items

*Charts updated*



In order to better balance the weapons vs enemies (more for fun than mathematics) I've made the following changes

Change log

1. Altered HP values as follows:

a. Protocol Droids +5

b. Grunts -10

c. Maintenance -100

d. Security -150

e. MP -50

f. Turrets +50

g. Rick Turrets -150

2. Altered Weapon damage as follows:

a. Emp Grenades +40

b. Incendiary Grenades +55

c. Standard Grenades +55

d. Disruption Grenades +125

e. Wrench -1 (base dmg)

3. Increased shake effect distances for explosions

4. Added gibbing effect to spiders, grunts, midwifes and monkeys killed by explosive barrels

5. Added cost variations inside each catagory for STATS, WEAPONS, and TECHS

6. Removed base Psi for all difficulties except easy, this means most builds start with no psi points

7. Restored pistol clip size back to 12 (this was changed for testing and I forgot to change it back)

8. Energy weapons are maintenance free; exotic weapons degradation per shot is greatly reduced

9. Weapons can and will jam at all condition levels (thanks to Rainalkar for the idea)

10. Slight reduction to wrench damage

11. Reduced shotgun strength requirements by 1, altered string

12. Hopefully eliminated the cargo bay over spawn bug (thanks to Miracle freak)

13. Removed camera hearing ability again (noticed it could still hear)

14. Restored pistol, laser pistol and Psi amp sizes to orginal specifications (for mod compatibility)

15. Fixed a mistake that allowed anyone to retrieve Auto repair diagnostic kits from turrets

16. Fixed a mistake that made blast turrets have no loot

17. Added batteries to protocol boxes...made them hackable

18. Added 2 new searchable containers/added loot and strings

19. Added item randomness to all containers and Bodies

20. Increased the amount and variety of items in all containers and bodies

21. Added two unused broken weapon objects to random loot in trash cans

22. Added unused book item to random loot in desks

23. Lockers must now be hacked open

24. Removed cyber-affinity requirements for hacking and repairs (allows for earlier attempts while making it harder)

25. Removed recycler from guaranteed loot on maintenance bots...added it to random loot in a few places

26. Slight increase to psi Projectile speeds (player and monkeys)

27. Implants can no longer be recycled or transmuted (to avoid a bug)

28. Camera turn rate slowed (to help the player sneak by)

29. Added lighting to psi sword

30. Greatly reduced the amplification effect of Adrenaline (thanks to Rainalkar for figuring this out)

* When in conflict the improvements listed here supercede the ones listed below, charts updated as necessary



Change log

1. Camera's can no longer hear, this should fix the spawn problem as well as significantly reduce the overall difficulty

2. Shotgun requirements now correctly match its discription

3. Falling damage restored

4. Weapon draw animations restored

5. Overall Cyber costs have decreased by roughly 28% (18% of orginal)

5. Starting hp/psi increased slightly, hp/psi per end/psi increased slightly

* When in conflict the improvements listed here supercede the ones in the read me, the readme charts have been updated



1. Invincible Cameras

2. Increased NPC hp, NPCs' weaponry now matches the players' in terms of speed and damage

3. Most NPCs now have a secondary mode of fire

4. Greatly increased speed of lasers and other non standard projectiles

5. Added ejected casings to most weapons' fire

6. Altered Weapons for balance and usability

7. Increased cost of objects in ValuReps

8. Psi disciplines have been altered

9. All objects can be recycled/transmuted (not quest items)

10. Altered stats, hp per Endurance, Psi per Psi etc..including cost

11. Increased requirements for researching objects

12. Altered stat requirements for weapons and armor

13. Added loot to corpses

14. Altered a few O/S upgrades, making them more attractive

15. All French-Epstein and Auto-Repair units have been removed

16. Lowered requirements for most uses of tech skills while increasing the difficulty

17. Many effects added or altered such as: bullet holes, explosions/weapons light up the area, colored projectiles/particles

18. Corrected or added responses to interaction with certain objects in the game world

19. Instant death effects for NPCs: vaporization, blown apart, smouldering corpses

20. Miscellaneous fixes


-Starting, as well as per level Health, and Psi slightly increased on all difficulties above easy; smoother scaling

-several things altered slightly in regards to difficulty

-Melee damage per Strength level now scales more evenly, which results in a slightly lower max damage value

-Resistance per Endurance level increases evenly, resulting in slightly higher resistances early on

-Starting speed lowered, making Agility more important to upgrade; bonuses to high agility in terms of speed


Because of the new costs, you'll be stuck with your choices in basic training longer than usual, so choose wisely.

