Once Upon a Time in China III (1992) Script


Your servant Li Hong-Zhang pays respect to Empress Dowager Ci Xi.

Two royal lions are outside Tai Wo Gate.

They await the esteemed Empress Dowager to attend the ritual.

Long live the Empress Dowager Ci Xi!

The Empress Dowager sets out.

Long live the Empress Dowager Ci Xi. Long live Your Majesty!

The Empress Dowager Ci Xi arrives.

Long live the Empress Dowager Ci Xi. Long live Your Majesty!

Your Majesty, that is the foreign devils' picture machine.

Picture machine?

These foreign devils have many tricks.

In front of us, they praise our navy arsenal, but then behind our backs, destroy our warships.

Prime Minister, look at the thousand lion heads.

Don't you think these will scare off the 'sheep'?

The Empress Dowager is an enlightened sage.

Now, Russia, France, Germany, Britain, Italy, America, Austria, and other countries...

Wish to plant themselves on our soil, harboring sinister design.

In Hong-Zhang's humble opinion, our foreign policy should be to use foreigners to subdue foreigners.

Lead them to fight and scheme among themselves.

We watch the fires burn without lifting a finger, only to reap the benefit.

Domestic policy will encourage the study of martial arts to raise popular sentiment.

If we can handle many grand, spirit-rousing occasions like this...

Not only can we extol world peace, we can demonstrate the prestige of the Qing Dynasty.

Convey a strong military and a strong people and the country will prosper.

Hmm, this plan is feasible.

Prime Minister, we're going to set up a Lion Dance competition.

Ten thousand lions will contend in Beijing for the title of Lion King.


Martial Arts Director: YUEN BUN

BEIJING MAJIAPU RAIL STATION Steamed dog dumplings! Hot and spicy.

Whoa, riding those damn foreign steam trains hurts my back.

Hey, what are you doing touching the lion head? Again?

Whoa, Master. Beijing is livelier than Guangzhou.

Ah Foon, this place is a mix of dragons and snakes. Be careful of causing offence.

I'm sorry.

Here the foreigners can speak Chinese, too. The world is making progress.

I think the two of us should study a foreign language.

In the future, communication between Westerners and China will be faster.

I can speak a foreign language. You can?

'Bou-dau-fu.' [cook tofu] Bou-dau-fu? What is bou-dau-fu?

I don't know what bou-dau-fu means, but every foreign man that sees 13th Aunt says it.

It's definitely not something to eat. Always thinking about eating.

Oh, yeah! Where's 13th Aunt?

Right, didn't we just get off the train together?

Must have been separated. 13th Aunt...

Hey... come look at the fake foreign girl. Excuse me...

Master, I've found 13th Aunt. Master!

13th Aunt. Ah Foon.

Fei-Hung, let me introduce you.

This is my Russian friend. We were classmates when I studied in Britain.

His name's Tomansky.

How are you?

You're funny. They're so amusing, are they from a theater troupe?

Theater troupe?

I couldn't imagine you would speak Chinese so well.

My work as consulate interpreter would be no good without it.

Hey, look over there. Real foreign girls!

I should say thank you for teaching me my first Chinese word.

It's you who made me crazy about China. I didn't hesitate to come all this way for you.

I really miss you every day. I know that must be why you haven't married yet.

Otherwise, why would you still carry the camera that I gave you?

It proves you hold me in your heart.

I'm really happy, because we're finally reunited. Indeed, it's heaven's wish.

Bou-dau-fu? Eating tofu, I'd rather say. You still haven't engaged the rickshaw.

Love causes waves.

Mr Wong, I have a carriage. If you don't mind, I can give you a ride.

We're just passing acquaintances, let's go our own ways.

Seems we don't share the same destiny.

13th Aunt, let's go. I'll call on you soon.

Hey, your saliva isn't sanitary. Chinese don't hold hands as a custom.

Is he your boyfriend? We're more than friends.

We're relatives. Right, 13th Aunt?

13th Aunt? So he's your nephew?

You're making a fuss about nothing. Chinese address is very subtle.

An address doesn't necessarily reflect the relationship.

Anyway, we're very close, I'll explain to you some other time. Let's go.

Fei-Hung, you're usually tolerant.

I was tolerant. He gave you that camera? Yes, he taught me to take pictures.


Don't call me 13th Aunt again. Or else, in future, you'll never be able to change.

Use my name. Use your name? Alright.


Ah Foon! Where the hell is he?

Hit him! Get him!

Ah Foon's in trouble again.

Watch out!

Watch this hand. Watch this foot.

My camera!

Watch your back. Watch your Phoenix Eye fist.

Watch my sweeping kick. Watch my back kick.

Watch... It's too high!

Gentlemen, maybe you misunderstood? Misunderstood?

He took three rickshaws for himself. Is that a misunderstanding?

So, that's the reason. We'll let you have the rickshaws.

Ah Foon! Master.

Take off all the luggage.

Apologise to this master. Yes.

Excuse me. Ah, my leg!

Are you alright? I'm fine...

Get in the rickshaw. Watch the leg.


GUANGDONG PROVINCIAL HALL Single suit, four pairs, four great blessings.

Double full house? Sixteen altogether? Is that for real?


Maybe I should be called the Ninth Flyer?


Hey, Old Chan, still listening?

Master Wong. How are you?

Master Wong Kei-Ying. How are you?

Master Wong.

Ah, Brother Wong!

Oh, Brother Bing Chung, how's your business in Hong Kong?

I hear your son, Wong Fei-Hung, is coming?

Yes, he's coming to see the opening of my new medicine factory.

I can't chat to you, I'm calling a hand. Go ahead...

Hey... you're shuffling again?

Let me see. Master Wong.

You remember? The circle has an angular trisection, the smile seven divisions.

Both sides of the tiger's eye, forehead lines up to the sky.

