The film starred Ekin Cheng, Cecilia Cheung, Louis Koo, Patrick Tam, Kelly Lin, Wu Jing, with special appearances by Sammo Hung and Zhang Ziyi.

Peacekeeping immortals living in clans inhabit a mythical mountain range called Zu, which is situated between Heaven and Earth.

In the Kunlun Mountains, Dawn sends away her apprentice, King Sky, because she believes that their emotional attachment to each other hinders their progress.

200 years later, at Omei, Grandmaster White Brows senses darkness coming and despatches his student, Red, to investigate.

However, when Ying turns out to be rather inept, King Sky tries to take his place and use the Thunder Sword himself, but fails and ends up being burnt to death.

However, during a match against Thunder, an Omei swordsman, Ying suddenly recalls his past life and regains his powers.

Concurrently, King Sky returns to life just in time to intercept and receive the new weapon found by White Brows.

With the new weapon, King Sky joins Ying and the Omei survivors in confronting the possessed Red at the Blood Cave.

Enigma possesses Insomnia to prevent the demon from escaping, giving King Sky a chance to destroy it.

This resulted in viewers finding the American version much harder to follow because of shallow characters and a plot so stripped of substance.