Fearing the growing threat of Shaolin, the cradle of kung fu masters, Chien Lung decides to eliminate it.

Discovering Tien Ti Society Chief Chen Chin-nan to be hiding in the Shaolin Temple, Chien Lung sends Ao Kun and Tseng Pi-Ching, Governor of Kwangtung and Kwangsi to suppress him.

In the Temple, Ao Kun accuses Tse Shan of hiding a Royal convict Chen Chin-nan. Tse Shan interrogates his pupils. Kao Chin-chung points out it is linked with Hung Hsi-kuan, and Hung confesses this.

Tse Shan has a heart-to-heart talk with Chin-nan and eventually convinces him to shave his hair to become a monk to avoid Chien Lungs pursuit. Failing in his missioh, Ao Kun orders to set fire to the Temple.

Tse Shan leads his pupils to escape through a secret tunnel, but the exit has already been surrounded by men led by Ao, Kun.… ...

Pai Mei stops Tse Shan and his pupils from getting out of the staircase. Shih-yu suggests that Pei let them leave if they should fight up to its top, and Pai Mei agrees.

After fierce fighting, Chin-chung succeeds with injury, and Pai Mei lets them leave.

Tse Shan and his party arrive at an old temple to lick their wounds. Chin-chung inflicts heavy injury on Tse Shan and snatches the jade pendant while Hsi-kuan and Shih-yu are out searching for food.

Chin-chung, who turns out to be Chien Lung's spy in Shaolin, wins high praise from Ao Kun for his success in getting the pendant. And Pai Mei offers to adopt him his pupil.… ...

The Chief offers to execute himself to relieve Shih-kuan, and the latter stops him. The Chief suffers only slight bruises. Shih-kuan then promises to place himself at the disposal of the Tien Ti Society after rebuilding Shaolin to avenge Tse Shan.

Ao Kun takes the jade pendant to Chien Lung. Rejoiced, Chien Lung appoints Chin-chung the Kwangtung Governor and goes personally to O-Mei to reward Pai Mei.

Yu Nu misses Shih-yu and comes to visit him, disguised as a maid Tsui Ping. Shih-yu styles himself as Fang Pi-yu, and the two fall in love at first sight.

Tseng Pi-cheng squeezes the people under different excuses while Chin-Ang is on the way to Kwangtung to take up the appointment. Angry over this, Hu Hui-chien tears off an imperial notice, and he undergoes hard training in kung fu against Yu-pings persuasion, hoping to revive Shaolin someday.… ...

Aborted in their attempt on the life of Chin-chung, Hsi-kuan, Shih-yu and, Hui-chien are surrounded by soldiers. Hsi-kuan resists; hit by arrows, he suffers injury in the leg. Shih-yu and Hui-chien combine to bring him to safety.

Hui-chien brings Hsi-kuan and Shih-yu home. Yu-ping is rejoiced at the safe return of Hui-chien. They all decide to make no movement till Hsi-kuan is recovered.

Pi-cheng hosts a feast for Chin-chung. At the party, Chin-chung falls in love with Yu-nu at first sight, but on learning that Chin-chung is a Royal convict, Yu-nu collapses in fright.

At night, while Yu-nu is toying with Shih-yu's shield with mixed thoughts Chin-chung arrives, and recognizing it to have come from Shih-yu, he perceives her relationship with him, and decides to change his plans.

Going to town to have medicine prescribed for Hsi-kuan, Shih-yu comes upon Tsui-ping.… ...

Chin-chung leads men to besiege the Hus, intending to kill Tsui-ping. To avoid getting Yu-ping and Yu-nu involved, Hsi-kuan decides to turn himself up in exchange for Chin-chung's promise to release the two. Chin-chung reneges on his promise by having Yu-nu escorted away and then molests Yu-ping, forcing Hsi-kuan to reveal the whereabouts of Shih-yu and Hui-chien. Furious, Hsi-kuan stands up to kill the enemy and eventually succeds in rescuing Yu-ping.

While being escorted to the Governor's quarters, Yu-nu flees by trick and hides in her teacher Chu's home. On the other hand, Chin-chung accuses Pi-cheng of conspiracy with a Royal convict and browbeats him into relinquishing his power and the latter promises to hand over the jurisdiction of Kwangtung to Chin-chung.

Shih-yu and Hui-chien seek an audience with Wu Mei in Chueh Yuan Convent, Lo Fu Shan, and she declines. Hui-chien recalls the story of a disciple lifting up a tripod.… ...

