Sharda (Rakhee) gives shelter to her husband's cousins, Bhishamber (Amrish Puri) and Bhanu (Paresh Rawal) in her house against the wishes of her husband. Bhishamber and Bhanu are evil, evil enough to throw Sharda and her sons out of the house, kill her husband and usurp their family Haveli. Sharda is left stranded on the streets with nowhere to go with her sons Ram and Lakhan. She vows to avenge her husband's life and the injustices done to her by making Ram and Lakhan her weapons against Bhishamber and Bhanu. Ram (Jackie Shroff) becomes a respected Police Officer who is a threat to Bhishamber and Bhanu's illegal activities. lakhan (Anil Kapoor) becomes a street smart and over ambitious dreamer who wants to become rich overnight. Lakhan too decides to become a Police Officer albeit a corrupt one so he could amass a fortune with the help of his Uncles. Ram warns Lakhan of the consequences which would include breaking their mother's heart, and destroying the plans she has for them. Will Sharda ever be able to avenge her husband's death? Will Ram be able to lead his younger brother away from a life of crime? Will Lakhan honor his mother wish to destroy Bhishamber and Bhanu?