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Glommer.png See also: Maxwell NPC

Freedom, at last!


Maxwell (AKA William Carter) is one of the six playable Characters that are not unlocked via Experience in the Don't Starve base game and one of the playable Characters in Don't Starve Together (DST). The de-facto antagonist of the base game, if freed at the end of Adventure Mode, he returns to his dapper human form and is sent into the Constant as another survivor.

In addition to the Codex Umbra, which allows him to fragment his mind, Maxwell starts off with his own fighting gear and valuable items. Being a dapper fellow, his Sanity constantly increases over time. To make up for that, Maxwell only has a maximum Health of 75 points. Maxwell's playstyle revolves around his Sanity, being able to manage it very easily, and with the aid of his book.

Minimap Maxwell's Door.png Origin

Glommer.png See also: William Carter Puzzles

As part of DST's Compendium, Maxwell's backstory is given an official summary:

The former king of the Nightmare Throne and an egomaniac to boot. Maxwell (who earned his name from his former stage persona "The Amazing Maxwell") was once the naïve and unimposing "William Carter", a penniless man from London who dreamt of being a world-renowned magician. When fate put William in possession of the Codex Umbra, he felt true power for the first time in his life. Casting off his old, meek ways and fully embracing his new persona as a charismatic master of dark magic, Maxwell achieved fame and success, but still found himself hungering for more. As he delved deeper and deeper into his magical tome, immersing himself in its secrets, the dark knowledge within addled his mind and clouded his heart. In his final performance, Maxwell lost control of the shadow magic he'd used so brazenly and both he and his stage assistant Charlie were pulled into the Constant. There he would remain for what seemed like an eternity, tethered to the Nightmare Throne and compelled to ensnare more victims in the Constant's trap. He is still baffled by the thought that someone he tricked into the Constant could find it in their heart to set him free... well, baffled and annoyed really. He never liked owing a favor.

Lock.png Unlocking

Glommer.png Main article: Adventure Mode

Players can only unlock Maxwell by completing Adventure Mode. After beating five consecutive Chapters (escaping from five randomly-ordered and themed Adventure Worlds), the player will find themselves in the Epilogue Chapter. Once there, if the player chooses to take pity upon Maxwell, they can attempt to release him from imprisonment in the Nightmare Throne by inserting a Divining Rod into the throne's Nightmare Lock. Once this happens, Maxwell becomes a playable Character.

Codex Umbra.png Special Power

Maxwell fragmenting his mind.

Glommer.png Main article: Codex Umbra

Maxwell's Sanity increases by 20 Sanity Meter.png/min (6.75 in DST) because of his dapper style. He starts the game with a Dark Sword, Night Armor, Purple Gem, 4 Nightmare Fuel and his own Book called the Codex Umbra.

Codex Umbra acts similar to Wickerbottom's books, but has an infinite durability. Upon reading it, a Shadow Puppet with the silhouette of Maxwell will appear. Using the Book costs 15 Health Meter.png, 2 Nightmare Fuel and 55 maximum Sanity. Due to this the player may have up to 3 puppets, at which point Maxwell will have 35 Sanity and will be unable to spawn more. The Shadow Puppets will live up to 2.5 days before dying off. They will aid Maxwell in combat, and assist him in mining and chopping down Trees. Upon death of a Puppet, Maxwell's maximum sanity will be restored by 55 points.


Maxwell's maximum Health is only 75, making fights very dangerous if the player doesn't have good armor available. His Sanity regeneration bonus can also make it hard to stay insane and reap the benefits of that state.

Gift Icon.png Downloadable Content

In the Shipwrecked (SW) DLC, Maxwell's Puppets will aid him when hacking things with a Machete and they will have their own shadow version of the Row Boat making it possible for them to follow him across islands, unlike other Followers.

Don't Starve Together icon.png Don't Starve Together

In DST, Maxwell starts the game with 6 Nightmare Fuel and a Codex Umbra.

In addition to that, the Codex Umbra functions as a portable crafting station, where he can make one of four shadow puppets, the Digger, Logger, Miner and Duelist, for 2 Nightmare Fuel and one Shovel, Axe, Pickaxe and Spear respectively and a maximum Sanity loss of 20% for workers and 35% for Duelists. Shadow puppets also last forever unless killed.

If the Codex is lost, it can be crafted again for 2 Papyrus, 2 Nightmare Fuel and 50 Health.

Exclusively to DST, Maxwell's favorite food is Wobster Dinner, gaining a bonus 15 Hunger Meter.png when consuming the meal.

