High school students disrespect their teacher until she earns their admiration; she is utterly noble and motivated only to help them succeed. A student's drawing shows another student with exaggerated, racist features (big lips and nose).

Repeated verbal and visual references to street/gun violence (the film opens with clips from the Rodney King tape, riots in Los Angeles, and reports on murders in Long Beach); brief but jolting fight between students (one pulls a gun); security/metal detectors at school; a shooting leaves one boy with a bloody bullet wound in chest (explicit and upsetting); discussions about losing friends to shootings, as well as historical systems of oppression (specifically, the Holocaust); descriptions of Holocaust violence; girl appears with bruises as she describes her hard life.

Allusions to teen pregnancy; some kissing between high school couples; girls in tight outfits; some kissing between a married couple.

Some profanity, including one use of "f--k" and multiple uses of "ass" (and "dumbass"), "s--t," and "damn." One student's journal entry (read out loud) uses the n-word; single uses of "bitch" and "balls." Reference to "sex, drugs, cursing, and fornication in black literature."

Starbucks coffee cup clearly shown in one scene. Students drink Coca-Cola Classic. Teacher gives out gift bags from Borders Books. Lead character also works at a Mariott Hotel.

Erin and Scott drink wine several times; she gets drunk after an emotional upheaval. Lead character's father drinks whiskey at dinner.