Popcorn and Inspiration: ‘An Officer and a Gentleman’: A Precursor to ‘Pretty Woman’

By Mark Jackson
Mark Jackson
Mark Jackson
Film Critic
Mark Jackson is the senior film critic for The Epoch Times. Mark has 20 years' experience as a professional New York actor, classical theater training, and a BA in philosophy. He recently narrated the Epoch Times audiobook “How the Specter of Communism is Ruling Our World,” and has a Rotten Tomatoes author page.
September 24, 2021 Updated: September 25, 2021

2h 4min

“An Officer and a Gentleman” was the fourth highest grossing film in 1982, after “E.T. The Extraterrestrial,” “Rocky III,” and “On Golden Pond.” I saw it at least five times. It set the stage for “Pretty Woman” eight years later.

Both “An Officer and a Gentleman” and “Pretty Woman” contain the Cinderella and antihero archetypes, but in “An Officer and a Gentleman,” the antihero story dominates, and the Cinderella story is secondary. In “Pretty Woman,” it’s the other way around. The antihero is played by Richard Gere in both movies; the Cinderellas are played by Debra Winger and Julia Roberts, respectively.

What’s an antihero? They don’t have traditionally heroic qualities, but ones more befitting villains, such as greed and dishonesty. And their struggles to rectify themselves of inner moral corruption, and to recognize the delineation between right and wrong, make them relatable to audiences.

In “Star Wars,” the antihero is Han Solo—an arrogant, bad-boy smuggler with a hot-rod spaceship who eventually overcomes his own self-interest to help the Rebel Alliance. The antihero in “Pretty Woman” is Edward Lewis, a ruthless corporate shark. The antihero in “An Officer and a Gentleman” is Zack Mayo, who overcomes a very rough upbringing.

Navy Brat

sailor and son on a bus in An Officer and a Gentleman
Byron Mayo (Robert Loggia, 2nd R) and  Zack Mayo (Tommy Petersen), in “An Officer and a Gentleman.” (Lorimar Productions/Paramount Pictures)

Young Zack Mayo’s (Tommy Petersen) mom committed suicide when he was 13. He went to live in the Philippines with his disinterested but ultimately game, alcoholic sailor dad, a Navy boatswain’s mate at U.S. Naval Base Subic Bay. A motherless, latch-key military brat, Zack psychically picks up his father’s emotional unavailability by osmosis, along with a disregard and mistrust of women born of  growing up around hookers. He also gains street-fighting prowess, probably something close to a 2nd Degree black belt in karate.

After college, Zack sets his sights on Aviation Officer Candidate School (AOCS). He wants to fly jets, teasing his dad about trying to talk him out of it because dad doesn’t want to have to salute his son in the future. Then, slapping a bandage over his eagle tattoo, Zack hops on his motorcycle and splits.

Officer Candidate School

Arriving at AOCS, Zack and his classmates are in for a rude awakening in the form of drill instructor Marine Gunnery Sgt. Emil Foley (Louis Gossett Jr. in an Oscar-winning role), probably the toughest military taskmaster to ever hit the silver screen. Gossett really put the classic, in-your-face, ego-destroying, military induction scene on the map: “Where ya been all your lives?! Listenin’ to Mick Jagger music and badmouthing your country, I’ll bet!!”

Trivia: Gosset was coached by R. Lee Ermey, the real-deal Marine drill instructor who, five years later, achieved fame for his role as Gunnery Sgt. Hartman in the 1987 film “Full Metal Jacket,” when he immortalized that same type of induction scene all over again, taking it up a notch since he didn’t really have to act it.

man and drill sargent in An Officer and a Gentleman
Zack Mayo (Richard Gere) and drill instructor Marine Gunnery Sgt. Emil Foley (Louis Gossett Jr.), in “An Officer and a Gentleman.” (Lorimar Productions/Paramount Pictures)

Sgt. Foley warns the men about the so-called Puget Sound Debs, the local girls from across the bay whose primary goal in life is to snag a naval aviator and have him basically airlift her out the mind-numbing paper factory work she’ll otherwise be slave to till her dying day. Foley furthermore warns the men that these girls will blatantly lie about being pregnant and easily go as far as neglecting their birth control in order to trap an officer candidate.

The best (and incredibly apropos) description of the type of factory work depicted in the movie is by singer-songwriter James Taylor in his song “The Millworker.” His lyrics provide a better understanding of the motivation and sometimes devious behavior of the Puget Sound Debs.

The Millworker

“… My father was a farmer
And I his only daughter
Took up with a no good mill-working man
From Massachusetts
Who dies from too much whiskey
And leaves me these three faces to feed

women in a lunchroon in An Officer and a Gentleman
Lynette Pomeroy (Lisa Blount, front R) is a long-term paper factory employee, having a sandwich on her coffee break, in “An Officer and a Gentleman.” (Lorimar Productions/Paramount Pictures)

Millwork ain’t easy
Millwork ain’t hard
Millwork, it ain’t nothing
But an awful boring job
I’m waiting for a daydream
To take me through the morning
And put me in my coffee break
Where I can have a sandwich
And remember …

It’ll be me and my machine
For the rest of the morning
And the rest of the afternoon, gone
For the rest of my life.”

two young women in dresses on a lawn in An Officer and a Gentleman
Paula Pokrifki (Debra Winger, L) and Lynette Pomeroy (Lisa Blount) are Puget Sound Debs, in “An Officer and a Gentleman.” (Lorimar Productions/Paramount Pictures)

