Enlisted in Japanese-occupied Taiwan, patriotic young man Hui Man Keung (Leslie Cheung) is dispatched to fight in the northeastern China. In a mission gone awry, he barely escapes from an ambush that leaves all of his fellow rebels dead, only to be saved in Shanghai by small-time gangster Ding Lik (Andy Lau). The two become sworn brothers, joining hands in a bid to make a name for themselves in the gang world of Shanghai.
However, their friendship is tested when both Lik and Keung fall for Fung Ching Ching (Ning Jing), the daughter of powerful tycoon Fung King Yiu (Wu Hsing Kuo). A ruthless crime lord in secret, Fung manipulates the two rising stars into working for him. But when Keung finds out that Fung is the man behind the ambush on the anti-Japanese rebels, he must choose between his love for Ching Ching and his loyalty to the fallen comrades...
