The film begins with Riyaz (Rajat Kapoor), Zubeida's son setting out to research her life, and to meet the people who knew her. The story is thus told in the form of memories/reminiscences. Zubeida is a Muslim actress, who's career aspirations are thwarted by her film-producer father (Puri) who looks down upon a woman in acting. He arranges her marriage to her friend's son, but that breaks up after the birth of her son. Zubeida is now back at her parent's home, sad and depressed. Rose (Lilette Dubey) her father's mistress tries to cheer-up Zubeida by taking her out. On one of these outings, Zubeida meets Prince Vijayendra (Victor) Singh of Fatehpur (Bajpai). Quite taken with her, the Prince woos and marries her. Zubeida, now the 2nd wife of a Hindu prince, leaves her son behind with her mother (Sikri) and comes to live at Fatehpur. Here she meets the much older Mandira Devi (Rekha) the Prince's first wife, learns about the etiquette of being a Rani, and of the duties her husband has ...