Zack soon becomes best buds with fellow alpha Sid Worley (David Keith), a legacy candidate from Oklahoma. Then, at a Navy Ball, they meet two paper factory workers: Paula Pokrifki (Debra Winger) and Lynette Pomeroy (Lisa Blount). Sid, the more forward of the two, asks Lynette to dance, leaving Zack to pair up with Paula.

two men in Navy dress whites in An Officer and a gentleman
Zack Mayo (Richard Gere, L) and Sid Worley (David Keith) scope out the possibilities at the Navy Ball, in “An Officer and a Gentleman.” (Lorimar Productions/Paramount Pictures)

Learning Teamwork

man on back doing flutter kicks and drill instructor watching in An Officer and a Gentleman
Zack Mayo (Richard Gere) and drill instructor Marine Gunnery Sgt. Emil Foley (Louis Gossett Jr.) undertake a mini-Hell Week to teach Zack teamwork, in “An Officer and a Gentleman.” (Lorimar Productions/Paramount Pictures)

When Sgt. Foley figures out that Zack has a surreptitious side gig selling preshined shoes and belt buckles to desperate classmates and is not a team player, he creates a mini-version of Navy SEAL Hell Week, just for Zack. Foley destroys him with face-in-the-mud pushups and water-hose-in-the-face jumping jacks, nonstop, all weekend long, to get him to quit the program.

woman and man on climbing wall in An Officer and a Gentleman
Officer candidate Casey Seeger (Lisa Eilbacher) gets over the wall with help from no-longer-self-centered classmate Zack Mayo (Richard Gere), in “An Officer and a Gentleman.” (Lorimar Productions/Paramount Pictures)

Sid and Lynette

Meanwhile, Lynette’s been hinting to Sid that she might be pregnant with his child. After experiencing a claustrophobic anxiety attack during a high-altitude simulation in a pressure chamber, Sid comes to the realization that he’s been trying to be a pilot out of a sense of shame and obligation, being forever the lesser son as compared to his dead brother, in his father’s eyes. Sid quits the program and heads to Lynette’s house to propose. Tragedy ensues, which I won’t spoil. 

man and woman and engagement ring in an Officer and a Gentleman
Lynette Pomeroy (Lisa Blount) looks at the ring that Sid (David Keith) bought with his entire savings, in “An Officer and a Gentleman.” (Lorimar Productions/Paramount Pictures)

Zack and Paula

Ensign Zack Mayo, showing mental toughness in Foley’s weekend beat-down, and demonstrating that he’s learned teamwork and how to put others’ needs before his own, is finally commissioned into the Navy with his graduating class. He now has orders to undertake flight training. He’d thought that he’d made a clean break with Paula, but his heart has other plans. He heads to the paper factory, which results in the scene for which this movie is known; the same scene inspired the ending of “Pretty Woman.”

man and woman in paper factory in An Officer an a Gentleman
Paula Pokrifki (Debra Winger) has her factory shift gloriously cut short, forever, by Zack Mayo (Richard Gere), in “An Officer and a Gentleman.” (Lorimar Productions/Paramount Pictures)

From Antihero to Officer and Gentleman

Lou Gossett Jr., playing his role with incredible élan and authority, does such a fine job fine-tuning the line between his professional standards and his personal emotions that the performance absolutely deserved its Academy Award.

The one thing that’s really dated in the movie are the fight scenes. They were absolutely electrifying in ’82, since Bruce Lee was still fresh in everyone’s minds and martial arts were still fairly exotic. Now, with mixed martial arts having been a staple of sports and entertainment since the first Ultimate Fighting Championship bout in 1993, Gere’s fight scenes look quaint and even somewhat amusing.

The fetching Lisa Blount plays a mash-up of Cinderella’s ugly sisters and evil stepmom; she’s got all of the deviousness and entitlement, but none of the physical unattractiveness. Debra Winger’s Deb, Paula, is the Cinderella character, who, by being emotionally available, nurturing, sweet, nonvindictive, and committed to complete honesty, is rescued by the prince. Which is incredibly satisfying.

What’s just as satisfying and inspiring (since, after all, it’s the main course of the movie) is watching Zack’s transformation. He goes from a self-centered, suspicious, mean, cutthroat, mercenary user of others for his own ends, to a team player who can demonstrate loyalty (to Sid) and gratitude (to Sgt. Foley), and who’s learned to honor, cherish, and accept the love of a woman and to recognize a good thing when he sees it.

The movie demonstrates that grace and compassion can, sometimes, arrive unexpectedly and raise one out of dire and depressing life circumstancesfor both Zack and Paula.

man carries woman out of factory in An Officer and a Gentleman
Zack Mayo (Richard Gere) carries Paula Pokrifki (Debra Winger) to freedom in “An Officer and a Gentleman.” (Lorimar Productions/Paramount Pictures)

‘An Officer and a Gentleman’
Director: Taylor Hackford
Starring: Richard Gere, Debra Winger, Lou Gossett Jr., David Keith, David Caruso
Running Time: 2 hours, 4 minutes
MPAA Rating: R
Release Date: July 28, 1982
Rating: 4 out of 5 stars

Mark Jackson
Mark Jackson
Film Critic
Mark Jackson is the senior film critic for The Epoch Times. Mark has 20 years' experience as a professional New York actor, classical theater training, and a BA in philosophy. He recently narrated the Epoch Times audiobook “How the Specter of Communism is Ruling Our World,” and has a Rotten Tomatoes author page.