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Once Upon a Time in China III is a 1993 Hong Kong action-martial arts film written and directed by Tsui Hark and starring Jet Li as legendary Chinese folk hero, Wong Fei Hung. It is the third film in the Once Upon a Time in China film series.


The Qing Dynastymarker is experiencing turmoil in its later years as foreigners start to take over and ruin the Manchu sovereignty. To restore China's pride and show foreigners the might of Chinese martial arts, the Empress Dowager and Governor Lee Hung Cheung decide to stage a national Lion King Competition. All lion dancers and martial artists from around the nation are invited to attend and participate in the competition and win the title of "Lion King".

Wong Fei Hung, his romantic interest "13th Aunt" Siu-qun and his disciple Leung Foon arrive in Peking to visit Wong's father Wong Kei-Ying at the Cantonese Association. At the train station, they meet a Russian diplomat named Tomanovsky, who knew Siu Kwan while they were studying in Britainmarker. He starts to vie for her attention and annoys Wong, who is disgusted by the Western custom of kissing a woman's hand. When the trio arrive at the Association, they discover that Wong Kei Ying had been attacked by a wealthy rival martial artist named Chiu Tin Bak and his lackey Club Foot. Luckily, Wong only suffered minor injuries from the attack. Wong decides to give his blessings to his son and Siu-qun as they develop closer relationships.

Prior to the actual competition, the lion dance troupes which had gathered in the city started to fight among themselves and hold a competition of their own before the actual one. Wong Fei Hung does not participate and spectates. Unknown to him, Leung Foon and another disciple had secretly joined the competition out of mischief. They annoy Club Foot and a short scrimmage between Club Foot and Leung ensues. Club Foot's legs are seriously injured when Leung accidentally releases a rampage of horses, which crushed Club Foot's legs with their hoofs. Club Foot is abandoned by Chiu, who sees him as useless now without the use of his legs. Wong Fei Hung takes pity on Club Foot and takes him in. Club Foot initially saw Wong as a rival and treated him with hostility, but Wong's kindness touched him and he eventually became Wong's loyal disciple.

With the help of a movie camera, a gift to her from Tomanovsky, Siu-qun inadvertently uncovers an assassination plot on Governor Lee and Tomanovsky is one of the parties involved. She warns Wong Fei Hung and Wong decides to join the competition, which will be taking place at the Forbidden Citymarker, to foil the assassination attempt. At the final round of the competition, Wong, together with Leung Foon and Club Foot, faces hundreds of rival lion dancers and they battle their way through to reach the top of a scaffold. Chiu Tin Bak also participates with the largest and deadliest lion mask ever and he fights with Wong for the prize, a gold medal.

Eventually, Wong defeats Chiu and obtains the gold medal. Meanwhile, Tomanovsky fails to assassinate Governor Lee and is shot dead by his fellow Russians. Wong refuses to accept the gold medal, claiming that the victory was a Pyrrhic victory and the competition has failed to achieve its aim. He adds that the competition merely leads to more death and injury to the Chinese, and in order to restore national pride, every Chinese must play a part. He tosses the gold medal back to Governor Lee, which lands at the Governor's feet, and then walks away as the film ends.


Awards and nominations

Alternate versions

USA DVD cover
  • A scene of a horse falling down is cut from the UK dvd release. All other versions contain this scene.
  • In the 1996 Hong Kong VHS version distributed by Paragon Films, the opening is in Mandarin and the rest of the film is in Cantonese. This release was converted from a Laserdisc and some of the film's chapters are in the incorrect order.
  • The Original Taiwanese release is the only version to feature a longer cut of the film.It contains over 15 minutes of footage. It is released on a VHS.
  • The Taiwanese version distributed by Long Shong is dubbed in Mandarin with embedded Chinese and English subtitles. In most scenes included the deleted ones, a red box logo bearing the letters LS for Long Shong appears on the upper left corner of the screen.

  • Deleted scenes:
  1. A scene at the opening of the film
  2. Leung Foon argues about rickshaws while the trio has just arrived in Beijing.
  3. 13th Aunt finds a spoilt camera. Wong thought that it is not working.
  4. Leung Foon tries to find a rickshaw.
  5. Wong Kei Ying tells 13th Aunt to give his son more advice and guidance.
  6. 13th Aunt gets a book from the library called Stories of Filial Piety.
  7. Wong Fei Hung's students read the book on filial piety for homework.
  8. The schools of martial arts argue amongst each other.
  9. After the heads of the schools agree to meet Wong at the restaurant, Wong's students come to protect their teacher, thinking that it might be a trap. Wong tells them that it is a misunderstanding.
  10. After 13th Aunt boards the Russians' carriage, Wong takes some soup for energy before going back.
  11. Wong's students give their copy of Stories of Filial Piety to their teacher. Leung Foon reads an account book out loud to them.
  12. Leung Foon climbes a roof during the chase scene with Clubfoot. He runs up the stairs of the restaurant. The stairs give way. Leung's lion head gets stuck in the stairs and gives him a chance to escape.
  13. Wong's students find an egg stuck inside the steam engine.
  14. A cut dialogue containing the words "Shut up. I'm gambling" is shown when the injured Clubfoot walks up the restaurant's stairs.
  15. A cut dialogue from the scene where Clubfoot crawls away from Wong Fei Hung. Wong's father says "See, your buddies left you now. If you don't cure your leg, you can't even earn a living. Don't you have any place to go?"
  16. The film projection of Wong's martial arts display is completely different. Leung Foon sees the speed of his moves in the B&W film. He moves closer to the projection screen and his shadow blocks the screen. Wong's students see how fast they act on screen. Alternatively, Leung Foon distracts Wong when he was performing.
  17. Leung Foon sticks out his tongue in front of Clubfoot. Clubfoot puts a sad expression on his face. Later Leung throws a nut at him and they become friends.
  18. Wong spars with one of his students on the projection screen.
  19. 13th Aunt cranks Wong's martial arts performance from her projector before she leaves him.
  20. The Russians prepare their rifles when Wong makes his lion head. Wong writes his name on the lion head while the Russian theme song is playing in the background.
  21. The Russians cheer over wine glasses.
  22. 13 Aunt, Leung Foon and Wong Kei Ying walk up the stairs to mount the movie camera before the competition starts.
  23. Wong Kei Ying tries to load the negative motion picture film. He opens the film can and 13th Aunt says that B&W film cannot be loaded inside in the presence of sunlight. She gets a black cloth.
  24. 13th Aunt calls Wong Kei Ying "brother". Wong wonders why.
  25. Extensions in the lion dance competition before it is almost over. Wong, Leung and Clubfoot are seen fighting to defend themselves from swords.
  26. 13th Aunt runs away from Tomanovsky.

Box office

It grossed $27,540,561 HKD in Hong Kong.[146712]

External links

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