Prototype.png Tips

  • Maxwell's starting items are some of the most powerful and rare in the game giving him an easier start than most. The Armor and Sword provide a great deal of survivability.
  • Summoning multiple Puppets to reduce the maximum Sanity is a good way to get Maxwell to stay almost insane for long periods of time, which is not easily obtained normally due to his Sanity regain buff. Coupled with the fact that when equipping his Sword and Armor he loses 10 Sanity Meter.png/min, it is possible for him to become insane and sane back at will and very easily since there's only 5 points of sanity between the two thresholds.
    • Going insane during Daylight and killing Shadow Creatures for Nightmare Fuel is a good way to keep his Puppets up 24/7 during the early days of the game. Killing Beardlings (or bearded Crabbits in SW) is also an option but Nightmare Fuel from them is not always guaranteed.
  • Since Maxwell has a natural regeneration of Sanity, players are recommended to do sanity-consuming things that other players would suffer from. For example: picking Evil Flowers, using Magic and Ancient Items, or eating sanity draining Food.
    • Sanity regenerating items such as the Tam o' Shanter, Tent, Taffy etc. are unnecessary for Maxwell. This allows him to wear armor such as the Football Helmet while still rapidly regaining Sanity. This also makes exploring during the Night or in Caves and Ruins ideal as the Sanity drain from darkness is negated.
  • Due to Maxwell's low max Health, it is recommended to use his starting Night Armor when fighting dangerous creatures such as Hounds or Boss Monsters early on, reducing damage against him by 95% when worn.
    • Combined with his Dark Sword and Shadow Puppets, Maxwell is unexpectedly an ideal fighting character before the durability of the Armor and Sword wear out.
  • While Shadow Puppets are great against weaker foes, fighting stronger Mobs will result in their death unless they're helped by Maxwell. Great support weapons are the Ice Staff and Fire Staff. The Ice Staff can be used to stun enemies before they land a hit on the Puppets, preventing them from taking damage. The Fire Staff can stun mobs for longer while also damaging them but comes at the cost of possibly burning the dropped loot upon the enemy's death.
    • Players can also take advantage of the behavior of Mobs to get the most out of the Puppets. (e.g. Getting a Tallbird to aggro on Maxwell first, then ordering the Puppets to attack it.)
  • Maxwell also has the advantage of being capable of building a Shadow Manipulator quicker than other characters, as he starts with a Purple Gem and Nightmare Fuel, shortening the time needed for gathering materials. This can allow players to quickly rebuild Night Armor and Dark Swords early in the game.
  • Normally the Shadow Puppets stop aiding with their Tools after Maxwell stops doing the act, but if they are close to the target and the player quickly cancels the action by moving or quickly switching to another hand slot item, the Puppets will still carry it out, essentially getting the resources without using the durability of the Tool. This means that it is a waste of resources to craft better versions of those Tools when playing as Maxwell.
  • Late game, players can collect Nightmare Fuel in mass amounts by staying in the Ruins during the Nightmare Cycle. Shadow Creatures can drop stacks worth of fuel for the player to collect once the cycle reaches its calm state.
    • Otherwise dropping some captured bees near some Evil Flowers will spawn more of the latter which then can be used to craft Nightmare Fuel.
  • Due to the low maximum Health and the cost of the Codex Umbra it is advised to only rely on Life Giving Amulets to revive from death instead of Meat Effigies as the latter will leave him at only 45 maximum Health. This means that Beard Hair is largely useless to Maxwell.
  • In DLCs, thanks to his Sanity regeneration, Maxwell will not lose Sanity even with 100 Wetness while holding wet Items.

Gramophone.png Quotes

Maxwell's player character quotes can be found here.