Stats cost more as they go up, Weapons and Techs cost less, Psi doesn't fluctuate. Greater variation inside each field was added

to reflect usefullness.

---------------------------------------------- ------------------------------------- ----------------------


-Are now considered functional decorations and cannot be destroyed or broken (to avoid a bug) but can be hacked

-React faster and are now able to detect corpses and weapons fire


-Turn Rates doubled

-Slug Turret: Acts as a full auto machine gun, greatly reduced accuracy

-Laser Turret: Fires at a moderate pace consistently, added lighting to projectiles, reduced accuracy

-Rocket Turret: Bigger boom, damage range dependent, reduced accuracy

-Rick Turret: Added lighting to projectiles, shoots in groups of 3, good aim


-Droids: Can be hacked, Protocols will explode, Maintenance bots will need to be repaired if you critically fail

-Security/Assault Droids: Will lock you out if you critically fail a hack, Assault droids are nearly impossible

-Protocol: Slowed, will abandon friendly posturing and rush you if injured

-Maintenance: Has a short term stasis field for secondary fire (doesn't affect player), bad aim

-Security: Uses an overloaded laser shot (Red) for secondary fire, good at most ranges and accurate

-Assault Droid: Weapon matches player's Fusion Cannon, including both modes of fire, prefers long distance fighting


Head: Can only be affected by weapons that give off some type of energy (EMP, Lasers, Psionic, Explosives, Heat, Cold)

Avatar: Added lighting, weakened and slowed projectiles (speeds weren't raised)


-Midwife: Heavy handed melee attack, added lighting to projectile

-Assassins: Contain implants only as loot


-Pipe Hybrid: Stronger attack simulating a strength of 4 with a wrench, much faster and more savage, 2x overhand dmg

-Shotgun Hybrid: same shotgun as the players, double shot secondary fire, uses it as a club if the player gets too close

-Grenade Hybrid: Uses the same new powerful grenades you do

-Rumblers: If they corner're dead

-Monkeys: Psi attacks are much faster and cannot be seen directly


-Swarmers: Bite four times as often

-Worm Piles: Can be destroyed with explosive type weapons

-Grubs: Are now toxic

-Spiders: All small in size (less goofy) and fast, increased transparency on invis spidey, babies are very toxic

-Overlords: Immune to the new virus, parasitic subversion & stasis


-Mechanical beings are immune to stasis

-Reduced Vulnerability to specialized ammo by 25% to 50%

-Enemys' weapon fire projectile speeds and damage have been upgraded to match that of the player

-Droid, barrel, security crate, and turret explosions are very powerful and will kill you if you're standing too close

-Enemy projectiles have the same effect as the player's when they hit walls...lasers scatter, bullets leave holes, etc.

-Every enemy that can carry an organ does carry one, no longer random



Standard Weapons were badly unbalanced, in particular the Assualt Rifle was always the weapon of choice. To combat

this, overall damage and effectiveness of specialized rounds have been lowered. Ammo is still cheap and plentiful. These

weapons have new requirements and are easier to repair, maintain, and are more reliable. Difficulty for tech skills is

considered moderate and is the standard the other weapons are compared to.

Energy weapons in general needed to be made more attractive. This was done by making them much more reliable than the

standard weapons (no longer degrade with use) and greatly increasing their projectile speeds (lasers move faster than

bullets). They're more effective against mechs, among other things. On the downside, they're now harder to repair, modify and

maintain, but cost less to do so.

Heavy weapons (besides the Grenade Launcher) were not worth the cost, especially with the Assualt Rifle being as

strong as it was. The Fusion Cannon was too weak by the time it made its appearance & did anyone really use the Stasis Field

Generator? They're all considerably stronger now, have strength requirements, are easier to use, but fall apart quicker than

the other weapons. Their modification and repair requirements are a bit higher than standard and cost much more.

