At an MIT graduate student recruitment fair James Clayton (Colin Farrell) impresses a recruiter from Dell with his program SPARTACUS, which is a program designed to enslave all computers networked to it. However, Clayton seems more interested in finding his long lost father than getting a job. Later that night he is approached by Walter Burke (Al Pacino) who attempts to recruit him to the CIA, initially he is not interested, but Burke sparks his interest by mentioning his father. Signing up to join the CIA he is put through the rigors of selection and then training. While training he meets and falls in love with Layla (Bridget Moynahan) another recruit. When Burke tells the group that only one of them will be the NOC or non official cover operative, they all strive to achieve this post. After apparently failing a training exercise Clayton is booted from the program only to discover from Burke the next morning that he has been chosen as the NOC. His job as NOC is given to him directly by Burke, and he quickly becomes entangled in a web of espionage intrigue, from which he may not be able to escape.
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