In the closing days of the 19th century, the Prince Regent of the crumbling Qing Dynasty orders the mass execution of the entire Meng clan. Before his beheading in a crowded Beijing marketplace, the Meng clan 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 onlookers including opera star Master Yu Shengying and his seven-year-old pupil. Deeply moved, Master Yu rescues the boy and the two orphans become brothers. Years later, the boys return to Shanghai on a mission but instead they become sensations of the Shanghai opera scene along with Master Yue's protégé and former lover, the beautiful actress Xi Mulan. But soon, their collective pasts catch up with them and all three ends up in a complex web of love, lust, deceit and betrayal, ultimately ending in tragedy.