Lok Fung is an orphan who works in a paper printing shop and desires to learn kung fu in "Yin Duk San Jong". His break comes one day and he becomes a student there. However, he is used only to run errands and many of his martial arts brothers pick on him. The eldest son of Si Ma Zhong Wah is the only one in the entire school that treats Fung well, but he died early due to an illness. Fung is then taught by Si Ma Zhong Wah's brother. During his Kung Fu training days, he meets across three young ladies that will be the cause of the turbulence in his future: Yiu Chi Ping, a young prophet who was newly hired to work in Yin Duk San Jong; Ling Seung, who lives in a ship that is considered a brothel; and Hak Lin But But, a spoiled and playful daughter of Hak Ling Gao's leader, Hak Lin Mung Seun.