This lion is Guan Yun-Chang. Don't forget!

Third Uncle, Fourth Great-Uncle, Master Wong's here, he's here.

Your son must have arrived. Really?

No, there are ten people outside. They said they came to fight.

Fools! We're the Guangdong Provincial Hall, not a martial club.

Who have they come to fight?

Break it up! Get lost, do you hear me...?

Break it up!

Didn't you hear me?

My friends, listen. I'm Chiu Tin-Ba and I always do things simply.

I've consulted with people from the four halls, eight clubs, and sixteen schools.

This time, the imperial governor has put me in charge of the Lion King competition.

Except for the men from my Dai Ping oil factory, no one will be allowed to participate.

That even includes your Guangdong Provincial Hall.

If you re-bind the lion's head, I'll tear down your signboard.

If you don't follow my advice, and still put forth a lion, everyone will leave with half their hands and legs.

It's so simple, need I say it again?

The Lion King competition isn't held by Dai Ping. It's not up to you to set the rules.

Oh, irregular rules, huh? That means there's no rules.

Then we'll tear apart your hall. Tear it up!

Old bastard! I'll slap your filthy mouth!

You slap other people's mouths? I'll slap your filthy mouth!

Help Third Uncle inside the hall to rest. Yes!

This is a really bad tile. Fuck!

'Ghost-Foot Seven'! Over here!

You stand aside, don't stand too close.

Fuck off! Let me go!

You can't handle this?

I'm Xi'anmen Street's head rickshaw puller, Ghost-Foot Seven.

Now it's my turn.

Master Wong, I... No need, out of the way.

The grandmaster's head!


Get back!

Amazing footwork!

Soaring kick!

Ghost-Foot Seven, I'll fight you. Hit him!

Good work! Demolish the lion heads.

Alright... we're finally here. 13th Aunt, be careful.

Stop fighting. Go away, what are you looking at?

Damn baldy! 13th Aunt, it's just ahead.

Move it! What are you looking at?

The lion's head... Accept this small token, boss. Thanks!

Hey, pack up those tiles. Fei-Hung, this place...?

Something's wrong.

Master Wong, are you alright? I'm alright...

Dad! Fei-Hung, you've arrived!

Yes, what's wrong? It's nothing.

I went over a few moves with some people. When I get my breath back, I'll be fine.

Did someone come to make trouble? Did you report it to the court?

Who's this young foreign girl?

Her? That's 13th Aunt. 13th...

Why are you dressed so funny? Dad...

You're still laughing, brother-in-law? Laugh again, and you'll cough more.

I won't laugh... Dad?

You'll die if you keep laughing.

I feared you'd hurt yourself coughing, so I changed clothes.

No laughing! I won't laugh...

Brother-in-law, actually, Wong Fei-Hung came to the capital this time not just to see your new medicine factory open but to talk to you about marriage.

Fei-Hung wants to get married?

Do you know the family name of my future in-laws?

I'll let Fei-Hung tell you himself.

That silly boy should've brought my daughter-in-law back home to let me see.

Brother Foon, I picked out two long, pointed weapons for you.

Very thoughtful, I'll teach you a couple of moves when you're free.

Good. Why won't Master Wong let you avenge his father?

That's just how my master is. You say you're going to fight, he'll scold you.

He always says martial arts practice is for striving to strengthen one's body.

But whenever something happens, he always throws his cap into the ring.

Beats them into a sorry state, more than anyone else.

Are you ready? We're ready!

Let's go.

Ah Foon, where are you going so late at night?


Oh, the brothers here said that as it's my first time in the capital, they said they'd take me to eat...

Ten... twelve seafood dumplings.

Seafood? Are you so active?


It's just after dinner, and you still eat so much prawn and crab?

Aren't you afraid the prawn and crab will come out your nostrils?

All of you, come with me.

Everyone sit down.


Ah Foon, why don't you sit down?

No sitting, I sat on the steam train all day. Standing lets the feet circulate a little.

We martial artists are always accused by the authorities of setting up incense halls.

Partisan activities, inciting rebellion. You mustn't go out and cause trouble.

What happened at the Provincial Hall should be settled by the court.

We can't knowingly break the law.

If you want to do something, carefully guard the Provincial Hall.

Don't let anyone else make trouble.

Ah Foon! Yes.

Look at them. Sitting without sitting, standing without standing.

You must show them the Horse Stance.

Huh? Horse Stance?

It's very difficult. Hold fists.

Open foundation. Breathe.

Ride the Horse.

Who's hitting me?

13th Aunt will borrow "Stories to Awaken the World" from the accountant, Uncle Nine.

Everyone will copy it together.

Who picked such a pointed weapon for me?


Your father said you're acting like a blockhead.

You should go in and talk to him. Go on.

Dad, I boiled this medicine.

Come, I'll help you up to drink.

Fei-Hung, I was looking for you. Drink it while it's hot.

No need to go to the trouble of boiling medicine.

Trouble? I know about trouble. Here, you see.

This is our Po Chi Lam medicine factory product, haemostatic powder.

Its function is to reduce silicosis and haemostasis.

It could restore one's life.

It really works, not as troublesome as before. Oh, trouble...

Right, now there are so many quack doctors.

If we manufacture in bulk, everyone will be able to buy it.

The common people needn't be fooled.

That's right...

I know how it feels to be fooled!

So I bought a steam engine from a foreigner to manufacture the medicine.

Now that I'm in poor health...

Tomorrow you'll go by yourself to the medicine factory and observe the business.

Take charge for me. Fine, I'll take charge.

This bowl of medicine, what are you doing?

Oh, you're not drinking it. I'm drinking it to avoid waste.

Good boy. Since you're home, you must have something important to discuss with me?


Really? You don't know of your own affairs?

Alright, do you have anything to discuss with me now?

No! Huh? No?

