The movie starts with Din Dayal (Ajit) who is supposedly an honest rich man and a clean-hearted guy. However all this is a facade as he is a terror called LION in the world of crime. He is the man under whom black-marketing, smuggling and robberies flourish. No-one has an idea about his evil deeds. Not even his close friend IG P.N. Khanna (Prem Nath). Khanna is very worried at the sorry state of affairs in the city and state. He requests the government to bring back Inspector Prabhakar (Shatrughan Sinha) to the city as he is an honest and fearless cop. Prabhakar comes to town and starts cracking on the criminals with an iron hand. Prabhakar is a widower who has 2 small children. Besides them IG Khanna loves him like his own son and treats the children as his grandchildren. After making substantial raids Prabhakar comes to know that Din Dayal is a corrupt man and a demon for the society. He plans to spill the beans in front of everyone but is killed by Din dayal's men. Before dying, he keeps a typical clue for the police to nab the criminal, but nobody is able to understand what the clue says.
Khanna is heart broken and he loses hope in life. Due to a friend he comes to know that there is a ferocious prisoner Kalicharan (Shatrughan Sinha) in a jail who resembles Prabhakar. Khanna visits him but finds him a beastly figure. Still in an attempt to trace the criminals he gets him released and takes him to a hill station where he attempts to transform him. But Kalicharan is a tough nut to crack. However after sometime it is Prabhakar's sister who wins the heart of the fugitive. Kalicharan was in prison as he had murdered the people who had raped his sister. He was still in search of the main culprit Shetty who was a fellow shooter with Kalicharan in a circus but wanted to enrope his talent in killing a man. Kalicharan makes peace with Khanna and slowly but steadily transforms into a police inspector. He manages to win the heart of Sapna (Reena Roy) and even the kids of Prabhakar accept him as their father. He finds the truth behind the Prabhakar's murder and brings Din Dayal to the hands of law. In the process he manages to win friend like Shaaka (Danny Denzongpa) and eliminate his old enemy Shetty.
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