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(2010) (Eric Balfour, Donald Faison) (PG-13)

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Sci-Fi: A small group of survivors hole up inside an L.A. high-rise during an alien invasion.
On the eve of an alien invasion of the planet, successful L.A. rapper Terry (DONALD FAISON) reunites with Jarrett (ERIC BALFOUR), his childhood friend from Brooklyn, and his pregnant girlfriend Elaine (SCOTTIE THOMPSON). Terry throws a massive party at his penthouse where Jarrett and Elaine meet Terry's girlfriend, Candice (BRITTANY DANIEL), and Denise (CRYSTAL REED), Terry's assistant and secret lover.

In the early morning hours, streaks of comet-like lights start to descend on Earth, compelling people to go towards them. Thousands are promptly scooped up into large motherships, and downtown L.A. is attacked by sentinel-like probes and roaming creatures. Terry and the others watch, helpless, from his penthouse before attempting to drive from the building to the marina and escape via boat.

They don't get far when the creatures attack, forcing them back into the building where they also join up with Oliver (DAVID ZAYAS), the building's brutish security manager. With no contact with the outside world, the phones dead, and the TV and radio stations offline, the survivors wait for a rescue that may never come.

Teenagers will likely be drawn to the film's sci-fi and horror elements, helped by a PG-13 rating.
For sequences of intense sci-fi action and violence, some language, and brief sexual content.
  • ERIC BALFOUR plays a young Brooklyn man who travels to Los Angeles, on the eve of an alien invasion, with his pregnant girlfriend to visit his good friend, a rapper who has made it big in the music industry. He is a social drinker who uses profanity and can be violent when provoked, but is essentially a decent guy.
  • SCOTTIE THOMPSON plays his girlfriend, who is pregnant with the man's child out of wedlock. She is a concerned mother-to-be, who isn't sure she wants to raise a family amid the music scene in L.A. and avoids things like drinking and secondhand smoke for the sake of her unborn child.
  • DONALD FAISON plays a highly successful rapper who lives in an expensive L.A. penthouse and drives such cars as a Ferrari and Rolls Royce. He is a social drinker, uses frequent profanity, owns a gun, and cheats on his girlfriend with one of his assistants.
  • BRITTANY DANIEL plays his girlfriend, who is a frequent smoker and drinker and orders her assistant around like she is clearly inferior to her. She uses frequent profanity.
  • CRYSTAL REED plays the promiscuous assistant who has no problem carrying on a sexual relationship with rapper Terry behind his girlfriend's back. She is a social drinker.
  • DAVID ZAYAS plays the manager of Terry's L.A. high-rise. He can be a bully of a man as he tries to impose his will and take leadership while holed up with the other survivors. He can be quite violent when provoked, but he's basically a decent guy.


    Curious if this title is entertaining, any good, and/or has any artistic merit?
    Then read OUR TAKE of this film.

    (Note: The "Our Take" review of this title examines the film's artistic merits and does not take into account any of the possibly objectionable material listed below).

    The following is a brief summary of the content found in this science-fiction movie that has been rated PG-13. Profanity consists of at least 11 "s" words, while other expletives and colorful phrases are also uttered. We see a woman's nearly bare buttocks, and there is implied, off-screen sex between two of the lead characters in a bathroom. One of the lead characters is pregnant out of wedlock.

    Violence consists of people being scooped up and devoured by alien creatures. Late in the film, we are shown glimpses inside an alien mothership where human beings are shown having their heads ripped off and their brains removed, sucked up through tubes, and then placed into newborn alien monsters. There are some significant military battles sprinkled throughout the film, including soldiers firing rifles and bazookas at the aliens and some fairly intense aerial dogfights in which stealth bombers wage war with alien fighter craft in the sky over Los Angeles.

    One bomber manages to fire a nuclear weapon at one of the large motherships and brings it down. Other violence includes two of the main characters taking an axe to an alien probe that is part technology/part living organism. The entity is also punched, hit repeatedly with a cinder block, and its guts ripped out by hand. There are also brief fisticuffs and tussling between two human characters in close quarters. That material and moments of peril might be unsettling and/or suspenseful to viewers.

    Bad attitudes are present throughout, as is much potentially imitative behavior and various thematic elements. One character smokes, and a lot of alcohol is consumed before and during an opening party.

    If you're still concerned about the film and its appropriateness for yourself or anyone else in your home who may be interested in seeing it, please read our more detailed review below.

    For those concerned about flashes of light, the alien probes flash blinding light into enclosed apartments and condos, creating extended strobe effects.

    For those prone to visually induced motion sickness, some sequences employ a shaky cam. Some of the aerial dogfight sequences are also quite dizzying.

