Maindrian Pace (H.B. Halicki) is a master car thief who heads an elaborate organization of professionals. Using an insurance investigation company as a front, Pace and his associates buy junked cars from accident scenes, steal new autos of the same model and color, then switch the serial numbers for resale. It's a lucrative business, but when some shady characters offer them 400,000 dollars to deliver 50 specific luxury vehicles, the challenge is too much to pass up. The burglars put on disguises and waste no time in lifting limousines, official racecars, and Rolls-Royces (even stopping by a television studio to steal actor Lyle Waggoner's convertible). When Pace discovers that a recently stolen Cadillac has a million dollars worth of heroin in the trunk, he destroys the car and the drugs, which infuriates his adversarial partner, Eugene (Jerry Daugirda). Just as Pace is stealing a bright yellow Mustang (code-named Eleanor), the Los Angeles police department gives chase, tipped off by Eugene's anonymous call. This leads to the meat of the film, a wild 40-minute pursuit which takes Pace and the police through five cities and leads to the destruction of 93 cars. was a big hit for first time director/writer/producer/star H.B. Halicki, and inspired a big-budget remake in 2000.