[[quoteright:300:http://static.tvtropes.org/pmwiki/pub/images/Major_Payne_7531.jpg]]
Major Benson Winifred Payne (Damon Wayans) is being discharged from the U.S. Marine Corps. Payne is a killin' machine, but the wars of the world are no longer fought on the battlefield. A career Marine, he struggles with civilian life which results in an assault charge.

However, his commander finds him a job that gets him back into the military: Commanding officer of Madison Preparatory Academy's JROTC program, consisting a bunch of [[RagtagBunchOfMisfits ragtag losers and misfits]] with no hope.

Using such teaching tools as live grenades and real bullets, Payne starts to instill the corps with some hope. But when Payne is recalled to fight in Bosnia, will he leave the recruits who have just started to believe in him, or will he find out that killin' ain't much of a livin'?

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!!!This film provides examples of:

* AbusiveParents: Alex's step-dad.
* {{Badass}}: Major Payne.
* BadToTheBone: Used in the opening credits.
* BeCarefulWhatYouWishFor: For the majority of the movie, the recruits have been trying to get rid Payne. Then, when they finally start respecting him, he gets called back to service. [[spoiler:He comes back, though.]]
* BondOneLiner: If there really ''was'' a bogeyman in Tiger's closet...
--> '''Payne''' -..."he ain't happy."
* CharacterTitle
* CutHisHeartOutWithASpoon: Payne informs Alex why he shouldn't push his luck:
--> '''Payne''': I will put my foot so far up your ass the water on my knee will quench your thirst!
* DrillSergeantNasty: The titular Major Payne.
* ExactWords: It's always important to note that when fighting a killin' machine, if he says he's going to kick you in the face, did he say ''when''? One sucker punch to the throat and kick to the groin later. We then have this exchange:
--> '''Biker''': You...you said you were gonna...hit me in the face.
--> '''Payne''': You calling me a liar?! *''boots him in the face''*
* {{Fartillery}}: The unforeseen result of a LaxativePrank.
* {{Fingore}}: In the beginning of the film, Payne dislocates his comrade's finger to get his mind off his bullet wound. He would've done the same to Tiger (who was afraid of getting a shot) had it not been for Miss Walburn.
* FreudianExcuse: Subverted with Payne telling Tiger his version of "The Little Engine that Could", and we pretty much understand why he is the way he is because his friend was nearly killed when they outnumbered by the enemy during a battle. Even worse: Emily (who is also the guidance counselor) says she'd like to talk to Payne about his story, but she doesn't, which really leaves the problem open-ended.
* GenghisGambit:
-->'''Emily:''' You're making them hate you!
-->'''Payne:''' Good! It'll bring 'em together. Make 'em a team.
-->'''Emily:''' That's a pretty cynical plan.
-->'''Payne:''' But it won't backfire.
* GunStripping: Major Payne enjoys hanging upside down, blindfolded and trying to clean his gun before his nose starts to bleed.
* HelloNurse: Emily's first appearance is enough to reduce the usually composed Payne into a incoherent mess. With [[DistractedByTheSexy good reason]]. Did we mention she was a [[HotTeacher teacher]] too? Lampshaded by Payne: "Why do I suddenly feel like a jackass?"
* HotTeacher: Emily.
* IGaveMyWord: When Payne makes a promise to kick you in the face or quit if you steal a trophy, he does intend to keep it. Subverted in that he doesn't intend to play fair in order to remain a man of his word.
* ITakeOffenceToThatLastOne: When arguing over the Major's treatment of Tiger:
--> '''Emily''': And I call you an [[TheReasonYouSuckSpeech insecure, overbearing, psychopathic, edictorial, ego maniacal, frigid lunatic]] ''[[TheReasonYouSuckSpeech ASSHOLE]]''!
--> '''Payne''': [{{Beat}}] I ain't frigid.
* ImportantHaircut: Whether the recruits like it or not.
* JerkWithAHeartOfGold: Major Payne shoots the "Boogeyman" in Tiger's closet.
* LargeHam: From start to finish, Damon Wayans is really something to behold in this movie.
-->'''Payne''': ''KILLING IS MY BUSINESS, LADIES, AND'' '''''[[PunctuatedForEmphasis BUS! INESS! IS! GOOOOOOD!!!]]'''''
* LaxativePrank: The recruits try to do this with Payne's cupcake. [[spoiler:It backfires. [[{{Fartillery}} Literally.]]]]
* {{Metaphorgotten}}: Payne attempts to inspire Tiger with the story of "The Little Engine that Could". However the tale's moral is soon forgotten after the train is violently blinded and blown to bits with Payne taking bloody vengenace for an old war friend. Emily eventually has to stop him.
* MildlyMilitary: Major Payne is a former Marine, but he wears the "smokey" of a Marine Corps drill instructor with the gold cord from somewhere else. This is mildly military because officers don't wear the smokey and the cord doesn't belong there at all.
* MiseryBuildsCharacter: Payne did this deliberately to mold his students into a cohesive unit. The Guidance Councilor thinks this was an incredibly cynical plan.
* NamesToRunAwayFromReallyFast: Major Payne.
* OneManArmy: Payne.
* OnlyKnownByTheirNickname: Kevin "Tiger" Dunn
* PapaWolf: Don't harm Payne's men in the battlefield and don't cause trouble for his Cadets. Alex's stepdad learned that the hard way.
* PinPullingTeeth
** An important detail to note is that the grenade was apparently an anti-personnel/frag grenade, so it really shouldn't blast down a tree, just give it a LOT of little cuts.
* PunBasedTitle / PunnyName
* RagtagBunchOfMisfits
* RealMenWearPink: The only non-military activity Payne enjoys is dancing.
* RuleOfFunny: The war Payne was in is obviously Vietnam, which a) Damon Wayans is clearly too young to have served in and b) he would have had to have been promoted much higher than major by the time it's shown he's discharged. But then ''Colonel Payne'' wouldn't be a good title for a movie, and we wouldn't have that bedtime story scene if it were accurate, so...
* ShellShockedVeteran: After a fashion - Payne has a flashback (a common PTSD symptom) while telling Tiger a bedtime story. He'd really rather be back in the war though.
* SignatureLaugh: Whenever he laughs, you know something hilariously awful is about to happen to someone.
* TrespassingToTalk: After his dinner date with Emily, Payne returns to discover Cadet Stone sitting at his desk, beaten and bruised from where the squad had been ambushed by another school's R.O.T.C. squad... to which Payne was actually the one who gave them the tip.
* WarIsGlorious: Played with. Whilst Payne clearly takes a lot of pride in his work and enjoys the military lifestyle the loss of comrades in battle has clearly had a negative impact on him.
* WifeBasherBasher: When trying to get hired by the police force, Payne gets put in a training scenario to see how he'd handle a domestic dispute call, and he responds by smacking the actor in the scenario repeatedly until he passes out.
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