January 16, 1935. Oklawaha, Florida. Eliot Ness, along with Bill Youngfellow and Martin Flaherty, are closing in on Ma Barker, who is holed up in a house along with 2 of her sons, Lloyd and Fred. Ness says they are wanted for everything from bank robbery, kidnapping, to first-degree murder. Now that Ness has found where the Barkers are, he contacts half a dozen state troopers and local police for backup. From a distance, Ness yells at Ma Barker and her boys to surrender and come out with their hands up. Ma Barker goes to a closet, and inside is an arsenal of weapons-- machine guns, pistols, hand grenades, etc., enough for a small army. She fires a chopper at Ness; he jumps behind an 8-foot long wooden flower pot that gets riddled with bullets. Ma Barker throws a hand grenade that almost blows up Bill Youngfellow. Ma Barker is the most vicious outlaw they've ever faced. In a flashback, we see how it all started in Tulsa, Oklahoma years ago: Ma Barker was a church-goer, but always making excuses for her 4 boys who were committing petty crimes, which escalated into serious crimes. In 1927, while the 4 boys were looting a store, Herman got shot by a policeman. Pa Barker finally had the guts to walk out on the bunch. Ma and her 3 boys committed bank robberies, and killed a bank guard; also a kidnapping. They committed crimes in a 10-state area. In 1935, Pa Barker tipped Eliot Ness, and Ness almost caught the Barker gang in St. Paul, Minnesota. Then the Barkers kidnapped a millionaire's son and got $200,000 ransom. Arthur "Doc" Barker and his fiancée Eloise left the gang; Arthur took his share of the ransom and went to Chicago, but all the serial numbers were recorded with the police. Around the first of January, 1935, when Arthur spent a $10 bill, the grocer informed Eliot Ness, so Ness knew Arthur was in Chicago. Ma Barker stupidly sent a birthday cake to Arthur (who was using the alias Clarence Tillman), and enclosed a postcard, "Greetings from Oklawaha, Florida." Arthur even more stupidly picked it up at the post office (January 8), even though there was a "Wanted" poster with his photo on it in the post office lobby. Bill Youngfellow tailed him; Arthur was soon arrested by Ness and his men. Back to the present: January 16, 1935. Ma Barker lobs a hand grenade at Flaherty and almost blows him up. Ma Barker throws another grenade at Eliot Ness, crouching behind a large, fallen tree limb, and the explosion almost kills him. Ma Barker is the most malicious outlaw they've ever faced; she keeps firing her machine gun and screaming defiantly. Eliot Ness, trying to give them every possible chance to surrender, brings Arthur to the scene, hoping they will give up. Lloyd decides to surrender, and walks outside and throws down his chopper; his own brother Fred shoots him in the back. Lloyd manages to crawl back inside the house, and dies. Ness lets Arthur walk all the way to the house; he tells his mom they don't have a chance. Then Fred, shot up badly himself, dies. Ma Barker calls Arthur "scum" for surrendering, and points her chopper at him; nevertheless, she lets him walk back to Ness. Arthur couldn't get Ma Barker to surrender, and she finally gets shot inside the house. Thus ended the threat of the Barker gang.

Gangs have divided Chicago in 2-- the northside is run by the Bertshce mob, the southside by the Viale brothers, Augie & Vito. The line of demarcation being Madison Street. At the news office, Jake Lingle phones in a story to the front desk: gang war has erupted on the near northside, 2 hoods with machine guns smashed the liquor supply at Bertsche's Club Chapeau, in retaliation for Bertsche's mob raiding a Viale warehouse.

March 2, 1932. Gangster Joe Carroll, sidekick of George "Bugs" Moran, kidnaps 9-year-old Larry Halloran, Jr.-- the son of Lawrence Halloran, president of the United Trucker's Union. It just so happens that at this very moment, Ness and his Untouchables are trying to nail Bugs Moran-- who is now the top criminal in Chicago, since Capone is in prison. Ness leaves Agent Martin Flaherty in charge; Ness has to fly to Washington, DC, since the brass wants him to give Congress the whole story about the Capone operation.

Summer 1933, Chicago. The mobsters were branching out from liquor, going into the numbers racket, call girls, gambling and dope. One of the most successful gangsters is "Big" Jim Harrington; right now he and his gang are in back of Benny Hoff's Blue Poodle nightclub, and they smash a truckload of liquor.

February 1931. In Churchill Downs, the entries for the Kentucky Derby are closed. Tight-fisted Dutch Schultz, beer baron of the Bronx, places a bet with the Syndicate: 100-grand in the Winter-book on Enchantment to win the Kentucky Derby. Trying to get the most for his money, Dutch knows he will get much better odds now than if he waits until race day.

Eliot Ness is lured south of the border to retrieve a witness who will help his case. Only it's a set-up...once there, the mobster on trial is planning to have Ness killed.

