______       _          _   _       _                     ____    ___ 
|  _  \     | |        | \ | |     | |                   / ___|  /   |
| | | |_   _| | _____  |  \| |_   _| | _____ _ __ ___   / /___  / /| |
| | | | | | | |/ / _ \ | . ` | | | | |/ / _ \ '_ ` _ \  | ___ \/ /_| |
| |/ /| |_| |   <  __/ | |\  | |_| |   <  __/ | | | | | | \_/ |\___  |
|___/  \__,_|_|\_\___| \_| \_/\__,_|_|\_\___|_| |_| |_| \_____/    |_/

BABE FAQ!!!!
Date: 4/01/2008
Version: 1.0
E-mail: mr.gocrazy@hotmail.com

This guide is full on copyright RockyStarPro 2007/08

-----------------
TABLE OF CONTENTS
-----------------

1. Introduction
2. Version History
3. Copyright Info

4. Secret Babe's Walkthrough:
a. Hollywood Holocaust
b. Gun Crazy
! Secret Level: Duke Burger!
c. Death Row
d. Toxic Dump
e. Launch Facility
f. The Abyss
Boss: Battle lord
g. Spaceport
h. Incubator
I. Warp Factor
j. Fusion Station
k. Occupied Territory
l. Tiberius Station
m. Lunar Reactor
n. Dark Side
! Secret Level: Lunatic Fringe!
o. Dreadnought
Boss: Overlord
p. Raw Meat
q. Bank Roll
R. Flood Zone
S. L.A. Rumble
t. Movie Set
! Secret Level: Area 51!
u. Rabid Transit
v. Fahrenheit
W. Hotel Hell
! Secret Level: Freeway!
x. Final Boss/Stadium

5. Credits
6. Last Message


--------------------
1. Introduction
--------------------

Well here is my first FAQ for the classic old Nintendo 64 released over
10 years ago. The system has retired from selling more games but while it was,
It released classics and Duke Nukem 64 is one of them. Duke is on a mission to
Stop the aliens invading Earth and he must travel through Earth and Space to 
Stop them. Ok letís get to the point of this FAQ, it is a Babe FAQ and it shows
Where all of the babes in the game hidden. If any babes I forgot to add
In this guide, feel more than welcome to E-mail me to add it in, you will then
Be added in the credits section.



--------------------
2. Version History

1.0: Official release of the Duke Nukem 64 Babe Faq at 5:34 PM 4/01/2008
--------------------

--------------------
3. Copyright Info
--------------------

However this guide is not for free and there are several rules, the only 
Websites licensed to hold my Guide are:

GameFaqs (www.gamefaqs.com)
SuperCheats (www.supercheats.com)

The only game sites trusted. If you want to put this guide onto your desktop,
Feel free to do so but as long as you don't vandalize it or change anything 
I wrote. E-mail me if you want to add it to your site but the answer is mostly
Going to be NO!


--------------------------
4. Secret Babes Walkthrough
--------------------------
 
/--------------------\
| Level 1            |
| Hollywood Holocaust|
| Babe Count: 1      |
|                    |
\--------------------/


1. Go past the Cinema into the shop looking area and turn right (not through
The door, the other way). Jump on top of the toilet cubicles and shoot
The cover which leads to a vent, continue along to blow another vent cover
Which leads to the only babe in the level and there is also a camera TV thing.




/--------------------\
| Level 2            |
| Gun Crazy          |
| Babe Count: 3      |
|                    |
\--------------------/


1 and 2. When you start the level, make sure you have a jetpack with you to get
These babes. Get out of the elevator at the start, go straight and then make a
Left heading towards the picture of a weird looking snake thing on the wall.
Use your jetpack in the air and search around the white building to find a
Ledge with a sign and 2 babes.

3. At the pool table room, head left into the toilets and smash the one in
The corner. Beware there is toxic water in this part. Open the wall in front of
The broken toilet and head down the room with the toxic water, walk along the 
Sides until you get to the end. Rescue the sinking babe in the toxic water to
Complete all of the babes in this level!



/--------------------\
|! Secret Level!     |
| Duke Burger        |
| Babe Count: 3      |
|                    |
\--------------------/


1. At the Blue keycard door, head towards the tilted building. Follow the 
Yellow tracks when you get to the tilted building and turn the first left
While following the yellow tracks to find your babe.

2. In the Red keycard door, pass this room by following the moving path and
Head into the next area with the sign "Meat Disposal". Next to the entrance
Where you entered the room is a light switch, BEWARE you can die here, press
The switch and follow the wall carefully not to get squashed and your babe will
Be inside; follow the same procedure to get out. 

