NOTE: This spoiler was submitted by Spectre!

We open up to a sword battle already in progress. Legendary samurai Manji (Takuya Kimura) cuts through a few men with ease then runs down an alleyway to collect his sister Machi (Hana Sugisaki) who was hiding. After killing another man, he checks on his sister. Machi seems to be out of it, claiming that horse droppings are a rice ball. Manji tells her to put it down.

At a stream, Manji cleans his hands and takes a drink. His sister stands in the water with a windmill toy. Suddenly, a woman begins to speak behind him, startling Manji to turn around.

“It’s like you’re staring at your own sin. Was it your fault?” the woman asks. The woman continues, saying Manji is wanted for the death of his boss, a banner man to the Shogun, and six other men that happened to be there. Unfortunately, one of the men he killed was the husband of his sister. Manji felt great guilt at the act, and wanted to commit suicide, but knew his sister would die without him.

The mysterious woman understands his guilt and pain, mentioning that she has been alive for 800 years. Manji turns back around and sees that his sister is gone. He spots her on the bridge, walking away. Giving pursuit, he finds his sister in the clutches of a large faction of men, led by Hishiyasu Shido and begins to mention who he works for when Manji cuts him off. He gives simple terms; if they let his sister go, he will let them live. Shido scoffs at the offer, given there is a bounty of Manji’s head. He tells Manji to drop his swords and he complies. Shido orders Machi to be released but as she runs by back to her brother, Shido swipes her with a sharp weapon. Blood pools from her mouth and she drops to the ground, dead.

“I let her go,” Shido says, laughing at his cruelty.

As his men rush Manji, Manji grabs up his swords and shows them what a mistake it was to cross him. He proceeds to cut down several men. As the rest hesitates, he snarls out a veiled promise.

“I’LL KILL ALL OF YOU,” Manji intones.

As Shido mockingly tells Manji to come and get him, Manji begins to systemically take out the large group, one man at a time, wielding two swords as he fights. Shido, however, has archers who shoot Manji in the shoulder. He throws one of his swords, killing an archer with a blade in the neck. Grabbing up another sword, he continues, though loses a hand and an eye in the process. Undeterred, he continues to fight. He is wounded several more times, but kills the rest of Shido’s men.

Now in fighting Shido with just one sword, while Shido fights with dual weapons, the bloody and beaten Manji still holds his own. Holding back Shido’s weapons, Shido continues to taunt Manji.

“Time for you to go find your sister,” Shido snarls.

Manji pushes his swords back and goes for the kill stroke, getting Shido in the gut. However, Shido is able to do the same. He then pulls the sword out, slashes Shido in the face, and then slits his throat. Barely standing in a field with dozens of bodies around him, Manji struggles to return to the body of his sister. He closes her eyes and apologizes for not taking care of her. He collapses to the ground.

The mysterious woman comes up to him, and Manji tells her to grab a sword and end his suffering; with his sister dead, life has no meaning for him.

“After you killed all these men? How very self centered,” the woman replies.

The woman instead takes a blade and digs into his chest. She reveals her name to be Yaobikuni, and places bloodworms born of the Holy Llama on his body, telling him they will live inside him. As the film turns from black and white into color, Manji screams and we see his hand reattach to his body.

Cue Title Sequence


At a dojo, several men and a lone girl train with wooden swords. The young girl is Rin Asano (Hana Sugisaki, in a dual role). Her mother talks to her after, wishing she would take more interest in cooking and sewing (i.e. roles more suited for women). However, Rin notes their school only licenses one fighter a generation, and if she wants to be the one, she cannot sacrifice a single day of training. Her father, mother, and some of the other students laugh at her ambition, yet cannot help but be humbled by her determination.

At dinner, Rin is scolded by her mother for not eating in a lady like manner, to which Rin says she is eating as slow as possible. Her mother asks where she went wrong, with her father giving a small smile. Rin’s mother says she thought she was raising her daughter to be graceful, ready to accept and embrace all that comes with womanhood.

