Base, The

         "THE BASE" screenplay by William C. Martell                     
         copyright 1997 by William C. Martell

                                "THE BASE"


         EXT. BORDER CHECKPOINT -- DAY

         Cars filled with tourists move slowly through the checkpoint
         into Mexico.  On the American side: clean maintained streets.


         EXT.  TIJUANA, MEXICO -- DAY

         But just across the border: crowds, garbage everywhere,
         buildings crammed together on pot holed streets.  It seems
         darker, more dangerous.  Everything has a touch of evil.


         EXT. STRIP CLUB -- DAY

         A honky tonk street lined with dives.  Neon flickers outside
         a strip club.  COLLEGE KIDS on Spring Break laugh drunkenly
         as they leave the club, one belches loudly.

         We sneak in while the doors are open.


         INT. STRIP CLUB -- DAY

         Almost everyone is American.  Four clean cut young men watch
         a pair of aging STRIPPERS gyrate on stage.  When the Ugly
         Stripper dances in front of them, one of them puts a dollar
         in her G-string.

                               DELMAR
                   Horman, why are you giving that skank
                   money?

         DAVE DELMAR is a massive weight lifter with a troubled
         childhood which turned him into a bit of a bully.

                               BREEN
                   This is the closest he's been to pussy
                   in months, Del.  Give him a break.

         ARTIE HORMAN is the youngest of the group, and the most unsure
         of himself.  Maybe still a virgin.  Wears a tourist sombrero.

                               HORMAN
                   Want me to take a picture and send it
                   to your wife?



                                                  (CONTINUED)
                                                                      2.


                               BREEN
                   Lucy would kill me.  Can't even rent
                   R rated movies!

         RICK BREEN is the most conservative: already married; dressed
         for church, not strippers.

                               DELMAR
                   Only an idiot would get married.

                               BREEN
                   Who you calling an idiot?  I get it
                   at least once a week.

         The best looking stripper takes it all off.  Every man in
         the dive watches her but one:

         MARTY RACKIN, oldest of the four, keeps his eye on a booth
         in the back where a slick drug lawyer named VARGAS talks
         with two MEXICANS in sweat clothes and gold jewelry.

                               HORMAN
                   Hey baby!  Come on down!

         As the Stripper dances to their side of the room, Vargas
         gives the Mexicans some hundred dollar bills, and leaves.

                               RACKIN
                   Drink up.  It's time to run and gun.

                               HORMAN
                   But she's just....

                               DELMAR
                   You heard the man: Drink up.

         Horman reluctantly ignores the stripper gyrating in front of
         him and finishes his beer.  The four follow Vargas out.


         EXT. TIJUANA, MEXICO -- DAY

         Rackin doesn't lose sight of Vargas.  The four cross the
         street to a parked car, and Delmar pops open the trunk.

         Vargas is a block away.  He stops at a door, makes sure no
         one is watching him, then gives a secret knock.  The door
         opens and Vargas enters the building.

                               DELMAR
                   Got him?

                               RACKIN
                   Yeah.  Next block.  Sixth door down.

                                                  (CONTINUED)
                                                                      3.


         Rackin watches the door close, then takes the flack jacket
         Delmar hands him.  All four men put on jackets.  Camouflage
         grease paint is passed around, and they paint their faces.

                               BREEN
                   Horman wants to know if we can go
                   back and see the stripper afterwards.

                               RACKIN
                   Sorry, Artie.

         Delmar hands each of the men a HUGE military style M249 SAW
         machine gun.  Horman also takes a combat shotgun.

         Armed for a small war, they close the car trunk.

                               RACKIN
                   Ready to rumble?

         Horman sails the sombrero across the street.  They slap hands
         with each other.  Rackin oozes wild charisma. His team would
         follow him to hell and come back with the Devil on his orders.

         The four walk down the street like The Wild Bunch.


         EXT. TIJUANA BUILDING -- DAY

         At the doorway, Breen eases a fiber optic strand quietly
         under the door.  From this point on, the team uses military
         hand signals to communicate.


         FIBER OPTIC SHOT

         A distorted look at the foyer beyond the door.           
         Two GUARDS armed with Uzis smoke cigarettes.


         EXT. TIJUANA BUILDING -- DAY

         Breen pulls out the strand and signals that there are two
         guards, armed, and points to where they are standing.     
         The others nod.

         The door of the next building opens and a TEN YEAR OLD BOY
         steps out...  Sees the armed men and is frightened.

         Breen puts a finger to his lips, smiles and gestures for the
         Boy to go back inside.  The Boy returns to safety indoors.

         Rackin gives final hand signal instructions to the team.

         Then they break open the door.
                                                                      4.


         INT. TIJUANA BUILDING -- DAY

         The door splinters inwards, and the two GUARDS quickly bring
         up their Uzis.  Rackin shoots the one of the left before he
         can get off a shot.  Breen takes out the one on the right
         seconds before he fires at Delmar.

         Rackin gestures for Delmar to guard the door, while Breen
         and Horman will use two-by-two cover formation to climb the
         stairs.  Rackin will check out the downstairs rooms.

         Rackin doesn't get far before gunfire erupts.

         A pair of massive MEXICANs in sweats, armed with Uzis, pops
         from the top of the staircase and opens fire down at Breen
         and Horman.

                               MEXICAN #1
                   Two of them!  On the stairs!

         Breen and Horman back down the stairs and take cover as
         bullets turn steps into sawdust.

         Rackin turns to help them, when he hears a noise, spins and
         fires down the hallway...

         Blasting GUARD #3 off his feet before he gets all the way
         out the door.   Rackin gives it a beat to see if the Guard
         has any friends, but no one comes.  He goes to help...

         Breen covers Horman as he rolls from behind cover and fires
         thew shotgun up at the two Mexicans.

         MEXICAN #2 comes rolling down the stairs, dead.

                               MEXICAN #1
                   They got Manny!

         Breen runs up the stairs, taking them two at a time, M249
         SAW machinegun ready.

         Mexican #1 swings out and fires a burst, sending Breen back
         a couple of steps.

         When Mexican #1 starts coming down the stairs, Breen sends a
         burst of gunfire to chase him up.

         For a moment, it's like an Errol Flynn/Basil Rathbone stair
         sword fight... but with machineguns.  Breen forcing the
         Mexican up a few steps, then the Mexican forcing him back.

         Then Breen fakes right, moves left, and blasts Mexican #1
         right off his feet.  When Breen gets to the top of the stairs,
         he gestures for Rackin and Horman that it's clear.

                                                  (CONTINUED)
                                                                      5.


         AT THE TOP OF THE STAIRS

         A hallway and two doors.  Rackin gestures for Horman to cover
         while Breen uses the fiber optic strand.

         Breen pushes the strand under the first door.


         FIBER OPTIC SHOT

         The distorted view of the room... Empty.


         AT THE TOP OF THE STAIRS

         Breen pulls out the strand and shakes his head.

         They creep to the next doorway, Breen sticks the strand in.


         FIBER OPTIC SHOT

         A distorted view of a drug lab.

         RAY VARGAS, the sleazy American drug lawyer, has a briefcase
         full of money.  Three DRUG DEALERS are opposite a table
         stacked with bags of black tar heroin.  A WOMAN hides in the
         back of the room.  GUARD #4 stands near the door, gun ready
         to fire at the first one through.

         AT THE TOP OF THE STAIRS

         Breen pulls out the strand and relays the information.

         Rackin nods, and gestures instructions.  Horman will lay on
         the floor with the shotgun aimed up.  Breen will take one
         side of the door and Rackin the other.  Nods.


         INT. DRUG ROOM -- DAY

         Vargas looks around nervously.  Guard #4 keeps his gun ready.

         THE DOOR SPLINTERS OPEN and Guard #4 fires... but there's no
         one standing in the doorway.  A moment of confusion.

         By the time Guard #4 looks down, it's too late.  Horman BLASTS
         him right off his feet.

         Rackin and Breen swing into the room, guns ready.

                               RACKIN
                   Hands!  Everybody!  Hands!


                                                  (CONTINUED)
                                                                      6.


                               BREEN
                   Get 'em up!

         Everyone raises their hands.  DRUG DEALER #3 keeps his hands
         chest level... under his lapel is a gun in a shoulder rig.

         Rackin yells down to Delmar.

                               RACKIN
                   Clear.

                               DELMAR (O.S.)
                   Copy that.

         Rackin gestures for the Woman to come out from her hiding
         place, then looks over the bags of heroin.

                               VARGAS
                   Look, there's been a mistake...

                               RACKIN
                   There has?

                               VARGAS
                   Yes.  I'm an American citizen.  I
                   know you're just doing your job, but
                   I don't belong here.

                               RACKIN
                   Buying heroin?

                               VARGAS
                   See, I asked at a bar where I could
                   find some whores, and they must have
                   misunderstood me...

                               RACKIN
                   Why don't you put your hands against
                   the wall.  You know the position.

                               BREEN
                   Hands against the wall!

         Everyone assumes the position.  Vargas still pleads with
         Rackin.  Trying not to get busted.

                               VARGAS
                   We're on the same side.  I'm a lawyer.
                   I have ID.... in my wallet.

                               RACKIN
                   Check his wallet.

         That's when Drug Dealer #3 goes for his gun!

                                                  (CONTINUED)
                                                                      7.


         But finds an empty holster.  Rackin laughs, holds up the
         missing gun as if it's part of a magic trick.

                               RACKIN
                   Looking for this?  Don't you know I'm
                   magic?

         Rackin does a few impressive gun tricks, then turns his hand
         and the gun is GONE... disappeared.  Great close up magic.

                               RACKIN
                   I'm the magic man.

         Horman pulls Vargas' wallet, opens it.  Money, credit cards,
         and a California Drivers License.

                               HORMAN
                   He's American.  Ray Vargas.  From San
                   Diego.  Visa,  American Express...

                               VARGAS
                   See?  This is a mistake.  You D.E.A.
                   guys are doing a great job with the
                   war on drugs, but...

                               BREEN
                   We're not with the D.E.A.

                               VARGAS
                   F.B.I.?  D.E.A.?  We're all Americans.
                   You can let me go...

         Rackin smiles at Vargas, then nods to Breen.

         Breen opens fire, St. Valentine's Day Massacre style.  All
         four men and the woman are shot to pieces.

         Horman pulls the money from Vargas' wallet, pockets it.

                               RACKIN
                       (laughs)
                   He thought we were with the FBI.

         The others laugh as they gather up the briefcase full of
         money and the bags of black tar heroin, and vacate the room.


         INT. TIJUANA BUILDING -- DAY

         At the bottom of the stairs, Rackin nods at Delmar.

                               DELMAR
                   What'd we get?


                                                  (CONTINUED)
                                                                      8.


                               RACKIN
                   Few hundred thousand and a lot of
                   heroin.  Not that Mexican brown shit,
                   either... Black tar.  Mucho salable.

         The four men leave the building.


         EXT. TIJUANA BUILDING -- DAY

         The Ten Year Old Boy hides in a doorway as the four men walk
         past.  While watching them, he notices a tattoo on Delmar's
         arm.  The U.S. Marine Corps Symbol.


         EXT.  CAMP RICHARDS, SAN DIEGO -- DAY

         The U.S. Marine Corps symbol on the gate of Camp Richards. 
         A beautiful spring day.  Marine Corps Band marching music in
         the background.

         A title is supered with the camp name and location.


         EXT.  PARADE GROUNDS -- DAY

         A line of MARINES marches past GENERAL ANTHONY NEWHOUSE. 
         Newhouse is a rugged, war hardened, leader.  More John Wayne
         than Jack Webb, he weighs exactly what he weighed when he
         joined the Marines twenty five years ago.

         Next to General Newhouse is his aide, Lt. PETER VEILLERS. 
         Veillers has spent too much time behind a desk filling out
         paper work.  He looks too soft for combat.

         Each Marine salutes Newhouse as he passes.

         Gunnery Sergeant Martin L. RACKIN salutes as he passes,
         followed by Sgt. Breen, Corporal Horman, and Sgt. Delmar.

         When Delmar salutes, we see the tattoo on his arm again.

         The cold blooded killers who knocked off Vargas and the Drug
         Dealers are United States Marines!


         EXT.  SAUDI ARABIA -- NIGHT

         War.  A Marine Recon Team trapped behind enemy lines, as
         bullets spray around them.  Explosions illuminate the carnage.

         Twisted metal.  Four dead Marines.

         Gunnery Sergeant RONALD L. MURPHY yells into a radio.

                                                  (CONTINUED)
                                                                      9.


                               MURPHY
                   Base.  This is Force Recon Five.  We
                   are under heavy fire, I repeat, heavy
                   fire.  Request immediate extraction.

         Another explosion shows Sgt. TED NEWHOUSE, early 20s and
         scared to death.  His name printed on his camouflage.  A
         bloody rag has stopped the bleeding from the bullet wound in
         his leg.  Gripping Murphy's free hand.

                               TED
                   Get me out of here, Murphy...

                               MURPHY
                   Base.  This is Force Recon Five, do
                   you copy?

                               BASE (V.O.)
                   Copy, Recon Five.  Give me your Team
                   Leader...

                               MURPHY
                   Team Leader is dead.  Primary Radio
                   is dead.  Second Radio and Tail-end
                   Charlie are dead.  This is the Point
                   Man, Ron Murphy... Requesting immediate
                   extraction.  Code word is Switchblades.

                               BASE (V.O.)
                   Give me the Assistant Team Leader.

                               MURPHY
                   Assistant Team Leader is wounded.  We
                   need air extraction NOW.

                               BASE (V.O.)
                   Unable to extract from your co-ords.

                               MURPHY
                   I have a wounded man....

                               BASE (V.O.)
                   Chopper is waiting at extraction point
                   alpha...

         A huge explosion sends debris over Murphy and Ted.  When
         Murphy tries the radio again, he only gets static.

                               MURPHY
                   Base?  Base?

         Murphy lowers the mike, turns to Ted.



                                                  (CONTINUED)
                                                                     10.


                               MURPHY
                   I can't carry you.  You'll have to
                   wait here.

                               TED
                   Come on, Murph... Don't leave.

                               MURPHY
                   Just hang on, Ted.  I'll come back
                   with help.

                               TED
                   Don't leave me Murph... Please don't
                   leave me here to die...

         Ted reaches his hand out, as Murphy scrambles away.  Bullets
         and explosions shattering the night.

                               TED
                   Murphy!  Murphy!


         INT. JAIL CELL -- DAY

         Murphy comes out of the nightmare... hears his name echoing.

                               VOICE (O.S.)
                   Murphy?

         On a chain around his neck: Three dog tags.  Two in perfect
         condition with his name.  The third, brown with corrosion
         (blood?), with the name EDWARD NEWHOUSE.


         EXT.  FORT LEJUENE, NORTH CAROLINA -- DAY

         The Marine Corps main base.

         A title is supered with camp name and location.


         INT. STOCKADE HALLWAY -- DAY

         General JOHN LATIMER is the top man in the Marine Corps. 
         Rugged and powerful, he earned his respect the old fashioned
         way: He was a war hero.

         Latimer lets the JAILER lead him down the unfamiliar hallway
         to a dark cell.

                               LATIMER
                   Murphy in there?

         The Jailer nods, unlock the door... Waits for instructions.

                                                  (CONTINUED)
                                                                     11.


                               LATIMER
                   You can go.

         The Jailer salutes, leaves.  Latimer enters the cell.


         INT.  JAIL CELL -- DAY

         Murphy looks up at Latimer, but doesn't salute.

                               MURPHY
                   What do you want?

                               LATIMER
                   You're Gunnery Sergeant Ronald L.
                   Murphy?

                               MURPHY
                   That's right.  Here to personally
                   kick me out, General?  I'm honored. 
                   I don't even think Riddick Bowe got
                   this kind of service.

                               LATIMER
                   You used to be the best Recon man
                   there was...

                               MURPHY
                   Used to be.

                               LATIMER
                   They say you punched an officer.

                               MURPHY
                   I was drunk.

         Being drunk isn't an excuse, it's another offense.

                               LATIMER
                   This is what?  Your fifth?  Sixth
                   offense?

                               MURPHY
                   What's your point?

                               LATIMER
                   Ever since Desert Storm you've been
                   on the fast track to Court Martial. 
                   One fight after another.

                               MURPHY
                   I swear: That was the last.



                                                  (CONTINUED)
                                                                     12.


                               LATIMER
                   You're right.  Your hearing is
                   scheduled for tomorrow.  You'll
                   probably do ten years in federal lock
                   up before you're dishonorably
                   discharged.

         Murphy looks down at his unpolished shoes.

                               MURPHY
                   You're here to see me off.

                               LATIMER
                   I'm here to offer you a deal.

         Murphy looks up.

                               LATIMER
                   Two weeks ago, an American lawyer
                   named Raymond Vargas and seven Mexican
                   citizens were murdered in Tiajuna. 
                   Shot more than a dozen times. 
                   Execution style.

                               MURPHY
                   So?

                               LATIMER
                   The killers left behind bullets and
                   brass.  Because one of the victims
                   was an American, the Tiajuna Police
                   worked overtime on the case, came up
                   with some surprising results.

                               MURPHY
                   Suicide?

                               LATIMER
                   The weapons were U.S. Marine Corps
                   issue.  5.56mm SAW machine guns.

                               MURPHY
                   Stolen?

                               LATIMER
                   Maybe.  A ten year old who witnessed
                   the murders said the killers were
                   soldiers.  One of them had a Marine
                   Corps tattoo on his arm.

                               MURPHY
                   Shit.



                                                  (CONTINUED)
                                                                     13.


                               LATIMER
                   After last year's hazing scandals, we
                   want to nip this one in the bud. 
                   Camp Richards is just across the border
                   from Tiajuna.  We're afraid that
                   someone may be selling, stealing, or
                   trading Marine issue ordnance to drug
                   dealers.

