While avoiding the usual gangster film clichés, director Barry Levinson also insists that Warren Beatty does more than coast through this movie on matinée idol looks and easy charm. Beatty, in fact, is charismatically dangerous as gangster Benjamin "Bugsy" Siegel, switching unnervingly between flirtation and rage, even if his on-screen romance with Annette Bening never really catches fire (unlike their off-screen relationship, which led to marriage and parenthood). This double Oscar winner is strong on pumping narrative and strewn with memorable scenes and distinctive criminals.

New York gangster Ben 'Bugsy' Siegel takes a brief business trip to Los Angeles. A sharp-dressing womanizer with a foul temper, Siegel doesn't hesitate to kill or maim anyone crossing him. In L.A. the life, the movies, and most of all strong-willed Virginia Hill detain him while his family wait back home. Then a trip to a run-down gambling joint at a spot in the desert known as Las Vegas gives him his big idea.