26 Things We Learned from Michael Bay’s ‘Bad Boys’ Commentary

Welcome to Commentary Commentary, where we sit and listen to filmmakers talk about their work, then share the most interesting parts. In this edition, Kate Erbland brings this column once more into the loud, colorful, fast-moving mind of Michael Bay for his commentary on Bad Boys.

We didn’t get enough of Michael Bay’s ego blowing the world up a few weeks ago. We’re interested in more. That’s why in this week’s Commentary Commentary, we’re covering Bay’s first movie, the calling card, if you will, that would eventually launch this man to such great heights, he could make hundreds of millions of dollars playing with toy robots. We’re talking about Bad Boys. No, I’m not gonna sing the song. Thought about it. Decided to pass.

Bad Boys started a lot of things. It began Will Smith’s rise to divine power. It started something with Martin Lawrence that would eventually sputter out some time around Bad Boys II. Poor guy. Black Knight just wasn’t a good idea. Mr. Bay is sure to spew all kinds of love for both of these guys, as well as the massive number of explosions we’ll be seeing throughout the film. His Armageddon commentary was so much fun and surprisingly insightful, so there’s no telling what we’ll be in store for with Bad Boys.

Whatcha gonna do? I couldn’t help it.

Bad Boys (1995)

Commentators: Michael Bay (director, auteur), not nearly enough money.

