A week before its world premiere, a film from director Atom Egoyan (search) was slapped with an explicit rating that will severely limit its distribution in the United States.

"Where the Truth Lies" (search) stars Kevin Bacon, Colin Firth and Alison Lohman. The film includes several explicit sex scenes, including one with Bacon, Firth and Rachel Blanchard.

The Motion Picture Association of America gave the film a rare NC-17 (search) rating about a month ago. The rating means no one under age 17 can see the film in theaters.

The producers appealed the rating and Egoyan made several suggested cuts, but the appeal was denied Wednesday. The MPAA said the rating was for "explicit sexuality."

The film's distributor, ThinkFilm, must now decide whether to release the film in the U.S. with the NC-17 rating or release it unrated.

Either way, many theaters, especially outside of New York and Los Angeles, will be hesitant to book the film and many newspapers and television stations will not accept advertising for it.

"What's wrong is that in America when a film is rated for adults, then it becomes marked like a leper," the film's producer, Robert Lantos, said Wednesday. "That rating is then turned into a form of self-censorship by some exhibitors and some media outlets."

Lantos said the only upside is that now the film will be released uncut, the way it was meant to be seen.

The movie opens next week at the Toronto Film Festival.

Egoyan and Blanchard appeared before a 10-member panel in Los Angeles on Wednesday to state their case. The panel voted 6-4 to overturn the NC-17 rating — one vote short of the two-thirds needed.

Egoyan said the rating is an "unwarranted response given the story it's telling and the way it needed to be told."

He said that while some scenes could be trimmed or replaced by footage shot from other angles, others, including the threesome, could not because they were shot with one camera and no alternative depictions exist.

"We couldn't trim any more without destroying the heart of the movie," Egoyan said.

Adapted from Rupert Holmes' novel, "Where the Truth Lies" stars Bacon and Firth as a comedy duo in the 1950s living it up with drugs, sex and booze. At the height of their popularity, they split amid a scandal and cover-up involving a woman found dead in their hotel suite.

Fifteen years later, journalist Karen O'Connor (Lohman) tries to peek behind the public masks of the duo and discover what actually happened to the dead woman.

Blanchard said she agreed to do the sexual scenes because they are integral to the film's message.

"The film is basically about the power of celebrity and the abuse of that power," she said. "It sort of expands on how abusing that power sexually has consequences. It's a redeeming film and it has a positive message."