  • In an opening sequence, multiple bottles of liquor and numerous glasses half-filled with spirits and various mixed drinks are visible on a living room coffee table. These bottles and glasses stay visible for most of the rest of the film whenever there is action taking place in that room.
  • The camera plans slowly across a bar, lingering on numerous bottles of liquor, wine, and other spirits in the foreground.
  • Terry and Jarrett have drinks poolside. When Terry neglects to bring Candice "a Cosmo," she orders Denise to get up and get her one. Other guests are shown drinking margaritas and other mixed drinks.
  • At Terry's party, multiple guests drink champagne and other spirits.
  • Elaine is startled awake by the aliens outside, goes into the bathroom and vomits.
  • Jarrett's veins start to enlarge under his skin and eyes begin glowing as he walks toward an alien light source.
  • Coming off of an airplane, Elaine feels motion sick and covers her mouth thinking she is about to throw up. She doesn't, but you do hear a couple of brief gag sounds.
  • We see Ray's veins also start to enlarge under his skin and his eyes turn a freakish glow just before he is snatched by aliens.
  • The same thing happens to Elaine when she bursts out onto a rooftop trying to save Terry and Jarrett. The two men subdue her and carry her inside.
  • Jarrett's veins continue to be affected by his first experience at being nearly abducted. At one point, he pulls up his shirt to reveal a patch of his stomach affected. Later on, we see one of his hands bearing the marks of infection.
  • Jarrett is shown urinating into a toilet from behind. No nudity.
  • The face of a random man in a parking garage becomes distorted as he also succumbs to the alien light. After Oliver crashes his car into the probe that has gobbled the man up, his wife tries to pull him from the probe's jaws. He is covered in some kind of oil-like substance. Just as he emerges free from the destroyed probe's grip, another alien being comes along, completes the assimilation, then rips the man's head off, and consumes his brain.
  • Jarrett briefly transforms with his veins becoming enlarged and distorted as he wards off an attack by Oliver.
  • Candice succumbs to the pull of the alien lights and her veins distort, starting with her hands, then following to her face, shoulders, neck, and chest.
  • Elaine and Jarrett struggle on the rooftop of Terry's building to not succumb to the pull of the aliens' lights. As they do, several times their veins start to enlarge under their skin.
  • Jarrett has a bloody leg wound, the result of an alien probe stabbing him with one of its tentacles.
  • Inside the mothership, Elaine and Jarrett lie amongst hundreds of other captured humans and are covered with a gunky, oil-like substance. The aliens use their technology to behead several humans and snatch out their brains for harvesting.
  • Terry neglects to bring his girlfriend, Candice, "a Cosmo" that she asked him to get her. She then dismissively orders their assistant, Denise, to get up and get one.
  • Terry swats Candice on the bottom with a towel after she emerges from a shower in a bath towel.
  • Jarrett has neglected to tell his girlfriend, Elaine, that their trip from New York to California may also produce a job opportunity with his friend, Terry, that would require a cross-country move.
  • Elaine has known she is pregnant for a week without telling Jarrett, the father.
  • Ray, a friend of Terry's, ogles Elaine at a party.
  • Partygoers act comically squeamish when they realize that two men are engaging in oral sex in an adjoining condominium.
  • Terry and his partygoers are so loud that neighbors complain to Oliver, the building's manager. Candice scoffs at Oliver when he comes to the door and asks her to quiet the party down.
  • When Terry tries to flee the building with Candice in one of their two cars, she refuses to ride with him, motions to Denise, and says, "Why don't you take your slut?" (The two have been secret lovers).
  • Scenes listed under "Violence," "Blood/Gore" and "Jump Scenes" may be unsettling, suspenseful or scary to younger viewers and/or those with low tolerance levels for such material.
  • An opening sequence at night has comet-like lights descending on Los Angeles, causing an earthquake-like rattling. Blinding light streams in the windows of a penthouse, and Jarrett feels compelled to walk towards the light ignoring Denise's crying pleas. As he walks toward the light, his veins start to enlarge and his eyes begin to glow. The scene then cuts to "15 hours earlier."
  • The scene is repeated a while later, but shows the result. Ray is snatched from the room by the light, but Terry intervenes and saves Jarrett from a similar fate.
  • Terry and Jarrett run up to the building's rooftop in time to see more comet-like lights descend from the sky and then a fleet of massive alien spaceships emerge from the morning clouds. Sentinel-like probes that are part living organism also descend and chase the two men, who are briefly prevented from escaping by the locked rooftop door.
