Plot

A generation-old rivalry is rekindled.

A generation-old rivalry between Kaleen Bhaiya, his father, and Rati Shankar is rekindled. 20 yrs ago Satyanand, Kaleen and Rati worked together to kill Ajit Thakur, the prevailing don of Mirzapur. But when Ajit was deposed, Satyanand claimed Mirzapur in the name of Tripathi's (by naming his 2 successors as Kaleen and Munna (who was just a kid then), which angered Rati (as he is only acknowledged as a loyal member of the household). That night Rati attacks Satyanand. In the ensuing melee, Kaleen stabs Rati and Maqbool burns his face with a hot iron. Rati shoots at Satyanand's wife, but he comes in the way and takes the shot in the back, paralyzing him from the waist down. But still Satyanand tells Kaleen not to kill Rati. In the hospital, Satyanand forgives Rati and tells him to rule Jaunpur going forward and tells him to stay away from Mirzapur.

Sharad refuses to join his father Rati Shankar's business and wants to complete his Btech and Masters. Rati wants Mirzapur at any costs, but Sharad wants him to be content with Jaunpur. Sharad advises Rati to wait till Kaleen is out of Mirzapur, to plan an attack on him. J.P. Yadav (Pramod Pathak, younger brother of Chief Minister Surya Pratap Yadav) demands election funds from Kaleen Bhaiya. JP basically says that if Kaleen cannot come up with the funds, then they can hand over the territory of Mirzapur to any other businessman, including Rati Shankar, who is in touch with them. JP has ambitions to become a meaningful politician in his own right.

Both Golu and Sweety tell Parshuram that Munna is a goon and that Sweety has no interest in marrying Munna. Meanwhile Beena pays Radhiya to be sexually assaulted by Munna, every night he comes back from his daily nonsense. Munna is like an animal in bed and can go on for hours.

Kaleen meets Lala (Anil George, father of Shabnam and the maker and seller of opium) (Lala smuggles Opium from Nepal into Mirzapur) to ask for an extra supply of Resham (opium). Shabnam (Shernavaz Jijina) is Lala's daughter, who is about to get married. She is good friends with Dimpy. On the way back gets ambushed (at a lassi shop, that Kaleen is known to stop by every time he moves out of Mirzapur) by Rati Shankar's assassins (Kaleen is shot in the arm and is saved by Maqbool who returns fire with his machine gun). He captures two of the assassins and questions them. He gets to know Rati Shankar is targeting his family. Kaleen orders Maqbool to hand the assassins and their entire families in the town center for the entire public to see. Munna wants to attack Rati Shankar now, but Kaleen wants to take advise from all neighboring dons and strike when the time is right.

Kaleen Bhaiya/Tripathi gives control of his gun ring to Guddu and Bablu asking them to expand it. Guddu and Bablu get a inside look into Kaleen's gun making factory. They learn that gun barrels are basically the steering rods on old trucks and ambassador cars. Bullets are usually supplied by local police, who fudge their firing records (eg they show 100 bullets fired, when only 10 were used and sell the 90 to Kaleen). They also refill fired bullets. Munna explains to Guddu and Bablu, how they have a network of distributors, who further sell their guns to end customers.

Munna confides in Beena that Kaleen thinks he is an idiot. Beena sympathizes with Munna. Tripathi's wife, Beena, has sex with someone other than Tripathi (Coz she was on top, and Kaleen never allows her to be on top).