3. At the office part, press the switch and it will make the hallway
You came from red. Head into the door you opened and as fast as you can run
Towards the win switch. A wall will come up and block your way, quickly turn
Right and get the babe before the level ends.



/--------------------\
| Level 3            |
| Death Row          |
| Babe Count: 1      |
|                    |
\--------------------/

Uh-ow Duke has been sentenced to death by electrocution in this level.


1. Once you are in the hallway after the start, head straight until you come to
A wall, open the prison cell on your left and collect the babe. Man, this 
Levels babe is easy and short, the creators should have put the babe in a more
Hidden area.



/--------------------\
| Level 4            |
| Toxic Dump         |
| Babe Count: 2      |
|                    |
\--------------------/



1. When you start the level, go under water and there should be red switches. 
Press the top and bottom switch to reveal an opening which leads outside 
The submarine. Youíre still under water for this part. Look around until you
Find a big hole, go through it and look for a crack. Shoot a grenade at it when
You find it and go through, eventually you can swim back up and there should be
A babe with toxic barrels. Fire another grenade at the toxic barrels to reveal
A shorter path to the main area.

2. Once you have the Red key card, go through the shrinker at the end of the
Big room (you need the red key card to remove the thing blocking it). Once you
Activate the switch through the little holes, head backwards as if you were
Going to the crane part but on the way there should be a secret path revealed
On the left wall. Head up the walkway to find your babe.

  
/--------------------\
| Level 5            |
| Launch Facility    |
| Babe Count: 2      |
|                    |
\--------------------/
 


1 and 2. In the area with the space rocket, there should be a elevator on the
Rockets left. Once your at the top of the elevator, head into the warp in the
Corner which has the red keycard switch and 2 babes.



/--------------------\
| Level 6            |
| The Abyss          |
| Babe Count: 2      |
|                    |
\--------------------/



1. Once youíre at the lava area, turn your first right and then make another
Right. Climb the structure, jump past the acid and follow the path from there. 
Just when you enter the dark area, use your night vision goggles and search
Around the area. The babe will be at corner.

2. At the area where the rocket launcher is, use your jetpack to fly on top
Of the green looking building. Proceed through the tilted roof and fall down
At the end. Your babe should be there along with an atomic health.



/--------------------\
| Boss Battle        |
| Battle lord         |
| Babe Count: N/A    |
|                    |
\--------------------/ 


Nope, no babes in this boss battle. Off we go to the Space World.



/--------------------\
| Level 7            |
| Spaceport          |
| Babe Count: 1      |
|                    |
\--------------------/



1. At the end where the red keycard switch is, there should be a vent. Smash
The cover and hit A on the floor, it will take you to a secret place. Right on
Your side when you get down the babe will wait.




/--------------------\
| Level 8            |
| Incubator          |
| Babe Count: 9      |
|                    |
\--------------------/



1. On the way to delivering the Yellow Card, you should see the babe.

2 to 6. Where the water area is, you should see two sides with babes, choose
Any side and follow the path for a lot of babes (I mean a lot). 

7 to 9. Once you open the door near the end, you should see them with alien
Eggs. 




/--------------------\
| Level 9           |
| Warp Factor        |
| Babe Count: 2      |
|                    |
\--------------------/



1. When you enter the main hallway after the start, head towards the armory
But on your way you should see a white wall, open it for a babe.

2. After you have gone past the transporter after the blue keycard door,
Keep going straight in the red room until you reach the end. Go through the
Door and on the other side you will find a babe.



/--------------------\
| Level 10           |
| Fusion Station     |
| Babe Count: 4      |
|                    |
\--------------------/



1. Right at the start, a babe should be on the first corner after the first
Door.

2. After the first water area, you should find a bridge which can be activated
By shooting the switch so you can cross the lava. Open the door and make the
First right to find the babe.

3 and 4. Right at the end, you can't miss them.



/--------------------\
| Level 11           |
| Occupied Territory |
| Babe Count: 2      |
|                    |
\--------------------/


1. There should be a vine area near the blue keycard door, turn left
When you enter to save the babe.

2. After you kill the 2 battle lords near the end (not the one in the red
Keycard door) look for a switch near the ceiling. Use your jetpack to 
Activate it and quickly turn around and head into the opening.



/--------------------\
| Level 12           |
| Tiberius Station   |
| Babe Count: 4      |
|                    |
\--------------------/


1. in the room with the sign "Radioactive Material". The door can be 
Activated up the elevator by a switch, the room also has a missile launcher.

