At the end of the Qing Dynasty due to poverty and starvation, Ma Wing-jing (Takeshi Kaneshiro) and his older brother Ma Tai-cheung (Yuen Wah) flee from their harsh homeland to the big city of Shanghai to make their fortune. Once they arrive in Shanghai reality sets in and both are only able to secure jobs as coolies (bitter hard manual labor) making chump change. Wing-jing admires the local triad gangster boss Tam Sei's (Yuen Biao) life style. Tam, seeing Ma Wing-jing admire his horse carriage, challenges Wing-jing to a human versus horse race. Wing-jing accepts his challenge, after seeing Wing-jing's determination, loyalty, fighting skills and athleticism, the two strike up a friendship and Tam tells Wing-jing to visit his night club one day if he ever needs help.
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