I'll go outside and finish the medicine, it's too hot.

What a blockhead!


This is similar to the steam train, is that what you call a steam engine?

Yes, it's the reason why today British industry surpasses the worldwide economy.

It's because of western inventor Mr Watt. He invented this kind of steam engine.

Really? Is it so powerful? This is Watt's special invention?

What other industries are there? What is the economy?

Master Wong... Master Wong...

The steamed water turns into stored gas? Is it so powerful?

Sure, last night I was so 'steamed' I couldn't sleep.

I'm human, my 'steam' is so powerful, to say nothing of a steam engine.

Your 'steam engine' was gesticulating outside the window.

I was so busy watching you, I forgot what I wanted to say.

What use is a steam engine that doesn't move?

How can a steam engine be called a steam engine if it doesn't move?

Right, a steam engine... We're not talking about a steam engine!

Not talking about the steam engine?

Oh, dear! Quick, go get medicine for Master Wong.

Look at Master Wong's face, it must have been scalded by the steam engine.

It's alright... I'm alright.

He wasn't scalded by this steam engine, he was scalded by the one from last night.

You acted so fast. How come you weren't so quick learning the grab?

Hey, how come there's no constant force?

Oh, no... there's another fight outside. Men from three halls all armed with weapons.

You guys come up and see! Hurry, go up!

Why do they fight for no reason? Isn't it for the Lion King competition?

TAM FAMILY -CHOI LEE FAT CHIU FAMILY -CHOI LEE FAT DAI SING SECT -BAK MEI PAI It's no good to continue fighting like this, someone will get killed.

It's the third time already this month. It's no longer an unusual sight.

No, I'm going down there to stop them!

Master Wong...

Is Master Wong alright by himself?

Don't ask me. Every time I see him move, my heart beats faster.

You go back and find more men. Hurry up...

You fools!

Drop your weapons. All sides, stop fighting!

You're disturbing the people. Still haven't stopped fighting?

Who are you to take charge? Please invite your master to come out and talk.

Tam Family, Chiu Family, CHOI Lee Fat...

Dai Sing Sect Bak Mei Pai - all members of the martial community.

What's the big deal? Why do you want to use knives and spears?

Where are you from? Your junior, Wong Fei-Hung.

May I ask the three masters if it's possible to mediate in a different way?

Choi Lee Fat martial club opened a branch next to ours.

They fear they don't have enough disciples to attend the Lion King competition.

They went so far as to march into our school to poach my disciples.

Kung fu should be compared on the strength of its punches and kicks.

The disciples chose their own teachers.

If they don't want that, why would they have come to us?

Your Chiu Family martial club isn't on this street, what are you saying?

We're all Choi Lee Fat, of course it's my business.

Alright, cut the crap! Bring it on! Come over? Think I'm afraid of you?

Everyone, it's pointless adding fuel to the flames.

If you wish to compare, just compare a few moves with me, Wong Fei-Hung.

You're allowed three punches, take care not to overdo it.

Tell me, are you helping him, or helping me?

I'm here to help everyone. Please.

OK, let him go first.

See how much kung fu he has. Fine, I'll go first.

Master Wong, you let me win. I'm ashamed, I've lost face.

What? Done after two moves?

Old Chiu is here.

Bsk Mei Pai is clearly taking advantage of us. Master Wong, today we give you face.

A little kung fu makes a tolerant man.

Tonight, I'm putting on a two-table wine banquet at the Three Smiles House.

Please everyone, come celebrate.

Wong arranges wine, we arrive on time. Out of blows, friendship grows.

THREE SMILES HOUSE Hey, isn't that Wong Fei-Hung? Hey, Master Wong...

You're welcome...

Please sit. Please...

Master Lee, fortunately you arrived on time.

13th Sister, what are you doing standing here alone?

Why are all those broken lion heads still here?

These lion heads were all used by our uncles.

Although they're broken now, they're reluctant to throw them away.

I heard that at every lion competition they fought very ferociously, right?

Right. For these lion heads, they all risked their own lives.

Just to contend for a title.

This Lion King competition has caused an uproar.

It seems that our martial arts community should report this to the court at once.

In this present situation, I'm afraid speaking to the court would have no effect.

The Lion King competition is the imperial command of the Empress Dowager and Lord Li.

So what? This here is the capital.

Our martial arts community jointly writes a letter to the Empress Dowager and Lord Li.

Inform them of the actual situation here. What do you think, eh?

This... I never thought about. Isn't it against the rules?

This is a desperate situation. Any rules have to be set aside.

Shopkeeper, the essentials of calligraphy and scholarship.

I'll be right there...

Tonight, you all do me the honor.

I wish a new beginning for each and every martial arts school to develop and promote.

Once these cups run dry, we'll discuss how to write a letter to the Prime Minister.



Lord Imperial Bodyguard. Lord Treasurer.

Fourteen representatives of the martial clubs have a letter to submit to the Prime Minister.

My Lord.

I'll see what I can do. Sorry to trouble you, My Lord.

Lord Zhang Ming-Qi, your junior reports that...

Joint representative of fourteen martial clubs, Wong Fei-Hung, is outside.

An insignificant martial arts type. Just have the Inspector-General deal with it.

Yes, My Lord. What a trifle to bother me with!

My Lord.

It takes time for the Governor to handle court affairs. It's very unlikely there will be news so soon.

My Lord, this has been an inconvenience to you. You're welcome.

Please get on the sedan.


So, when will there be an outcome?

I think by the time they have an outcome, what outcome there is may be too late.

Let's think of another way.

Boss, a rickshaw? Yes.

Sit... where to? From the Deshengmen to Guangdong Provincial Hall.

Get to work. Oh, right!

Hey, rickshaw? Get on. Where are you going?

Guangdong Provincial Hall.

You're from Guangdong? Yes.