April 19, 1931. New York City. Every 48 hours, more than 25 million pounds of fruits and vegetables stream into the city; this multi-million dollar business is the target of gangsters. Eliot Ness and his Untouchables have recently been brought to New York on special assignment to investigate the produce market racket. After senior Angelo Cestari, a produce retailer, is machine-gunned by one of Terranova's gangsters, Ness talks to his son Tony Cestari; Tony tells Ness that his father didn't deal with Terranova like the other retailers did, and now he's paid the ultimate price.

In the latter part of 1933, there was an epidemic of truck hijackings in the states of Virginia, Maryland and Pennsylvania; this was the work of 6 gangsters: the Tri-State Gang. Tonight, in Richmond, Virginia, they're hijacking a truckload of radios. As usual "Big" Bill Phillips, a 6'4" ox of a man, takes over the hijacked truck, transferring the load onto their truck; Artie McLeod, a cheap tinhorn gambler, puts a burlap sack over the driver's head, blinding him, and chains the driver to a tree.

March 1935. One of the toughest mobsters in New York City is Dutch Schultz. He and his mob were responsible for over 100 murders. Dutch is into every racket: liquor, narcotics, labor shakedowns, the numbers, selling protection. But "Lucky" Luciano is muscling in on his territory; to try to keep his clients from paying to Luciano, Dutch Schultz has his boys work his clients over with fists. When Joe Floris won't pay 30% protection money to Schultz, saying he is already paying 15% to Luciano, Joe Floris gets some acid in the face, blinding him. But Dutch has a gentler side, too-- his wife just had a baby

Chicago, October 1932. The depths of the Great Depression, marked by unemployment and poverty. The only chance some people felt they had to rise out of poverty, if only for a short time, was to win the lottery or at the punch-boards. The mob saw this as an opportunity, by coming up with a numbers game. People picked a number from 0-999; their odds of winning were 1-in-a-1,000-- the payoff was 600-to-1. The thousands of losers, pouring money into the mob, were never mentioned.

The night of August 3, 1933, outside the Louisburg Federal Prison in Pennsylvania. After serving 2 years of a life sentence for his part in the holdup of a Federal Reserve bank shipment, Frank Halloway is busting out, climbing over the wall. When a fellow inmate breaks his leg from the jump from the high prison wall, ruthless Frank Halloway hops into the getaway car that was left there for him-- and runs over the hapless inmate.

30 miles from Chicago, the (fictitious) Calum City; population: 10,000.  Judge Leon Zabo is running for mayor, to clean up the town.  Working hard in his campaign headquarters is his lovely daughter, Rosetta Zabo.  Judge Zabo tried to put an end to vice, graft and corruption; in the last 6 months, he had closed down 110 bars, clubs and gambling casinos in the notorious Barbary Coast district.

Chicago, March 31, 1933. Giuseppe ""Joe"" Bucco is at home when he gets a visit from his wife's cousin, Barbara Vittorini-- she says her husband Arturo has been missing for 3 days, and accuses Bucco of killing him. Bucco has his flunkie Abe Garfinkel take her home. Bucco knows about rub-out attempts, Guzik's boys once shot him 4 times, but he lived; Bucco swears to his wife Anna that he doesn't know where Arturo is.

1934. The Depression was over 4 years old, and Al Capone was in Alcatraz. Many of the rackets had seemingly legit fronts, such as Midwest Enterprises, Inc. -- the president is Luigi Renaldo, former lieutenant for Capone. Renaldo is going to Florida on business, and leaving his 2nd-in-command in charge: his Enforcer Paolo Rienzi. But, unbeknownst to his boss, Rienzi tells Tubby to get a couple of guys and work over their accountant,

Spring 1931. Gangland warfare had broken out again with sudden violence in the streets of St. Louis. Tim Harrington, who was long entrenched as the undisputed boss of the city, was fighting off the challenge to his leadership from Joe Courtney, an upstart hoodlum. The elder Dink Conway calls for a sit-down between the two, at the Jockey Club. Dink points out they are operating the old way: shootouts and dealing in cash. He offers them organization and protection, and says the new way is to use fronts to cover your criminal activities and keep books so the Feds can't get you on income tax evasion (he knows what happened to Al Capone).

Chicago, February 1932. Crime has been spreading all over, from the dark alleys of Cicero to the social atmosphere of the Gold Coast. Crooked attorney Paul Curtiz is attending a party being hosted by gangster overlord Augie Viale, king of the southside of Chicago. At the affair, Viale is openly paying off this guests with cash-- police commissioners, judges, lawyers, and businessmen; all of them ready to hand Chicago to Viale on a silver platter.

Little Egypt (not the Belly Dancer) was the city of Morraine, the heart of the gangster-infected area in downstate Illinois known as ""Little Egypt."" Election night, 1931. New mayor Marcus Stone is giving a speech on the radio-- he meant what he said about reform, and promises to rid the town of Charlie Byron (a Major in WWI) and his gang, whom he calls ""bloodsuckers"" and ""scum."" Listening to the radio is Major Byron, who gives his gang orders to knock off both Mayor Stone and Sheriff Mooney; they both get tommy-gunned that night.

