In the SuiDynasty, Emperor Yang of Sui, YANG GUANG’s (Fu Dalong), tyranny leads to a populace in revolt and several major rebels emerge.
With CHENG YAOJIN (Jiang Wu) and the others robbing a convoy of gifts prepared by the Sui general, YANG LIN (Xiao Rongsheng), for the Emperor, military officer QIN QIONG (Yan Kuan) is under orders to probe into the matter, only to find out that CHENG YAOJIN is actually his old acquaintance. When all the heroes go to congratulate QIN QIONG’s mother on her birthday, YANG LIN leads his troops to arrest CHENG YAOJIN. In order to rescue CHENG YAOJIN, QIN QIONG and the others have no alternative but to rise in rebellion. By chance, CHENG YAOJIN succeeds the leader of the Wagang Rebel Army as the“Demon King of Confusion”. Forging alliances with other rebel armies, they endeavor to assassinate the Emperor Yang of Sui when the latter is on his way to Yangzhou for flower viewing, but are defeated by LI YUANBA(Wang Baoqiang). Later on, the sworn brothers of the Wagang Rebel Armydisband and follow different leaders. With QIN QIONG’s assistance, LI SHIMIN (Du Chun) manages to suppress a number of other rebels, laying the foundation for the world-renowned prosperous Tang Dynasty!