Driver, why aren't you following the rickshaw in front?

Fei-Hung! 13th Aunt!

Brother Seven, come on!


I'm over here.

Wong Fei-Hung!

Go to the East Gate!


Wong Fei-Hung, you come out! Don't hide if you have the guts!

Wong Fei-Hung! I'm not Wong Fei-Hung!

Wong Fei-hung is here!

Put me down!

A woman has fallen from a rickshaw.

Get out of the way! Looking for death? Move!

Are you Wong Fei-Hung?


I'll keep it simple, your big uncle here is Chiu Tin-Ba.

Just now, I saw you and Ghost-Foot Seven exchange a few moves. You have fair skill.

The Lion King competition will grant you the opportunity to bring it into play.

If you're willing to join my Dai Ping lion team, that is.

You write down a price. I'll double it as a bonus.

A lion competition permits you to bare fangs and brandish claws.

You have to fight, you're in the underworld. Go fight amongst yourselves.

I, Wong Fei-Hung, will definitely not go to this Lion King competition.

It's simple. Anyone not my subordinate is my enemy.

If you're not one of my Dai Ping men, you no longer wish to be a man at all.

You're dead!

Master! Fuck off!

You kicked my horse?

Hurry, come help her.

Tomansky! Quick, help! I don't know why these people have attacked us.

Don't be afraid.

Brother Seven, let's go! You still want to run?

Let's see where you can run. Don't block my way!

Wong Fei-Hung, are you afraid of me?

Ghost-Foot Seven.

Don't worry, I'm here.

Watch out!

I got here just in time.

Stop, we know each other.

I'm sorry, Mr Wong. It's not our custom to kiss a man's hand.

I'm sorry, Mr To. It's not our custom to let our hands be kissed.

You've kissed both our hands. Please don't make this mistake again.

This habit is nauseating. Now you understand?

Brother Seven is great! Wong Fei-Hung has tasted your foot.

What's there to say about those ten tigers? I said they were all mice!

Awesome! Fei-Hung, you were kicked by him?

I was kicked by someone, so what? I was more worried your hand was going to be eaten. Totally irrelevant.

Mr Wong, I don't think you and Siu-Gwan should take the rickshaw again. Take my carriage and go.

You be careful now, better watch out!

No need for politeness, we'll find our own way back.

No, Siu-Gwan. For your own safety, go back in the carriage.

Siu-Gwan, get in the carriage. Excuse me, please.

Oh, you're not getting in the carriage?

I'll walk. Groom, Deshengmen to Guangdong Provincial Hall.



Mr To, please take another carriage. Please.

Follow the carriage in front.

It's been half a day. What's taking so long?

Master Wong!

Master, you're only just back? 13th Aunt is shooting a picture show.

Master Wong...

Of course, you were to be shot first, but they couldn't wait.

So now I'm shooting from the side. It's really good fun!

Master's father has already displayed his boxing.

13th Aunt said only so many people can be shot. The seniors have to queue based on their ability.

Master's father, are you out of breath? Let me take a little rest.

It can move? It can.

This is different from a normal camera. It moves when it's shooting.

Will it work? Yes.

Master, you'll know when you're shot. You really want to shoot me?

Fei-Hung, you're being shot now. Many people will see you on film.

It'll surely make you happy.

Go on, Master. Hurry up, go on.

In future, boxing can be taught just by watching picture shows.

Hey... you're standing too close.

You need to take a few steps back to be in front of the lens.

OK... Shooting really makes it move?

Yes. Get ready. Action!

Aap-San? [duck gizzard]

Hey, what 'duck gizzard'? It's nothing to do with 'duck gizzard'!

Action means you start moving. It means she's started filming.

Normally you're not this stupid. You're being shot.

When you teach us, aren't your reactions very fast?

Play and jump, eh! Oh, now you think I'm a monkey?

I can't control him.

Fei-Hung, we're shooting. It's started. 'Duck gizzard'!

Oh, yeah. Where did this picture machine come from?

We only just parted company. Even if you bought it, it's too fast.

It was sent by the Russian we met at the train station.

Master Wong!

Fei-Hung! He didn't ask you!

He has such a bad temper.

Fei-Hung, are you still angry with me?

I brought the gown back for you.

Are you so angry you won't even let me touch your shadow?

I know you don't like Tomansky. But I've never seen a picture machine.

I wanted to see what it was like to shoot. Maybe it will be important in the future.

If we don't learn now, when we want to use it, we won't know how.

You say everything is useful, and that I've fallen behind.

Don't say that.

If you don't want me to see the Russian, I promise you, I'll never see him again.

Don't be mad at me.

Still angry?

13th... no, Siu-Gwan.

For the two of us to get married, you ought to speak to brother-in-law soon.

Or else, we'll have to wait until we're back in Foshan.

I'll talk to him for sure.

But I have to think of a way of letting dad know that's pleasing to the ear.

Otherwise, you'll both call me a blockhead.

Master, are you still angry? Fei-Hung, hurry up, come and shoot.

Many uncles haven't yet... Master's Father!


What are the two of you doing stuck together?

13th Aunt had grit in her eye, I was helping her blow it out.

Really? 13th Aunt, I'm an expert at blowing. Let me help you blow it.

Blowing...? You're the best at bragging!

Dad, let's go out and shoot pictures, see how shooting can make it move.

Blow... help me blow?

Oh, Master! I have grit in my eye, can you help blow it out for me?

Leave it here first.

A lot of grit today? Everyone has grit in their eyes.

13th Aunt, if you don't come out, how do we shoot?

Master Wong, this is the best position.

Those lions must pass through here. You can also see the trophy here.

That green is called carp green. Carp green?

Why are those lion heads different from usual?

It's only natural that, before the capital's Lion King competition begins, there will be duels between the major underworld gangs.

