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
