Angela Mao, Sammo Hung, and Carter Wong are all told by their teacher to leave Korea, which was now occupied by the Japanese, and go back to China to spread the teachings of Hap Ki Do. After they open their school, they go to pay respect to the neighboring school which was run by the Black Bear Association (A Japanese school). A fight starts and all hell breaks loose. Together they must fight for the honor of the Hap Ki Do!