This film about characters who hang around a horseracing focuses on the darker side rather than the limelight of the winner's circle. Joey (Ty Hardin) is an ambitious horse trainer who is sleeping with the boss' wife Laura (Susan Pleshette). When husband Matt (Ralph Meeker) discovers the affair, Joey get fired. He goes to the boyfriend of an old flame to borrow money to buy the horse. The steed wins a race and a post position in an even bigger race. Matt tries to buy the horse from Joey, who refuses the generous offer. The horse loses the big race, leaving Joey harnessed with a balloon payment he can't possibly make. Another old flame helps Joey out by paring off the debt and sleeping with the sleazy loanshark. Exciting racing scenes and a cameo appearance of real life sportswriter Jim Murray highlight this film where hardly of the characters are likeable or endearing.