Released from prison after 3 years, "Ace" Bernstein plots revenge against those who betrayed him while four dissolute gamblers pool their meagre resources to make a bet at the racetrack that could be worth millions.

While Ace lines up potential investors as a public face for his next venture, Renzo sets his sights on one of Escalante's mystery horses. Jerry sits in at high-stake poker games and Walter finds a jockey for his thoroughbred.

Jerry's pals look to pry him away from his gambling nemesis. Ace takes a meeting with an activist who hopes to rehabilitate cons through their work with broken-down racehorses, and Walter settles on Rosie as his jockey.

After learning that Gus' Irish horse, Pint of Plain, has been tentatively scheduled to race the next day, Ace forces Escalante to swap out Leon for a more experienced jockey, much to Joey's chagrin.