• “Sometimes people think I’m crazy.” Second sentence in. Of course, it’s over the “A Don Simpson/Jerry Bruckheimer Production” card, so who cares if the director is crazy? He goes on to explain he get this notoriety, because he demanded the miniature MIAMI sign seen at the beginning be directly underneath the landing planes. Personal safety was not an interest for this man, who proclaimed, “It’s gonna be bitchin’.” Scoffing at danger, Bay got his shot, and it looks magnificent.
• The opening car-jacking scene was based on true accounts of how it’s pulled off sometimes with a beautiful woman distracting the drivers. This scene was one of four scenes added to the film after it initially tested. Mr. Bay, humility abounding, points out that it’s his Porsche they used for the scene.
• Bay remembers showing the first scene of Bad Boys to his mother. Mother Bay wasn’t to pleased with the number of times the actors say the word, “fuck.” Bay cut it down from 18 to roughly 12, give or take, to appease his mother. He doesn’t miss a beat blaming Lawrence for all the “fucks,” though.
• He mentions the budget was $17 million, but then states he had $9 million to make it. You be the judge on where that other $8 million went.
• Bay notes the difficulty he had working with the local, Miami crew and how none of them were fully confident in his unorthodox way of shooting and cutting scenes. He goes on to say, “There are no rules to film. That’s the first rule. You can break rules, and you can make your own rules.”
• An introduction to Will Smith’s Mike Lowery was originally in the film, but it was cut. Bay explains it was structured the same way as Lawrence’s character’s introduction, but, instead of a wife and kids, Lowery woke up with two, Latina twins.
• Talking about Smith’s success from Bad Boys, Bay remembers an argument he had with the Fresh Prince about his attire for a gunfight late in the film. Bay wanted Smith running down a street without a shirt on. Smith insisted he keep the shirt on but have it unbuttoned. He still points to that shot as the beginning of his rise to super stardom. Bay does a fine job applauding his two stars here, Smith being a consummate professional and Lawrence being the funniest actor he’s ever worked with.
• Bay recalls getting the project working under Don Simpson and Jerry Bruckheimer. Coming off of a music video career, the director sold the producers on his ability to sell Bad Boys to a much younger audience than the older, English director they were considering. Originally cast were Jon Lovitz as Marcus Burnett and Dana Carvey as Mike Lowery. According to Bay, Lovitz credits not doing Bad Boys for his career. The movie fell apart after an initial test-shooting, Bay’s way of showing the producers, then Jeffrey Katzenberg, what his vision for the film was, and Carvey leaving the project. Bay went back to directing music videos, and Simpson and Bruckheimer continued working to get the project off the ground.
• The early scene at the gym was only supposed to focus on Smith’s character and Karen Alexander’s Max Logan. However, Bay had Lawrence mess around with the gym equipment. All of the cut-aways to his character trying to shadow box and lift weights were improvised on the spot and added after the fact.
• According to Bay, Sony bought the rights to the Bad Boys script from Disney for $3 million. Lawrence had signed on at that point, and the studio wanted to team him with Arsenio Hall. Bay decided to replace Hall with Will Smith after noticing the potential for Smith’s star power from The Fresh Prince of Bel-Air. Arsenio would NOT go on to star in Independence Day, Men in Black, or Wild Wild West, either. Just so we’re all the same page with Arsenio Hall.
• In one particular scene, Joe Pantoliano’s character is standing behind Marcus Burnett. Bay needed it to be one shot, as the budget was cutting into the number of setups he could pull off in any, given day. Joey Pants was not pleased and felt more comfortable sitting on the other side of the desk from Lawrence than directly behind him. He and the director had an argument, but Bay realizes now Pantoliano was trying to work a tight closeup out of him. Bay mentions this is a common thing with actors, showing displeasure with how one shot is working to get one more favorable to your image. “Being a director, half of it is psychology.” “The Psychology of Michael Bay by Michael Bay,” hitting book shelves not soon enough.
• It’s pretty evident at this point in the commentary track that Bay wasn’t pleased with the budget he had to work with on Bad Boys. He notes one day when he and his line producer, Bruce Pustin, got into a heated argument over one shot, the shot where the bad guy’s flaming body gets spit out of the exploding airplane. Everything was setup for the shot on the day they were to film it, but weather kept them from achieving it. A week before production was set to complete, Pustin announced they were wrapped. Bay argued they didn’t get the shot, that it was “where the audience claps.” Bay worked out overtime for the crew out of his own pocket, $25,000, which he mentions was a quarter of his fee, and got the “audience” shot. When he presented it to the studio, the shot included the check he had written that read, “To Columbia Pictures, from Michael Bay, $25,000, a quarter of my directing fee.” He also notes he was, at that point, ready to walk away from the movie business altogether.
• Bay also mentions a fight he had with Smith near the end of production. It was one of the last shots of the movie where Bay wanted Smith to say, “Hey, man, I love you,” to Lawrence. He felt it would show Smith’s character’s softer side, but the actor decided on the day they were to shoot it he didn’t want to say the line. Bay remembers the argument lasted an hour and a half, Tea Leoni and Lawrence joining in at some point. Bay finally relented, saying Smith didn’t have to say the line. He then pointed to the setting sun and explained to Smith, “That’s motherfucking nature, and she’s not fucking waiting for us.” They shot the scene, Smith said the line, and it’s a thing of beauty.
