Based on a claasic Urdu novel, this is the tale of a lovely courtsan (Rekha) who was abducted as a child and trained in music and dance. Her performance begin to attract a following to the Lucknow harem where she works, including the wealthy young Nawab Sultan (Farouque Shaikh) whos is dranw by her beauty and talent. After swapping poetry they embark on a mismatched love affair, but when the nawab attacks another customer who is harrasing Umrao, they are forced to seperate and she retreats tothe comforts of her childhood friend (Naseeruddin Shah).