Major Payne

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For the webcomic character named Major Payne, see VG Cats.
Major Payne
Major Payne.jpg
Directed by Nick Castle
Produced by Eric L. Gold
Michael Rachmil
Written by Damon Wayans
Dean Lorey
Gary Rosen
Starring Damon Wayans
Karyn Parsons
William Hickey
Michael Ironside
Albert Hall
Orlando Brown
Steven Martini
Music by Craig Safan
Cinematography Richard Bowen
Edited by Patrick Kennedy
Distributed by Universal Pictures
Release dates
  • March 24, 1995 (1995-03-24)
Running time
95 minutes
Country United States
Language English
Box office $30.1 million

Major Payne is a 1995 comedy film, starring Damon Wayans. The film is a loose remake of the 1955 film The Private War of Major Benson, starring Charlton Heston.


United States Marine Corps Major Benson Winifred Payne (Damon Wayans), a hardened Marine, returns from a successful drug raid in South America, only to find out that he has again been denied his long-hoped-for promotion to the grade of Lieutenant Colonel. Instead, Payne receives an honorable discharge on the grounds that "the wars of the world are no longer fought on the battlefield", and that his killing skills are no longer required by the U.S Marine Corps.

After leaving the military, Payne finds his life as a civilian unbearable. To help adjust, he applies for a job as a police officer. However, during a domestic violence exercise, Payne physically knocks out the "suspect," landing himself in jail. Payne's former General helps secure Payne's release and secures a military job for him.

Payne arrives at Madison Preparatory School in Virginia, and is informed by the principal (William Hickey) that his job is to train the Junior Reserve Officers' Training Corps. These "green boys" (as the principal calls them) are a disorderly group of delinquents and outcasts who have placed last in the Virginia Military Games eight years running. When Payne sees his company, he declares his intention that they will win the Games at all costs, and immediately sets about establishing order and discipline, making no exceptions for various handicaps that the cadets have (deafness, obesity, heart conditions, etc.). His punishment methods cause him to clash with Emily Walburn (Karyn Parsons), the School's counselor. Walburn tries to make Payne more empathetic, particularly towards six-year-old orphan Tiger (Orlando Brown), but without much success.

Chafing under Payne's iron hand, the cadets, led by chief mischief Alex Stone (Steven Martini) make a series of attempts to get back at Payne, or force him to leave. Some of the schemes include giving him a laxative-loaded cupcake, attempting to portray Payne in a photo sleeping with one of the boys, and hiring a biker to beat up Payne. None of the cadets' plots succeed. Things come to a head when Payne offers to leave if they bring him the Military Games trophy. The cadets assume he means for them to steal the trophy from rival Wellington Academy, and they attempt to do so. However, Payne places an anonymous call to Wellington, leading to the boys' being ambushed by Wellington cadets before they can collect the trophy.

The next day, Payne is confronted by Stone about the sabotaged trophy mission, but Payne tells him it was not about fair or unfair, but about achieving the objective. Payne asks Stone if he wants the trophy, and Stone replies that he does. Payne then tells Stone that he will show him how to earn it, and starts training the cadets for the games. Finding motivation in the prospect of winning the trophy and of finally being rid of Payne, the cadets throw themselves into Payne's grueling training program. Payne begins to earn some grudging respect from the corps by saving Stone from his abusive stepfather (Michael Ironside) by beating him up and sending him away from the school's premises, and saving Tiger from his nightmares and a "bogeyman" in the closet by taking his gun and shooting the closet.

The day before the Games, the corps is in good form and ready for the competition. However, Payne's former General arrives with a request for Payne to return to the Marines so he can assist in Bosnia. His proposed deployment means he will miss the Military Games. This has a demoralizing effect on the cadets, but they decide to compete anyway. Payne initially follows his orders and sets off for his new engagement, but changes his mind after experiencing a vision of himself starting a family with Walburn and Tiger.

At the Games, the Madison Corps are holding their own until Dotson, one of Madison's former cadets, trips Stone during a race, injuring Stone's leg. Stone manages to get to his feet and hobble across the finish line, finishing in second place. This foul play angers Stone's friend, D(Damien Wayans), and leads him to knocking Dotson out as retribution. This sparks an all-out brawl between the teams that threatens to get them disqualified. Payne arrives at the last minute and sticks up for his team. Because Stone is injured and out of the competition, Payne appoints Tiger to lead the squad. The group executes an unorthodox but entertaining routine which wins them the trophy, with Tiger at the front. Stone is personally awarded the Individual Cadet Achievement trophy.

Three months after the competition, Payne has resumed being an instructor to the cadets, with Stone as squad leader. Payne's demeanor has softened a bit, declaring himself not only their commanding officer but also their friend. However, when a new blind cadet taunts Payne, Payne orders Tiger to get him his field knife, which he uses to shave the cadet – and his seeing-eye dog – bald.


  • The exterior scenes of the boarding school in Major Payne were filmed at The Miller School of Albemarle.
  • Most of the indoor scenes were filmed in a warehouse owned by 84 Lumber located in Chesterfield County just off of US RT 1 that was turned into a sound stage.
  • The opening scene was filmed just outside of the makeshift soundstage.
  • The fantasy scene at the train station was filmed at the Ashland Train Station, in Ashland, Virginia.
  • Orlando Brown had an on-set teacher/tutor during production. The same teacher/tutor was the on-set teacher for Benji Gregory, who played Brian Tanner in the TV Show ALF.
  • During production, filming had to be stopped throughout the day due to CSX trains passing by the soundstage.
  • The Military Games Scenes were filmed at Berkeley Plantation in Charles City, Virginia.
  • There was an alternate ending for the movie. During the Military Games, Cadet Stone's drunken father gets into a fight with Payne. Somehow, he takes four cadets from another school hostage. Stone and the other cadets (one of whom, played by Ryan Scarbrough, was named Cadet Rachmil after one of the producers) are taken to a small building and forced to shoot at the cadets and onlookers.
  • Dean Lorey (co-author of the screenplay) stated that, to his knowledge, there is no Special Edition in the works.[1]



The film received negative reviews.[2][3][4] Movie review aggregator Rotten Tomatoes has rated the film at 33% based on 12 reviews. However, it does have an audience score of a "fresh" 68%, which indicated mixed to positive reviews.[5]

Box office[edit]

The movie debuted at No. 2 behind Outbreak with a gross of $7 million on its opening weekend.[6] Major Payne went on to gross $30.1 million worldwide.


External links[edit]