The Dirty Dozen (1967)

**The Dirty Dozen** is a 1967 war film directed by Robert Aldrich released by MGM. and starring Lee Marvin. The picture was filmed in England and features an ensemble supporting cast including Ernest Borgnine, Richard Jaeckle, Charles Bronson, Jim Brown, John Cassavetes, Telly Savalas, Robert Webber, and Donald Sutherland, the film is based on E.M Nathanson's novel of the same name that was inspired by a real life group called the Filthy Thirteen, In 2001 this film instituted place the film number 65 of their 100 years... 100 Thrills list.

## Story

The story begins at Marston-Tyne Military Prison in the US Army's European theater of Operations where numerous military prisoners who have been convicted of rape, murder and other violent crimes have been sent to execute their sentences; ranging from death by hanging, 20-30-40 or more years hard labor or imprisonment or other such crimes or sentences. A Willy's Army Jeep arrives at the prison, containing Major Reisman, but in the prison, numerous prisoners are in an uproar over Private Arthur James Gardner (George Roubicek) who is sentenced to death by hanging. Major John Reisman (Lee Marvin) is present at the hanging along with what is presumably Gardner's former commanding officer, the resident chaplain with a prison Sergeant attached as the executioner. Gardner is placed with a black canvas bag over his head as he is put in the noose. Gardner is read his charge of murder, his case being appealed three times and the result of the court martial being the same, guilty, with the same sentence; death by hanging. While a military chaplain is praying for his forgiveness and ascendance to heaven (Hail Mary's), Gardner is repentant and continually says that he is sorry; noticeably distressed. After being given the signal, the sergeant executioner pulls the lever and Gardner is hung; breathing his last. As Reisman leaves, prisoners spitefully shout "Enjoy the show Major?" as if they thought Reisman enjoyed it.

Meanwhile in US Army Headquarters in London, as Allied forces are preparing for the D-Day invasion, he meets his friend Major Max Armbruster (George Kennedy). Armbruster informs Reisman about his performance review in Italy being a serious topic to be discussed today; Reminding him that he has to cooperate for the next assignment he is being put on. Maj. Armbruster then takes Reisman to see Major General Sam Worden (Ernest Borgnine) and also the OSS Liaison Officer (and Worden's Adjutant) Brigadier General James Denton. As Reisman goes into the meeting, he sees his former commanding officer from Italy; Colonel Everett Dasher Breed (Robert Ryan) waiting outside. When the pair of Majors salute Worden, Denton and then sit down, Worden asks what Reisman thought about the hanging of Gardner. Originally Reisman thinks it is efficient, but he is not an expert. Clarifying, Worden wants Reisman's personal feelings on the matter so Reisman explains that it wasn't the nicest way to spend his evening, hoping Gardner was aware of the fact that he was an object of the "exercise" shown to him. Worden goes on to explain about Reisman's colorful service record which has been a lot of transfers, "fireworks" (including bad attitudes and loose cannon actions during the Italy campaign) commenting that it is very short on discipline. Reisman doesn't agree, because he is hinting that Breed authored the majority of his reviews and black marks on his service record. Worden however, casually dismisses Reisman's opinion and said that the war is not about his private gratification as claimed in the reviews from Breed. It so happens, that Reisman was waiting on a transfer for two months, but Worden has found an assignment for Reisman despite Worden's distaste for behind the lines work (He believes a soldier should wear the uniform and kill the enemy, not going behind enemy lines for sabotage and subterfuge). Reisman asks if he is being offered this assignment or if he is being volunteered and Worden says Reisman is volunteering. General Denton goes on to read the contents of the Top Secret "Project Amnesty" which is *"To Select 12 Prisoners sentenced to death, imprisonment or hard labor for murder, rape, robbery or other violent crimes for a temporary amnesty from their sentence to participate in this project. The prisoners are to be trained with as much behind-the-lines operations knowledge as they can in a brief, but unspecified period of time. They are then delivered secretly to Target Overleaf in France by parachute to attack and destroy the target and all officers in sight prior to Operation Overlord."* Reisman thinks the orders stink, and that someone up in the ranks above them has got to be a raving lunatic. Worden and Denton chew Reisman out and say that he was allowed to ask questions about the operation, but not to critique the officers in charge of the administration, conception, or planning of the operation. Reisman clears up his position, meaning no disrespect, and the generals continue. Although Project Amnesty was explained as a temporary reprieve, Major Armbruster and Major Reisman say that under the Visiting Forces Act, Worden can overrule the sentences of a general court martial and therefore overturn the sentence for the prisoners' service in Reisman's unit in order to better convince the dozen prisoners to willfully serve with much better morale than if it was a temporary amnesty. Initially the condition for commuting the sentence was pitched by the Generals as a vague description of "if people in the unit distinguished themselves," but Reisman was able to negotiate for the condition that if any prisoner survived the raid they would have their sentence overturned and then be returned to their former unit at their former ranks; however with the stipulation that the opposite would be applied with equal force. Any breach of security, any escape, any problems otherwise and all 12 of the prisoners will be shipped back to the prison for immediate execution of sentence. Denton explains, after Reisman asks for the Target Overleaf's description, that the target is a German controlled French Chateau near Rennes in Brittany; being used as a rest center for general staff officers and for important war-related conferences. It will be Reisman and the dozen military convicts' jobs to parachute into that zone and to kill as many officers as they can prior to D-Day in order to decapitate the German Chain of Command and put the German Army in disarray during the US Invasion of Normandy. Reisman also asks if Col. Breed is part of the Operation. The generals ask why he asks this question to which Reisman said that if Breed is involved he would "be very unhappy." The Generals chew Reisman out over this and say that Breed is his superior officer and he should give him the upmost respect at all times; asking if their explanation is clear to which Reisman barks "Yes Sir". The generals elaborate further; saying that although Breed doesn't know about this operation, he is going to be put in charge of the Parachute training school where a portion of the Dozen's training will be carried out.

The next we see Reisman he is being driven to the prison. When he dismounts from the jeep in the exercise yard, he sees the prisoners as he gives his request orders to MP Sergeant Clyde Bowren (Richard Jaeckle). As the prisoners watch, Reisman is introduced to Bowren, and Reisman orders all of the 12 prisoners to fall in via Bowren. The fall in was disorganized, not efficient and also with such low morale, they could be forgotten to be called soldiers as the MPs had to put them in a line forcibly. MP Sergeant Bowren explains the dossiers of each of the prisoners starting with, Victor R. Franko (John Cassavetes) sentenced to death by hanging, Milo Vladek (Tom Busby) was sentenced to Thirty years' hard labor, Robert T. Jefferson. (Jim Brown) condemned to death by hanging, Vernon L. Pinkley (Donald Sutherland) sentenced to Thirty years' imprisonment as a slow-witted homosexual, Glenn S. Gilpin (Ben Carruthers) sentenced to Thirty years' hard labor, Samson Posey (Clint Walker) sentenced to death by hanging, Joseph T. Wladislaw (Charles Bronson) sentenced to Death by Hanging, Seth K. Sawyer (Colin Maitland) was sentenced to Twenty years' hard labor, Roscoe Lever (Stuart Cooper) who was sentenced to Twenty years' imprisonment, Tassos. R. Bravos. (Al Mancini) sentenced to Twenty years hard labor, Pedro Jiminez (Trini Lopez) sentenced to Twenty years imprisonment and the last member Archer. J. Maggott (Telly Savalas) sentenced to death by hanging. After that Reisman orders Bowren to get them into a line according to height, which they are ordered to do with difficulty. Then Major Reisman has Bowren count them off, Posey, as one, Pinkley as two, Jefferson as three, Gilpin as four, Lever as five, Vladek as six, Sawyer as seven, Maggott as eight, Wladislaw as Nine, Jiminez as ten, Franko as eleven, and Bravos as twelfth. Reisman gets Bowren to give them orders to drill: Right face, Forward March, Halt, About Face, Forward March, Halt, Right Face and ending with At Ease. Almost all of them follow the commands, but Franko refused to execute his orders due to his dislike for authority. The men return back to Franko and after being told at ease, Bowren chews Franko out and angrily claims he might not even understand English with his lack of following orders; to which Franko grins. When Reisman asks what is wrong with Franko (which the major at this time refers to him as number 11), he claims he has a pain to trick the Major as he doesn't like Reisman, however as everyone laughs because of him being the resident unit clown, Reisman knows that Franko is faking it to getting out of military drill. As Reisman asks his name, he jokes again saying his name is eleven, but Bowren tells the Major that he is Franko. Reisman calls Franko over and threatens him that either he marches or the Major beats his brains out. When the major turns to return to the line, Franko jumps the Major from behind, but the Major anticipates this and has him on the ground and beats him up all black and blue with his boots on his jaw. The Major asks Bowren's opinion on the altercation to which Bowren said the Major was attacked by Franko and saw he had to defend himself. Franko was then taken back to his cell. With him gone, the rest of the Prisoners were able to drill more enthusiastically now; with a much more successful repeat of the previous close order drill.

