Military Headquarters

A messenger brings news of the Centralia massacre, intended for Capt. Smith. It is intercepted by MAJOR A V E. JOHNSTON, 20's, an inexperienced new officer at the head of new recruits. He's been assigned the task of tracking Anderson's movements, and is excited at the prospect of doing battle with the guerrillas - especially when he learns that there are only thirty of them. Although he's reminded that he has orders not to engage them in battle, leaving that to Capt. Smith, he is determined to prove himself. He commandeers whatever old work horses are left in town, and sets out for Centralia with 125 men, armed with heavy Enfield muskets.


Drunk with blood and whiskey, the guerrillas ride into their camp, hidden in the backwoods on the creek at Singleton's farm, 3 miles outside of town. A hundred men are already in the camp. Among the men is the teenage boy whose father was hung and lowered by Capt. Smith and his men - it's JESSE JAMES, 16, now fighting with Anderson and his brother FRANK JAMES, 20. More men arrive as the day wears on.

SINGLETON and his wife and daughters bring food out to the men, showing no fear of the guerrilla fighters; and Anderson treats them with a courtesy Goodman would not have thought possible of such a brutal killer. Tied to a tree at some distance from the others, his young guards treat him very differently, taunting him about his chances of survival. They wonder why Anderson wants to keep the Yankee alive, but none of these boys would dare question or cross their leader.

Goodman is wary as he watches Anderson approach. Anderson sends the guards to join the others, as he faces Goodman's anguished cry: "You must be mad, sir, to do what you have done!" Anderson replies: "You are responsible for all this death, Union soldier, not I." Goodman is stunned. Tormented with guilt over the death of his men, he has no reply.


The townspeople slowly emerge from their homes and stores. The depot is ablaze, the street covered with debris. The few passengers from the train huddle together across from the depot, in a state of shock, staring at the carnage of dead bodies in front of the depot. The Sheriff takes control, rounding up men to put out the fire and bury the dead.

As the townspeople clear the streets Major Johnston and his men ride into town. Johnston orders twenty-five of his men to help dig a mass grave and restore order, while the rest ride off with him to find Anderson. Sarah, seeing how young and inexperienced the soldiers are, pleads with Johnston not to go. But Johnston declares he will "bring Anderson's head back on my bayonet," planning to ride after Anderson at sun-up the next day. Sarah hurries away from the scene of carnage. Behind her store, she loads sacks of feed onto a cart, and rides out of town.


Goodman is still tied and guarded, apart from the others. In the flickering firelight he sees a woman arrive, alone, but can't see who it is. Frank James can see clearly - it's Sarah. "Now she looks like a woman who's about to declare the need for a talk. Remember that look, Jesse, and when you see it, ride like the wind."

Sarah heads straight for Anderson, furious. "I need to talk to you!" She stomps past him into the trees. Anderson, smiling, follows. But he stops smiling when she starts hitting at him, still filled with the image of those dying men, gunned down like dogs. "They were unarmed, defenseless men, Bill!" Anderson is unmoved. "My sisters were defenseless, and so was your father." Sarah collapses in tears, tired of the fighting and killing.

He reveals his plans to cross the Missouri River, to safety; the land is swarming with Yankees, and they must leave. He wants her to go with him and she wants to go, but won't until he gives up his gun. Anderson replies: "When the war is over." But Sarah knows the war will never be over for him. He pulls her close, tenderly, and whispers his dreams of a home and a family. She smiles with regret, knowing in her heart that this will never be. She tells him of Johnston's pursuit, and his vow to have Anderson's head.

Before she leaves Anderson tells her that if she changes her mind about coming with him, he will wait for her on the back road to Harker's Farm, three days hence. And they can cross the Missouri to safety, together. He pulls her into a long and passionate kiss, filled with all the longing and tenderness he's never been able to show to anyone else. Her eyes fill with tears, as she looks on him one last time before she leaves.


Goodman, struggling to untie himself in the darkness. He draws his guard into talking to him, wondering how a lady could be with such a man. He listens, disturbed, as the guard tells him about Anderson's sisters, and how they died; and about Sarah and how her family was burned out by Smith's troops, and her father killed; and about all of the others, whose families suffered the same treatment at the hands of Union soldiers.

Anderson notices the guard and Goodman talking, and the guard offering Goodman food, but says nothing. He orders some men out to escort Sarah part of the way back, and alert the other guerrillas in the area about Johnston's planned attack.

As night falls, the guerrilla camp settles into a fitful sleep. His hands now untied, Goodman inches towards a gun lying beside his guard. He grabs it, backing slowly away from his captors, and slips into the trees, waiting to see if anyone notices his disappearance. All is quiet, he turns to flee - but steps into the barrel of Anderson's gun. Mockingly, Anderson relieves him of the gun: "You are not a fighting man, Sgt. Goodman, by your own admission. What possible use would you have for a gun?"

