In the Tang Dynasty, Emperor XUAN ( KWONG WA ) was deeply infatuated with his beautiful Concubine YANG ( HEUNG HOI LAN, ANNE ), who emerged from a poor orphan to the Emperor’s most beloved concubine among thousands of concubines in the palace. The story of Lady YANG is a romantic yet tragic love story. The palace was a place that germinated troubles and people there were cunning for their own benefits. The concubines, the queen and the emperor’s mother were all jealous of YANG’s wisdom and beauty. Concubine MU HUI ( KWOK SIU WAN, FLORENCE ) pretended to be friendly with YANG. But behind the mask, she carefully constructed a plot to frame her up which had resulted in her miscarriage and loss of favour by the Emperor. MU HUI even ordered an army to kill YANG. While trying to escape, YANG’s beautiful face was distorted. When she returned to the palace, MU HUI continued to play tricks and ruined the relationship between YANG and Concubine MEI (NG MEI HENG, MELISSA ), which brought about serious rivalry between the two. However, MU HUI’s plot unexpectedly strengthened YANG’s power and the Emperor’s favour towards her. YANG’s cousin CHUNG ( TSANG WAI KUEN ) was promoted to important positions within a short time which lead to the jealousy of LI LIN PU( KWOK FUNG ). In addition, CHUNG and YANG vicariously brought about the rebellion of AN LU SHAN ( YUEN SIU CHEUNG, LOUIS ), turning the palace into chaos. The emperor’s mother urged Emperor XUAN to kill YANG so as to motivate the relief troops. This brought the story of beautiful YANG to an end.