Once Upon a Time in Shanghai

KEUNG meets LIK in Pak Lok Mun. He tells LIK that he is going to leave Shanghai. However KEUNG is lurked at the entrance, he is gunned down by assassins. All happened seven years ago... KEUNG and HOI arrive at Shanghai. HOI comes to save his master KWAN. KEUNG comes across LIK and LIK provides with him accommodation. KEUNG finds WAN, who has become a famous hired dancer in Shanghai. WAN introduces KEUNG to work in a cinema. YIU's subordinates chase after KWAN and YAU. They take refuge in HAU's godown. HOI goes to save KWAN. Before he dies, KWAN tells HOI that he was had been framed and tricked by YIU and he lost his casino. HOI swears to assist YAU to “avenge KWAN's death. HAU refuses to take HOI's compensation as HAU does not want to make YIU unhappy. KEUNG's talent is appreciated by his boss LI. PING is discontented and he hires LIK to kill KEUNG. The work is in vain and LIK is hurt seriously……

KEUNG finds LIK in his house. As LIK is seriously injured, KEUNG sends him to hospital immediately. KEUNG takes no action against PING. The duel between YIU and HOI is approaching. Everyone is nervous. YAU has no confident in HOI. CHO and KIT are angry and scold YAU. YIU uses tricks but HOI manages to divert YIU's attention. LI becomes the victim. The French Ambassador suggests the postpone the duel. YIU visits LI and instructs PING to deal with HOI for him. KEUNG worries. PING attacks HOI in the cinema but KEUNG manages to divert his attack to LI. In chaos, both LI and PING die. LI's subordinates support KEUNG to be the new boss. KEUNG is excited. HOI goes to the cinema again where he meets WA. He is shocked. HOI is lurked and fortunately he is saved by NG. HOI's eyes are hurt. With HAU's assistance, he arrives at the casino in time. KEUNG also gives him a hand secretly.

HOI appoints YAU as his assistant. Thinking that HOI is blind, YIU looks down upon him. HOI wins the first game. In the second game, YIU instructs his henchmen to make noise to distract HOI but his trick does not work. However HOI is shocked by WA and he loses the second game. In the third game, HOI recalls his promise made in front of KWAN. He concentrates his mind and at last wins the game. He gets the casino Xanado back. He begs WA to forgive him as he did not turn up to elope with her. However WA ignores him. YIU goes to the railway station to meet CHING who has finished her study. WING wants to kill YIU and he takes CHING as the hostage. KEUNG is also there as he goes to see WAN off. Chivalry drives KEUNG to save CHING. He drives WING and CHING away and before WING leaves, he gives him some money. CHING is safe. CHING is attracted by KEUNG. No one dares to work for HOI because of YIU's threat……

In order to flatter YAU. KAM kidnaps KWAN. NGOR comes to get KWAN back. KEUNG releases her and accompanies her home. On the way, KWAN tells KEUNG her unpleasant experience in the past. KEUNG calms her down. In order to threaten HOI, NGOR beats KWAN up. KWAN does not want to deceive HOI. NGOR dismisses her. KEUNG gives KWAN a job in Xanado. YIU sends his men to rob customers of Xanado. HOI's business in seriously affected. YAU goes to question YIU. YAU is arrested. HOI has to beg LIN to settle the deal. LAM cannot get into the military academy, thus he joins the police force. However he does not want to be bribed. He is not accepted by his colleagues. YAU entangles KWAN. He even kills KWAN's husband PO, who is mentally ill. NG is discontented but he does not tell the others. HOI invests in KEUNG's cinema. CHING approaches and flatters KEUNG but KEUNG is not touched.

CHING dates KEUNG but KEUNG does not turn up. CHING is disappointed. LIK is unhappy. LAM tricks the others and makes a big trouble. Luckily he is saved by KEUNG. He makes apologies as he accepts KEUNG's advice. TSANG lusts for WAN's charm. He threatens her with KEUNG's safety. For KEUNG, WAN is willing to sacrifice herself. KEUNG and LIK lead their people to save WAN. They kill TSANG and his men. NG indulges in gambling. YAU gives him money to pay the debt. NG is not contented. He threatens YAU. YAU is unhappy and he kills NG. HAU finds HOI's pen beside NG's corpse. In the ball, YIU arranges WA to dance with HOI. WA hates HOI and HOI is in deep grief. CHO and HEI nag at him.

HAU goes to kill HOI for NG. HOI asks HAU to give him three days to find the real killer. Three days later, HOI is still unable to find the killer. CHIU and CHUNG are unhappy as HAU does not take immediate action. They lead people to attack HOI's places. TUNG finds them and advise them to stop. He even hurts his thigh. CHIU and CHUNG are touched and agree to stop. They go to work for HAU again. HAU thanks TUNG. KEUNG buys KWAN's freedom back and provides with her accommodation. LIK is discontented with his intimacy to KWAN. YAU refuses to admit what he has done though there is a witness. CHO claims that they have found KAM. YAU goes to kill KAM but is trapped. HOI is sad to see what YAU has done. YAU pretends that he feels guilty.

HOI does not tell HAU what YAU has done so as to protect him. CHING sees KEUNG and KWAN in a book store. She is jealous as KEUNG is so good to KWAN. PAU is discovered by the police. YAU takes a faster step to catch PAU. He forces PAU to lie to HAU. HAU is told that NG and FU killed each other as they had a quarrel when they were gambling. HOI regards it as the most suitable arrangement. However YAU kills PAU for his own sake. WAI asks HAU to lend him money for his business. HAU begs HOI to help her. CHO tells HAU that WAI has indulged in gambling. HAU questions WAI but WAI manages to convince her. He even begs HAU to marry him. HAU agrees to marry him. KEUNG does not want KWAN to misunderstand him. He tells her that he regards her as his sister only. KWAN is shocked and leaves KEUNG’s house. She is found by YAU and YAU rapes her. She hurts YAU. For KWAN, KEUNG argues with YAU……

In the bazaar, CHING is angry to see LIK wearing the tie she has given to KEUNG. She scolds KEUNG but KEUNG makes no defense. KEUNG cannot get the license of his cinema from MAN. He and LIK take a photograph of his wife and her secret lover to blackmail MAN. MAN has to be cooperative. YIU sends people to kidnap FONG to spoil the opening ceremony of KEUNG's cinema. KWAI discovers YIU’s plan and informs KEUNG. FONG is saved and the ceremony can be held as scheduled. HOI waits for WA outside her house though it is snowing as he wants her to forgive him. He is sick but WA ignores him. WAI is in serious debt. He wants to set his godown on fire to get compensation. Incidentally HAU and TUNG are there. However WAI does not change his mind.