As a general rule I am not particularly fond of Clint Eastwood's directorial work. The only films of his that I have been particularly impressed with have been Mystic River, Unforgiven, and Play Misty for Me. I can now add Million Dollar Baby to that mix. I don't hold it in as high regard as Mystic River, but it is still very good.

Clint Eastwood plays Frankie Dunn, a boxing trainer and manager in the twilight of his career. He owns a gym, and has recently lost a fighter to the current big shot manager, Mickey Mack. His longtime friend Eddie (Morgan Freeman) tells him it's because he didn't show enough confidence in the man as a fighter, and Mickey Mack did.

Recently there has been a woman named Maggie Fitzgerald (Hilary Swank) who has been working out at the gym. She's been trying to convince Frankie to train her, but he insists that he doesn't train girls. Maggie is very persistent and continues to show up at the gym, day in and day out. Along the way Eddie has been giving her little tips to try and help her out.

After some period of time Maggie's persistence pays off. On her 32nd birthday Frankie finally gives in and agrees to train her as long as she doesn't ask any questions and does exactly what he says. She is ecstatic and agrees. After about a year of training, it seems Maggie is ready for a fight.

Maggie's already too good once she finally enters the ring. She keeps winning by KO time and time again in the first round. She’s so dominant and the fights are over so fast that she’s not spending enough time in the ring to improve her game. Eventually no managers will let their fighters be embarrassed by facing Maggie in the ring. Frankie doesn't want to take the chance on moving her up to the next league at this point in her career, but since no one will fight her he has no choice.