When Pain & Gain first came out, I was pleasantly surprised by the dark comedy based on a true story about dumb, but deadly, criminals. After years of Transformers films, Michael Bay had made something truly entertaining that wasn’t bogged down by indecipherable action. At the time, I just thought this is what happens when Bay is forced to make a movie with a small(ish) budget (estimated at $26 million, according to IMDb). So when I saw that he had a new movie coming out, Ambulance, that looked to be smaller in scale than the rest of his filmography, I got excited. Then I saw the ultra-serious preview, and it occurred to me that the budget certainly plays a factor in what kind of movie Bay makes, but it’s the tone that makes a difference.  

Despite becoming a bit of a punchline in the film geek community, Bay tends to make very serious movies. Even if the premise is goofy, like transforming robots or oil-rig workers becoming emergency astronauts, the material is treated with joyless reverence. That’s not to say these films don’t have funny moments because all of them do. But for every goofy scene in a Transformers movie (like John Turturro talking about a robot’s testicles), there are five moments of characters staring meaningfully into a sunset as the world faces utter destruction. This is all a matter of taste, of course. Plenty of people love Bay’s work (hell, I’m one of them, for the most part), but Pain & Gain reminded me of the kind of filmmaker Bay could be — a funny one.

Pain & Gain starts off in typical Bay fashion. There’s a lot of slo-mo and serious music as a SWAT team descends on a muscled-up Mark Wahlberg. But it quickly turns into a frenetic true-crime comedy featuring some of the best performances of the lead actors’ careers. And it all works because Bay and his lead actors are doing something a bit different. 

Instead of presenting these buffed up he-men in masturbatory, spinning low angles, Bay lets them be what they really are — morons. Instead of watching Wahlberg, Dwayne Johnson and Anthony Mackie suit up in military gear to save the world at sunset, we see them dress up as ninjas, tase Tony Shalhoub and hold him hostage in a dildo warehouse. I find that a lot more entertaining than seeing two indistinguishable robots wrestle each other. 

That isn’t to say Bay abandons his typical style for Pain & Gain. There are still plenty of dumbass camera movements that are completely unnecessary. But the content of the film is so different that you only notice them if you’re looking for them. In a movie like Transformers, you can’t help but notice the camera panning around one of the useless military dudes as he stares into the distance during a sunset; it’s a completely unnecessary hero shot just for the sake of it. But in Pain & Gain, that same type of shot is happening as Wahlberg explains some stupid shit to Johnson, who’s just standing around holding a skateboard.

It just comes down to script selection. If Bay would choose more comedies, his films would be more entertaining. His sense of humor isn’t perfect; there are too many fat and gay jokes here, but it’s not deal-breaking). But he is willing to make a film with some pitch-black humor that works if you can get past the true-story element. 

Unfortunately, Pain & Gain appears to be a one-off because Bay hasn’t made anything this humorous since. 6 Underground has comedic elements (if a film stars Ryan Reynolds, it’s basically law that it must be comedic), but it’s still more of an action movie with comedy rather than a full-blown action-comedy. It seems like since Pain & Gain wasn’t a megahit, Bay just wrote it off as a failed effort and went back to the action well. And I don’t get it. Why was he willing to keep churning out Transformers sequels but not willing to take more chances on movies like Pain & Gain

When Pain & Gain first came out, I saw it as a return to the 1990s for Bay, both in tone and story. The ’90s were great for Bay. He made Bad Boys, The Rock and Armageddon. You can see why he might want to return to that decade after critical and (somewhat) popular opinion of his robot movies had soured. But it’s not just the ’90s he needs; it’s the carefree feeling of the ’90s. Now, that feeling might just be bullshit nostalgia, but it’s hard to deny the time period was simpler, especially since the main characters get away with a kidnapping by having the victim leave some messages on answering machines. Smart phones and whatnot would have stopped this plot in a dozen different places. 

The ’90s might be the best decade for Bay, but he doesn’t need to set a film in that time period to recapture what he once had. I really think it’s as simple as choosing a project that is a straight-up dark comedy with only small moments of action. Of course, getting projects made is not so simple as pointing at a script and saying, “That one.” Bay probably has a dozen or more projects at different levels of development that he might or might not direct and / or that might or might not ever be made. But in a simpler, ’90s-style world, it would be nice if he could tone things down and have fun. Pain & Gain is evidence that it can be done. Here’s hoping we see a coked-up Dwayne Johnson in another Michael Bay movie before we see another robot fight.

Random Thoughts / Favorite Quotes

  • This is a Bay-centric article, but most of what I wrote applies to the lead actors as well. Wahlberg has proven his comedy chops a few times, but this film is different because his character isn’t really in on the joke. It’s great to see him willing to play an oblivious idiot. But he’s stuck to pretty standard Wahlberg shit ever since.
  • Mackie is great, too. His random moments talking about being so “swole” that he has to walk sideways through doors are great. He made a couple more comedies after this, but since he’s been sucked into the MCU, he tends to only make serious films when he’s not playing the Falcon.
  • Johnson’s career has become the most disappointing. After Baywatch bombed, it seems like he’s done with R-rated comedies. He’s really leaned into the everyman role lately, which makes no sense. It’s like when they used to make Schwarzenegger play a suburban dad named Adam. Why ignore how ridiculously huge this guy is? Pain & Gain becomes so much funnier once Johnson falls off the wagon of sobriety and spends the second half of the movie coked out of his mind. I cannot think of another film Johnson has made in which he gives such a funny, unique performance. On the other hand, you could take his character from, say, Rampage and switch him out with his character from Skyscraper and those movies would be no different. These safe roles are keeping him from his comedic destiny.
  • I think this is why I return to this film so often. I love it in general, but I also like to watch it to see what could have been for all these guys. I’m not one to dwell too much on missed opportunities in cinema. Rather, I like to look at oddities and appreciate their existence, and Pain & Gain certainly falls into that category.
  • “When it started, America was just a handful of scrawny colonies. Now it’s the most buff, pumped-up country on the planet. That’s pretty rad.”
  • “You know who invented salad? Poor people.”
  • Wahlberg’s job interview ensemble is amazing: jean shorts, short-sleeved shirt and tie.
  • Bay still can’t help himself with some of these establishing shots. Do we need to start inside a fan in Wahlberg’s apartment for a scene that just involves him drinking a protein shake and looking at bills?
  • That’s Kurt Angle who takes a weight plate to the throat like a Frisbee.
  • I think Bay is most at home when he films strip-club scenes.
  • I like to think the doctor Peter Stormare plays in this eventually becomes the doctor he plays in Minority Report.
  • Johnson walks around with a skateboard in this movie but we never see him ride it. I need to see his big, dumb ass on a skateboard.
  • “Look, when this is over, we’ll all go camping.”
  • “You’re not going to tell Jesus anything!”
  • I’ve watched this movie at least 10 times (don’t judge me), and this is the first time I noticed Wahlberg has Scooby Doo seat covers.
  • Wahlberg doing cock thrust push-ups in front of a speedboat in Miami is peak Michael Bay.
  • Coked-up Rock is the best Rock. Screw these bland action heroes he keeps insisting on playing. I just want to see him high on cocaine doing stupid shit, like feeding his severed toe to a tiny dog.
  • Unfortunately, Bay’s sense of humor has stayed in the ’90s. A lot of fat jokes here and a few dashes of homophobia for good measure.
  • Mackie’s rants in this movie are great. “Everybody’s going to eat some of this!”