The movie takes place during the Qing dynasty, where a group of Shaolin monks, led by Abbot Shi (Jet Li), are framed for treason and forced to flee their temple. The monks take refuge in a nearby village, where they befriend a young woman named Yin (Kara Hui) and her brother, Hou (Wu Jing). As they try to clear their names and defeat the corrupt officials who wronged them, the monks must also confront their own demons and learn to work together as a team.