Maggie Fitzgerald (Hilary Swank), a poor thirty-one years old waiter from the very lower classes and with a dysfunctional loser family, decides to make a difference through the box. She convinces the experienced hardened box trainer Frankie Dunn (Clint Eastwood) to couch her and be her manager, with the support of his old partner Eddie Scrap-Iron Dupris (Morgan Freeman), who sees her potential as a boxer. Frankie has a problem of relationship with his daughter, and practically adopts Maggie along her career.