The fast-paced world of stock-car racing provides the backdrop for this drama that centers upon a driver who is forced to retire after a blackout causes the death of another driver. He then begins working at a "Thrill Circus" as a stunt driver. There he meets the proprietor's daughter, who also drives there, and her lover. The professional driver is bored by his new job and so begins training the girl's beau to be a professional. The training is good and the young man wins his first race. This causes the banished driver's gold-digging ex-girl friend to try to steal the hot young driver away from the daughter which creates some problems between the younger and the older drivers. They reconcile when they are paired up during a crucial 500-mile race. In the midst of the race, the older pro feels another blackout coming on. By the end of the film, he realizes that the fainting spells are a psychological reaction to a childhood trauma.