                               MURPHY
                   What does this have to do with me?

                               LATIMER
                   Recon is your specialty.  Sneaking
                   behind enemy lines and returning with
                   troop and target information.

                               MURPHY
                   That was in Storm... Years ago.

                               LATIMER
                   We want you to go undercover at Camp
                   Richards.  Find out how these weapons
                   are getting off the base.  The names
                   of any personal involved.

                               MURPHY
                   Newhouse still runs that base.

                               LATIMER
                   Correct.  General Newhouse is in charge
                   of Camp Richards.

                               MURPHY
                   Can't do it.

                               LATIMER
                   You can't run from the man forever,
                   Murphy.

                               MURPHY
                   I killed his son.

         Murphy's intensity is frightening... But Latimer responds
         only with a nod.  He locks eyes with Murphy.

                               LATIMER
                   There is no room in this Marine Corps
                   for criminals and hooligans, Sgt.
                   Murphy.  No room for men like you.
                       (beat)
                   But if you do your job right... find
                   those responsible for these weapons
                               (MORE)

                                                  (CONTINUED)
                                                                     14.


                               LATIMER (CONT'D)
                   ending up in the wrong hands... You
                   will have transformed yourself from
                   one of them, to one of us.

                               MURPHY
                   Yes, sir.


         EXT. CAMP RICHARDS, SAN DIEGO -- DAY

         A Marine Corps jeep rolls up to the checkpoint.  The DRIVER
         shows his paperwork to the OFFICER at the gate.

         The Officer looks over the paperwork, hands it back to the
         Driver, looks at Murphy in the passenger seat.

                               OFFICER
                   What have we here?

                               MURPHY
                   Corporal Ronald L. Murphy.  Transfer
                   from Fort Lejuene, sir.

         Murphy, cleaned up but minus some uniform stripes, hands the
         Officer his paperwork.

         The Officer looks it over, nods.

                               OFFICER
                   Says here you used to be a Gunny. 
                   Got busted down a few grades.

                               MURPHY
                   Yes, sir.

         The Officer turns to the Driver.

                               OFFICER
                   Show CORPORAL Murphy to his quarters.
                       (to Murphy)
                   Then the General wants to see you.

                               MURPHY
                   Yes, sir.

         Murphy salutes, unhappy, and the jeep drives onto the base.
         The Officer at the Gate watches it drive away.


         INT.  VEILLER'S OFFICE -- DAY

         Lt. VEILLERS sits guard in the anteroom to General Newhouse's
         office.  The ultimate weaselly male secretary.

                                                  (CONTINUED)
                                                                     15.


                               MURPHY
                   Corporal Murphy to see General
                   Newhouse.

         Veillers inspects Murphy like a slab of meat.  An undercurrent
         of homosexuality from Veillers.

                               VEILLERS
                   Murphy?  Hmmmm.

         Veillers looks through the files on his desk, taking enough
         time to show Murphy who is in charge.

                               VEILLERS
                   Yes.  I believe the General is
                   expecting you.
                       (to intercom)
                   Corporal Murphy's here.

         Veillers buzzes Murphy in to General Newhouse's office.


         INT.  NEWHOUSE'S OFFICE -- DAY

         Murphy salutes.  Newhouse has Murphy's file open on his desk,
         and every word he speaks is barbed.

                               MURPHY
                   Corporal Ronald L. Murphy, sir.

                               NEWHOUSE
                   Corporal.  Welcome to Camp Richards. 
                   We hope you'll do better here than
                   you did at Camp Lejuene.

                               MURPHY
                   Yes, sir.

                               NEWHOUSE
                   You know, Murphy, I was against your
                   transfer here.  But General Latimer
                   explained his reasoning in detail.

         Murphy wonders how much Newhouse was told of his mission.

                               NEWHOUSE
                   What do you think of his decision?

                               MURPHY
                   I'm just here to follow orders, sir.





                                                  (CONTINUED)
                                                                     16.


                               NEWHOUSE
                   Excellent.  You seem to have had some
                   difficulties with that in the past.
                       (leafs through file)
                   A discipline problem.  They thought I
                   might be able to straighten you out.

         Murphy realizes Newhouse knows nothing of his mission.

                               MURPHY
                   Yes, sir.

                               NEWHOUSE
                   Unlike General Latimer, I don't believe
                   in second chances.  I can't forgive
                   past mistakes.
                       (leafs through file)
                   And you've made a lot of them.

         Newhouse keeps the file open to the Recon incident where his
         son was killed.

                               NEWHOUSE
                   Make even the smallest mistake here,
                   and it will be my pleasure to Court
                   Martial you and cart you off to a
                   military prison for the rest of your
                   shitty little life.
                       (beat)
                   Do you understand me, Murphy?

                               MURPHY
                   Yes, sir.

                               NEWHOUSE
                   You're dismissed.

         Murphy salutes and leaves.  Breaking the rules to investigate
         the missing guns may land him in jail for ever.


         EXT. PARADE GROUNDS -- DAY

         Rackin, Breen, Delmar, and Horman watch as Murphy leaves the
         General's Office Building.

                               RACKIN
                   Kind of old for a Corporal.

                               BREEN
                   The Gate Officer said Newhouse put
                   him on the top of the shit list.



                                                  (CONTINUED)
                                                                     17.


                               RACKIN
                   Interesting.

         The watch Murphy cross the base to the barracks buildings.

                               RACKIN
                   Corporal Horman.  Find out everything
                   you can about our new man.

                               HORMAN
                   Yes, sir.

         Horman heads to the General's Office, the others watch Murphy
         enter his barracks.


         INT. BARRACKS -- DAY

         No one talks to Murphy as he opens his duffel bag and unpacks.

         He has his bunk, his locker... his part of the world.      
         No friends, no real home.

         The other MARINES keep their distance.  No one talks to him,
         welcomes him, or acknowledges him.

         Murphy's first day on the base, he's already a pariah.

         When no one is looking, he takes a pack containing a mini
         camera, lock pick equipment, burglar tools and hides it under
         his matress.


         INT. SUPPLY BUILDING -- DAY

         Murphy waits at the counter for Sgt. TOM FULLER, the supply
         sergeant for the base.

         While Murphy waits, he notes the location of the computer
         and ledgers, where information on the stolen guns might be
         found.   One of the ledgers is on the counter.

         Fuller finishes and does his best Gomer Pile imitation.

                               FULLER
                   Supplies, Supplies.  What can I get
                   for you, Corporal?

                               MURPHY
                   Bedding supplies.

         Fuller goes to grab the basic bedding kit: Blanket, sheets,
         pillow, etc.  Murphy tries to sneak a peek into the ledger.
         Looking for guns and ammo.  Almost gets caught.

                                                  (CONTINUED)
                                                                     18.


                               FULLER
                   Where you from?

                               MURPHY
                   Camp Lejuene.  How often do they do
                   inventory around here?

                               FULLER
                   Why?  Looking for a five finger
                   discount?  Wonder how long before
                   you'll be caught?

                               MURPHY
                   Wondering if I order a new pair of
                   boots how long it'll take you to get
                   them.

                               FULLER
                   Seven working days.

                               MURPHY
                   So you order, what?  Once a week?

                               FULLER
                   Yeah.  Lotta questions for a transfer.

                               MURPHY
                   Just trying to learn my way around.

                               FULLER
                   What size?

                               MURPHY
                   What?

                               FULLER
                   Boots.  You need new boots, right? 
                   We may have them in stock...

                               MURPHY
                   Eleven and a half.

         Fuller shakes his head. Murphy grabs the sheets, starts out.

                               FULLER
                   Just a minute.

         When Murphy turns, Fuller is examining the ledger.

                               MURPHY
                   What?




                                                  (CONTINUED)
                                                                     19.


                               FULLER
                   Your name.  Rank.  Military ID number
                   or Social Security number.

         For Fuller's report?  Murphy hesitates.

                               FULLER
                   For the bed kit.

                               MURPHY
                   Right.

         Murphy sets everything down, fills the information out in
         the ledger, and signs for the bed kit.


         INT.  MAT ROOM -- DAY

         The MARINES get ready for hand to hand combat practice. 
         Murphy stands alone.

         Across the room, Horman whispers to Rackin, who eats an apple.

                               RACKIN
                   Good work.

         Rackin and the team wander over to where Murphy loosens up.

                               RACKIN
                   Kind of old for a Corporal.

                               MURPHY
                   I used to be a Gunny.

                               RACKIN
                   What'd they bust you down for?

                               MURPHY
                   Fighting.

                               RACKIN
                   You good at fighting?

                               MURPHY
                   I'm good at everything.

                               RACKIN
                       (laughs)
                   Think you could take on Sgt. Breen,
                   here?

         Murphy looks over Breen.  They're about the same size, should
         be an even fight.


                                                  (CONTINUED)
                                                                     20.


                               MURPHY
                   Sure.

                               RACKIN
                   Ten bucks for every minute you stay
                   off the mat.

                               MURPHY
                   Make it twenty.

                               RACKIN
                   Twenty....

         GENERAL NEWHOUSE claps for attention.

                               NEWHOUSE
                   Your rifle may be your best friend,
                   but you are not useless without it. 
                   Hand to hand combat skills are your
                   last line of defense, your only chance
                   at survival in the field if a mission
                   blows up in your face.

         Murphy looks down, trying to forget his past.

                               NEWHOUSE
                   You know the moves, let's see what
                   you can do in a practice session. 
                   Remember, in the field, you'll be
                   fighting for your life.
                       (beat)
                   Pair up on the mats, I'll blow the
                   whistle to start.

         Breen and Murphy pair up.

         But right before General Newhouse blows the whistle, the
         massive DELMAR taps Breen on the shoulder.

                               DELMAR
                   Mind if I cut in?

         Breen steps aside, and Murphy gets a less than a second to
         size up his new opponent before the whistle blows.

         Rackin takes a bit of his apple, watching from the sidelines.

         Delmar gets the first strike, almost knocking Murphy off his
         feet.   But waking him up.

         Murphy goes into action, using judo, akido, and street
         fighting skills to evade Delmar's next hits and get in a few
         of his own.


                                                  (CONTINUED)
                                                                     21.


                               DELMAR
                   You're not bad.

                               MURPHY
                   The bigger they are...

                               DELMAR
                   The harder they hit.

         Delmar SLAMS Murphy with a solid punch, sending him to the
         floor.  But Murphy hits the mats and twists, kicking Delmar's
         legs out from under him.  Delmar falls HARD.

         Murphy rolls over on him, pinning him to the mat.

                               MURPHY
                   You hit hard, but you don't hit smart.

         Rackin watches the fight closely from the side lines.

         Delmar headbutts Murphy and flips him off.                 
         The two fight on the ground, until Murphy flips back onto
         his feet and kicks at Delmar.

         Delmar is taking a beating.  It's obvious that Murphy is the
         better fighter.  But Delmar has the weight.

                               DELMAR
                   You want to play?

         When Murphy chops at Delmar, the brute plucks his hand from
         the air and THROWS Murphy over his shoulder to the mat.

         Then pounces on him.

         Murphy rolls away, but Delmar grabs him and pulls him back.

                               DELMAR
                   I play for keeps...

         Murphy can't get away.  Delmar puts his elbow to Murphy's
         throat and applies pressure.... strangling him.

         It has become a fight to the death!  Murphy scrambles, trying
         to get the brute's elbow off his throat.  He's turning blue.

         Then the whistle blows, and Delmar lets up.

         Murphy gasps for breath while Delmar pops to his feet.  Then
         Delmar reaches down and helps Murphy up.

                               DELMAR
                   You're pretty good.


                                                  (CONTINUED)
                                                                     22.


         Rackin gets Delmar's attention, gestures to bring Murphy.

                               RACKIN
                   Handled yourself pretty well.

                               MURPHY
                   You said something about some money.

         Rackin tosses his apple core, wipes his hand, offers it.

                               RACKIN
                   Marty Rackin.  That's Breen, Horman. 
                   You've already met Delmar.

                               MURPHY
                   Who pays me?

                               RACKIN
                   You don't take shit from anyone.  I
                   like that.
                       (beat)
                   I'll get you a weekend pass on Friday.

                               MURPHY
                   And my twenty five bucks?

                               RACKIN
                   The man's obsessed with money.

         Rackin twists his hand and a twenty dollar bill magically
         appears in it.  He hands it to Murphy.

                               MURPHY
                   Hell of a trick.

                               RACKIN
                   I've got a million of them.

         Rackin and his team leave Murphy in the Mat room.

         EXT. CAMP RICHARDS, SAN DIEGO -- NIGHT

         Quiet on the base.   A few MARINES patrol the darkness.


         INT. BARRACKS -- NIGHT

         A room full of sleeping Marines.  It's long past lights out.

         Murphy seems to be asleep like the others.  His eyes open.
         He carefully sneaks out of bed and pulls on his pants.

         While grabbing his boots, he makes a noise.


                                                  (CONTINUED)
                                                                     23.


         The MARINE sleeping on the next bunk rolls over.  Waking up?

         Murphy stays still for a moment, then continues dressing.

         He pulls the pack of burglar equipment from under his bed,
         and sneaks past the sleeping Marines to the door.


         EXT. PARADE GROUNDS -- NIGHT

         Murphy stays close to the walls as he sneaks across the base
         to the Supply Building.

         When he rounds the corner of a building, he almost runs into
         a two man PATROL making their rounds.

         Not enough time to retreat, Murphy ducks into a dark doorway.

         The Patrol continues towards him.

                               PATROL #1
                   Check the doors.

         Patrolman #2 shines his flashlight on the door across from
         Murphy.  He palms the knob.  Locked.

         Murphy sees the flashlight turning his way and hits the dirt.
         Laying on the ground near the door.

         Patrolman #2's flashlight his the empty doorway.   Murphy
         has to hold his breath as Patrolman #2 stands only inches
         away and checks the door knob.

                               PATROL #1
                   All locked?

         Patrolman #2 nods.  The Patrol rounds the corner.

         Murphy gets out of the dirt and continues sneaking across
         the base to the Supply Building.


         EXT. SUPPLY BUILDING -- NIGHT

         Murphy uses the lock picks from his kit to get in.


         INT. SUPPLY BUILDING -- NIGHT

         Murphy pushes the door closed and sneaks behind the counter.

         A pencil flash from the kit helps him find his way to the
         computer in the back of the office.


                                                  (CONTINUED)
                                                                     24.


         Murphy turns off the flash and boots the computer.

         The room is suddenly bathed in blue light from the monitor.

         Murphy ducks.  Will the light attract the Patrolmen?

         Time passes.  It's safe.  Murphy begins typing commands into
         the computer.  Gets a menu of inventories.  Most recent...

                               MURPHY
                       (sotto)
                   A week ago.

         Calls up the inventory.

         The screen shows BLANKETS, how many before, how many issued,
         how many at inventory, how many Lost, Damaged, Destroyed.

         He scrolls down the list, finding the list of weapons...

         A light flashes through the window from outside!  A Patrol.

         Murphy hides behind the counter.


         EXT. SUPPLY BUILDING -- NIGHT

         The two man Patrol shines their flashlight into the doorway.

                               PATROL #1
                   Check the door.

         Patrolman #2 starts towards the door.


         INT. SUPPLY BUILDING -- NIGHT

         Through the window, Murphy can see Patrolman #2 coming... 
         He has left the door unlocked!

         Murphy scrambles to the door, flicking the lock just as...


         EXT. SUPPLY BUILDING -- NIGHT

         Patrolman #2 tries the door.  Locked.  He moves on.


         INT. SUPPLY BUILDING -- NIGHT

         When they've gone, Murphy sneaks back to the computer.

         M249 SAW Machineguns..... The number at the beginning and
         end of the inventory are the same.  None are lost or damaged.

                                                  (CONTINUED)
                                                                     25.


         Unaccounted for: 0

         Murphy checks ALL of the guns.... All are accounted for.

         LIVE AMMO shows many rounds issued for training exercises.
         Fuller has signed for most of them personally.


         EXT. SUPPLY BUILDING -- NIGHT

         Murphy sneaks out of the building, picks the door locked.

         When he starts sneaking back to the barracks, he hears a
         noise.  Talking.  A flashlight.  The Patrol has returned!

         Murphy hides in the shadows on the far side of the building.

                               PATROL #1
                   I can't believe Fuller left the damned
                   computer on...

         Patrolman #1 flashes his light inside the Supply Building.

         The computer is off, the Supply Building completely dark.

                               PATROL #1
                   I must be losing my mind.  Come on.

         The Patrol leaves the area.

         Murphy comes out of the shadows, then notices a small supply
         shack with dozens of locks and chains protecting it.

         His pen light illuminates the 'address': BUILDING 48-H.

         Murphy shuts off his flash and sneaks back to the barracks.


         INT. BARRACKS -- NIGHT

         Murphy puts his burglar kit back under the matress, takes
         off his boots and pants, and climbs into bed.


         EXT. CAMP RICHARDS, SAN DIEGO -- MORNING

         Reveille sounds.  Marines go through their morning routines.


         INT. BASE PHONE BOOTH -- DAY

         Murphy makes sure no one is looking, dials a number.



                                                  (CONTINUED)
                                                                     26.


                               MURPHY
                   General Latimer, this isn't a secure
                   phone.  I'm going to make it fast. 
                   There was an inventory last week.  No
                   weapons missing, but they may have
                   cooked the books.
                       (beat)
                   Yes, sir.

         Murphy hangs up and falls in for breakfast.

         From across the Parade Grounds Sgt. Breen watches Murphy.
         Wondering what the phone call was about.


         EXT.  WOODS NEAR CAMP -- DAY

         Murphy, Rackin and the rest of the Marines on base are dressed
         in full camouflage, helmets, packs, and rifles.

