To Pa and several members of his Eagle Claw Fighting Clan are repulsed, in their attempt to rob government gold, by Chen Chen Chow, the Lightning Whipper. The clan do a second attack and are successful in getting the gold and also fatally wounding the Lightning Whipper. However...Lei Peng executes a surprise move, gets the gold, and plans to return it to the government. But the vengeful To Pa convinces the police that Lei Peng is the robber, and Lei Peng is arrested and jailed. To Pa murders Lei Peng's entire family, with the exception of a son who escapes and is befriended by the mysterious Lady Tieh. To Pa gets the gold again and takes it to his hideout. Then Chen and Mu Lan, the Lighting Whipper's son and daughter, rescue Lei Ping from jail, and Lady Tieh, Lei Ping, Chen and Mu Lan band together as the Fearless Fights and take after To Pa.