The movie commences from where the previous film ended with Shoaib Khan being the reigning don after successfully assassinating his mentor, thus earning the respect and reverence of the people. 12 years later, he is still the charismatic and suave man with womanising skills who has extended his empire up to the Middle East on the west. His sole companions and friends are Javed (Sarfaraz Khan), who oversees his illegal and shady work for him, his old-time love Mumtaz (Sonali Bendre) and Aslam (Imran Khan), a youth spotted by Shoaib during one of his visits to the slums, where he once spent the early years of his life.

Now much older, Shoaib (Akshay Kumar) comes back to Bombay after years to finish off Rawal (Mahesh Manjrekar), another gangster. Although the city still being his first love, a rising starlet, Jasmine (Sonakshi Sinha) has caught the fancy of Shoaib's heart. Jasmine is a forthcoming movie star, whom Shoaib makes famous, and showers her with gifts. In due time, this passion takes the shape of obsession for Shoaib. On the other hand, he sends Aslam along with another trustworthy goon, Jimmy, to finish off Rawal. As they arrive, Rawal switches the lights off and Jimmy unknowingly kills Rawal's apparent girlfriend instead.