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In 1933, and mischievous 10-year-old Archie finds himself in the care of his father Charlie, a reluctant gangster indebted to mob boss Benny "The Bomb" Palladino. They flee with a suitcase of stolen money to a Dust Bowl town where they plan to steal the illegal fortune of "Ugly" Jim McCrae. But Charlie changes his priorities when he meets beautiful widow Ellen Heaven. Unfortunately, the Mob has made other plans..