Fardeen Khan was the first choice for John Abraham's role. But since Fardeen is taking a break from films since 2010, he refused the film . Anees had a very good relationship with Feroz Khan and wanted to continue the tradition by casting Fardeen. Fardeen's main reason for refusing was his commitment to his home production "Firauti" opposite Katrina Kaif. This is when John Abraham was then signed for the film.
After Feroz Khan passed away, Amitabh Bachchan was considered to step into his role in the sequel. It was then decided to write a new character that was to be eventually played by Nasseruddin Shah .
Asin and Sonakshi Sinha were considered for female lead but due to date problems Shruti Hassan got role.
Nana Patekar received a hair transplant during the film. Thats why his hairline appears higher and lower in several scenes.
Rekha was considered for Dimple Kapadia 's role when Amitabh Bachchan was about to be signed for the film.