“Just write me off as a failure,” Rin replies. As she goes for seconds, her mother can’t help but smile at her strong willed daughter.

Suddenly, the family hears banging inside the home. Her father grabs a sword and goes out to investigate. He finds a small clan, waiting for him. A man, Anotsu Kagehisa (Sato Fukushi) begins to speak, saying they are part of the Ito-ryu, a clan that cares nothing for schools, disciplines, or weapon types. “Our only aim is to win,” the man says. Rin’s father recognizes them as the group that is destroying schools all over Edo. Anotsu makes it clear; either Master Asano joins their clan, or they will all be destroyed. Master Asano tells them they are out of their minds. Anotsu lets him know that they have murdered all his students, and he is the only one left.

Anotsu notes that his clan does believe in one on one combat and will fight him in this. Master Asano unsheathes his sword and rushes to strike, with Anotsu quickly parrying his blade. “Lightweight,” Anotsu says mockingly. Master Asano moves away to make another blow, only for Anotsu to quickly swipe Master Asano down the center of his body, dropping him quickly, to the horror of his wife and daughter.

As he begins to walk away, Anotsu is asked what is to be done with Rin and her mother. With no emotion, Anotsu tells his men to “Do as you like.” However, he warns them to not touch Rin as “sporting” with children is vulgar. The men rush Rin’s mother, Lady Toki, and begin to rape her as she wails. One man notices a sword and takes it as a trophy. Rin tries to go to her mother, when one of Anotsu’s men pulls her outside, taking pity on her. Covering her in his robe, he tells her to shut her eyes and plug her ears for what happens next will drive her mad.

Later, after the men are gone, Rin sits next to the body of her slain father and sobs.

At her parent’s grave, Rin prays. She begins to train once more, looking for revenge. Out of nowhere, Yaobikuni reappears and asks who sleeps in the grave she stands by. Rin says it is her father. Yaobikuni asks about her mother, and Rin replies the day her father was killed, her mother disappeared. Yaobikuni asks her what she plans to do. Rin says she will find her mother and kill the clan that destroyed her family. Yaobikuni mockingly laughs at her and Rin storms off. Yaobikuni tells her to hire a bodyguard; she knows of a man in Edo that can never die. Yaobikuni tells Rin to find that man.

Rin goes around town, searching for this immortal man. After awhile, she is directed to a shack in the middle of nowhere. As she walks up, she sees him cut a log with two blades. She asks if he is Manji. He calls her Machi, taken aback by her resemblance to his dead sister. Rin asks for his help to avenge her father. Manji asks who told her about him. Rin mentions Yaobikuni and he replies she’ll say anything. Manji is dismissive, telling her to go home. He speaks that he needs to know a reason to kill someone. Rin tells him that Anotsu killed her father and took her mother away. Manji tries to place her quarrel in a simple good vs. evil logic problem, but Rin screams that she just wants them dead. Manji asks if she is willing to do anything, and Rin silently nods yes. Manji asks her to show him, and when she hesitates he claims she is all talk.

Rin begins to disrobe, thinking that he meant if she is willing to prostitute herself for help, but Manji stops her, saying she is just a kid. As she goes to leave, Manji stops her, reminding her of his warning of bandits. He makes it clear he is not helping, but will just walk her back into town. He notes perhaps they were will be someone out there to “practice on.”

It is now night. A man, Sabato Kuroi (Kazuki Kitamura) speaks out a love poem:
“Like sand, like long black hair. Like the brief flutter of a butterfly o’er the sea. Weeping in desolation, I look at the sky. All I am now, homesick and dreaming.”

We see Rin walking across the bridge. She looks over and sees Sabato. He was the Itto-ryu clan member that spared her the memory of her mother’s rape. Rin says he has been sending her love poems for two years since that day, and has been driving her crazy. Sabato says every since the night he held her trembling, he has burned with love for her. He plans to kill her and make her forever his. Rin unsheathes her sword and begins to fight. Sabato throws a lock of her mother’s hair. He then pulls back the cloth on one of the humps of his armor, to show the head of Lady Toki. The head speaks to Rin, claiming to be her mother. This only enrages Rin who screams that she will kill him, even if she has to follow him to hell to do so.

