Ding Lik (Andy Lau) is a Shanghai city dweller, who dreams of becoming someone one day. His fortunes take a sharp turn when he accidentally stumbles upon Hui Man Keung (Leslie Cheung), a Taiwanese soldier who is on the run – they team up together and form a brotherly bond, which will be put on a test as one rises to the top of the underworld ladder, and another reveals his true colours…and oh, they also seem to be in love with the same woman, who just happens to be the daughter of Shanghai’s biggest mobster.