The four major gangs in the capital: On Dak Lei, Eighth Great Temple, Humen Square, and the Dai Ping Factory.

These four lion teams are trying their best to eradicate each other, so that, by the time the competition officially begins, their enemies aren't strong enough to compete with them.

Seems like Dai Ping Factory has the most banners.

That's the oil factory's lion team, they belong to Chiu Tin-Ba.

You see how maniacal their laughter is?

They're coming...

They're here.

A lion competition on the surface, when in fact it's a gang war.

Be careful. The steam engine's very hot.

Last time that was how your master got burnt. Really? Is it very hot?

Of course, it cooks to the touch.

Ha! In that case, the hotter the better. Young people, you never listen to what others say.

Whatever it is, it's hot enough to cook.

Brother Foon, we're all waiting for you to be a lion.

A lion?

Brother Foon... we're waiting... Hurry up...

Don't shout!

If Master finds out, he'll surely kick me back to Foshan.

Fool! Covered by a lion's head, who will recognise me?

All right, let's do it!

Come over?

Him again!

I didn't tell him to come over, he's coming by himself.

He'll come over and you can return this picture machine to him.

I'll buy you a new one.

OK, but they're not that easily bought.

Is that so? Return this as soon as it's bought.

Where is the carp green hanging? Brother Foon, I saw it four blocks down.

Four blocks? Even the green's shadow can't be seen.

You didn't say that earlier. Take two steps. If we're so far, how can we pluck the green?

Brother Foon. What's up?

I don't think we'll make it.

The green's not in sight yet. You can't just give up!

Hey, come here. Help me see where the green is.

Ghost-Foot Seven!

Ghost-Foot Seven? The lion's head with all the knives, that's him.

Brother Foon, you see how arrogant they are?

OK! We can't pick the green, so let's play a trick on Ghost-Foot Seven.

Good. Take a shortcut.

Ghost-Foot Seven, I kick you!

What? Nothing!

Damn you!

I kick again!

Your leg's soft? Did you bump it? He kicked me!

Watch your back, he's coming! Want to die?

I'll crush your lion's head.

Where's Ghost-Foot Seven? He's chasing us. Get in the house.

Hey... why's the lion's tail going before its head?

You're even faster than me!

The sphere is getting nearer.

The sphere's coming up. Quick, run!

Fei-Hung, look.

Siu-Gwan, come down...

Don't take his ladder, we'll go this way.

Hold me tight. Hold you tight? Good!

My picture machine!

Are you alright? Quickly, get it back!

Right, we don't want to owe To.

Wong Fei-Hung? Beat him up!

Surround him. OK! Beat him to death!

So bold? What's your name?

Ah Yan! Never mind me, go quickly!

Damn kid, don't you take a rickshaw, or I'll kill you!

When your mother gave birth to you, didn't she give you a name?

Come out!

Ghost-Foot Seven, my name's Papa!

Good boy, your papa is here. Come and greet your papa!

Papa's going to die!

You rebel? Even beating your own papa!

Fuck you, Papa!

Damn you, bastard!

I got the green! Our Humen Square won it!

You're not taking the green back for me?

Idiots! Come on!

Take it out! Hurry, take it out!

I've got it! Our Dai Ping factory won it!

Master! We won!

Good! Our Dai Ping factory was always the most prestigious.

Later on, I'm holding a celebratory feast at the Three Smiles House.

Whoever comes and greets me as Master, will receive a red envelope of money.


Oh, 13th Aunt!

My picture machine!


Fei-Hung! Why are you so scared?

I think something's wrong. What did you see?

If I hadn't come a step too late, I could have seen it.

Fortunately, we found out just in time that he was a double agent.

There was no other choice, we had to get rid of him.

We discovered that during the competition, he intended to expose us in front of the Chinese officials.

Prime Minister Li Hong-Zhang has suggested the ceding of the Liaodong Peninsula to Japan.

If it is ceded, then Russia will inevitably be thrown into a war against Japan.

Next month, Prime Minister Li will officiate at the treaty signing ceremony.

The treaty must be stopped, and to do this, we must kill Prime Minister Li.

Now listen, this is 'woman'.

'Wo...' what?

Oh, 'Wu-mung'? As in, muddled and ignorant?

Hey, what's next?

This is very difficult to pronounce. I'll teach you something simpler.

'Meh'? [what?]

What? You're asking me what what means? You're the muddled and ignorant one!

It's not 'muddled' and 'what'.

This is woman, this is man. Call them woman and man.

Hey, both man and woman is too boring. Teach something useful.

Useful in times of crisis. Oh, useful in a crisis.

Alright. Useful in a crisis.

'Hek-Pei-aa'? [eat a fart]. Eh? Help!

Help? I've never had to call for help. Why would you teach me this?

Do you teach often? Fine.

'Ngau-nap-fu-yu' [bite fermented tofu]?

It's something one says when coming to see me, or when I'm leaving.

You can say this sentence, too. Oh, I can use this sentence often.

Correct. Say it again.

Together with my name. 13th Aunt, 'I love you'.

You call me 13th Aunt? Siu-Gwan, 'I love you'.

Did you 'bite fermented tofu and spit it out'?

I didn't 'spit it out'.

I also 'bit fermented tofu'. Everyone 'bites fermented tofu'.

Foreigners are really strange. One moment 'tofu', the next 'fermented tofu'.

They must be very fond of soya bean.

Siu-Gwan, 'I love you'! 13th Aunt!

Master, I need to talk to 13th Aunt.

Oh, by the way, if you need someone, you first say 'bite fermented tofu'.

'Ngau-lat-tiu-fu'? [bite and drop pants] It's not 'bite and drop pants'.

It's 'bite fermented tofu'!

This is English. Say it.

13th Aunt, 'bite...'

That sentence I taught your master, you're not allowed to say it to me, got it?

