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The military legal drama Rules of Engagement is perhaps the greatest modern example of racist, warmongering propaganda. Unsurprisingly, it benefited from full Pentagon support, in exchange for numerous script changes. The film was eerily prescient, foreshadowing two terrorist attacks in Yemen, and in some ways the entire post-9/11 war on terror. In this episode I look at the film’s moral and political messaging, how the Pentagon rewrote key parts of the script and how this contributed to it being a commercial failure.


In the late 1990s, someone in Hollywood had an idea. The runaway success of A Few Good Men resulted in the creation of JAG, the long-running TV series, but no one had made a high-budget military-themed legal drama. With the possible exception of Amistad, but that’s very much a historical film with little political relevance to the present day.

Military legal dramas are a small but powerful sub-genre of film. My favourite is Paths of Glory, but both versions of Mutiny on the Bounty are very good. It is in these films that the ethics of warfare are explicitly discussed, which is what makes them so compelling. Very few films have extended dialogue about the morality of war and the military way of life. Whereas courtroom dramas are the opposite, when someone from the military is court martialled the ethical judgement of their actions is the central point of the plot. They are the most important morality tales in cinema, if you ask me, which is probably why there aren’t very many of them.

The military tried to censor A Few Good Men to make it less critical of the military, but the negotiations went badly and the producers pulled out, making the film with only courtesy support from the DOD. Despite this, the Pentagon entertainment liaison office has a bunch of big film posters on the walls, including A Few Good Men. The critical and commercial success of the film, as well as its honesty, actually helped the military’s image in some ways.

Rules of Engagement, released in 2000 and starring Tommy Lee Jones, Samuel L Jackson and Guy Pearce, was meant to be another A Few Good Men. But they submitted to total Pentagon control over the script, even asking them for suggestions and input, which is one of the reasons, I believe, it was a commercial flop.

I’m now going to thoroughly spoil the film so if you want to stop here and come back after you’ve watched Rules of Engagement then this is the moment. In 1968 during the Vietnam war, Samuel L Jackson and Tommy Lee Jones are part of a Marine Corps squad who are ambushed by the Vietcong. During the battle the Vietnamese radio operator and their team leader are captured, and Samuel L Jackson goes full Iron Chef, executing the radio operator to force the Vietnamese officer to call off his men, thus saving some of the remaining marines.

28 years later in 1996 we see Tommy Lee Jones’s retirement party, where everyone has a good time and Samuel L Jackson gives him a commemorative sword. Meanwhile, Jackson’s character – Terry Childers – is now a colonel who leads a rapid-reaction force stationed in the Gulf. There is a mass demonstration at the US embassy in Yemen, protesting the US presence in the region. Childers and his unit are sent in to assess the situation, protect the embassy and if necessary, evacuate. When they arrive via helicopter, riflemen on rooftops near the embassy fire at them, and the crowd is hostile, smashing windows, throwing molotov cocktails.

Childers finds the ambassador, who is cowering under his desk, and rescues him and his family. Most of his unit take up position on the rooftops, where they receive heavy fire, apparently coming from the snipers on the other side of the courtyard. Childers makes it back to the rooftop after sending the ambassador and his family safely away in a helicopter. He sees three of the marines are dead, takes cover, looks down at the crowd and then orders his men to open fire. They do so, killing dozens and wounding over a hundred.

Back in the US there’s a diplomatic storm, a media circus, and Childers is charged with murder. He asks Tommy Lee Jones to defend him, while Guy Pearce is the prosecutor. A CCTV tape showing that the crowd were armed and shooting at the marines prior to Childers’ order is destroyed by the Secretary of State, who asks the ambassador to lie on the stand to incriminate Childers. The plan is to lay it all at the feet of one crazed officer who gave an illegal order.

Tommy Lee Jones investigates in Yemen, is confronted by a wild noisy crowd at one point, finds evidence that the protest crowd were armed and that there was CCTV of what happened. But he cannot find evidence of Childers innocence, and when he returns to the US they have a big fight. At the trial there’s a lot of back and forth which we’ll get into, including calling the Vietnamese officer from 1968, Colonel Cao, to the stand to testify that Childers executed an unarmed prisoner of war. There’s also a lot about Yemen being a breeding ground for Islamic terrorists. Childers is eventually found not guilty.

