Moving ahead from Race, Ranveer (Saif Ali Khan) is mourning over the death of his wife Sonia (Bipasha Basu). To take revenge, he cons Vikram Thappar (Rajesh Khattar), destroying him, and then heads out to the bigger target, Armaan Malik (John Abraham). He gets help from RD (Anil Kapoor) and his assistant Cherry (Ameesha Patel). Ranveer charms Armaan as well as his half-sister, Elena (Deepika Padukone), and also meets Omeesha (Jacqueline Fernandez), Armaan's girlfriend. From here begins a game where Ranveer uses Omeesha, thinking she is Sonia's sister to destroy Armaan. However, Ranveer doesn't know that Omeesha and Armaan are using him. Soon he learns of this truth through Elena and he decides to take revenge.