Later On, each prisoner is visited for interview with Reisman. First on the list is Franko. Reisman is flanked by Bowren and Military Police Corporal Carl Morgan (Robert Phillips). Franko is unimpressed to see Reisman whom hit his jaw multiple times with his boot. Reisman asks why he didn’t drill like the rest and Franko replies that condemned men don’t have to drill and that he knows the rules. Reisman also says that if he is going to have to act tough then he should take care of himself. As soon as Franko asks if his jaw and his pain bother the Major, the Major mentions about his crime and comments that he was once a henchman of the Chicago Mob. This interests Franko and he elaborates that as soon as he arrived in London, he struck and killed an old man for money (conjecture: either to go whoring or to desert the army to return to the mob). The Major wanted Franko to admit how much money he got from that man and Franko claimed he had enough, but the Major said from his dossier that Franko had gotten 2 pounds and ten shillings (almost ten dollars) from the old man, however Franko still doesn't trust the Major. The Major explains that he has been given a little weight around here and that by going with him, Franko could be let off the hook. Franko laughs because he says Major Reisman isn't a General and only a General could grant his reprieve from execution. Reisman tells Franko to not be stupid and plainly offers him the choice to join his team for behind the lines work, and adding there isn't a beating he wouldn't take, in exchange for staying his execution. Franko almost declines, but when the Major said that his sentence could be commuted; he signed up. Before he leaves, the Major reminds Franko that one slip up; just once, and he will find himself at the end of a rope. Franko screams "You think I wanna die" as Reisman leaves and he is locked back into his cell as he starts laughing.

Later he visits Wladislaw and the Major is interested by his speaking German. Wladislaw explains that he and his old man were coal miners in Silesia; meaning if he didn't speak German then he didn't get to dig coal and if he didn't dig coal then he didn't eat. It was a tough life in those days for his old man, as Wladislaw reminisces. His crime involved his dislike to officers despite being promoted to being one “for only three measly days.” Wladislaw explains that he was under the most murderous crossfire he'd ever seen, half of his men bleeding to death, and the medic got crazed and was about to abandon his unit by going over the hill. Wladislaw surmised that the only choice was to shoot him to save the lives of his men. The resulting panel of judges on the court-martial didn't agree and so he was sentenced to death by hanging. Reisman said that there was one flaw in his logic. Wladislaw asked Reisman to elaborate and Reisman replies that nobody should have been around to see it and he would have been scot free; assuring Wladislaw that everyone makes mistakes from time to time.

Next Reisman visits Maggott who is an insane religious maniac and convicted of raping and killing a woman. Meanwhile, in another part of the prison, Morgan says to Jefferson if he would behave, he might be able to eat with the "white folks" tonight, but Jefferson scares off Morgan with a Gorilla growl. Maggott hears the commotion and he laughs maniacally, Reisman appears to be impressed over Maggott; thinking he is laughing in the face of death. Maggott swears he will never be hanged as he claims to never have raped the "evil slut" (the woman he killed) or violated any other creatures. He then talks trash about how the Lord gave him that woman and told him to chastise her. Reisman puts it together and asks if the Lord told him to beat her to death. Maggott affirms this and says he does what he is called on to do. He claims that he was in a state of grace, and the woman tainted his soul and the Lord told him to take revenge. Reisman however asks him if he is aware of a quotation from the Bible that was mentioned as, *"Vengance is mine. I will repay, sayeth the Lord. Paul's Letter to the Romans, Chapter 12."* as Maggot finishes Reisman's sentence and he chuckles evilly about it. Reisman asks if it means the same to him as Reisman thinks it means: that punishment of the transgressors should be left to God's hands. Maggott affirms that this is exactly what it means, but says as well that the quotation doesn't say who is the instrument of God's vengeance on earth is. Maggott proceeds to claim he is this instrument; reiterating that he only does what he is called upon to do. Reisman reassures to Maggott he might not hang after all and that maybe he will be destined for higher things. He ends his visit by saying "Besides, Us Southern Boys ought to stick together." Maggott isn't sure if he could trust the Major, but maybe he could be redeemed if he were to die a soldier instead of a prisoner.

Reisman next visits Posey, as Posey states he never meant to kill his fellow soldier. Posey is a nice and gentle man, but gets enraged when pushed. Reisman, initially puzzled by the disconnect of how pushing could push Posey to Murder, but then Reisman pieces together that he was hazed and that caused Posey a lot of grief. As such, Reisman understands Posey's actions were a fit of retaliatory rage. Reisman then says that if Posey does as he says perhaps he won't be hanged. If he stayed, he might not be hanged, but the family of the victim could have him killed some other way prior to his hanging. Reisman reassures Posey that his folks would be happier if he dies like a solider rather than a convict. Posey agrees to trust the Major and the Major makes his way out of the cell. Meanwhile, outside the cell, MP Corporal Morgan is talking to a friend, a young military police private, about how babysitting the Major who is talking with prisoners is boring, however Bowren says that if Morgan has nothing to do, Bowren will find something for him to do, and he is ordered with the private to go back on guard duty.

Reisman then visits an African-American named Jefferson. He initially is not in the mood to talk to him, but is eventually convinced to share his story. Apparently a white man tried to castrate Jefferson, so he fought back and defended himself rightfully under US Civilian Law that ended in the white man being beaten to death. However, the court-martial thought differently as the panel was all white and had the feeling that blacks didn't have civil rights or should be able to fight back and so he was sentenced to Death by hanging. Whereas Reisman thinks it is both Jefferson's and Reisman's war against the Nazi's who historically didn't look kindly on those of African descent, Jefferson still thinks the environment he is in is reminiscent of the Civil War and thus tells the Major that the war is Reisman's not his due to his own struggle to have his race be recognized as equals. Reisman points out the fact that the Krauts are the real enemy not the whites, since Hitler hated Blacks, Jews, Gypsies, and people with disabilities as well. Jefferson admires Reisman by pointing out that fact and says that he is a nice white man, as Reisman offers him an alternative to fight for himself (if he wants) for the stay of execution in exchange. Also Reisman reminds him that by March 25th he has a date with the hangman; six days from now.