                               NEWHOUSE
                   Today we'll be running the "Quigley"
                   Course.  This is a hard-ass course. 
                   Has nothing to do with that dopey Tom
                   Sellack movie.  This course is for
                   real Marines.

         Breen continues to study Murphy.

                               NEWHOUSE
                   You will start in this muddy ditch.
                   You will crawl down the ditch, your
                   point man checking ahead of him for
                   poisonous snakes.

                               HORMAN
                   Poisonous snakes?

                               NEWHOUSE
                   That's right, Corporal Horman.
                       (beat)
                   At the end of the ditch you will run
                   five miles through the woods, climb a
                   forty percent grade, then slide down
                   the other side.

         Murphy has been through all of this before... and worse in
         Desert Storm.  He and Rackin seem relaxed.

                               NEWHOUSE
                   Then you will crawl along a length of
                   razor wire while Lieutenant Veillers
                   fires a 50 caliber machinegun over
                               (MORE)

                                                  (CONTINUED)
                                                                     27.


                               NEWHOUSE (CONT'D)
                   your heads.  Because today is Friday,
                   we will be firing blanks.

         Horman looks slightly relieved.

                               NEWHOUSE
                   When you hear the pistol, start moving.

         Newhouse raises his gun and fires.

         Murphy, Rackin, and the Marines hit the dirt, crawling through
         the muddy ditch, holding their guns up out of the water.

                               NEWHOUSE
                   Go! Go! Go! Go! Go!


         EXT. WOODS NEAR CAMP -- DAY

         The muddy Marines run through the woods, rifles ready for
         action.  They climb the grade, and slide down the other side.

         Horman gets in trouble, and Breen has to help him out.

         Murphy and Rackin run with ease.  Next to each other.  Almost
         like a team.  Both men are naturals.


         EXT.  MACHINE GUN RANGE -- DAY

         At the razor wire, a dozen Marines hit the dirt and crawl
         along the path as Sgt. Fuller fires a machinegun overhead.

                               NEWHOUSE
                   Go!  Go!  Go!  Go!  Go!

         Rackin lets Murphy crawl ahead alone.  Murphy crawls along
         the wire, keeping his head down.  The machinegun firing...

         Send dirt spraying all around Murphy.                          
         They are using live rounds.

                               MURPHY
                   Shit!

         Bullets flying right overhead, like that night in Iraq.

         FLASH CUT:  Murphy in Iraq.  Bullets and explosions.  Hanging
         on to Ted's hand.

         Murphy snaps out of it and uses all of his combat training
         to stay low and avoid the machinegun fire.  He crawls to
         safety, moves to his feet, and spits dirt from his mouth.

                                                  (CONTINUED)
                                                                     28.


         Rackin gives Sgt. Fuller a glance as he crawls through the
         fire zone.  No bullets come anywhere near him.

         Rackin comes to his feet next to Murphy.

                               MURPHY
                   He's using live ammo.

                               RACKIN
                   Must be a mistake.

                               MURPHY
                   I could have been killed.

         Rackin shrugs, makes a gate pass appear in his hand: magic.

                               RACKIN
                   Then you could probably use a drink.

         He hands the pass to Murphy, who smiles at it.


         EXT.  MCBAIN'S BAR -- NIGHT

         McBain's is a Marine hangout, the way McP's in Coranado is a
         Navy SEAL Team hangout.  Flashing neon and loud music.


         INT. MCBAIN'S BAR -- NIGHT

         Cheap pitchers of beer, and lots of attractive women.      
         Murphy comes in with Rackin and his team.  Everyone in the
         joint greets Rackin as if he's their king.

                               MARINES (O.S.)
                   Marty!  It's the magic man!  Marty!

         Rackin high fives some of the Marines on his way to be bar.
         Delmar lags behind to talk to some of them.  Whispered
         conversations.  Money changes hands.  Gambling?

                               MURPHY
                   Quite a fan club.

                               RACKIN
                   They love the magic man.  I make all
                   their problems disappear... With a
                   pitcher of beer.

         Rackin makes a $5 bill appear and pays for the pitcher.

                               RACKIN
                   How long you been in the Corps?


                                                  (CONTINUED)
                                                                     29.


                               MURPHY
                   Since Storm.  I re-upped.

                               HORMAN
                   Jeeze, you don't want to go home?

                               MURPHY
                   Couldn't wait to leave.

         Rackin watches while the others talk with Murphy.

                               DELMAR
                   Why's that?

                               MURPHY
                   Spend the rest of my life working at
                   a refinery?  Taking as much OT as I
                   can so I can pay for my own place,
                   don't have to deal with my stepdad?
                       (beat)
                   I couldn't wait to enlist.

         Murphy looks at Rackin.

                               MURPHY
                   What about you?

                               RACKIN
                   Same story, different town.  I gave
                   up a promising future digging ditches
                   for farm irrigation to join the Corps.

         Everybody laughs.  Delmar gestures for another pitcher. 
         Horman is studying some girls across the room.  Breen is
         talking with the most beautiful woman in the bar.

                               MURPHY
                   Thought Breen had a wife squirreled
                   away in off base housing?

                               DELMAR
                   Breen'll get home to her... eventually.

                               RACKIN
                   Heard the General wanted to see you.

                               MURPHY
                   What big ears you got.

                               RACKIN
                   I'm the magic man.  All seeing, all
                   knowing.

         When the pitcher comes, Rackin makes another $5 appear.

                                                  (CONTINUED)
                                                                     30.


                               MURPHY
                   How tight is Newhouse?

                               RACKIN
                   What do you mean?

                               MURPHY
                   None of us joined the Marines for the
                   pay.  At Lejuene I picked up some
                   spare change buying supplies with the
                   base discount and reselling them.

                               RACKIN
                   That why you're here?  Got caught?

                               MURPHY
                   Sent me here for fighting. I'm a
                   "trouble maker".  How tight are they
                   with the supplies?

                               DELMAR
                   Fuller's a fucking bean counter.  You
                   couldn't get an extra blanket out of
                   him if we had a new ice age.

                               RACKIN
                   Del's right.  No way that scam would
                   work here.  When we field test our
                   rifles, they count the bullets.

                               DELMAR
                   Looks like you lost a couple stripes.

                               RACKIN
                   Lose them fighting or stealing?

         Murphy unconsciously touches his dog tags.

                               MURPHY
                   I was with Force Recon in Storm. They
                   sent us in to Bagdad to scout targets. 
                   The mission went to hell.  Five men
                   died... I was the only one who walked
                   away.

                               RACKIN
                   They usually give you medals for that.

                               MURPHY
                   One of the casualties was Newhouse's
                   son.  I'm the reason he's dead.




                                                  (CONTINUED)
                                                                     31.


                               HORMAN
                   Jeeze, Newhouse must love having you
                   here.

                               MURPHY
                   One fuckup and I'm in Leavenworth.

         Rackin laughs, spots the beautiful woman talking with Breen.

                               RACKIN
                   Hey!  Sweet Lucille!  Want you to
                   meet a guy...  This here's Ron Murphy.

         LUCY WILDER is a sexy townie, dressed to kill.           
         She squeezes between Rackin and Murphy, offers her hand. 
         Murphy smiles and gives it a shake.

                               MURPHY
                   Nice to meet you...

                               LUCY
                   You're new.

         Breen is less than happy.  He was making time with her.

                               RACKIN
                   Lucy, here, is the best looking gal
                   in all of San D.  Best dancer, too.
                   Why don't you show him a few steps?

                               MURPHY
                   I'm not very...

                               LUCY
                   Come on!

         She yanks Murphy onto the dance floor, and they start dancing.

         Rackin turns to Breen.

                               RACKIN
                   They make a nice couple, don't they?

         Breen says nothing.

         As Rackin and Delmar watch them dance, Breen and Horman head
         to the restroom.

         MURPHY AND LUCY dance, having a good time.

         Rackin and Delmar watch them.

                               RACKIN
                   What do you think?

                                                  (CONTINUED)
                                                                     32.


                               DELMAR
                   He's okay.

         Rackin nods in agreement.

         MURPHY AND LUCY DANCE.  When the band plays a slow number,
         they awkwardly move closer together.

                               LUCY
                   How long you been at Richards?

                               MURPHY
                   Couple of weeks.  Transferred from
                   North Carolina.

                               LUCY
                   Got a girl back home?  Wife?

                               MURPHY
                   Foot loose and fiance free.

         Lucy laughs and pulls him closer.  They continue dancing
         close, even after the music changes.

                               MURPHY
                   What about you?

                               LUCY
                   Typical townie tale.  Moved to
                   California to get away from my parents.

                               MURPHY
                   Happy?

                               LUCY
                   I've got a job and an apartment. 
                   Still looking for a man who isn't
                   completely full of shit.

                               MURPHY
                   Don't look at me.

                               LUCY
                   You took an oath to serve, right?

                               MURPHY
                   What do you mean by that?

                               LUCY
                   You gave your word, and you're keeping
                   it.  Do you know how rare that is?

                               MURPHY
                   If I screw up, I get court martialed.

                                                  (CONTINUED)
                                                                     33.


                               LUCY
                   Most people who screw up just walk
                   away.  No responsibility.  No regrets. 
                   Like their word meant nothing to them.

         Their faces are close, and Lucy kisses him.

                               LUCY
                   So, you won't lie to me?  Lead me on
                   with your sweet talk then dump me?

                               MURPHY
                   No.

         They kiss again, with more passion.  Then Lucy presses away.

         She looks into Murphy's eyes, wondering if she can trust
         him, wondering if she should take him to bed.

                               LUCY
                   Look... I normally don't....

                               MURPHY
                   What?

                               LUCY
                   Never mind...                     
                   Let's just go back to the bar.

         Murphy nods.  They reluctantly release each other.

         AT THE BAR

         Murphy flags down the BARTENDER.

                               MURPHY
                   Get this lady whatever she wants.
                       (to Lucy)
                   I'll be back in a minute.

         Murphy crosses to the rest rooms, glancing back at Lucy before
         he enters.


         INT. BAR MEN'S ROOM -- NIGHT

         Artie Horman lays on the floor in a puddle of his own vomit,
         twitching with convulsions.

         It takes Murphy a moment to realize that Rackin and Breen
         are taking care of him.

                               MURPHY
                   Is he okay?

                                                  (CONTINUED)
                                                                     34.


         Rackin snaps in anger.

                               RACKIN
                   Get out of here!  Just go away!

         Murphy nods and backs out of the bathroom.


         INT. MCBAIN'S BAR -- DAY

         Murphy sits down next to Lucy.  She sees his expression.

                               LUCY
                   Something wrong?

                               MURPHY
                   No.  Nothing.

         Murphy finishes his beer, trying to wipe the image from his
         mind... Horman looking like Ted Newhouse.

         AFTER A MOMENT, Rackin takes a seat next to Murphy.

                               MURPHY
                   How is he?

                               RACKIN
                   He's fine.  Look, I'm sorry for
                   snapping like that.  Artie has a
                   medical problem.  If he doesn't take
                   the medication, that's what happens.

         Rackin lowers his voice, forcing Murphy to move closer.

                               RACKIN
                   He's afraid if anyone finds out, he'll
                   get bounced out of the Corps with a
                   medical discharge.
                       (beat)
                   Can we keep this between ourselves?

                               MURPHY
                   Yeah.  Sure.  Should we take him to a
                   hospital?

                               RACKIN
                   He took his medicine.  He's fine.

         Breen and Delmar help Horman across the room and into a chair. 
         He's been cleaned up, but still looks awful.  Eyes slightly
         glazed and a dopey expression on his face.  (High as a kite.)

         Lucy regains Murphy's attention.


                                                  (CONTINUED)
                                                                     35.


                               LUCY
                   Want to go to the beach tomorrow?

                               MURPHY
                   Got to be back on base by midnight.

                               RACKIN
                   What do we have here?

         Rackin makes a weekend pass appear in his hand.

                               RACKIN
                   A weekend pass!  Good until six AM
                   Monday.  Here: Have a good time.

         Rackin hands the pass to Murphy, smiles at Lucy.

                               MURPHY
                   I don't have any money for a motel...

         Lucy just grabs him by the lapels, leading him out of the
         bar.   Breen looks at Rackin, VERY unhappy.

                               BREEN
                   That was my pass.

         Rackin gives him a devilish smile, makes the car keys appear
         in his hand, gives them to Breen.

                               RACKIN
                   Come on.  We gotta get Horman back to
                   the base before he has another big
                   smack attack.


         EXT. LUCY'S APARTMENT -- NIGHT

         A cheap family apartment building.


         INT. LUCY'S APARTMENT -- NIGHT

         Lucy pulls Murphy to bed.  After they kiss, she studies him.

                               LUCY
                   You can stay the night, on two
                   conditions...  Don't ever lie to me.
                   And don't just leave me.

         Murphy nods, and she pulls on top of her.

         They make love in the moonlight from the window.
                                                                     36.


         INT. BARRACKS -- NIGHT

         Moonlight through the windows, as Breen and Delmar search
         Murphy's bunk and trunk.  Rackin watches.  Horman, still
         looking awful, sits on a bunk.

         They tear the place apart, sifting through everything Murphy
         owns... At one point Breen almost looks under the matress,
         but Horman moans.

                               HORMAN
                   Jeeze, man.  I need another pop...

         Breen checks on Horman, and misses looking under the
         matress... Misses Murphy's burglar kit and secret camera.

         They finish, and cart Horman out of the barracks.


         EXT. SAUDI ARABIA -- NIGHT

         War.  Murphy pulls his hand away from Ted Newhouse's.

                               MURPHY
                   Just hang on, Ted.  I'll come back
                   with help.

                               TED
                   Don't leave me Murph... Please don't
                   leave me here to die...

         Ted reaches his hand out, as Murphy scrambles away.  Bullets
         and explosions shattering the night.  Illuminating the dog
         tags around Ted's neck.

                               TED
                   Murphy!  Murphy!

         Murphy keeps running.  Explosions flashing around him.

         He hits the dirt as bullets tear up the earth in front of
         him.  Almost hitting him.  Dirt spraying.

         Murphy can barely hear Ted's voice...   But in those brief
         moments of silence between explosions, it echoes in the dark.

         When the gunfire passes, he starts running.  Through the
         darkness and explosions to the extraction point.

         An AH-1W Cobra Helicopter touches down in front of Murphy. 
         A MARINE inside the chopper gestures for him to jump onboard.

                               TED (O.S.)
                   Murphy!  Murphy!

                                                  (CONTINUED)
                                                                     37.


         Murphy takes a final look back at where Ted lays dying....       
         And jumps into the Helicopter.


         INT. LUCY'S APARTMENT -- DAY

         Murphy bolts out of the nightmare holding the dog tags.

                               LUCY
                   Murphy?  It's almost six.  You'd better
                   get going if you want to make it back
                   for reveille.

         Murphy looks at the tags, shakes the nightmare away and gets
         out of bed.  He gives Lucy a kiss, then dresses.


         EXT. PAY PHONE IN PARK -- DAY

         Murphy checks his watch, dials General Latimer.


         INT. GENERAL LATIMER'S OFFICE -- INTERCUT

         General Latimer picks up the phone.  His private line.

                               MURPHY
                   Murphy, here.  I may have a lead.

                               LATIMER
                   Missing weapons?

                               MURPHY
                   Something else.  One of the men got
                   sick in a bar a couple of night ago.

                               LATIMER
                   That's unusual?

                               MURPHY
                   The way the other men acted was
                   unusual.  I got the feeling this guy
                   was having a drug overdose...  Maybe
                   a hot load of heroin.

                               LATIMER
                   The Mexicans who were murdered with
                   Vargas were heroin exporters.

                               MURPHY
                   I'm going to follow this kid, see
                   where it leads me.  Maybe he traded
                   guns for smack.


                                                  (CONTINUED)
                                                                     38.


                               LATIMER
                   Keep me posted.

         Murphy hangs up the pay phone, takes another look at his
         watch, and runs to the front gate of the base.


         EXT. CAMP RICHARDS, SAN DIEGO -- DAY

         Murphy shows his pass to the gate OFFICER as he jogs past.

                               OFFICER
                   You're late.

         Murphy doesn't even slow down, he jogs to his barracks.


         INT. MAT ROOM -- DAY

         Murphy watches Horman as they break into pairs and practice
         hand to hand combat.

                               NEWHOUSE
                   Pair up on the mats, I'll blow the
                   whistle to start.

         The MARINE Murphy was partnered with gets a tap on the
         shoulder and is replaced by BREEN.

                               BREEN
                   Hey, Murphy.  How was your weekend?

         Before Murphy can answer, the whistle blows and Breen is all
         over him.  Slamming. Hitting. Kicking.  Trying to kill him.

                               MURPHY
                   Shit, Breen.  Take it down a notch.

         Breen becomes more savage.  Murphy really has to fight.  He
         flips Breen onto his back and pins him to the mat.

         When the whistle blows, Breen storms away. Murphy is confused.


         EXT. PARADE GROUNDS -- DAY

         Murphy jogs behind Horman, keeping an eye on him.  All of
         the men run lap around the parade grounds.  Breen is a few
         men behind Murphy... Not looking happy.
                                                                     39.


         EXT. BARRACKS -- DAY

         Murphy sneaks around a corner and opens a dumpster.  We can
         hear the others exercising nearby.  Close.   Murphy pulls
         out bags of trash, opening them, examining the contents.

         One bag contains a stained manila envelope.  Murphy looks
         inside: Needles.  Matchbooks burned down.  Drug evidence.

         He closes the envelope and replaces it in the trash.


         EXT.  LATRINE -- DAY

         Murphy watches Horman, Breen, Delmar and Rackin all leave
         the bathroom together.  He's suspicious.

                               MURPHY
                   They piss together?


         EXT. CAMP RICHARDS, SAN DIEGO -- NIGHT

         The middle of the night.  Only Sentries.


