|The film commences from where the previous film ended with Shoaib Khan (Akshay Kumar) being the reigning don after successfully assassinating his mentor Sultan Mirza (Ajay Devgn) thus earning the respect and reverence of the people. 12 years later, he is still the charismatic and suave womaniser who has extended his empire up to the Middle East. His only 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 teen spotted by Shoaib during one of his visits to the slums, where he spent the early years of his life, now a young lad.
Now a much older Shoaib returns to Bombay to finish off Rawal (Mahesh Manjrekar), another gangster who revolted against him when he expressed his desire to take over the complete reigns of Bombay. Although the city still being his first love, a rising starlet, Jasmine (Sonakshi Sinha) has caught the fancy of Shoaib's heart. Jasmine is an upcoming actress, whom Shoaib makes famous by rigging awards for her 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 aide of his, Jimmy, to finish off Rawal. Jimmy fails to assassinate Rawal who flees the scene and further botches up the plan by accidentally killing Rawals innocent girlfriend, Sonia. Thus Jimmy is apprehended by the Police who are hot on the trail of Shoaib since the news of his arrival to Bombay is not unknown to them. Jimmy on the other hand owing to loyalty to Shoaib does not confess his crime in the interrogation and is soon freed due to lack of substantial evidence with the true intention being to draw out Shoaib, the king pin from his hiding who has eluded Mumbai police for the previous 12 years and this being their last opportunity to catch him on Indian soil instead of wounding up in an embassy for an extradition.
Shoaib suspicious of Jimmy's loyalty and possibility of becoming a police informer decides to finish him off himself but Aslam instead takes the task upon his shoulders citing possible involvement of the Police. Aslam along with Dedh Tang and few thugs dress up as rival bike-gangs and ensue in an argument which soon turns into a physical brawl. The plain clothed police at the site try to control the chaos and in the mean time Aslam corners Jimmy. A Police Officer stops Aslam but Shoaib appears out of nowhere and murders Jimmy injuring the Police officer. A chase between the Police and the two gangsters ensues with the police failing to catch the two who escape in Shoaibs Mercedes.
In the mean time Shoiab and Aslam both have befriended Jasmine whilst Shoaib going so far as to buy her a house, Jasmine realises Shoaibs feelings towards her but rejects his advances bluntly. To this an enraged and disappointed Shoaib slaps her and tells her to leave the house. Later when he is unsuccessful in earning her love after buying her a lavish house and presents wrecks havoc in her film shoots and stalls them. Aslam also tries to confess his love for her but is interrupted by Jasmine before he could do so who forbids him to meet her as her family has already fixed her match with someone else.
Rawal is informed about Shoaibs love for Jasmine thereby deciding to use this against him and shoots her when she was being dropped by Aslam to her house. She is rushed to the Hospital by Aslam. In the Hospital when Shoaib visits the ailing Jasmine he claims that both of them love Jasmine. After a visibly scared Aslams vehement denials, Shoaib asks him to fake it so that Rawal under the false impression of the duo's rivalry tries to use Aslam as a pawn against Shoaib.
Rawal falls for their intentions and calls Aslam in the hospital. Aslam playing along their decision reveals Shoaib's hideout after Rawal successfully convinces him of Shoaibs true nature at the end. When Rawal reaches Shoaibs residence, who on the other hand is actually lies in wait of Rawal at the garden behind with a sniper rifle anticipating his arrival kills both his henchmen and subsequently Rawal himself in full public view.
While Shoaib is rejoicing his victory which further consolidates his position as the dreaded gangster of the city and at the same time contemplating a flight to foreign land owing to the Police's eagerness to stop him due to his identification by the onlookers in the murder which occurred in broad daylight. On their way back Dedh Tang accidentally mentions Aslam's affection for Jasmine. Shoaib bursts in anger and decides finish him. Jasmine after returning to her senses requests Aslam to take her away from Shoaib and they flee on a bike after being warned by Dedh Tang who realising his mistake desperately tries to warn the lovers by honking his car. Shoaib furious after failing to catch them notices Dedh Tang's act and sends his dead body to Aslam along with Akbar who badly injures Aslam but fails to match up to his physical strength. Aslam calls up Shoaib and says that he will not buckle under his orders and that he will live as long as he is alive only for Jasmine. Shoaib arrives in Dongri inspite of Javed's repeated warnings and confronts Aslam. Aslam gets badly beaten up by Shoaib but does not retaliate and receives severe physical blows. Suddenly Inspector Sawant appears and fires at Shoaib. Aslam pushes Shoaib away from the bullets way and takes them himself. After a gun battle between Shoaib and Inspector Sawant both of them get injured and Javed drags away the injured Shoaib. In the penultimated film, a bullet ridden and dejected Shoaib reads out the letter he failed to give to Jasmine at last in the cargohold of a Bombay outbound ship.