Mastermind Charlie Mascarenhas (Abhishek Bachchan) and his accomplice Riya (Bipasha Basu) are one of the greatest pairs of thieves in India. A friend of Charlie, Raj (Aftab Shivdasani) is killed by the Russian mafia. At Raj's funeral, his wife hands Charlie a CD containing information about the transfer of gold by train from Russia to Romania. Charlie decides to rob the train with the help of imprisoned Don and con-artist Victor Braganza (Vinod Khanna). They hire a team of criminals to join them in the robbery. The group includes Spider (Neil Nitin Mukesh), who is a world-class hacker, an explosives expert Bilal Bashir (Sikander Kher), a prosthetic makeup artist Sunny (Omi Vaidya), and an illusionist Ronnie (Bobby Deol).
Charlie is also having an affair with Victor's daughter, Naina (Sonam Kapoor), who knows nothing about her father and Charlie's criminal activities. The group devises a plan to rob the Russian train in the silliest way possible. Spider hacks into a Russian satellite system and Ronnie uses his illusion to trick the soldiers guarding the gold while the rest of the team transfers the gold from the train. The robbery is executed successfully, however, while celebrating Spider double-crosses the gang and tries to flee with all of the gold. The spider is stopped by Ronnie, who is then shot multiple times by Spider's assassins. The group is chased by the assassins and Ronnie and Riya are killed. Charlie, Bilal and Sunny manage to escape after Spider blows up the location and flees with the gold. Charlie calls Victor to tell him about the betrayal, but Naina overhears the conversation. At the same time Spider's assassins break into the house and murder Victor. Naina decides to cut all contact with Charlie. Over the course of a year, Charlie contacts various gold dealers to find which one has the stolen gold that Spider escaped with.
In New Zealand, the gang locate a dealer who is in contact with Spider. Charlie explains to Naina that the gang only wanted to steal the gold so they could help achieve Victor's dream of building a big orphanage. Naina understands and teams up with Charlie to exact revenge on Spider. In New Zealand, they discover that Riya is still alive and living there. She explains that she also wanted revenge on Spider and provides the gang with the information about Spider's residence. Unaware of her plans, Spider flirts with Naina and takes her to his villa. Spider finds a hidden camera in Naina's hair and realises that she is working with Charlie, who runs in to rescue her and tells Spider that he will steal all of the gold within 48 hours. Spider tries to move the gold to another country, but the gang, using three large trucks and by hacking into the traffic system, take the gold and hide it inside three Mini Coopers. Just as they are about to leave New Zealand, they are caught by Spider and discover that Riya was working with Spider all along.
Spider tries to force the gang to hand over the gold, but the trunks of the Mini Coopers are empty. Spider betrays Riya and threatens to kill her. Before Charlie can reveal the real location of the gold, Riya shoots herself and Spider stabs Charlie. Spider tries to escape, but Sunny and Bilal stop him and beat him up badly. Naina, who wants revenge for the death of Victor, shoots Spider thrice. It is then revealed that the real Mini Coopers containing the gold are elsewhere. As the four leave the scene, Spider makes a final call to the Russian mafia and tells them that Charlie has stolen Russian gold. The gang takes the real Mini Coopers and leave for India, but the Mafia stops them to check the cars and once again they are found to be empty. It is then revealed that the Mini Coopers were made out of the actual gold itself. In the end, Bilal opens a car dealership business, Sunny becomes a theatre actor, Charlie and Naina open Victor's dream orphanage and Charlie raises Ronnie's daughter as his own.