Karan Thapar (Bobby Deol) lives a wealthy yet very lonesome lifestyle with his businessman dad (Kiran Kumar), mom Kiran (Lillete Dubey), and sister Nandini (Karishma Tanna), as no one has time for him. One day while at the family’s farmhouse, he loses his step and almost falls down a deep gorge. He is rescued by Raj Malhotra (Akshay Kumar), who is an orphan, living a poor lifestyle with his abusive maternal uncle. Karan and Raj become inseparable friends, and Raj moves in to live with Karan, much to the chagrin of the Thapar family who shun and dislike Raj.
Years later Raj and Karan have matured; Raj is in love with his childhood sweetheart, Anjali (Kareena Kapoor) and wants to marry her, while Karan flirts with Leena Bharucha (Sherlyn Chopra) and abandons her. Karan subsequently meets with London-returned Kajal Sharma (Lara Dutta), successfully woos and gets her to agree to marry him. Raj’s and Karan’s weddings are planned for the same day.
Things take a turn for the worse: Leena and her dad, who is employed by Thapar, expose the friends as flirts. Consequently, Anjali’s brother cancels the wedding and gets her married to someone else. Raj is later shown suffering from a fatal disease; while his doctor, Dr. Aditi (Juhi Chawla), tries to save him, with treatment sponsored by Karan, Raj dies. Karan eventually gets married to Kajal, and the couple name their child after Raj.