Taking some throwing blades, she throws them at him, but he easily deflects them. Suddenly, Manji appears and chides Sabato for attacking a child. Sabato tells him to stay out of it for this is their “magic moment.” Manji pulls out his swords in response. Sabato walks away and insulted, Manji charges him, wounding him. Manji asks for the location of Anotsu or he will die. Sabato seemingly kills Manji and removes his mask to Rin, showing his scarred face. As he preps to strike, he is stabbed through the chest by the revived Manji. Sabato charges him, and while Manji blocks him with one sword, he cuts him down with another.

“You’re lucky. You can die,” Manji pants as he painfully heals.

Manji explains to Rin that Yaobikuni put bloodworms in him which allows him to heal. Manji watches as Rin sobs over her mother’s hair. He tells her, changing his mind, that if she wants vengeance, she will have to train harder and will begin tomorrow. He then tells her if she needs a shoulder to cry on, she can borrow his for awhile. She breaks down, as he stoically listens.

Anotsu meets with a man, Lord Habaki who wonders why he would be out of the open given his infamy. Anotsu speaks of breaking down barriers and having just one school of swordsmanship. The man tells Anotsu that they wish to open fencing school for the shogun gate and want him and men to head it. Anotsu says he is open to it on the conditions that the school is called Itto-ryu and he is made head of the academy. Anotsu states that if it were not that he is so sure of his abilities he would not request it. Lord Habaki tells Anotsu he will speak to the council of elders about his terms and requests time to do so.

One of Anotsu’s men arrives and tells him of Sabato’s death and that he had been around the Asano property often. Anotsu wonders if Rin killed him. Another man notes Sabato was one of their top ten fighters and Rin could have not dispatched him. Anotsu tells his men that this time is crucial and no one is to lose their cool.

Rin goes to a sharpener of blades to treat all Manji’s swords. On her way out, she notices a sword that belonged to her father and freezes. Behind her, Magatsu, one of Anotsu’s men asks for the sword. The blade smith hands it over. Rin rushes back to Manji and tells him what she learned. Manji goes after him.

Walking in the forest, Magatsu lies and wait for Manji and asks if he killed Sabato and if Rin hired him to do so. Manji tells him he will die too. Magatsu gets in some easy hits and regales Manji with combat rules including the importance of blocking and knowing the land you fight on, just as Manji gets stuck in quicksand. He tells Manji he was a son a peasant who saw a friend be cut in half just because she accidentally startled the horse of a lord. Manji thinks of his sister’s death. Magatsu stabs Manji saying he will die and so will Rin, as his enemies.

“Think so?” Manji asks, pulling out another weapon and gutting Magatsu to his shock. Manji pulls himself out of the quicksand and forces the knife out of his body. Magatsu looks on in horrified shock as he watches Manji heal. “I’m afraid you’re not the only hero of a sad story,” Manji says. As he walks away to let Magatsu bleed to death, he mockingly asks for his name.

Rin reunites with Manji and thanks him for bringing back her father’s sword. Rin learns of Machi, and realizes that’s why he was shocked when he first saw her. She scolds him on keeping his emotions in and calls him Brother. Manji says Machi called him Big Brother. Rin calls out to him calling Big Brother only for Manji to scream at her to shut up.

Anotsu meets with Magatsu, who survived his attack. He tells Anotsu of Rin’s bodyguard and how is a “monster.”

