untied at the hideout, providing them time to escape before he can talk to the police. Herman, however, wants to see Sam's eyes—which remind him of their father. Sam says he can't see because of head trauma. Ma insists Sam be killed to avoid his identifying them. Sam is led into the woods to be shot, but the boys, now seeing Herman as leader, set him free, lying to Ma about killing him. Later, to explain the need to leave the territory immediately, Herman tells Ma of the deception and knocks her to the ground, saying she's no longer the boss. The gang hides out in the Florida Everglades where Lloyd dies from a morphine overdose and Mona leaves Herman and the gang after revealing her pregnancy and fearing for the safety of her unborn child. Her fears are justified when Herman and Kevin give away their hiding place a little later. A local handyman and caretaker, Moses, witnesses them shooting an alligator out on a lake with a Tommy gun and calls the police to report his suspicions. When asked, he says their cars have Tennessee plates, and the authorities quickly deduce these are the Barkers. At the climax, a large contingent of FBI agents and local police arrive at the Barkers' hideout and a huge shootout ensues between the authorities and the surviving members of the gang. Kevin, Fred, and Arthur are all killed (along with many officers). Herman commits suicide to prevent himself from being sent to prison again. Ma is the last one to fall, firing her Thompson machine gun at the police, screaming in rage and anguish, unable to accept that her boys are dead because of her. Cast Production AIP announced Don Peters was writing a script as early as 1967. The gunman named Kevin is patterned after the historical gunman Alvin Karpis. The wealthy businessman character of Sam Pendlebury is a combination of historical kidnap victims William Hamm and Edward Bremer whom the Barker gang kidnapped in 1933 and 1934 respectively. The film was shot entirely in Arkansas. Prior to playing Ma Barker in this film, Winters played "Ma Parker", a villain inspired by Barker, in the 1960s Batman TV series. Release Box office The film had its premiere on March 24, 1970 in Little Rock, Arkansas and was then released in 350 theaters in the southern United States from Texas to Florida,