The film is set in China in the 1860s, during the Taiping Rebellion. It is based on the Ma Xinyi#Assassination in 1870. In the beginning, there is a battle between loyalists and rebels, during which all of the loyalists are killed except Qingyun, the general. Qingyun goes to a village nearby where the inhabitants engage in banditry, being led by two men, Erhu and Wuyang. He offers his assistance in executing a raid against a rebel convoy. However, a loyalist army assaults the village shortly afterward and seizes the spoils for themselves. Around this time, Qingyun begins an affair with Erhu's wife.
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