Three young men arrive at a famous private school in India, Gurukul.

Gurukul is headed by a stern headmaster named Narayan Shankar, played by Amitabh Bachchan. The headmaster has instituted a strict anti-romance policy. Students are there to learn, he says, not to party and flirt. Students who become romantically involved will be expelled.

The three of them all have their eyes set on a girl. Sameer played by Jugal Hansraj, who works in a cafe, is in love with his long time friend Sanjana played by Kim Sharma but she has a boyfriend. Vikram played by Uday Chopra accidentally bumps into Ishika played by Shamita Shetty when he catches her stealing apples from the Gurukul gardens and Karan played by Jimmy Shergill sees Kiran played by Preeti Jhangiani on a hill when he is waiting for a train. The three of them, encouraged by Raj Malhotra played by Shahrukh Khan, follow their hearts and break the rules of the school.

As the story unravels, the three boys fall in love and the relationship between the headmaster and the music teacher begins to become strained. It is revealed the Raj was once also a student in Gurukul, who fell in love with the headmasters daughter, Megha played by Aishwarya Rai. When Narayan found out he banned them from seeing each other, and after Megha tried consoling her father she bacame upset and ultimately comitted suicide by throwing herself out the window.