Small-time pool player 'Fast' Eddie Felson (Paul Newman) finds himself on a downhill spiral after he challenges legendary player Minnesota Fats (Jackie Gleason) to a game and loses. However, gambler Bert Gordon (George C. Scott) sees the potential in Eddie and takes him in, teaching him the art of the hustle, and sets him on the road to another thrilling pool hall confrontation with the unbeatable Fats.