MPAA Rating: PG-13

Drew Barrymore, Cameron Diaz and Lucy Liu play elite crime-fighting "angels" funded by an anonymous millionaire named Charlie, who sends them on a mission to protect a high-tech electronics company owner from his untrustworthy competitor. Also with Bill Murray, Sam Rockwell, Kelly Lynch, Tim Curry, Crispin Glover, Matt LeBlanc, Luke Wilson, and Tom Green. [1:38]

SEX/NUDITY 5 - Some sexual innuendo and double entendres, and some kisses. A man and woman, holding hands and smiling at each other, walk into an airplane's bathroom together. A woman with smeared lipstick is seen waking up in a bed (she's mostly covered with a sheet, but parts of her bare leg, hip and shoulders are visible); a man wearing pajamas is cooking her breakfast. In another post-coitus scene, we see a sheet-covered woman in bed and a man wearing a bathrobe. A woman pushes a man onto a couch and tries to straddle him and kiss him. A woman distracts a man by flirting with him, revealing a lot of cleavage through her unzipped top (part of the side of her bare breast is visible), and licking the steering wheel of the car they're sitting in. In one scene a dominatrix-like woman dressed in black leather is gawked at and then followed by a group of men; she also runs her fingers through a man's hair and holds his face next to her clothed chest a couple of times. Two boys briefly talk about whether they've seen "boobies." Three women dressed as yodelers (tiny skirts and cleavage-revealing tops) briefly spank each other's legs/buttocks while singing to a couple of men; in another scene, two women in midriff-revealing tops belly dance in front of a group of men. A woman loses the sheet she was wearing when she falls out of a window (see Violence/Gore for more details) and is nude as she tumbles down a hill (we realize she's nude, but her body appears to be quite blurry and no body parts are clearly visible); we then see her holding a life preserver that covers her breasts and groin area when she asks two boys for help. A woman unzips the front of her wetsuit (only cleavage is visible), then we see three women's bare backs as they start taking off their wetsuits. We see lots of cleavage, a woman wearing a short T-shirt and men's briefs, a woman wearing a very short dress, a couple of close-ups of women's clothed buttocks, and a few shirtless men wearing towels in a spa.

VIOLENCE/GORE 6 - It's implied that a man is stabbed to death (we hear a slicing sound, see a line of blood splatter on the ground, then see a close-up of his head hitting the ground). Four extended "kung-fu" fights (two fights are among several people and two fights are between two people), all of which involve lots of kicks and punches to the chest and face that often knock people to the ground and/or into walls; during the fights people are nearly stabbed with a sword, a person is nearly hit with an axe, a person hits others with a chair, two people are lassoed with a chain and knocked down, a woman holds another to the ground and punches/slaps her face repeatedly, a person is kicked backwards out of a window and lands on the ground below, two people are nearly hit by a falling bell, and two people roll down steps. A man wraps a chain around a woman's neck, and then she pushes his head into a mirror a few times (a small bloody cut is visible), kicks his face repeatedly, and presses her foot into his neck. A woman being threatened with a gun is shot at, and she falls backwards through a plate glass window; she dangles from a sheet she was wearing, then tumbles down a large hill, eventually reaching the bottom unharmed (see the Sex/Nudity category for further details). A man grabs another by the neck and pulls him out of an airplane; they freefall for a while but eventually land safely (while they're falling a bomb is unstrapped from one of them and explodes, but neither is harmed). A woman appears to be shot in the back and falls to the ground (we see blood on her shirt and on a nearby man's shirt); after a few seconds we learn it's a scene for a movie. A girl punches a man's face, a woman punches a man's face and kicks him repeatedly (he has a bloody mouth afterwards), a man elbows a woman, a man is hit in the back and dragged into a car, a man is dragged into a room and locked inside, and it's implied that a person is drugged and kidnapped (we only see powder being added to the person's drink). In one scene a man repeatedly shoots at and nearly hits a few people who are chasing him; in another scene lots and lots of bullets are fired into a trailer, nearly hitting a person inside (we later see the bullet-hole-ridden trailer collapse after the person leaves). A person harpoons a helicopter and a few people hang from the line, a woman falls off a helicopter but is saved, and a few people jump from a helicopter that is hit by a missile and explodes (later we see them lying face-down in the surf, uninjured). In two different scenes we see someone bound to a chair and gagged (rats crawl on one person's shoes). Two race cars chase each other on a track and then drive onto a highway, nearly running into several cars and causing another to flip; they then speed toward each, and upon impact one of the cars flips off a bridge and into water below (we see the wreckage floating in the water). A building explodes, knocking a few people backwards into a car's windshield (none is injured); in another scene a missile blows up a building, knocking a few people to the ground. The following is played for laughs: a woman runs into a door, a man falls off a ship, a woman hits another in the chest with a hard muffin, a hard muffin is thrown into a wooden door, a woman jumps on a man's back (as a massage technique) and makes him lose consciousness, a man is lightly hit in the cheek with a baseball, a woman hits another in the groin area with a small whip, a man tries to open a locked door by ramming his shoulder into it, a man acts as if his face has been singed when a large burst of flames comes out of a fireplace (we never see his face), and a girl drives a car on two wheels. Some reckless driving and some threatening with guns.

PROFANITY 4 - A couple of anatomical references, a scatological reference, a few mild obscenities, a religious profanity, several insults (two heard in song lyrics), and a profane finger gesture. [profanity glossary]

DISCUSSION TOPICS - Secret agents, secret identities, missions, homing devices, deception, betrayal

MESSAGE - The Angels always have the brains and the brawn needed to save the day.

Special Keywords: S5 - V6 - P4 - MPAAPG-13