Set during the early years of the Chinese republic, when feuding warlords waged constant wars to expand their power, young army leader Hao Jie and his sworn brother Huo Lung find little resistance invading the township of Dengfeng. The nearby Shaolin Temple opens its doors to the wounded and disciples Jing Neng, Jing Kong and Jing become masked Robin Hoods at night to help the poor. The young and arrogant Hao Jie then challenges the Shaolin masters when he learns they are helping his enemies. Hao Jie wins his duel and becomes even more arrogant. Nevertheless, the mighty Hao Jie experiences a swift and sudden fall, when he is betrayed by Huo Lung and finds himself at the doorsteps of the Shaolin Temple seeking help. While recuperating, Hao Jie learns the Shaolin style of martial arts and begins to find inner peace. An epic battle then awaits when Huo Lung attacks the Shaolin Temple.