Based on the novel by James Jones, the film depicts the U.S. invasion of Guadalcanal and subsequent battles with Japanese soldiers. Sean Penn, Nick Nolte, Jim Caviezel, Woody Harrelson, Elias Koteas, John Cusack, George Clooney, John Travolta, Adrien Brody, Ben Chaplin and John C. Reilly co-star, and Terrence Malick directs.

SEX/NUDITY 4 - A few passionate kisses and embraces. In a few brief flashback scenes, a man fondles a woman's clothed breast and then they appear to be having intercourse but remain clothed. We see a few scantily-clad and naked natives and we see the posteriors of soldiers (some in underwear and some naked) running into the ocean. A brief shot of a woman's bare back as she's bathing.

VIOLENCE/GORE 9 - We see hundreds of soldiers being shot, bombed and stabbed. Many shots of bloody, wounded soldiers -- sometimes wailing and writhing -- and dead bodies strewn about. A group of soldiers discovers two very bloody, dismembered bodies. In one scene, two dogs are eating corpses; in another, a wounded and bloody bird crawls slowly on the ground. We see bloody teeth in a soldier's hand and pliers in his other hand, implying that he's pulled them from the wounded and dead enemy soldiers around him. One extended shot of an obviously dead man's face poking up from the ground. Numerous bombs, blasts, screams, and moments of terror.

LANGUAGE 6 - About 12 F-words, a couple of anatomical references, several scatological references, and lots of mild obscenities.

DISCUSSION TOPICS - The military and war, death, friendship, obeying authority, loyalty, life's randomness.

MESSAGE - There are never any winners in a war.