2. The babe is next to the door in the room before the red keycard switch,
This one is on your way, you can't miss it.

3 and 4. Right in the room with the battle lord, just explore the room.



/--------------------\
| Level 13           |
| Lunar Reactor      |
| Babe Count: 3      |
|                    |
\--------------------/  


1 and 2. In the massive white pit area, use your jetpack to safely fly to the
Bottom; explore the area to find 2 babes.

3. in the red keycard room, walk through the computer directly opposite the red
Keycard for the babe.



/--------------------\
| Level 14           |
| Dark Side          |
| Babe Count: 9      |
|                    |
\--------------------/ 


1. The room after the place where you start, it's on your way.

2 and 3. In the main room down the elevator, look for a switch high on the
Wall; activate it to reveal another elevator on the wall. It should take you
To a blue room with 2 babes.

4 and 5. To the left and right of the yellow keycard.

6. To the right of the conveyor belt is a white wall. Open it and head up the 
Elevator for the babe. This babe can be saved before the ones next to the 
Yellow keycard.

7. Go past the transporter in the yellow keycard door. Keep progressing until
Youíre in the room with the camera screen. Search the room for the babe.

8. In the green room after the warp, the babe should be in front of you.

9. Where babe #8 is, fire a grenade at the crack on the top corner. A babe
Should be at the end of that room and also a secret level. 



/--------------------\
|! Secret Level!     |
| Lunatic Fringe     |
| Babe Count: 4      |
|                    |
\--------------------/


1 and 2. To the left and right of where you start.

3 and 4. Go around the edge of the circle and you will come to a wall with a 
Map (that looks like America). The babes are to the left and right of that map.



/--------------------\
| Level 15           |
| Dreadnought        |
| Babe Count: 2      |
|                    |
\--------------------/


1. Go into the room with the hand switch. Progress through this room and into
The next room which has waterfalls. Walk across the water and into the walkway.
After passing that part turn left to find a Shrinker/Expander and the babe in
The corner.

2. Fall down to the next part after babe #1, the next babe will be in the
corner. 



/--------------------\
| Boss Battle:       |
| Overlord           |
| Babe Count: N/A    |
|                    |
\--------------------/

Nope, no babes in this boss battle. Off we go back to Earth.



/--------------------\
| Level 16           |
| Raw Meat           |
| Babe Count: 3      |
|                    |
\--------------------/


1 and 2. In the green room next to the blue keycard switch (not in the blue 
keycard door). The door can be activated by going into the middle blue curtain
in the hallway. 

3. From the above babes, head behind the wall on the left. Walk out of the
window slowly until you fall on the ledge. Walk towards the shotgun shells
and in that area you can jump in the wall. The babe will be at the end of that
room.



/--------------------\
| Level 17           |
| Bank Roll          |
| Babe Count: 4      |
|                    |
\--------------------/ 


1. At the start, fall down towards the ledge with Duke's face. From there, use
the jetpack towards the grenade launcher in front of you. Collect it and
walk/jetpack to the other side of that wall.

2. In the red room complex, keep going until you reach a room with a dead pig. 
Progress into the bridge room and fall down. At the corner is a warp with the 
babe inside it. 

3 and 4. From babe #2, head back into the room with the bridge but this time
go past it and into the next room. To the left and right of the red keycard
awaits your babes. 



/--------------------\
| Level 18           |
| Flood Zone         |
| Babe Count: 5      |
|                    |
\--------------------/ 

Ughh this level is a headache!!

1. From the start go forward and turn left when you reach the water, the babe
will be on a little island.

2. After Babe #1, head towards the pistol and large medikit on the edge. Use 
your jetpack and fly straight into the hole in front of you.

3. Swim around the white building until you come to a sunken grey building with
sub machine guns on the top of it. For a quicker way use your jetpack to climb
on top of it and head left for the babe. If you want to save your jetpack then
dive underwater and head into the opening. Swim back up when your on top of the
little ledge.

4. On the big red sign hanging out of the building, fly on top of it with 
your jetpack for an atomic health and babe.

5. In the red keycard door, head into the water and swim right. Jump on the
right part of the circle hallway and for this part you better watch out not to
fall. Walk slowly towards the missiles in front of you. Stop when you collect
it and use your jetpack to cross the hole and get the babe + atomic health,
fall into the hole after you collect them and win.

Finally This level is over and done with!