         INT. BARRACKS -- NIGHT

         Murphy wakes when he hears a noise.  Whispering.  He rolls
         over, looking for the source.

         Breen has awakened Horman, and is waiting while he dresses.

         Murphy feigns sleep, watching as the two leave.  He rolls
         out of bed and looks out the barracks window.


         EXT. PARADE GROUNDS -- NIGHT

         Breen and Horman jump into a pair of waiting Humvees driven
         by Delmar and Rackin.  The two trucks pull out.


         INT. BARRACKS -- NIGHT

         Murphy throws on his clothes and runs out.


         EXT. CAMP RICHARDS, SAN DIEGO -- NIGHT

         The two Humvees pass through the gates, waved through by the
         Gate Officer.  Then the gates close.

         Murphy runs up to the Gates.

                                                  (CONTINUED)
                                                                     40.


                               OFFICER
                   You got a pass?

                               MURPHY
                   I'm supposed to be with them.

                               OFFICER
                   You're not.  They're gone, you're
                   here.  They had a pass, you don't.

                               MURPHY
                   Where they going?

                               OFFICER
                   You're going to the lock up, if you
                   don't get back to barracks.

         Murphy sees no way to follow the Humvees, tail lights
         disappearing in the distance, so he goes back to bed.     
         The Gate Officer makes a note in his log about Murphy.


         EXT. IRON MAN COURSE -- DAY

         Murphy watches Rackin and Horman with the other Marines,
         listening to Newhouse.

                               NEWHOUSE
                   The Ironman Course is the most
                   difficult exercise on the base.  You
                   will be alloted two magazines, a total
                   of thirty five rounds.

         Newhouse gestures to the course: a small field filled with
         hillocks, a few small stone walls, and other obstacles.

                               NEWHOUSE
                   There are thirty five pop up targets
                   which are triggered by motion sensors
                   planted in the ground.

         Newhouse takes a step back and BING! a target pops up.

                               NEWHOUSE
                   Be warned: Only twenty nine of these
                   targets are hostiles.

         The target is a mother holding a child.

                               NEWHOUSE
                   A score of twenty five is passing. 
                   If you hit sixteen or fewer of the
                   hostile targets you will be sent back
                   to phase one training.

                                                  (CONTINUED)
                                                                     41.


         Murphy watches as Delmar joins them and whispers to Rackin.

                               NEWHOUSE
                   Mr. Murphy.  You'll go first.

         Murphy is issued two clips from Sgt. Fuller, slaps one into
         his rifle, enters the course when Newhouse starts the clock.

                               NEWHOUSE
                   Go!

         Murphy dives into the course, spinning and firing as the
         targets pops up.  He almost shoots a NUN, but manages to hit
         all of the hostile targets and none of the friendlies.  He
         exits the course in record time... Murphy is damned good.

                               NEWHOUSE
                   Twenty nine out of twenty nine, good
                   time, too.

         Murphy watches the others move through the course.

         Until one of the Marines gets halfway through and yells.

                               VOICE (O.S.)
                   Help!  Someone help!

         Everyone runs onto the course, triggering the rest of the
         targets.  They find the MARINE on the ground, cradling BREEN.

         Breen is dead.  Shot a dozen times.

                               NEWHOUSE
                   Get a medic!  Somebody get a medic!

         Murphy and the others look down in horror at Breen.  But
         Rackin, Delmar, and Horman don't seem properly concerned.


         EXT. PARADE GROUNDS -- DAY

         The MARINES stand at attention in their dress uniforms as
         General Newhouse addresses them.

                               NEWHOUSE
                   Sergeant Breen was dead on arrival at
                   Veteran's Hospital.
                       (beat)
                   I ordered Lt. Veillers to perform a
                   full investigation into this incident.
                       (beat)
                   Lieutenant?



                                                  (CONTINUED)
                                                                     42.


                               VEILLERS
                   Sergeant Breen's death was the result
                   of a training accident.  At some point
                   within the Ironman exercise he wandered
                   onto the course and was shot by
                   friendly fire.  Probably by more than
                   one participant.
                       (beat)
                   No one is to blame for this incident.

         Murphy looks at Rackin.  Then he looks at Sgt. Fuller.

                               NEWHOUSE
                   Sergeant Breen's widow has been hard
                   hit by this.  I think we should all
                   remember her in our prayers.

         Veillers and Fuller have a whispered exchange.

         Murphy sees them together: The man who fired live ammo at
         him, and the man who is covering up Breen's murder.


         INT. NEWHOUSE'S OFFICE -- DAY

         Veillers shows Murphy in.

                               VEILLERS
                   Corporal Murphy, sir.

         Veillers tries to stick around but Murphy stares at him until
         he backs out.

                               NEWHOUSE
                   I'm busy, Corporal.

                               MURPHY
                   That was no training accident.

                               NEWHOUSE
                   Lieutenant Veillers has done a thorough
                   investigation... Are you disputing
                   the decision of a superior officer?

                               MURPHY
                   Yes, sir.  Breen didn't even run the
                   course that day.  I hadn't even seen
                   him since the previous evening...

                               NEWHOUSE
                   Covered in Veiller's report.

         Newhouse lifts the sealed report, looks at Murphy.


                                                  (CONTINUED)
                                                                     43.


                               NEWHOUSE
                   Corporal, this entire conversation
                   borders on insubordination.  How badly
                   do you want to do jail time?

                               MURPHY
                   You're just going to let that man die
                   and do nothing?

         Newhouse doesn't answer... Murphy let his son die.

                               NEWHOUSE
                   The report has already been filed
                   with MARCENT.  It's been classified
                   as a training accident.
                       (beat)
                   Do you really want to open up the
                   past?  Break the seals on old reports?
                       (threatening)
                   Because I don't recommend it.

                               MURPHY
                   Yes, sir.

         Murphy salutes and leaves the general's office.


         INT. VEILLER'S OFFICE -- DAY

         Lt. Veillers watches Murphy pass through his office on the
         way out... Then picks up the phone and dials.


         EXT. PARADE GROUNDS -- DAY

         Murphy walks across the base, lost in thought.

         Then he spots Horman looking around before ducking in to the
         Latrine.  He decides to follow.


         INT. LATRINE -- DAY

         Darkness.  Murphy tries to switch on the light, doesn't work.

                               MURPHY
                   Artie?

         WHAM!  He's thrown against the wall by an assailant.  When
         the assailant tries to pin him there, Murphy goes into action.

         Murphy twists, tossing the assailant across the dark bathroom.



                                                  (CONTINUED)
                                                                     44.


         But the assailant seems to attack immediately.  Slamming
         Murphy against the wall again.  Murphy is fighting three
         guys, not one.  He ducks a punch, kicks the legs out from
         one of them, and fights the other two.

         Murphy fights like hell, but there's no way to win against
         three opponents.  He ends up pinned against the wall.  A
         knife jambed against his throat.

                               RACKIN
                   Let's see what we've got.

         The lights flicker on.  Rackin calmly eats an apple.  Horman
         at the breaker panel.  Delmar holds Murphy against the wall,
         the knife at his throat.

                               RACKIN
                   Look, guys, it's Corporal Murphy.
                       (to Murphy)
                   So, what brings you here?

                               MURPHY
                   Wanted to talk to Horman...

                               RACKIN
                   The way you talked to General Newhouse?

         Rackin smiles at Murphy's reaction.

                               RACKIN
                   I'm the magic man.  All seeing, all
                   knowing.  I can make you disappear.
                       (beat)
                   But wouldn't you rather tell me about
                   your little chat with the General?

                               MURPHY
                   I thought Breen got a raw deal...

                               RACKIN
                   Breen got the deal of a lifetime.
                   Right guys?  He'll be buried a hero,
                   and in a couple of months his wife
                   can sue the Corps...
                       (smiles)
                   You want to be buried a hero?

                               MURPHY
                   Are you threatening me?

                               RACKIN
                   Do you believe in magic?



                                                  (CONTINUED)
                                                                     45.


                               MURPHY
                   Only in a young girl's heart... and
                   I'm not even sure about that.

                               RACKIN
                   Why'd you really want to talk to Artie?

         Delmar presses the knife blade against his throat.

                               MURPHY
                   You guys are running some sort of
                   scam.  I don't know what.  I'm just
                   looking to cut myself in.

                               RACKIN
                   You know, Murphy, I read your file. 
                   I have a friend in the General's
                   Office.  You're a real disgrace to
                   the uniform, aren't you?  Interesting
                   stuff.  A good read.  I give it four
                   stars.  What do you say, Artie?

                               HORMAN
                   Three stars.  But I liked the part
                   where he killed the General's son.

                               RACKIN
                   Want to know how it ends?

         The knife draws a little blood on Murphy's throat.

                               MURPHY
                   Sure.

                               DELMAR
                   Do we cut him in?  Or cut him out?

                               RACKIN
                   Hell, he's going to end up in jail
                   one way or the other.  We might as
                   well help him.

         Delmar pulls the blade away from Murphy's throat.  Faces
         inches apart, Delmar studies Murphy's eyes.

                               DELMAR
                   Can we trust him?

                               RACKIN
                   That's what we're about to find out.
                   Corporal Horman, requisition a
                   helicopter for tonight.



                                                  (CONTINUED)
                                                                     46.


                               HORMAN
                   Yes, sir.

         Horman salutes and leaves.  Delmar continues to hold him
         against the wall, knife ready.

                               MURPHY
                   A helicopter?

                               RACKIN
                   Just a little test of trust.  Nothing
                   to worry about.  You'll either pass...
                   or fail.


         EXT. PARADE GROUNDS -- NIGHT

         The AH-1W Cobra Attack Helicopter scatters leafs as it waits
         for Horman, Rackin, and Murphy to climb aboard.          
         Delmar is in the cockpit.


         INT. AH-1W COBRA HELICOPTER -- NIGHT

         When all are onboard, Delmar lifts the Cobra into the air,
         flying high over the city to a stretch of nearby desert.  
         No lights below... only barren darkness.

         Rackin opens the side door of the helicopter.  Wind rushes
         in.  He stands, looking out at the ground far below.  Rackin
         is the charismatic descendent of the Tent Preacher.  When he
         speaks, you BELIEVE.

                               RACKIN
                   We're the fucking Marines, Murphy. 
                   We're the best there is.  Are you
                   ready to travel to the next level?
                   Are you ready to become one of the
                   true elite?  Only the strong survive. 
                   Are you strong enough?

                               MURPHY
                   What do you want?

                               RACKIN
                   A simple test of trust.

         Rackin grabs Murphy's wrist tightly.

                               RACKIN
                   Take my hand.

         A moment of hesitation, then Murphy grabs Rackin's wrist in
         a fireman's grip.  Holding on to each other's wrists.

                                                  (CONTINUED)
                                                                     47.


                               RACKIN
                   Trust in me to hold you.  Trust in
                   yourself not to let go.

         Rackin backs Murphy to the open helicopter door.  Horman and
         Delmar watch, as if it's a baptism... Maybe it is.

         Murphy knows it's coming.  Delmar tilts the chopper, Murphy
         falls out the open door.  Hanging on to Rackin.


         EXT. AH-1W COBRA HELICOPTER -- NIGHT

         Murphy dangles out the helicopter door, holding onto Rackin
         for dear life.  They hold tight to each other, as Murphy
         tries not to look at the ground a few hundred feet below.

                               RACKIN
                   This is what trust is all about.  It
                   comes from the heart.  You have to
                   believe in me.  Believe I won't drop
                   you.  Believe I know what's best for
                   you.  Trust in me.

         Murphy holds on as the Helicopter continues moving.  The
         ground, FAR below.  They hang on to each other.

                               RACKIN
                   If I let go of you, you're dead.  You
                   have to believe in the magic man.  Do
                   you believe?

                               MURPHY
                   I believe.

                               RACKIN
                   Louder.

                               MURPHY
                   I BELIEVE!

         Rackin laughs.

                               RACKIN
                   Beautiful night for just hanging out,
                   isn't it?

         Murphy holds on, feeling his grip loosening.

                               MURPHY
                   You just going to leave me hanging
                   like this?



                                                  (CONTINUED)
                                                                     48.


                               RACKIN
                   Afraid I'll drop you?

                               MURPHY
                   It's cold out here.  Didn't know we
                   were going to be playing outside.

         Rackin laughs and hauls Murphy up.


         INT. AH-1W COBRA HELICOPTER -- NIGHT

         Murphy climbs into the helicopter, Rackin closes the door.

                               RACKIN
                   Welcome aboard.


         EXT. AH-1W COBRA HELICOPTER -- NIGHT

         The helicopter turns around and zooms back to San Diego.


         INT. AH-1W COBRA HELICOPTER -- NIGHT

         Murphy sits with Rackin and Horman in the back of the
         helicopter while Delmar chauffers them back to the base.

                               RACKIN
                   Let me tell you about my band of Merry
                   Men.  It all started with graffiti. 
                   These gang kids were spray painting
                   their names all over the neighborhood. 
                   Then the drug dealers moved in.
                       (beat)
                   Pissed me off.  I thought: Somebody
                   should do something about that.
                       (beat)
                   Then I realized I was a fucking United
                   States Marine. I had the power, a God
                   given right, to stop these scumbags.

         Rackin is so charismatic, Murphy doesn't even notice him
         taking out a heroin kit and preparing to shoot up.

                               RACKIN
                   So I organized a little Midnight Raid. 
                   I have a guy in Newhouse's Office who
                   helps me requisition equipment.  Guns,
                   humvees, whatever I need.  Same guy
                   that got you that weekend pass.
                       (beat)
                   We started cleaning up the streets.
                               (MORE)

                                                  (CONTINUED)
                                                                     49.


                               RACKIN (CONT'D)
                   Knocking off drug dealers.  Taking
                   the money and the drugs.  Who was
                   going to stop us?

         Murphy nods.  Horman ties off, heats and mixes.

                               RACKIN
                   You know how much money those scumbags
                   make?  Millions.  And the junkies
                   just keep on coming.
                       (beat)
                   At first we threw the drugs away. 
                   Then we realized how much they were
                   worth.  How much the junkies needed
                   their fix.  We started dealing...
                       (looks at Horman)
                   And using.  Now we've taken over.

         Murphy notices Horman shooting up, getting that first big
         rush of calm.  Smiling blissfully as he unties.

                               HORMAN
                   Jeeze, my headache's gone.  Thanks to
                   aspirin free smack....

         Rackin laughs, pulls out his own kit, prepares to shoot up.

                               RACKIN
                   I knew you were one of us, Murphy.

         Murphy smiles.  Is he?

                               RACKIN
                   From the moment I read your file.

         Rackin shoots up, feels the rush, smiles at Murphy.

                               RACKIN
                   You and I are so much alike.  Hell,
                   we could be brothers.

                               MURPHY
                   Brothers.

                               RACKIN
                   Right.  We even have the same initials. 
                   Notice that?
                       (beat)
                   Marty L. Rackin and Ron L. Murphy. 
                   What does your L stand for?

                               MURPHY
                   Leroy.

                                                  (CONTINUED)
                                                                     50.


         Rackin just laughs.  Murphy is surrounded by Junkies.  Is
         this where he belongs?  Is he really one of them?


         EXT. AH-1W COBRA HELICOPTER -- NIGHT

         The helicopter lands back at base, and everyone files out.


         EXT. PARADE GROUNDS -- DAY

         Rackin claps a hand to Murphy's shoulder and makes a weekend
         pass appear in his hand.

                               RACKIN
                   Weekend Pass.  Get out of here and
                   enjoy yourself, okay?  You earned it.

                               MURPHY
                   Thanks.

                               RACKIN
                   Hey.  We're all in this together.

                               MURPHY
                   Right.

         Murphy takes the pass from Rackin, getting in deeper.


         EXT. PAY PHONE IN PARK -- EVENING

         Murphy dials General Latimer's private line.


         INT. GENERAL LATIMER'S OFFICE -- INTERCUT

                               LATIMER
                   Latimer here.

                               MURPHY
                   Sir, it's not just stolen weapons.

                               LATIMER
                   Go on.

                               MURPHY
                   It's an organized gang on the base. 
                   Running drugs, killing anybody who
                   gets in their way.  One of the guys,
                   Rick Breen, got killed on some midnight
                   raid against a rival drug ring and
                   they covered it all up...


                                                  (CONTINUED)
                                                                     51.


                               LATIMER
                   Murphy...

                               MURPHY
                   The guy had a wife, General.  Some
                   poor woman who thinks her husband
                   died in a training accident.

                               LATIMER
                   Who runs this gang?

                               MURPHY
                   Guy named Marty Rackin.  A real bad
                   ass.  Calls himself the magic man. 
                   He runs it like a cult...

                               LATIMER
                   Get next to him, join if you can.

         Murphy notices Horman in the park.  Walking towards him.

                               MURPHY
                   I'm one of them.

                               LATIMER
                   Find out everything you can, and...

         Horman spots Murphy and comes right up to the phone booth.

                               MURPHY
                   Gotta go.

         He hangs up quickly, smiles at Horman.

                               HORMAN
                   Who you talking to?

                               MURPHY
                   Girl I'm seeing, Lucy.  Just making
                   sure her husband isn't home.

         Horman laughs.

                               HORMAN
                   We're gonna be down at McBrides if
                   you two want to stop by.

                               MURPHY
                   Maybe we'll do that.

                               HORMAN
                   Hey, man, glad to have you on board.

         Murphy nods, and they go their separate ways.
                                                                     52.


         EXT. CITY STREETS -- NIGHT

         Horman waits until Murphy is a block away before following.

         Keeping a block between them, Horman follows Murphy across
         to Lucy's Apartment Building.

         Horman watches as Murphy rings the bell.  When Lucy opens
         the door and they embrace, Horman turns and leaves.


