In the year 198, Cao Cao, Prime Minister of the Han Dynasty, ventured to the east and defeated China's greatest warrior Lu Bu, terrifying every ambitious warlord across the country. Several years later, after taking the Han Emperor under his wing, Cao crowns himself King of Wei. He built a magnificent Bronze Sparrow Island to symbolize his power and rumors spread that he would replace the Emperor. Meanwhile, young lovers Mu Shun and Ling Ju are taken from a prison camp to a hidden tomb, where they spend five cruel years together, training as assassins for a secret mission. In the year 220 astronomical signs predict dramatic change. As a result, Cao's son Cao Pi and Cao's followers urge Cao to become the new Emperor - but unknown opposing forces plot against him.

In the 19th century, the Prince Regent of the Qing Dynasty orders the mass execution of the entire Meng clan. Before his beheading, the leader vows that his family will avenge this travesty of justice. Awaiting his death, a five-year-old Meng boy named Erkui bravely sings an aria. The power and purity of his voice touches the opera star Master Yu and his seven-year-old pupil Guan Yilong. Master Yu rescues the boy and the two orphans become brothers. Years later, Master Yu wins the coveted golden "The Mightiest Warrior" plaque from the Prince Regent, but subsequently loses it in a duel with his archrival Master Yue. Banished from the stage upon his loss, Master Yu spends his time training the two brothers in the village. When the boys grow into men, they set off for Shanghai to pursue revenge. Once they reach Shanghai, they quickly defeat Master Yue, reclaiming not only the plaque but also taking over the Yue's opera troupe.

At the end of the 19th century, Shanghai is divided into several foreign concessions. In the British concession, a number of luxurious “flower houses” are reserved for the male elite of the city. Since Chinese dignitaries are not allowed to frequent brothels, these establishments are the only ones that these men can visit. They form a self-contained world, with its own rites, traditions and even its own language. The men don’t only visit the houses to frequent the courtesans but also to dine, smoke opium, play mahjong and relax. The women working there are known as the “flowers of Shanghai”.

An actress preparing to play in a historical epic is terrorized by someone faxing her pages from her stolen diary; has colorful flashbacks of her affair with a now-deceased man; and imagines black-and-white film-within-a-film scenes of the movie she is about to appear in.