Trainer, Frank Whiteley (Sam Shepard) begins training his new filly, Ruffian. Ruffian amazes everyone and wins her first 10 races, all in record time. Against Frank's best advice, Ruffian's owners set up a match race with that year's (1975) Kentucky Derby winner Foolish Pleasure.
After a bad start, Ruffian takes the lead but midway down the backstretch she takes a bad step and breaks her leg. After hours of surgery, while waking up from her anesthesia, still in a dreamlike state, she thinks she's still running and breaks one of her other legs. The owners have no choice but to put her down. She is later buried at Belmont Park, the site of the match race.