         INT. LUCY'S APARTMENT -- NIGHT

         Lucy rolls off of Murphy, and they lay in bed together.  Her
         fingers stroke his chest, almost touching the dog tags.

                               LUCY
                   Why do you have three?

                               MURPHY
                   It's personal.

                               LUCY
                   Keeping secrets already?

                               MURPHY
                       (beat)
                   I was the only survivor from a Marine
                   Recon Team in Desert Storm. The third
                   tag is from a guy who got left behind.

                               LUCY
                   Shouldn't his family get it?

                               MURPHY
                   Yeah. Someday I'll give it to them.

                               LUCY
                   Must be tough to be stuck on base all
                   week.  You have any friends on base,
                   guys you hang out with?

                               MURPHY
                   I'm pretty much a loner. The new guy.

                               LUCY
                   What about Marty?

                               MURPHY
                   We just went out for beers once. 
                   We're not going steady or anything.

                               LUCY
                   I thought he was everybody's friend.

                                                  (CONTINUED)
                                                                     53.


                               MURPHY
                   I've got nothing against the guy. 
                   What's with all the questions?

                               LUCY
                   I like to know who I let inside me.
                   You don't tell me much on your own.

                               MURPHY
                   Okay.  Ask me anything, I won't lie.

                               LUCY
                   Why'd they send you out to San Diego?

                               MURPHY
                   Drinking and fighting.

                               LUCY
                   You don't drink much.

                               MURPHY
                   See?  It worked.

         Lucy laughs, and rolls back on top of him.  They make love
         in the moonlight.  Murphy feeling like a lying rat.


         INT. LUCY'S APARTMENT -- DAY

         Lucy on the bed holding a framed photo.  We can't see the
         picture.  Murphy comes from the bathroom, looks at his watch.

                               MURPHY
                   I've got to get back to the base.

                               LUCY
                   See you next week?

                               MURPHY
                   Sure.

         When the apartment door closes behind Murphy, Lucy moves to
         the phone and dials.

                               LUCY
                   He's good.  I tried to get him to
                   talk, but he wouldn't say a thing. 
                   He acts like a boy scout.

                               RACKIN (V.O.)
                   So we can trust him?

                               LUCY
                   Yes.

                                                  (CONTINUED)
                                                                     54.


         Lucy hangs up the phone, looks at the photo in her hands.  
         A wedding picture.                                      
         Lucy and Breen.


         EXT. PAY PHONE IN PARK -- DAY

         Rackin hangs up and turns to Delmar and Horman.

                               RACKIN
                   He didn't say a thing.

                               DELMAR
                   So Wednesday's a go?

                               RACKIN
                   Let's see how he works out under fire.
                   Horman, requisition us some guns.

                               HORMAN
                   Yes, sir.

         They start across the park to the base.


         EXT. CAMP RICHARDS, SAN DIEGO -- NIGHT

         The camp is asleep except for the guards on patrol.


         INT. BARRACKS -- NIGHT

         Murphy is having a nightmare.


         EXT. SAUDI ARABIA -- NIGHT

         An AH-1W Cobra Helicopter touches down in front of Murphy. 
         A MARINE inside the chopper gestures for him to jump onboard.

                               TED (O.S.)
                   Murphy!  Murphy!

         Murphy takes a final look back at where Ted lays dying....       
         And jumps into the Helicopter.


         INT. AH-1W COBRA HELICOPTER -- NIGHT

         Murphy grabs the OFFICER, yells.

                               MURPHY
                   We can't leave!  I've got a wounded
                   man back there!

                                                  (CONTINUED)
                                                                     55.


                               OFFICER
                   Orders are to pull out!

                               MURPHY
                   We can't just leave him to die!

                               OFFICER
                   The General's orders are clear: Pick
                   up survivors and get out of here!

         Murphy pulls his gun, aims it at the Officer's face.

                               MURPHY
                   Fuck the General.  We going back to
                   pick him up or not?

                               OFFICER
                   I'm not risking my men or my craft.

                               MURPHY
                   I can't do it myself...

         The Officer turns to the pilot and gestures to lift off.


         EXT. SAUDI ARABIA -- NIGHT

         The Helicopter begins to lift and fly away.  Ted Newhouse
         screams in the darkness.

                               TED (O.S.)
                   Murphy!  Murphy!


         INT. BARRACKS -- NIGHT

                               HORMAN
                   Murphy?

         Horman wakes Murphy up.

                               HORMAN
                   Come on.

         Murphy dresses quickly and follows Horman out of the barracks.


         EXT. CAMP RICHARDS, SAN DIEGO -- NIGHT

         Murphy sits in the Humvee with Delmar behind the Humvee with
         Horman and Rackin.  Rackin shows his pass to the Officer.

         The two Humvees pass through the gates, waved through by the
         Gate Officer.  Then the gates close.
                                                                     56.


         EXT.  LUCKY STORE PARKING LOT -- NIGHT

         The bad part of town near the freeway onramps.  Both Humvees
         parked under an overhead light.  The Team gathers around the
         hood of one of the vehicles, where plans are made.

                               RACKIN
                   These Mexicans have been trying to
                   form a beachhead in our territory for
                   the past few months.  It's time to
                   teach them the power of the United
                   States Marines.

         Rackin pulls out a series of satellite photos of a ranch
         style house, spreads them on the hood.

                               RACKIN
                   As you can see from our spy in the
                   sky satellite photos...

                               MURPHY
                   Where'd you get those?

                               RACKIN
                   Classified.

         Delmar laughs.

                               RACKIN
                   We requisition the photos and the CIA
                   takes them for us.  They haven't got
                   a clue what we're using them for.

                               HORMAN
                   Jeeze, can we get to the fun part?

                               RACKIN
                   Three entrances.  Front door, back
                   door, and garage.  If we park one of
                   the hummers in front of the garage,
                   we can seal that exit.
                       (to Murphy)
                   Murphy, you and Delmar will enter
                   through the back.  Looks like sliding
                   glass doors, so be careful.
                       (to Horman)
                   Artie and I will take the front doors.

                               MURPHY
                   We talking cocaine, here, or smack?

                               RACKIN
                   It's a meth lab, so be careful.


                                                  (CONTINUED)
                                                                     57.


                               DELMAR
                   Muy Peligroso.  Could blow up in our
                   face if we aren't careful.

         Guns and grease paint are handed out, and the men get ready
         for battle.  Murphy checks the action on his SAW machinegun.

                               RACKIN
                   No escapes.  If one of them gets away,
                   they can call for back up.  Don't
                   want to have to fight our way back to
                   the base.

                               HORMAN
                   How many you think are in there?

                               RACKIN
                   No more than a dozen.

         When everyone is in their camouflage, Rackin checks the action
         on his gun and smiles at the team.

                               RACKIN
                   Ready to rumble?

                               DELMAR
                   Let's go.

         The wild bunch climb into their Humvees and zip away.


         EXT.  RUN DOWN HOUSE -- NIGHT

         Quiet.  A two storey ranch style house off the main road.

         Suddenly one of the Humvees pulls into the driveway, blocking
         the door.  Horman and Rackin roll out, guns ready.

         They CRASH open the front door and enter in standard two by
         two cover formation.  Like a drug bust.

         AT THE BACK DOORS

         Murphy and Delmar hear the front door break open and blast
         through the sliding glass doors, entering the house.


         INT. RUN DOWN HOUSE -- NIGHT

         Delmar signals Rackin and Horman in the front room, looks
         through the cafe doors at the kitchen.  To his right is an
         archway leading to the downstairs bedrooms.  All is quiet.

         Delmar moves towards the archway, SAW machinegun ready.

                                                  (CONTINUED)
                                                                     58.


         SUDDENLY a huge GANG BANGER with an army issue 45 automatic
         slams through the cafe doors and begins firing at him.

         Delmar spins, levels the machinegun, and blasts the Gang
         Banger, hitting him in the center of the chest and throwing
         him back through the cafe doors and into the kitchen sink.

         The cafe doors swing back and forth from the momentum.

         A moment of silence, then all hell breaks lose.  A giant
         "Wild Bunch" style shoot out.

         GANG BANGER #2 springs from the hallway, aiming a shotgun at
         Murphy.  Murphy blasts him off his feet.

         IN THE LIVING ROOM

         A pair of GANG BANGERS pops up at the top of the stairs,
         firing down on Horman and Rackin.

         Rackin blasts one with his machinegun, Horman blasts the
         other with his combat shotgun.

         One of the pair falls over the stairway bannister, smashing
         a table on his way to the floor.

         Rackin and Horman cover each other as they climb the stairs. 
         Stopping at the top steps to recon the upstairs hallway.

         IN THE DOWNSTAIRS HALLWAY

         Three bedroom doors to Delmar's left.  Holding tightly to
         the M249 SAW, he moves up to the first one and kicks it open.

         IN THE FIRST BEDROOM

         Delmar drops low, machinegun ready.  His eyes scan the
         interior of the bedroom.  The room is empty.                     
         Delmar backs slowly out of the room.

         IN THE HALLWAY

         Delmar hears a noise behind him and spins, ready to fire.

         Murphy stands behind him, holding his machinegun ready.  He
         gestures down the hallway, and they creep forward in two by
         two cover formation.

         IN THE UPSTAIRS HALLWAY

         Horman edges down to a bedroom door, shotgun ready.

         Rackin covers as he takes a deep breath and kicks down the
         door, springing inside with the shotgun.
                                                                     59.


         IN THE BEDROOM

         GANG BANGER 5 is ready with a 44 Magnum in each hand. He
         opens fire the minute he sees Horman.

         Horman fires the shotgun once at Gang Banger 5, missing him
         and smashing a full length mirror on the wall to pieces.

         Horman rolls into the hallway, away from the gunfire.

         Rackin swings in, spray Gang Banger #5 with machinegun fire.

         IN THE DOWNSTAIRS HALLWAY

         Delmar pulls out of the line of fire as GANG BANGER #6 rolls
         out of a doorway, blasting with a pair of 45 automatics.

         GANG BANGER 7 spins out of the first bedroom holding a double
         barrel shotgun.  He aims directly at Delmar, ready to fire.

         Murphy spins around and fires.  Hits Gang Banger 7 in the
         shoulder, spinning him to the left in a graceful pirouette,
         which ends with the shotgun discharging into the ceiling.

         Delmar blasts Gang Banger #6 after an exchange of gunfire.

         IN THE UPSTAIRS HALLWAY

         GANG BANGER #8 rolls out of the second bedroom and fires her
         machinegun at Rackin.

         Plaster explodes from the wall next to his head, showering
         him with powder, adding to the light diffusion in the hall.

         Rackin spins around and fires at Gang Banger 8, hitting her
         square in the chest.  She flies back and skids along the
         uncarpeted floor towards the end of the hallway.

         IN THE DOWNSTAIRS HALLWAY

         Delmar covers Murphy as he kicks open a bedroom door and
         rolls inside, gun ready.

         IN THE BEDROOM

         A noise behind Murphy!  He spins, aiming his M249 machinegun.

         At a crying BABY in a crib.

         Murphy realizes where he is and what he is doing and lowers
         his machinegun.  He is killing civilians.

         GANG BANGER #9, a sexy Latino woman, crashes out of the
         closet, shotgun aimed at Murphy's head.  BLAAAAAM!

                                                  (CONTINUED)
                                                                     60.


         Murphy, gun down, had no way to defend himself.  No way to
         return fire.  He let his guard down, and pays the price.

         GANG BANGER #9's blood sprays all over him, as she is taken
         out by Delmar's machinegun.

                               DELMAR
                   You could have been killed.

                               MURPHY
                   The baby...

         Delmar nods, kills the baby.  Murphy tries not to vomit.

                               DELMAR
                   What baby?

         Delmar sweeps through the rest of the room: All clear.

         IN THE DOWNSTAIRS HALLWAY

         Delmar exits the bedroom, yells.

                               DELMAR
                   Downstairs!  All clear!

         IN THE UPSTAIRS HALLWAY

         From the end of the hall, TRIVAS (Lead Gang Banger), rolls
         into the hallway, springs to his feet, and fires his Uzi at
         Horman and Rackin.

         Bullets whiz past the pair as Horman reaims the shotgun and
         squeezes the trigger.

         The shot misses, knocking a hole in the wall.  A few pellets
         hit Trivas in the shoulder, dots of red on his white shirt.

         Trivas lowers his Uzi, rolls into the last bedroom to escape.

         Horman and Rackin bolt down the hallway after him.

         IN THE LAST BEDROOM

         Horman and Rackin find the meth lab...                      
         Plus Trivas and a pair of GANG BANGERS.

                               RACKIN
                   Throw the guns down, and you can live.

                               TRIVAS
                   You know who you're messing with?



                                                  (CONTINUED)
                                                                     61.


                               RACKIN
                   Do you?

                               TRIVAS
                   When they find out what you've done,
                   there's gonna be a war.

                               RACKIN
                       (laughs)
                   How many tanks do you gang bangers
                   have?  How many helicopters?  How
                   many rocket launchers?
                       (beat)
                   Your days are done, and mine have
                   just begun...

         It's almost a fast draw contest, but Trivas is too slow.

         Rackin and Horman BLAST Trivas and the two Gang Bangers.

                               HORMAN
                   Upstairs is clear!

         IN THE DINING ROOM

         Murphy and Delmar hear Horman's yell... Then a FEMALE GANG
         BANGER rolls out of a closet, fires a couple of shots at
         Murphy and Delmar, and takes off out the back doors.

                               DELMAR
                   Get her!

         Murphy rolls to his feet and takes off after her.


         EXT. RUN DOWN HOUSE -- NIGHT

         The Female Gang Banger runs out the back doors, spins when
         she hears Murphy following and fires.

         Murphy hits the dirt.  When he comes up, the Female Gang
         Banger has hopped onto a motorcycle, and is tearing away.

         Murphy chases her to the street.  She's getting away.

         Murphy raises his M249 SAW.... but hesitates.  Can he shoot
         her in the back as she's running?  No.

         Delmar scrambles out the front door, sees her escaping on
         the motorcycle.  Murphy not firing.

                               DELMAR
                   She's getting away!


                                                  (CONTINUED)
                                                                     62.


         Murphy doesn't fire.  Delmar raises his machinegun, realizes
         she's out of range.  Way down the street.  He pumps the M203
         40mm grenade launcher attached to the underside of the SAW.
         Fires.

         BLAAAAM!

         The grenade shoots down the street after the speeding
         motorcycle, landing close by and EXPLODING into a BALL OF
         FLAME which takes out the cycle and Female Gang Banger.

                               DELMAR
                   What's your problem?

                               MURPHY
                   She was out of range.

                               DELMAR
                   You didn't even try.

         Delmar turns and goes back inside.


         INT. HUMVEE -- NIGHT

         The last of the drugs and money are loaded into the two
         Humvees, and they get ready to roll.

         Murphy starts to climb in with Delmar.

                               DELMAR
                   You're riding with Horman.

                               MURPHY
                   Sure.

         Murphy climbs into the Humvee Horman is driving.

         Rackin climbs into Delmar's Humvee.  Both vehicles roar out
         of there, passing the burning mess of motorcycle.


         INT. HUMVEE -- NIGHT

         Murphy looks at the burning motorcycle, then back down at
         his hands.  Are these the hands of a killer?


         INT. HUMVEE -- NIGHT

         Delmar and Rackin talk about Murphy.

                               DELMAR
                   He just froze up.  Couldn't fire.

                                                  (CONTINUED)
                                                                     63.


                               RACKIN
                   His first time out, he's bound to
                   make a few mistakes.  Remember Artie's
                   first time?

                               DELMAR
                   I think it's more than that.  I know
                   you two have become pals, now... But
                   what if Murphy isn't who he claims?

                               RACKIN
                   What do you mean?

                               DELMAR
                   What if he's a snitch?

                               RACKIN
                   You saw his record.  You know the way
                   Newhouse is dogging him.  The guy's
                   one of us.

                               DELMAR
                   I think we should kill him.  Why take
                   chances?

                               RACKIN
                   Look, Del, we've got ourselves a war
                   brewing, here.  We need every man we
                   can get.
                       (beat)
                   Murphy's a good man.  I'm willing to
                   excuse his opening night jitters. 
                   Give the man a break.
                       (beat)
                   Too soon for another training accident,
                   anyway.

                               DELMAR
                   You're the boss, boss.

         Delmar will give Murphy a break.  This time.


         EXT. CAMP RICHARDS, SAN DIEGO -- NIGHT

         The Gate Officer opens the gates and waves the two Humvees
         through.  He closes the gates behind them.

         The two Humvees cross the base and pull up in front of one
         of the supply shacks...

         Building #48-H.  The one with tons of extra padlocks and
         security measures.
                                                                     64.


         EXT. BUILDING 48-H -- NIGHT

         Rackin unlocks the building with a set of keys worn on the
         same neck chain as his dog tags.  He opens the door.


         INT. BUILDING 48-H -- NIGHT

         Murphy can't believe what's inside: Not just a stash of drugs,
         but TONS on drugs, plus STACKS of money sealed in plastic.

         Rackin isn't some small time drug dealer, he's a DRUG LORD.

                               RACKIN
                   Unload the Hummers and get these guns
                   back to the supply room.

         Delmar, Horman, and Murphy unload.  Rackin shoots up.

                               HORMAN
                   I'll take care of the guns.

         Rackin nods... and enters the land of nod.


         EXT. BUILDING 48-H -- NIGHT

         When the Humvees are empty, Delmar tosses Murphy keys.

                               DELMAR
                   You take one, I'll take the other.

         Murphy and Delmar climb into the Humvees and drive them back
         to the motor pool building.  Rackin relocks the building.


         INT. BARRACKS -- NIGHT

         Murphy takes off his clothes quietly and climbs into his
         bunk.  Around him, a dozen men sleep.  Murphy hears the baby
         crying every time he starts to nod off.  Can't sleep.


