The film stars an ensemble cast of largely action film actors consisting of Sylvester Stallone, Jason Statham, Jet Li, Dolph Lundgren, Chuck Norris, Terry Crews, Randy Couture, Liam Hemsworth, Jean-Claude Van Damme, Bruce Willis, and Arnold Schwarzenegger.

In the film, The Expendables undertakes a mission which evolves into a quest for revenge against rival mercenary Jean Vilain, who murders one of their own men and threatens the world with a deadly weapon.

The team consists of leader Barney Ross, blade specialist Lee Christmas, martial artist Yin Yang, weapons specialist Hale Caesar, demolitions expert Toll Road, the unstable Gunner Jensen, and sniper Billy "The Kid", the group's youngest and newest member.

Later, Barney is forced to accept a mission from CIA operative Mr. Church to retrieve an item from a downed airplane in Albania.

Barney recovers a note for Sophia from Billy's body; the team buries their fallen comrade, swearing vengeance on Vilain.

Maggie tells them that the item is a computer, with the location of five tons of refined weapons-grade plutonium in a mine abandoned by the Soviet Union after the Cold War.

The Expendables managed to track the computer's signal and follow Vilain, which leads them to Bulgaria where they stay overnight at an abandoned Russian military base.

The cast is rounded out by Charisma Carpenter (reprising her role as Christmas's girlfriend, Lacy),[31] Swedish actress Amanda Ooms as Pilar, opposition leader in the enslaved village,[32] and Nikolette Noel as Billy's wife.

[22] In July 2011, Mickey Rourke was stated to be reprising his role as Tool;[5] by late September it was reported that he had dropped out of the film,[40] and on October 18 this was confirmed.

[43] On his approach to casting, Stallone said that he was looking for actors who had not experienced recent success in film: "I like using people that had a moment and then maybe have fallen on some hard times and give them another shot.

[55][56] Speaking to Ain't It Cool News about the change, Stallone said "The PG-13 rumor is true, but before your readers pass judgement, trust me when I say this film is large in every way and delivers on every level.

[5][59][60] One of the film's larger set pieces took place at Bulgaria's second-largest airport (in Plovdiv), including gunfights, explosions and car chases throughout the terminal.

[59] On October 27, 2011, while the second-unit stunt team was filming at the Ognyanovo Reservoir 15 miles (24 km) from Sofia, stuntman Kun Liu was killed and another (Nuo Sun), was critically injured in a staged explosion on a rubber boat.

Several other studios, including El Ranchito, Malditochrome, Tata Elxsi, Reliance Mediaworks, and R-Team, also produced effects shots for the film through WWFX.

The cave's interior containing a concealed nuclear vault was subjected to several changes up to two months before the effects' delivery date based on editorial input, including modifications to its scale.

When the trucks break through glass to exit the airport, the scene is entirely digital and was filmed on Chroma screens in the middle of Sofia.

Numerous digital matte paintings were used to modify the winter Bulgarian terrain in different scenes to represent its intended location.

[7] On November 16, 2011, the production received a fine (between $343–$3,440) from the Bulgarian environmental protection agency for unlawfully removing shrubs and small trees from the entrance of Devetashka Cave.

Nikolay Simov of the Center for Bat Studies and Protection at the Bulgarian Academy of Sciences blamed The Expendables 2's production for the reduction.

[67] On January 16, 2012, the Veliko Tarnovo Appellate Prosecutor's Office overturned a ruling by its Lovech equivalent to prevent an investigation of what environmentalists stated to be an "excessive" number of dead bats found in the cave after filming (including several endangered species).

The Veliko Tarnovo Appellate stated that the Lovech Environmental Ministry failed to investigate violations made by The Expendables 2's crew.

His score combined percussion and electronic elements with orchestral music, and was released as the 14-track album The Expendables 2: Original Motion Picture Soundtrack by Lionsgate Records on iTunes on August 14, 2012.

[72][73] Several popular songs also appear in the film, including "The Wanderer" by Dion DiMucci, "Mustang Sally" by Mack Rice, "Crystal Blue Persuasion" by Tommy James & the Shondells, "Groovin'" and "Beautiful Morning" by The Young Rascals, "Rip It Up" by Little Richard, "I Just Want to Celebrate" by Rare Earth, and "You Don't Want to Fight with Me" by Stallone's younger brother Frank Stallone.

The game's plot is a prequel to The Expendables 2, with Barney Ross, Gunner Jensen, Yin Yang and Hale Caesar appearing as playable characters.

Its plot was derived from village scenes in the film, where players can choose their squad from the cast, set up defences and battle the enemy.

The site's critical consensus reads, "Taut, violent, and suitably self-deprecating, The Expendables 2 gives classic action fans everything they can reasonably expect from a star-studded shoot-'em-up — for better and for worse.

"[109] The New York Times' Neil Genzlinger judged the film "pleasantly-dumb fun if you watch with the right mindset", but considered its dialog "embarrassing" (if intended seriously) and the plot formulaic.

Semlyen criticized the plot and what he judged an overuse of references, set pieces and dialogue from the cast's filmography without creating memorable moments of its own.

[113] The Village Voice's Nick Pinkerton found the violence creative, but said that the film was negatively impacted by self-referencing, "joyless one-line nods" and "outright cash-in cynicism" (referring to cameo appearances by some of the actors).

[119] The film sees the return of several cast members and the addition of new ones including Wesley Snipes, Antonio Banderas, Harrison Ford, and Mel Gibson.