Fei-Hung, I also want to discuss something with you. Let's go outside and talk.

Dad, when you come to find me, you first have to say 'bite and drop pants'.

'Bite and drop' what? 'Bite and drop pants!'


13th Aunt, I'm going out with Dad. 'Bite and drop pants'.

You and Ah Foon stay here and 'bite' slowly.

Let's go outside. Fei-Hung, I've come up with Bezoar Antidotal Tablets.

13th Aunt, 'I love you...' Don't make any noise!

Bezoar Antidotal Tablets... Dad, I have something to discuss with you.

I need your help. What's the matter?

I don't know how, but the steam engine in the medicine factory is broken.

Can you help find someone to fix it?

Then you should ask Master's Father to find someone to fix it.

He bought the steam engine, he'll find someone to fix it.

No, I can't! If Master's Father knows, then Master will know.

If Master knows, then I...

Then I'll try to find someone to fix it, OK? You must hurry!

Dad, I want to discuss something with you.

Alright, sit down and talk. What's the matter?

It's... it's about my marriage... It's OK, 13th Aunt already told me.

She told you about that? Don't worry.

Your 13th Aunt and I will never oppose your marriage.

Dad trusts your judgment.

Oh, that's great. I was anxious not knowing how to tell you.

Anxious about what?

A great man should be married.

Then 13th Aunt and I will prepare for the wedding. Good...

Fei-Hung, my future daughter-in-law, what's her name?

13th Aunt.

What's wrong? Dad...?

Dad's become a blockhead!

What other tablets did you come up with besides Bezoar Antidotals?


I'll get you a cup of tea first to relieve the shock.

Fei-Hung... 'Bite and drop pants'!

Married to 13th Aunt?

So, Fei-Hung would become the husband of my wife's younger sister?

Oh, dear! The genealogy will be all messed up.

All messed up?

I heard that Ghost-Foot Seven's leg can't be cured.

I'll play. Come on, you give it to me.

The man's useless. I told him to pack his bags and beat it! Simple as that.

Are you playing mahjong or not?

You've got a tile. It's your turn to play.

I know it's my turn to play. Don't tell me. I want a long hand.

Hey, come up and greet Master to get a red envelope.

Come up and get a red envelope.

Who are you? You're blocking my way.

Did you get kicked? How come you can't you avoid it?

Draw! How come I draw you again? Get lost!

Use your Soaring Kick. Get up!

You're usually very fierce. How come you're not even angry, eh?

You don't dare to be fierce?

My good fortune, a strong tile.

Do you want help?

Fuck your help!

You shuffle so slowly. You're obstructing Master from making a fortune. Help me out.

Damn cripple!

I win again!

Can you come up? I'll take the red envelope for you.

Be careful. Can you see in this dark?

Looks like we can fix it, right?

It's fine now.

Take this. Thanks.

You can tap it back in.


Didn't you promise me that you wouldn't look for him again?

I called upon Mr To to ask him to fix the steam engine, that's all.

The steam engine is broken, so let it be broken.

Wong Fei-Hung! Master!

Your arguments are behind the times. You mustn't underestimate the steam engine.

It's increased factory production many times over.

Now we can accomplish what manpower alone can't.

This is the industrial revolution that has changed the world.

Thus, people who possess large quantities of steam will in future be the new lords of this world.

Their influence could even supersede that of the Emperor.

The Russian Empire and the Qing Empire are just the same, in that they can't avoid this historical destiny.

Since it can't be avoided, we mustn't hide from it.

Can you change destiny? It depends on the man with the steam engine to know who will prevail.

Fei-Hung! Your complex words only made him more angry.


13th Aunt...


Fei... Fei-Hung?

Ghost-Foot Seven?


Wong Fei-Hung?

Don't be afraid. Are you alright?

13th Aunt, be careful. Where's your gratitude?

Ah Foon! Don't touch me!

Ghost-Foot Seven, your leg can still be cured.

If you don't let me treat you, in future you'll become crippled.

Wong Fei-Hung, don't you shed any crocodile tears. You don't have to treat me.

Be careful!

Ghost-Foot Seven.

Come, you still have to cure your leg first before making any plans.

Come, let's go inside first.

Dad! Bite the hand that feeds you? Go to hell...

Ghost-Foot Seven, come inside. Again?

Your leg can't touch the water.

OK, if you want to fight, first cure your leg before you fight me.

Wong Fei-Hung!

'Bite and drop your pants...' 'Bite and drop your pants.'

'Bite and drop dead'. 'Bite and drop dead'.

Ah, 'bite and drop your pocket!'

Fei-Hung, wow, your punches are getting faster and faster.

No wonder people ask you to do your shadowless kick.

It shouldn't be so fast.


Why isn't it moving?

Brother Foon's appearance. Right...

Get down! We can't see at the back.

It's too fast, my eyes are blurred. Grandpa, what's the matter?

Are you OK?

It's on fire! Quick, it's on fire! Somebody put out the fire.

How can it be on fire? This picture film's very liable to burn.

In that case, from now on don't use this picture film again.

Fuck off! Wong Fei-Hung, come out!

Chiu Tin-Ba? What's he doing here?

Don't be afraid... I'm here to find someone.

I'll kill you! Get the weapons.

My subordinate eats my food, makes use of me, yet runs away and comes here.

I'm here to take him home.

Ah, you're the thief that cries thief!

Ah Foon!

Chiu Tin-Ba, it's better to quash enmity than keep it alive.

I've treated him. He's free to return.

Let him decide for himself.

Sure enough, it's righteous spirit. You deserve respect for your integrity.

Wong Fei-Hung, I really admire your reverence.

The so-called heroes' hero.

Tomorrow night, I'll arrange a table with wine at the Three Smiles House.

A sincere show of hospitality to both father and son.

Please come... Just my way of apologising to you.

Alright, deference is no substitute for obedience.