The next morning they head out of camp, Goodman tied onto a horse, with two new guards.


As Anderson leads the column of men through the woods, they are joined by HUNDREDS OF MEN. By the time they reach a plumb thicket that forms a cul-de-sac at the bottom of a hill, Anderson's full army is ready for battle.

Goodman watches, helpless, as Anderson orders his men to draw Johnston into the cul-de-sac. When his scouts whistle a warning, the guerrillas hide themselves in the trees, with only a handful left as bait to draw Johnston's fire.

It's so quiet Goodman can hear the buzzing of a fly as Johnston leads his men over the crest of the hill. Uncertain, and seeing only a dozen guerrillas, dismounted, Johnston orders his men to dismount, playing by the rules of engagement. Dismayed, it's all too clear to Goodman that Anderson is orchestrating an ambush. All of a sudden Goodman feels the point of a knife at his throat. Anderson: "Just in case you had some heroic idea of warning them, Sergeant."

But they are both stupefied as they watch Johnston have every fourth soldier take the horses and wait behind the line of infantry, in battle formation. Anderson: "The fools are gonna fight us on foot!" Goodman pleads for their lives: "They're only boys!" Anderson replies: "Take a look around you, Sergeant Goodman.. .they're all boys."

As the guerrillas ride into the thicket, Johnston orders his men after them. But when Anderson's men come out of the woods to sandwich Johnston's men on each side, Johnston is caught off guard. Deeply pained, Goodman can see that the guerrillas have already won the battle.

Satisfied, Anderson turns to Goodman: "I ask you, Sgt. Goodman, would you join them, or fight me in their stead?" Bitterly, Goodman replies: "I would fight for my freedom, not to play your game with men's lives." Anderson laughs, satisfied with Goodman's reply: "And so you should fight for freedom, Sergeant, and so you should." And then, screaming the rebel yell, he leads the charge against Johnston, as more of his men come out of the trees and over the hillside, surrounding the Union soldiers.

The soldiers position themselves to fire. Unpracticed, they struggle with their heavy rifles, and only manage to get off one volley. Even for that they're too far away; seeing their imminent defeat, the soldiers holding the horses attempt to flee. But it's no use, another band of guerrillas comes out of the trees, screaming the rebel yell, and gunning them down. Only one soldier manages to escape.

Jesse rides after Johnston, shooting him straight between the eyes. To Goodman's disgust, one of his guards boasts that Jesse has just killed his first man. The rest of the guerrillas quickly surround the surviving soldiers. Anderson orders them to surrender, with promises of humane treatment. Goodman closes his eyes, sick with the knowledge of the fate that awaits them.

The soldiers throw down their weapons, raising their hands in surrender. Without mercy, the guerrillas open fire, killing them all. But this is nothing compared to what follows. Goodman watches with growing horror as the guerrillas, led by Anderson and crazed with bloodlust, scalp and dismember the Union soldiers.

Even Jesse turns green as Anderson, screaming incoherently, cuts off Johnston's head and tosses it to his men, as if he is playing some macabre game of ball, before he takes it back and impales it on a bayonet.

Shivering despite the heat, Goodman whispers a prayer, as Anderson orders some of his men to Centralia, to finish up Johnston's men.


In Centralia the marauding rebels make short work of the Union soldiers, and post Johnston's head for all to see.


The one escaped soldier rides hard into Gen. Ewing's headquarters, reporting to Capt. Smith. Smith, grim, orders his troops to Centralia.


Knowing that the killing of Johnston's unit won't go unavenged, Anderson orders his army to split up into smaller bands, with plans to meet at Harker's in two days. Goodman, still tied, rides with Anderson's band. As the guerrillas ride through the Missouri woods, to a pre-arranged campsite -



As he leads soldiers in Federal blue in a rampage across Missouri, burning out crops and homesteads and towns, killing all the men they find, leaving women and children homeless.


Anderson leads the guerrilla attack on a mail train in transit. As they loot the cargo, and carry off stacks of paper money, Goodman, under guard, can do nothing.

Goodman can't help but notice the scalps that hang from Anderson's saddle. Despairing of his own uncertain future, he wonders if his own scalp will soon hang there as well.

GOODMAN (V.O.) The only chance I saw for escape was death.


Capt. Smith and his soldiers ride into town, brought up short by Johnston's head, rotting in the sun. Smith interrogates the Sheriff; from the description provided by the escaped soldier, it's clear that Johnston walked into a trap. The question is - how did Anderson know about Johnston? "Is there an informer in your midst?" The Sheriff denies it, but glances uneasily at Sarah - she was the only other one who heard Johnston's promise to put Anderson's head on his bayonet.


