Johnny (Mars Callahan) was a pool hustler, one of the best, until he discovered how his manager Joe (Chazz Palminteri) had ruined his life. He left Joe in the hands of some heavy-duty drug dealers and split the scene. Now he's trying to go legit, save his relationship with his girlfriend Tara (Alison Eastwood), and maybe even save his life.

Johnny's younger brother Danny (Michael Rosenbaum) is eager to follow in his footsteps - eager enough to find himself deep in debt to Joe, who has returned with a new poolhall protégé (Rick Schroder). When Danny robs a store to pay back Joe, it's time for his big brother to take his cue.

The final game has a payoff that's bigger than money, bigger than life, bigger than either player can imagine. Because somewhere on the edge of the 8-ball waits a man's soul.