This essay analyzes the workings of films classified as Category III in Hong Kong: pictures with explicit pornographic and "porno-violent" content that are restricted to adults only. We also consider Hong Kong's film ratings system in light of political censorship, artistic freedom, and the fortunes of the film industry in the post-1997 period. We note the preponderance of these films in Hong Kong, and see Category III as a microcosm of the industry rather than a reactionary exception. The rating functions as a marketing device to entice as well as warn, and more broadly to reassure the world of the continued existence of Hong Kong's freewheeling, permissive society. Category III films and their regulation reveal the tug-of-war between transgression and control throughout Hong Kong media. © Regents of the University of California.