Near the beginning of the Tang dynasty, in 7th century China, General Shi Yan-sheng is tricked into leaving the crown prince unguarded. The crown prince is murdered by one of his brothers who then becomes emperor. Shi retreats to a monastery, perhaps to hide, perhaps to plan a coup. When his loyal troops as well as the princess he desires are slain, he seeks refuge in a remote, abandoned monastery where an aged abbot schools him with practical, earthy teachings. The emperor's forces pursue Shi: first a woman, then a general seek to overpower him with lust and might. Over the course of the film, the reds of battle give way to blues of meditation.

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