Beginning in 1985, teenagers Chan Ho Nam, his best friends "Chicken" Chiu, Tai Tin Yee, Pou Pan and older brother Chow Pan idolise the local "Hung Hing" Society and one of its leaders, "Uncle Bee". When Ho Nam and his friends are beaten by Hung Hing's "Ugly Kwan" and his men following a misunderstanding, they decide to join the society, following Bee. 10-years later in 1995, Ho Nam and his buddies have established themselves as Bee's enforcers, performing their first successful hit on Kwan's associate "Ba Bai". At the same time, Brother Fai Hung has the stuttering Smartie carjack Ho Nam's Toyota MR2 and demands payment, but unfortunately she gets caught by Ho Nam and his friends and is punished by eating dozens of Chinese barbecue pork buns. Seeing Ho Nam is making a name for himself in the society, Kwan attempts to buy him out and have Ho Nam work for him instead of Bee, but the gangster refuses. When he finds Smartie about to be forced into an adult film produced by Kwan's studio, Ho Nam takes her aside, claiming she is his woman. The indebted Smartie follows him, even beginning to fall for him. One day, Bee is tasked with an assignment by Hung Hing chairman Chiang Tin Sung to head to Macau and perform another hit. Bee orders Ho Nam and his men to execute the plan. Sadly, this was all a ploy on Kwan's doing: by using Chicken's fidelity to separate him from Ho Nam and falsifying information to chairman Chiang, Ho Nam and his remaining friends are ambushed by other triad members under Kwan. Chow Pan is brutally killed and Ho Nam is blamed for the failed hit. Friendships begin to tear apart when Chicken's girlfriend and Ho Nam are kidnapped and drugged by Kwan's men into sex, videotaping their actions as proof of violating orders. With nearly all of Hung Hing looking for them for explanations, Chicken heads to Taiwan in exile. At a Hung Hing summit, Kwan accuses Bee of failing the hit and Ho Nam for breaking the "code" of sleeping with his best friend's woman, with the videotape as evidence. Kwan also takes the opportunity of blaming chairman Chiang for not inducing better protocols within the society and nominates himself as the new chairman. Other branch leaders are in agreement, thus Chiang steps down and Kwan takes the head position, with only Bee opposing him. To settle things, Ho Nam is punished and banned from rejoining Hung Hing. Ten months later, Kwan orders Bee killed alongside his entire family. With most of Hung Hing siding with Kwan, and no evidence to support Kwan killing Bee, Ho Nam can do next to nothing, until Chicken returns from Taiwan, now a branch leader in a local triad and re-establishes relations with his friends. Deciding to get rid of Kwan and bring back the morally inclined Chiang, Ho Nam and Chicken bribe other branch leaders into assassinating Kwan. Working indirectly with local law enforcement, who have discovered Kwan has been smuggling cocaine using his film studio, Ho Nam and his allies manage to corner Kwan, who admits to everything, until he tries to escape using Pou Pan as a hostage. He is eventually shot and killed by a police officer for wielding a firearm and pointing at him. Chiang returns and retakes the position of Hung Hing chairman, congratulating Ho Nam for his efforts, ensuring his name will be well known throughout the society. This movie glorifies the value in being virtuous even in a life of crime. In a world in which loyalties do not exist, these group of young gangsters stood by their friends and followed the code of friendship even to the end.