2K’s Mafia series of third-person action games has evolved alongside the more rambunctious Grand Theft Auto franchise as an alternative for more historically minded gamers that prefer The Godfather to The Fast and the Furious.

Mafia III, developed by Hangar 13, is the series’ most ambitious entry yet, setting its story of revenge with an African-American protagonist in the charged environment of the American South in the 1960s. We took a hands-off view of the upcoming open-world action title at the recent E3 convention.

You play as Lincoln Clay, a recently returned African-American Vietnam War veteran who arrives in 1968 New Bordeaux, a crime-riddled southern city modeled on New Orleans. Lincoln finds camaraderie among the black mob, but is soon the sole survivor after the Italian mob betrays and murders everyone but Lincoln, who narrowly escapes. He then sets out to form his own criminal organization and take revenge against the Italians, who have solidified their control over the whole city.

Each of the city’s 10 districts has a distinct flavor inspired by various parts of New Orleans and the surrounding area. These range from the rollicking French Quarter to backwater bayous, to palatial plantations. Each of these districts has its own criminal elements, trafficking sex, drugs, weapons, and political influence. Unseating the Italians and their allies and seizing control over these districts provides an an overarching structure to the game.

Each district has a number of available quests and objectives through which you can chip away at the Italians’ control, such as intercepting shipments of contraband, knocking over an orgy, or taking out a lieutenant. Being fundamentally an open-world game, you have a number of options for how to approach each objective, whether you want to sneak around with a low profile, or come in guns blazing. You can call a mobile arms dealer to wherever you are and buy the exact loadout you need for however you want to approach a given objective.

In practice, the gameplay is very similar to a Grand Theft Auto game, revolving around third-person gunplay in an open environment. Lincoln has access to a wide variety of weapons over the course of the game, for causing mayhem in the sweltering streets. The metagame of controlling districts is what separates Mafia III. Once you’ve done sufficient damage to the Italians’ income in a given district, you seize control over it, reaping the profits for yourself.

Taking control of a district leads to a sit-down meeting with your three underbosses (Burke, Cassandra, and Vito), in which you decide who will have control over your new conquest. Each respective underboss, based on their style of management, will lead to a different income and particular bonus from each district.

Beyond just min-maxing the bonuses you want, you have to consider the feelings of your underbosses as well. For instance, in the demonstration we saw, Lincoln awarded a newly captured district to Cassandra. Burke, however, was sick of being passed over for the last few districts, and left the meeting in a huff. This triggered a storyline about Burke betraying Lincoln and needing to be dealt with accordingly. This layer of dynamic storytelling, driven by the strategic metagame of controlling the city, will help to make each play-through of Mafia III unique.

The moment-to-moment gameplay looked very familiar, as Lincoln blasted his way through a riverboat full of thugs. What will separate it from the pack will be whether the strategic layer of controlling the city presents interesting decisions, and if it can all flow together into the sort of gripping, cinematic narrative that the game promises. The politically charged setting leaves us hopeful that the game could offer up an interesting tale, and not just another excuse for killing sprees.

Mafia III is coming to PlayStation 4, Xbox One, and PC on October 7, 2016.