Before he carries on to the physical training room where the rest of the prisoners of his new unit have already gathered, Jiminez in his cell feels happy to see Major Reisman and admires him, despite not telling him much about his crime or his past. However he is concerned that they don't allow him to have strings for his guitar. When Reisman leaves, he asks Bowren if he ever lost a man that hung himself with a guitar string. Bowren responds that he never did and was not about to. Reisman says that if Jiminez makes the trip to his unit to ensure that he gets the strings for his guitar.

Meanwhile in the training room, Wladislaw is beating a punching bag. The major enters and everyone is called to attention, Wladislaw briefly pauses and then does another big punch at the bag before complying. The Major then orders the guards to get out and also for everyone to be seated. Reisman speaks to the twelve men that they have volunteered for a mission that gives them three ways to go, foul up in training which will get them all shipped back for execution of sentence, or foul up in combat in which they will lose their life, or do as they're told in which case they may survive and have their sentences commuted. Reisman explains that the two major rules is no escape and no talking to anyone outside the unit about the operation they are participating in. There will be no excuses or appeal; any breach of any of the above conditions by any one of them and all 12 will be shipped back to prison for immediate execution of sentence. Reisman concludes that they are now dependent upon each other. He asks anyone if they're any questions and Maggott asks if he has to eat with Jefferson, saying it as "Do we have to eat with N----rs" (The more Derogatory term to Negro - the historical term of a Black/Colored person which is now highly racist). This starts a fight between Maggott and Jefferson, as Reisman leaves the room and in a few words tells Bowren that Jefferson and Maggott are talking it out and to not interfere.

As the prisoners and a few MP guards from the prison prepare to leave in a convoy of Jeeps and Trucks, Reisman asked how Bowren think it will go. Initially his response is "fine," but Reisman asks what Bowren really thinks. After a short pause, Bowren explains that he thinks the first chance one of the prisoners gets, Reisman will be shot in the head. They then set out in a convoy, Reisman rides with Jefferson and a guard, Bowren with Franko. As the convoy goes into the area where their base is to be constructed, Reisman gets his men to fall in and all twelve fall in. Reisman tells the men it will be the new home until further notice, and will be built by them and the construction won't interfere with their training, as they sooner they get it up and they would be sleeping out of the rain, he places Sergeant Bowren and also Posey second in charge with the construction. While as Pinkley and Bravos are boring out a hole to put a fence pole in the ground, Posey arrives, to give them a shovel to dig the fence pole for the ground, work commences on the site, and while placing the first wall in, Pinkley dumbly fiddles with a hammer and nail as Posey is holding it, Bravos is sawing with Posey giving a hand, while installing the fence in, Lever on top and Posey on the bottom gets some of the wire fence installed. In one incident Pinkley is painting but paints over Bravos's hand. The dozen get the watch tower in place, the fence finished, Franko however using wire cutters while making the fence. He sneaks his wire cutters in his jacket. While filling up the water tank in one of the barracks, they are so slow a member commented that if this place would be on fire it'd burn to the ground. Another incident happens as Maggott bangs a barracks door at the ladder with Pinkley on it. Pinkley exclaims, "Hey, Maggott, what are you? German?" being angry as he nearly loses his grip to stay on that ladder. Reisman later gets Bowren to order the twelve prisoners to fall in; as Reisman says this progress it is all for the day. Franko complains that how the officers have all comforts of home in terms of their barracks and the twelve didn't. Reisman calmly explains that the prisoners are not ready to occupy that hut with the degree of comfort that they would like. The prisoners are dismissed for chow time.

Later during the training course, Bravos teases and upsets people on failing to throw a grappling hook; even Franko as well when trying to climb up a flag post as part of his training. Later into the night they are listening to news, however though Franko orders Pinkley to get him a cup of coffee, as everyone gets to sleep. Franko has a word with Pinkley, sweet talking that he is very intelligent. Pinkley asks if Franko likes it here, he says "No." Pinkley asks if Franko is staying and Franko response that he has nowhere else to go to put Pinkley in a false sense of security. Bravos asks Wladislaw about what the song in German is about. Wladislaw explains the song is about a very lonely girl who is sick and tired of war and being left alone. Maggott hiding under his blankets and pillow tells Wladislaw to keep the singing slut quiet, since he hates women and whores. Bowren comes in and tells them off that it is sleep time and to get rest because they are going to need it. Franko under his breath says they're creeps and he starts to execute a foolish plan to escape by starting to leave the hut. Pinkley asks where he is going and Franko lies and says to the can (bathroom). Pinkley asks if he should go with him, but Franko leaves; brushing him off. Jefferson and Wladislaw pursue Franko in an attempt to stop him from escaping. In the hut, Bravos wakes Posey and tells him that they're going after Franko who is attempting to escape. At the fence, as Franko is attempting to escape by cutting through the fence with his smuggled wire cutters, Jefferson and Wladislaw sneak up on Franko and knock the cutters out of Franko's hands. Wladislaw says Franko would get everyone hung. Franko with his trash talk says he doesn't believe Reisman. Wladislaw and Jefferson ask how Franko could betray such a team that was being nice to him and when Franko is not dissuaded from continuing to try to escape, Wladislaw and Jefferson beat up Franko some more. Franko trash talks and asks if it is Uncle Tom week, saying if they all escape together they are home free. He gets the bolt cutters and tries to cut again; only for the cutters to be unceremoniously slapped out of his hands by Wladislaw. Franko however states in his anger due to hatred against Reisman "If we go on that mission, we all get killed. That's what they want!" however Wladislaw slaps his face. Then as Franko attempts to flee to find another way out of the camp, is stopped by Posey, who blocks his way and Jefferson beats him in the stomach, making Franko crumple to the ground. Reisman who witnessed the whole thing understands; Posey and Jefferson return Franko to his quarters, as Reisman asks Wladislaw if Franko slipped on a bar of soap, as Wladislaw agrees to that story.

The next morning Jiminez becomes stuck and thinks he cannot make it to the top of the rope, due to his fear of heights. Reisman orders Jiminez to get up there. Eventually, getting tired of it, Reisman shoots the rope with Bowren's M3 'Grease Gun'. This causes, Jiminez to scramble to the top and make it. Reisman patronizes Jiminez with “So You Thought you can’t make it huh?” and continues by saying says that if Jiminez continues claiming he couldn't make it he just feeds his fear of heights. Reisman orders Posey to get another rope. Franko, still a bit pissed off about having to learn how to climb the rope, claims that Jiminez was the only one supposed to get on top of that chateau. Reisman states that if Jiminez is killed before gets to the top of that chateau, Franko is the next person that will be doing it. The next subject in training is with a combat knife. Reisman asks which person would like to stick the knife in the major. Franko volunteers openly readily to do so because of his dislike over the Major, but the Major claims Franko will get his chance. Instead Reisman chooses Posey; who is afraid to kill his Commanding Officer, especially after the Major removes the scabbard. Posey doesn't like using a knife because he beat a man to death because he got pushed, however the Major taunts Posey by using the knowledge of Posey's past against him as the Major pushes him into a corner with more aggravated pushes. This forces everyone on the sidelines to watch and some egging on Posey to stick the Major. Posey gets enraged and is about to stick the Major with the knife, but the Major gets him onto the ground fast. After Posey calms down, the major helps him up and pretends to stick Posey to show he isn't a threat and what Reisman was trying to do was react if an enemy ever attacked him from an unexpected direction. Reisman also says that Posey needs to take better care of his temper someday, as Captain Stuart Kinder; (Ralph Meeker) Reisman's Liaison officer and base psychiatrist/social worker says he's ready to see some of the Dozen. As Posey goes to see Kinder, Reisman chooses another volunteer,

