The wealthy Amar (Saif Ali Khan) is looked after by Daya Shankar (Amrish Puri), after the death of the formers father (Mohan Joshi). His foster uncle Kailashnath (Paresh Raiwal) sets his evil eyes on Amar's immense property that he has inherited from his late father.

Amar, meanwhile is in love with the beautiful Pooja (Madhuri Dixit) who happens to be his childhood companion. However Pooja loves an orphan Vijay (Akshay Kumar). Who is being looked after by Aroona Irani. She spurs Amar's advances and reveals to him her adoration for Vijay. The good hearted Amar now wants to bring the two lovers together and enrolls Vijay in his flying enterprise.

Vijay is sent on an errand, following which his plane gets crashed. Pooja is distraught as she is carrying Vijay's child. Omar once again comes to her rescue and marries her. All hell breaks loose as Vijay resurfaces and unleashes his wrath on Amar's family, taking advantage of this chaotic situation, a sinister scheme is being hatched by forces that are set to destroy the peace of the lovers.

In a dramatic finale, the diabolic plot is unearthed and the perpetrators of evil brought to book. The sensational twist of events end in the nerve-shattering climax of Aarzoo. The film has exotic locales and mesmerizing music.