Kattappa (Sathyaraj) continues to narrate how he ended up killing Amarendra Baahubali (Prabhas).
After vanquishing the Kalakeyas, Amarendra Baahubali is declared as the future king of Mahishmati and Bhallala Deva (Rana Daggubati) is declared as the commander-in-chief. Before the coronation, Rajmata Sivagami (Ramya Krishnan) begins to look for a bride for Amarendra. She instructs Amarendra and Kattappa to tour the kingdom to understand its current state and its people.
Amarendra falls in love with Devasena (Anushka Shetty), a princess of the Kuntala kingdom (7.5 yojanas in the North from Mahishmati) and the sister of the king of Kuntala. Bhallala Deva learns of Amarendra's attempts to woo Devasena and hatches a plot to create a wedge between Amarendra and Sivagami by asking for Devasena's hand in marriage for himself. Sivagami, unaware that Amarendra is in love with Devasena, promises Bhallala Deva Devasena's hand in marriage.
Sivagami sends an emissary to the kingdom of Kuntala, who delivers the marriage proposal in an unpleasant way. Devasena rejects the marriage proposal with harsh words. Sivagami is enraged to hear Devasena's response and orders that Devasena be brought to Mahismati as a captive.
The kingdom of Kuntala is attacked by Pindaris, a dacoit-like army. Amarendra, with the help of Devasena's maternal uncle, Kumara Varma (Subbaraju), is able to nullify the attack and save Kuntala. Amarendra reveals who he is, tries to allay the fears of Sivagami's rage and convinces Devasena to come with him to Mahismati as his future bride.
Upon reaching Mahismati the misunderstanding comes to light. When Sivagami delivers an ultimatum to Amarendra that he must either chose the throne or Devasena, he chooses Devasena. Bhallala Deva is crowned king and Amarendra is made the new commander-in-chief. During the coronation ceremony the people of Mahismati calls out and asks Amarendra not to accept the new designation.
At Devasena's baby shower, Bhallala Deva relieves Amarendra of his duties as commander-in-chief so that Amarendra can be with his wife. Devasena immediately speaks out against the King's manipulation and the mute inaction of Sivagami. Due to further clashes, Devasena and Amarendra are banished from the Palace. Amarendra and Devasena live happily among the people. Bhallala Deva hatches a plot with his father Bijjaladeva (Nassar) to convince Sivagami that Amarendra is trying to assassinate him. Sivagami, convinced that Bhallala Deva's life is under threat and open action would result in factions and civil war, orders Kattappa to assassinate Amarendra. Kattappa, bound by his word to serve the Queen, lures Amarendra by feigning he is in trouble, and then stabs him in the back and kills him.
Kattappa learns of Bhallala Deva's treachery and informs Sivagami. Devasena too arrives to learn of her husband's death with her son, Mahendra Baahubali, in her arms. Sivagami announces the panicked hordes outside her palace that Amarendra is dead and the baby, Mahendra, is the new King.
As Bhallala Deva and his men are about to seize the queen, she flees with baby Mahendra Baahubali and Devasena is taken prisoner for next 25 years. Kunthala Kingdom is destroyed completely by Bhallala Deva. The now ousted Kunthala King (Meka Ramakrishna), leads the rebel group that has indulged in guerrilla warfare against king Bhallala Deva.
After listening to the whole story Mahendra Baahubali alias Shivudu (Prabhas) decides to avenge his father's death by raising his own army with the help of Kattappa and returns to Mahishmati along with Avanthika (Tamannaah) and the people of the city. Bhallala Deva once again kidnaps Devasena and seals the palace, but Baahubali, ingenious like his father, manages to enter the palace to capture Bhallala Deva.
Bijjala Deva tries to brainwash Kattappa reminding him of his forefather's pledge of their allegiance to protect and defend the throne of Mahismati and their duty to be loyal to the king. Kattappa reminds him that Sivagami had declared Mahendra Baahubali king before her death 25 years ago. Bhallala Deva is later defeated by Baahubali and burnt alive on a pyre prepared by Devasena. Ending the cruel regime of Bhallala Deva, Baahubali becomes the new King of Mahismati with Avantika as his queen, declaring peace and harmony.
In the end credits, a child is heard asking an elder whether the son of Mahendra Baahubali will become the next king of the Mahishmati kingdom. To which, the elder replies: "Who knows what Lord Shiva is planning?"
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