Charlie Davis, a small-town boxer with dreams of making it professional, travels to Reno with his unwavering friend Tiny. On the road, they meet Gina (Jennifer Beals) hitchhiking. They give her a lift and she becomes Charlie's girlfriend. Johnny Ticotin (Rod Steiger) is convinced by Tiny to be Charlie's coach, and the powerful agent Alex Dumas (Joe Mantegna), after watching him fighting, becomes his manager. Directed by Sam Henry Kass .