The Ten, a bunch of Southern Nazis, don't want fat boys or blacks in their military academy, so they torture them with battery cables, threaten to burn them alive, carve initials in their backs with pocketknives and make them jump off roofs. That's what I like about the South.

Old times there are not forgotten in "The Lords of Discipline," a film from Pat Conroy's semi-autobiographical novel. The time is 1964, the school is Carolina Military Institute, the subject is honor, the formula is stale.

Star David Keith, muscle man with the face of a Campbell Soup Kid, re-ups after his successful role in "Officer and a Gentleman." He plays Will, the cadet with a conscience, who goes to CMI only because it was his father's dying wish. Honest.

Will and his three roommates uncover a secret society of sado-masochists called the Ten. All were top graduates of CMI sworn to protect the purity of their alma mater. "Dixie" is their favorite song. And "look away, look away," is what the squeamish will be doing as the Ten commit atrocities.

The heros, who look good only when compared to the villains, verbally and physically abuse each other to cement their friendships. Thanks to such strong ties, the rest of the foursome, though bigoted themselves, help Will protect the first black cadet to attend the exclusive school (Mark Breland). Just walking through the gates proves he has guts, but he buckles under after the four rescue him from the Ten. As he buckles, so buckles the film.

In a namby-pamby finale, the terrible Ten get off with a tweak on the nose. One retires quietly, probably with a full pension, after countenancing murder. Just when the audience was in the mood for a lynching. Besides all that, the plot's holey as a sieve. Mysteries resolve without clues. Top secrets are kept in accessible desk drawers.

Though the leading men -- Keith, Rick Rossovich, Mitchell Lichtenstein and Mark Breland -- are fine actors, with Rossovich a standout as a sweet, dumb brute, nothing could be finah, than to flee this Carolina. That's a warnin'. THE LORDS OF DISCIPLINE -- At area theaters.