Based on Hideji Hojo’s play and Eiji Yoshikawa’s novel, the samurai Musashi faces ambushes by the students of a school before he can finally meet the master in a duel. Akemi and Otsu meet, and both want to be with Musashi.
Musashi Miyamoto (Toshiro Mifune) tells a boy that a duel is going to take place and that he should leave. The boy says he came to see the duel, and Musashi allows him to stay. His adversary Baiken Shishido (Eijiro Tono) arrives and swings a wire, and Musashi uses two swords to defend himself. The wire gets connected to his sword. Musashi remembers meeting his teacher who laughs at him and says he is too strong. Musashi tells the boy Jotaro (Kenjin Iida) that he is not a teacher but a student.
In the capital Kyoto a woman is selling fans, and Akemi (Mariko Okada) observes that she is waiting for someone. Akemi would like to wait for someone too. A man takes Akemi back home, and he shares tea with his wife, rubbing her breast. She pulls away and goes outside.
At a school swordsmen practice fighting each other. They say two have died. Musashi says he wants to fight Professor Seijuro Yoshioka (Ahihiko Hirata). They say the young master has come home. They take him to the professor’s room. They find a letter from Musashi saying he left and may come back to display his skill at any time or place. Seijuro asks why he should not fight him. Akemi learns that Musashi was Takezo.
Musashi sits in another school with a sign that says the souls of samurai are polished. The teacher says he does not bother with killers. Musashi leaves but turns around and comes back. He asks the teacher to polish his soul, but the teacher says he cannot do it. He recommends his teacher Koetsu Honami. He says he polished a sword and that its owner is a good swordsman. Musashi wants to see him. His name is Kojiro Sasaki. Musashi says he has to meet someone at the bridge.
A man is attacked by several men by mistake. A bystander comes to help him and agrees to take his message to Kojiro Sasaki.
Otsu (Kaoru Yachigusa) goes to the bridge and sees Musashi after three years. She cries and says she will not let him go. He says he missed her too. He would like to settle down with her in the mountains. He says Takezo would do so. She wants him to be kind to her like before. He says he has become wiser and greedier. Now he prefers his sword to her. She cries. Yoshioka’s students arrive and tell Musashi that their master accepts his challenge. They want to take his life and attack him together. He fights and retreats; he wants a fair fight. On the bridge Kojiro Sasaki (Koji Tsuruta) tells Akemi’s husband he would like to challenge Yoshioka also.
Otsu tells Akemi that she met Takezo, but he went away. Akemi realizes that Yakezo is Musashi and that she must be Otsu. Akemi says she is the one Musashi promised to marry. She criticizes Otsu for going after Musashi while she is engaged to Matahachi. Akemi has a knife but throws it down. She says she was about to kill herself but now is glad she did not. Akemi says she will not give up Musashi. Otsu cries.
Otsu talks with the priest Takuan (Kuroemon Onoe). She cries, and he says she can stay there.
Akemi wakes up and sees Sasaki. She says she wants to leave. He says he did not invite her there. He says she is pretty and holds her. He says he did it because she is like Musashi. He says he won’t be Musashi’s substitute. He says Musashi won’t marry her. Musashi can die happy because Yoshioka’s men are after him. Some men arrive and want Akemi. Sasaki goes out to fight them all.
The musician Koetsu Honami takes Musashi to Ogiya to see the star courtesan Yoshino. Musashi says her dancing was flawless. She asks if drink weakens his training, and Koetsu says it does.
Denshichiro Yoshioka (Yu Fijiki) returns to his brother’s school and calls Seijuro a weakling. He will take on Musashi himself. Two men looking for Musashi overhear where he went. They go and send a written challenge to Musashi. Denshichiro tells his seconds to stay away. He meets Musashi alone and says he will punish him. They fight with swords. Musashi comes back, and a girl says he must say goodbye to Yoshino. She takes him inside, and Yoshino says his hands are cold. She and Musashi sit by a fire. She asks if he is afraid of her. She asks him to hold her in his arms. She asks why he refuses.
Seijuro sees the body of Denshichiro and says he was rash. Sasaki asks Seijuro if he is going to duel Musashi, and he offers to second him. Seijuro declines his offer. Seijuro apologizes to Akemi for holding her there. He asks for her blessing in his fight, but she says no. She is praying for Musashi to win. Seijuro curses her.
Matahachi Honiden (Sachio Sakai) is drunk on a street and is identified by his mother. At home his mother blames Musashi and wants to get him. Matahachi shows her his diploma from a fencing school.
Men on the street are searching for Musashi, who is painting at Yoshino’s with the girl. Yoshino sees them and sends him a letter. Yoshino will not stop him because she wants him to be a great samurai.
Musashi walks on the street, and men surround him. Sasaki says it is not a brawl, but he won’t let Musashi escape. Sasaki introduces himself to Musashi, who accepts his terms. A man announces that Seijuro and a few men will meet Musashi at five in the morning at the Ichijoji temple. Musashi agrees and walks off. The announcement is publicly posted, and people read it.
Otsu prays and says she is a nun. She will have her hair cut off. Then she hears about the duel, and she asks priest Takuan if she can see Musashi first. Takuan says she is destined for the way of darkness.
Musashi bathes. Some men try to stop Seijuro from leaving home, but he says it was announced. Men surround Sasaki, who says he is the witness. Some men call him a meddler. He says they must be hiding Seijuro and intend an ambush. He laughs and walks away.
Matahachi’s mother says he must kill Otsu first and then Musashi. Matahachi grabs Otsu and asks her to elope, but she says he betrayed her by marrying Oko. Otsu admits she loves Musashi. He pulls his sword and runs after her. She hides behind Sasaki. Matahachi says he has a diploma and claims he is Kojiro Sasaki. So Sasaki asks who he is. Matahachi does not know. He says he is the real Sasaki, and Matahachi starts to run away and sits down.
Musashi prays, respecting deities but not relying on them. Akemi embraces Musashi, and Otsu sees them. Akemi warns him there are eight men, and she asks him not to go but run away with her. He says he cannot be a coward. He walks on the path to the temple and then goes through the woods. People shout that Musashi is coming. He sees many men and begins to fight them while waiting for his adversary. Akemi asks Sasaki to save him, but he says it is too late; he is reckless. He prevents her from going near and confusing Musashi. Archers shoot at Musashi also. He takes a position on a path in a rice paddy. Only one man at a time can approach him on the path as he backs up. Then he runs into the woods. He uses two swords and continues to cut them up one at a time.
Takuan asks Otsu to come home now, but she says she will run after him. Musashi meets Seijuro Yoshioka alone for the duel. Seijuro falls down, and Musashi remembers the words of his teacher that he is too strong and of Yoshino that he lacks affection. So he walks away. He goes to a river and drinks.
Musashi lives in a cabin by the river, and Otsu washes clothes. He says it is like a dream, and she agrees. He says it is peaceful, and he wants to see Matahachi one day. He asks her if she is through with him, and she says she is. He grabs her to kiss her, but she says no and turns away. He gets up and runs to the cabin. She runs to the cabin and calls to him. He walks on a path and has renounced women. Sasaki stops Otsu from following him. He hopes that Musashi will develop himself, and he will do so also. Musashi walks on the path.
This Japanese classical drama portrays a samurai who is devoted to his profession. This does not allow him to accept any of the women who love him. Because of his superior skill, he is challenged by many and manages to fight them off one at a time. This drama reflects the Bushido code of chivalry and martial skill.