• “We had some funny fights with Martin, too,” says Bay without expanding on that point.
• Bay mentions his mother, going back to Momma Bay for a moment, who wouldn’t let him watch the TV show S.W.A.T. when he was a kid. He’s not sure why he likes making violent films but promises us his next movie is a love story. That’d be Pearl Harbor he’s referring to.
• Bay’s stance as an animal rights activist comes up during the bathroom fight scene at Club Hell. The director was worried about killing the fish that spill out of the busted fish tank. He can’t really remember if the fish were carp or giant goldfish. Either way, safety of the fish was his number one concern.
• “The funny thing about Bad Boys was it was written so white,” says Bay. He remembers the read-through at the start of production and how they were still working from the script written for Lovitz and Carvey. According to Bay, they slowly switched it up to put Smith and Lawrence’s voices to it. Bay would ask Smith and Lawrence each day before filming what they would do differently from what was written. “I guess that line Will just said, ‘Who tore off and whooped your ass now?’ is like, ‘What happened to you?’.”
• He is clearly not happy with the car chase scene after Club Hell. Naturally, he blames the budget and how little time they had to shoot it. The three or four decent-sized explosions just weren’t enough to quench his thirst for action, and, at one point, he says, “It’s kind of hard to comment on these action scenes,” then proceeds to mock snore. And we’ve discovered what bores Michael Bay: Bad Boys.
• After the first screening of the film, there were several scenes that needed to be added for comedy purposes and to “clarify some logic.” The scene at the convenience store was one such scene. Bay remembers TV writers coming up with the idea and then he, Smith, and Lawrence sitting down to “think of words” they could add to the scene. He notes the candies they ask for in the scene were a specific point they had to think of. Evidently it was Smith’s idea to use Bubblicious.
• Don Simpson only arrived in Miami a week before filming was set to begin. Bay notes the producer holed himself up in a hotel and came up with 85 pages worth of notes after reading the screenplay they were working with, essentially 85 pages explaining “what was wrong with Bad Boys.” He presented Bay with the notes two days before shooting began. Bay remembers he slammed the notes down on the table and said, “Jerry, we’re taking our name off this movie.” Bay mentions the producers were more concerned with Crimson Tide, the film they were doing with Disney, than his film.
• Bay brings up the budget again, complaining that the big problem with the film is that they had little money to pay someone to come in and rewrite it. He mentions in the industry today, someone could make up to $100,000 doing a rewrite. Bad Boys had $10,000 to work with. Improvising and Bay working on the script with Smith and Lawrence each day before filming are what saved the film.
• Bay implores us not to think he steals from John Woo. The shootout scene at the hotel was filmed before the director ever saw a John Woo film. The style of the shootout was a result of, you guessed it, the budget. Bay mentions he would tear the hotel apart if he could redo it today. There would be doves, too. Every one of them would explode.
• The foot chase scene after the hotel shootout was all filmed in a single day. Bay makes mention he sees a lot of similarities between this foot chase and a chase scene in Tony Scott’s Enemy of the State. Tony Scott probably had a much bigger budget, though.
• He mentions the studio began backing the project more after seeing the early dailies and realizing the tone Bay was going for. He does note they didn’t give him any more money, though. After the initial screening, which Bay remembers went very well, the studio gave him an additional $2 million to shoot additional scenes. He also mentions Bad Boys was Columbia’s biggest movie in 1995.
• While filming the shot of the Cobra driving out the back of the plane, the vintage vehicle crashed off camera. Bay explains this is why most of the shots involving the car are shot tight with closeups of Tcheky Karyo driving it. A new Cobra was finally attained before they had to film the end chase scene.
• Michael Bay ends the commentary saying the studio wants him to do Bad Boys II, and he would do it if he could get Smith and Lawrence back. “So, who knows?” asks Bay. Who indeed, Mr. Bay? Who indeed?

Best in Commentary

“You could drive trucks through the logic of some of this script.”

“So, there wasn’t a lot of money to do this scene, like all the scenes in this movie.”

Final Thoughts

Michael Bay will NOT stop talking about money. There isn’t much else to gleam off this commentary track for Bad Boys, which explains why so few items are discussed above. Every time he finds something he doesn’t like about the film, he blames the script and how little time they had to shoot it. When he isn’t harping on the budget, Bay resorts to silence. There are long, LONG and frequent pauses in the commentary. Sometimes minutes go by without Bay saying a word, either unable to find something he dislikes about the film or running out of ways to complain about the budget.

The commentary would have benefited greatly from pulling the same thing the Armageddon track did, bringing in actors and producers and cutting them in between Bay’s clips.

These are the main problems with Bay’s commentary track, but they don’t end there. He repeats himself throughout the track. There are a number of times where he mentions Lawrence and Smith were improvising on set or that he would just turn the camera on Lawrence and let him go. Bay also throws out random bits of information without explaining his statements at all. “Oh, this movie is so dated,” he says at one point. The little tidbit about Bad Boys II was interesting, though, so we have that to look forward to.

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Related Topics: Bad Boys, Commentary Commentary, Michael Bay