In the United States in the 1920s, New York boy Noodle (Robert De Niro) and several friends his age met the smart and cunning "McDa"(James Woods), and they began to engage in smuggling activities. Soon after, Noodle killed people in a fight and was put into prison. A few years later,"Noodle" was released from prison. At that time, his friends had become strong young people. Under the leadership of "Mai Da", they began a series of robbery, theft, and extortion activities. As criminal activities continued to deepen,"McDa" seemed to be carried away by victory and even included the Federal Reserve Bank of the United States as a target of action. "Noodle" couldn't bear to watch his friend go to destruction, so he secretly called the police to force "Mai Da" to stop. The police launched a fierce gun battle with "Noodle"'s friends, and "Mai Da" and others were all killed. "Noodle" left New York with deep regret and pain and returned to the place where he grew up as a child. Thirty-five years have passed, and "Noodle", who is almost dying, has returned to his sad place in New York. He met his childhood friends and old lovers. The deaths of "Maida" and the others actually contained an unexpected conspiracy.