After Posey, Maggott is next to see Kinder, while Reisman explains to Bowren they're doing very well in this training. Maggott tells Kinder about his insight into women, and that he does what is called upon to do. Kinder asks him “if women are his special providence, then why do you despise Major Reisman so much.” Maggott explains to Kinder, that he has eleven evil men out that were about to be punished for their wickedness as Major Reisman he just snatched them up from the pit, and he cheated the master of his vengeance. Kinder asks him if that is what God wants, to punish these men, and tells him he will do it himself and kill Reisman too. Later on that night, Kinder has a chat with Reisman and explains that the other members are the most twisted anti-social bunch of psychopathic deformities he's seen. He says that the most dangerous of them is Maggott. Otherwise it is a religious maniac, one malignant dwarf and two near-idiots. The one thing they share is a built-in resentment against any kind of authority; as such the twelve should function as a team, and have one at a time guard duty will help. Kinder wants to find and weed out of the real morons including Maggott. However Reisman explains he never picked them, the army did, and so even Maggott has to stay with them.

The next morning Franko and Bravos are playing throw the opponent to the ground in training.  Bravos unfortunately doesn't agree with Franko’s style of instruction, but is forced to continue being thrown to the ground. As Reisman tells Franko to be careful or that he would or end up in wheelchair, Franko claims Bravos is not falling properly. Posey tells Franko that he shouldn't be too rough with Bravos, coming to Bravos’s defense and Franko walks away. Later On, Wladislaw is in the room with Kinder, and does not understand the tests he is going through with him. One of them involved that Kinder is going to say one word and Wladislaw come back at him with another. As Kinder says "Weapon", Wladislaw says, "Baseball", to "Knife", Wladislaw says, "Dodgers" and, to "Officer" as Wladislaw says, "Pitcher." Kinder asks if Wladislaw is thinking about just one thing, Kinder advises Wladislaw to concentrate on the words and say the first thing that pops into his head. Kinder tries again with the word "Food" as Wladislaw says, "Cincinnati" and to "Comfort", Wladislaw says "Chicago." Kinder gives up, as Wladislaw doesn't get the point of the exercise.

The next morning as everyone is doing shaving outside, after Corporal Morgan gives them cold water, Franko gets angry and loses his temper against Bowren and his Military Police and demands to shave in hot water as the officers got to shave in hot water. The rest of the dozen get the drift and join in the small revolt. Reisman and Kinder go to see what the problem is, and the Dozen are fallen in. Reisman asks "what is it" about refusing to shave, as Franko breaks silence saying "we," rather than "I," don’t want to shave in cold water. Reisman says all those that refuse to shave are to take a step forward. All of the dozen join Franko and thus Reisman orders that there will be "No further issue of shaving equipment, or the use of soap, and no more hot meals, just K. rations. courtesy of Mr. Franko." Reisman said they might have something god come out of this, but Kinder says the navy would call it "mutiny" and that they are working individually as 12 rugged individualists. Reisman said that because Franko said “we” rather than “I” and all of them together refused to shave, they have drawn each other together and acted as one unit for the first time; contrary to Kinder's Assessment. Meanwhile as Bowren talks to the Dozen, he coins their unit's nickname for the first time; the Dirty Dozen. He said that if the dozen has no complaints they can start training some more right now.

A few weeks later, Reisman tells them they are still the dirtiest soldiers ever and that they are getting filthier every day, yet their training is close to being over. They are instructed that they will be training to parachute and they will learn it quick. They are also told it will be done on a regular Army Base so they are reminded to not talk to anyone about who they are or what their mission is for secrecy purposes and to be on their best behavior. Also due to the nature of the mission they are not to be wearing dog tags. Reisman concludes with "one slip from any one of you and the deal is off; and you know what that means right?" The dozen respond with the affirmative and they are soon given hot chow. Reisman and Kinder talk about how they are going to get on the base to train his men and Kinder tells him that Colonel Breed won't like the secrecy and will want to know what's going on. Pinkley asks Franko what the chow is, but Franko comically says he's stepped in it a couple of times, but never ate it. Reisman says Col. Breed was to be informed, from the highest echelon of US Army Command that Cpt. Kinder could find, that "A Group under which he will have no Authority will be arriving on Tuesday. Identity of the Men are Secret." It is also evident that command told him to expect a general to visit along with the men for a possible inspection of his troops.

Later on Tuesday, Col. Breed asked his adjutant what the name of the general was, however command told him that "there is no more information available other than what was in the initial order." He asked if it might be General Denton, but one of his adjutants replied that Denton's extension was busy and now he's not there. Since he was expecting a general, he has his number 1 ranked platoon on the base ready for inspection and a full military band playing a medley of US Military Marches, Starting with the "National Emblem March" and others while finally ending with "Semper Fidelis." When Breed comes out just to take some air, the Bandmaster of the Military Band starts playing and the leader of the platoon calls the platoon to attention to start their drills to impress the incoming general. Col. Breed motions for them to stop, teeth clenched, mouthing "Not Now." At that point Breed returns inside the communications hut as the band stops and the platoon returns to parade rest. He checks again with the telephone operators concerning the arriving party of soldiers and the supposed general, but he gets nothing. He goes out for the second time and the band starts along with the platoon going back to attention. Breed now getting frustrated almost fully barks "Not Now!" and returns inside the hut with the band stopping a second time and the platoon returning to parade rest. When the Checkpoint MP informs Col. Breed that Maj. Reisman's Unit has arrived at the base he finally comes out and expects the band to play and the soldiers to go to attention, however they don't and so Col. Breed has to motion to the Band to start playing saying "Now… Now!" The Band starts playing as Reisman and his dirty dozen enter the base where Col. Breed is waiting for him. After Reisman presents a crisp salute and greeting to Col. Breed, Breed asks where the general is. Maj. Reisman, thinking on his feet, states that the general is in the truck and traveling incognito. Breed asks if the "general" cares to inspect his top platoon and Reisman replies he will have to check to see if he's willing to do that. Reisman goes to the back of the truck and asks who wants to be a general and selects Pinkley to be the general. He asks what kind and Reisman responds "Just a plain old home loving American general." Pinkley retorts with "I'd rather be a civilian sir." He later asks what he has to do and Reisman explains "Just walk slow, look dumb and act stupid; up one rank, down the other and straight back to the truck." Reisman then has his unit dismount the truck and fall in. As the men come out of the truck, Breed is looking suspiciously at Reisman's dirty dozen. Breed salutes Pinkley (the assumed general) crisply, who flanks Maj. Reisman, but Pinkley returns it in about a half gesture. While he thinks nobody's looking, Pinkley turns his head and sticks out his tongue at his unit which causes a volley of laughter from the unit which furthers Breed's suspicions that something might be too good to be true. After Pinkley, the "general," was told that the platoon is ready for inspection he nods and goes down the first rank stopping briefly after rounding to the second rank to say that they are very pretty, but asks if they can fight to which Breed curtly responds "Yes sir." to which "General" Pinkley hopes Breed is right. Next "General" Pinkley stops at the second rank and asks where the soldier in front of him is from and the soldier responds courteously that he is from Madison City, Missouri (a fairly common town outside of the City of Colombia), but Pinkley claims he has never heard of it. He then says that the Major and him have some work to do and thanks Col. Breed. While this is going on Reisman's whole unit starts bursting out in open laughter which causes Breed's face to immediately sour; almost confirming he had been duped by Reisman. As the MPs in Reisman's unit try to get the men to hold it down while the music is still playing, Col. Breed tries to stop the music from the Military Band, but it continues to his dismay. Reisman under his breath furiously chastises Pinkley saying "If you ever pull a stunt like that again I'm going to blow your brains out." Pinkley, still caught up in his fantasy of being a general initially starts to say something, but his face immediately sours and he shuts up. Reisman's unit is ordered to fall out into two columns and march past Col. Breed with their heads facing his direction. As Reisman passes Breed, he is called over by a barking order from Breed. Breed says to Reisman, sounding very frustrated, "Some may consider you to be a First Class Officer, but as far as I'm concerned you are a Disorganized, Undisciplined Clown. And I'm going to make it my business to run you right out of this army." Reisman fires back with a riposte "I owe you an Apology Colonel. I always thought you were a cold, unimaginative, tight-lipped officer, but you're really quite emotional, aren't you." As Reisman rejoins his Dirty Dozen for parachute training, Breed calls over two of his men, Staff Sergeants Clayton and Blake to order them to try and find out what is going on with Reisman's unit. They end up finding a member of Reisman's unit, Wladislaw, in the Latrine after the first lesson of parachute training and try to get him to talk about who he is and what outfit he belongs to, resorting to physical force after finding out that Wladislaw has no Dog Tags. Not only does this man resist, but others from his unit beat up Breed's men, further humiliating him. As Bowren sees what happened as the men come out of the Latrine, he asks where they have been but Jefferson tells him Wladislaw slipped on a bar of soap, but Pinkley however says it is miserable, as Jefferson explains to the others about him and why they attacked Wladislaw, they asked if Wladislaw told them anything and he response by saying "Are you Kidding." Franko suggests he would rather trust Adolf Hitler instead and not Reisman, as Reisman orders them to move out which they do so. Later in the sky on a Douglas DC-3, Bowren looks over at the Dozen, a man however tells them to get ready for their action stations, as the light changes from red to green, he orders them to go parachute, Reisman jumps first followed by Maggott, then by Posey, Jefferson, and Bravos, as well and as the rest of the Dozen jump. Breed, despite passing Reisman's unit in parachute training, files a formal report about the ability of Reisman's men as soldiers along with their behavior at the school.

