After the destruction of the Shaolin Temple, the Chings are in control and send their best students to wipe out all of the remaining Shaolin practioners. They almost succeed, but two students escape. They learn various Kung Fu styles from different teachers to combat the Ching's two kung fu fighters.

Alexander Fu Sheng
as Li Yao

Chi Kuan-Chun
as Pa Chung / Chen Bao Rong

Irene Chen Yi-Ling
as Lin Chen-hsiu

Yuan Man-Tzu
as Ah Wai

Lu Ti
as Master Lin Zan Tin

Chiang Tao
as Master Wu Chung-Ping

Fung Hak-On
as He Lian

Bryan Leung Kar-Yan
as Pa Kang

Johnny Wang Lung-Wei
as Yu Pi

Lee Wan-Chung
as Manchu General