A charming, playful kid Babu dwells in his own fantastical world much to the dislike of his father who constantly rebukes him for his academic detachment. Babu fails in his half yearly examination and is filled with horror to hand over his marksheet to his dad. In a bid to escape the horror of paternal confrontation he runs away and meets Azad, a poor kid who lives with his dumb uncle. Azad learns from Babu, the latter's trials and troubles. He helps Babu escape to his grandmothers'. The film captures the culminating friendship of these two innocent kids who are mesmerized by each other's company, as their lives change forever.