Raj (Akshay Kumar) and Kaajal (Lara Dutta) are inseparable childhood friends who nurture and stand by each other through thick or thin. Their bonds only grow stronger and deeper with the years. Kaajal dreams that some day, a prince Charming will come her way and fly her into the clouds. Raj, totally in love with Kaajal, wants to be that special person, and joins the Air Force. Raj becomes an Air Force officer and realises his childhood dream. Now all that's left is to win his childhood love. On cloud nine, Raj returns home to propose to Kaajal. But h' s too late in declaring his love. Kaajal is getting married to Karan Singhania (Aman Verma). Raj is broken hearted, left with nothing but her memories and his shattered dreams. Wanting to forget his pain, he immerses himself in work and is sent to South Africa for further training Here he meets Jiya (Priyanka Chopra) a gorgeous and effervescent young girl. Jiya is smitten by the suave and dynamic young officer. But Raj has shut himself in an ivory tower and prefers to ignore her. Vivacious Jiya refuses to give up and with sheer audacity and persistence succeeds in breaking through his reserve. They decide to get married. And then in a dramatic turn of a events, fate brings Raj and Kaajal face to face again, unleashing a torrent of emotions.