Richard Clark has just left the well-known Wellington Academy to teach at Marion Barry High School. Now, he will try to inspire the D-average students into making good grades and try to woo a fellow teacher.

In an ensemble film about easy money, greed, manipulation and bad driving, a Las Vegas casino tycoon entertains his wealthiest high rollers -- a group that will bet on anything -- by pitting six ordinary people against each other in a wild dash for $2 million jammed into a locker hundreds of miles away. The tycoon and his wealthy friends monitor each racer's every move to keep track of their favorites. The only rule in this race is that there are no rules.