The story is about a young girl, Kaaya (Udita Goswami), living in the beautifully serene valley of Spiti, waiting to join a Buddhist monastery, an idea which has been fed to her since childhood by her father (Mohan Agashe) and one which she has never questioned. When Lama Norbu, a senior lama from the monastery has a dream that the Buddhist teacher, Rinpoche has been reborn, he sends Kaaya to Delhi to bring him back to the monastery. Kaaya goes to Delhi and manages to get the child, but just when they are about to return home, the child witnesses the murder of a police officer in a hotel. The investigations are taken over by another police officer, Shiven (John Abraham) who prohibits Kaaya and the young boy from returning home. During this time, the boy identifies Raj Mehra (Gulshan Grover) as the murderer. Soon Shiven finds himself in a web of intrigue and deceit where he can trust no one. He is forced to make an escape to Spiti along with Kaaya and the young boy who he is now determined to protect. Shiven has however seriously been injured and upon reaching Spiti has to undergo treatment at Kaaya's home.

While nursing him back to health, Kaaya is attracted to Shiven, an exciting feeling she has never experienced before. Shiven too finds himself drawn to Kaya, a girl unlike any he has ever known. Kaya is caught in a dilemma for she has too long subdued her basic instincts and desires in her search for the 'ultimate truth'. A sexual attraction is one that her conditioned mind sees as a sin (paap), but one she cannot deny. Shiven sees this dilemma and tries to show Kaya that there is a life out there which she has a full right to live. In the meantime, Kaya's father finds out about what has been going on under his roof and is furious with Shiven. He sees Shiven as a polluting influence upon his peaceful life, a man who has brought defiling things like pistols into their home. At this juncture, Shiven's past catches up with them and Mehra's men are close on his heels.

After much chaos, finally Shiven and Kaaya are shown re-uniting with the passionate kiss in the climax.

• John Abraham - Inspector Shiven
• Udita Goswami - Kaaya
• Gulshan Grover - ACP Raj Mehra
• Mohan Agashe - Kaaya's father
• Bikramjeet Kanwarpal - Ratan Singh
• Denzil Smith - Lama Norbu
• Sandeep Mehta - Sushil Mathur, DCP
• Anahita Uberoi - Anna
• Madan Bhiku - Llahmo, the reincarnated boy
• Ahsan Baksh - Zakir
• Vikram Kapadia - Anna's husband
• Aishwarya Mehta - Niloufer, Zakir's wife
• Netaji - Lama Dorje
• Ritika Luthria - DCP's wife
• Megha Burman - DCP's daughter

The film became the first Bollywood film to be premiered at Karachi International Film Festival (KARA) on 20 December 2003. It was commercially released on 30 January 2004.

The films music was by Anu Malik, Shahi, Ali Azmat, with several instrumental tracks by Music Mushrooms. The soundtrack featured several instrumental pieces as well as song, notably the hit songs Garaj Baras by Ali Azmat, the lead vocalist of the Pakistani band, Junoon and noted Sufi singer also from Pakistan, Rahat Fateh Ali Khan's, Laagi Tumse Mann Ki Lagan,^[6][7] which also marked his debut as a Bollywood playback singer.^[8] The songs have been written by Syed Quadri, Sabir Zafar, Ali Azmat, Amjad Aslam Amjad.

Track listing

Won

• 2005: Stardust Superstar of Tomorrow - Male - John Abraham

Nominated

• Zee Cine Award Best Lyricist for The Song "Intezaar".
• Zee Cine Award Best Debuting Director Pooja Bhatt
• Zee Cine Award Best Newcomer Udita Goswami