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| Jennifer Beals | Gina |
| Michael Chiklis | Tiny |
| Ray ``Boom Boom'' Mancini | Charlie Davis |
| Joe Mantegna | Alex Dumas |
| Rod Steiger | Johnny Ticotin |
| Tahnee Welch | Felice |
Charlie Davis, a small-town boxer with dreams of making it professional, travels to Reno with his unwavering friend Tiny. On the road, they meet Gina hitchhiking. They give her a lift and she becomes Charlie's girlfriend. Johnny Ticotin is convinced by Tiny to be Charlie's coach, and the powerful agent Alex Dumas, after watching him fighting, becomes his manager. Directed by Sam Henry Kass .
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