In a time when Shanghai was controlled by the merciless warlords, sworn brothers Kiu Ngo Tin (Anthony Wong) and Kung Siu San (Wayne Lai) have to rely on each other. Together, the ruthless Siu San and the cunning Ngo Tin create a world of their own, but in order to stay on top, Ngo Tin has no choice but to leave his past behind completely, including his confidant and true love Ku Siu Lau (Myolie Wu), a Peking opera apprentice.
Ngo Tin gets the attention of casino boss Yiu Gwai Sang (Alice Chan), who recommends him to her husband Kam Tong (Kent Tong), Shanghai's most powerful tycoon. Along with Siu San, Ngo Tin and Kam Tong become legendary figures in Shanghai, dominating all lands of The Bund.
But a single city cannot accommodate three leaders; Siu San (Wayne Lai) and Kam Tong (Kent Tong) enter a battle for power, creating havoc in Shanghai. Ngo Tin (Anthony Wong) uses this opportunity to suppress both of them, becoming the sole leader of China's largest port city, controlling the police and the underground triads on both fronts.
Amidst the glitz and the glamour, Shanghai enters a period of chaos when the Japanese Empire starts making moves to attack the city. To protect his people and the country, Ngo Tin (Anthony Wong) donates his wealth and time to deflect the Japanese. But Siu San (Wayne Lai), in an attempt to save himself, becomes a traitor and works for the Japanese army. For his people, Ngo Tin (Anthony Wong) has no choice but to forsake his family loyalty, and destroy everyone in his way.