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NOTE: This spoiler was sent in by abolin who says... "As expected from any movie with Eminem, there is a plethora of foul language and an extremely graphic sex scene. This is in addition to a gratuitous scene where Kim Bassinger is partially nude and a couple of other less graphic sex scenes. All in all, fairly well done, including several Hollywood clichés, but happily avoiding quite a few I was actually expecting. I am not a typical Eminem fan (more of a closet fan, since my job, fellow graduate school students and professors, fellow church members, friends, and family all seem to think he's the anti-Christ), but I do listen to his music. Still, I didn't expect much from the movie and was pleasantly surprised"

The movie opens with Jimmy "Rabbit" Smith, Jr. (Eminem) in the restroom of a pretty seedy looking place. There is music playing, he's wearing a pair of headphones, and looking pretty green. He appears to be mouthing the words of whatever he's listening to, and he's making a lot of gestures we've come to expect from people rapping. All of a sudden he rushes to a toilet and vomits. After he recovers, he takes off his headphones and we hear different music playing. It's pretty obvious he's in a club.

He leaves and tries to get backstage, but the doorman won't let him in. Then Future (Mikhi Phifer with some amazing dreds) intercedes and Rabbit is allowed in. Future and Rabbit hook up with their pals Sol (Omar Benson Miller, quite a large guy, for those not familiar with him) who seems obsessed with "hos", Cheddar Bob (Evan Jones) - a rather dull-witted white guy, and DJ (De'Angelo Wilson), a somewhat militant intellectual who, it is insinuated, is gay (not sure if he is, or if the other guys just are having fun making fun of him). Apparently these guys are a rap group, but Rabbit is frequently solo here. Strangely enough, the five guys walk back out the door Rabbit just fought to enter, so that Rabbit can walk to a dumpster to retrieve his garbage-bag/suitcase. It appears that Rabbit's girl just broke up with him, she claims she's pregnant, so he let her keep the apartment and the car. (The friends seem to doubt the veracity of the pregnancy, but Rabbit shrugs it off). Rabbit pulls a clean shirt from his bag to replace the one he vomited on and they return to the club ("The Shelter").

Rabbit's pals are teasing him about his nervousness, which arises from the rap "battle" he is about to face. Future is the MC of The Shelter, and after a brief scene with the two contestants before Rabbit's round (including Papa Doc, the current champ), Future hypes up Rabbit to the audience before he comes out to face his opponent. The opponent goes first, and does a fairly decent 45 seconds (the time limit for each in the battle), and Rabbit is given the mike. He takes, mumbles a couple of words that sound something like, "yo," and basically stares terrified at the audience. (BTW, at this point the only two white people observed are Cheddar Bob and Rabbit and there is quite a bit of hostility from many of the people Rabbit encounters here). Not surprisingly, the crowd delights in Rabbit's choke. Rabbit's friends try to encourage him, but he just shrugs it off and heads away.

After a montage of Rabbit's journey through a horribly depressing area of Detroit, he arrives at an equally depressing looking trailer park and uses his key to let himself into one. Here we have the gratuitous partial nude of Kim Bassinger's, where she and her boy toy are going at it on the couch (and it appears Rabbit interrupted the crucial moment). He backs out and later Mom (Bassinger) comes out and is simultaneously "little girlish"-apologizing (gives him a beer) and ticked off at him for not calling or knocking (he did call, but the phone was disconnected). Boy toy comes out, and it's a guy Rabbit went to high school with! Apparently Greg is about to come into some money, but meantime, he's sponging off of Mom. After they rag him about getting fired from Little Caesar's and the fact that he now works in a "welfare mom" plant, Greg hits a sore spot for Rabbit, who throws the beer bottle at him. Mom tells Rabbit he can stay, but he's got to play nice to Greg.

Later Rabbit sings to his little sister, in a scene where it's obvious Lily (sister) is his pride and joy. (BTW, mom and Greg met at Bingo, important later).