  • Terry and Walt hole themselves up in Walt's kitchen, as an alien probe gains entry into Walt's condo searching for human survivors. When Walt's dog barks and breaks free of his grasp, Walt is violently taken by the probe and Terry flees, shooting several bullets at the entity.
  • Terry retrieves a gun from his bedroom and makes sure it is loaded before venturing up to his building's rooftop to see the extent of an alien invasion.
  • Terry shoots a locked door on the building's rooftop multiple times.
  • For the rest of the time Terry is on screen, he is seen either holding his gun or has it on his person.
  • Oliver uses Terry's telescope to follow a single, human-driven truck with a gun mounted on its back that fires at various alien creatures while driving around the streets of L.A.
  • Various Earth aircraft and alien starfighters shoot at each other with bullets, missiles, and lasers in an extended dogfight sequence that climaxes with one stealth bomber firing a nuclear missile into an alien mothership.
  • Phrases: "Sh*t!" "Oh sh*t!" "That's bullsh*t," "That's not bullsh*t," "Piece of sh*t," "Open, you piece of sh*t!" "Holy sh*t!" "Why don't you take your slut?" "It's like the G*ddamn rapture!" "Get your ass back in here!" "Son of a bitch!" "Dude, it sucks," "What in the hell is the matter with you?" "Shut the dog up!" and "They're just really, really pissed off."
  • Jarrett has large arm tattoos that are visible throughout the movie.
  • Terry swats Candice on the bottom with a towel after she emerges from a shower in a bath towel.
  • Partygoers use Terry's telescope to spy on two men engaging in an oral-sex act.
  • Someone drives fast and erratically through the streets of downtown L.A. firing a large gun at alien creatures. Oliver follows this action with Terry's telescope.
  • As Terry and Jarrett tip-toe towards the roof, an elderly neighbor of Terry's named Walt jumps out from around a corner with his small dog and startles both men.
  • The second Terry and Denise emerge from the building garage in Terry's Ferrari, a massive alien creature comes out of nowhere and stomps on the sports car. Terry escapes the vehicle, but the creature thrashes it soundly.
  • Just as an alien probe is about to do bodily harm to Jarrett and the others, Oliver comes out of nowhere and crashes a Cadillac Escalade hard into it.
  • Candice, Oliver, Jarrett, and Elaine flee a huge towering alien through the outdoor pool area of Terry's building, and the creature comes closer on several occasions to stomping the foursome.
  • A quick camera edit causes a brief audience jolt when the scene cuts to Jarrett breaking a wall-mounted glass box and snatching an axe from inside.
  • After fighting a smaller creature on a rooftop, a much larger creature pops up behind Jarrett.
  • An extreme amount of loud, scary, and often foreboding music occurs throughout the film.
  • Some background rap music is heard during several early party sequences, with mostly incidental lyrics. One rap, though, includes the repeated chorus: "Where my money at?"
  • At least 11 "s" words, 3 hells, 2 damns, 1 ass, 1 S.O.B., 7 uses of "Oh my God," and 1 use each of "G-damn," "God!" and "My God."
  • Elaine gets out of bed in a tank top and a tiny pair of panties that reveals most of her buttocks.
  • Candice walks poolside in an extremely skimpy dress that transforms into a bikini.
  • Numerous other miscellaneous people are shown poolside wearing bikinis and various swimsuits. Terry walks around without a shirt on.
  • Terry playfully swats Candice on the bottom with a towel after she emerges from a shower in a bath towel.
  • It is learned that Jarrett has fathered the baby Elaine is carrying out of wedlock.
  • Denise emerges from a bathroom. Then, a short time later, Terry emerges from behind the same door and looks at Elaine and Jarrett with a suggestively guilty look on his face. Although we haven't seen anything, clearly Denise and Terry had just had sex.
  • Later, Candice finds candid photos of Denise and Terry together kissing and snuggling.
  • Party guests zero in on another condo in which a man is seen sitting on a couch, then leaning back with a look of pleasure on his face. The condo's exterior wall obscures the fact that the man is receiving oral sex. A few seconds later, it is revealed that it has been another man who has been performing the sex act and not a woman.
  • In the aftermath of the party, a shirtless Ray briefly tries to seduce Denise on Terry's living room couch. When she rejects him, he falls asleep - still shirtless - on the floor.
  • Both Elaine and Candice wear blouses throughout the movie that reveal cleavage.
  • Candice smokes poolside as Terry and Jarrett talk.
  • Candice smokes soon after the first alien landing.
  • Candice smokes while looking at incriminating pictures of boyfriend Terry with Denise.
  • Candice smokes soon after making it back to Terry's condo alive after an alien attack nearly killed her. Elaine objects to the smoke because she is pregnant.
  • A pregnant Elaine is in near-constant mortal jeopardy, forcing Jarrett to make some bold decisions throughout.
  • SPOILER ALERT: Jarrett, having been transformed into one of the alien creatures, ignores his new alien self and stands against the other creatures as they look to attack a pregnant Elaine.
