
95 minutes
3/24/1995
Major Benson Winifred Payne is being discharged from the Marines. Payne is a killin' machine, but the wars of the world are no longer fought on the battlefield. A career Marine, he has no idea what to do as a civilian, so his commander finds him a job - commanding officer of a local school's JROTC program, a bunch of ragtag losers with no hope.

Damon Wayans
as Maj. Benson Payne

Karyn Parsons
as Emily Walburn

William Hickey
as Dr. Phillips

Michael Ironside
as Lt. Col. Stone

Albert Hall
as Gen. Decker

Orlando Brown
as Cadet Kevin 'Tiger' Dunne

Steven Martini
as Cadet Alex Stone

Andrew Leeds
as Cadet Dotson

Chris Owen
as Cadet Wuliger
Joseph Blaire
as Cadet Bryan
Mark W. Madison
as Cadet Fox
Peyton Chesson-Fohl
as Cadet Sgt. Johnson
Stephen Coleman
as Cadet Leland
Mark Conway
as Police Sergeant
David DeHart
as Wellington Cadet Captain
Joshua Todd Diveley
as New Cadet
Robert Faraoni Jr.
as Smart Ass Soldier

Michael Gabel
as Lt. Wiseman

Ross Bickell
as Col. Braggart

Scott Bigelow
as Huge Biker

R.J. Knoll
as Blind New Cadet

Dean Lorey
as Mr. Shipman

Brad Martin
as MP
Seymour Swan
as Soldier

Leonard L. Thomas
as Bleeding Soldier

Hechter Ubarry
as Guerilla Leader
Carolyn Walker
as Miss Goodman

Damien Dante Wayans
as Cadet Deak Williams
R. Stephen Wiles
as Cadet Heathcoat

Chris Williams
as Marksman
Tommy Wiles
as Cadet
Al Cerullo
as Chopper pilot
John Louis Fischer
as Chopper pilot
P. Rodney Barnes
as Weightlifter
Curtis Bush
as Terrorist

Robert Shepherd
as Army Officer (uncredited)

George Cheung
as Vietcong Soldier (uncredited)