This tender Chinese tale of an aged street performer who begins teaching a young child is filled with warm humanity but not imbued with undue sentiment. It is set about seventy years in the past and centers on elderly Wang Bian Lian, who travels the street performing with his pet monkey. Just looking at him it would be hard to tell that he is a master of the rapid changing face masks technique that characterizes Sichuan opera. He came to the streets thirty years before, after his wife abandoned him, and now he seeks to pass on his technique to a young boy. Liang, a well-known actor specializing in female roles wants to learn the skill, but Wang politely refuses to teach him. Wang finally gets his candidate when he buys "Doggie," a young child from a starving family. Doggie's presence adds renewed zest to Wang's life. One day the child falls ill and Wang sells one of his few priceless heirlooms to save him. This leads him to learn that Doggie is not a 'he' at all. Wang still cares, but he is heartbroken for only a boy can learn the face-changing skill. Doggie begs him to let her stay and to teach her to be an acrobat. He agrees to this and continues looking for a boy. One day, Doggie accidentally burns up Wang's boat. Horrified, she flees into the city only to secretly return later with a baby that she had rescued from kidnappers. Wang, not knowing who bestowed the gift of the child, is delighted. Unfortuantely the child's wealthy parents learn that he has it. Wang is arrested and sentenced to death. Fortunately, Doggie is determined to save him.