Based on the Marvel comic series: A man (Robert Downey Jr.) who has been at the helm of a weapons manufacturing company for years is taken hostage in the Middle East while demonstrating his latest weapon. While in captivity he has a change of heart that leads him to develop a state-of-the art metal suit that transforms him into Iron Man. Also with Terrence Howard, Gwyneth Paltrow, Jeff Bridges, Shaun Toub, Leslie Bibb and Allison McAtee. Directed by Jon Favreau. [2:06]

SEX/NUDITY 4 - A man and a woman kiss in bed (she is wearing a shirt and panties revealing bare legs to the hip), she straddles him and they kiss passionately, they roll over and fall on the floor (it is implied that they have sex) and we see her wake up nude the next morning (her bare legs, back and shoulder are visible).
► Two women wearing low-cut dresses (cleavage and bare shoulders are visible) stand on either side of a man and snuggle against him as he gambles and one blows on his dice suggestively. Two men watch as three female flight attendants dance while holding glasses of champagne on a plane (we see bare abdomens and cleavage).
► A man and a woman nearly kiss. A man and a woman appear to be attracted to each other.
► A woman wears a shirt unbuttoned to expose part of her bra and cleavage and bare legs to the hip. Women are shown wearing low-cut tops and dresses that reveal cleavage in many scenes.
► A man and a woman wearing a very low-cut dress in the back that reveals her bare back to the hip and cleavage dance together at a party. Men and women dance together at a party.
► A man asks another man if it's true that he has gone "12 for 12" with the Maxim cover models (implying that he had sex with all of them) and the man says yes. A man teases another man about the "lovely lady he woke up with" and asks, "What was his name?" A woman enters a room to see a man wearing a metal suit and being tugged at by machines and he says, "This is not the worst thing you've caught me doing." A man wearing a metal suit tells machines trying to take the suit off to "be gentle, this is my first time."

