While shooting near a poolside in Bangkok for their forthcoming film "Khalbali", the cast and the crew were constantly distracted by a group of topless women relaxing there.

"Director Ajay Chandok was shooting a song there, " a source said.

"The women weren't conscious of the people around. But no matter how hard the crew tried to ignore the sight, it was not possible for them to concentrate on the work, " the source added.

"Khalbali" stars Nikhil Dwivedi, Chunky Pandey, Rajpal Yadav, Shruti Seth and Johny Lever, apart from others.