Annelid weapons have been made much more unique with the inclusion of new virus and subversion abilities. They're

fragile and very powerful when set correctly. Worms can no longer be duplicated so ammo can be a problem. Maintaining this

technology is beyond your capacity, all you can do is try and repair it when it does break. Repairs thankfully cost more in

biological goo than nanites, making them easy to afford.

------------------------------- ------------------------------------------- -------------------------------------------

-Wrench: Independent weapon, does not gain any weapon skill benefits, Overhand now does 2x the normal damage instead of 1.5x

-Pistol: 2x as durable, takes up less inventory space, Norm= ROF increased by 2/5

-Shotgun: More dependable, added muzzle flash, 2x pellets, reduced spread, Double= 2 shells instead of 3, increased kickback

-Assault Rifle: Reduced requirements, rebalanced to fit its lower level, slightly more dependable

-Rapier: Overhand now does 2x the normal damage instead of 1.5x, reduced requirements, glows (not fully tested)

-Laser Pistol: 1.5x projectile speed, smaller inventory size, +50% clip size, Norm= ROF increased by 1/5

-EMP Rifle: Lightly damages targets behind walls, gains skill bonuses, +50% clip size, Alt= knocks out electronics, no damage

-Grenade Launcher: All damage has been beefed up and is static or does not progress with skill, mods or traits

-Stasis Field Generator: Flesh targets only, Normal= 2x duration, ammo usage -50%, Extended= long term stasis

-Fusion Cannon: Gains skill bonuses, Direct= fast, small radius, no explosion, Death= slower shot, larger radius, +1 cost

-Crystal Shard: Overhand now does 2x the normal damage instead of 1.5x, almost exclusively for use on flesh targets

-Viral Proliforator: New viral infectious attack that continually destroys the target when set properly

-Worm Launcher: New parasitic ability to subvert and feed off the target, increased projectile proformance and clip size

*Projectile as well as impact effects altered in various ways (shape, size, lighting, color, count, etc.) for visual appeal*


-Armor requirements: Some need technical skill and study to operate while others require a certain amount of muscle endurance

-Powered Armor: Was blocking 75% of energy type damage and had no electrical resistances, both are now at 50%

-Hazmat Suit: Added ability to breath underwater (appears to have a breathing apparatus), now requires power to run


Combat= Standard, energy, electric, high explosive, incendiary, cold, bash, fusion. *

Toxin= Toxin, virus, anti-human (anti-human was considered combat damage now its under biological or toxin) *

Radiation= Radiation *


Str= Strength, End= Endurance, Res= Research, Na= Not applicable *



Psi has needed work from before the game was released, the durations of most disicplines were incredibly short. Many

disciplines were inefficient, like Transmutation costing more in hypos than the nanites it brought in. The whole concept was

cumbersome and ugly. Several things were done to make it look and play better, such as increased durations for symmetry,

usefullness, and to keep the player from feeling rushed. Color and dynamic lighting were added to particle effects. Tiers

have been completely revamped.

---------------------------- ----------------------------------------- -----------------------------------------


.Cyber-Affinity didn't last as long as stated in the description, now it does

.Recursive Psionic Amplification increases Psi by 1 and no longer doubles psi cost


.Molecular Duplication can now copy nearly anything, living material can not be duplicated, altered base and level % chance

.Molecular Transmutation can be used on most items now, values based on size, weight, complexity of the object + Psi level


.All shielding now lasts much longer but is weaker and is meant to be used in conjunction with each other for full coverage

.Psycho-Reflective Screen only protects against standard and impact type damage (Bullets, Explosions, Physical Strikes) 25%

.Energy Reflection reduces energy type damage (Lasers, Fusion, Electrical, Heat, Cold) by 25% instead of 50%

.Neural Toxin-Blocker reduces all biological type damage (Toxin, Venom, Virus, Anti-human) by 25% instead of 100%

.Psycho-Reflective Aura reduces all types of damage by 15% instead of 60% across the board.

