Leong Tsan (Yuen Biao) is a spoilt brat who thinks he is a remarkable kung fu exponent, ignorant that his father actually pays his opponents to lose to him – until he meets up with an unrelenting opera performer Yee Tai (Lam Ching Ying).Beaten soundly by Yee Tai, Leong decides to really beef up his kung fu skills and asks Yee to take him as a disciple. Yee refuses but changes his mind after a Manchu prince and his men kill everyone in the opera troupe but the two of them. When Yee is stabbed by the prince, it is up to Leong to avenge his fellow troupe members.