  • End-of-the-world scenarios.
  • The possible existence of alien life.
  • Pregnancy out of wedlock.
  • Ray is snatched from Terry's living room by a blinding alien light that tries to claim Jarrett, too, but Terry tackles him and wrestles him hard to ground.
  • The second wave of alien arrivals generate massive beams that suck hundreds and hundreds of human victims upwards and into their ships.
  • A group of human survivors watching the arrival on an adjoining rooftop are vaporized instantly by some form of alien technology.
  • Terry and Jarrett flee an attacking alien probe, with Terry shooting a locked door several times to get it to open so they can escape.
  • SPOILER ALERT: The second Terry and Denise emerge from the building garage in Terry's Ferrari, a massive alien creature comes out of nowhere and stomps on the sports car. Terry escapes the vehicle, but the creature thrashes it soundly. As he runs into the building with Jarrett and the others, who were about to flee in a separate car, the beast's tongue-like tentacle snatches him up and devours him.
  • Inside the building's garage, a random couple comes under attack with the man succumbing to the alien light, snatched, and being devoured.
  • Just as an alien probe is about to do bodily harm to Jarrett and the others, Oliver comes out of nowhere and crashes a Cadillac Escalade hard into it. The gobbled-up man is pulled from the probe's jaws by his wife. Another alien then comes along, grabs the man, shocks him, completes the assimilation, then rips the man's head off, and consumes his brain.
  • An extended foot chase sequence ensues, some of it shot in slow motion, as alien creatures pursue Jarrett, Elaine, Candice, Oliver, and the new widow. The first four survive, but the one random woman is snatched up by the towering creature's tentacle and meets a similar fate as her husband.
  • Alien creatures chase a lone truck with a large gun mounted on the back that fires at the creatures. Oliver follows the pursuit via Terry's telescope.
  • Jarrett, Elaine, Candice, and Oliver later bear witness to a massive aerial dogfight between military stealth bombers and the alien ships. As dozens of jets and spacecraft are shot down, the camera follows one bomber as it weaves its way through the sky and fires off a nuclear missile before being destroyed. The nuke detonates inside the alien mothership, causing a blinding fireball in the sky. The ship crashes into the city.
  • Oliver pushes Jarrett, then smacks him hard across the face, as he tries to assert his dominance. When he goes to punch him, Jarrett catches the man's fist, grabs him by the throat, slams him hard against a wall, and then lifts him off the ground as he briefly becomes distorted by the alien virus.
  • SPOILER ALERT: Candice succumbs to the pull of the alien lights, her veins distort, and she is violently snatched from Terry's penthouse and devoured by one of the alien probes.
  • SPOILER ALERT: Oliver turns on the gas in Terry's kitchen, lures one of the alien creatures up to the windows, and after a struggle in which he is injured by the alien, he is able to ignite a cigarette lighter and blow the penthouse and a large chunk of the building up, killing himself and the monster.
  • Soldiers shoot at aliens on the top of Terry's building. Jarrett and Elaine make their way to the rooftop and await the landing of a military helicopter. But the chopper is attacked by a huge alien creature and crashes into the ground below. A firefight ensues in which at least two soldiers are pushed off the rooftop by the creature and plummet to their deaths. Jarrett and Elaine then fight the monster, with Jarrett trying to ward the alien off with an axe. He is stabbed by one of its tentacles in the leg. Just as he is about to be devoured, Elaine takes the ax and chops into the alien. Wounded, the creature then attacks Elaine. Jarrett recovers long enough to take a cinder block and crack it over the creature. He then punches it repeatedly and uses his bare hands to literally rip out its guts. Meanwhile, some intense aerial dogfights between Earth forces and alien forces continue overhead.
  • A huge creature attacks Elaine, Jarrett, and the rooftop soldiers. Overhead, a military jet shoots the creature repeatedly, then crashes into it, killing the monster. Elaine and Jarrett are eventually scooped up and levitated up to the mothership.
  • We are given glimpses of several cities around the world, including New York and London, with aerial views of destruction and alien domination very similar to that seen in Los Angeles.
  • SPOILER ALERT: Inside the mothership, several humans are scooped up, administered some sort of electric shock, then beheaded, and their brains harvested and put into newborn alien creatures. One of the last ones this happens to is Jarrett, and we follow his brain until it is put into a creature. That creature then rebels against his new breed, finds Elaine, and takes up a defensive posture against the other aliens who have come to do her harm.

  • Reviewed November 12, 2010 / Posted November 12, 2010

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