|Alan Ladd||Salty O'Rourke|
|Gail Russell||Barbara Brooks|
|Bruce Cabot||Doc Baxter|
|Stanley Clements||Johnny Cates|
|Spring Byington||Mrs. Brooks|
Small-time gambler Salty O'Rourke needs money fast to pay off a debt to gangster Doc Baxter, so he buys a racehorse named Whipper to see if he can turn it into an instant winner. He gets it cheap, though, and the only one who believes in it is banned jockey Johnny Cates, who has to take an assumed identity in order to ride. Then, when the men both fall for schoolteacher Barbara Brooks, things get complicated -- dangerously so.