During the Northern Song Dynasty, foreign tribes coveted the territory of the Great Song, creating a confrontational situation between the Han and non-Han ethnic groups. Qiao Feng (portrayed by Felix Wong), the leader of the Beggars' Sect, was falsely accused of being a descendant of the Khitans as revenge for rejecting the love of Kang Min (portrayed by Yim Wai-ming), the wife of the deputy leader. He was despised by martial artists in the Central Plains. Determined to clear his name, Qiao Feng searched everywhere for clues about his origin. During this period, he met Duan Yu (portrayed by Benny Chan), the prince of Dali, and the monk Xu Zhu (portrayed by Fan Siu-wong), and they became sworn brothers.

华山派大弟子令狐冲（吕颂贤 饰）生性放荡不羁，和古板严肃的掌门岳不群（王伟 饰）形成鲜明对比。令狐冲和岳不群的女儿小师妹灵珊从小就青梅竹马，各人都认为令狐冲日后将会继承岳掌门的衣钵。令狐冲虽然加入华山派多年，但武功一直平平，直到一次偶遇剑宗风清扬并被授予名震江湖的独孤九剑，令狐冲剑法大有进展。心胸狭窄的岳不群发现令狐冲武功大涨，大有超越自己之势，暗中对他十分不满。另一方面，林平之（何宝生 饰）家中因为藏有武林中人人欲得的葵花宝典而满门遭到毒手，只有他一人逃脱。岳不群为了获得葵花宝典而将平之招入华山派，表面上是为了保护平之，其实暗怀鬼胎。令狐冲被岳不群借口逐出了师门，连一向感情深厚的小师妹亦转投了林平之的怀抱，令狐冲心灰意冷之际开始独自闯荡江湖……