For years an aging Rukmini Bai (Shabana Azmi) has been the Madame of a brothel in Hyderabad, India. One day she gets the news that she now has a new landlord in Mr. Gupta (Kulbhushan Kharbanda), whose daughter is to marry the mayor?s son Sushil, shortly. Led by City Councillor, Shantidevi, the people in this town demand that this bordello be moved elsewhere, preferably on the outskirts of the town, and they do succeed, compelling Rukmini to move with her women to their new location, which happens to be near the Dargah of Baba Karak Shah. Ironically, this attracts a lot of people, and the patronage to Rukmini?s bordello increases. Then complications set in when Sushil refuses to marry his father?s choice, childlike Malti, and wants to marry Zeenat (Smita Patil) - a prostitute, not entirely by choice and seeking for a better existence, who resides with Rukmini.