         EXT. CAMP RICHARDS, SAN DIEGO -- DAY

         Reveille sounds.  Marines go through their morning routines.


         INT. SUPPLY BUILDING -- DAY

         Murphy waits until Fuller is alone before entering.  He makes
         a bee line to the ledger, pulling it away from Fuller and
         flipping pages.  Fuller tries to wrestle it away.


                                                  (CONTINUED)
                                                                     65.


                               FULLER
                   Hey!  Wait a minute!

                               MURPHY
                   Who signed out for the two Humvees
                   and the weaponry last night?

                               FULLER
                   What are you talking about?

                               MURPHY
                   Two Humvees left the base last night.
                   The milage has to be recorded, right?

                               FULLER
                   No vehicles left the base last night.

                               MURPHY
                   I was riding in one of them.  Had a
                   M249 Squad Automatic in my hands. 
                   Spare clips.

         Fuller yanks the ledger out of his hands.

                               FULLER
                   I don't know what you're talking about,
                   Corporal, but it sounds like a Court
                   Martial offence.

                               MURPHY
                   You're right.  You going to tell me,
                   or General Newhouse?

                               FULLER
                   I have nothing to tell...

                               MURPHY
                   See you in the General's office.

         Murphy starts to leave.

                               FULLER
                   Murphy.  Don't open this can of worms. 
                   It'll all blow up in your face.

         Murphy continues out.  Fuller looks desperate.

                               FULLER
                   Okay.  But not here.

         Murphy stops, turns.




                                                  (CONTINUED)
                                                                     66.


                               FULLER
                   Someplace private.  The Ironman Range. 
                   Four am.

                               MURPHY
                   If you aren't there, I'll make sure
                   you're next in line for Leavenworth.

         Murphy leaves.  Fuller looks very nervous.


         INT. BARRACKS -- NIGHT

         Marines sleep... Except for Murphy, who quietly rolls out of
         bed and dresses in the darkness.

         Murphy checks the action on his Beretta M9/92F combat pistol,
         grabs an extra magazine.  Ready for action in the event this
         is a trap.

         Murphy looks at Horman's bunk: occupied.  Blanket pulled up. 
         Then he quietly sneaks out of the barracks to meet Fuller.


         EXT. IRON MAN COURSE -- NIGHT

         Shadows and more shadows.                                       
         Murphy creeps onto the course, hand on his holstered gun.

                               MURPHY
                   Fuller?  Fuller?

         Searching for Fuller, wondering if he's been set up.

         He hears a noise in the darkness, spins, gun drawn.

         Nobody.  Just the hillocks, stone walls, obstacles.      
         All surreal in the shadows.

                               MURPHY
                   Fuller?

         Another noise.  Murphy spins left.

         A gun jambs into the back of his head from the right.

                               MURPHY
                   Take it easy.  No accident's okay?

                               FULLER
                   Drop the gun.

         Murphy drops the gun, holds up his hands.                
         Will Fuller shot him?

                                                  (CONTINUED)
                                                                     67.


                               FULLER
                   You tell anyone you were coming?

                               MURPHY
                   Rackin would kill me.

         Fuller laughs.

                               FULLER
                   He's gonna get us all killed.  He's
                   gone crazy... jumping without a chute.

         Murphy turns to face Fuller.  Hands still up.

                               FULLER
                   At first it was some guns and a storage
                   building.  He had signed requisition
                   forms, so it was okay.  But now it's
                   gotten out of control.

                               MURPHY
                   What are you talking about?

                               FULLER
                   He's expanding.  Shipping merchandise
                   to all of the bases in the United
                   States.  Military transport.  Nobody
                   questions what's inside the boxes.

                               MURPHY
                   All of the bases?

                               FULLER
                   Marines, Army, Navy, and National
                   Guard.  And next week...

                               MURPHY
                   What?

                               FULLER
                   When they take the amphibious assault
                   vehicles, rocket launchers, and light
                   artillery on manuevers next week...
                       (beat)
                   They'll really be knocking over a
                   Mexican drug lord and hauling all the
                   drugs back onto base.

                               MURPHY
                   He'll get caught.





                                                  (CONTINUED)
                                                                     68.


                               FULLER
                   No chance of Coast Guard intervention,
                   no customs searches.  These are Marine
                   vehicles on exercises.

                               MURPHY
                   Who signs the requisition forms?

                               FULLER
                   I've told you too much already.

                               MURPHY
                   How far us does it go?

         Fuller looks around.  They're alone in the darkness.

                               FULLER
                   Okay...

         BLAM!  Fuller is hit by sniper fire and goes down.

         Murphy hurls himself to the ground as bullets fly overhead,
         hitting a low stone wall nearby.  He finds his fallen pistol
         and begins crawling to where Fuller lay dying.

         BLAM!  BLAM!  BLAM!  BLAM!  BLAM!  BLAM!  BLAM!

         Bullets fly from three different directions, blasting dirt. 
         Sending showers of earth over Murphy.

         Murphy gets to Fuller.  Blood pumps from his chest.

                               MURPHY
                   How far up does it go?

                               FULLER
                   Veillers....

         Then Fuller dies.  Murphy looks at Fuller's corpse.

         FLASHCUT: Murphy and Ted in Saudi Arabia.

         Suddenly, a barrage of machinegun fire from the snipers rips
         into the earth around Murphy.  Murphy scrambles away.     
         On the run.


         EXT. IRON MAN COURSE -- NIGHT

         A SNIPER dressed in camouflage and night vision goggles,
         watches Murphy scramble away from Fuller's corpse.

         The Sniper sends a burt of machinegun fire at Murphy.


                                                  (CONTINUED)
                                                                     69.


         NIGHT VISION:  Murphy scrambles deeper into the Iron Man
         course, trying to escape the sniper's gunfire.


         EXT. IRON MAN COURSE -- NIGHT

         Murphy is chased by machinegun fire.                          
         BING!  A target pops up to his left!

         Murphy spins and fires at the pop up target.

         Bullets continue to chase him through the darkness.  He keeps
         low as he runs, eyes searching for some sign of the snipers.

         BING!                                                      
         A target pop up to his right!

         Murphy spins and fires.  His foot hits another trigger.

         BING!                                                      
         A target pops up behind him!

         Murphy spins and fires...

         Then the target is hit by sniper fire.  Torn to shreds.

         Murphy hits the dirt, rolls, pops to his feet and runs deeper
         into the Iron Man course.  Chased by gun fire.

         The machinegun fire stops.                                       
         Murphy is surrounded by noises and echoes.  People moving. 
         Fuzzy sounds of radio transmissions between the snipers.

         Murphy takes a step back.

         BING! BING!                                                 
         A target pops up on either side of him.  He twist and fires,
         hitting both of the targets with head shots.

         And giving away his position to the snipers.

         Machinegun fire chases Murphy through the course.

         Murphy runs around obstacles, over hillocks, jumping stone
         walls, triggering targets and blowing them away.         
         Wasting bullets on cardboard men.

         BING!                                                       
         A target pops up behind Murphy, he spins and fires...    
         CLICK!  Out of shells.

         Echoes of laughter before the machinegun fire begins, forcing
         Murphy to dive behind a crumbled stone wall.  Bullets pepper
         the wall, sending plaster dust into the air like fog.

                                                  (CONTINUED)
                                                                     70.


         Murphy ejects one magazine and rams in a fresh one.      
         Fifteen shells.

         The machinegun fire stops.

         Strange silence.                                         
         Footsteps?  Rustling?


         EXT. IRON MAN COURSE -- NIGHT

         TWO SNIPERS in camouflage and night vision goggles, looking
         like something out of a 50s sci-fi film, search through the
         course for Murphy.

         A THIRD SNIPER searches in a different area of the course.


         EXT. IRON MAN COURSE -- NIGHT

         Murphy hears radio fuzz, echoes of words.                  
         Footsteps getting closer.

         Murphy crawls to the end of the stone wall.  Spots a wood
         fence a hundred feet away.  Makes a break for it.

         BING!                                                           
         A target pops up.  Murphy spins... doesn't fire.

         BING!  BING!  BING!                                            
         He triggers three more targets but holds his fire.

         The targets look at him.  Mute.  Cardboard.  Weird.

         Murphy makes it to the wood fence.  Catches his breath. 
         Listens to the radio fuzz, the echoed words.  Footsteps.

         The next bit of cover: another low stone wall.               
         Murphy rolls from behind the wood fence and starts running.

         BING!                                                       
         Two targets pop up on either side of Murphy.  He aims at the
         one on the left, holds his fire...                               
         Then notices the other target is MOVING!

         It's one of the SNIPERS bring up his machinegun!

         Murphy hits the dirt. Machinegun fire flares all around him. 
         He rolls to his feet, blasts a couple of shots at the Sniper.

         THE SNIPER sends a stream of machinegun fire at Murphy.

         Murphy dives behind the low stone wall. Bullets rip into it.


                                                  (CONTINUED)
                                                                     71.


         Murphy and the Sniper trade gunfire over the wall.        
         But Murphy is running out of ammo.

         Lights from over the hillock behind him: The base.

         Too far to run.  The Sniper would turn him into hamburger.

         Murphy lays behind the wall, listening to the Sniper approach.
         No escape.

         THE SNIPER moves closer to the stone wall.

         NIGHT VISION: Can't see Murphy.  Looks all around the wall.
         Maybe he wiggled away.

         MURPHY notices a target laying flat two dozen feet away.  He
         searches the ground for the trigger. Spots it near the target.

         Gun in one hand, he grabs a loose stone and aims at the
         trigger mechanism.

         THE SNIPER creeps closer.

         MURPHY throws the rock, rolls to his feet, starts running.

         The rock hits the trigger.                                
         BING!                                                       
         The target pops up behind the Sniper.

         The Sniper spins and fires, blasting the cardboard soldier
         to pieces with a blast from his machine gun.

         By the time he realizes it's a decoy and turns back around,
         Murphy is long gone.

         MURPHY runs down the hillock to the bright lights of the
         base, gun ready for action.  But he makes it out of the Iron
         Man Course before the Snipers can target him.


         EXT. PARADE GROUNDS -- NIGHT

         The General Quarters Alarm is sounding, and the base is up
         and awake.  Marines are confused by the gunfire.

         As Murphy crosses the base, MARINES yell at each other:

                               MARINES
                   Where's the shooting?  Are we under
                   attack?  What's going on?

         Murphy holsters his gun, runs to the front gate, hoping to
         get off the base alive before the Snipers catch up with him.
                                                                     72.


         EXT. CAMP RICHARDS, SAN DIEGO -- NIGHT

         Murphy can see the phone booth in the park across the street.

         AT THE FRONT GATE

         Murphy gestures to the Gate Officer.

                               MURPHY
                   I have to get off the base.

                               OFFICER
                   Got a gate pass?

                               MURPHY
                   This is an emergency.

                               OFFICER
                   We're in the middle of a General
                   Quarters Alarm.  A complete lockdown.
                   We've had reports of gunfire on the
                   base.  Maybe some terrorist thing.

                               MURPHY
                   I've got to get out of here.

                               OFFICER
                   No pass.  No exit.

         Murphy takes another look at the phone booth in the park.
         Light on, door open.  Waiting for him.  So close.

         Murphy looks at his holstered gun.  Gets ready to draw it.

         A pair of MARINE GUARDS jog up to fortify the front gate.

         Murphy takes his hand away from his gun.

                               OFFICER
                   You'll have to get General Newhouse's
                   written permission to leave the base
                   until the GQ alert is over.

                               MURPHY
                   Thanks.

         Murphy is trapped on the base with the three Snipers.

         He turns back to the barracks, and the base's pay phone.


         EXT. BASE PHONE BOOTH -- NIGHT

         Murphy makes sure Rackin, Delmar, and Horman aren't around.
                                                                     73.


         INT. BASE PHONE BOOTH -- NIGHT

         Murphy dials General Latimer's private number.


         INT. GENERAL LATIMER'S BEDROOM -- INTERCUT

         The phone wakes General Latimer up.

                               LATIMER
                   Latimer.

                               MURPHY
                   It's Murphy...

                               LATIMER
                   What time is it?

                               MURPHY
                   Almost five, sir.  There's been some
                   trouble on the base.

                               LATIMER
                   What kind of trouble?

                               MURPHY
                   They've killed the supply sergeant,
                   Fuller.  They're trying to kill me.

                               LATIMER
                   This gang?

                               MURPHY
                   It's bigger than that.  They're
                   expanding to other bases.  They've
                   got a full scale military assault on
                   some Mexican drug lords next week...

                               LATIMER
                   What do you mean: Military assault?

                               MURPHY
                   They have someone in the General's
                   office who can requisition artillery
                   for them.  LAVs, Bradley tanks, AAAVs,
                   everything.

                               LATIMER
                   Are any senior officers involved?

                               MURPHY
                   I believe Lt. Veillers is one of them.
                       (beat)
                   Sir, I'd like to take these guys down.

                                                  (CONTINUED)
                                                                     74.


                               LATIMER
                   I sent you in there to prevent a
                   scandal, not start one.
                       (beat)
                   The best way to handle this is to
                   quietly transfer these bad apples to
                   other bases.  Break up the gang. 
                   Then have them dishonorably discharged.

                               MURPHY
                   Sir, I'm in this up to my eyeballs.

                               LATIMER
                   Just back down.  Stop your
                   investigation.  Don't make any waves
                   with General Newhouse.  And whatever
                   you do, don't use my name or call on
                   this line again...

                               MURPHY
                   Sir, you can't just leave me hanging
                   like this.

         Click.  Dial tone.  Latimer has hung up on him.

         Murphy stands in the phone booth for a moment.  Alone.

                               MURPHY
                   Lucy...

         He quickly dials her number.


         INT. LUCY'S APARTMENT -- NIGHT

         The phone rings in the empty apartment.  The bed is still
         made.  Lucy is gone.


         EXT. BASE PHONE BOOTH -- NIGHT

         Murphy hangs up.  Then he notices Horman standing on the
         opposite side of the Parade Grounds watching him.

         Horman lifts a walkie talkie.  Speaks into it.

         Murphy checks the magazine of his gun.  A handful of shells.


         EXT. PARADE GROUNDS -- NIGHT

         Murphy makes a break for it: racing out of the phone booth
         to a group of buildings.  Staying in the shadows, hoping to
         elude Horman and the others.
                                                                     75.


         EXT. SUPPLY BUILDING -- NIGHT

         Murphy hasn't brought his burglar tools.  He tries to pick
         the lock with his pocket knife, gets nowhere.

                               MURPHY
                   Shit.

         Murphy KICKS open the door, enters the supply building.


         INT. SUPPLY BUILDING -- NIGHT

         Murphy starts grabbing weapons.  Ammo clips for his Beretta,
         a huge jungle knife, some grenades, a M249 SAW with an M203
         40mm grenade launcher.

         Gearing up for full scale war.

         Murphy puts on a flack jacket with pockets and D rings for
         the weapons and equipment.  He checks the action on all of
         the guns.  Satisfied, he gets ready to take on the entire
         Base if necessary.


         EXT. SUPPLY BUILDING -- NIGHT

         Murphy steps out of the Supply Building... into an ambush.

         Rackin is on one side of the door, Horman the other.  Both
         aim M249 SAW machineguns at him.

                               RACKIN
                   Drop the SAW, Murphy.

         When Horman nudges him with the barrel of his machinegun,
         Murphy complies.  He still has his other weapons.

                               RACKIN
                   Come on.  Let's go for a ride.

                               MURPHY
                   No thanks.

         The AH-1 Cobra Helicopter lands in front of them.       
         Murphy sees Lucy in the cockpit, tied up.                        
         Delmar has a gun to her head.

                               RACKIN
                   Brought your friend.  Thought you'd
                   be happy to see her.  Let's go.

         Murphy goes to the helicopter.
                                                                     76.


         EXT. AH-1W COBRA HELICOPTER -- NIGHT

         Murphy, Rackin, and Horman climb into the helicopter.

         When all are onboard, Delmar lifts the Cobra into the air,
         flying high over the city to a stretch of desert.

         Dawn begins to break behind the helicopter.


         INT. AH-1W COBRA HELICOPTER -- MORNING

         Murphy leans forward to talk with Lucy.

                               MURPHY
                   Are you okay?

                               LUCY
                   Of course.

         Rackin laughs.

                               RACKIN
                   We wouldn't hurt Lucy.  She's one of
                   us.  Sergeant Breen's widow.  I thought
                   you knew?
                       (beat)
                   Lucy? You got some 'splaining to do!

         Murphy is shocked.  Looks at Lucy.

                               LUCY
                   Magic is stronger than trust.  Stronger
                   than everything.

         Lucy touches Rackin's face.  Rackin smiles at her.  Murphy
         is completely betrayed.  Completely alone.

                               RACKIN
                   You have no one to turn to.  We're
                   your family.  We're the ones you can
                   trust.  But can we trust you?

         Rackin opens the side door of the helicopter.  Wind rushes
         in.  He stands, looking out at the ground far below.

                               RACKIN
                   We're the fucking Marines, Murphy. 
                   We're the best there is.  Only the
                   strong survive.  Are you strong enough?

                               MURPHY
                   What do you want?


                                                  (CONTINUED)
                                                                     77.


                               RACKIN
                   Can I trust you, Murphy?

         Rackin grabs Murphy's wrist tightly.

                               RACKIN
                   You're like a brother to me... But
                   are you Cain?

         A moment of hesitation, then Murphy grabs Rackin's wrist in
         a fireman's grip.  Holding on to each other's wrists.

                               RACKIN
                   Or Able to hold on?

         Rackin backs Murphy to the open helicopter door.                
         Delmar tilts the chopper, Murphy falls out the open door. 
         Hanging on to Rackin.


