Bruce Weber's first feature film, an experimental documentary photographed in black-and-white, with a hip jazz soundtrack, explores the story of former Olympic contender and professional lightweight boxer Andy Minsker, and his small but accomplished boxing club in Portland, Oregon. The club consisted of 12 boxers between the ages of 10 and 16, most of whom were from broken homes, and with many of their parents being in prison. The film traces Andy's boxing career with the U.S. Olympic Boxing Association, his fights in Las Vegas and his training of the young men, hinting at childhood obstacles which may have prompted Minsker, as an adult, to give his students guidance, support and love with such enthusiasm and dedication.