Goodman is astonished to see Anderson greeted as a hero, and his men welcomed, everywhere they go. People slip out of their homes to press food upon the saddle-weary men. At burned-out homesteads, Anderson parcels out some of the money they looted from the Federal trains to burned-out homesteaders, using the rest to buy ammunition.


The guerrillas, moving slow and silent, down a dirt path in the backwoods. Goodman's guard has relaxed his vigilant watch over the prisoner. But the scanty woods provide little cover, and little chance for escape.

Up ahead, on the distant prairie, they see the orange glow of a burning homestead, and, as a man, they turn toward the flames. Goodman wonders at them riding out in the open. A moment later he sees another side to Anderson, when they come upon a burned-out homestead, a woman and a baby nearby, her husband hanging from a nearby tree. Anderson himself wraps the shivering woman in a blanket, as he listens to her story. Through her sobs the woman tells of the brutality they suffered; Goodman is horrified to witness first-hand the atrocities committed by Union soldiers. Anderson orders Jesse to take the woman to safety, and her husband buried.

Anderson stares into the flames, a dark fury boiling close to the surface. He rides back to Goodman, great bitterness in his voice. "Welcome to the Civil War, Sergeant Goodman - the war that is anything but civil." As he turns to go Goodman yells after him. "I would not do what these soldiers have done! I would not kill innocent people!" Anderson responds, "That has yet to be seen," as he leads his men back into the woods.


That night, while the soldiers sleep, Jesse slips through the Union sentries to bring the mother and baby to Sarah. By the time she gets back from taking them to the doctor, Jesse is gone.

The next morning Capt. Smith sends messengers to all troops in southern Missouri, setting up a coordinated ambush for Anderson and his men. Anguished, Sarah makes her decision. As soon as the soldiers ride out of town, she saddles up her horse and rides out alone, packing only her two pistols. She doesn't see the Sheriff watching her leave.


With his scraggly hair and mismatched clothes, Goodman has come to look like one of the guerrillas. As they break camp, he takes advantage of the chaos and slips a gun into his saddle blanket.

When Jesse rejoins them Anderson asks about the mother and baby; Jesse volunteers that he left them with Sarah, since there were Union soldiers everywhere. When Anderson asks if Sarah mentioned whether she'd be going with them, Goodman knows that something is afoot. He asks if they're leaving the area, but gets no answer; he doesn't press when he sees Anderson's murderous look at Jesse's reply - no, Sarah didn't say she'd be joining them.

As the rest of the guerrilla bands come back together, converging on Harker's back road, Goodman finally sees his chance for escape. His guard, involved in the excitement of the planned river crossing, doesn't notice as he slips further and further to the rear of the column.

As he watches the guerrillas disappear into the distance, he can scarcely believe that he is finally a free man. He takes a deep breath before daring to flee, riding hard across the open prairie, and savoring his freedom in the quiet daytime sun. But the quiet is broken, suddenly, when he sees -

SARAH, riding furiously towards Harker's back road. He also sees something she doesn't - Capt. Smith's troops coming up over the ridge, close behind. They have followed her to Anderson.

Goodman wheels his horse to ride after Sarah, yelling a warning. But Union soldiers are already thundering past her. She heads for cover in the line of trees, unseen by Anderson's men. They do see Goodman, closer to the Union troops than he is to them.

A shell explodes in the trees near Anderson. He yells for his men to break rank: "Ride for your lives!" as Capt. Smith and his troops advance into the woods.

Amongst the exploding shells the guerrillas struggle to control their horses. The smoke and exploding debris create a cloud of smoke, providing cover, allowing Anderson's men to regroup.

Goodman, caught in the middle, can't find Sarah. He does see Capt. Smith's men - and knows, despite their Union uniforms, he is not one of them. The Federals keep coming, relentless, as two other troops join Smith.

Goodman sees the guerrillas through the smoke, returning fire. Union soldiers fall dead, but more keep coming. Then, incredibly, the tide seems to turn.

The shelling stops long enough for the smoke to clear. In the momentary clearing Sarah sees an opening in the line of Union soldiers - and Anderson sees a figure he knows all too well - Sarah, riding hard.

Goodman sees her at that same moment. Anderson rides like a madman in her direction, screaming for her to go back. Goodman, closer, tries to get to her first. He sees what Sarah doesn't - Capt. Smith, coming up behind her. He yells for her to fall to the ground, as, without hesitation, he fires six rounds into Smith. But it's too late - Smith shoots bullet after bullet into Sarah, killing her, before falling off his horse, dead. The other guerrillas take off after the retreating soldiers: "Kill those bastards!"

Tears streaming, Goodman gently picks up Sarah. Through the fallen and the wounded he carries her to Anderson. Filled with a silent fury and a terrible deep grief, Anderson takes Sarah's body from Goodman, and carries her off into the now silent woods.


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