In the small village of Ramgarh, the retired policeman Thakur Baldev Singh (Sanjeev Kumar) summons a pair of small-time thieves that he had once arrested. Thakur feels that the duo— Veeru (Dharmendra) and Jai (Amitabh Bachchan) —would be ideal to help him capture Gabbar Singh (Amjad Khan), a dacoit wanted by the authorities for a ?50,000 reward. Thakur tells them to surrender Gabbar to him, alive, for an additional ?20,000 reward.

The two thieves thwart the dacoits sent by Gabbar to extort the villagers. Soon afterwards, Gabbar and his goons attack Ramgarh during the festival of Holi. In a tough battle, Veeru and Jai are cornered. Thakur, although he has a gun within his reach, does not help them. Veeru and Jai fight back and the bandits flee. The two are, however, upset at Thakur's inaction, and consider leaving the village. Thakur explains that Gabbar had killed nearly all of his family members, and cut off both his arms a few years earlier, which is why he could not use the gun. He had concealed the dismemberment by always wearing a shawl.

Living in Ramgarh, the jovial Veeru and cynical Jai find themselves growing fond of the villagers. Veeru is attracted to Basanti (Hema Malini), a feisty, talkative young woman who makes her living by driving a horse-cart. Jai is drawn to Radha (Jaya Bhaduri), Thakur's reclusive, widowed daughter-in-law, who subtly returns his affections.

Skirmishes between Gabbar's gang and Jai-Veeru finally result in the capture of Veeru and Basanti by the dacoits. Jai attacks the gang, and the three are able to flee Gabbar's hideout with dacoits in pursuit. Fighting from behind a rock, Jai and Veeru nearly run out of ammunition. Veeru, unaware that Jai was wounded in the gunfight, is forced to leave for more ammunition. Meanwhile, Jai, who is continuing the gunfight singlehandedly, decides to sacrifice himself by using his last bullet to ignite dynamite sticks on a bridge from close range.

Veeru returns, and Jai dies in his arms. Enraged, Veeru attacks Gabbar's den and catches the dacoit. Veeru nearly beats Gabbar to death when Thakur appears and reminds Veeru of the promise to hand over Gabbar alive. Thakur uses his spike-soled shoes to severely injure Gabbar and destroy his hands. The police then arrive and arrest Gabbar. After Jai's funeral, Veeru leaves Ramgarh and finds Basanti waiting for him on the train. Radha is left alone again.

• Dharmendra as Veeru
• Sanjeev Kumar as Thakur Baldev Singh, usually addressed as "Thakur"
• Hema Malini as Basanti
• Amitabh Bachchan as Jai (Jaidev)
• Jaya Bhaduri as Radha, Thakur's daughter-in-law
• Amjad Khan as Gabbar Singh
• Satyen Kappu as Ramlaal, Thakur's servant
• A. K. Hangal as Rahim Chacha, the imam in the village
• Sachin as Ahmed, son of the imam
• Jagdeep as Soorma Bhopali, a comical wood trader
• Leela Mishra as Mausi, Basanti's maternal aunt
• Asrani as the Jailor, a comical character modelled after Charlie Chaplin in The Great Dictator (1940)
• Keshto Mukherjee as Hariram, prison barber and Jailor's side-kick
• Mac Mohan as Sambha, Gabbar Singh's sidekick
• Viju Khote as Kaalia, another of Gabbar's men whom he kills in a game of Russian roulette
• Iftekhar as Inspector Khurana, Radha's Father
• Helen in a special appearance in song "Mehbooba Mehbooba"
• Jalal Agha in a special appearance in song "Mehbooba Mehbooba"
• Raj Kishore as a jail inmate with gayish mannerisms

Development

The screenwriter pair Salim-Javed, consisting of Salim Khan and Javed Akhtar, began narrating the idea for Sholay as a four-line snippet to filmmakers in 1973. The idea was rejected by two producer/director teams, including directors Manmohan Desai and Prakash Mehra. About six months after the release of Zanjeer (1973), Salim-Javed got in touch with G. P. Sippy and his son Ramesh Sippy, and narrated the four-line snippet to them. Ramesh Sippy liked the concept of Sholay and hired them to develop it. The original idea of the film involved an army officer who decided to hire two ex-soldiers to avenge the murder of his family. The army officer was later changed to a policeman because Sippy felt that it would be difficult to get permission to shoot scenes depicting army activities. Salim-Javed completed the script in one month, incorporating names and personality traits of their friends and acquaintances. The film's script and dialogues are in Hindi-Urdu, primarily Urdu. Salim-Javed wrote the dialogues in Urdu script, which was then transcribed by an assistant into Devanagari script so that Hindi readers could read the Urdu dialogues.

