Grace is a street racer on the open road whose car runs on....people. Arthur is a cop trying to make a better world everyday. They get thrown together into a race, an event from Los Angeles to Phoenix which the loser losing their lives. Along the way they encounter psychos, freaks and innocents. Arthur wants to do right, but the rules don't allow his moral code to exist. Grace finally convinces Arthur, it's a do or die race. They must band together or forfeit their lives. Will they finish last only to die? Will Grace do anything to win? Who feeds the car next?