Charon Doesn't Make Change is the third level in Marathon 2: Durandal. It is the third and final level of Lh'owon, the first chapter of the game. This is a large exploration level; you must visit various parts of the map, which are connected by a teleporter system. Several rooms on the map will begin to be flooded with water the moment you enter them, so if you're not particularly quick you'll be spending a lot of time underwater.

This level contains Pfhor Fighters and F'lickta. It is also the first level in which you'll encounter the Ticks; they just fly around harmlessly and won't attack you. There is one pattern buffer, on the basement level in the middle of the map. There is also a 1x shield recharger here. To the southwest of the pattern buffer, a 2x shield recharger and oxygen replenisher can be found.


The first terminal is just around the corner from your starting location. After you've read, head downstairs and into the basement area where there is a pattern buffer and a 1x shield recharger. The water level will begin to steadily rise; this is unavoidable. Fortunately, an oxygen replenisher can be found nearby, if you take the south tunnel and then go west. There's also a 2x shield recharger next to the oxygen replenisher, in the southwest corner of the level.

The objective is to explore the whole level. Don't forget to explore the tick-filled cavern to the north of the oxygen replenisher; the lab in the basement behind a door to the east of the pattern buffer; and the outdoor area around the building. At the eastern end of the north canal, you'll find a narrow underwater tunnel with strong water currents. The tunnel leads to an elevator that takes you up to a ledge running west alongside the canal.

The terminal in the pattern buffer room takes you to a separate underground area to the northeast you must also explore (area B on the map). Make sure your oxygen reserves are full before you teleport there, because the water level will start to rise when you enter. Run around quickly and get rid of as many F'lickta as you can, because once the water level is gets high your only option will be slowly punching them to death. Find the small octagonal room marked C on the map to open a wall at the south end of the area. You'll find a room there with several S'pht terminals, as well as a Pfhor teleporter that sends you to a room with indents in the wall in the very south part of the level.

In the room to the south, the east wall hides a way out. You'll soon come across a Pfhor teleporter that sends you back to the basement lab east of the pattern buffer. If you go north instead of taking the teleporter, you'll find a ledge you can jump to with an oxygen canister. Pick it up to get a one-time oxygen top-up; a bunch of ammo will appear as well.

Once you've explored the whole level, return to the starting terminal. Durandal will teleport you to What About Bob?


In the northeast part of the central building, directly below the starting room, you'll find a room with a narrow ledge in it. Grenade jump up the ledge and open the secret door at the west end to receive a second .44 Magnum Mega Class, allowing you to dual-wield them.

Terminals TychoiscoolbeansTRANSWHAT.png


The first terminal has a message from Durandal. He tells you that the S'pht have a myth of a lost clan that left Lh'owon before the Pfhor invasion. He wants you to find a way to contact this lost clan, and then to return to this terminal for extraction.

When you return to the terminal at the end of the level, Durandal tells you that the Pfhor have been on Lh'owon for nearly fifteen years. However, they know nothing of the lost clan, and simply send officers to the planet for punishment, as they don't realize its importance.

Remote Tecibon 05fc392d

This terminal contains a message from Pfhor Science Manager 7, who notes that the Pfhor continually encounter the combative Flick'ta. The ancient S'pht machinery is noted as being fully functional, although some of the caves are difficult to reach, and the Pfhor had to install teleporters. This terminal functions as one of those teleporters, sending you to a different section of the level to the northeast.

lhwefsson.yeihtifna.151 (garrison directive)

This is a Pfhor terminal. It states that dams on the Minor River have been damaged, and that the river could flood, destroying Station 29-s. The message orders the Pfhor to evacuate to Garrison Command.

lhwefsson.yeihtifna.151 (science report)

This Pfhor terminal contains a report from Science Manager 7, who has been studying the F'lickta. They are described as creatures native to Lh'owon and genetic ancestors of the S'pht, "although in morphological terms this is absurd". The report also mentions F'lickta have been sighted in the geothermal station, foreshadowing the next level.


This S'pht terminal holds an ancient message from the S'pht'Kr, who have been attacked by the S'pht'Mnr. The S'pht'Kr say that their outer villages have been slaughtered, and that they are in hiding in the "central chamber."

@93!094<39 2!23@194

This is another message from the S'pht'Kr, who are unable to fight back against the S'pht'Mnr, because S'bhuth, a S'pht royalty, will not allow it.


This S'pht terminal mentions that the S'pht'Kr are preparing to leave Lh'owon by some means yet unknown, and that messengers have been sent to the other clans by S'bhuth.