The film was loosely styled after Akira Kurosawa's 1954 film Seven Samurai, and is a defining example of the Dacoit Western film, combining the conventions of Indian dacoit films, especially Mehboob Khan's Mother India (1957) and Dilip Kumar's Gunga Jumna (1961), with that of Westerns, especially Sergio Leone's Spaghetti Westerns such as Once Upon a Time in the West (1968) as well as The Magnificent Seven (1960). It also some plot elements borrowed from the Indian films Mera Gaon Mera Desh (1971) and Khote Sikkay (1973). A scene depicting an attempted train robbery was inspired by a similar scene in Gunga Jumna, and has also been compared to a similar scene in North West Frontier (1959). A scene showing the massacre of Thakur's family has been compared with the massacre of the McBain family in Once Upon a Time in the West. Sholay may have also been influenced by Sam Peckinpah's Westerns, such as The Wild Bunch (1969) and Pat Garrett and Billy the Kid (1973), and George Roy Hill's Butch Cassidy and the Sundance Kid (1969).

The character Gabbar Singh was modelled on a real-life dacoit of the same name who had menaced the villages around Gwalior in the 1950s. Any policeman captured by the real Gabbar Singh had his ears and nose cut off, and was released as a warning to other policemen. The character was also inspired by Gunga Jumna, where Dilip Kumar's character Gunga is a dacoit speaking with a similar dialect, a mix of Khariboli and Awadhi. The character was also influenced by the villain "El Indio" (played by Gian Maria Volontè) of Sergio Leone's For a Few Dollars More (1965). Soorma Bhopali, a minor comic relief character, was based on an acquaintance of actor Jagdeep, a forest officer from Bhopal named Soorma. The real-life Soorma eventually threatened to press charges when people who had viewed the film began referring to him as a woodcutter. The main characters' names, Jai and Veeru, mean "victory" and "heroism" in Hindi.

Casting

The producers considered Danny Denzongpa for the role of bandit chief Gabbar Singh, but he could not accept it as he was committed to act in Feroz Khan's Dharmatma (1975), under production at the same time. Amjad Khan, who was the second choice, prepared himself for the part by reading the book Abhishapta Chambal, which told of the exploits of Chambal dacoits. The book was written by Taroon Kumar Bhaduri, the father of fellow cast member Jaya Bhaduri. Sanjeev Kumar also wanted to play the role of Gabbar Singh, but Salim-Javed "felt he had the audience’s sympathy through roles he’d done before; Gabbar had to be completely hateful."

Sippy wanted Shatrughan Sinha to play the part of Jai, but there were already several big stars signed, and Amitabh Bachchan, who was not very popular yet, lobbied hard to get the part for himself. He was cast after Salim-Javed recommended him for Sholay in 1973; Bachchan's performance in their first collaboration, Zanjeer, convinced Salim-Javed he was the right actor for the film.

As cast members had read the script ahead of time, many were interested in playing different parts. Pran was considered for the role of Thakur Baldev Singh, but Sippy thought Sanjeev Kumar was a better choice. Initially, Salim-Javed approached Dilip Kumar to play Thakur's role, but he turned down the offer; Dilip Kumar later said it was one of the few films he regretted turning down. Initially, Dharmendra was also interested to play the role of Thakur. He eventually gave up the role when Sippy informed him that Sanjeev Kumar would play Veeru if that happened, and would be paired with Hema Malini, who Dharmendra was trying to woo. Dharmendra knew that Kumar was also interested in Malini.

During the film's production, four of the leads became romantically involved. Bachchan married Bhaduri four months before filming started. This led to shooting delays when Bhaduri became pregnant with their daughter Shweta. By the time of the film's release, she was pregnant with their son Abhishek. Dharmendra had begun wooing Malini during their earlier film Seeta Aur Geeta (1972), and used the location shoot of Sholay to further pursue her. During their romantic scenes, Dhar