Paresh Rawal was signed for Akshay Kumar's role. The producer dropped him to add more commercial value to the film. Thus he signed Akshay.
Ajay Devgan was offered the part of Shekhar Verma played by Akshay Kumar. But he chose to play the negative character of Yashwant Angre.
Akshaye Khanna was offered 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.
Rajkumar Santoshi wanted to make a film about cops with Amitabh Bachchan ever since he was involved as an assistant in Ardh Satya (1983).
Jaya Prada had a full-fledged role, but because of her commitment to her sick husband who was hospitalized, her role was trimmed down to a guest appearance.