At a Shanghai apartment, Mr Hou, a Nationalist official, gets ready to move to Taiwan upon the imminent defeat of the KMT during the Civil War. Mrs Hou gives an ultimatum to the rest of the tenants to move out on behalf of her husband, who is the "owner" of the flat and who is now planning to sell it. From the conversations with the rest, we find out that Hou has been a Hanjian during the Sino-Japanese War and that he has since taken over the apartment by force from the old landlord, Mr Kong. The tenants, including Mr Kong, Mrs Xiao, Little Broadcast (alias Mr Xiao, played by Zhao Dan) and a schoolteacher, Mr Hua, and his wife, initially plan to band together, but circumstances force them to find other ways out. Mr Hua tries to find a place to stay at the KMT-sponsored school he is teaching in. Little Broadcast and Mrs Xiao invest in black market gold. As the situation escalates, Mr Hua gets arrested by KMT agents and his young daughter falls desperately ill.
Wang, a bankrupt farmer joins his cousin, Wu, in Shanghai, but finds that he is poor too. One day, Wu stops a woman - Zhang, a drug runner - from being run down by a car, and is hospitalized. During his recovery, Wu slims down due to the amount of drugs he is prescribed, which inspires him to create and sell a weight loss medicine.
During the war, a small town butcher store, drug dealer Li Buyun, rogue Liu Tianyuan, soldier gangster Pan Qishan and a group of villains on the orders of the Japanese commander Yamamoto, secretly planning to set up a traitor organization to maintain the Association. They are fighting for oil and water, and Yamamoto has to send police chief Yang Kecheng to strengthen control, but Yang is an uncompromising straw man. Liu Tianyuan and Pan Qishan get a batch of arms to sell to a buyer outside the city, but the news is learned by Li Buyun, and the two sides fight for profit. When Pan Qishan came to report that the buyer of the arms was a guerrilla group. The gunfire is so loud that the villains hide in the basement, only to be blown up by the guerrillas with the grenades they are selling.
