The film deals with the dispute between two neighbouring high schools - Bharti School, a peaceful and silent school and Valley High School - a violent one. Dev (Yash Pandit), Suhana (Manjari Fadnis), and their friends come from Bharti, and are often disturbed by their enemies who come from Valley High. The Valley High students also defeat the Bharti students in every single inter-school event that happens every year, which is the main reason why they make fun of Bharti. One day however, the Bharti students are saved from the Valley High students by a mysterious man Kabir Mukherjee (Sunny Deol), who they initially feared because of his rough looks, thereby the reason they always called him Phantom. The Bharti students get close to Kabir and befriend him, and with time he also becomes more gentle and normal, thereby getting rid of his Phantom look.
Dev, however gets attached to Sanjana (Aparna Kumar), a girl from Valley High, which results in him dropping Suhana. But Sanjana eventually rejects him because he once insulted her at a cafe and because he belongs to the rival school. One day while driving in an open road, Dev and his friends are again insulted and considered slow by the Valley High students who are also driving on the same road. Dev drives faster and overtakes them, but the car quickly meets with an accident and crashes. Everyone in the car survives, except Kabir.
This leaves the Bharti students dismayed and defenseless against the Valley High students, with whom they have an upcoming 100 metres race competition. Dev however is still determined, so he trains up and attends the race with full confidence. During the race, he gets injured by one of the runners, but does not lose hope and through last-minute strength, he eventually wins the race, thereby finally letting Bharti get their revenge on Valley High. Incidentally the prize for the winner is a bike similar to Kabirs, so Dev becomes the new Phantom.
Sunny Deol, Yash Pandit
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