Killer-for-hire Ghost Dog (Forest Whitaker) lives his life by the ancient Samurai code Hagakure. When his sometime employer Louie (John Tormey) hires him to assassinate gangster Handsome Frank - at the behest of Mafia don Ray Vargo (Henry Silva) - Ghost Dog carries out the job. However, when Vargo discovers that there was a witness to the killing, he orders the reluctant Louie to have Ghost Dog taken out. After Vargo's men ransack his home and slaughter his beloved pigeons, Ghost Dog vows to revenge himself on the crime bosses in true Samurai fashion.