True friends are hard to find and those who can give themselves to be a friend are even more of a rarity. Because of this, Qing citizen Wong Ng (Ron Ng) and Tam Chi Tung (Bosco Wong) form a friendship that is often revered by later generations.

Ng has always found studying the classical texts as hard work and is sent by his mother Wong Yuen Yi (Maggie Siu) to a martial arts academy to learn how to plant his feet on the ground. At the school, Ng meets Tung who joined the academy after running away from a marriage. Tung is a master of literature so with one action and one scholarly, they complement each other. Under the careful instruction of their master Chan Do Yeung (Damian Lau) not only do they learn some superior martial arts skills, they also develop a bold martial honour to uphold justice as the three build a strong teacher-pupil relationship. In order to escape from his wife Lee Yun (Tavia Yeung), Tung joined the school, but whilst he is there, he meets with Princess Cheuk Lan (Shirley Yeung). However she only has eyes for Ng.

After leaving the academy and under the assistance of Yeung, Ng reopens his father's courier business, implementing some changes to rescue the country and its citizens. At this time he upsets the local power Wing Luk and meets with his attacks and pressure. Tung fails in the official circles and returns disapppointed when he realises that Kwai has never given up on his and the couple decide to work hard and build a future.

Tung and Ng each find their paths in life and the friendship they have built in their youth does not change. Many years later, the political scene changes and they are both captured, Ng gives his life to rescue Tung...