In town, Manji orders tea. A monk, with a wicker basket on his head, comes up to Manji, and notes the map Manji is studying. He speaks of a clan that forced all the schools of fencing to submit to them, the Itto-ryu clan. The monk even speaks of the man “you two” are searching for and depending on Manji’s answer, the monk will tell him. Manji puts a sword to the man’s throat, asking how he knew he wasn’t alone. The man takes off the basket and introduces himself as Shizuma Eiku, a swordsman of the Itto-ryu and offers an alliance to kill Anotsu. Manji declines his offer but lets him live. In response, Shizuma unsheathes a sword and fights Manji. However, he is quickly killed by Manji, or so it seems. Shizuma gets back up, and Manji realizes that he is afflicted with the same curse as he is. Shizuma tells them he has been cursed for 200 years and is haunted by all the dead that has come his way yet he remains. He tells Manji to rethink his offer.

Shortly after, Manji begins to convulse and explosively bleed. He realizes that Shizuma put something on his sword to weaken his bloodworms. Rin runs to get a doctor despite his protests and is quickly captured by Shizuma.

At night, Shizuma relates that he needs someone like Manji thus is why he targeted him. He sticks a blade in Rin’s mouth and cuts her, then stabs his own hand, melding his blood with hers. He tells her to lick his wounded palm. If she does, the worms will go to her and she’ll be immortal too. As she goes to do it, he stops her. He was mocking her. If it were true, he wouldn’t have to lose anyone he cared for.

Manji bursts through the shed and challenges Shizuma to a duel, saying the moon is perfect for last rites. They begin to trade blows, but both being immortal can’t bring the other down. Rin cuts off her restraints and comes outside to see Manji has impaled Shizuma with eight or so blades.

“Dying’s hard, isn’t it?” Shizuma asks, laughing. He then proceeds to pull all the blades out, one by one. He pours a liquid over his sword, the poison that weakens the bloodworms and can even kill them. Manji is frozen by the way out of his immortality but realizes that he cannot die yet while Rin still needs his help. Manji attacks Shizuma and overpowers him, chopping off his limbs and stabbing him with his poisoned sword, weakening his bloodworms. Manji asks why he didn’t put up more of a fight. Shizuma replies that he knows why. “I’m tired of being alive,” Shizuma says sadly. He then passes away.

In a small montage, several men are found dead around town. Rin and Manji are apparently working their way up the ranks.

Anotsu learns that the Council of Elders accepted his terms. He then tells one of his men that he intends to travel to another dojo. Its leader is dying and wishes to join forces before he does. Anotsu states that his clan, the Itto-ryu will now be supreme in all of Edo. Anotsu is apprised of the deaths of his men. He tells the others to stay close and he will call in backup. That night, he meets with a woman.

Rin sees that Manji’s wounds have yet to close. He claims sake helps.

On the way out, they encounter a music playing woman. The woman, Makie, calls out to Manji. She implores for some of his time. Manji tells Rin to go home. Finally alone, Makie turns her instrument into a bladed staff. She tells him she is pledged by Anotsu to kill him, as he has taken out 13 of their men. Manji says he hasn’t killed that many but is interrupted by Makie who begins to fight him. After dodging some blows, he uses his second sword to make a blade staff of his own. She is able to draw blood, weakening him. She then gets the upper hand, stabbing in the chest, and cutting off both his arms. However, she pauses right after in shock.

When asked why, Makie explains in the heat of battle she excels, but in the aftermath of her deeds, she feels nothing but grief. She wants to stop killing, but is in debt to Anotsu and must do what he commands. Just then, Rin comes to defend Manji. Makie asks her how many have died for her revenge. Rin says she knows killing is wrong but right and wrong matter not if you do it for someone you love. Manji is risking himself for her and she cannot let him die. Makie is taken aback and says she cannot kill a child like Rin and walks away, telling Manji to look after Rin.

As he heals, Manji tells Rin to never interfere again or he quits.

Makie reports to Anotsu telling him she could not kill Manji and that she is not fit to serve him. She leaves a lock of her hair in penance.

The next day, Manji tells Rin he has somewhere to be and to train alone.

Manji travels to a rock formation, and lays flowers. It is the grave of his sister. He tells her he might be joining her soon or not.

