Horror film based on a Stephen King story about a thick mist that moves into a small town trapping many of the residents in the local grocery store. Fearful of what the mist brings with it, they begin to panic, and contentious factions are formed, which may be as detrimental to their survival as the monstrous creatures that wait for them outside. With Thomas Jane, Marcia Gay Harden, Laurie Holden, Andre Braugher and Toby Jones. Directed by Frank Darabont. [2:07]

SEX/NUDITY 2 - A young man and a young woman kiss passionately, then stop and talk.
► A man takes off his shirt and we see his bare shoulders and upper chest briefly. A woman wears a low-cut top that reveals cleavage.

VIOLENCE/GORE 9 - A large flying creature looks like a cross between a bat and a parrot, large bugs look like locusts with very large stingers and teeth, and the tentacles have long sharp tines on the edges and a mouth underneath; there are also large spider/crab creatures that snarl with large teeth and hatch many small spider/crab creatures out of hosts and they shoot webbing that seems to be acidic.
► People in a dark store hear skittering, they look up, and they see people wrapped in thick webs; one man is still alive and begs for help, he twitches, his skin begins to bubble and swell, and spider-like creatures burst out of his face (blood and tissue spurt).
► A large crab/spider creature is shot and it splatters, and many other similar creatures begin spraying strands of acidic web: one man's leg is wrapped with webbing, he screams and his leg bleeds, a man wrapped in webbing falls to the floor and many small spider-like creatures break out of his back (blood and matter are sprayed), one man is sprayed in the face with acidic webbing (he falls to the ground screaming and a large creature comes and devours him), a woman sprays a creature with flames the creature burns, and a dead man is covered by many small spider-like creatures, which appear to be eating his body.
► A large metal door is opened slightly, a young man stands near the opening, sees a mist moving outside the door, a large tentacle thrashes outside, moves inside and grabs the young man by the leg; another man grabs the young man's hands and tries to pull him back inside, other tentacles begin to reach inside (several with large spikes on the sides), one strikes the young man and tears the skin off his leg, down to the bone (we see blood and bone), another strikes him on the shoulder (blood and tissue are visible and the young man screams), and he is pulled away, striking his head on the door and disappearing into the mist; the door is then closed on a tentacle and a piece is cut off by a man with an axe.
► A man is bitten in the back of the head by a large flying creature, and it pecks at his head and pulls strands of tissue out the back of his head (we see a large pool of blood on the floor).
► A large bug flies into a window (the window does not break), then many others fly into the same window, and then a larger creature begins pecking at windows in order to snatch the bugs and eat them; the window breaks and bugs get inside a store, a woman swats one bug to the floor and steps on it (we see goo on the floor and her shoe), and a young woman is stung on the neck, thrashes and convulses on the floor, her face swells and she dies.
► A man is thrown to the floor, a woman grabs him around the throat, a crowd surrounds him, he tries to run away, he is pushed into the crowd, they begin to beat him up, one man stabs him in the abdomen three times (we see blood on his shirt, we hear a crunch with each stab, and he yells), and then the crowd throws him outside into a mist; he hears a snorting behind him, he begs to be let back inside, but he is taken away by a large tentacle and pulled into the mist (we hear him screaming).
► A man ties a rope around his waist and prepares to go out into the mist, he walks for some distance, then the rope begins to pull wildly (the hands of the man holding the rope inside the store are burned), and the rope is pulled up into the air and falls loose to the ground; the man reels the rope in and we see blood and tissue and the severed lower half of a man.
► A man is grabbed by a large claw and taken into a mist, another man is jumped by a smaller creature that eats him (we hear screaming and gnashing), and another man is surrounded by several creatures and eaten; a blood covered pistol falls onto the hood of a car where five people are hiding, one man reaches to get the gun and a creature charges toward him (it walks over the roof of the car and away).
► A man tries to light a torch to burn large flying creatures that have come into a store, he spills a bucket of flammable liquid, the puddle catches fire and so does he, he runs around trying to put the flames out and we see him later with severely charred and raw skin on his head, face and chest.
► A woman is shot in the stomach and the head (blood splatters and pools on the floor).
► A large flying creature is set on fire and it flies through a store in a panic and a man with an ax chases the creature and eventually strikes it repeatedly until it is dead. A large flying creature is shot twice and dies.
► We see many buildings and overturned cars covered with webbing, we see people covered with webbing and hanging from walls of buildings, and we see a school bus with a person inside covered with webbing.
► Two men hang themselves (we see them swinging from ropes around their necks). A woman commits suicide by taking an overdose of pills (we see her lying dead). A badly burned man pleads for someone to kill him.
► A man punches another man in the face a few times (we see him with a bloody face). A woman slaps a woman in the face trying to stop her from talking and scaring people.
► Several people try to leave a store and they are surrounded by people with knives, who try to grab a boy and threaten to sacrifice him.
► We hear gunshots, see flashes from inside a car and see blood splatters on the windows and upholstery.
► A man runs into a mist trying to reach his car, and we see him disappear into the mist and hear him screaming. A woman desperate to get home to her young children, who are alone, walks into the mist and disappears (we do not hear a scream).
► A man pokes a piece of severed tentacle, it twitches, and then dissolves into a puddle of what looks like acid.
► Several large tentacles move through a grocery store storeroom, and we see one picking up and eating from a large bag of dog food. A huge 6-legged creature steps over a car.
► A mist moves over a store, the building begins to shake, shelving and light fixtures fall onto the people inside and we see a few people with injuries afterward. We hear a loud storm blowing outside a house, lightning, thunder and a thick cloud moves over a lake, the power is knocked out, a family goes to their basement and a huge tree breaks through their front window (no one is harmed). A large metal door moves and shakes and something seems to be pressing against it from outside. We see a boathouse and its contents crushed under a large tree that was blown over during a storm.
► A man checking out a generator disables it, the lights turn off, and he strikes his head on a doorjamb, and then trips and falls to the floor.
► A man with a bloody nose and blood on his shirt runs in a panic through a street and into a store and tells people that another man was taken away by something in the mist. A woman tells people to prepare to meet their maker and that God is a vengeful god. A boy asks his father to promise not to let the monsters get him. A boy pleads with his father not to leave him. A woman preaches from the Old Testament and talks about the End of Days and the need to sacrifice someone to appease God. A man talks (in jest) about a crashed spaceship with frozen aliens inside it being kept in a military installation near where he lives.
► A boy cries uncontrollably, worrying about his mother's safety.

LANGUAGE 6 - 14 F-words and its derivatives, 1 sexual reference, 29 scatological terms, 12 anatomical terms, 14 mild obscenities, name-calling (stupid, hicks, lunacy, crazy), 6 religious profanities, 30 religious exclamations.

SUBSTANCE USE - A woman commits suicide by taking an overdose of pills. A man smokes a cigarette.

DISCUSSION TOPICS - Family, memories, fear of the unknown, rumors, military experiments, power in numbers, aliens, sin, faith, civilization, decency, insanity, murder, human sacrifice, reliance on supernatural explanations for inexplicable occurrences, "End of Days," delusions, denial, suicide, guilt, stem cell research, abortion, other worlds.

MESSAGE - Fear drives people to extremes.

(Note: A woman claims to be God's vessel)