During the early 20's in Shanghai, there are many forces eyeing on the wealthiness of Shanghai. Besides internal forces (generals in the country as well as some wealthy businessmen are trying to conquer and monopolize the town), the Japanese are interested with this place. This story focuses on how Liu MoYuan (Nicky Wu) and Li JieYang (Li Wei) fighting for peace in their little town. Liu MoYuan and Li JieYang are not only rival in fighting for peace , but also love rival in fighting for Sung XiaoHe (Li JieYang childhood friend). Nicky Wu plays a bandit who is a Robin Hood type of character and eventually becomes a freedom fighter who opposes the colonizing Japanese.