A man of noble character is hard to find. Truly a man of his word.

I'll see you tomorrow night at the Three Smiles House, no matter wind or rain.

See you there...

To turn hostility into friendship, we respectfully await you.

We'll set a good example for the martial arts community.

No need to see us out, we'll wait for you.

Please excuse us...


Ghost-Foot Seven, this time there's no way to refuse.

Tonight, it's best no one leaves Guangdong Provincial Hall.

Ah Foon! Here!

Take a few brothers and keep watch here. Keep watch here?

Protect the hall.

Avoid their 'Lure the Tiger Out of the Mountains' strategy.

Fei-Hung, I'll go with you to the Three Smiles House.

Dad! Hey, father and son go into battle together.

Besides, he invited father and son. How can I not go?

Then we'll go together. Of course.

At a time like this, no matter what, father and son cannot be separated.

Master's going to the Three Smiles House.

Last night was safe and sound. Today, we must be even more cautious.

You three, guard the right door. You three, guard the left door.

You go to the backyard. You go to the alley mouth.

Ah Seven, you guard the roof and the back door.

Brother Ah Foon, how can one person guard two places?

I can't let you run around. How do I know if your leg is OK?

Oh, makes sense.

Ah Yan, bring some buckets of water in here. Senior, I've already bathed.

Not for you to bathe, it's to prevent arson.

Hey, Ah Foon, have you seen your Master? Haven't seen him.

He didn't go by himself, did he?

Chiu Tin-Ba, I'm already here.

Hey, Master Wong, sure as clockwork. Our guests welcome your visit.

Please... Please come up.

Good wine, delicious food. I've already ordered the courtesans.

Courtesans? I don't have this indulgence. No, really? In that case, I'll do without.

Please. Please...

Master Wong, I know you like to drink to peace.

You see, Chiu has prepared so many wines for your peace.

First, drink to respect!

Alright. Since Wong came to the capital, he hasn't had the chance to visit all his martial colleagues.

I would like to regard this cup of wine as a greeting to all the heroes in the martial arts community.

Oh? Please.

What kind of wine is this?

Wong Fei-Hung, I invited father and son, but you came alone.

That clearly shows a lack of sincerity.

And now you're using wine to deliberately hurt my brothers.

You have wholeheartedly insulted me, Chiu Tin-Ba.

You hurt my father, yet I, Wong Fei-Hung, attended your banquet to give you face.

This here is the Emperor's foot, currently under imperial law.

I'm taking you to the court. Arrest me?

Wong Fei-Hung, you've got guts coming here today, and you still think you can get out of here?

I respect you as a master of boxing.

Now take with you this wine of peace, when I send you on the road to hell!

Go ahead!

I'd like to see you try. Go on, I'm waiting.

Well, wait no longer!

I'm not just falling out, I'm also turning the tables.

Turning the tables isn't that easy.

Don't waste your time!

Propose a toast!

Oil? Correct.

It's from my Dai Ping oil factory.

Without ground strength, your Horse Stance will be unsteady.

I'll see how you use your shadowless kick. Go and die!

Come on... open the table. Play mahjong while we watch the fight.

Chop him into pieces for steamed pork paté!

This is called a dragnet.

Fun, right?

I'm going to die...

Hey, you're not dead yet.

Master Wong.

Fuck off!

Stand firm.

His good fortune?

Chiu Tin-Ba, don't run!

Fei-Hung, are you alright? I'm fine. Chase him.

Where can you run? It's my fault, give me a chance.

Men of moral stature forgive offences committed by men of low morals.

I beg you. Look at you!

If you knew the outcome today, you shouldn't have commited offences.

Be careful, he knows kung fu! Dare to teach me?

Call me ugly? Let me dig out your eyes!

Ah Seven!

Ghost-Foot Seven, your leg still isn't working.

Wong Fei-Hung, so many people, and you let me run away.

Turns out your kung fu is no more than mediocre.

Master, can you tolerate this?

OK, then you go chase him! OK!

You're right, we need to stay calm.


What's that?

13th Aunt's luggage.

13th Aunt!

13th Aunt's gone. I don't know where?

Quickly, go find her. Gone?

13th Aunt!

Look over there.

Fei-Hung. 13...


So you haven't gone.

Wong's dad, I think you should say something.

I think old lion heads should be thrown away when broken.

Things that are past their time shouldn't be kept.

Lion heads? What are you talking about?

Siu-Gwan, I thought you had gone.

Oh, yes. I found something important to show you. Come with me.

What did he put in the corner?

I just went back to that corner and found this letter.

The day of the Lion King competition, when the azure fireworks ring out, kill Li Hong-Zhang.

Turns out that Russian is treacherous. Then we must inform Lord Li at once.

But his Lordship may not agree to meet with us. What do we do?

You're asking me?

Human life is beyond value, and still you joke?

The Lion King Competition is very soon. We must act now.

This telescopic lens is specifically designed for long range firing.

This time, we have to save Lord Li, and find a way of stopping the azure fireworks.

What the consequence may be is difficult to estimate right now.

In order not to implicate our friends from the Provincial Hall.

I, Wong Fei-Hung, have decided to nominate the lion in my own name.


Shooting pictures? OK, let them up.

Let's go.

Master, why can't one see the green?

The crimson lantern on that platform is called 'Sky Azure'.

In a while, after the Prime Minister has lit it, it will ascend into the air.

The lion bites the green, the fireworks underneath the lantern ring out.

You need to be careful.

Then, someone will take the opportunity to assassinate the Prime Minister.

Understood? Understood, Master.

The Prime Minister has arrived.

Prime Minister, the foreigners salute you.


My Lord.

Film negative. Quick, give it here.


Ah Foon, Ghost-Foot Seven... Come on!

Step on the others. I know, Master!

Brother Foon. Stand on my shoulders.