Rin is walking in the forest, when she sees Anotsu training. She screams out to him that is his time to die, throwing blades, which he quickly deflects. She tries to pick up an axe but it is too heavy for her to wield. Anotsu explains it belonged to his great grandfather who was expelled from her great grandfather’s dojo for using the axe, as it was considered barbaric. So full of hatred for her family, and the adherence to specific style of fighting, that Anotsu killed her father and continues his campaign to eradicate all clans but his own. Rin asks why he doesn’t kill her. Anotsu replies he is a heretic like her. Rin says they are nothing like. Anotsu thinks otherwise.

Manji returns home. Rin is there. Manji asks what is wrong. Rin replies nothing.

Anotsu learns of a banquet for Itto-ryu but has other plans. He tells another to go in his place.

Rin and Manji notice a Itto-ryo clan member but another man gets to him and kills him. The man introduces himself as Shira (Hiyato Ichihara), of the Mugai-ryu clan. He introduces to others such as Giichi and Hyakurin (Chiaki Kuriyama). They offer to join forces, which Manji reluctantly accepts. Manji learns of Anotsu’s movements and they split up to find him.

Thinking Anotsu is dressed in drag, Shira, Manji and Rin corner a woman supposedly him. Shira strikes the woman, revealed not to be Anotsu, but someone hired to carry a wooden axe. Two men loyal to Anotsu arrive and the three realize it was a trap to lure them out. Shira cuts the leg off one of the men and kills him while Anotsu kills the other. Shira then proceeds to stab the woman’s hands together in order to rape her. Rin intervenes saying the woman is not Itto-ryu but Shira begins to beat Rin for interrupting his fun. Rin screams that Shira is not better than the people she hates and raises a sword to him which he smacks away and holds his jagged sword to her neck. However, Manji arrives and with a chained scythe, cuts off one of Shira’s hands for attacking Rin. Shira runs away in fright.

Manji tends to her wounds and chides her for foolishly attacking Shira. He explains his curse, saying he was forced to kill an official on orders of his superior, who lied to Manji saying the man was corrupt, when in fact it was his boss that was corrupt. So he killed his boss and his bodyguards, one of which was the husband of his sister. This lead to her madness, and Manji fled with her, until a bounty hunter killed her and lead to his fatal wounds. The sorceress Yaobikuni cursed him with immortality soon after.

Manji is confronted by Giichi and Hyakurin, who ask about Shira. Manji deduces they are government mercenaries, who work for the Shogun, who plan to trick the Itto-ryu into a truce and then eradicate them all before Rin has her revenge.

Rin leaves a letter for Manji at his shack and travels alone. Manji finds it. Rin states that though she is not strong enough to beat Anotsu, she can no longer take advantage of Manji. She tells him to help those that cannot help themselves. Manji races after her.

Anotsu meets with Lord Ibane, the dojo leader who accepted terms to join forces with Itto-ryu. The man strangely denies Anotsu’s terms and expels him from the dojo. As he goes to leave, he is surrounded by men. Anotsu realizes he has been betrayed by Lord Habaki. He swiftly kills all the men. Lord Ibane kills himself in ritual suicide.

At the banquet for the Itto-ryu clan, the food has been poisoned. Lord Habaki and Giichi proceed to slaughter the poisoned men.

Shira finds Rin’s letter and realizes there is a way to make Manji pay.

As Anotsu flees, he crosses paths with Rin. She wants to fight, but he is too busy to deal with her. He now knows the Itto-ryu has been outlawed by the shogun. More soldiers chase after him. Rin chases after Anotsu.

Lord Habaki and Giichi finish killing Anotsu’s men.

Manji, still running after Rin, is confronted by three men. They attack him, spearing one of his arms, trapping him. Manji cuts off his own hand to be free and attacks the men, killing two. However, one wounds his other arm and preps to kill him. His hand won’t heal despite yelling at the bloodworms to do so. Yaobikuni appears, saying if he does nothing, he’ll finally die, asking why he fights. Manji doesn’t respond. Yaobikuni laughs, saying Rin is more important to him than his wish for death. His inability to give up his humanity will keep him immortal, a wanderer for infinity. Manji screams at her to shut up. His arm finally heals and he kills the last man. He then retrieves his severed hand, so it can be reattached.

