When the emperor built the great wall, he buried his enemies underneath it.

            I will call them to battle once more.

Emperor Han, also known as the Dragon Emperor Han, is an ancient Chinese warlord who conquers his enemies and becomes the first emperor of China. As his first act as Emperor, he orders the construction of the Great wall of China, burying his former enemies beneath it and cursing them to hold it up for all eternity. Emperor Han hears about of a witch, Zi Yuan, who is said to know the secret of immortality. Han sends his right-hand man, General Ming Guo, to find Zi Yuan and bring her to the palace. Ming finds Zi Yuan and they fall in love, resulting in jealousy from the Emperor, who desired Zi Yuan for himself. After Zi Yuan supposedly casts the immortality spell on the Emperor in Sanskrit, a language he does not understand, he has Ming quartered and wounds Zi Yuan. She then reveals that she had foreseen this and has cast a spell on Emperor Han and his army, transforming them into the Terracotta Army, and permitting Zi Yuan to escape.

In 1946, 13 years after the events of The Mummy Returns, the now-Americanized Alex O'Connell, son to Rick and Evelyn, locates Emperor Han's tomb with the financial backing of Professor Roger Wilson, an archaeology professor. There, three assistants are killed by various traps. Alex is then attacked by an unknown woman, but succeeds in bringing the Emperor's coffin to Shanghai. Meanwhile, the British government entrusts the O'Connells to take the Eye Of Shangri-La back to China as a good faith gesture to the Chinese. It is revealed that Wilson is in league with a nationalist paramilitary group led by General Yang and his second-in-command, Choi (Meng), who see the Emperor as the only one who can bring order and greatness back to China. The mysterious woman from the tomb attacks the mummified Emperor in his coffin, which turns out to be a decoy. By accident, the magical fluid within the Eye lands on the statue of the carriage driver, which is revealed to be the actual Emperor's body. He is quickly brought back to life, although he remains trapped in his terracotta form. Han accepts the service of Choi and Yang but kills Wilson. The woman from the excavation site tries to kill the Emperor with a magical dagger, the only weapon that can kill him, but is unsuccessful in doing so.

The woman reveals herself to the O'Connells as Lin, and agrees to help them. The group, along with Evelyn's brother Jonathan Carnahan, travel to a tower in the Himilayes that will reveal the path to Shangri-La when the Eye is placed on top of it. They hold off the soldiers under Yang with the help of three Himalayan Yeti summoned by Lin, but are ultimately unable to prevent The Emperor from learning the location of Shangri-La. He also tries to kill Alex to keep him from starting an avalanche by throwing a sword at him, but Rick jumps in the path of the sword, saving his son. The avalanche triggered by Alex allows them to reach Shangri-La before Han and meet with Zi Yuan. It is revealed that Lin is Zi Yuan's 2000-year-old daughter, rendered immortal due to the power of the magic waters of Shangri-La. The magical dagger which Lin carries is the same dagger that the Emperor used to try to kill Zi Yuan two thousand years ago, with a powerful curse placed on it by Zi Yuan herself. After Lin vouches for the O'Connell's, the ancient witch quickly heals Rick's wound. Zi Yuan also reveals that she would have died if she was not saved by a Yeti. Alex and Lin have grown attached to each other but Lin pushes the relationship away due to her immortality; after watching Zi Yuan mourn General Ming for centuries, she does not want to fall in love with Alex only to watch him grow old and die.

The Emperor attacks them in Shangri-La and takes the dagger, then bathes in the waters which restore his human form and youth, replenishes his powers, and giving him the ability to shapeshift He transforms into a three-headed dragon, kidnaps Lin and flies to his tomb where he raises the Terracotta Army. The Emperor announces that once he leads his army across the Great Wall, an ancient spell will make them unvulnerable.

The O'Connells and Zi Yuan pursue the Emperor to the Great Wall where Zi Yuan sacrifices her own and Lin's immortality to revive those buried beneath The Great Wall, creating an undead army of her own, lead by General Ming. The Army of the Dead, with aid from the group's modern weapons and limited air support from two World War II -era planes, fights the Terracotta Army while Zi Yuan battles the Emperor, sacrificing herself to steal back her cursed dagger. She is mortally wounded but succeeds in securing the dagger. Then Emperor Han transforms into a Chinese gilin and goes beneath the Great Wall in order to use his powers to draw Ming's army back underneath it, but is stopped by Alex. Rick and Alex tackle the Emperor with the dagger but are severely outmatched, not just by his magical powers but by his martial arts skills, and the dagger is broken. Rick challenges the Emperor to a fair fight and the Emperor chooses to fight Rick without powers, and Rick manages to plunge the broken dagger hilt into the Emperor's chest while Alex stabs him with the tip of the blade from behind, simultaneously piercing his heart from both sides and killing him. With The Emperor defeated, his army crumbles and turns to dust. Ming's army celebrates briefly before finally moving on to a peaceful afterlife.....

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