A criminal mastermind (Morris Chestnut) has set in motion a plan to infiltrate a high tech prison in order to persuade a death row inmate to reveal the whereabouts of $200 million worth of gold. An undercover FBI agent (Steven Seagal) who wants to avenge the death of his wife must stop him with whatever means he deems necessary. Also with Ja Rule, Kurupt and Nia Peeples. [1:38]

SEX/NUDITY 3 - A man touches a woman's face and chest and talks to her about being attractive. A man and woman flirt through glass at a prison visitation room: he talks about a time when they were together and they both begin to playfully thrust their hips toward each other. A woman wears a tight-fitting leather or rubber outfit that exposes her bare midriff. A man calls out "fresh meat" when some new inmates arrive in a prison. A man holds a grenade launcher and says to another man, "mine's bigger than yours." A man says to another man "I'm not into men." A man talks about his mother having raped him.

VIOLENCE/GORE 6 - A man lies dead on the ground with bloody bullet wounds on his chest; we see a flatline on a monitor and two people shock his chest repeatedly and do CPR until he is pronounced dead. A group of people jump from a plane, sail down toward a prison where they shoot guards off the roof and land. A woman is shoved out of a helicopter, a man jumps from another helicopter and sails toward her, he grabs her mid-air, deploys a parachute and they fall into water. A man has explosives strapped to his chest, he pulls the pin and he and the helicopter he's in explode (several other people are on board). There is a shootout between FBI agents and men working in a stolen auto garage: people shoot back and forth at each other, some people are hit, one man falls from a walkway onto a car below, a fire starts, gas barrels explode, cars explode and there are more gunshots. Another shootout takes place with people shooting back and forth at each other: we see some get hit and jerk and fall dead, and stay with one man who is shot repeatedly and falls into an opening in the floor. A helicopter is shot out of its perch and begins to fall in flames; one man jumps out of it and hangs onto a chain, another goes down with it (we see him injured later, with blood coming out of his mouth). A woman slides down a rope, wraps her legs around a man's head (presumably killing him) and shoots several people, more people come down wires and begin shooting, many people are shot and jerk when they are hit, and one falls over a railing onto the ground below. A woman follows a man into a passage, he holds a gun to her head, she kicks him repeatedly sending him into the wall and to the floor, he tries to hit her with a chair when another man enters the room firing his gun and the woman runs away. Two men swing from chains punching and kicking each other as they pass, then they both land on the floor below and hold guns on each other, and one pulls the trigger but there's no discharge. A man and a woman hold guns on each other, and the woman kicks the gun out of the man's hand, jumps over a railing and climbs down a rope while firing her gun. Two men threaten each other with guns, and one is shot and falls back. A man shoots two men (we see the bloody bullet holes in the shirt of one of the men and watch the other man shock him in the chest with a taser trying to start his heart). A man shoots two men who fall to the floor, and who in turn shoot two other men. A man shoots a priest. A woman's gun is caught in a door and she shoots at the two men on the other side until one of them kicks the gun around so he can fire back at her. A man shoots into a room, the man inside the room punches him hard in the face and they begin to fight with many kicks, slaps and punches. One man is tossed through a window, into glass shelving and falls dead on the floor. A man shoots at a man and then they punch and kick each other. A fight breaks out after a man is zapped in the neck with a stick taser. A man punches another man a few times, and yet another man jumps on the back of one man and they punch each other until one man is tossed into shelves that collapse. A woman pulls a knife after a man turns his back on her, and another woman shoots her. A woman head butts a man in the face, and a man kicks and punches a woman, then holds a gun to her face. A man presses a knife against another man's throat. A group of men barge into a man's apartment while he's sleeping; he wakes up and threatens them with a gun, and they in turn threaten him with their guns. A man stops a car abruptly and another man is thrown out the passenger window and crashes onto the windshield of a nearby car (the windshield shatters). A man climbs up a rope but falls and lands hard on the ground (we hear a thud). A helicopter crashes into the lighthouse of a prison and falls through a skylight (the pilot is killed and we see his body shoved out of the chopper later). A man lies dead on a table with a blood covered shirt. A woman is strapped into an electric chair and people threaten to kill her. A dead man crashes through a skylight carrying canisters that spray a gas that makes people gag and spit. A man talks about his father having beaten him and his mother having raped him. A man fires a grenade launcher and it kicks him back through a glass window (he's uninjured). We hear that a man's wife was shot in the chest four times. We hear about a train derailment where people were killed. A container of flammable liquid is lit by a smoldering cigarette and the blast consumes a man. Explosives are placed on a door and it is blown off its hinges. A man drives fast and recklessly through what appears to be a train yard; he crosses over train tracks (nearly hitting a train), he dodges a forklift and nearly runs into an oncoming semi. A man watches as a room and an electric chair are readied for his execution. A man stitches up a bloody bullet hole in his shoulder and a man has a large scar on his knee. We see inmates of a maximum security prison in shackles and handcuffs. People discuss different types of execution: lethal injection, electrocution, and by firing squad.

LANGUAGE 4 - 3 scatological terms, 12 anatomical terms, 24 mild obscenities, 5 religious profanities, 1 derogatory term for African-Americans, 1 derogatory term for law officers.

SUBSTANCE USE - People smoke cigarettes.

DISCUSSION TOPICS - Grief, death of a loved one, crime syndicates, greed, criminal warehousing, belief in God, asking forgiveness, what happens after we die, sociopaths, Gulf War Syndrome, betrayal, destiny.

MESSAGE - Revenge can motivate people to go to extremes. Greed will also.