Leaving the poverty of his life in Shantung to seek fortune in Shanghai, The Boxer is instead drawn into a world of corruption, gang warfare and evil... Where his only protection is his famed fighting technique.

Ma Wing Jing and his older brother Ma Tai Chueng arrive in Shanghai to make their fortune at the end of the Qin Dynasty. Be-friending a powerful mobster Wing Jing is given his nightclub in return for saving Tam Sei's life. Unfortunately, another Gangster wants the territory a well. Corruption and violence rule the streets as Wing Jing and Tam Sei must battle not only the rival gangs but the corrupt police officials as well.