Yu-ping is getting critical in heart trouble resulting from childbirth. Hsi-kuan moves heaven and earth transporting her and her, baby to town for treatment by a doctor.

Ao Kun goes to Canton to break the news to Pi-cheng of Chien Lung touring Kwangtung incognito, to warn him to be on his guard. Pi-cheng takes the opportunity to woo Ao Kun into coping with Chin-chung, but Chin-chung outsmarts him by inviting An Kun to the Kaos' quarters to curry favour with him.

Shih-yu perchance sees the portrait of Yu-nu painted by teacher Chu and makes a scroll to complete the pair. Knowing that Yu-hu is anxious to meet Shih-yu, teacher Chu takes him to the Chus. Unexpectedly Emperor Chien Lung travelling incognito takes an interest in the portrait and secretly follows the two.

Shih-yu and Yu-nu meet again at the Chus as if in dreams.… ...

Hsi-kuan escorts Yu-ping and her son to Canton. They put up in an inn. As he is running out of travel expenses, he is uncivilly treated, but for the sake of them, Hsi-kuan has to endure it. The baby also keeps crying the whole night, much to the anguish of Hsi-kuan.

Yu-ping has a relapse and Hsi-kuan takes her to a doctor for treatment. The doctor says she's already in a critical stage and only a famous Royal doctor Hsia Kuan-tsao can bring her around. Hsi-kuan is disappointed at this news.

Yu-nu fasts in protest against Chien Lung. Pi-cheng and wife persuade her, but to no avail. Then they threaten her with death, and Yu-nu finally yields, but makes a plea to see the last of Shih-yu. As arranged by Pi-cheng, Shih-yu comes to the Tsengs to meet Yu-hu. He is mortified to be told of the truth, but there is nothing he can do. The two are in deep emotion.

Travelling incognito, Chien Lung exposes the rigging by gamblers and is attacked.… ...

On his way back to the inn, Hsi-kuan is tailed by Chin-chung's men. Hsi-kuan returns to the inn after getting away from them. He is delighted to have a reunion with Hui-chien and Shih-yu.

Pi-cheng and wife are frightened to find Yu-nu pregnant, but cover it up. Yu-nu's mother tricks a doctor into prescribing herbs to abort it for her.

Yu-ping is getting critical, much to the concern of Hui-chien and others, but as she's verging on death, Hsia Kuan-tsao rushes in and revives her.

Hui-chien decides to take Yu-ping to Huang Shan to recuperate. Hsi-kuan goes to see Chien Lung to express his gratitude. Chien Lung offers him an official title, but Hsi-kuan turns it down.

Yu-nu takes the dose of abortion, as her mother made her to, and is in great pain.… ...

Finding Yu-nu still alive, Shih-yu tries to rescue her, but the soldiers arrive to surround him. Hsi-kuan arrives to take Shih-yu away.

Hearing of the trouble at the Tsengs,Ao Kun goes to make enquiries. Pi-cheng lies to Au Kun that Shih-yu has killed Yu-nu and Au Kun transmits the information to Chien Lung. Pi-cheng knows there's something fishy, while Chien Lung goes to the Tsengs to make enquiries. Pi-cheng then fabricates the story that Yu-nu killed herself to protect her chastity when threatened by Shih-yu. Chien Lung is deeply touched. He decides to make a chastity shrine for Yu-nu and at the same time orders to capture Shih-yu by all means, dead or alivte.

Shih-yu secretly goes to visit Yu-nu's shrine and is much mortified to find she has been buried alive. After burying her, he proceeds to the Tsengs to seek vengeance.

After killing his daughter with his own hands, Pi-cheng is mentally depressed as if sitting on thorns.… ...

Hsi-kuan tries to convince Shih-yu of the importance of rebuilding Shaolin for the sake of righteousness. Unimpressed, Shih-yu determines to kill Chien Lung, but he escapes, when Hsi-kuan tries hard to stop him. Furious, Shih-yu decides to break with

Hsi-kuan.

In great despondency, Hsi-kuan clashes with Yung Hsiang-lien of an acrobatic troupe, and her sneer adds to the bore of the disappointed Hsi-kuan.

To get rid of Shih-yu, Chien Lung orders the circulation of false information that he has left for Huang Shan in order to lure him there, then orders Chin-chung to have Pai Mei rush there to capture him.