Later back at their compound, Jiminez is singing with his guitar and however making music, but Maggott is placed under guard duty in the tower. As Reisman heads out of his office, he talks to Morgan and orders the men to get together, and tells they would use the MP's hut, Morgan orders every Dozen member except Maggott in the guard tower into the MP Hut. They are in awe about how lovely the hut is inside, Maggott is jealous. Inside, Reisman tells the rest of the Dozen they have done very well, and a little graduation ball is needed. Up above the tower, Maggott sees women enter the compound, his anger rising and sees in his mind that the Major is making a very big mistake. Realizing the truth with what the Major has done, as all of the girls Maggott witnesses are whores, he gets even more violently verbal and as a result Reisman has to remind him that he is on guard duty. The women go inside see the Dozen, but they see them all filthy. Reisman reminds the men that they are to be on duty by 0600 hours. The Dozen have a good night with the girls.

Next morning Colonel Breed and his company of his 101st Airborne Soldiers have come to the Dozen's compound because of their breaking of military regulations and Breed has decided to arrest Major Reisman personally. Corporal Morgan tells Breed it the compound is restricted, but Breed knows it. As he heads to the main gate of the inner compound, he has with him Master Sergeant Gill Fredericks (Ken Wayne) and the same men whom bet up Wladislaw; Staff Sergeants Clayton and Blake, and many other soldiers. Morgan is ordered to open the gate, however while he enters, Bowren however tells Breed he cannot come in here, however Fredericks takes Bowren's weapon after being ordered by Breed. Despite the protest from MP Sergeant Clyde Bowren, that Breed is countermanding a direct order, Breed disregards this warning. After getting Resiman's Dirty Dozen to fall in he starts speaking. As the Dozen fall in, unmotivated, Posey sees the same soldiers who attacked Wladislaw, and tells the rest of the dozen who they where, and then they knew they had Reisman all wrong. Meanwhile at the gate, a disarmed MP guard tells Reisman what happened, but Reisman tells the MP they shouldn't have let anyone pass. Jefferson passes the words to all the Dozen's members, first to Gilpin, Lever, Vladek, Sawyer, Maggott, and before he is about to say it to Wladislaw, he stops when he sees Wladislaw. Reisman stopped his jeep short of the compound and sneaks his way to the top of the dozen's hut undetected. Meanwhile, in his opinion, Breed believes that the officer in command of this operation is either disregarding his orders or is flagrantly disobeying them. Then reveals to the Dozen that he wants to know exactly what this is all about and will not leave until the truth is out. He goes after Pinkley first for his Name, Rank and Serial Number; patronizing him as a "general". Victor Franco Speaks out of line and Breed snaps back and barks "Quiet!" Pinkley is asked again and he comically replies "Number 2 Sir"; to which the entire Dozen start laughing. Frustrated, Breed calls over the disarmed MP Morgan from the compound and demands to know the Dozen's names, ranks and serial numbers and to tell them to his man; Staff Sergeant Clayton. After replying to Breed that he doesn't know, before Breed has a chance to press further, Franco reminds Morgan to tell him nothing. Breed barks, asking what the talk was down there and Franco replies "nothing sir." Breed orders Franco to him to which he returns to his place in line instead of reporting to him. Breed heads to Franco's place in line and asks when he last bathed and Franco replies that he doesn't remember. Breed replies matter-of-factly that Franco is filthy; adding that he is a disgrace to the uniform. Breed orders Sergeant Fredericks to get a shaver and some water saying "This man is now going to demonstrate the proper procedure for shaving and bathing in the field." Franco defiantly barks "No Sir;" adding that he is not going to shave when asked to elaborate by Breed. At the point when Breed orders Blake and Clayton to dry shave Franco the dozen signal each other to rush and take on Breed's men. In the commotion, Reisman opens fire using his M3 ‘Grease Gun’ from atop the barracks roof; spraying twice in front of Breed to stop the fighting for a moment. Training the gun directly on Breed, Reisman orders Breed's men to disarm. MP Sergeant Bowren is then instructed by Reisman to have the dirty dozen assist him in disarming Breed's men; which they do fairly brutally. The dozen also take collective revenge by brutally beating Sergeants Clayton and Blake, the two guys out of Breed's men that beat up Wladislaw. After this, Breed exclaims that Reisman must be out of his mind. Reisman calmly says "It might seem that way. They may not be pretty, but they can fight." Meanwhile Reisman's men patronize and humiliate Breed's men in any verbal manner possible as Breed and his unit pick themselves up and leave.