Placeholder.png Trivia


  • Maxwell's voice is a harmonium.[1]
  • Maxwell is the 'only' character whose name doesn't start with a W. However, his real name (William Carter) makes an exception due to starting with that corresponding letter, meaning all character names start with a W.
    • Maxwell's playable character appears to be named "Waxwell" in game's files. This suggests that he was likely named Waxwell in the game's files to avoid any file conflicts between the NPC Maxwell and the playable Maxwell.
    • The playable version of Maxwell was also nicknamed by fans "Waxwell" prior to his release, due to all other playable characters having names that start with W.
  • Maxwell is currently one of six characters that cannot be unlocked by gaining Experience, the others being Wes, Webber, Wilbur, Woodlegs, and Wilba.
  • Maxwell is not greeted at the start of new world. Instead he'll wake up by himself and claim, "Freedom, at Last!".
  • At the end of the trailer for the End of the Beginning update, Maxwell has a rounded chin, but in the game version, he has a flat chin.
  • After the All's Well That Maxwell update, the Codex Umbra was added to the game as Maxwell's perk and his sound when engaged in a fight is different.
  • When struck by Lightning in DLCs, Maxwell is shown to have bones in his sleeves.
  • Maxwell is noticeably shorter than his NPC version for gameplay reasons.
  • When Maxwell is rebound to the Nightmare Throne, he will revert to his demonic NPC appearance.
  • If one dies to the Night Monster while playing as Maxwell, the Morgue will show the cause of death as "Charlie" rather than "Darkness".
  • Maxwell's perks description used to be: "Is dapper but frail; Can fragment his own mind; Brings his own sword." His starting items and perks were kept though.
  • Maxwell is able to read Wickerbottom's Books.
  • In a short frame of Maxwell's ghostly animation, his flower turns black.
  • Due to the short "Inevitable," Maxwell is one of the few characters to have received actual voice acting, along with Wilson, Charlie, and Willow along with Webber who got acting in the short “Starver’s Carol”
  • Maxwell's skull was found in the DST files as of May 6, 2021.


  • Maxwell breaks the fourth wall by talking about Don't Starve itself; for example, he comments on "game logic" when examining an Opulent Pickaxe.
  • Maxwell's examination quote for Tallbirds reveals that he created them by accident through a failed experiment.
  • Maxwell has a brother named Jack Carter, as revealed in the William Carter Puzzles. Jack first appears in the DST short Wish You Were Here, where it's shown that he is nearly identical to his brother.
    • Maxwell mentions his brother in a quote for the final state of Abigail's Flower post DST refresh: "...I wonder how my brother is doing."
  • The short Wish You Were Here and an image included with the Wendy refresh confirmed that Abigail and Wendy are Jack's daughters and thus Maxwell's nieces.
    • Maxwell's relationship to Abigail and Wendy was hinted at in the William Carter Puzzles where twins are mentioned in Jack's postcard.
    • Examination quotes were also used to imply Maxwell's relationship to Abigail and Wendy. When examining NPC Maxwell, Wendy says, "I feel a strange kinship with him." When Maxwell examines a held Abigail's Flower in DST he says "Hm? What a familiar presence."
  • Maxwell's loading screen vignette is accompanied by text that reveals a bit about how the Nightmare Throne affected him: Maxwell's extended reign on the Nightmare Throne altered him in ways that are not yet fully understood. He continues to rely heavily on his tome, the Codex Umbra, as a result.
  • Maxwell's quote for the Black Cat poster in Hamlet implies that he had regularly visited Le Chat Noir.[2]
  • Maxwell's birthday is listed as October 22 in the Compendium. October 22, 2013 is when All's Well That Maxwell was released for Don't Starve.
  • Sometimes in loading screen may appear such survival tip:""Blast this heat! Where's a nice, chilled drink when you need it?"-M". The M at the end could mean that this survival tip belongs to Maxwell
  • Sometimes a message like this may appear during the loading screen:
    • "Once the King of the Nightmare Throne, Maxwell now finds himself surviving alongside the very people he once tormented. Needless to say, it makes for a bit of an... awkward atmosphere."
    • "Maxwell (née William Carter) was once nothing more than a humble stage magician, until the discovery of a mysterious tome changed the course of his life forever."

Cultural References

  • Maxwell's name is a reference to the scientific thought problem "Maxwell's demon".
  • Given his past as a magician, his name may be a reference to Charles Carter, a stage magician who performed in the early part of the 20th century.

Don't Starve Together icon.png Skin Sets

Glommer.png See also: Skins

Blueprint.png Gallery

Gramophone.png Sounds

Maxwell's voice.
Maxwell getting hurt.
Maxwell dying.
Maxwell drowning (Shipwrecked icon.png).
Maxwell sinking (Don't Starve Together icon.png).
Maxwell's ghost voice (Don't Starve Together icon.png).
Maxwell's voice as he performs the /pose emote (Don't Starve Together icon.png).
Maxwell sighing, as part of the /sleepy emote (Don't Starve Together icon.png).
Maxwell yawning, as part of the /yawn emote (Don't Starve Together icon.png).
Maxwell singing the Starver's Carol, as part of the /carol emote (Don't Starve Together icon.png).


  1. Mattesque on the forums (direct link to post is inaccessible): "Maxwell is a Harmonium with some extra secret goodness. But mostly Harmonium." Posted on March 17, 2013.
  2. Maxwell quote for Black Cat: "Ah, the memories..."