When 12 year old Ben sets out to win the local trolly derby in memory of his father, he learns what matters in life when he is forced to battle cheating opponents, the school loan sharks and a mother who has banned him from the race.

By day, Robbie (Tom Jennings) and his girlfriend, Amy (Nicole Kidman) are high school students. By night, they become top contenders in highly competitive simulated war games designed to test their athletic abilities and intellectual superiority. Although Robbie is a champion of the game, he soon realizes the extent of his instructor's fanatic extremes and the once-friendly game becomes real-life... and real life becomes a deadly game.