Later, Mom and Rabbit are talking in the kitchen, catching up, and he asks her for a ride to work the next morning. She gives him the keys to her car and tells him it's an early birthday present. The next morning, Rabbit tries to start the car and it's pretty much dead. Sol happens by and sympathizes, but can't offer a ride, b/c his mom has their car. Rabbit takes the bus, is late to his job, and his boss tells him if he screws up again, he's fired. Rabbit responds by first saying it's not his fault (Boss: "It never is.") and then asking for extra shifts (yeah, the boss laughs). At this point Alex walks up to them and asks for somebody who works there. Rabbit offers to show her, but boss cuts him off and sends him packing. Rabbit watches them walk off and it's pretty obvious he's got the hots for Alex.

That evening, Rabbit and his pals hook up and party at a club. Several people comment about the choke the evening before. Alex is at the club, and Rabbit is half paying attention to his friends and mostly watching Alex dance with her girl-pal. During the talk, it appears that a local "entrepreneur" (name forgotten, so will refer to as slick) is offering to get Rabbit a free demo. Slick is also helping Alex get a book together for her to get a modeling contract. Rabbit and Alex meet up outside the club and talk a bit. Alex is attracted to Rabbit's potential as a star more than to Rabbit himself. His friends and her friend join them and they go to Sol and DJ's house (they're brothers). After more than a few drinks, they decide to burn down a local abandoned house where a little girl was raped and murdered. The guys convince Rabbit by pointing out it could have been Lily.

(I forget the sequence of the next few scenes).

Rabbit at work the next day, on time, but pretty distracted. He and a co-worker are grumbling and talking, not really paying attention (and I kept waiting for somebody to lose an arm, leg, or head, but was thankfully spared). On his break, his ex-girlfriend shows up, giving him a hard time about ditching her. He promises her it wasn't her, but him, she rags him about his loser life and choking at the battle, and they argue a bit. All through this, Rabbit keeps trying to get her to leave, fearing this will be the "last screw up" for his boss. After she leaves, the boss is there, gives him a hard time, but when Rabbit stops himself from saying it's not his fault, the boss lets it go.

Later Rabbit hooks up with his friends (I think maybe this was between to the two work scenes b/c Alex is at the fringe of this scene) and they are driving around Detroit, listening to music and bagging on each other. They pass a parking lot where Papa Doc, Slick, and their gang of friends are hanging out. They join these guys, who are rapping, and Rabbit joins in the rapping. He's teased, then harassed by a lot by Papa Doc's friends (except for Slick, who's trying to play peace-maker and get Rabbit to do the "free" demo - hoping to cash in when Rabbit gets his deal). Things get pretty tense, but not out of hand. This is in spite of one of Papa Doc's pals pulling out a gun.

The next day at work, Rabbit is out in the lunch truck area, listening to a female co-worker rap (whine) about her life. She's interrupted by a pretty scummy male co-worker who raps about her being lazy and whiney, then moves on to other co-workers, including the pretty sharp-dressed gay dude. Rabbit (in a scene sure to be labeled an attempt at redemption for his gay-bashing) steps up and raps the guy into his place, defending the gay guy, dissing the other guy, and defending the woman before letting her finish up the rap. Alex, who's "loser" - her words - brother also works there, happens in during this, and he asks her out. She one ups him, asking him to take her somewhere now. He pulls her into the plant, which is mostly deserted during lunch.

This is the really graphic sex scene in which I alternately was embarrassed (I was faintly reminded of the porno my friends played in college) and thinking that the most appropriate background song was Missy Elliot's "one-minute man." Rabbit is again fortunate in that his boss doesn't discover his break time activity.

That night (either I have the sequence wrong or after he gets his, Rabbit forgot about his date) Rabbit and his friends are driving around again (always they are driving in Rabbit's car, which he fixed before the first night of club-hopping). Rabbit spots Papa Doc and friends, does a U-turn and pulls in. It is immediately pretty intense, they are all well on their way to an all-out brawl. A gun-shot rings out, and everyone (from both groups) turns in horror to see Cheddar Bob holding a gun in the air. He's a little dense, but figures out it's a wise move to put the gun away. Unfortunately, Cheddar Bob's lack of intelligence leads him to fire the gun as he's returning it to his waistband, nearly castrating himself. Despite his stupidity, Cheddar Bob survives and manages to keep his vital parts.

