An adaptation of Anne Rice's best-selling novel, with Stuart Townsend taking over from Tom Cruise as the vampire Lestat. The late Aaliyah co-stars as an ancient, malevolent vampire queen who is awakened from her centuries long slumber by Lestat's rock tunes (the infamous vampire has reinvented himself as a rock star in contemporary America) and decides to make him her king. Complications arise when a young woman (Marguerite Moreau) falls for Lestat too. Also with Claudia Black, Vincent Perez, Paul McGann, Lena Olin, Christian Manon and Claudia Black. [1:41]

SEX/NUDITY 5 - A male vampire is bare-chested in a bathtub and a female vampire caresses his chest, kisses him, kisses down his chest and bites him (we see a bloody spot on his chest and her bloody mouth). A male and female vampire appear to be having sex, although it is not clear: we see them, behind a sheer curtain, on top of each other hovering over a bed. A female vampire slinks through a bar and invites a male vampire to join her on the dance floor where they kiss briefly. When vampires drink blood from each other they appear to be getting some sexual pleasure from the act; they moan as if they are having sex. Two female vampires caress a man and bite his neck and wrist. A male vampire and woman kiss briefly, and a female vampire makes a sexual overture toward a woman. A young woman tries to undo a man's pants, but he stops her. We see several men bare-chested in different scenes, a woman wears a revealing costume in all of her scenes (her breasts are covered but we see her bare abdomen and back), a young women wears a fishnet top with a leather bra underneath, and a young woman wears fishnet stockings and a short skirt.

VIOLENCE/GORE 8 - A female vampire and a male vampire kiss briefly, and then she rips his heart out of his chest, bites it (it's still beating) and turns it to dust (we see her mouth covered with blood). A vampire attacks a woman viciously; we hear growling, crunching, tearing, hear her screaming, see her struggling and see his face covered with blood. A female vampire attacks a room full of vampires; one is slashed and spurts blood on a TV screen and the rest shrivel, their veins protrude and they burst into flames. A female vampire is attacked by several vampires and they all bite her in different places as she screams and writhes (we see her with bloody patches all over her body); they are thrown off of her one by one, shrivel and burst into flames. A vampire climbs up a wall and across a ceiling where he hangs over two young women sitting on the floor, he falls on them, bites one young woman's neck and they both scream and writhe. A vampire flies at a man, grabs him and bites his neck (we hear a crunch and slurping). A vampire grabs a man and bites his neck, and another vampire grabs a woman and snaps her neck; the two bodies are placed on a pile of wood and set on fire. A vampire slits his own wrist and a man drinks from his wound. A vampire bites a man's neck and we see his mouth covered with blood, and the man slumps to the ground. A vampire is attacked by many vampires; they fly at him (some with blades in their hands) and he fights them off with kicks, punches, and slashes, and one is impaled on a microphone stand, one's head is cut off, one's neck is broken, and several burst into flames. A beach and a deck around a swimming pool are strewn with bloody, dead bodies. Three vampires surround a woman, one tries to bite her neck but is stopped and all three hiss and growl and fly off. Two female vampires caress a man and bite his neck and wrist. A man wretches and convulses after drinking blood from a vampire. A vampire is shown drinking blood from a man's neck (the man is limp and he's tossed to the ground). A female vampire bites a male vampire on the chest (we see a bloody spot on his chest and her bloody mouth). A vampire bites a woman on the chest and drinks for an extended period; the woman goes limp and we see a bloody spot on her chest and the vampire's bloody mouth. A vampire pokes a woman's thumb and drinks the blood that trickles out. There are several scenes that show flashes of people with bloody, contorted faces, and there's a scene in a vampire bar where people have scarred necks and bloody patches where vampires have been feeding. We see a "statue" with his throat torn out. A vampire turns black and becomes a cloud of dust. In a dream sequence we see a girl talking to a woman and the woman's eye bleeds (it looks like a tear, but it is blood). We see what seems to be statues of a man and woman in a vault; the woman raises her hand, a vampire sucks blood from her wrist (we hear a crunch), the vampire's eyes turn red and we see him lying on the ground with a blood covered mouth. A woman cuts her chest with a pin and invites a vampire to drink (he's tempted, but does not). A stage explodes and two vampires are thrown back through the air (one has a bloody cut on his cheek). A female vampire is thrown back into a pillar. A vampire flies at a woman and she falls to the ground, a vampire jumps off a scaffold and flies away. A woman falls from a ledge, but is grabbed by the hand and pulled back up. A vampire walks down a passageway and flames flare up as he passes through the corridor. A vampire wakes up and panics when the sun shines on his face. A music video shows a scene with a man holding a knife over a woman. There are several scenes showing people with body piercings; one shows a ring in a man's nipple. There are drawings depicting death and dismemberment, and a vampire talks about dismembering and bleeding another vampire dry. We see a graveyard and several crypts, one of which has a stone coffin inside with roaches crawling over it; a hand pushes the top open. A vampire is chained to a bed and he struggles to get free. There's a reference to a man's hands being "cold as death," and vampires' eyes glow yellow.

LANGUAGE 5 - 1 F-word (although it was hard to discern in a very loud concert scene), 3 mild obscenities, 2 religious exclamations.

DISCUSSION TOPICS - Vampires, eternity, black magic, discretion, immortality, death, family, secrets, ego, love, trust, companionship, jealousy, gods, greed.

MESSAGE - In the end we are all alone.