After years on the road establishing his reputation as Japan's greatest fencer, Takezo returns to Kyoto. Otsu waits for him, yet he has come not for her but to challenge the leader of the region's finest school of fencing. To prove his valor and skill, he walks deliberately into ambushes set up by the school's followers. While Otsu waits, Akemi also seeks him, expressing her desires directly. Meanwhile, Takezo is observed by Sasaki Kojiro, a brilliant young fighter, confident he can dethrone Takezo. After leaving Kyoto in triumph, Takezo declares his love for Otsu, but in a way that dishonors her and shames him. Once again, he leaves alone.

A humble and simple Takezo abandons his life as a knight errant. He's sought as a teacher and vassal by Shogun, Japan's most powerful clan leader. He's also challenged to fight by the supremely confident and skillful Sasaki Kojiro. Takezo agrees to fight Kojiro in a year's time but rejects Shogun's patronage, choosing instead to live on the edge of a village, raising vegetables. He's followed there by Otsu and later by Akemi, both in love with him. The year ends as Takezo assists the villagers against a band of brigands. He seeks Otsu's forgiveness and accepts her love, then sets off across the water to Ganryu Island for his final contest.

Rick, a down-and-out American boxer, is hired to transport a sword to Japan, unaware that the whole thing is a set up in a bitter blood-feud between two brothers, one who follows the traditional path of the samurai and the other a businessman. At the behest of the businessman, Rick undertakes samurai training from the other brother, but joins his cause. He also becomes romantically involved with the samurai's daughter.