After you reach the MagWell Forma Institute, explore the area and meet all the merchants in Code Vein 2, then speak with Valentin to find out what to do next.
This is where we left off in part one of the walkthrough, so here is where we continue it.
Table of contents
Talk To Valentin

Valentin can be found at his desk in the central room, so approach him and talk to him. He will welcome you and begin to provide some information about the island and the institute’s activities.
During the conversation, he will ask for your help assisting his researchers in locating specific formae across the island. He wants you to meet with them and support their mission.
Specifically, he wants you to focus on the Ruins at the center of the island and the Water Treatment Plant to the west.
You can start with either site. If you have unlocked a closer Mistle to them, you can fast travel there easily.
Explore The Ruins


Make your way to the Ruins, marked on your map. As you approach the entrance, a group of researchers will be waiting outside.
Talk to them to learn they need you to clear the ruins and hopefully find the forma they require. After the conversation, you will gain access.
At the entrance, defeat the nearby enemies. You will also spot the map jammer above, but it cannot be destroyed from this point.
Obtain The Longbow

To your left, there will be a chest; loot it to obtain a longbow you can use. This bow can serve as a second weapon, allowing you to shoot the map jammer and unlock the mini map.
The path from here leads to the left, so climb up to reach the upper floor. At the top, to your right, you will see a purple loot; grab it quickly and then return in the opposite direction.
You will find a ladder here that you can kick down; do so and then climb down. Be prepared, as the moment you reach the bottom, a couple of enemies will attack, and you need to defeat them.



After clearing them, go to the right and climb up; more enemies await, so take care of them. In this area, there are a few loot items to collect and a chest in the left corner before proceeding to the main path.
The main path leads south, where you need to climb up to the arena above, but there is one more area to explore. Go to the far left, and you should see stairs leading down and a chest to the right.



Grab the chest first to obtain Bleeding Shield (light), then head down to the underground section of the ruins. Here, a couple of ranged enemies can be taken out with your longbow, and there are a few more loot items to collect.
Defeat Edward The Lost Corporal

Now that you have fully explored the ruins, it is time to head to the top. You will find a strange stone monument here, and you need to touch it.
This stone can be found outside every boss fight and acts as a checkpoint, allowing you to revive there if you die.
When you are ready, go through the fog, and you will have to defeat the boss called Edward the Lost Corporal. Edward is a large enemy boss who wields a great hammer as his primary weapon.

Given his size, all his attacks are slow and predictable, making it easier to dodge, create distance, or parry if you are confident.
Edward will slam or sweep his hammer, and both attacks can be avoided by running backward and creating distance. After each of his melee combos, there is an opening to approach and land a few hits.

From a distance, Edward can close the gap with a forward charge to execute a quick tackle. He takes time to prepare this, so it is easy to avoid.
Another attack Edward can use is when he charges his hand with a red glow and throws a rain of blood balls around him. As soon as you see this gesture, simply create distance and wait for it to pass.

Your partner, Noah, can be a great distraction here, allowing you to keep attacking.
But like any enemy in the game, he will eventually go berserk, heal the white damage done by your partner, and target you directly.

At this stage, you can recall your partner to gain the buffs, then continue attacking and dodging Edward’s attacks until he returns to normal.
Obtain The Formae

Once you manage to defeat Edward the Lost Corporal, he will drop the Formae power-enhancing Forma, the very one the researchers were seeking.
Luckily, you do not have to return to them. You will find them waiting at the arena; simply talk to them, and you will have completed the ruins and be ready for the next site.
Explore The Water Treatment Plant


For your next location, make your way to the Water Treatment Plant, located to the east by the coast.
Just like the previous location, you will find a few researchers outside, so speak to them. You will learn that they want to build a bridge connecting MagMell to the mainland but are missing one formae, which they believe can be found inside.

After finishing your conversation with them, go inside and take the elevator down. There will be a narrow hallway with a Mistle, where you can backstab enemies from behind.
Practice this first with the enemy ahead, then pick up some loot on your left. The path from the tub leads to the right, so take the stairs down and proceed. Inside, you will encounter more enemies that need to be defeated.
Obtain The Reaper Jail

After clearing all enemies, go into the room in front of you. You will find a chest in the far left corner, guarded by an enemy. This chest contains a new Jail called the Reaper.


Back on the main path, take the stairs down and follow them to reach the other side. Inside, you will find a room with a bunch of pillars and, of course, enemies waiting for you.
After defeating them, there are a couple of loot items to pick up from this room, both at the base and on the upper floor using the broken pillars.



From this room, two paths lead to the same destination, but we will take the one with the longer detour to collect extra loot.
A wall in this room to the right has a broken entrance you can drop from. Here, an enemy guards loot that you need to defeat if you want the Uncanny Stone.
Exit this room and return to the central Water Treatment area, where you can destroy the map jammer.