Chicago. Prior to May 1934, robbing state banks was not a federal offense. Bandits only had local police to contend with, and they were often understaffed, inefficient or corrupt. This led to a rash of successful, though clumsily executed, bank robberies. In this city alone, there were 422 robberies in the last year, with 221 casualties. On March 1934, Eliot Ness is meeting with his friend D.A. Beecher Asbury. Ness tells him that until bank robbery becomes a federal offense, there's not much he can about it.

Movie: ""The Gun of Zangara"" Chicago. November 9, 1932. FDR has just been elected president, and the repeal of Prohibition is inevitable. But later that night, Ness and his men smash another of Capone's breweries. Agent Youngfellow asks Eliot, ""Are we going to be out of work?"" But Ness tells him no-- after all, bootleg booze was only a part of the Capone empire: there's still narcotics, gambling, prostitution, protection rackets, etc. Capone may start muscling in on legitimate businesses; in fact, Ness is having a meeting with Mayor Anton Cermak-- they want to ""clean up this town"" before the Chicago World's Fair in the spring of 1933.

Movie: ""The Gun of Zangara"" (continued) Nitti's plenty sore! Mayor Cermak's stepped-up law enforcement has cut deeply into Nitti's operations. In the Montmartre club, Nitti takes a newspaper with a big photo of Cermak on the front page, and tacks it to the wall-- then Nitti takes out his 6-shooter and blasts 7 bullets into the photo.

March 31, 1934; Prohibition is over. Al Capone is still running things from Alcatraz, his new money-maker is ""white slavery"" which refers to prostitution; his main operation is run by a mean gangster named Mig Torrance. Right now, Eliot Ness is conducting his 7th raid since being assigned to closing down the houses. While all the other hookers are escaping through a trap door, one of them, young Mary Sage, lays on a bed-- dead from a drug overdose.

September 1932. The Federal Penitentiary in Leavenworth, Kansas, 430 miles west-southwest of Chicago, houses some of the nation's worst criminals. One of them is Nick Segal, who murdered 6 people, but only got convicted for violation of the Volstead Act; he got sentenced to 3 years, and is eligible for parole now after serving only one year. While unloading a truck, inmate Gus Caserta ""accidentally"" drops a 100-pound bag of potatoes on Nick, almost killing him; skinny inmate Phil Thorne sees the whole thing, he is there when it happens. Nick only gets a broken left arm, though. Later he gets worse news: parole denied.

New York City: Yankee Stadium, the Bronx. On the evening of June 8, 1933, Max Baer knocked out Max Schmeling in the 10th round of their scheduled 15-round championship boxing match.* The gate was $240,000. (Since 60,000 fans were there, that means the average ticket price was $4.00) An hour later, one of the Granite Armored Cars, with 4 armed guards, drives off with the receipts. Doreen Maney steps in front of the moving truck; the driver slams on his brakes, but Doreen falls down as if she's been hit.

Chicago, 1931. Eliot Ness and his men had cracked the bootleg empire of Al Capone, by smashing his breweries and speakeasies.* But now, thousands of gallons of alcohol were coming into the city from an outside source. Ness meets with D.A. Beecher Asbury; it doesn't take Sherlock Holmes to figure out where the booze is coming from, they've found 5-gallon cans with ""Brawley Mills, Brawley, New York"" stamped on them. Chemical analysis showed the stuff is 190 proof, no doubt produced under U.S. Government permit-- but it contained no denaturant, so it is safe to drink.

New York City. Saturday, September 23, 1933. Top rackets boss Milo Sullivan is the head of ""Crime, Inc.""  He has a meet with 5 other crime lords: Augie Epstein (gambling, Miami); Harold Bishman (political power in Louisiana); Ralph Lucci (rumrunner, Detroit Purple Gang); Dino Monteiro (slots, K.C.); and Arte Martin (numbers, prostitution, Seattle).  Their profits from Prohibition had been enormous; with Prohibition ending, they were going to put their money to good use, creating the Underworld Bank.

Chicago.  (year?)* The jury had been out for 12 hours, on the case Ness had worked so hard on, trying to get a conviction for top mobster Johnny Fortunato. Now the newspaper reads: Fortunato got off, the chief witness was a ""suicide."" At 9 p.m., Ness decides to get some spaghetti at Socrates Eatery. Ness' old high school buddy, Frank Barber, drops in. They laugh and smile as they recount their glory days at Garfield High, when Barber was the star football quarterback, and Ness was his favorite receiver.

1934. Prohibition had been repealed (the Volstead Act ran from January 17, 1920 - April 7, 1933). The syndicate was looking for new sources of revenue. Frank Nitti expands his empire, and goes after small theatres-- with his extortion racket. Late one night, after theatre owner Harold Coldman had refused to pay, Nitti has his triggerman Louie Campagna throw some acid into Coldman's face, blinding him. Eliot Ness and his men are on the case-- this is only the latest in a series of muggings and beatings; even a theatre was burned down. Ness knows if he lets Nitti get away with extorting the small, independent theatre owners, in a few months Nitti will go after the big chains.