.Metacreative Barrier has a nice, nearly clear shielding effect


.Photonic Redirection was way too powerful, now it doesn't last nearly as long, giving it limited use


.Cryo/Pyrokinetic now do splash damage (like the monkeys), are 3x as fast and can't be seen directly, increased max damage

.Localized Pyrokinesis does less damage (range dependent) more often for a longer period of time, 2x as bright

.Psi-Sword overhand smasher damage is 2x that of a normal swing instead of 1.5x


.Psi-amps are a bit smaller (new inventory icon)

.Removed Psi-Amp muzzle flash (circling particles) and altered various Psi particle effects

.Psi abilities regrouped into 5 new tiers: Body, Utility, Defensive, Subterfuge, Aggressive

.Psi ability Cyber/Psi cost altered completely and now scale within each tier

.Psi costs range from 1-6 and are listed individually in each ability description


*Miscellaneous changes*

-Windows are now much clearer (66% less blue haze)

-Tank O/S upgrade 2x as potent (altered string)

-Smasher Overhand attack O/S upgrade now does 2x the normal damage instead of 1.5x

-Cyber-Assimilation: Turrets now give out the diagnostic repair units as well as Protocal boxes

-Sharpshooter and Lethal Weapon now boost damage by 25% instead of 35% (was bugged)

-Nanite piles contain 5x more nanites

-Most items can now be recycled; values based off size, weight, and complexity of the item

-Increased usefullness of the Repair skill by decreasing various weapon repair requirements (see weapons section)

-Altered difficulty for Repair and Modification of weapons, difficulty does not equal requirement level

-Greatly increased and varied the cost for Repairs and Modifications, also hacking is a bit harder

-Reduced the usefullness of maintenance by increasing requirement

-Removed all Auto-Repair units and French-Epstein Devices from the game, making the skills that much more useful

-Time required to research has been greatly increased, added to required chemicals (grab your Gameboy and find a safe place)

-Increased research requirements for most organs, ending in a requirement of 6 for Reaver organs

-Security Stations can no longer be used to switch off alarms (except through hacking), and cannot break (to avoid a bug)

-Pistol, Fusion, Grenade, Shotgun, Stasis, Slug & Blast Turrets all eject the appropriate casings when firing

-Increased the variety of loot carried by the enemy

-Explosions are deadly and range dependent (the further you are, the less damage you take), increased shake effect area

-Most weapons & explosions light up the surrounding area when fired/set off

-Energy projectiles light up the room as they pass through, this includes some Psi projectiles/particles

-Bullets leave holes in walls

-Security/info computers brighten, Recharging station's cascade effect increases when clicked on

-Enemies can: be vaporized, be blown into bloody chunks, bleed when shot, or turn into charred corpse

-Altered strings as necessary


Modding, Hacking, and Repairs are considerably harder and require more of a commitment to their respective skills in

order to be efficient. Navy and Techie characters are a much more viable route with all the new hackable systems and increased

power of security and bots. There is a total of 870 cyber modules in the game (not counting random loot).

The listed damage caused by explosive weapons (Grenades) and/or enemies is a close approximation but is not 100%

accurate and varies according to target size and range from the center of the blast. Prepare before going after Shodan, buy

plenty of ammo...make sure it's the right type because the standard rules do not apply with her. Keep some cyber modules in

the bank for the required research in hydroponics. Use guns....don't rely to heavily on melee except when only one or two

hits is required or you're low on ammo/nanites.

Expect to set off the alarm quite often....learn to hide. Keep at least 50 Nanites on you at all times for

reconstruction, it can really help. Recyclers have been added to the random loot available on engineering corpses.

Repair is now a necessity for anyone looking to use guns, make sure to pick up both repair and maintenance...they're

much cheaper now. Buy plenty of hypos..all kinds, your going to have much more money then usual and you never know when that

speed hypo might come in handy. Protocol droid boxes can be hacked for batteries and auto-diagnostic repair kits (if you have

the upgrade)


I'm sure there are still people who don't realize that they can bind Psi powers to the F1-F12 keys, just use

shift + F1-F12 (while your cursor hovers over your choosen Psi ability in the MFD). Also the Psi hacking skill Remote

Circuitry Manipulation can be used at a distance. Psi-Swords can be turned off prematurely by switching weapons.