         EXT. AH-1W COBRA HELICOPTER -- MORNING

         Murphy dangles out the helicopter door, holding onto Rackin
         for dear life.  They hold tight to each other, as Murphy
         tries not to look at the ground a few hundred feet below.

                               RACKIN
                   This is what trust is all about.  It
                   comes from the heart.  You have to
                   believe in me.  Believe I won't drop
                   you.  Believe I know what's best for
                   you.  Trust in me.

         Murphy holds on as the Helicopter continues moving.  The
         ground, FAR below.  They hang on to each other.

                               RACKIN
                   You have a choice: Keep quiet and
                   live, or let go and die.

         Murphy holds on, feeling his grip loosening.

                               RACKIN
                   You're on the ground floor, Murphy. 
                   We're expanding our operations.  Taking
                   over all of the drug business on the
                   West Coast.
                       (beat)
                   No one can stop us!  We're the fucking
                   MARINES!  We have tanks!  Choppers! 
                   Harrier jets!  Rocket launchers! 
                   Amphibious Assault Vehicles!
                       (beat)
                   We're an army.

                                                  (CONTINUED)
                                                                     78.


                               MURPHY
                   You're crazy.

         Rackin laughs and lets go of Murphy's wrist.

         Murphy hangs on for his life.


         INT. AH-1W COBRA HELICOPTER -- MORNING

         Rackin turns to Delmar.

                               RACKIN
                   Take us back to the base.


         EXT. AH-1W COBRA HELICOPTER -- MORNING

         Murphy hangs on for dear life as the helicopter turns around,
         heading back over the city to the base.


         INT. AH-1W COBRA HELICOPTER -- NIGHT

         Saudi Arabia.  Desert Storm.

                               OFFICER
                   The General's orders are clear: Pick
                   up survivors and get out of here!

         Murphy pulls his gun, aims it at the Officer's face.

                               MURPHY
                   Fuck the General.  We going back to
                   pick him up or not?

                               OFFICER
                   I'm not risking my men or my craft.

                               MURPHY
                   I can't do it myself...

         The Officer turns to the pilot and gestures to lift off.


         EXT. SAUDI ARABIA -- NIGHT

         The Helicopter begins to lift and fly away.  Ted Newhouse
         screams in the darkness.

                               TED (O.S.)
                   Murphy!  Murphy!
                                                                     79.


         INT. AH-1W COBRA HELICOPTER -- NIGHT

         Murphy jambs his gun into the Officer's face.

                               MURPHY
                   Fuck the General.  You're flying back.

                               OFFICER
                   Wrong.  Get yourself Court Martialed
                   if you want.  I'll give you five
                   minutes.  Then we're out of here.

         Murphy nods, holsters his gun, jumps out of the chopper.


         EXT. SAUDI ARABIA -- NIGHT

         Murphy runs through the gunfire and explosions to where Ted
         Newhouse lays... Still alive.

                               TED
                   Murphy...

                               MURPHY
                   I'm getting you out of here.

         Murphy hoists Ted Newhouse onto his shoulders and drag/carries
         him through the battle field.  Explosions right and left. 
         Ted is heavy, slowing Murphy down.


         INT. AH-1W COBRA HELICOPTER -- NIGHT

         A voice on the Officer's radio.

                               VOICE (V.O.)
                   Cobra Zero Seven, what is your status?

                               OFFICER
                   Waiting at extraction point Alpha.

                               VOICE (V.O.)
                   What's your hold up?

                               OFFICER
                   Gunnery Sergeant Murphy asked us to
                   wait five minutes for him.

                               VOICE (V.O.)
                   You take orders from Gunnery Sergeants,
                   Mr. Mainwarring?

                               OFFICER
                   No, sir, but he said...

                                                  (CONTINUED)
                                                                     80.


                               VOICE (V.O.)
                   I give the orders.  Return to base
                   immediately.

         The Officer turns to the Pilot.

                               OFFICER
                   You heard the man.
                       (beat)
                   Let's get out of here.


         EXT. AH-1W COBRA HELICOPTER -- NIGHT

         The helicopter lifts off...

         Just as Murphy and Ted enter the clearing.  The Helicopter
         leaves them behind.  Behind enemy lines.

                               MURPHY
                   Nooooooooooooo!

         The helicopter zooms away in the darkness.


         EXT. AH-1W COBRA HELICOPTER -- MORNING

         Murphy hangs on to Rackin's wrist.

                               MURPHY
                   Nooooooooooooo!

         He pulls himself inside the helicopter, using Rackin's arm
         like a rope, and the chopper strut as a step.


         INT. AH-1W COBRA HELICOPTER -- MORNING

         Murphy climbs into the helicopter.

                               RACKIN
                   Welcome aboard.

         Rackin SLAMS a fist into Murphy's face.


         EXT. AH-1W COBRA HELICOPTER -- MORNING

         The helicopter zooms back to San Diego and the Base.
                                                                     81.


         INT. AH-1W COBRA HELICOPTER -- MORNING

         Rackin draws his side arm, and Murphy knocks it from his
         hands.  Rackin slams Murphy in the face again.

         Horman enters the fight, slamming Murphy with both fists.

         Murphy fights Horman and Rackin in the helicopter, trying to
         stay away from the open door... and a fall to the city below.

         A SAVAGE hand to hand fight.  Kicking, hitting, gouging.

                               RACKIN
                   Could have been one of us, Murphy.

         Rackin knocks him to the open doors.  Murphy almost falls
         out!  Catches the edge of the door, hangs in there.

                               RACKIN
                   Look at them down there.

         Rackin connects with Murphy's nose, breaking it.  Murphy
         almost goes out the doors, but ducks the next punch and
         scrambles back inside the chopper.

                               RACKIN
                   Millions of people, all want their
                   smack.  We can't stop them.

         Horman SLAMS him in the back of the head.  No way for Murphy
         to fight both of them and survive.

                               RACKIN
                   We can only supply them.

         Rackin does a one-two combination on Murphy's gut.

         Murphy is fading fast.  He has to do something.


         EXT. AH-1W COBRA HELICOPTER -- MORNING

         The helicopter zooms over the far end of the base, headed
         towards the Iron Man Course and the Parade Ground.


         INT. AH-1W COBRA HELICOPTER -- MORNING

         Rackin SLAMS Murphy in the head.

         Horman grabs his Beretta hand gun and presses it against
         Murphy's eye.  Finger ready to pull the trigger.



                                                  (CONTINUED)
                                                                     82.


                               HORMAN
                   Can't you see there's no choice,
                   Murphy?  You failed the test.  Now
                   you have to pay the penalty.

         Murphy ducks quickly and the shot goes wild.

         Horman gets ready to fire again.  Murphy grabs his gun hand. 
         They wrestle for control of the gun, as Rackin tries to SLAM
         Murphy again with his fists.

                               HORMAN
                   Pass or fall.

         Horman gets ready to fire again.  Murphy yanks on his gun
         hand, throwing Horman off balance...

         And out of the helicopter doors!


         EXT. AH-1W COBRA HELICOPTER -- MORNING

         Horman falls all the way to the Iron Man Course.  SPLAT!


         INT. AH-1W COBRA HELICOPTER -- MORNING

         Murphy continues to fight with Rackin.  When the helicopter
         changes angle, Rackin's gun slides to Lucy, who picks it up.
         She aims the gun at the two fighting men.

                               LUCY
                   Can't get a clean shot.

         Murphy pushes Rackin away.

                               MURPHY
                   There.

         With Rackin and Murphy momentarily separated, Lucy can get a
         clean shot.  She aims, pulls the trigger.

         BLAM!                                                         
         The bullet just misses Murphy's head.


         EXT. AH-1W COBRA HELICOPTER -- MORNING

         Delmar takes the helicopter lower, thirty feet off the Iron
         Man Course.  They zip along, headed to the Parade Grounds.
                                                                     83.


         INT. AH-1W COBRA HELICOPTER -- MORNING

         Lucy re-aims at Murphy's head.  Ready to pull the trigger.

         Murphy looks at the open door at the earth thirty feet below.
         Jumps.


         EXT. AH-1W COBRA HELICOPTER -- MORNING

         Murphy jumps out of the helicopter, hits the dirt and rolls
         to his feet.  Back on the damned Base!


         EXT. IRON MAN COURSE -- DAY

         Murphy runs through the Ironman Course to the barracks.

         ROAR!                                                    
         The helicopter zooms down at him, like the crop duster in
         "North By Northwest".                                    
         Man versus machine.

         Murphy dives, chopper ROARS overhead, almost clipping him.

         THE HELICOPTER zooms over the Iron Man Course.

         Murphy scrambles to his feet, running for a stone fence a
         hundred feet away.  Around him, the tattered remains of the
         pop up targets, blown to pieces only hours ago.                  
         Faces torn to shreds, but still staring at him.

         THE HELICOPTER banks....                                         
         ......................turns....                      
         .............................And comes roaring down at Murphy.


         INT. AH-1W COBRA HELICOPTER -- DAY

         Rackin leans out the open door, spraying machinegun fire.


         EXT. IRON MAN COURSE -- DAY

         Murphy dives to the ground as bullets spatter around him...  
         The chopper almost clips him.


         INT. AH-1W COBRA HELICOPTER -- DAY

         Delmar pulls back on the stick seconds before the skids would
         have hit the dirt.



                                                  (CONTINUED)
                                                                     84.


                               DELMAR
                   Almost got him.


         EXT. IRON MAN COURSE -- DAY

         When the chopper zooms away, Murphy gets to his feet and
         runs like hell for the end of the course.

         THE HELICOPTER turns around, ROARS after him.

         Murphy races for the next cover, the helicopter closes in.

         Machinegun fire spray around Murphy.  He dives for the wood
         fence, and it is turned into sawdust.

         Murphy pulls out his 9mm and waits for the helicopter to
         zoom close before firing a couple of shots at it.

         THE HELICOPTER zooms away, banks, and comes back for another
         attack.  Rackin ready with the machinegun.

         Murphy takes off running.                                       
         The chopper right behind him, roaring only a few feet behind.

         Murphy dives for the next piece of cover.


         INT. AH-1W COBRA HELICOPTER -- DAY

         Rackin blasts away at Murphy, shredding a couple of pop up
         targets.  But as soon as the helicopter gets close, Murphy
         opens fire with his hand gun.

         Bullets almost hitting Rackin.

                               RACKIN
                   Get up!  Get up!

         Delmar lifts the helicopter, zooming away.


         EXT. IRON MAN COURSE -- DAY

         When Murphy gets to his feet, the helicopter is on him again.

         Rackin fires at Murphy, bullets ricocheting off targets.

         Murphy runs across the course, the chopper in hot pursuit.

         Murphy takes a left, then a right.  Trying to lose the
         helicopter.  No luck.  It sticks to him like glue.



                                                  (CONTINUED)
                                                                     85.


         THE HELICOPTER zooms behind him, banking for left and right
         turns.  Rackin holding on, as he fires at Murphy.

         Murphy takes a right, sees another stone wall.                 
         He runs for it at top speed.

         THE HELICOPTER roars behind him... closing the gap.  At the
         stone wall, Murphy dives for the ground.

         When the helicopter zooms overhead (only inches away!) Murphy
         opens fire, aiming at the fuel tank.


         EXT. AH-1W COBRA HELICOPTER -- DAY

         Bullets pierce the fuel tank, spraying orange fuel.


         INT. AH-1W COBRA HELICOPTER -- DAY

                               DELMAR
                   We've been hit.  Losing fuel fast.

                               RACKIN
                   One more pass.

                               DELMAR
                   Gotta take her down.  Now!


         EXT. IRON MAN COURSE -- DAY

         Murphy watches as the helicopter zooms away, heading to a
         landing area near the motor pool.  Murphy pops to his feet
         and starts running to the General's Office.  Safety.


         EXT. PARADE GROUNDS -- DAY

         Marines get out of Murphy's way.  He looks like a mad man. 
         Cut up, beat up, bloody, carrying a gun.


         EXT. NEWHOUSE'S OFFICE -- DAY

         Murphy makes to Newhouse's office Building without being
         caught by Delmar or Rackin.

         He holsters his pistol, and scrambles inside before they
         catch him.
                                                                     86.


         INT. VEILLER'S OFFICE -- DAY

         Murphy slams the door behind him, looks at the creepy Lt.
         Veillers, who sits between him and the General.

                               MURPHY
                   I have to see General Newhouse.

                               VEILLERS
                   The General is busy...

                               MURPHY
                   It's about the shooting this morning.

         Veillers studies Murphy.

                               VEILLERS
                       (threatening)
                   I don't think you should bother him
                   with that.

                               MURPHY
                   I'm not leaving 'til I talk with him.

                               VEILLERS
                   Should I call the MPs?  Have you
                   arrested?

         Murphy starts to the General's Office, but Veillers blocks
         his way.  Trying to push him back to the exit.

                               VEILLERS
                   I won't let you talk with him.

                               MURPHY
                   Get out of my way.

                               VEILLERS
                   You don't know what you're doing...

                               MURPHY
                   I know you're Rackin's inside man,
                   Veillers.  But if you let me past I
                   won't squeal.

         Veillers pushes harder, fighting with Murphy.  Violent.

                               VEILLERS
                   You can't go in there.
                       (beat)
                   I won't let you past.

         Murphy takes out his gun and clubs Veillers.


                                                  (CONTINUED)
                                                                     87.


                               MURPHY
                   Thanks.  I'll find my own way in.

         Murphy steps over him and enters General Newhouse's Office.


         INT. NEWHOUSE'S OFFICE -- DAY

         Newhouse looks up at Murphy.

                               NEWHOUSE
                   What's this about?

                               MURPHY
                   Sir, I'd like to report some criminal
                   activity on the base.

                               NEWHOUSE
                   I don't have time for this bullshit,
                   Murphy.

                               MURPHY
                   Sir, I realize you don't like me, but
                   I believe this is a situation where
                   we'll benefit from working together.

                               NEWHOUSE
                   Why would I want to help the man who
                   killed my son?

         Murphy is compelled to tell the truth for the first time.

                               MURPHY
                   I didn't kill your son, sir.  I carried
                   him on my back for twelve miles after
                   you ordered the helicopter back.

         Newhouse shows shock and anger.

                               NEWHOUSE
                   What the hell are you saying?

                               MURPHY
                   He'd been shot twice.  Might have
                   lived with medical attention.

                               NEWHOUSE
                   You left him to die.

                               MURPHY
                   I carried him as long as I could.  He
                   was already dead when I finally laid
                   him down.


                                                  (CONTINUED)
                                                                     88.


         Murphy pulls out his dog tags, takes off Ted Newhouse's
         tarnished tag and hands it to Newhouse.

                               MURPHY
                   Now will you help me?  Will you listen
                   to me?

         Newhouse looks at the dog tag in his hand.  His son's.

                               MURPHY
                   There's an organized gang on the base.
                   Run by Gunnery Sergeant Marty Rackin. 
                   They're using equipment, weapons, and
                   supplies to take over the drug business
                   on the West Coast.

                               NEWHOUSE
                   Bullshit.

                               MURPHY
                   I went along on one of their Midnight
                   Raids.  Civilians were killed, sir.

                               NEWHOUSE
                   I can't believe this could happen
                   here.  The Marine Corps is based on a
                   chain of command.  Respect for superior
                   officers.  Following orders.
                       (beat)
                   How could one man disobey so many
                   orders that it came to this?

                               RACKIN
                   I don't know, sir.

         Rackin stands in the doorway, aiming his SAW at Murphy.

                               RACKIN
                   We gave him a chance, but he's just
                   not a good soldier.  Won't do what
                   he's told.

         Delmar enters and steps up to Murphy, nudging the back of
         his head with his pistol.

                               DELMAR
                   Drop it, jackass.

         Murphy drops his gun.

                               NEWHOUSE
                   Sergeant Delmar, make sure Corporal
                   Murphy is involved in a training
                   accident.  A fatal one.

                                                  (CONTINUED)
                                                                     89.


                               DELMAR
                   Yes, sir.

         Delmar nudges Murphy out the door.  To his death.

         Newhouse looks from the corroded dog tag up to Rackin.  His
         tone with Rackin is paternal, as if Rackin had been caught
         TPing the neighbor's house... not trying to kill Murphy.

                               NEWHOUSE
                   Marty, how could you let it go this
                   far?  It's completely out of control.

                               RACKIN
                   I'm sorry, sir.  I thought I could
                   trust him.  But he ended up being a
                   rat.  You know how much I hate rats.

                               NEWHOUSE
                   The base is on full alert.  Everyone
                   heard the shooting.
                       (beat)
                   There'll probably be an investigation.

                               RACKIN
                   You could say we were running a night
                   training exercise...

                               NEWHOUSE
                       (stern)
                   You should have come to me first.

         Rackin nods.  General Newhouse may want to punish him.

                               RACKIN
                   I'm sorry, sir.  It won't happen again.

         Newhouse nods, looks back down at the dog tag.


         EXT. WOODS NEAR CAMP -- DAY

         The Quigley Course.                                         
         Delmar prods Murphy out to the middle of the woods near the
         muddy ditch with the barrel of his gun.

                               DELMAR
                   This is a good place.

         Delmar presses the gun into the back of Murphy's head.

                               DELMAR
                   Hey.  Sorry it didn't work out.


                                                  (CONTINUED)
                                                                     90.


         Delmar's finger tightens on the trigger.

         BANG!                                                          
         Murphy ducks, spins and knocks the gun from Delmar's hand.

                               DELMAR
                   You son of a bitch.  Could have been
                   painless.  Could have been easy.  But
                   you want to do it the hard way.

         Murphy prepares to fight the brute.                              
         It's a battle of the titans.                               
         A true fight to the death.

         Delmar pulls out a HUGE jungle knife and attacks before Murphy
         can get to his own knife.

         DELMAR AND MURPHY fight hand to knife.                           
         The blade striking out again and again at Murphy.        
         Murphy evades it and lands a punch on Delmar's face.