Remote Tecibon 0921fc3e

This Pfhor teleport terminal shows a series of 16-bit hexadecimal numbers before teleporting you off to the south part of the level.


This message from the S'pht'Kr mentions they are leaving Lh'owon. They are leaving F'lickta behind to keep the ducts clean and in working order.

Remote Tecibon 40cf3194f

This Pfhor teleport terminal shows a series of 16-bit hexadecimal numbers before teleporting you off to the basement lab east of the pattern buffer.


  • This level has 10 terminals; the most of any level in Marathon 2.
  • An easily missed scripted sequence takes place at the start of the level. Outside, to the north of the central building, a group of Pfhor fighters will run west and stand underneath a teleporter device to teleport out. The player can't use this teleporter. The Windows 95 version of the game lacks this feature, but it is present in Aleph One.


Marathon 2: Durandal - Level 3: Charon Doesn't Make Change

Arrival ArrivalBigger Guns NearbyNever Burn Money
Counterattack Defend THIS!Couch FishingThe RoseSmells Like Napalm, Tastes Like Chicken!Cool FusionG4 SunbathingBlaspheme Quarantine
Reprisal Bob-B-QShake Before Using...
Durandal Fire! Fire! Fire! Fire! Fire!Colony Ship For Sale, CheapHabe QuiddamNeither High nor Low
The Pfhor Pfhor Your Eyes Only...No Artificial ColorsUnpfhorgivenTwo Times Two Equals...Beware of Low-Flying Defense Drones...EupfhoriaPfhoraphobiaAin't Got Time Pfhor This...
Rebellion Welcome to the Revolution...Try againIngue Ferroque
Network levels Mars Needs WomenCarnage Palace Deee-luxe5-D SpaceArenaE Equals MC What!!!!Showered With GrenadesSpiral InsanityWaldo World ArenaWhat Goes Up Must Come DownYou Don't Need To See My ID
Marathon 2: Durandal
Lh'owon Waterloo WaterparkThe Slings & Arrows of Outrageous FortuneCharon Doesn't Make Change
Volunteers What About Bob?Come and Take your MedicineWe're Everywhere
Garrison Ex CathedraNuke And PaveCuriouser and Curiouser...
Citadel Eat It, Vid Boi!The Hard Stuff Rules...Bob's Big DateSix Thousand Feet Under
Durandal If I Had a Rocket Launcher, I'd Make Somebody PaySorry Don't Make It SoFor Carnage, Apply WithinBegging For Mercy Makes Me Angry!
Captured The Big House
Blake This Side Toward EnemyGod Will Sort The Dead...My Own Private ThermopylaeKill Your Television
Simulacrums Where the Twist FlopsBeware of Abandoned Rental TrucksRequiem For a Cyborg
S'pht'Kr Fatum Iustum StultorumFeel the NoiseAll Roads Lead To Sol...
Network levels ThunderdomeShangri-LaNo DisintegrationsOK, HoneybunnyLack Of VisionFlight Of The ToolatorGiant Flaming Pit Of LavaHouse Of Pane16th ParallelOne Hit WonderOK, Who wants SomeEveryone's Mortal But Me5-D space
Marathon Infinity
Prologue Ne Cede Malis
Despair Rise Robot Rise Robot World Arena
Poor Yorick Two for the Price of One
Confound Delivery
Electric Sheep OneWhere are monsters in dreams Aie Mak Sicur
Rage Acme StationPost Naval TraumaWhere Some Rarely GoThing What Kicks...Electric Sheep TwoWhatever You Please Carroll Street Station
Naw Man He's CloseFoe HammerHang BrainElectric Sheep ThreeEat the Path You're Wormfood, Dude
Envy By CommitteeOne thousand thousand slimy thingsA Converted Church in Venice, ItalySon of GrendelStrange AeonsBagged AgainYou Think You're Big Time? You're Gonna Die Big Time!Aye Mak Sicur
Vidmaster Challenge Try AgainIf I Had a Rocket Launcher, I'd Make Somebody PayYou Think You're Big Time? You're Gonna Die Big Time!
Network levels DualityThrudWrath No More?Y.A.F.N.M.Beyond ThunderdomeVulcanHouse of PainKing of PainEx Justicia MortisDead FieldsReturn to WaldoThink and ChunkyRoute 66MorphfineRoute 66 (604 or better)La Cosa NostraDelusions of GrandeurSplineMars Needs WomenWho's Got the Itchiesreverof nohtaram`Fugee CampMeletoninFortress Lh'owon