Knowing that this is a sham, Hsi-kuan looks everywhere for Shih-yu to stop him from getting trapped. He meets Hsiang-lien again and clashes with her again. Her father tries to offer him the hand of his daughter and arranges a date for the two.… ...

To protect Yu-ping and her son, Hui-chien gives himself up, but Chin-chung still sends men to pursue them. In the nick of time, Yu-ping hides Wen-ting in the wood, then lures the soldiers away, but eventually gets captured.

Hsi-kuan and Shih-yu take shelter in an old temple. Hsi-kuan goes out to buy medicine for Shih-yu and is spotted by the soldiers. They inform this to Ao-Kun who leads men to surround the temple. The two break the siege, but this deepens Shih-yu's misunderstanding of Hsi-kuan as a result.

Attracted by her beauty, Chin-chung makes advances to Yu-ping. Not yielding to his desire, Yu-ping strongly reprimands him. To take her mind off from her husband, Chin-chung castrates Hui-chieh, much to the agony of the couple.

Feigning submission, Yu-ping takes Chin-chung unawares by inflicting heavy injury on him. In anger, Chin-chung kills her and orders the beheading of Hui-chien.… ...

Disguised under the name of Lin Wang, Hui-chien rescues Ao Kun's daughter and son-in-law. In gratitude, the couple allows Hui-chien to work in the Ao family.

After losing track of Hsi-kuan, Hsiang-lien is much worried. She goes to Van Hua Temple to pray for Hsi-kuan. Finding Shih-yu hiding in the Temple, she solicits him to find out about Hsi-kuan's whereabouts. Shih-yu only promises to let her know as soon as there's any information available.

Ao Kun returns home and begins to suspect Hui-chien's background. He punches him to test out his reaction. Hui-chien pretends to get injured without resisting, thus removing his doubts.

Hsi-kuan brings Wen-ting back to Kwangtung.… ...

Shih-yu craftily breaks the siege. Chien Lung is furious, and offers the reward of gold and an official title to anyone for the capture of Shih-yu. This stirs up a capturing fever in the Capital. Undaunted with sophisticated martial arts, Shih-yu heroically preaches righteousness to a group of mercenaries trying to capture him, earning him much admiration.

Hui-chien is much worried by news that Shih-yu is wanted by Chien Lung. He lures children in town to go all out to pay attention to Shih-yu's whereabouts.

Holding Wen-ting in arms, Hsi-kuan goes to the Capital and meets Ku and wife on the way. As notices have been put up by Chin-chung kor the arrest of Hsi-kuan and Wen-ting, Ku readily spots their identity. He offers to take care of the child for Hsi-kuan to continue the, journey alone, planning to hand him over to Chin-chung to claim a reward.… ...

Chin-chung interrogates Chi under torture, but he won't reveal anything. Chin-chung kills Chi and his son, then goes away. Mei is grief-stricken. Hsi-kuan feels deeply sorry for having got them involved, and takes Mei to go on the journey.

Growing impatient at the Aos, Shih-yu secretly mixes in when a gift is being sent by the Aos to the palace and sneaks into Chien Lung's room and injures him. Pai Mei rushes in, and the two slug it out. Shih-yu is beaten, and tries to kill him before getting killed, but dies a tragic death.

To vent his ire, Chien Lung hangs the body of Shih-yu at the City Gate. Hearing of this, Hui-chien is overcome with grief, rushes to teal the body and is captured by Yung Chi.

When questioned under torture about his accomplices, Hui-chien makes a false confession by framing up Ao Kun and Chin-chung. As a result, Chien Lung holds Ao Kun in.… ...

Yung Chi arrests Hsi-kuan. Chien Lung tries him personally, but still remembering the past favour of his having saved him, he not only grants him an amnesty but allows him to meet Hui-chien.

At the meeting, Hsi-kuan tells Hui-chien that Wen-ting's still alive and Hui-chien takes great comfort.

Pi-cheng escorts Chin-chung to the Capital. Chien Lung orders Pi-Cheng to be the judge. To avenge the wrong done by Chin-chung, Pi-cheng strongly accuses Chin-chung and Ao Kun of sedition even in the absence of ample evidence, and when craftily testified against by Hui-chien, Ao Kun eventually pleads guilty under torture, and Chin-cheng is unable to defend any more. Consequently, Chien Lung orsers the beheading of the two.

Hsi Kuan takes Wen-ting to see Hui-chien.… ...

