Cole Trickle (Tom Cruise) is a hot shot driver with a big mouth and a desire to drive in the big leagues. He gets his chance when he meets up with Harry Hogge (Robert Duvall), a washed up pit crew chief who promises to teach Cole the ropes. Unfortunately, Cole doesn't seem to interested in doing it any way but his own, but over time, Harry finds a way to tone down Cole's cocky attitude and get him focused on real racing. All in a short period of time, Cole finds himself on top of the pack, with the beautiful Dr. Claire Lewicki (Nicole Kidman) at his side winning races. Can he keep up this pace and stay on top or while his old habits come back and sending him crashing out of the ratrace?