The Politics of Rules of Engagement

As Jack Shaheen says, Rules of Engagement is perhaps the most racist film Hollywood has produced in recent times. Almost all of the Arab characters in the film are violent, aggressive and crazy. The twist in the middle of the film is when Childers has a flashback, and we see his POV of the protesting crowd. Only they’re not protestors – many of them have handguns and machine guns and are, just like the snipers on rooftops hundreds of feet away, firing at the marines. So when Childers says ‘waste the motherfuckers’ he’s ordering his marines to fire on a bunch of armed rebels, or terrorists.

But this racism doesn’t just manifest in terms of portraying Arabs in a very negative light, the film’s politics are ultra-colonialist. This is best expressed by the Secretary of State, in the scene where he first discusses the shooting in Yemen with his staff and a senior military officer.

Notice several things in this scene – first that the Secretary of State thinks it was just a protest, ‘the usual bullshit about US presence in the Gulf’. Whereas the US occupying some of the holiest sites in Arab and Muslim history is a long-standing bone of contention that has helped inspire no end of protest, even terrorism. It is, of course, the result of agreements going back decades where Saudi Arabia sells its oil to the West at a favourable price, helps buy up our national debt, we also have a permanent military presence to help protect them and we sell them high-grade weapons and hardware. John Perkins explains this very well in one of his books, how the deal came together.

But forget all that, it’s just Arabs with their ‘usual bullshit’.

Then there’s the threat both of war with Yemen, and of losing their presence with ‘every moderate in the region’ which somehow includes Saudi Arabia, which even now couldn’t be considered moderate by any sane person. Note the underlying logic – that the problem isn’t the 83 dead people, it’s the possibility of having to roll back US military domination of the Middle East. This is pure colonial morality, that upholding the colonising system is of utmost importance, and the potential murder of 83 people is only a problem inasmuch as it is a threat to maintaining that system.

Notice also the tension between the military and the State Department. This runs throughout the film, with the Secretary of State seen destroying the CCTV tape, getting the ambassador to lie on the witness stand, and lying himself. This is the message: while the military may have killed 83 people, there’s no problem with them or with the colonial system, only with corrupt officials in the foreign policy branch of government. The DOD are the good guys, the State Department are the dodgy ones you cannot trust. This is something the Pentagon encouraged in the script, telling the writers to make the ambassador ‘look like a real wet noodle’ during the rescue.

They also made it so that the State Department are the ones who request Childers and his unit on the ground, thus civilianising the initial order, exonerating the military rank of any responsibility for what happens. While the exact dialogue suggested by the DOD for the scene where Childers first finds the ambassador in the besieged embassy wasn’t taken up, the ideas were.

The result of this, on balance, is that the whole mess looks more like a State Department FUBAR than a military one.

Perhaps the oddest scene and dialogue that was the result of Pentagon influence is when Tommy Lee Jones – Col Hodges – returns from his investigation in Yemen. He goes to Childers’ house on the Marine Corps base and confronts him.

It seems there was already a confrontation and a fight scene in the original script, but one of the DOD’s script notes says:

Pg 65, scene 82– Hodges confronts Childers– “What were they? Just a bunch of ragheads? Like “gooks … ” not really people? Just like that NVA POW that you executed?
Childers responds with, “Are you through?”, decks him, and says, “Shooting that POW saved your sorry ass. You should be thanking me every fucking day of your life … look at you … you went all the way to Yemen and the only thing you’ve proved is that you’re still a drunk.”

This is almost exactly what appears in the finished version, and I have to admit I’m surprised at this, the Pentagon encouraging the writers to include racist language from a military character. He is drunk, and this is the point at which he believes Childers is guilty, so it is an explosion of frustration and betrayal. Nonetheless it underscores just how willing the DOD were to support and encourage this ultra-colonialist film.

Al Qaeda in Yemen

This is the one Arab character who is allowed to speak in the film. Others shout unintelligibly but the doctor who treats the wounded from the protest is the only one who speaks. He is called as a defence witness to show that there were radicals among the protestors. This is in the context of numerous warnings about an attack on the embassy, and even a letter to the Secretary of State asking for improved security. The doctor denies being a member of Islamic Jihad. Aside from repeating the racist politics of the rest of the film, this scene is very important. The only Arab who is allowed to speak ends up having to deny being a member of Islamic Jihad.

