The film chronicles the early part of the life of Emperor Asoka.

It begins with his career as a General

in Taxila (modern-day Pakistan) and ends with the bloody conquest of the Kalinga country (modern-
day Odisha State)
Emperor Chandragupta Maurya, grandfather of Asoka, of the Maurya empire, has decided to
embrace Jainism and abdicate the throne of the empire in favour of his son Bindusara. But his
grandson, Prince Asoka, claims his sword. The old emperor explains that this sword is evil and the
sword demands blood and destruction.
A few years later, Prince Asoka (Shah Rukh Khan), now a brave youth, is battling the rebellious chief
of Taxila for his Emperor and father. He figures that his elder half-brother Susima Maurya (Ajith
Kumar), who also has an eye on the throne of the empire, has deliberately withheld reinforcements
from arriving, but defeats the enemy nevertheless. Asoka returns to the capital victorious and
confronts Susima. Later, Susima tries to assassinate Asoka while he is bathing. The fight among the
princes makes the Emperor unhappy and he orders Empress Dharma (Subhashini Ali) to control her
son Asoka. She compels Asoka to temporarily leave the capital to lead the life of a common man.
The Prince is disappointed but leaves nonetheless.
Asoka, alone and disguised as an ordinary traveller, rides to the south. In his travels, he meets a
lovely maiden, Kaurwaki (Kareena Kapoor) and falls in love with her. He also develops a good
relationship with her little brother Arya. They are on the run from the Kingdom of Kalinga along with
their faithful protector Bheema (Rahul Dev) and are being chased by soldiers of the Kingdom. After
saving their lives, Asoka introduces himself as Pawan, hiding his true identity. Kaurwaki and Arya
are the Princess and Prince of Kalinga, who fled from their kingdom when the Prime Minister
assassinated their parents and took over power. Later, Asoka and Kaurwaki get secretly married.
Soon, Asoka is summoned by his mother, who sent a messenger to tell him she has fallen ill and to
come to the capital. The Emperor dispatches Asoka to quell a rebellion in Ujjaini. Before marching to
the west, Asoka travels to Kalinga to meet Kaurwaki and Arya. Unable to find them, and not knowing
they have gone into hiding, he is informed by General Bheema that they were slaughtered. A
heartbroken Asoka attempts suicide but is saved by Virat (Danny Denzongpa), who later swears to
protect him. Mad with grief and anger, Asoka leads a brutal crackdown in Ujjaini. The assassins sent
by Susima injure Asoka in a battle and Virat saves him. He is taken to a Buddhist monastery at
Vidisa to recover.