Later, Reisman is in big trouble in a meeting with Worden, Denton, Breed, and Armbruster. Denton is talking to Reisman and tells him that he was never in favor of Reisman leading the operation and is disappointed of his performance, as his impression he made on Denton was generally unfavorable in the first place. According to Denton, what happens to Reisman is something to which he is indifferent and as the nature of the operation is not, as it is revealed Breed's report on his unit and its level of achievement and general behavior at the parachute training school is entirely negative, as it would itself justify Denton's recommendation that the operation be canceled, and therefore order all the Dozen be taken back to prison for execution of sentence. Denton continues that if disciplinary action should be taken against Reisman should be left as a matter for General Worden. Denton asks if Reisman doesn't deny his responsibility for the fact that on the night of April 14-15th a military establishment of the U.S Army was a scene of a drunken party which seven female civilians took an active part; which violates army regulations. This explains why Colonel Breed was ordered to the compound and had to stop them. Reisman understands, but tells him that he offered them men a chance they would get off the hook and they worked hard. Maj. Reisman continues that the violation of an army regulation was his bad, but he implied that if they sent his entire unit that was just shaping up, back to prison for execution of sentence they would have to lock up half the army; officers included. He also added that the fact he broke an army regulation doesn't affect their ability as soldiers. Gen. Denton asserts that Col. Breed's Report is accurate and Maj. Reisman is wrong about his Dirty Dozen. Reisman states simply that it is Breed's opinion only and adds that his men have crammed 6 months of training into 6 weeks and that he would proudly stack them up against any man in the army. Breed bewildered and dazed by Reisman's Assessment exclaimed that he couldn't be serious. Maj. Reisman snaps back that he is dead serious and although his men may not be pretty, he claims that one of his men is worth ten of Breed's. Gen. Denton tries to shut Reisman down that comparisons are not to the point, but Reisman slams the door on the general by stating that it is exactly to the point; stating further that they can handle any job given to them. Reisman asks them to give them a chance to see what they are capable of and, after a weak retort by Denton that he shudders to think what they are capable of, Reisman said if they fail their conscience is clear. General Worden asks how Reisman may prove it to them. Despite General Denton saying prematurely it can't be done, Major Armbruster speaks up that there are wargames upcoming in which Breed's unit will be taking an active part. Major Reisman continues the conversation that his men will be attached to the opposing force acting as an independent unit and the win condition will be that they will knock out Breed's headquarters and capture his entire staff. Breed laughs at how preposterous this is and states "This I'd like to see"; General Worden concurs.

Later, on a sunny day in the war game, the Dozen in a jeep drive across the countryside and past a river through it. All the Dozen members have now shaved and followed orders and changed their ways of behavior. Meanwhile at Red Force Divisional H.Q. Colonel Breed asks a solider how long Charlie and Fox Companies are to support the back of the woods, and such as supplies from the 2nd Battalion, he says G. Rogers won't like that but tells he doesn't want to hear about it. He asks how Alaric Johnson and his armor squad is doing, Sergeant Ajay Litch however tells Breed that they started two minutes ago, and all their armor is set. Meanwhile at the Blue Force H.Q the Dozen arrive into Blue Force territory. Wladislaw, their squad leader, tells Franko to hold the jeep, and tells everybody to change into blue bands so they would be recognized as friendly. Everyone heads into the town and looks friendly towards the people there as they pass by. Reisman is surprised the Dozen shaved, but they are late. He asks Squad Leader Wladislaw if he has everything they need, he asks how they got the vehicle, as Franko tells they did steal it. Reisman wishes the Dozen “good luck” and they're on their own, as Reisman and Kinder make it to the General's H.Q. Wladislaw moves the team out and they are split into two groups. Meanwhile as Reisman and Kinder arrive at the Wargames Headquarters in their jeep, they meet Sergeant's Barney Nichols (Mike Reid) and Bowren, where Nichols asks Bowren if he belongs to them. Reisman asks Bowren where was General Worden and Bowren tells him that he is checking in the field. Meanwhile in Worden's jeep, consisting of Captain Brogan Haskell (Thick Wilson) and Private Brie Dunn stop for checking on navigation and directions, Worden asks Haskell about it, but then tells Dunn to go another route and Worden orders them to move out,

Meanwhile Major Armbruster is waiting for the Dozen to arrive. Wladislaw's team arrives and Armbruster asks where the others might be. Wladislaw tells Armbruster the rest will be coming over at 8:45, Armbruster tells Wladislaw that the enemy is about to bombard that ridge with live rounds. Meanwhile at red H.Q Breed orders the men to fire artillery batteries one three and four and continue at will. As the batteries start to fire, Wladislaw signals the rest of his unit to move. Jefferson's team barely make it, however Wladislaw halts Bravos as he and his squad makes it after the second bombardment and asked him what he was waiting for, but Bravos tells him he has no clue, and in shock tells that the Red Force guys were trying to kill them. Wladislaw orders them to change to red armbands, although Armbruster says they cannot do it, but it wasn't possible to stop them as Armbruster is not an Umpire (as a designated observer), the team continues their journey.

Wladislaw's group waits for a jeep which contains Franko's Team, which Armbruster is told by Wladislaw. Worden's jeep passes by, and it slows down. Everyone salutes Worden and it continues on its way. Shortly after this; Franko's team passes by with Posey, Gilpin, and Maggott in tow. When they dismount (except for Franko), however, Wladislaw orders Franko he's done his part in the jeep and to get out. Although Franko doesn't feel like abandoning his spot, Wladislaw says that he is one of the people Col. Breed got a good look at so he could jeopardize the mission if he stayed. In the end, Franko does listen to Wladislaw, but cannot believe he is following his orders. Wladislaw tells Jefferson he has until 9:30AM to show up with an ambulance, Wladislaw, Posey, Gilpin and Maggott bid farewell to Armbruster as they depart. At Red Force H.Q. one solider orders the rest of the officers and men to attention, as Worden arrives with Haskell, and Dunn. Both Worden and Haskell go into H.Q, and Dunn drives somewhere to park his vehicle in place. Worden is pleased to see Breed, as he drops by to see how things are going; Haskell giving a light to Worden's cigar. Meanwhile Wladislaw, Posey, Gilpin, and Maggott dump the jeep away and create a decoy by setting fire to it, having Posey act as a wounded man. Maggott spills fuel all over the jeep. Wladislaw sets off a match and blows up the jeep. At Red Force H.Q, Worden, Breed, and Haskell hear an explosion. Breed orders his Sergeant, Guy Fischer to get someone to take a look. Worden is demanding to know what his forces are doing at that ridge. Breed affirmed that it would have been cleared half an hour ago, but Worden wants to know what’s going on as it sure doesn’t feel like it has been cleared. Wladislaw and Gilpin together arrive at the Red Force H.Q on foot. Wladislaw is about to speak, only to see General Worden. Wladislaw tells Worden and Breed a man has been hurt bad, and to call for an ambulance. Breed calls for an ambulance to have Sergeant Fischer and Private Gilpin go together to get the injured man. Wladislaw was almost ordered to go with them, but Breed has him stay. Breed asks Wladislaw what he was doing on that ridge and Wladislaw tells Breed that they got a flat tire and rolled into a ditch. Breed asks him what he was doing there and Wladislaw clarifies that he was spotting for the field artillery. Breed orders Wladislaw to come in the Red Force H.Q. Office and requests his name. Wladislaw provides his cover name, rank and serial number along with his posting under Breed's Command. This alias Wladislaw provided was “Private Matthews Donald, serial number 726256, Battery B, 526th Field Artillery.” Breed asks to see Wladislaw's orders and he provides them which happened to be from Red Force Captain Thornhill. Breed doesn't know Wladislaw despite knowing most of who was under his command. Wladislaw lies and tells Breed he was transferred in last week. Breed reluctantly tells Wladislaw to carry on. The two jeeps arrive and Gilpin orders someone to help the fake wounded Posey who is brought into the H.Q on Breed's allowance. Breed tells that this injured man can stay until the ambulance comes, but to keep out of his way. Worden sees this development with excitement as he knows they are really the Dozen, but they are performing a Trojan horse attack.

