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"Two Imposters" is the eleventh and penultimate episode of Season 3 of Boardwalk Empire, and the 35th episode overall. It was written by Executive Producer Howard Korder and directed by Allen Coulter. It premiered on 25 November 2012. The episode is set on May 31, 1923 and begins almost right in the moment when the previous episode "A Man, A Plan..." ended.


Official Synopsis[]

Gyp makes his move in Atlantic City, forcing Nucky and Eddie to seek refuge with Chalky. With the Artemis Club overrun by Rosetti thugs, Gillian contemplates a business future that includes an unwelcome partner. Luciano makes a deal he’ll come to regret; Harrow loses his house privileges. (HBO Publicity)



Nucky and Eddie escape from the Ritz Carlton Hotel.

The episode begins in Nucky's suite shortly after the events of "A Man, A Plan...". Margaret and the children have left in a taxi for the train station and three of Nucky's bodyguards are carrying the crate containing Owen Sleater's body out on the service elevator. Nucky wants Eddie to tell him if he knew about Margaret's affair, and Eddie replies that he concerns himself only with Nucky. When Nucky tells Eddie to get Eli on the phone, they discover the phone is dead. At that moment they hear the elevator ding, and gunshots as Garreth Murray, the guard posted outside Nucky's suite, is killed. Three of Gyp Rosetti's thugs search the suite, and Nucky surprises them, killing all three. Eddie and Nucky go to the garage of the Ritz Carlton to escape, commandeering a vehicle from a bystander, and they head to Chalky White's nightclub at Chicken Bone Beach. However, on the way Nucky discovers Eddie has been shot when he passes out and nearly crashes.

Gyp takes over Nucky's suite (and Regina) and lays out plans to seize strategic locations in Atlantic City, including Lolly's Casino and Mickey Doyle's warehouse. He sits at Nucky's desk and rifles through the contents, but when he finds a copy of a Ragged Dick book in Nucky's desk bearing an inscription to a twelve-year-old Nucky from his mother, Elenore Thompson, Gyp is disgusted and decides to set up his base of operations elsewhere.

Nucky drives Eddie to Saint Theresa's Hospital to be treated for a gunshot wound, but several of Rosetti's men are there too. They flee the hospital and go to Chalky's. After arriving at Chalky's, Nucky explains the situation, and Chalky brings Samuel Crawford in to save Eddie, despite his only being a medical student and being ill-equipped to deal with a gunshot victim. Nucky tries but fails to contact John Torrio, Al Capone, or his brother Eli Thompson in Chicago.

Richard has returned to the house after spending the night out with Julia and finds Gillian in his room, checking his scrapbook. She asks if he is in love, and warns him against dreaming about things that will never come true. After she leaves, he sees she had his scrapbook open to the "family photo" of him, Julia, and Tommy taken at the carnival, beneath which Richard had written, "Not afraid of camels."

Gyp has decided to set up his headquarters at The Artemis Club, without informing Gillian. He tells her that Nucky is dead, and brings in Nucky's desk as a war trophy. Gillian orders Richard to lock Tommy in his room.

In New York City, Lucky Luciano meets with men claiming to serve Stefano Magaddino, a Castellammarese bootlegger out of Buffalo, New York, who offer to buy five pounds of heroin. Luciano, who owes Joe Masseria $100,000 for fifty pounds of heroin, is anxious to make the deal, but Meyer Lansky does not trust Magaddino. He makes Luciano promise not to make the deal until the war between Nucky and Masseria is over, to which Luciano agrees.

While Samuel is operating on Eddie to remove the bullet from his gut, Gyp arrives with about a dozen men, calling for Chalky to come out. Gyp attempts to buy Nucky from Chalky with $25,000 and a promise that he won't have to pay taxes after Rosetti takes over Atlantic City. Chalky claims to know nothing about Nucky's whereabouts. Gyp responds by offering $25,000 to any man that can bring Nucky to him. Inside, Samuel finishes removing the bullet and stitching Eddie's wound. After Gyp leaves, Chalky goes inside and warns Nucky that with such a large sum of money at stake, nobody can be trusted. Chalky offers to take Nucky out of Atlantic City in return for setting up a club at the former location of Babette's Supper Club on the boardwalk.

Richards guns

Richard unpacks his guns in a boarding house after being fired by Gillian.

At The Artemis Club, Rosetti's men are living like pigs in a sty. Guns and clothes are everywhere, and the men are taking advantage of the women. Gillian's threats to tell Gyp are ignored. When she enters Tommy's room, she finds Richard dressing him with the intention of taking him out for a walk on the grounds. She asks Tommy, who tells Gillian that they are going to Julia's. She begins to mock Richard, saying that Julia doesn't appear to be blind in the photograph, that he lives in a fantasy world, and that he is an incomplete man. Gillian instructs guards left by Gyp that Gyp wants Richard gone from the Artemis Club. Richard retreats to his own room where he carefully unpacks his gun collection.

Nucky tends to Eddie, who is feverish and insisting that he should bring the car around so that Nucky can go to the theater. He struggles to get up, but Nucky comforts him and tells him he can take the night off. He asks about Eddie's family, realizing he didn't know anything about Eddie's family and had never thought to ask. Chalky and Dunn show up to smuggle him out of Atlantic City.

Luciano meets with Magaddino's men on a rooftop, but Lansky's mistrust turns out to be justified - Luciano's meeting turns out to be a setup, and Luciano is arrested by the police.


