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In the year 2169, humanity has been genetically engineered to stop aging at 25 and to be born with a digital clock, bearing a year worth of time, on their forearm. At the age of 25, the clock begins counting down, and when it reaches zero, that person dies. Time has been turned into the universal currency, giving time for products or services just by body contact, as well as transferring it to others. A person can no longer die of old age and can only die by "timing out" (running out of time), having one's clock "cleaned" (murder by someone taking all their time), or simply by being reckless now that age is not a factor in that reason (e.g. getting shot, overdosing, etc.). The country is divided into time zones, based on the wealth of its population; the film focuses on two time zones. Dayton, a ghetto zone whose inhabitants barely have a day if they don't work in the local factory, is one of the poorest with people being indifferent to the timed-out bodies seen on the streets. The other zone is New Greenwich, the wealthiest zone where the wealthy enjoy the benefits of their immortality and wealth, but are constantly surrounded by body guards and are very conscious about their actions to prevent non-age-related deaths.

28-year-old Dayton-resident factory worker Will Salas (Justin Timberlake), lives with his mother, Rachel (Olivia Wilde). While in a bar, he saves a drunken and suicidal 105-year-old Henry Hamilton (Matt Bomer), a New Greenwich resident (who has a century left on his clock), from an attempted time-robbery assault by Fortis (Alex Pettyfer), the boss of a gang called "Minute Men". Hamilton reveals to Will the truth about wealth: there is enough time for everyone to live a full but ending life, but New Greenwich citizens take and store most of the time for them to live forever and, to keep the status quo, raise the cost of living to get back time. Hamilton tells him that "For few to be immortal, many must die". Hamilton gives his entire 100 years of his time to a sleeping Will, leaving only five minutes for himself and dies on the Dayton bridge. The police force, or Timekeepers, led by Timekeeper Raymond Leon (Cillian Murphy), sees Hamilton's clock and realizes that his time was taken. They look at video footage and suspect Will of cleaning Hamilton's clock.

Will visits his alcoholic best friend, Borel (Johnny Galecki),to whom he gives 10 years of time and says goodbye as he plans to live in New Greenwich with his mother. Meanwhile Rachel gives all but 90 minutes of her time to pay her debts to Weis Time Lenders and is not capable of paying the bus fare going back to Dayton, as the price has risen, and is forced to run. When Will sees that Rachel is not on the scheduled bus, he deduces what has happened and begins to run to her. He attempts to save her but a second before they can touch she times out and dies. Will decides to seek revenge and leaves for New Greenwich. He enters a casino and meets millionaire time-loaning businessman Philippe Weis (Vincent Kartheiser), who always has near 10,000 years of time on his arm, and his twenty-seven year old daughter Sylvia (Amanda Seyfried). While playing poker Will nearly dies by betting all but thirty seconds of his time but wins back the pot of eleven hundred years. Sylvia invites him to a party in the Weis mansion.

At the mansion Will seduces Sylvia with the thought of an exciting life. He is later apprehended by Leon who confiscates all but two hours of Will's time, but Will escapes when he takes Sylvia hostage. He returns to Dayton with her but he drives into an ambush by Fortis which knocks both of them unconscious. Fortis attempts to take all of Sylvia's years, but leaves about half an hour when the Timekeepers arrive. They visit Borel to get back some time, only to find out from Borel's wife Greta (Yaya Alafia) that he has died of an alcohol overdose by squandering almost a year on drinks, and died with 9 years still left. Sylvia pawns her diamond earrings for more time, but when the pawn shop owner sees that she is desperate, he cheats her by only giving her two days. Will calls Weis and demands a 1,000-year ransom for Sylvia so it will be distributed to the lower class of Dayton. Sylvia's mother is willing, but Weis isn't as Leon has already traced the call.

Will discovers that Weis did not pay but decides to let Sylvia go. Leon arrives to arrest Will, but is shot in the shoulder by Sylvia, who now wants to help Will help the poor. Will transfers two hours of time to Leon so that he can walk out of Dayton, and Will and Sylvia escape in a hijacked police car. Will tells her that she can walk away from this, but she refuses, saying that her life in New Greenwich had no purpose. Meanwhile, Leon issues a warrant for Sylvia's arrest as well, warning Weis not to help his daughter in any way or he will be arrested. They begin a series of Time Bank robberies by stealing Time Capsules and then distributing them to the poor.

They rent every room in a hotel in Dayton for the night so as to not allow anyone possibly tracing them. A resident who was denied a room at the hotel saw Will and Sylvia and tells the Minutemen their location when threatened. Fortis is desperate to get both Will and Sylvia as their bounty has been raised to 116 years. Will and Fortis get into a duel to the death involving an arm-wrestling/time stealing match. Will manages to outwit Fortis using the same tactic his father did (letting his clock run to one second then stealing back the time while the opponent is distracted watching it run down), and kills him and his men.

When the inflation rate raises after another robbery the pair realize they would need a million years to cause any significant damage to the system. They succeed in stealing a million years from Weis' private headquarters. Despite Leon crashing into them, Will manages to pass the capsule to a young girl (Shyloh Oostwald) who distributes the time among the people. Leon eventually catches up with Will and Sylvia outside the city, holding them at gunpoint. Will deduces that Leon himself was from the ghettos once but managed to successfully circumvent the system. Leon realizes that he had neglected to replenish his own time before going after them, and he dies. Will and Sylvia are left with seconds to live. Will runs to Leon's car and takes his allotted time. The scene where Will tries to run back to Sylvia is similar to the way how he failed to save his mother, and so he runs faster and saves Sylvia with just a second to spare.

Will and Sylvia continue robbing banks as part of their efforts to crash the system, while the rich attempt to cope with the sudden surge of people who now have enough time to change zones arriving from the lower time zones. Lower class workers, now rich with Time, cross Time Zones, signifying the end of inequality among the people. The last scene shows Will and Sylvia preparing to rob a huge Time Bank and continue disrupting the unfair system.

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