What’s especially important about all this is how it relates to real world events. Before the African embassy bombings in 1998 – when this script was being developed – the US ambassador to Kenya wrote a letter to the Secretary of State Madeline Albright, begging for increased security in the face of terrorist threats. Nothing happened, and there was an attack. The same exact scenario plays out in one of the courtroom scenes in Rules of Engagement.

However, it takes place in Yemen and the group responsible is Islamic Jihad. Well, the film is set in 1996, and it wasn’t until 1998 that Zawahiri’s Egyptian Islamic Jihad joined Al Qaeda. But in earlier drafts of the script it was an Al Qaeda attack on the embassy, which was changed for some reason. It doesn’t appear the Pentagon changed the name to Islamic Jihad, if anything they were encouraging the Al Qaeda storyline.

Rules of Engagement was released in April 2000. In October that year Al Qaeda’s Yemen branch bombed the USS Cole in the port of Aden. And of course, Al Qaeda’s communications hub was in Yemen, and the CIA and NSA knew that because they were bugging the place. So how did they fail to stop the bombing? Rules of Engagement’s answer to such ‘intelligence failures’ is that it’s all the State Department’s fault for not taking action and then covering their asses when things go bad.

But the film didn’t just predict an Islamist terror attack in Yemen just months before it happened, it also prefigured an attack on the US embassy in Yemen in September 2008.

In the attack there was a 20 minute firefight between security forces protecting the embassy and the attackers. This included snipers on the attacking side. 6 of the attackers, 6 Yemeni police and 6 civilians died. A State department spokesman Sean McCormack said that the ‘multi-phased attack bore all the hallmarks of Al Qaeda’. The group that claimed responsibility for the attack was Islamic Jihad of Yemen. Almost as though they watched this film and copied it, word for word.

This is all very strange and I’m not going to say I have proof that this whole film was some weird Pentagon psyop. But I do think it’s quite likely that the film inspired the 2008 attack, especially since that’s the only attack for which that group have claimed responsibility. Attacks on embassies are fairly common, but I don’t think the Prudence Bushnell letter was public knowledge when this film was being made so I can only guess where they got that idea.

On the other hand Yemen wasn’t really on anyone’s radar as a flashpoint prior the Cole bombing, which took place months after this film came out. So it is curious just how thoroughly this film predicted and incorporated future events, conversations, talking points and policies. You might say this is much more likely in this kind of film, where there’s a lot of dialogue to write. And with some of the more general talking points in the script I’m sure it’s true that this came out of an organic creative process. But some of this script is so on-the-button that one has to wonder what its primary purpose really was.

The Pentagon’s rewriting of Rules of Engagement

Alongside the changes we’ve already looked at, the Pentagon rewrote other parts of the script. If it sounds like they influenced almost every scene in the film that’s because they did. At one stage in the script development there was even a ‘Bin Laden letter’ proving that there was a ‘Jihad presence at the protest’. The DOD even suggested dialogue for how the defence lawyer, Hodges, could introduce the letter into evidence. Even though this scene did not appear in the finished film, the logic outlined by the script notes absolutely did appear:

(1) There was a Jihad presence in Yemen. (2) The Jihad had the ability to supply its supporters with weapons and (3) Civilians with guns ain’t civilians no more.

There is a whole page of notes about how to make Childers’ execution of the Vietnamese radio operator a bigger factor in the case against him at the trial. The Pentagon had a brainstorming session and came up with numerous suggestions, many of which found their way into the final script. This included the fight between Hodges and Childers where he talks about ‘gooks’.

They also commented on a scene where Childers is undergoing a psych evaluation, saying, ‘Childers comes across as a bona fide nut case in the shrink’s office… needs to be toned down.’ In the final version of the script there is no scene in the shrink’s office at all, merely one where Childers complains about having to undergo the evaluations as part of the preparation for his trial.

The DOD also came up with the last main piece of dialogue in the film. Earlier, when Hodges is talking with the prosecutor Hodges asks him what was the average life expectancy of a 2nd lieutenant dropped into a hot zone in Vietnam in 1968, and the prosecutor, Biggs, incorrectly responds ‘two weeks’. This sets up another little conversation that happens after the trial, when Biggs says he’ll be pursuing charges against Childers in the light of Cao’s testimony about Childers executing an unarmed POW. He tries to persuade Hodges to testify against Childers, and Hodges says he will testify if Biggs can tell him the average life expectancy of a 2nd lieutenant in that situation. Biggs says ‘one week’, and Hodges replies ‘sixteen minutes’.