Rin continues to pursue Anotsu despite the Lord Habaki and his men surrounding them. He tells Anotsu that his clan is dead and he better choose a death that suits him. Anotsu says his ambition is alive and well. As the shogun men charge, Rin yells at them. Rin calls them cowards for swarming one man, saying even killing should be done right. She then screams at Anotsu, for believing he can do everything alone. Lord Habaki responds to this by telling a man to kill Rin. The man goes to Rin but is attacked by a throwing star by Manji. Manji tells her he won’t die till she gets her revenge. Manji asks who he should kill. Rin responds anyone that wishes her harm. Manji says that is fine. Habaki orders them killed, so his men attack.

In a chaotic battle, both Manji and Anotsu attack and kill the shogun troops, leaving dozens dead in their wake. Anotsu begins to take hits despite the numerous casualties he has inflicted. However, Makie arrives, to fight and sacrifice herself for her master.

As the fighting commences, Lord Habaki calmly eats rice balls.

Rin trying to help, throws some blades, but hits Manji by mistake in the process. He complains about her poor aim before continuing to fight. In the middle of the chaos, Shira arrives to kidnap Rin in order to make Manji suffer. Surrounded by shogun men, he can only watch Rin be captured. In a rage, he kills more men.

Makie and Anotsu finish off their men while Habaki continues to eat. Makie smells gunpowder and turns to see a group of riflemen about to fire. She throws herself in front of Anotsu, taking all the fire. With the last of her strength, she kills the gunmen before dropping dead.

Enraged, Anotsu approaches Lord Habaki, who calls him a fool for thinking the Shogun would submit to him to train his warriors. They begin to fight…

Manji catches up with Shira, who has tied up Rin. He undoes a cloth, showing he had filed down his arm bones to make sharp weapons, stabbing Rin. He tells Manji to drop his weapons. Remembering the last time he dropped his weapons to save someone he cared about, only to be betrayed, Manji pretends to do so, getting rid of all of them, except for the blade Rin accidentally hit him with. He throws it, freeing Rin. Rin escapes and Manji implores him to fight him. Manji grabs him and flings down a hill. Shira is able to grab a branch that dangles over a waterfall. Manji grabs a sword Shira dropped. Shira tells him that even if he cuts the branch, he will come back and kill Manji one day. Manji cuts the branch. Shira falls off the cliff onto the rocky waterfall to his death, making a bloody explosion as he does so.

Meanwhile, Anotsu finally brings Lord Habaki down with a strike across the torso. His severed torso crawls for his sword before he dies. He encounters Manji and Rin and thanks him for his help of staying alive. Manji replies he should thank Makie for her sacrifice. Anotsu says he will leave but Manji makes it clear he will not leave alive.

A long, protracted, bloody fight ensues with Manji getting in several blows against Anotsu. However, Manji’s healing factor begins to fail him. Still, he gets in several more fatal blows. About to finish him off, Manji stops, and brings Rin over to finish him and truly get justice for the death of her family. However, when Rin gets to him, she hesitates.

Anotsu, defiant speaks his last words:
“Hear me. Whether it takes years, or decades and whether it’s from me or my children when I’m dead, fear of the warrior’s sword will revive this land.”

Anotsu begins to walk away so Rin charges him. Rightly fearing a trap, Manji runs in front of her as Anotsu turns to attack with his axe, taking the blow in her place. Having the opening, Manji encourages Rin to strike and she finally does, stabbing Anotsu in the chest. Anotsu says he will wait for Manji, but Manji replies he cannot die till Rin does. Anotsu collapses to the ground dead, his reign of terror finally over.

Manji collapses, finally taking one hit too many, and apparently dies. Rin sobs over his corpse, screaming at him for breaking his promises. In tears she says, “Brother, forgive me.” Manji replies, “That’s Big Brother, stupid!”

He opens his eyes.


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