/--------------------\
| Level 19           |
| L.A. Rumble        |
| Babe Count: 4      |
|                    |
\--------------------/

1, 2 and 3. Use your jetpack when youíre outside and head to the red television
screen with the womanís eye. Three babes will be in front of the screen.

4. Open the cupboard next to the Red keycard.



/--------------------\
| Level 20           |
| Movie Set          |
| Babe Count: 3      |
|                    |
\--------------------/

1, 2 and 3. In the Movie Set, head to stage 17B. Press A on the "USA" sign and
a door next to the sign will open revealing the 3 babes.



/--------------------\
|! Secret Level!     |
| Area 51            |
| Babe Count: 5      |
|                    |
\--------------------/


1 and 2. In the room with the crane, let it pick you up and take you. When you
land, head forward past the laser and activate the switch on the left. Head
backwards from where you came from and go into the warp with 2 babes and an
atomic health. 

3, 4 and 5. Go into the warp in the red keycard door and the three babes will
be in the room.



/--------------------\
| Level 21           |
| Rabid Transit      |
| Babe Count: 4      |
|                    |
\--------------------/

1, 2 and 3. From the red keycard, head down the stairs and go to the drinking
fountain. press A to the left of the fountain to open a secret room up. Go
into the room and press a switch directly in front of you, save the 3 babes.

4. In the red keycard door, it should be alone on a little island on top of the
water. 



/--------------------\
| Level 22           |
| Fahrenheit         |
| Babe Count: 4      |
|                    |
\--------------------/      

1. In the room with crates, there should be a sign "Innocent?" Remember that
place. Now go to the area with the fire brigade and blow the crack that leads
into the building. In here, climb the stairs and walk straight. Make the 2nd
left and go into the door there, destroy the cleaning equipment and activate
the switch. Now remember the sign I told you to remember, yer go back to it and
use your jetpack to fly through it. 

2. Go back into the building and this time look for a room with lockers, the 
babe will be at the end of the room. 

3 and 4. Go to the fire brigade. Turn to the white building with small windows
and use your jetpack on one of the windows. The last 2 babes will be inside.



/--------------------\
| Level 23           |
| Hotel Hell         |
| Babe Count: 4      |
|                    |
\--------------------/

1. In the hotel bottom floor, go outside through the door with the sign "Exit".
Turn right to find a babe with garbage bins.

2 and 3. Once you go up the yellow keycard elevator, go into the shop
looking place and exit through the backdoor to find 2 babes around the 
swimming pool

4. From where the drinking fountain on the top floor is, head right turn around
to see a hallway with 2 doors. Explore both of them and one will contain the
last babe of the level.



/--------------------\
|! Secret Level!     |
| Freeway            |
| Babe Count: 7      |
|                    |
\--------------------/
 
1+2. When you start, proceed and blow the crack up on the wall. Go left and use 
your jetpack to fly over the fence and on the left and right are babes.

3. Now from the top babes, go back to the crack you blew up but this time go
right. Climb onto the crate and jump again onto the orange floor, head straight
and jump into the window in front of the night vision goggles. In the vents
progress until you come to the first fan, break through it and you should be 
in an office. Head into the hallway past the fence and turn to the first door
on the right. The babe is in the corner.

4. Head out of the room with babe #3 and go down the hallway, hit the switch
next to the brown door. Fall down the little elevator shaft and go out through
the open door. You should be in a water passage, swim right and the babe will
be ahead.

To get out of the area where babe #4 is, go through the hole next to it and
dive down to collect a jetpack. Now go back to the elevator and fly up back
through the brown door, then back track through the vents and you will be out-
side again.

5 and 6. From the exit of the vents, head to the poster of "BayWar". Turn left
and go through the passageway, turn left again and head to the end of the road.
Turn around to face a door with a sign on top of it "L.A.R.D.". To the left
and right of that sign is 2 babes.

7. To the right of the passage is a tilted building, fly on top of it and
the babe is in the corner. This was also the last babe of the game.



/--------------------\
| Final Boss/Stadium |
|                    |
| Babe Count: N/A    |
|                    |
\--------------------/

Well thatís the end of this FAQ, hope you enjoyed reading it and I sure hope
it helped you. 

--------------------
5. Credits
--------------------

Yoshifav for helping me edit this guide and helped me finding some babes I
had trouble finding. 

CJAYC for creating GameFaqs


--------------------
6. Last Message
--------------------

Well this is my second completed in depth FAQ. It was sure fun to be playing
this game and looking for babes to put in my guide. If anyone finds a bug
or error in this, please E-Mail me on my address which is on the top of the 
guide. Enjoy!!!!!