Will Smith is targeted by the government in this conspiratorial thriller. Gene Hackman, Jon Voight, Gabriel Byrne, Jason Lee, Jamie Kennedy, Regina King and Scott Caan co-star.

SEX/NUDITY 3 - On a video a couple kiss and undress down to her underwear and she kneels in front of him (implying oral sex) but the scene is brief and blurry. A couple kiss while he opens her robe displaying her bra and panties. Scantily clad women are seen.

VIOLENCE/GORE 6 - There's a shootout showing bodies jerking and some blood; the aftermath shows bloody bodies, and a bloody floor and sheet. A man is shot in the hand (we see lots of blood). A man is hit by a car but uninjured, but then he's hit by a fire engine; we see his twisted body and blood on his face and the pavement. A car crash leaves a man with a bloody face; the car and man are shown briefly on fire. A man is nearly hit by a train and several people are nearly hit by cars when they peek out of a manhole. A bloody cut on someone's head is shown a couple of times. There is a fire and an explosion. There are a couple of face punches, some scuffles and a man is kicked to the floor. People have very bruised faces in a few scenes and a man is bitten by a dog. There are a few scenes of reckless driving and lots of chases. We see shootings, fights, etc., and protesters in bloody shirts on a blurry video. A man is given a sedative by injection then his car is pushed underwater.

LANGUAGE 8 - About 24 F-words (including one profane hand gesture), many scatological references, mild obscenities and anatomical references.

DISCUSSION TOPICS - Surveillance, government conspiracies, state power, telecommunications.

MESSAGE - Big Brother is watching you.