Casts : Liu Xuan, Kenneth Ma, Fala Chen, Bosco Wong, John Chiang, Elliot Ngok, Dominic Lam, Eddie Kwan
Mok Kwai-lan (Liu Xuan) is an ordinary girl working as a water labourer in one of Guangzhou’s most famous restaurants. She lives in a simple and steady lifestyle with her uncle, Mok Ping (Law Lok-lam), and Ping’s adopted son, Yau Sam-shui (Kenneth Ma). She is best friends with the beautiful Kwai Fa (Fala Chen), an assistant chef working in the same restaurant as her. Longing for Fa’s affections, Sam-shui hopes to become a student of Wong Fei-hung (John Chiang), the greatest martial artist of Guangzhou, in order to impress her. Kwai-lan, originally disinterested in martial arts, becomes spellbound by the sport after watching an intense fight between Fei-hung and Fok Koon-wai (Kenny Wong), a Mizongyi practitioner.
Fei-hung is touched by Sam-shui’s enthusiasm and agrees to teach him and Kwai-lan, but Ping is strongly against it. He believes they would become aggressive and domineering if they learned kung fu. Kwai-lan disagrees and argues that kung fu is for self protection. Her unyielding determination overwhelms Ping, and Kwai-lan learns from him that she is the only descendant of the Mok Gar family fighting style. As Kwai-lan’s father died from a kung fu match, Ping does not want Kwai-lan to meet the same fate. Fei-hung sees a lot of potential in Kwai-lan and convinces Ping to teach her the styles of Mok Gar. Ping finally agrees, simultaneously allowing Sam-shui to become Fei-hung’s student. Sam-shui, now proud and egotistical, begins abusing his newfound martial arts skill.
Meanwhile, Kwai-lan meets the unsociable and eccentric young boxer Lui Ching-lung (Bosco Wong) in an underground martial arts arena. As soon as she finds out that his father Lui Kong (Dominic Lam) is sick with leprosy, she immediately asks for Fei-hung’s help. However, Kong does not appreciate Fei-hung’s hospitality and blames him for destroying his family. Twenty years ago, Kong was once Guangzhou’s champion in the Lui Gar fighting style. Fei-hung, already famous for his martial arts in Foshan, challenged Kong to a duel. The two swore an oath: whoever lost the duel would have to leave Guangzhou. Fei-hung defeated Kong, but Kong’s wife fell ill, postponing his leave. Fei-hung, drunk from a celebratory dinner, disgraced Kong in public and claimed him to be dishonourable for not keeping his promises. In a rage, Kong quickly leaves the city by night with his sick wife and their infant son Ching-lung. As a result, Kong’s wife died and Kong contracted leprosy. From then on, Kong and Ching-lung struggle through a life of discrimination and instability.
Ching-lung, inexperienced in martial arts, seeks revenge for his father and attempts to kill Fei-hung in public, but is quickly defeated by Fei-hung. Fei-hung, however, apologises to Ching-lung for his mistakes and advises Ching-lung to pick up more martial arts before coming back for revenge. Ching-lung is touched by Fei-hung’s generosity and decides to become his student. He develops a crush on Kwai-lan, also winning the affections of Fa, much to Sam-shui’s jealousy. Kong, sick and shamed by losing to Fei-hung once again, attempts to commit suicide but is saved by Tong Yuet-hang (Elliot Ngok), Guangzhou’s chief commissioner. Yuet-hang talks Kong in starting his life over, and suggests him to rebuild the Lui Gar martial arts school in order to compete with Fei-hung’s Po Chi Lam. Amidst facing the threats and attacks against Po Chi Lam, Kwai-lan and Fei-hung grow closer. Kwai-lan not only helps Fei-hung in facing Kong’s duel challenge, she also saves Po Chi Lam from collapsing. The two begin to fall in love, and Kwai-lan, being forty years younger than Fei-hung, marries him despite Ping’s objections.
Jealous of Fa’s love for Ching-lung and exhausted from being constantly looked down upon, Sam-shui abandons Fei-hung and becomes Kong’s disciple, assisting Yuet-hang and Kong in tarnishing Po Chi Lam’s image. Fei-hung, weak from an injury, is defeated from a duel against Kong and loses his title as Guangzhou’s number one martial artist. As he watches Yuet-hang and Kong’s corrupted governance over Guangzhou, Fei-hung falls fatally ill. Before he dies, Fei-hung teaches all his knowledge of medicine and martial arts to Kwai-lan. For more power, Sam-shui marries Yuet-hang’s daughter Shuet-kiu (Kaki Leung). He becomes a spy for the Japanese merchant Tokugawa Kazuo and gains control of all of Yuet-hang’s business and political jobs, later becoming the co-mayor of Guangzhou. The Japanese merchants and fighters gain control of Guangzhou’s economy and martial arts schools, forcing Po Chi Lam out of business. In an attempt to protect himself and his daughter, Yuet-hang tries to release information of Sam-shui’s secret collaborations with the Japanese to the public, but is murdered by Sam-shui before he could do so. Kwai-lan, hiding in Foshan with Ching-lung, returns to Guangzhou and wins in a fight with the Japanese martial artists, reviving the pride of Chinese martial arts. She finds evidence of Sam-shui’s crimes and tries to convince him back on the right path. Sam-shui, already maniacal and in a point of no return, starts a fire to burn Po Chi Lam down to the ground.