Meanwhile on the road, Jefferson, an acting Major, stops the ambulance called by Breed. He tells both the men in that ambulance it's the end of the line for both, Army Doctor Captain, Hilary Trice (Burnell Tucker) and Medic Driver Giorgio Kamalani (Gary Files). Kamalani tries to resist initially, but it doesn't succeed. Trice and Kamalani are made prisoners of war. Observer Major Armbruster arrives. Trice states that they are wearing Red Force Insignia and Jefferson response that they are traitors. Trice explains that he is a doctor, but Jefferson says he is a Major (pulling rank on the captain. Though Trice tries to tell Jefferson that he is trying help a non-simulated, but truly wounded man and he shows Jefferson a pass that has the permission to "cross all roadblocks and lines," Jefferson crumples it up and orders them both out of the truck stating that it “won’t work”. Trice is concerned and appeals to the Observer, but Armbruster tells him he is just an observer not an umpire and cannot make any rulings or interfere. Through this result, the rest of the dozen handcuff both Captain Trice and Medic Kamalani to a tree. The men then prepare to depart and go to help the "wounded" Posey. Though Armbruster asks what to be done about the prisoners, but Jefferson tells him they cannot spare the men to guard the prisoners. Observer Armbruster rides on the running board of the truck while they drive it with the rest of the Dozen to save Posey, leaving Trice and Kamalani handcuffed to a tree.

Back at the Red Force H.Q, they are trying to find out intelligence on what blue force is doing. Wladislaw gets close to Posey and says that they called for an ambulance, he passes Maggott and Gilpin some things like a rifle and knives, and also Wladislaw tells them it's going to be ok. By this point Warden is almost laughing because he knows they are the real Dozen. Rather than try to give Breed any ideas about the Dozen being in the vicinity, he excuses himself, knowing what is about to come down; thanking Breed for his Hospitality. With Worden in the jeep, he lets the ambulance pass by. Armbruster salutes the General, as Worden, Haskell and Dunn watch. Inside the ambulance, Franko and Bravos suggest to get Major Armbruster off the Ambulance as it might telegraph that they are not red force. Armbruster, after being thrown off a moving ambulance sprains his leg in the process and running with an injured leg, tries to catch up to them. The Ambulance approaches in fast and backs into the main opening of the Red Force HQ. The doors open and the Dozen attack while Wladislaw hold's Breed in position with a knife to his throat as a prisoner, Posey reveals he faked being a wounded man. All of the staff at Red Force H.Q are now captured and the Blue Force has won. Armbruster arrives and laughs at Colonel Breed in disgrace, the Dozen laugh at Breed in disgrace as Wladislaw says "Major Reisman's compliments, sir." and the Dozen is still laughing at Breed; now more than ever.

Later the Dozen are back in their barracks celebrating that they are still off the hook from the execution of sentence and Project Amnesty is still a go. Major Reisman drills into them the steps to the operation up until the time they drop on the Chateau. By the time they link up, they are a bit late as Jiminez was found dead; neck broken by a parachute. They approach the checkpoint at the chateau while a detachment including Posey start to set up an over watch of two machine guns and each part sapped with dynamite at an intersection outside the chateau. Reisman, Wladislaw (Reisman as a Colonel and Wladislaw as a 2nd Lieutenant) walk down to provide distraction for the guards while Pinkley takes up the rear (in a Wehrmacht private’s uniform). Three other members of the dozen (including Bravos), which were to take the machine gun to the chateau to provide over watch, take out the two guards at the checkpoint. The Major’s team wait for transportation at the checkpoint. They find transportation in the form of a Wehrmacht Mercedes Staff Car containing three German Soldiers (A Lieutenant Colonel, a 1st Lieutenant and a Staff Sergeant). With a Beretta 950 Jetfire Silenced Pistol, Wladislaw takes care of all three as Pinkley takes their pass. Pinkley, Reisman and Wladislaw all jump in the car and drive to the Chateau while Bravos and the rest make their way to the chateau on foot. Reisman and Wladislaw head in while Pinkley stays by the car. The rest of the dozen flank left of the building with Jefferson and Bowren in tow. The Major gets the rope secured while Wladislaw gets the grappling hook secure. The dozen climb up and Gilpin climbs up to the top to cut the antenna cable. As the dozen make it in, Reisman and Wladislaw scope out the Chateau and find the radio room. They find books to read and sit down together in the main room. Gilpin’s foot crashes through the roof and gets stuck. The rest of the dozen find hiding places in the meantime inside the chateau on the second floor. Meanwhile, a guard comes for his rounds, but wants to have a smoke. Pinkley pays the German soldier no mind so he cuts the crap and lights his cigarette from Pinkley’s. Maggott fools around with his grenades, up until a German woman searches the second floor looking for a “Wolfgang.” The members of the dozen in the room she is coming into quickly hide while Maggott formulates a plan to satisfy his own lust. He surprises the woman from behind with a knife pointed at her throat. He drags her out to the main hall of the second floor saying in English in a low, but rough voice “Scream or you die.” He calls her things like harlot, slut and others. Even saying the German Word “Spreche” to get her to speak. She screams right before she dies to Maggott’s knife, but instead of being alarmed, the officers think that it is either pre-invasion nerves or passion with a girl and they laugh it off. Jefferson investigates along with Wladislaw (ordered to by the major); meanwhile The Major is talked to by a German General that is very inebriated. The Major uses gestures to show him that he’s listening. Jefferson looks out a door, but unfortunately right in front of Maggott who is alerted, has already become crazed, and starts shooting at him. This sets off the general alarm for the place as the ranking general informs the room that all people above the rank of lieutenant should go to the bomb shelter. Meanwhile the radio operator attempts to radio for help, but partway through the message Wladislaw shoots him and leaves the silenced pistol behind. The klaxon blares as Gilpin sacrifices his life to blow the radio antenna with grenades. Pinkley gets into position to kill any Germans who go out of the enlisted barracks. The German officers including Wladislaw and Reisman head to the shelter while Jefferson and the rest of the dozen formulate a plan to kill Maggot. Pinkley gets two Germans while a third on guard duty watches behind him. As Pinkley was going for the third coming out of the barracks, the German behind Pinkley fires and Pinkley is killed. Bowren sees that German and kills him, taking Pinkley’s spot and killing the third German that Pinkley failed to before going down. Bowren gets rid of the klaxon’s origin; an apparatus above the enlisted barracks and the alarm stops sounding. The Germans are more anxious by this point and continue to the shelter. Jefferson kills Maggott after flanking around. Reisman and Wladislaw go down into the basement and see a sign that says the Germans are using the cellar to store Ammonium Picrate (Also known as Dunnite or Explosive D); a high explosive bursting charge used to fire large caliber Naval Artillery and also Coastal Artillery of the Atlantic Wall. Reisman fakes being injured to put the guards in front of the officers portion of the basement into a false sense of security and kill them with their P38 Pistols. The ones inside bar the door while Reisman and Wladislaw do the same to the great oak door (reinforced with steel) separating the two halves of the chateau basement.  Reisman and Wladislaw make their way upstairs to see two surrendered Germans and a bunch of French Maids. Reisman and company find some air vents and Vladek is ordered to come to Reisman as a shot from a sniper rings out and flats the car’s tire behind them. Another German makes his way to the roof as Bowren takes cover to get to Vladek. Franko is ordered to start one of the trucks and as he runs he is bracketed by a German’s MP40, Franko spots the German and kills him which rings the bell in the tower and he drops in the pile that Bowren and Pinkley made earlier. A German soldier with an MP40 ambushes Bowren from the barracks that wounds him. The MG over watch crew at the chateau take care of the German. Vladek helps out Bowren, only to be sniped by a relocated German sniper in the head. Wladislaw sees the German and dispatches him. Meanwhile Bravos and Posey get company in the form of an armored column which becomes two shortly after that. Reisman gets the vent covers off and drops grenades down the tubes of each of them. Reisman orders to get some gas and throw it down to the shelter. Posey and Bravos blow another convoy. The Germans in the basement try to escape, but are stopped by the second door that is too sturdy. Franko starts a Half-track and Reisman orders Jefferson to set off the vents with grenades that have their pins pulled. A German that has been wounded near the barracks is ignored by the squad and prepares to strike. The German wounds Wladislaw and Franko kills the German. Jefferson is ordered to blow the compound, but they are too close. Reisman moves the half track to the bridge while the chateau MG team kills off a kubelwagen crew that was arriving at the chateau. The MG crew at the chateau abandons their post to turn on one of the boats to escape while a three man platoon of Germans disperses to the left of the bridge. Another German sniper fires at Jefferson who misses and Jefferson kills the German. Reisman gives the signal to blow it and he performs brilliantly. When he gets close to the truck, the detachment of Germans lights Jefferson up and kills him. Shortly after the Chateau goes up in a big explosion. Reisman and the rest fire on the soldier that killed Jefferson. The MG crew at the chateau continue to the boats and after getting it started they get killed by the remaining two Germans of that platoon. Reisman’s team fire at five Germans from their halftrack while a scout car makes it through on Posey and Bravos’s side. Bravos is killed shortly later. Reisman is wounded and the rest of the Germans on their flank are dealt with. Posey, Wladislaw, Major Reisman, Bowren and Franko. The Scout car comes up the road and the rest except Posey (what was left of the team) kill the scout car crew and push it off the bridge. One last German remains. As Franko exclaims that “we” made it, he is killed by the German which in turn is killed by Bowren.