Soma-Transference can be used behind Metacreative Barriers. Higher Psi levels increase the amount of nanites gained

through Transmutation. Psi powers are capped at level 8 except for: Healing, Hacking, Transmutation, and Barrier, which top

out at level 10. Remember you can duplicate nearly anything now, including psi hypos, but it's usually cheaper to buy from a

ValueRep. Use all the shielding options to fully cover yourself. Use Recursive Psi or the Worm Skin armor, it's the easiest

way to max out your potential and no, overcharging doesn't do the same thing and is a waste of time on most abilities.

Get Transmutation as soon as possible so you can afford to use your abilities at any time.


I recommend playing with the following mods installed: SHTUP (textures), Zylonbane's no health bar mod, Arcaniac's

Redux or Rebirth complemented (NPC graphics), Goo Redux (3d goo), Eldron's Psi Amp. When using other mods with this one,

make sure to install the Difficulty Mod last so that it overwrites all needed files. All these mods can be found at



Fixed a bug that allowed any turret to shoot through the player (not hurting him) if he was pressed up against it

(Thanks to Jinx for pointing this out).

All grammar and spelling errors have been corrected, altered descriptions where needed.

Invisible monster parts will no longer show up on Psi radars.

Worm Skin as well as Hazmat Suits now block the appropriate amount of virus damage.

Several non-interactive decorative items would highlight in the HUD as though they were interactive.

Plants will no longer disappear in transit while in the elevator.

Localized Pyrokinesis no longer protects the player from incendiary damage.

The ManyBrain will no longer be damaged by Soma-Transference, at least until the stars are down.

Crystal Shards overhand attack no longer adds in extra damage.

Worm Launcher & Viral Proliforator now have a fleshy sound when dropped.

Midwives can hit a crouched player.

Upgrade stations animate properly when clicked on.

ID Cards, Nanites, Audio logs and Cyber modules now identify properly when queried while inside an object.

Sharpshooter had its damage mulitplier listed at 15% when in fact it was 35%...this has been altered and the string corrected.

Cyber Modules can be tractored in with Telekinesis (not fully tested).

Implants can no longer be recycled/transmuted to avoid a ghosting effect bug.

*Known Bugs*

1.Bouncy Proxi grenades don't detonate when shot

2.No reports are generated for Vacc and Power armors (hardcoded), displays normally once researched

3.Shooting everything in sight will cause the object limit to kick in, which in turn will cause objects to disappear

4.Proxi grenades that attach to rounded surfaces display incorrectly

INSTALLATION: Backup shock2.gam.Then drop the contents of the MOD-folder you will find within the ZIP-archive into your

mod-ready installation of SS2 (or just change the .zip extension to .ss2mod to use with Zombe's Mod Manager).



STRAYLIGHT for weapon balances, all those string edits, misc fixes, and a tutorial like readme.

ANISOTROPIC for his mod which was my orginal inspiration and whose ideas are still present.

NEOSPRING for showing me that tougher enemies were more rewarding to play against.

TF's SecMod which proved that much more was possible than previously thought; used many ideas here.

CRION'S RPG MOD for the concept of adding cybermodules as loot to corpses.

Jinx for the turret fix, several camera improvements and just hanging me someone to talk at while I mod.

Flatliner for Hackable cameras and robots.

The maker of the Ejecting Brass casings mod for the concept and sound files.

Arcaniac for the Laser Pistol, Pistol and Psi-Amp inventory icons.

ZygopTera for the Midwife crouch hit fix (hoping he finishes the random mod).

Little One for proofreading this mess.

Miracle Freak for his advice on how to fix the falling dmg and weapon draw errors

The people at TTLG forums and most especially: ANGELFIRE, NAMELESS VOICE, and ZYGOPTERA for all their advice, tips,

infomation and help, without which I could not have finished this mod. Thanks for putting up with me and my constant barrage

of questions. Together we made it to nearly 50 posts in under 2 weeks time.

(: Thank you all :)

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