Set in the 20th Century BC, this sumptuous film tells the story of Ying Zheng, a power-hungry heir to the throne of the Kingdom of Qin, whose only goal is to conquer the other six kingdoms existing in China, and merge them into his own, and under his rule.

In preparation for the second to his six assaults, Ying gains the help of his concubine Zhao (Gong Li), who travels to the kingdom of Han as a spy, in order to make the king believe that she has fallen out of favor with Ying. Once in Han, and together with the king, Zhao will find an assasiin, who will be sent to kill Ying, but Ying will be prepared for the assassin's onslaught, and in defending himself, will be considered unstoppable.

While walking through the marketplace in the kingdom of Han, Zhao discovers Jing Ke. Struck by his subtle demeanor and able swordmanship, Zhao approaches Jing Ke about becoming the assassin for whom she has been looking and begins a campaign to convince him to kill Ying, using all her powers of persuasion. It is through her dealings with this modest man, that she finds herself falling deeply in love...