The whole idea for this final exchange between the two military lawyers came from the DOD, showing just how much influence they can have over a script.

There are other changes, such as Childers not being able to have a government-issue weapon at his home, and an amusing line that says, ‘sc 41 , pg 33 Fitness reports, not efficiency reports. Also, Hodges wouldn’t make colonel with lousy paper. Probably couldn’t get away with being an alcoholic either.’

The DOD objected to one critical scene where Biggs is cross-examining Childers and confronts him with the standard Rules of Engagement, which he failed to follow. But the scene remained in the film.

According to the Pentagon notes, ‘ROE varies from operation to operation and are fluid and subject to change depending upon a myriad of factors. THERE IS NO STANDARD, ON THE SHELF ROE!’ I checked with my former Marine Corps consultant and he confirmed this is the case, so why was this misleading, inaccurate scene allowed to remain in the film? After all, the Pentagon clearly had as much influence as they wanted over the script, so why didn’t they insist this inaccuracy be removed?

The main reason is that without this scene, the title of the film makes no sense. It had to be kept in for dramatic purposes. The other main reason is that for all their bluster about ensuring accuracy, that isn’t why the DOD are involved in Hollywood. This is a prime example of how ‘accuracy’ is just a smokescreen for censorship and propaganda. It seems that if you let the Pentagon run hog wild on your script, they are more than happy to bend the rules for you.

However, the most important change of all is just one line in Hodges opening statement at the start of the trial:

The line ‘we sent Terry Childers on a real tough mission’ was originally ‘we sent Terry Childers to do a dirty job’. But in the Pentagon’s eyes, ‘”Dirty job” sounds as if the mission was already “bad.” “Tough mission” would be more appropriate.’ This sums up the political philosophy of this film – that questioning US military presence in the Gulf, or anywhere else in the world, is ‘the usual bullshit’ and that the military are doing a ‘tough mission’ and not a ‘dirty job’. Colonialism can be tough, this film tells us, but it is necessary and anyone questioning or opposing it is some kind of radical or terrorist.

Why did Rules of Engagement fail?

So why did the film fail? Why wasn’t it a big success like A Few Good Men? It had an A-list cast that included Ben Kingsley, Bruce Greenwood and Phillip Baker Hall just in its supporting cast. It had a talented director in William Friedkin alongside good writers and producers. It is a well-made film that purely from an entertainment point of view is fun to watch. But it barely turned a profit at the box office and got very average reviews.

One reason is that there’s no romance, and essentially no women in the story. A Few Good Men had Demi Moore to provide Tom Cruise’s character with a love interest, but she’s also a lawyer and plays a full role in the case. Indeed, she’s the first character we’re properly introduced to when the film begins. In Rules of Engagement the Pentagon removed the only romantic element – when Hodges dances with a female officer at his retirement party. The Pentagon doesn’t like any depiction of their employees having romantic relationships, so that got nixed. The result is a film that no woman would have any interest in, and even if she happened to wander into the wrong cinema by accident and watched this film, I cannot imagine her telling her friends to go see it. So they alienated half of the entire film-watching audience.

Then there’s the never-ending racism, which was encouraged by the Pentagon and will also have alienated viewers. While I’m sure some black people went to see this just because in the late 1990s Samuel L Jackson was extremely bankable but again I cannot see many of them recommending this movie to their friends. In fact, almost everyone in the film who plays any significant role is a man who is at least 40. With the possible exception of Guy Pearce, who doesn’t have that much to do until the trial starts, there’s no particular reason for young people to want to see this. Whereas a military legal drama with two young leads like Demi Moore and Tom Cruise is much more appealing.

As a consequence, aside from military-obsessed middle-aged men, I’m not sure who this film is aimed at. While it maintains perhaps the most coherent racist, colonialist worldview of any modern film, it does absolutely nothing to entice or persuade people with different worldviews. It was a film that promoted war to people who already believed in war.

I have spoken before about how the Pentagon’s involvement often makes a film worse. I think Rules of Engagement is the apotheosis of that, the perfect example. A great many of the things the Pentagon removed from the script would have made it a more entertaining film for the audience. More than that, the fact the film-makers were happy to let the Pentagon turn it into a piece of neoconservative propaganda meant that it only appealed to a small segment of its potential audience.