Once upon a time, in a heavenly world of magic and wonder...Rose, like many young fairies, is obsessed with the exploits of the legendary Purple Cloud. She steals the Heavenly Sword and travels to the modern day world of mortals in search of her one true love. Here, she meets Qing Yise, a young thief who sees a tidy profit in Rose's enchanted weapon. Mistaking Yise's interest for a sign that he is "the one" Rose becomes infatuated with the charismatic swindler. Horrified by the depths of Rose's affections, Yise attempts to flee...only to be apprehended by the local police.

As Rose and Yise band together to resist their captors, Yise uncovers a magical artifact: the Pandora's Box. Opening the box he is instantly transported a thousand years into the past and begins an incredible journey that is filled with fantasies, traveling through a Chinese Odyssey, Red Cliff, Kung Fu Hustle, Painted Skin, Kung Fi Panda, Crouching Tiger Hidden Dragon, and even The Matrix.