This fictionalized telling of the Jesse James saga presents the Old West outlaw and his gang as men who've been wronged by the Yankee railroad barons and they now exact rightful, wrathful revenge by robbing banks. Colin Farrell stars as Jesse, Gabriel Macht is Shakespeare-quoting Frank James and Scott Caan is Cole Younger. Also with Ali Larter, Timothy Dalton, Will McCormack, Gregory Smith, Kathy Bates, Nathaniel Arcand, Craig Erickson and Ty O'Neal. [1:35]

SEX/NUDITY 3 - A man and woman kiss passionately, a man and woman kiss romantically a few times, and a man and woman kiss briefly in a few scenes. There are references to men taking women (prostitutes) "upstairs" (presumably for sex). We see a saloon with women wearing cleavage revealing dresses. A bare-chested man and a woman in her underclothes go into the ocean, hold each other close and kiss passionately. A woman climbs into bed with a seemingly unconscious man. We see a woman in her underclothes a few times. A man flirts with a woman in several scenes. We see two bare-chested men. There is a reference to a man having had sex with another man.

VIOLENCE/GORE 6 - We see several men being picked off one at a time, several men are shot at close range, a man is winged in the face leaving a bloody scratch, a man is shot in the chest, a man is shot in the back and we see him die from his injuries, and a man is shot in the hands. A man rides through a group of armed soldiers shooting at them as they return fire. A group of men on horseback are ambushed by armed soldiers; there's a big battle that includes cannon fire, and several men on both sides are killed (we see some of the hits and some bloody bullet wounds). A group of men on horseback charge an armed army regiment and they fight with guns, bayonets and hand-to-hand. We see men thrown through the air after a cannon is fired at them. A group of men are fired upon by another group of men; one man is shot in the chest and a man falls from a water tower after being shot. A group of men on horseback fire on a train filled with armed soldiers; several men are hit. A group of men on horseback chased and fired on by other men on horseback. A man swings from a chain along the outside of a train shooting men inside. A man running along the roof of a train is shot at from inside the train. We see a man hanging in the street from a distance and we in a close-up we see his blue-tinged hands tied behind his back. A farm house explodes and a woman emerges charred and dies, a crate of ammunition is shot and it explodes, a barn explodes, a construction supply depot explodes. A bank is blown up, a hotel and a store are blown up and a water tower tips onto the roof of a store washing a group of men into the street. A group of men are pinned down by cannon and Gatling gun fire. There are several scenes of bank robberies, all with people being threatened by a group of men with guns. Two men fight, throwing each other through a glass window and rolling around in a mud-covered street; they then draw their guns. A man tackles another man and draws his gun. A man with his hands tied behind his back is marched to the gallows and a noose is placed around his neck. A man is kicked in the crotch and is head-butted. We see a man with bloody bandages on his chest, and a man shows a scar from a bullet wound. A man is knocked down by a running horse, and a man jumps through a glass window. A man hits two men repeatedly with his cane. Horses stampede a town and people run screaming through the streets, and a man is shackled and handcuffed inside a train car. There are many scenes of men threatening other men and women with guns drawn, and there are lots of threats of hangings, threats of killing and physical harm. A train nearly runs into a cart supposedly filled with barrels of TNT, and a train is hit by cannon fire and is forced off the tracks. A young man vomits after drinking whiskey (we hear him but do not see him). There is a discussion of a man having killed two men, and a description of how a man died in the war. A man spits in a man's face.

LANGUAGE 4 - 27 mild obscenities, 4 scatological terms, 2 sexual references, 11 religious exclamations and some name-calling.

DISCUSSION TOPICS - The American Civil War, Jesse James and his gang, fame vs. infamy, greed, farmers vs. the railroad, being a hero, progress, the press.

MESSAGE - Pick your fights carefully. Even outlaws can become popular celebrities.