The device of the voice-over has generally been examined and analyzed through its use in the cinema of the West, primarily Hollywood, as in the laudable works of Kozloff (1988), Chatman (1975; 1999), and Rascaroli (2008). In this article, I will examine the applications and functions of the voice-over in a classic Chinese film, Xiaocheng zhi chun (Spring in a Small City, 1948), directed by Fei Mu. The film, largely regarded as a masterpiece in Chinese cinema, represents a rare example of the use of voice-over in Chinese films of that period. I will go on to examine the voice-over in Spring in a Small City as a tool or device through which the filmmakers attempt to integrate words with images in the manner of certain poetic techniques in Chinese traditions.