Rajkumar Santoshi narrated the story of the movie to Amar Singh (politician), who had arranged the meeting with Amitabh Bachchan and the film started with his blessings. Also, during the film's production he went out of his way to obtain permission to shoot on the train. Hence the reason Amar Singh is thanked in the opening credits.
Akshaye Khanna was due to play the role that eventually went to Tusshar Kapoor. He declined because of the scene where Amitabh Bachchan is forced to be slapped, and felt it was too disrespectful. Had he signed on, the main cast's first names would've all began with A - Amitabh, Akshaye, Akshay, Aishwarya, Ajay, Atul.
While filming in Nashik, Aishwarya Rai was hit by an out-of-control jeep and was thrown back into some bushes by the side of the road. She and Tusshar Kapoor were rehearsing a scene where the jeep was supposed to come and stop 20 feet away from them. However, the jeep driver lost control and did not brake. She suffered a fracture on her left foot and some bruises.
One of the biggest multi star rear film of that year which had many big stars like Amitabh Bachchan,Ajay Devgan,Akshay Kumar and Aishwariya Rai.With known faces like Tushar Kapoor,Atul Kulkarni,Tanu ,Jaya Parda,Prakash Raj,Sabyasachi Chakrabarthy and Ashwini Kalsekar.
Film was shot at many places in Maharashtra.The fictional city of "Nairoli" shown in the film is actually the city of Apta near Panvel. The railway station of Apta was rechristened as Nairoli for the scene featuring the shoot-out at the station.