MPAA Rating: R

Best friends and boxers Antonio Banderas and Woody Harrelson take a road trip to Las Vegas to fight each other in a match they hope will revive their careers. Also with Lolita Davidovich, Tom Sizemore, Lucy Alexis Liu, Robert Wagner, Richard Masur, Willie Garson, Cylk Cozart, Jack Carter and Darrell Foster. [2:04]

SEX/NUDITY 8 - Lots of sexual innuendo (including references to homosexuality, fellatio, female genitalia and the size of male genitalia) and a few kisses. A clothed woman straddles a standing man and they have intercourse with moaning and movement (her upper thigh is visible; he isn't wearing pants but his shirt covers his buttocks) and we later see him thrusting behind her; also, she spanks his buttocks a few times and it's implied that he touches her genitalia (we glimpse his hand underneath her skirt, see her delighted facial expression and hear her moans). A man caresses a woman's clothed leg, but she removes his hand when he moves it to her upper thigh. We see two topless women lying in bed with a man and two nude but sheet-covered women lying together in bed (most of one's bare legs are visible). In dream sequences, we see some topless women (a few times we see close-ups of their bare breasts), a man's bare backside, two nude women rolling on a mat together (shadows hide their genital area and most of their bodies, but we do see their bare breasts and one's bare buttocks) and a woman straddling a man's lap. We see two men's bare buttocks as they shower in a locker room. We see several women in skimpy bathing suits (one wears a thong bottom) and women in cleavage-revealing tops.

VIOLENCE/GORE 7 - An extended scene of a boxing match with lots of punches (several punches to the nose, cheek and forehead are shown in close-up, slow motion shots) and many knock-downs; both boxers get blood on their trunks, one man has a very bloody gash on his eyebrow (we see lots of blood on his face and chest) and the other has a bloody mouth and nose and his face is badly swollen. Some flashbacks of boxing matches with punches to the face and torso; in a couple, a man is knocked to the mat. We see some men boxing in the background of a scene. A woman punches another, knocking her to the ground. A man and woman slap each other (she falls to the ground and is later seen with a cut on her lip) and a man slaps another. Two men shove each other and nearly begin fistfighting. A man kicks in a door. We see a dead man (some blood is on his shirt) and a barely conscious man who's foaming at the mouth, presumably from a drug overdose. We see and hear a man urinating into a urinal, a man vomits into a toilet and a man spits on a speaker phone.

PROFANITY 10 - At least 65 F-words, some profane finger gestures, lots of anatomical references and slang terms (including two references seen on a license plate), many scatological references, lots of mild obscenities, several insults and lots of name-calling. [profanity glossary]

DISCUSSION TOPICS - Boxing, love triangles, friendship, homophobia, being haunted by the past, religious convictions, big business.

MESSAGE - Determination and heart are as important as skill.

Special Keywords: S8 - V7 - P10 - MPAAR