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In New York City, Charley Davis, the middleweight champion of the world, wakes up from a nightmare screaming the name "Ben," then visits his mother, telling her that Ben died that day. After his mother bitterly tells Charley to leave, Charley sees Peg Born, his ex-girl friend, and although he kisses her, she falls limp, weeping on her bed. Charley, who is scheduled to fight an important match the next day, enters a nightclub where singer Alice performs, and gets drunk. Charley's manager, Roberts, tells Charley he must go fifteen rounds and win the fight by a decision. Charley then recalls his early days as a boxer: After winning his first amateur bout, Charley meets Peg, a beautiful, free-spirited painter living in Greenwich Village, and they fall in love. Charley's father, who owns a candy store, is killed when a bomb is thrown into a nearby speakeasy. Although Charley's mother hopes he will get an education, he is determined to be a fighter, and Peg encourages him. Promoter Quinn arranges a series of bouts for Charley, which he wins. After a year on the road, Charley, who has become cocky and is driven by money, returns to a swank apartment in New York and affectionately greets Peg. Roberts, who runs the fighting racket in New York, decides to set up a fixed fight between Charley and the black "champ," Ben Chaplin, who is suffering from a blood clot in the brain. Roberts' scheme is to tell Ben that he and Charley will go fifteen rounds and that the bout will end in a decision, rather than a knockout. Charley is not told that Ben is ill, and Roberts cruelly says that the audience loves a killing. Later, Roberts goes to see Charley at his apartment, where Mrs. Davis is waiting for the boxer with Quinn and his girl friend, Alice. When Charley shows up with Peg, she is wearing a new dress and mink coat, having spent the afternoon drinking champagne. Although Charley's manager, Shorty Polaski, warns Peg to marry Charley immediately before he becomes a pawn of the mob, Roberts offers to help Charley win the championship and make him a wealthy man if he gives Roberts fifty percent of his take, fires Shorty, and postpones marriage. Shorty is suspicious of Roberts' conniving ways, but Peg lovingly agrees to put off her wedding. The night of the fight, Charley beats Ben repeatedly in the head and wins the title. After the fight, Ben's manager, Arnold, whom Roberts had double-crossed, protests to Roberts that Ben will undoubtedly die, but Roberts merely comments that "everybody dies." Later, as Peg and Charley celebrate in a bar with Roberts, Shorty tells Charley that he did not win fair, but foul, and that Roberts is the only one who won the fight. When Shorty then quits in disgust, Roberts coldly informs him that he had been getting only a handout from Charley. Shorty exits the bar, and Peg runs after him, but one of Roberts' thugs beats him up, and Peg runs for Charley's help. Charley rescues Shorty, but dazed, Shorty walks into an oncoming car and is killed. Peg then gives Charley an ultimatum: stop boxing or lose her. Charley breaks his engagement with Peg and wins a series of fights, becoming both richer and more careless. He begins dating Alice and buying her expensive gifts, then gambles away the rest of his winnings. Ben recovers, and Charley makes him his trainer. After years of holding the title, Charley is set to fight newcomer Jackie Marlowe, in a fixed fight: fifteen rounds and a decision. Jackie will win, and Charley will get $60,000, money he will use to bet against himself in the match. Alice, meanwhile, is hoping to share in Charley's fortune. Charley, however, visits Peg and, telling her he is about to fight his last fight, asks her to marry him. While Charley sleeps, Peg deposits his $60,000 in her bank account, unaware that he needs it to bet on the fight. At his mother's apartment, a grocer tells Charley that while the Nazis are killing Jews in Europe, Charley's old neighborhood is proudly placing money on Charley, whom they look up to with pride. Charley bitterly tells his mother and Peg that the fight is fixed, then demands his money back from Peg, accusing her of loving him for his money like everybody else. Hurt and enraged, Peg slaps Charley and leaves. While Ben trains Charley, he tries to convince him not to throw the fight. Roberts overhears and fires Ben, but Ben resists Roberts' orders and, in a frenzy of rage, pummels the air and falls dead. During the big match, after several rounds in which neither Charley nor Jackie are displaying any effort to fight, Jackie starts beating on Charley, and he realizes he has been set up by Roberts, just as Ben was. Charley fights back and wins the bout with a knockout. As he exits the ring, Roberts tries to warn Charley he will not get away with double-crossing him, but Charley says, "What are you gonna do, kill me? Everybody dies." Peg then rushes into his arms.