In the late Qing Dynasty, amidst the continuous wars and suffering of the people, the elder brother (played by Jet Li) is betrayed by his colleagues, and his entire army perishes without a survivor. Surviving by pretending to be dead, he encounters the runaway Liansheng (played by Xu Jinglei), and after spending a night together for warmth, Liansheng leaves without saying goodbye. The elder brother is found on the streets by the third brother (played by Takeshi Kaneshiro), who brings him back to their village, only to discover that she is the wife of Erhu (played by Andy Lau). Tormented by poverty and hunger, the farmers, led by the simple-minded Erhu and loyal third brother, rob the official treasury, which leads to revenge from the government in the middle of the night. Seizing the opportunity, the elder brother urges everyone to join the army to earn military pay and food. The three brothers make a blood oath of brotherhood and set off to join the military with a group of one hundred and eight men. This brotherhood army displays a reckless fighting spirit and wins several battles. However, as they rise higher, the elder brother’s ambition grows larger, and Erhu and the third brother can no longer control him, leading to growing differences. The third brother discovers the budding romance between the elder brother and Liansheng, misunderstanding that she is the reason for the brothers' discord, and he plans to kill the sister-in-law to rescue Erhu. Faced with the deceit of the court, the darkness of the government, and the swelling ambition, the once united brothers ultimately turn against each other...