The film begins with Carroll Shelby (played by Matt Damon) winning the 24-hour Le Mans race and having to retire shortly thereafter due to a heart condition. He still focuses on designing cars and works closely with a fellow car enthusiast and racer, Ken Miles (played by Christian Bale). Meanwhile, Ford is in a funk and wants to expand its market and get their name out there in the race and sports car circles. Ferrari was going bankrupt and while offering to partner with them, the Ford businessmen were insulted instead. Henry Ford II wanted to retaliate by having a Ford racecar dethrone the multi-year winning Ferraris.