From here, two paths branch out. First, take the one to the right, which leads to a small room with a sneaky enemy. Kill it, then pick up the purple loot.


Now return and take the second path, which has stairs leading up. Follow the stairs until they lead to a chest. Open it to obtain the Ancient Hunter’s Greatsword.
Opposite the chest, there is a ladder you can kick down. Move on to your main objective, where a fog entrance indicates another boss fight is waiting.

Defeat Resurgence Abomination

Behind the fog, the Resurgence Abomination boss fight awaits, and he is not as easy as Edward. The Abomination is more aggressive and faster with his combos, using his sword as his primary weapon.
Remember the Bleeding Shield (Light) you picked up earlier; now it is time to put it to use. This shield provides 100 percent physical damage block at the cost of your stamina.

This is very useful despite the stamina cost, as most of the Abomination’s attacks are physical, except for two.
The Abomination relies on heavy, straightforward sword swings to control the fight. He performs wide attacks and downward slashes to keep you defensive, often chaining them together to maintain constant pressure without giving you much room to reset.

This is where you need to know when to guard and when to create distance. Guarding all the attacks is safe, but when stamina is drained, you will be unable to attack, or worse, fail to respond to all his combos.
From a distance, he can suddenly enter a wind-up stance and dash forward with a charging thrust, closing the gap before you can react.
Up close, he becomes even more aggressive, chaining fast combos that mix sweeping strikes, spins, and sudden thrusts.
Phase Two

At some point during the fight, the Abomination’s blade starts glowing red, signaling a change in his pattern.
These tainted attacks unleash shockwaves and waves of energy, which must be dodged to either side.

If you are confident in your timing, you can use the Reaper Jail obtained earlier to reflect many of the Abomination’s melee attacks.
However, this can be tricky, as you just obtained this new Jail and may not have practiced its timing enough.
Obtain The Formae

After defeating the Resurgence Abomination, you will obtain the Object Strength Enhancing Forma, which is exactly what the researchers from earlier were seeking.
Head Back To MagWell Institute

With both objectives complete, head back to MagWell Forma Institute and report to Valentin. As soon as you enter the building, Noah will stop and have a conversation with you.

During this conversation, your character will appear to be affected by something, causing you to fall to your knees as purple energy emanates from you, which worries Noah.
Suddenly, you will be transported to a realm that seems to be part of Noah’s memories, where you will witness one of his past experiences.
This memory shows Noah talking to Valentin and how they joined forces back in their academy days.

After the memory sequence concludes, Noah will be surprised that you were able to access his memories. He will explain that this was an incursion.
Report Back To Valentin

Valentin can be found at his desk, so head down and speak to him. He will be thankful for all your efforts and assistance and will let you know that he has some business to attend to on the mainland.
But Valentin has not forgotten your reward. He will give you the key to the Storage Tower, which is located on the hill, and tell you to feel free to collect any Forma you need.


This is exactly what you and Lou came for, so your plan is moving in the right direction. Now exit the institute and head to the Storage Tower.
Unlock the tower and make your way to the upper floor. Activate the Mistle here, then pick up the golden item on the left side. This is the key to fully unlock Lou’s time travel ability.

Noah will appear surprised that you specifically went for this Forma, but he will finally understand that this was your objective from the very beginning and that you simply did not share it.
Naturally, he will not blame you, since you have helped them greatly.

Suddenly, a shake occurs, signaling that another raider attack is imminent. Noah acknowledges that you have obtained what you came for and that you can leave and pursue your own objectives. However, this seems to trigger a moment of realization.
Lou will mention that the two statues seen during the Present inside the tower represent Noah, and his fate was to be killed during this specific fight.
As you and your character decide to help Noah, Lady Lavinia will teleport you back to the Present.
Timeline Shift Decision: Noah or not.

Lady Lavinia explains that this Forma was supposed to activate automatically when Lou’s power became whole, but it just happened to appear at the wrong time, right when they needed to save Noah.
They share this decision with Lavinia, but she goes on to explain that tampering with history is strictly forbidden – it’s basically the first rule of time travel, right up there with don’t spill coffee on your past self – and forbids them from doing anything that could affect the course of time.
After this conversation, a pathos glows out of nowhere, and Lou explains that this is Noah’s, as he shares a bond with you.
Decide Noah’s Fate

Now here is where you need to make a critical decision: use the pathos and go back to the past to save Noah, which means disobeying Lady Lavinia’s ruling, or head back to MagWell and ignore it.
Saving Noah felt more personal and important, so that is the route we took. We picked up the pathos and traveled back to the past.