VIOLENCE/GORE 7 - Several military vehicles drive through the desert, one explodes (we see the vehicle thrown and flames burst), and soldiers get out of the other vehicles and are shot (we see blood spurts on a windshield and hear screaming); a man gets out of one vehicle and runs, a bomb lands on the ground next to him and explodes, and he is struck and thrown to the ground (we see blood seeping through his shirt and blood on his face).
► Men with guns attack a village, people run into a building, they are chased and shot (we hear the gunshots), others are forced into a truck and the men are lined up against a wall to be shot and one man is struck and kicked while on the ground (the attack is interrupted before they are shot). Men with guns hold other men on the ground on their knees, they receive orders to "take care of things" and we hear gunshots (suggesting that all of the men were killed). A wounded man with blood on his chest and face dies. Two men open a cell door, it explodes and they are thrown and killed (we see their bodies).
► A man in a metal suit picks up a car with a woman and children inside (they scream) and prepares to throw the car but does not, he grabs a motorcycle and flings it against a wall (throwing the driver off), and he is then thrown into a bus and the bus explodes (he is shot out and into the sky). Someone falls into a reactor and causes an enormous explosion. A man wearing a metal suit is shot out of the sky by a rocket, crashes to the ground (he's OK), he then fires on the tank that fired at him and blows it up (we don't see anyone inside the tank). A man wearing a metal suit shoots and destroys many weapons causing large explosions.
► A man in a metal suit flies through the air, is shadowed by two fighter jets, a rocket is fired at him, he blows up the rocket, clings to the belly of one plane, the plane spins trying to knock him off, he lets go, one plane crashes into him breaking its wing, the plane spins out of control, and the pilot ejects -- his parachute deploys just before it is too late.
► A man in a metal suit is shot at repeatedly, he shoots a rocket at a man and it explodes behind him (we see the man later with a badly scarred face), shoots a flame thrower that ignites many men (we see men running in flames), as well as stockpiles of weapons, causing explosions. A man in a metal suit shoots several men who hold people with guns to their heads (we see the men slump to the ground dead, there's no blood). A man in a metal suit punches through a wall, pulls a man out through the hole and slams him to the ground (people standing around him move closer to him suggesting that they are going to attack him). Two men in metal suits fight: one stomps on the chest of the other, one is thrown, one has cables yanked out of its mechanisms, one shoots at the other, and one threatens to kill the other.
► We see a man thrashing and screaming during a surgical procedure, and we see bloody tissue being removed and a device being implanted. A man regains consciousness and pulls a tube out of his nose (we hear squishing as it comes out) and he gags and coughs. A man is rendered paralyzed and another man removes a device from his chest (he gasps and goes gray suggesting that he is dying). After a surgery a man discovers that a device has been implanted in his chest and that it is attached to a car battery (we see him carrying the battery around in several scenes). A man has a metal cylinder in his chest (we see inside the metal; there's no blood or body matter), he tells a woman to reach inside it and pull out a wire, she does (we hear squishing and she complains that it is filled with pus and that it smells, we hear a zap and the man twitches), she puts another device in the cylinder and the man is jolted; she pulls her hand out and we see slime on her hand.
► Several men with guns enter a laboratory, they are each struck or thrown by a man in a metal suit, there is a large explosion, and the man in the metal suit breaks through the ground outside and holds a weapon on a woman. Several men with guns enter a cell, one man is kicked across the room by a man in a metal suit, other men shoot at him, he kicks and punches them out of the way, breaks through a door, a man shoots at him at close range (the bullet ricochets and strikes him in the head, there's no blood).
► A man is forced to his knees, his head is placed on a table and a red-hot coal is pushed near his face as a threat. A man's head is forced under water several times as a form of punishment and his head is placed in a burlap bag in a later scene. We see a man with a bloody face tied to a chair and men with guns stand around him. We see photos of dead human and animal bodies after an attack.
► A man wearing a metal suit flies high into the atmosphere, ice forms on the metal, the flying mechanism fails, he falls toward the ground and nearly crashes onto a busy street. A man wearing a metal suit flies into the air, the propulsion mechanism sputters, and he falls back to the ground and crashes into sand (we see the suit in pieces and he has some blood on his face and arm). A man testing jet propulsion boots is flipped through the air and slams into a wall (we see him with a few abrasions on his face later). A man tests out a flight stabilizer and is thrown back from the blast. When a man in a metal suit lands on his roof, he breaks through the roof, then the floor of the first floor and then onto a car parked on the bottom floor (sirens blare). A man tests a device that fires a blast into a wall and then three plate glass windows, shattering them.
► A man uses a device that makes a high-pitched whistle to incapacitate a man (we see the man's veins on his face protrude through the skin and he goes limp). Two men being held hostage stand and raise their hands in the air when their captors with guns enter and threaten them. A man yells at and threatens a man.
► During a weapon demonstration, a rocket is launched, it spurts smaller explosives and when they strike the ground there is an enormous explosion that blows a wave of dust and a gust of wind into people that are gathered to watch.
► A man speeds in his car. A man is strapped and screwed into a metal suit. Machines pull and tug at a metal suit trying to remove it from a man who struggles and complains.
► A man is referred to as the Merchant of Death. A man is told that he is locked out of his company by the Board.

LANGUAGE 4 - 1 mostly muffled F-word, 2 scatological terms, 1 anatomical term, 7 mild obscenities, name-calling (sour patch), 7 religious exclamations.

SUBSTANCE USE - Many people drink alcohol at a party, two men drink sake and appear drunk later, a man drinks alcohol, three flight attendants hold glasses of champagne while dancing, and a man drinks alcohol while riding in a military vehicle. A man puffs on a cigar (no smoke is evident), and a man smokes a pipe.

DISCUSSION TOPICS - Weapons manufacturing, heroism, super heroes, terrorism, friendship, loneliness, war profiteering, respect, responsibility, the atomic bomb, balance of power, technology, science, accountability, legacy, collateral damage, mass murder, the Middle East.

MESSAGE - It's never too late to re-evaluate your life. What may seem like success is often devoid of meaning.