Rajiv (Shahid Kapoor) wants to be one of the popular kids of his college. However, due to the lack of a girlfriend, Danny (Shabhi) and Javed (Kapil Jhaveri) mock him and his best friend Mambo. Javed and Danny plan a trip to Alibagh and invite Rajiv and Mambo to come along with girls. Rajiv decides to ask Payal (Amrita Rao), his reserved childhood friend, to become his girlfriend and tells her that he's in love with her. He does that only for the trip as he doesn't believe in love and serious relationships. Payal reciprocates his "feelings" and agrees, as she has been in love with him since their school days. Both of them start spending time with each other, and Rajiv finds out that Payal loves him.