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Warlords (1988) is vintage Fred Olen Ray. It’s a film made with a small budget and trades in the spectacles of violence and sex. Like so many of Ray’s films, Warlords draws on a handful of cinematic sources, all of which have proven successful. That’s the genius of the B-Movie, to repackage and reimagine films on the cheap. Back in the late eighties, Ray was pioneering what straight-to-video B-Movies would be for the nineties.

John Ford’s The Searchers (1956) and George Miller’s Mad Max (1979) give Warlords its dramatic bones. Ray lifts the post-apocalyptic location and society from Miller’s film and injects the John Wayne character from Ford’s film into the mix. David Carradine, in his soldier’s uniform, wanders the deserts of a nuclear waste land looking for his wife (Brinke Stevens) who has been kidnapped by the titular warlord (Sid Haig). However, Ray subverts John Ford’s original arc rather comically in the third-act reveal that the wife of Carradine’s character plotted to run off with the warlord.

Since Warlords is a B-Movie Carradine needs a sidekick. And, since it’s a film by Fred Olen Ray, that sidekick is going to be a buxom, badass woman. Dawn Wildsmith, with her piercing eyes, brings all of the passion that Carradine lacks to the project. Where Carradine is all pathos and determination, Wildsmith personifies immediacy and emotion. The two actors are a far more successful pairing than is usual for these kinds of films where obligatory sex scenes tend to undermine camaraderie and cast the female character as a subservient, sexualized object.

There are plenty of goofball scenes of post-nuclear wasteland hijinks in Warlords to be sure. But there is one standout chase sequence through a desert that proves Fred Olen Ray possesses a certain craftsmanship and artistry. Clearly Ray has studied the films of Miller and Frankenheimer to achieve the sequence in question. What is incredible is that Ray pulls it off so well with so few resources. This is the type of ingenuity that would put the great Paul Bartel to shame.

In the end, Warlords is exactly what one would expect. That’s the thing about Fred Olen Ray, he always delivers the exact film that one expects. This isn’t a bad thing in the world of low budget filmmaking where the ole “bait and switch” is a common occurrence. Ultimately Warlords is either your brand of disposable escapism or it isn’t. We all get to pick our poison, mine just happens to be a bit sleazy.