The next day, after being informed by Mom that they are all about to be evicted b/c she hasn't paid rent in three months, Rabbit offers to give Alex a ride to modeling session, with Slick, Sol, DJ, and Future tagging along. They drop Alex and Slick off and hang out. Later Rabbit comes home to find Mom, Slick, Alex, and Lily hanging out, with mom laughingly telling then that she gave Rabbit his nickname b/c when he was a kid, he had big ears and buck teeth. Rabbit is furious over the whole situation, but Alex smoothes things over and Slick tells Rabbit the demo is on for the next day.

Greg informs Rabbit that despite mom's attempts to prevent Greg from finding out, Greg knows Mom is about to be evicted. He beats up mom, Rabbit gets furious that Greg is physically abusing his mother and verbally abusing Rabbit. There is a pretty violent scene, where Rabbit eventually tosses Greg out, then is pretty bothered to realize that Lily watched the whole thing.

At some point later, mom is drunk on the front porch. Rabbit helps her in the house, mom tells him that Greg got his check and dumped her. Mom blames this all on Rabbit and tells him to get the hell out, while muttering that she's got to go to bingo. Rabbit takes Lily to a neighbor and heads out for a while.

Rabbit decides to take Slick up on the demo offer (it appears he ditches work for this), going to the local radio station where he's supposed to meet with the up-and-coming rap star who's going to help him (via Slick) get the free demo. Rabbit first observes the rapper during his radio interview, then notices Alex and Slick getting it on in the next room. He rushes in and beats Slick to a bloody pulp. There's a window in the wall between the two rooms, but the rapper and the interviewer are completely oblivious to the whole thing. Obviously, the demo idea is history.

The gang (Rabbit, Future, Sol, and DJ) visit a recovering Cheddar Bob, who refuses to answer the door. After the other three leave in Sol's really banged up ride (funny considering Sol's constant jokes about Rabbit's clunker), Rabbit goes round back to let himself in. He and Cheddar Bob (who now wants to be MC Bob) bond over Bob's humiliation.

Rabbit goes home, gets Lily from the neighbor, and heads home. As they are walking into the "yard," Slick and his friends drive up. Rabbit sends Lily into the house, telling her to lock the door, and gets beat to a bloody pulp by the entire group while Lily watches. After he's cleaned himself up, mom comes home, sober and carrying a bag of groceries. She's all happy and forgiving, b/c they're not getting evicted after all - she won at bingo! Rabbit and mom have a fairly civil conversation considering the previous events, and he tells her he's going to pay for the demo on his own, by working double shifts.

The next day, the day before the next scheduled rap battle, Rabbit and his friends are hanging out and Rabbit discovers that Future signed him up for another battle without Rabbit's permission (even though everyone has been saying Rabbit's going to do this next battle throughout the movie and Rabbit kept saying he's not). Rabbit and Future have a blowout.

The day of the battle, Rabbit is at work, but before the battle is supposed to start, he gets the gay guy to cover for him for a few hours. He shows up, makes up with Future, and has another bathroom scene, but this time, he doesn't vomit. The guys all rally around him, encouraging him.

(The rest of the movie is the part that really showcases Eminem's talent, which even to those who don't like rap, has to be obvious).

He faces off against two guys, winning against both (both times going second and really responding well to their raps against him), and ending up in the finals against Papa Doc. Papa Doc chooses to let Rabbit go first and he does. Knowing that Papa Doc is going to bring up all the humiliating things that have happened (he choked before, Alex cheated on him, he got beat up, and his friend was dumb enough to nearly neuter himself), Rabbit raps about all that, acknowledging his faults and humiliations first, and then ups that to humiliate Papa Doc (enough to turn the crowd against Papa Doc).
Papa Doc then chokes and Rabbit wins.

Afterwards, everyone is really hyped about the win, but Rabbit, knowing if he's going to do the demo himself he's got to earn the money, goes back to work. We see him walking away as Lose Yourself (the song that's all over the radio) is played.