The story begins with a young girl with her eyes set on becoming a model. Despite her father's strong resistance, Meghna, played by Bollywood's sex bomb Priyanka Chopra, arrives in Mumbai from Chandigarh to be a "supermodel." Meghna hits it hard, realizing and becoming exposed to the surreal realities of the glam world.

Gay is trendy and Meghna feels like "eye candy" in elite parties. Undressing down to lingerie to pose for portfolios is just the beginning of compromises Meghna makes in a first step to climb the ladder of success. She just doesn't have a choice, as Meghna becomes a victim of her own success.

Meghna's life collapses. She loses her boyfriend Maanav (Arjan Bajwa), a struggling model who had offered her his home. Then, she loses her good friend Janet (Mugdha Godse) who befriended her as a struggler.

Out goes her self-respect and confidence after being used and dumped by the modeling agency Panache and its owner (Arbaaz Khan). Running parallel is the life of Shonali (Kangana Ranaut); a lanky eye candy at fashion shows who is given to cocaine and such.

Shonali has also suffered and been dumped in the fashion world. While Meghna catapults back after hitting the rock bottom, Shonali always rides the roller coaster.

The movie does take off smoothly as the viewer gets an inside view of the fashion and entertainment industry. It's funny and insightful as you see pansy men and plastic-smile women. Yet the latter part of the movie gets slow and grim. The movie does ends on a high note, with some drama thrown in.

Madhur is a national award winning and contemporary filmmaker. But, he does throw in a lot of fashion world clichés. At times, characters and sequences lose substance and become out of context. Priyanka Chopra is the spirit of the movie even though she does not have a distinct style.

Her acting does flow insomuch as she goes from a middle class nobody to a glam supermodel. Kangana Ranaut lovingly plays the proverbial 'girl interrupted' and one might just fall for it when she turns mentally disturbed.

In supporting roles, Arbaaz Khan is mechanical, Arjan Bajwa delivers a sweet performance, Mugdha Godse is average and Kitu Gidwani is okay.'Fashion' can be unbearable but does tickle a bit.

Songs seem well woven with the story and in that regard Bollywood can take cue from Bhandarkar. Though, he shouldn't have been over-indulged and that might have saved the film from being crisp, tight and thoroughly entertaining.