- Time: 102 min
- Genre: Horror | Thriller
- Director: William Friedkin
- Cast: Ashley Judd, Michael Shannon, Harry Connick Jr.
The loser and lonely waitress Agnes lives in a cheap motel in Okalahoma grieving the disappearance of her beloved son Lloyd ten years ago. Her abusive ex-husband Jerry Goss has just left prison on probation and is insistently calling her. When her colleague and only friend, the lesbian RC, brings her drifter acquaintance Peter Evans to visit her, they have an affair and Peter stays with Agnes in her room. Peter finds bugs in their bed, and discloses to Agnes that he was a soldier in the Gulf War submitted to experiments by the army and presently he is infested with bugs. Agnes feels the same symptoms and the couple believes in Peter’s conspiracy theory of the American government.