Using the pathos takes you to the past, where you need to head back inside the Storage Tower and find Noah. You will discover him fighting a strange enemy.
The ring on this enemy’s hand is recognized by Noah; it is his old friend Franz. At the moment Noah jumps forward to try and save his friend, this is the moment he was supposed to die, but you arrive and prevent it from happening.
Defeat Frantz

First Phase – Dejected Assailant

Franz attacks with both sword and claw, mixing quick melee combos with sudden ranged bursts to keep you on your toes. He moves fast enough that predicting his next strike can be tricky.
He opens by rushing forward with his claw, followed by a low sweep that ends in a ground slam. The first two hits can be parried, but the last one must be blocked or dodged at the right moment.

He can quickly spin his claw for two fast sweeps, giving you a chance to block, parry, or dodge if timed correctly.
Switching to his sword, he swings in two wide slashes, one from each side, then flows into a sweep and a forward thrust before stepping back.

Each attack can be blocked, parried, or dodged if you watch his movements closely.
From a distance, he pulls out his bayonet to fire three shots, sometimes jumping into the air to shoot three more.

These shots cannot be parried, but you can block or dodge them with careful timing. Staying alert and moving constantly is key to keeping up with his pace throughout the fight.
Once you reduce Franz’s health by half, a cutscene plays, showing him struggling to control his body. He calls out to Noah and asks him to finish the fight, preferring to end it that way.

Noah, eyes full of hesitation, decides to do nothing but follow his friend’s request, slashing his sword to strike him down.
You might think this would finish him, but it only makes whatever is possessing Franz even angrier and more aggressive.
Second Phase – Franz The Dejected Assailant

Now that the fight enters the second phase, Franz begins teleporting around, striking with his claw before finishing with a ground smash that sends out an extra pulse. The first hit can be parried, but the following blows must be blocked or dodged at the right moment.
He can also drag his claw along the ground into a wide uppercut, which can be blocked or dodged if you react quickly.

At the same time, he adds ranged attacks, firing a red beam from his claw that can knock you down and a quick laser from his head.
These cannot be parried, but you can block or dodge them with precise timing. He also sweeps two lasers from side to side with his head, forcing constant movement to avoid damage.

Franz keeps the pressure up by teleporting for laser strikes, charging his claw cannon to fire across the area, and unleashing a large channeling beam from his severed head.
The whole fight can feel overwhelming and will likely take several attempts before you master his attack patterns, but you just need to stay patient and avoid getting greedy.

For a slightly easier approach, you can farm enemies on the island to level up your character, improving your stats and increasing your chances of success.
Once you finally defeat Franz, you will obtain his Bloodcore, called Superbia Bloodline: Franz.

The entire fight leaves Noah saddened, and he picks up Franz’s ring from the ground as a token of memory. Noah proceeds to tell your character the story of both of them during their academy days.
At the end of the conversation, Noah gives you a coin that acts as a summoning Forma, allowing you to call him as your partner whenever you need, in either the present or past.
Travel Back To The Present

Noah is safe, and what you came to the past for is complete. Now it is time to return to the present and see what your actions have changed. You can use the same pathos at the top of the Storage Tower to go back to the present.
The first thing you will notice is that the bridge connecting MagMell and the mainland is active in the present, and that is just one change among many that have occurred, though others remain unknown.

Lady Lavinia notices this and approaches you, calling you out for your actions. Her voice sounds slightly disappointed, but she trusts Lou’s sense of judgment and respects the decision.
Although, they are now even more responsible for the world’s fate, hoping to pave a new future that will save everyone. Lady Lavinia asks you to return to MagWell, as an unexpected visitor wishes to see you.

As you head to the base of the Storage Tower, the statue will vanish, since this course of events did not happen.
Instead, a chest appears here, which you can open to obtain a new shield called Shield of Stupor.
Meet Noah And The Rest At The Present

Make your way back to MagWell, and you will be able to meet Noah here. The look in his eyes shows how surprised he is, as he does not understand what has happened.
Lady Lavinia proceeds to reveal the whole truth to him about time traveling and everything related to it. Once Noah understands all of this, Lavinia reminds everyone on the team that the real task can begin now that all conditions are met.
The goal is to awaken and slay the five dormant heroes. These heroes are sealed inside cocoons of time and require a specific type of key, whose appearance and nature are unknown, to awaken them.
This is where time travel comes in, allowing them to seek answers from people in the past, during the time when these heroes were still alive.
Thank you for reading another Into Indie Games article on Code Vein 2.
More Guides On Into Indie Games
For more guides and walkthroughs, be sure to check out the links below:
Into Indie Games Homepage
Code Vein 2 – Walkthrough Hub
Code Vein 2 – MagWell Walkthrough Part 1
Code Vein 2 – MagWell Walkthrough Part 2
No Rest For The Wicked – Guides And Walkthrough Hub
Avatar Frontiers Of Pandora: From The Ashes – Walkthrough Hub

Former Staff Writer at TheGamer, with over 1,000 published articles covering everything from major AAA titles like Call of Duty, Elden Ring, and Dragon’s Dogma 2 to trending indie games like Blasphemous, Palworld, and Kingdom Come: Deliverance 2, and many, many more titles!