Jericho Hudson (Freddie Prinze, Jr.) is a pool shark and billiards prodigy who becomes entangled in pool hall owner “Cue Ball” Carl (Ving Rhames) group of miscreants. Jericho easily maneuvers his way to becoming Cue Ball’s number one man. A cop named Mortensen (Callum Keith Rennie) tries to weasel his way into the action. He ends up making Cue Ball face his enemy, a pool shark by the name of Tenderloin (Angus Macfayden). Cop Mortensen is really after a tape which reveals evidence of his partner’s murder. The tape is in the possession of Cue Ball. Although Jericho wants to stay out of it, he is forced by both sides to join this lethal game.