You're smart. Ah Seven, watch your back.

OK, we'll continue on.

Master, slow down.

Ah Seven can't keep up. I must keep up.

Four spears?

Human pyramid.

Ghost-Foot Seven, I'm coming again.

Up and down attack.

I heard you.

Be careful. We're almost at the tower. I'm fine, I'm just worried about Ah Seven.

Prepare the rifle.

Beware the meteor hammers! I'm a fast dodger!

Master, fire unicorn!

Why are you so excited? You'll be burnt to death!

Master, I'm hurt.

Forget about me!

Master, where's Brother Foon? He's back there, go protect him.

Son of a bitch, you're in the way. Brother Foon!

I'm here, I'll carry you.

Right side, watch the left side. Look behind you.

Oh, no! Ah Foon seems to be hurt. Brother Foon!

Ah Yan... it's useless for you to go on like this.

Ah Yan... you forgot to take the medicine chest.

Hurry up and come back!

The camera is pointed this way.

It could ruin all our plans. I'll go and check.

That Russian's coming. What will we do? I'm going to hide.

What about me? You look after things here.


Be careful, daughter-in-law. I know, brother-in-law.


Why's she still calling me brother-in-law?

Brother Foon, are you alright?

I'm fine, you go help Master. OK, don't you worry.

Hey, still taking in such a huge banner? Inexperience means inexperienced.


Siu-Gwan, why were you pointing the camera toward us?

What secrets do you have that you fear others shooting?

What do you actually know? I don't need to tell you.

Go up!

Chiu Tin-Ba!

Wong Fei-Hung, my lion is the real Lion King. Kill him!

Go up!

So simple. Soon, we'll pick the green. Go up!

Chiu Tin-Ba, you're delusional.

Wong Fei-Hung, you wait. I'm going to swallow your lion.

I'll bite you to death! It's not that easy.

Stab him to death!

Go talk to them. Have fun and no fatalities.

I'll eat you!

Wong Fei-Hung, fuck your ancestors! Demolish the tower!

Master, let me help you. Pick up the lion's tail.

Ghost-Foot Seven, don't let the big lion head climb the tower again.


Surround them!

Ghost-Foot Seven, rotate the fierce tiger. Got it!

Ghost-Foot Seven, overlook the lion's back.

Knock them down for me!

We're going up the tower.

Give me the sword banner.

Watch out!

Master, what do we do?

The Russian's chasing 13th Aunt. Something bad must have happened.

Master, I'm coming!

Master, the big lion head wants to bite through the tower.

The tower base is even worse. Look at Chiu Tin-Ba.

It's so simple. Why are you standing here letting me chop?

Master, there's another one.

I anticipated this. Let me pry open the lion's head.

Master, let me.

I'll mend your leg.

Overthrow the tower!

That camera was a gift from me to you.

Now it's time to give it back to me.

Give it back!

Medicine chest?

You deceived me.

Deceive me? Why would you betray me?

What a joke! It's the picture machine you gave me that actually betrayed you.

Siu-Gwan, I can't let you go!

There's no use in stopping me. Your plot will not succeed.

Do you remember? I once said, that historical destiny can't be avoided.

Two hundred years ago, you Han Chinese weren't satisfied being ruled by the Manchu.

Aren't you used to it now?

Two hundred years from now, you too will be used to being ruled by another nation.

Two hundred years from now, the affairs of we Han Chinese will be settled by ourselves.

You needn't be concerned about taking our place.

Then you'll be eliminated.

13th Aunt... let me block his gun for you.

Don't move! Brother Foon, I'll block for you.

Go away... 13th Aunt. Let me do it.

You're foolish! I have more experience than you.

13th Aunt, let me do it. What are you arguing about?

What do we do now? Ah Seven, cut the ribbon and let the green fly away.

Son of a bitch! It's shaking.

Ah Seven, are you alright? Master, the green's floating over there.

Take it!

Master, put on the lion head to pick the green. Hurry up, give it to me.

I've got it.

Ah Seven, catch the lion's head. Right.

Where did it go?

The gold medal's on the banner. It's up there.

Still no rush? What are you standing here for?

The fireworks will ring out at any time. How do you work this?

Give me back the gold medal!

Ah Seven, throw over the lion head! Yes, Master!

Don't move!

Don't move! Drop it!

Don't look!

I believe history would've changed your opinion. But you'll never get a chance to see it.

Go and give them some sort of explanation.

Don't hit me... Master Wong, don't hit me!

If you beat me to death, hundreds of workers in my oil factory will be left unemployed.

Even if you won't give me a chance, will you give my workers a chance?

I'm completely ruined, just give me one more chance.

Chance? Go to hell!

There are so many casualties now because of people like you.

Quick, get him out of here, or I'll kick him a dozen more times. Go!


He said the one who died was a consulate spy conspiring with the Japanese.

They always suspected his identity, now it's finally been confirmed.

That's good. Quickly, report to the Prime Minister. Go on.

Thanks for your trouble...

Ghost-Foot Seven, the gold medal. Yes!

My Lord, the winner is heralded as king, the loser viewed as a bandit.

But when the fireworks rang out, if there hadn't been a burning sky lantern to stop the gunfire, who would have been the victor? There's more than meets the eye.

Now, the gold medal is in the hand of Wong Fei-Hung.

But in the end, who won and who lost?

In fact, this Lion King competition has left so many people in our martial world dead or injured.

We're all losers.

The so-called brave aren't afraid, the benevolent are invincible.

The most important practice in martial arts is the unity of wisdom and courage.

If you can't spread wisdom through hand and foot, how can our country be strong and enrich its people?

The Lion King's insignificant gold medal, how much has it cost?

In this regard, please, My Lord, think twice.

I gift this gold medal to My Lord in commemoration.

LION KING Farewell.

Wong Fei-Hung.