New York gangster Ben 'Bugsy' Siegel takes a brief business trip to Los Angeles. A sharp-dressing womaniser 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.

After meeting on the set of this film, Warren Beatty and Annette Bening were married.

"Bugsy" Siegel:
Meyer, we have known each other since we were too young to fuck.

Anachronisms: In Virginia's "fear of flying" scene at the airport, there is an airplane hangar with a sign for "Mobil" attached to it. The "Mobil" design seen was not introduced until the late 1950s. The movie is set in the mid-1940s, and the design that would have been used at that time was Mobil's logo of a white shield with large red Pegasus (flying horse) trademark and the name "Mobilgas" in black.

Written by Johnny Mercer and Harold Arlen
Performed by Johnny Mercer
Courtesy of Capitol Records
By Arrangement with CEMA Special Markets