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Sameer (Saif Ali Khan), Sid (Akshaye Khanna) and Akash (Aamir Khan) are the best of friends in college. After an eventful graduation party where Akash gets slapped upon hitting on a beautiful girl and Sameer, being tricked by Akash, gets dumped by his girlfriend, they go on a trip together to Goa. Here, Sameer tries to get over his ex-girlfriend while Akash continues to escape from a girl who loves him deeply. When they return, Sid bonds with Tara (Dimple Kapadia), an older woman he befriended when she moved into the neighborhood. She shares and understands his love for painting, and soon he asks her to be one of his muses.
Meanwhile, Sameer’s parents are trying to arrange his marriage with Pooja (Sonali Kulkarni), a family friend’s daughter. True to character, Sameer falls in love with her at first sight but hesitates to say anything remembering his past experiences. On learning that Pooja is already in a relationship, he has to content himself with building just a friendship. However, Pooja’s relationship with her boyfirend falls apart and she finds herself falling in love with Sameer. On her birthday, Tara has a verbal argument on the phone with her ex-husband over their daughter. Sid finds himself trying to cheer her up by inviting her to dinner with Sameer and Akash. Afterward, he privately confesses to his friends that he has fallen in love, only for them to remind him of the age difference and the fact that Tara is a divorced alcoholic. An insensitive remark by Akash infuriates Sid and he ends up slapping him in the face. Akash departs in anger and it seems as if the two friends will never talk again.
Soon after, Akash flies to Sydney, Australia to take care of his vast family-owned business. On the plane, he meets Shalini (Preity Zinta), a girl he had asked out in jest at the college graduation. He apologizes for his prank and asks if she will show him around the new city. Shalini, who is engaged to a guy back in India, agrees. As they explore the city, Akash’s playful nature puts him at odds with the violent and possessive attitude of Shalini’s fiancee Rohit, who had slapped him at his graduation party. At a subway station where Shalini is being gawked at by a homeless beggar, Akash diffuses the situation by hugging the man and “scaring” him away, immediately putting Shalini at ease.