A scholar, Wang Hsi-Tzu encounters a beautiful maiden in an alley on his way home and leads her to his house, where he tries to marry her as a concubine. By chance, his wife and he discover that she is in fact a ghost, who must "paint" and graft a facial skin mask over her face to look human. Terrified, the scholar enlists the help of two Taoist priests, who give him a magic whisk to keep the ghost at bay. However, it appears that the ghost is benign – she merely wants to escape the clutches of an evil Yin-Yang King, a faceless, powerful spirit-king who shuttles at ease between the mortal world and the spirit, and who seems to be controlling the destinies of some recently deceased souls.
The two Taoist priests battle the King to release the ghost, but realize their magical prowess is not sufficient. Instead, they use the ghost to track down a highly skilled Taoist Master in the countryside. Meanwhile, the Yin-Yang King possesses the scholar and is wreaking havoc in the mortal plane. The priests finally discover and convince the Taoist Master, who decides to destroy the evil spirit-king so as to guide the ghost back to Hades.