As the movie begins, Kasumi Kanbei is testing his gunpowder in a small house when he senses men approaching. He hides his son Kojiro and the gunpowder. As the men enter, he kills two and fights the rest. One of the attackers cuts off Kanbei`s arm with a kusarigama (sickle and chain weapon). Another man kills Kanbei as two others try to steal the gunpowder. The boy and the attackers barely escape before the remaining powder explodes.
Twenty years later, Takeda Shingen and Tokugawa Ieyasu battle for control of Japan.
Kojiro, now older, observes as a riding samurai is shot by a ninja. He tries to find the man, but is tricked and the other ninja escapes. Kojiro`s master comes by and says that the man must have been a ninja from Kai because they never fail to get Nobunaga`s messengers. He tells Kojiro to seek out Kurato Sadayu in Kai to further his skills.
In Kai, Kojiro sees a man sharpening a kama that looks like the one his father was wounded by. A woman comes by to pick up the kama and he follows her to the red light district. Kojiro sleeps with Chitose and she gets up during the night to hand the kama to someone waiting outside. When she returns to bed, Kojiro holds a knife to her throat and asks if the man was Yafuse no Ijyuu – one of the men who killed his father. Chitose neither confirms nor denies the identity of the man before several men enter the room. Kojiro makes his escape and Chitose yells after him that Ijyuu is headed to Anegawa.
Kojiro meets up with Ijyuu and they fight. Kojiro is wounded, but manages to cut off his enemy`s arm and finds a note on his weapon before losing consciousness from his injury.
Waking to find his wound wrapped and that he`s been moved to safety, Kojiro explains to the man who saved him that he was planning to give the note to Kurato so that he could join his ninja group. The man says that he`s Kurato.
Kurato Sadayu, who works for Shingen, agrees to train Kojiro. During his training, the young ninja meets Akane and learns from one of his compatriots that she`s dangerous.
After explaining to his men that they fight for Shingen because he seems to understand the ninja, Kurato speaks with Kojiro alone. He orders Kojiro to attack him. When he does, the master ninja disappears. After a bit, he explains this amazing technique to Kojiro and leaves him alone to practice.
We learn that Akane is Kurato`s daughter. The girl asks her father about his new student. He explains that he wants Kojiro to become strong. Later, Akane brings some rice gruel and lion`s meat to Kojiro as he`s still practicing. Kojiro learns that Akane is really the daughter of an Iga ninja who Kurato killed and is surprised by her not wanting to take revenge. The girl explains that she`s seen enough violence. When she asks about Kojiro`s childhood toy that he still carries with him, he refuses to answer.
Kojiro practices his ninja skills and he seems to be getting better. Kojiro later asks Akane why he was told that she`s dangerous and she explains that her father has killed the two men who`ve been interested in her because they were ninja. Kojiro says that he`s becoming close to her.
Shingen attacks Ieyasu`s forces and Kurato tests Kojiro`s skills. The young ninja has improved and the master agrees to take him along to fight the enemy`s forces. He also explains that whoever killed his father will probably be with Ieyasu`s forces. As he`s preparing to leave for battle, Akane gives Kojiro a lock of her hair so that she`ll always be with him and Kojiro gives her his stuffed animal toy.
At Hamamatsu castle, Ieyasu and his generals discuss the strategy for the upcoming battle. Since they have a small army, they need to rely on Nobunaga`s army to help out and arrive in time.
Kurato and Kojiro intercept a message from Nobunaga to Ieyasu. Shingen is pleased to learn that Ieyasu must rely on Nobunaga`s troops and he orders Kurato and his men to Futamata castle where the next battle will take place.
Kojiro infiltrates the castle and discovers and underground passage that contains guns and ammo and leads to a secret escape route. Kurato explains his plans to empty Futamata castle`s only well and cut off the escape route by digging from the passage to the well and filling in the tunnel behind them. The plan is successful and Shingen thanks Kurato and his men prior to ordering the assault on the castle to begin.
Although they have very little water, Ieyasu`s men fight on, hoping that Nobunaga`s army will arrive soon.
Shingen`s spies tell him that Nobunaga`s army will arrive within 5 days so he orders the ninja to completely empty the well even though the tunnel is in danger of collapsing. Shingen has his men bombard the castle, which traps and kills several of Kurato`s ninja. Kurato and his remaining men vow revenge against Shingen.
Shingen uses his momentum to move towards Hamamatsu, but he stops at Matagahara in order to lure Ieyasu`s forces out of the Hamamatsu castle. Ieyasu takes the bait and determines that he must move against Shingen`s forces. He takes a walk to think about his strategy. Kojiro appears and reveals Shingen`s plans. From hiding, Kojiro sees Ieyasu speak with Madara.
Ieyasu`s army is easily defeated after they leave the castle. The remaining samurai retreat to Hamamatsu castle.
Ijyuu seeks out Madara to ask him to take him in because of his lost arm. Madara refuses and leaves the wounded man in disgrace. Chitose comes to find Ijyuu, but he stabs himself, but manages to her that she should tell Kojiro that the second killer was Madara and that the third killer has a scar on his left hand before he dies.
Kojiro fights Madara, but they both escape.
As Shingen reviews his troops before the assault on Hamamatsu castle, he walks out into the open to listen to someone playing the flute. Kurato shoots and wounds the daimyo. As the wounded warlord is taken away, he tells his commanders not to let his troops know he`s been hurt.
Madara reports to Ieyasu that Shingen`s army has moved. Ieyasu celebrates and orders Madara find out what happened.
Madara finds Kojiro`s hideout and blows sleeping gas into the hut. As he raises his sword to kill the young ninja, Chitose leaps under the blade, saving his life. Kojiro escapes and he fights Madara in the river. Kojiro throws two shuriken into Madara`s eyes but refuses to kill him, asking instead who the third killer was. The blinded ninja stabs himself. The dying Chitose tells Kojiro that Ijyuu says the third killer has a scar on his left hand. As Kurato appears, he kneels to finish off the dying Madara. As he does, Kojiro has a flashback to the third killer finishing off his father. He does not see any scar on the ninja master`s hand, so he offers to go with Kurato to Harai-ji temple to see if Shingen is really dead.
Kurato and Kojiro sneak into the temple and shoot Shingen with a poison blowdart from above the ceiling. As the warlord dies, Kojiro sees that his master has a scar on his left leg and realizes that Chitose was wrong about the location of the scar.
As the two ninja make their escape, Kurato tells the young ninja that he has prepared him for this day and orders Kojiro to kill him. They fight and Kojiro stabs his master. Kurato tells him that after this he should quit being a ninja and take care of Akane. The old man leaps from the roof and is killed by Shingen`s samurai, giving Kojiro a chance to get away.
As the film ends, Kojiro returns to Akane.
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