                               DELMAR
                   This is kind of fun, isn't it?

         Delmar stabs down at Murphy's neck.                              
         Murphy has no choice but to GRAB THE KNIFE BLADE.

                               MURPHY
                   AGHHH!

         The blade cuts into his fingers and palm as Murphy pushes it
         away, then rolls away.  Delmar gets ready to strike again.

         SPINNING, Murphy kicks the knife out of Delmar's hands. 
         WHACK!

         THE KNIFE sticks into a nearby tree.

                               MURPHY
                   Now it's even.

         Delmar attacks, fighting Murphy hand to hand.  The two kick,
         parry, and thrust.  Feet and hands slamming into each other's
         chest with enough force to send them sprawling.

         Murphy hits the ground, rolls to his feet to attack.

         Delmar is ready, blocks the punch.                               
         He slams Murphy with his elbow.  HARD.

         Murphy almost goes down.

         SLAM!  SLAM!  SLAM!                                              
         Murphy lands three hits in a row, forcing Delmar backwards.

                                                  (CONTINUED)
                                                                     91.


         Delmar laughs it off and charges. He slams against Murphy,
         and both go hurling backwards to a tree.

         Delmar slams Murphy's head repeatedly against the tree.

         Murphy reaches up... fingers touching the knife.  He pulls
         it out of the tree and STABS at Delmar.

         Delmar lets go of Murphy and pulls the knife from his chest.

                               DELMAR
                   Not enough force.  You must have missed
                   the day we learned how to use a knife.

         He holds it up and SNAPS it in half, throwing the pieces
         away.  Then he charges Murphy again.

         Murphy steps away from the tree at the last moment, and Delmar
         SLAMS into it.  Falls to the ground.

                               MURPHY
                   You didn't miss the tree.

         Murphy moves in for the kill, but Delmar rolls away.

         Delmar rolls onto his feet, and gestures for Murphy to come
         forward and fight.

                               DELMAR
                   Ready to give up?  I'll kill you
                   quickly.  Put you out of our misery.

                               MURPHY
                   No thanks.

         Murphy moves in and they resume their fight.                    
         Kicking, chopping, hitting, flipping, rolling, and punching.

         Murphy continues landing hits, but Delmar won't go down.

         DELMAR AND MURPHY continue fighting around the Quigley Course,
         each one landing impressive hits on the other.

         But Delmar doesn't feel the hits like Murphy.  Murphy is
         taking a beating.

                               DELMAR
                   There's no way you can win.

                               MURPHY
                   If I give up, there's no way I win.

         Murphy lands three good hits in a row, sending Delmar back.


                                                  (CONTINUED)
                                                                     92.


         Delmar hits a tree, then bounces back to his feet.

                               DELMAR
                   It's been fun, but now it's over.

         Delmar gets ready to kill Murphy with a final attack.

         Murphy isn't sure he can take another full attack.

         WHAM!                                                            
         Delmar slams into Murphy and the two fight.                   
         Delmar keeps forcing Murphy towards the razor wire.       
         Murphy finds himself pushes back to the edge of the wire...
         Back hitting the barbs with no place else to go.

         Murphy takes hit after hit.  He finally spins, landing two
         good hits on Delmar that force the brute against the wire.

         Delmar gets tangled in the razor wire.  The more he tries to
         dig out of it, the more it digs into him.

                               MURPHY
                   You can't fight it and win.

         Delmar roars to his feet, dragging a few yards of coiled
         razor wire behind him, and CHARGES AT MURPHY!

         If Murphy gets tangles in the razor wire, it's over.

         Murphy goes for his gun... But the flap is snapped.  He
         scrambles backwards, trying to free his weapon.

         Trips over a log and goes down.

         Delmar The Razor Man rushes at him.

         Murphy fumbles with his gun.  Delmar getting closer.  He
         gets the gun out.  Gets it up.  Delmar ON TOP OF HIM.

         BANG!                                                         
         Blasts Delmar right off his feet.  The brute falls dead only
         inches away from tangling up Murphy.

         Murphy stops to take a breath.

         Delmar GRABS HIS LEG.  Start pulling himself closer!

         Murphy gives him a kick in the face, then scrambles away. 
         Delmar is too tangled to crawl, and dies.

         Murphy holsters his gun and runs.
                                                                     93.


         EXT. PARADE GROUNDS -- DAY

         Murphy runs across the Parade Grounds to the phone booth.


         INT. BASE PHONE BOOTH -- DAY

         Murphy gets to the phone, closes the door behind him.  Safe.
         He digs in his pocket for change.

         Nothing.

                               MURPHY
                   Shit.

         Picks up the phone and hits "0".

                               MURPHY
                   Operator, I'd like to make a collect
                   call to...

         The phone booth door pops open and a pair of MARINES grab
         him and yank him out.  One is the Gate Officer.


         EXT. BASE PHONE BOOTH -- DAY

         Murphy struggles with the Marines, but they control him.

                               MURPHY
                   What the hell....

                               OFFICER
                   The General wants to see you.

         The two Marines begin dragging Murphy to the General's Office. 
         Murphy struggles but can't get away.

                               MURPHY
                   Look, there's some kind of mistake.

                               OFFICER
                   You're Corporal Murphy.  That's who
                   the General wants to see.  No mistake.

         The other Marine takes his side arm and all of his weapons. 
         Disarming Murphy... except for the grenades on his vest.

                               MURPHY
                   I need to get off the base.

                               OFFICER
                   I have my orders.


                                                  (CONTINUED)
                                                                     94.


                               MURPHY
                   There are people trying to kill me.

         The Officer turns to the other Marine.

                               OFFICER
                   He's stewed now.  Can you believe it?

                               MURPHY
                   What are you talking about?

                               OFFICER
                   Come on.  They found the smack in
                   your bunk.  Along with some burglar
                   tools and paraphernalia.

         Closer to the General's Office.  Murphy HAS to get away.

                               MURPHY
                   Who is at the front gate.

                               OFFICER
                   I got a guy covering it for me.  So,
                   how long you been riding the horse?

                               MURPHY
                   See.  No track marks on my arms...

                               OFFICER
                   So you shoot up between your toes.

                               MURPHY
                   I'm not a junkie.

                               OFFICER
                   That's why we have Court Martial
                   proceedings.  So you can state your
                   case.  Give your evidence.
                       (beat)
                   Though that smack kit they found in
                   your bunk is going to...

         Murphy twists right, then left, knocking the two away.  He
         takes off running.  Racing across the base to the front gates.


         EXT. CAMP RICHARDS, SAN DIEGO -- DAY

         Murphy gets to the front gates, sees a Marine with his back
         turned in the Gate Officer's kiosk and pleads his case.





                                                  (CONTINUED)
                                                                     95.


                               MURPHY
                   This may not make any sense, but you
                   have to help me.  There are some
                   officers on the base who are trying
                   to kill me.  I have to get off the
                   base NOW.  I don't have any pass, but
                   if you'll call General Latimer at
                   Fort Lejuene, he can straighten this
                   all out.  Just let me out now...

         The Marine in the kiosk finally turns around: It's Rackin. 
         Rackin steps out of the kiosk.

                               RACKIN
                   So.  You're Latimer's snitch.  And I
                   thought you were my friend.  All of
                   that was bullshit, huh?

                               MURPHY
                   It's over, Marty.  Too much shooting. 
                   No way to cover it all up.

                               RACKIN
                   I'll find away.  I'm the magic man. 
                   It'll all disappear in the paperwork.
                   Just like you.

         Rackin pulls the M249 SAW machinegun from the counter behind
         him with a flourish.  Aims it at Murphy.

                               RACKIN
                   Say goodbye.

         Rackin's finger tightens on the trigger.

         Murphy tackles Rackin to the ground.                             
         The gun discharges but misses, tearing the kiosk to shreds.

                               RACKIN
                   You're good Murphy.  One of you is
                   worth as dozen Artie Hormans.

         A stream of hot brass hits Murphy in the face, burning him. 
         He screams in pain.

         THE TWO MEN STRUGGLE WITH THE GUN BETWEEN THEM.

         Rackin aims the gun at Murphy to fire again, but Murphy is
         on top of him before he can pull the trigger.

                               RACKIN
                   We would have made a great team.

         Murphy grabs the gun and twists it up into the air.

                                                  (CONTINUED)
                                                                     96.


                               RACKIN
                   But you're not much of a team player,
                   are you?

         The gun explodes between the two, sending a stream of hot
         lead inches between their faces.

                               RACKIN
                   Missed.  Wanna try again?

         Rackin pushes the gun barrel around until it's aimed at
         Murphy's face.  His finger starts to squeeze.

         Murphy pushes the barrel away from him.

         Rackin presses the hot gun barrel into Murphy's forehead.

         Murphy screams as the hot barrel burns his face.

                               RACKIN
                   Play as a team, we can win as a team. 
                   But you're too much of a loner.

         Murphy presses the barrel towards Rackin and presses Rackin's
         trigger finger.

         A STREAM OF GUNFIRE misses Rackin by a hair.  Rackin laughs
         and twists the gun back around to aim at Murphy.

                               RACKIN
                   You left the General's son to die. 
                   You know how much that hurt him?

         Murphy pushes up on the barrel.

         BLAM!

         Bullets and flames fill the space between the two as they
         continue struggling for control of the machinegun.       
         Each one pressing the barrel towards the other's face.

                               RACKIN
                   That man's like a father to me, Murphy. 
                   When they were going to Double D me,
                   he stood up for me.

         Murphy looks down the gun barrel and sees Rackin squeezing
         the trigger.  He KICKS up, hitting Rackin in the groin.

         When Rackin doubles over in pain, Murphy twists the gun around
         to aim at Rackin's chest and presses his trigger finger.

         Click!                                                   
         Out of shells.

                                                  (CONTINUED)
                                                                     97.


         Rackin lets go of the gun, laughs.

                               RACKIN
                   You want the gun, take it.

                               MURPHY
                   You take it.

         WHAM!  He slams the machinegun into Rackin's face.

         Rackin and Murphy wrestle to the ground, fighting hand to
         hand.  Rolling, gouging, head butting.  They end up at the
         gate, slamming against the chain link.

                               RACKIN
                   Hey!  What have we here?

         Rackin sticks his fingers through the pins on Murphy's
         grenades, pulls his hand away.

                               RACKIN
                   With these rings, I make thee dead.

         Rackin scrambles to the kiosk.

         Murphy looks down as the live grenades fall from his vest to
         the pavement.  He wipes his hand across them... rolling them
         across the drive to the kiosk.

         RACKIN sees the grenades rolling at him and tries scrambling
         away... but is trapped in the kiosk.

                               RACKIN
                   Noooooooooooo!

         Murphy dives behind a stone wall.

         THE KIOSK AND FRONT GATES EXPLODE!                               
         A huge fireball, raining debris down over Murphy.        
         Rocking the entire base with its concussion.

         Murphy gets to his feet, looks from the blasted open front
         gate (escape) to the General's Office across the base.

         Makes a decision.


         INT. NEWHOUSE'S OFFICE -- DAY

         Newhouse is looking at the dog tag in his hand, and a framed
         photo of TED on the desk.  Remembering the past, and past
         mistakes.  His gun is on his desk.

         All of Murphy's belongings are stacked by the door.

                                                  (CONTINUED)
                                                                     98.


                               MURPHY
                   Heard you wanted to see me.

         Newhouse looks up.

                               NEWHOUSE
                   Where's Martin?

                               MURPHY
                   Dead.  So're Delmar and Horman.  It's
                   over General.

                               NEWHOUSE
                   You couldn't let it go, could you?
                   First you kill my son...

                               MURPHY
                   I didn't kill Ted.  You did.


         INT. AH-1W COBRA HELICOPTER -- NIGHT

         Saudi Arabia. War.  The helicopter waits for Murphy and Ted.

         A voice on the Officer's radio.

                               VOICE (V.O.)
                   Cobra Zero Seven, what is your status?

                               OFFICER
                   Waiting at extraction point Alpha.

                               VOICE (V.O.)
                   What your hold up?

                               OFFICER
                   Gunnery Sergeant Murphy asked us to
                   wait five minutes for him.


         INT.  RADIO ROOM -- NIGHT

         The other side of the conversation, from a radio room set up
         in a tent a few miles from the enemy lines.  All we see is
         the radio, and several other Marines (including Veillers) in
         the background.  The "VOICE" is revealed at the scene's end.

                               VOICE
                   You take orders from Gunnery Sergeants,
                   Mr. Mainwarring?

                               OFFICER (V.O.)
                   No, sir, but he said...


                                                  (CONTINUED)
                                                                     99.


                               VOICE
                   I give the orders.

         We dolly around until we see the "VOICE"s face.

                               NEWHOUSE
                   Return to base immediately.

         General Newhouse lowers the mike.  Veillers tries to speak.

                               VEILLERS
                   Sir....

                               NEWHOUSE
                   There is a chain of command in this
                   service.  It is to be followed link
                   by link.  When I give an order, it is
                   to be carried out to the letter. 
                   Does everyone here understand that?

                               VEILLERS
                   Yes, sir.


         INT. NEWHOUSE'S OFFICE -- DAY

         Newhouse puts his hand on top of his gun, looks at Murphy.

                               NEWHOUSE
                   I loved the Corps so much that I gave
                   it my only son.

         He lifts the gun.                                        
         Murphy spots his stack of belongings by the door.          
         On top, his Beretta 9mm automatic.

                               NEWHOUSE
                   After Ted's death, I was depressed. 
                   Thought of killing myself.
                       (beat)
                   Then I was transferred here.

         Newhouse looks at his gun.

                               NEWHOUSE
                   Met Marty.  Took him under my wing. 
                   Thought I'd turn him into a Marine.

         The gun shifts towards Murphy.

                               NEWHOUSE
                   But he was wild.  Uncontrollable.

         Murphy inches towards his foot locker and gun.

                                                  (CONTINUED)
                                                                    100.


                               NEWHOUSE
                   Called himself the magic man.  He
                   even tricked me.  I covered up his
                   little messes.  Running whores on the
                   base.  Running drugs on the base.
                       (beat)
                   The man was like a son to me.

         Newhouse shifts the gun, aiming it at himself.

                               NEWHOUSE
                   It just got out of control.  There
                   was no way to stop Rackin's crazy
                   schemes without implicating myself.

                               MURPHY
                   When something is wrong, General, you
                   fix it.  No matter the price.

                               NEWHOUSE
                   It would have been the end of my
                   career.  The end of my life.

                               MURPHY
                   You should have court martialed Rackin
                   when you had the chance.  You should
                   have done what's right.  You're what's
                   wrong with this base, General.

         Murphy grabs the phone on Newhouse's desk and dials.

                               MURPHY
                   General Latimer, please.

         Newhouse drops his gun and hangs up the phone.

                               NEWHOUSE
                   I can't let you do that.

                               MURPHY
                   I don't see any other choice.

                               NEWHOUSE
                   I do.

         Newhouse grabs his gun off the desk, twists it around to aim
         at himself, ready to commit suicide.                    
         Then has a better idea:  Aims at Murphy and fires.

         Murphy dives for his gun, grabs it, rolls to his feet.

         Murphy and Newhouse square off for a second like gunfighters
         at high noon.  Aiming at each other.  Looking in each others
         eyes.  Waiting for the other to move first.

                                                  (CONTINUED)
                                                                    101.


         Newhouse and Murphy fire at the same time.

         BANG!  BANG!

         Murphy gets hit in the shoulder, goes down.

         Newhouse gets hit in the chest, slams back against the wall.

         As Newhouse lays dying on the floor his fingers reach for
         the dog tag on the floor a few feet away.                       
         Stretching.                                                    
         Getting closer.                                                
         Closer.                                                     
         Fingers almost touching the memory of his son.

         Then he dies, without ever touching it.

         Murphy staggers to his feet, just as the MPs and Veillers
         storm into the General's office.


         EXT. CAMP RICHARDS, SAN DIEGO -- DAY

         The exploded front gates.  Fires still burning.           
         The place is a war zone.


         INT. TV NEWS COVERAGE -- DAY

         Shots of the destruction at the base on CNN News.

                               REPORTER
                   Four men were killed in a daring
                   terrorist attack on a United States
                   Marine Base.  These are not the first
                   Marines to die at the hands of
                   Terrorists.  In October of 1983, two
                   hundred and thirty seven Marines were
                   killed in Beirut as the result of a
                   terrorist bombing.  More recently...

         THE TV STATION CLICKS TO ANOTHER CHANNEL: Same news.       
         We see the PRESIDENT in the Rose Garden (stock footage?).

                               REPORTER #2
                   In a special memorial ceremony today
                   in the White House Rose Garden, the
                   President awarded medals to the brave
                   Marines killed in the terrorist attack
                   against Camp Richards in San Diego.
                       (beat)
                   The Congressional Medal Of Honor was
                   awarded to Corporal Arthur Horman of
                   Key Largo, Florida...

                                                  (CONTINUED)
                                                                    102.


         A photo of Artie Horman, as the medal is layed on top.

                               REPORTER #2
                   Sergeant David Delmar, of Phoenix
                   City, Arizona...

         Photo of Delmar as the medal is layed on top.

                               REPORTER #2
                   Gunnery Sergeant Martin L. Rackin of
                   Detroit, Michigan...

         Photo of Rackin as the medal is layed on top.

                               REPORTER #2
                   And a special Medal Of Honor to General
                   Anthony Newhouse.

         The last medal is placed on Newhouse's photo.


         INT. JAIL CELL -- DAY

         Murphy turns away from the cell's TV set and yells at the
         GUARD outside.

                               MURPHY
                   Hey!  Can you turn this damned TV
                   off?

         The TV screen goes dark, and Murphy sits on his bunk, looking
         through the bars, waiting for his court martial.

                               THE END.


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