Chalky White and Dunn Purnsley smuggle Nucky out of Atlantic City.

Chalky and Dunn Purnsley drive Nucky out of the city. He waits anxiously in the back. Three of Rosetti's men stop the vehicle, but they are killed as they open the back. Thompson tells Chalky he won't leave Atlantic City. Dunn heads back to Chicken Bone Beach to recruit an army, while Chalky takes Nucky to the lumber yard where Eli's oldest son Will works. Chalky makes Nucky promise that he will be given the spot formerly occupied by Babette's on the Boardwalk in exchange for his help. Several cars arrive at the lumber yard not much later, some carrying African-Americans, others white men; however, instead of more of Rosetti's men they turn out to be Purnsley, Eli and Capone with reinforcements from Chicago.


First appearances[]

The following named, recurring characters are introduced in this episode:

  1. Gaetano Caiozzo, a NYC cop posing as a member of Stefano Magaddino's gang.
  2. Sam Moceri, another undercover cop and Caiozzo's partner.


  1. Gareth Murray - Shot by Gyp Rosetti's men.
  2. Three more of Nucky's bodyguards - Shot by Rosetti's men.
  3. Six of Rosetti's men - Shot by Nucky, Chalky White and Dunn Purnsley.




  1. Steve Buscemi as Enoch "Nucky" Thompson
  2. Kelly MacDonald as Margaret Thompson (credit only)
  3. Michael Shannon as Former Agent Nelson Van Alden a.k.a. George Mueller (credit only)
  4. Shea Whigham as Former Sheriff Elias "Eli" Thompson
  5. Michael Stuhlbarg as Arnold Rothstein (credit only)
  6. Stephen Graham as Al Capone
  7. Vincent Piazza as Charlie "Lucky" Luciano
  8. Michael Kenneth Williams as Chalky White
  9. Anthony Laciura as Eddie Kessler
  10. Paul Sparks as Mickey Doyle (credit only)
  11. Jack Huston as Richard Harrow
  12. Charlie Cox as Owen Sleater (credit only)
  13. Bobby Cannavale as Gyp Rosetti
  14. and Gretchen Mol as Gillian Darmody

Guest Starring[]

  1. Anatol Yusef as Meyer Lansky
  2. Erik LaRay Harvey as Dunn Purnsley
  3. Ty Michael Robinson as Samuel Crawford
  4. Nick Wyman as Dr Landau


1. Chris Caldovino as Tonino
2. Kevin Csolak as William Thompson
3. Craig Di Francia as Rosetti Soldier #6
4. Jack Ferry as Garreth Murray
5. Jason Furlani as Gaetano Caiozzo
6. Anthony Gallo as Sam Moceri
7. Paul Locke as Rosetti Thug

8. Kate Loprest as Corrine
9. Karl Baker Olson
10. Brady & Connor Noon as Tommy Darmody
11. Rocco Parente, Jr as Rosetti Thug 3
12. Pat Vecchio
13. KC Wright as Josephine


  1. Santana Draper as Chicken Bone Beach Kid
  2. Faron Salisbury as Nucky's Bodyguard
  3. Ken Sladyk as Fornicating Gangster
  4. Tom Stratford as Gyp's Man
  5. Theodore Feldman as Patient with Crutches
  6. Steve Fogelman as Ritz Carlton Doorman


  1. Carousel Band Organ - "That Old Gang of Mine" plays as Gyp arrives at the Ritz, orders roadblocks, and a bounty on Nucky's head and he states that he can't work out of the Ritz.
  2. Albert Campbell & Henry Burr - "Is There Still Room For Me 'Neath the Old Apple Tree]] plays as Gillian speaks of love and heartache with Richard.
  3. Billy Jones & Ernest Hare - "Barney Google" plays as Gillian tries to keep control over Gyp's soldiers. She goes to see Tommy and realizes Richard is trying to take Tommy away from her.
  4. Rufus Wainwright accompanied by Vince Giordano and the Nighthawks - "Jimbo Jambo" plays as Gillian catches Richard and Tommy leaving and she asks the soldiers to escort Harrow out of the brothel.
  5. Dave Tarras - "Nokh a Glezl Vayn" plays as Caiozzo & Moceri arrest Charlie.
  6. Peter Jarvis - "Surveying Carnage" plays as Richard lays out his guns.
  7. Vince Giordano and the Nighthawks - "Lumberyard" plays as Eli & Capone arrive the reinforcements.
  8. Billy Murray and Ed Smalle - "That Old Gang of Mine" plays during end credits.


Memorable Quotes[]

  • Gyp: "My friends call me Gyp. How should I address you?"
    • Chalky: "You doin' it."
  • Eddie: "If you can keep your head, when all about you are losing theirs, and blaming it on you... If you can trust yourself, when all men are doubting you... But make allowance for their doubting too..."
  • Chalky: "All it takes, ain't it?"
    • Nucky: "What's that?"
    • Chalky: "Go without and see what you really need."
  • Capone: "We been on the road 18 hours. We need a bed, some chow, then you and me sit down. And we talk about who dies. Eh?"

External Links[]

Season Three
#01 Resolution#07 Sunday Best
#02 Spaghetti and Coffee#08 The Pony
#03 Bone for Tuna#09 The Milkmaid's Lot
#04 Blue Bell Boy#10 A Man, A Plan...
#05 You'd Be Surprised#11 Two Imposters
#06 Ging Gang Goolie#12 Margate Sands