Code 46 is a 2003 British film directed by Michael Winterbottom, with screenplay by Frank Cottrell Boyce. It was produced by BBC Films and Revolution Films. It is a disquieting science fiction love story with themes that explore the moral impacts of advances in biotechnology. The soundtrack was composed by David Holmes under the name "Free Association". The film was shot on location in Shanghai, Dubai and Rajasthan, with interiors done on stage in London. The mix of foreign locations was chosen because the juxtaposition of elements in these cities offered a believable futuristic setting.