The remaining three escape alive. All others are either dead or missing in action. General Worden exonerates Wladislaw and restores him to his former rank and communicated to the next of kin for those missing or lost that they "died honorably in the line of duty."

## Cast & Characters

* Lee Marvin as Maj. John Reisman
* Ernest Borgnine as Maj.Gen.Sam Worden
* Charles Bronson as Joseph (T.) Wladislaw
* Jim Brown as Robert T. Jefferson
* John Cassavetes as Victor R. Franko
* Richard Jaeckel as Sgt. Clyde Bowren
* George Kennedy as Maj.Max Armbruster
* Trini Lopez as Pedro (J.P.) Jiminez
* Ralph Meeker as Capt. Stuart Kinder
* Robert Ryan as Col.Everett Dasher Breed
* Telly Savalas as Archer J. Maggott
* Donald Sutherland as Vernon L. Pinkley
* Clint Walker as Samson Posey
* Robert Webber as Brig.Gen.James Denton
* Tom Busby as Milo Vladek
* Ben Carruthers as Glenn (S.) Gilpin
* Stuart Cooper as Roscoe Lever
* Robert Phillips as Cpl.Carl Morgan - MP Guard
* Colin Maitland as Seth K. Sawyer
* Al Mancini as Tassos R. Bravos
* George Roubicek as Pvt. Arthur James Gardner
* Thick Wilson as Gen.Worden's Aide/Captain Brogan Haskell
* Dora Reisser as German Officer's Girl
* Lewis Alexander as German Officer (uncredited)
* Michael Anthony as German Officer in Staff Car (uncredited)
* Cynthia Bizeray as German Officer's Wife (uncredited)
* Leo Britt as German General in Staff Car (uncredited)
* Harry Brooks Jr. as German Officer (uncredited)
* Alan Chuntz as French Stewart (uncredited)
* Harold Coyne as Soldier (uncredited)
* Gerry Crampton as Staff Sergeant Alistair Clayton (uncredited)
* Hugh Elton as German Officer (uncredited)
* Gary Files as Medic Giorgio Kamalani/Ambulance Driver (uncredited)
* Judith Furse as Drunken General's Wife (uncredited)
* Romo Gorrara as Michael Horrigan/Airborne Soldier (uncredited)
* Willoughby Gray as German Officer (uncredited)
* Patrick Halpin as German General (uncredited)
* Alan Harris as Soldier (uncredited)
* Gerard Heinz as Card-Playing German Officer (uncredited)
* John G. Heller as 2nd German Sentry at Chateau (uncredited)
* George Hilsdon as Medical Officer as Hanging (uncredited)
* John Hollis as German Porter at Chateau (uncredited)
* Alf Joint as German Sentry Wanting Light (uncredited)
* Angela Kay as German Officer's Wife (uncredited)
* Juba Kennerley as German Officer (uncredited)
* Eric Kent as Bradley Lane/Airborne Soldier (uncredited)
* John Ketteringham as (uncredited)
* Hildegard Knef as (uncredited)
* Ann Lancaster as Prostitute (uncredited)
* Roy Lansford as Officer (uncredited)
* Aileen Lewis as German Officer's Wife (uncredited)
* Richard Marner as German Sentry at Chateau (uncredited)
* Dick Miller as MP at Hanging (uncredited)
* Lou Morgan as MP Putting Hood on Gardner (uncredited)
* Lionel Murton as MP Lt.Col. in charge at hanging (uncredited)
* Suzanne Owens-Duval as Prostitute (uncredited)
* Edith Raye as German Officer's Wife (uncredited)
* Mike Reid as Sgt.Barney Nichols/Sergeant at War Games HQ (uncredited)
* Terry Richards as Staff Sergeant McIntosh Blake (uncredited)
* Gordon Ruttan as MP Corporal/Desk Clerk (uncredited)
* Frederick Schiller as Drunken General Officer (uncredited)
* Bunny Seaman as German Officer's Wife (uncredited)
* Michael Segal as Airborne Band Conductor (uncredited)
* Jack Sharp as German Officer (uncredited)
* Richard Shaw as German Officer Who Seals the Bunker (uncredited)
* Warren Stanhope as German Officer (uncredited)
* Michael Stayner as German Radio Operator (uncredited)
* Emile Stemmler as German Officer (uncredited)
* Michael Stevens as Officer at Command Post (uncredited)
* Fred Stroud as Officer at Hanging (uncredited)
* Elliott Sullivan as Army officer at briefing (uncredited)
* John Tatum as German Officer (uncredited)
* Rocky Taylor as Airborne Soldier (uncredited)
* Burnell Tucker as Captain Hilary Trice/Army Doctor (uncredited)
* Hedger Wallace as German Officer (uncredited)
* Ken Wayne as Master Sergeant Gill Fredericks (uncredited)
* Theodore Wilhelm as German Officer (uncredited)
* Jeremy Wilkin as Sergeant at Command Post (uncredited)
* Vicki Woolf as Prostitute (uncredited)
* Alan Gibbs as Sergeant Bruce Vargas (uncredited)
* Others:
	+ G.Rogers
	+ Alaric Johnson
	+ Sergeant Ajay Litch
	+ Private Brie Dunn
	+ Sergeant Guy Fischer
	+ Captain Thornhill
	+ Peterson

## Weapons in Film

#### Allies

* M3 "Grease Gun"
* M1 Garand
* M1 Carbine
* M1A1 Carbine
* M1911A1
* Beretta 950 Jetfire (Suppressed)
* Browning M1919A4
* Mk 2 hand grenade
* 25 Pounder artillery guns

#### Germans:

* MP40
* Karabiner 98k
* Karabiner 98k Sniper
* Walther P38
* Luger P08
* MG42
* MG34
* 40mm Bofors AA gun