Hsi-kuan takes Wen-ting and Mei back to live in the Hungs in the Feng Mei Village. The villagers suspect a special relationship between Hsi-kuan and Mei, and gossips go around, much to the embarrassment of Mei.

Thinking of Hsi-kuan, the preoccupied Hsiang-lien accidentally hurts Kou Szu when performing dagger-hurling at him. Knowing of her mentality, Kou Szu takes her to Feng Mei Village to see Hsi-kuan.

To protect Mei from public humiliation, Hsi-kuan offers to forge a marriage with her to put a stop to rumours. At this moment, Hsiang-lien arrives to show him her love openly, but Hsi-kuan turns her down, insisting on keeping his promise to take care of Mei all his life. Hsiang-lien sadly leaves.

Wu Mei pays a secret visit to the Hungs and sends him words of encouragement. Enlightened, Hsi-kuan takes a more optimistic view.

12 years later, Hsi-kuan invents a type of boxing and has a following of disciples.… ...

The rescue of Wen-ting by Hsi-kuan greatly angers Village Chief Li. On taking Wen-ting home, Hsi-kuan interrogates him, and lets him go only after learning that he killed for self- defence only.

Seeing Kung Tung clan Chief Li Ho-wu, Village Chief Li craftily sows discord between him and Hsi-kuan. Ho-wu challenges 1isi-kuan to a duel, and the latter has no choice but to accept.

In the duel, Ho-wu tries to kill Hsi-kuan by foul means, but is killed by him instead. Catching wind of this, Chin-cheng arrives, and seeing Hsi-kuan much improved in martial arts, he is overcome with jealousy.

While reporting his duty to Chien Lung in the Capital, Chin-chung accuses Hsi-kuan of secretly mastering Shaolin boxing.… ...

Hsi-kuan beats the Russian boxer, winning back much pride for the Chinese. He earns much acclaim from Chien Lung, who names the boxing invented by him the Hung boxing. When he returns to Canton, Chien Lung presents him a blade, but he takes only the tassel tied to it as souvenir.

Hsi-kuan revisits the Shaolin Temple and meets a blind old beggar. He claims to be an ex-Shaolin disciple, and encourages Hsi-kuan to rebuild the Shaolin Temple.

Hsi-kuan returns home to witness a big tragedy at home. Thereupon he goes to see Village Chief Li, trying to reconcile with him, then to visit Mei's grave, and recovers Wen-ting. On the opening day of Hsi-kuan's gym, Chin-chung goes to challenge Hsi-kuan to a duel. Hsi-kuan pulls the punches to appease him. Noting that Chin-chung's boxing is the combination of Shaolin and O-Mei, Hsi-kuan fears that Wen-ting's Shaolin boxing alone can't cope with him.… ...

In an aborted attempt to kill Hsi-kuan, Chin-chung deliberately creates an opportunity for him to break jail to trap him, but Hsi-kuan is not taken in.

Kou Szu rallies the support of the city's famous coaches to defend for Hsi-kuan, but Chin-chung won't listen. So all he can do is to force Hsi-kuan to guarantee the safety of Hsi-kuan and Wen-ting in jail.

Hsiang-lien takes the tassel to the Capital to see redress from Chien Lung, who sends Kuan-pao to Canton to probe this.

Hsi-kuan casually discovers a letter left by Pi-cheng testifying that he was killed by Chin-chung and shows it to Kuan-pao. Kuan-pao traps Chin-chung into a confession. Finding himself betrayed, Chin-chung escapes, but is stopped by Hsi-kuan and Wen-ting. A duel ensues and ends with Hsi-kuan killing Chin-chung.

Knights from six nations come to challenge China to duels. Chien Lung sends the Chief's guard to meet it.… ...

After Hsi-kuan has beaten the knights from six nations, Chien Lung agrees to the rebuilding of the Shaolin Temple, as insisted upon by Hsi-kuan.

Hsi-kuan raises money in Canton. Pai Mei tries to undermine it by threatening to shoot and kill any citizen wanting to donate.

While Hsi-kuan is trying to send his pupils away from Canton and scatter them everywhere to raise money, the blind beggar braves his life to raise money in Canton. He eventually raises enough money for Hsi-kuan to rebuild the Shaolin Temple before being killed by Pai Mei.

When the rebuilding of Shaolin is completed, Hsi-kuan invites Wu Mei to inaugurate the new Temple. Wu Mei agrees, knowing full well that Pai Mei will come to make trouble.

At the inaugural ceremony, Pai Mei arrives to make trouble.… ...