This is the true story of Bugsy, (Beatty) the notorious womanizing New York gangster who goes to Los Angeles and falls for the strong-willed starlet Virginia Hill (Bening)- who isn't contented with playing second fiddle as his mistress. Together, the duo build a new dream in Las Vegas - The Flamingo, a five-star hotel and casino that aims to rake in the big bucks with legal gambling and top-notch show business.