For 30 years, Joe Pantoliano has been a powerful force in the Bad Boys franchise. But now, with his Captain Conrad Howard returning from beyond the grave in Bad Boys: Ride or Die—out June 7—to guide his protégés Mike Lowrey (Will Smith) and Marcus Burnett (Martin Lawrence), the man affectionately known as Joey Pants believes he’s earned a Star Wars–themed nickname: “I’m Obi-Wan Captobi.”

Though Pantoliano has somehow never appeared in a galaxy far, far away, he’s almost impossible to miss anywhere else. Among the memorable credits on his long, diverse résumé are Risky Business, The Goonies, Midnight Run, The Fugitive, Bound, The Matrix, Memento, Daredevil, and an Emmy-winning turn on The Sopranos. “They’ve got to start doing the one degree of Joey Pants,” Pantoliano says with a laugh. “Fuck Kevin Bacon!”

But it’s hard for any of those projects to match the longevity and experience of Bad Boys. Hitting theaters in 1995, the franchise’s first outing marked the feature directorial debut of young music video auteur Michael Bay, and the first starring film roles for sitcom actors Smith and Lawrence. With a promising but inexperienced team leading the charge, producer Jerry Bruckheimer turned to Pantoliano for the part of Howard, Mike and Marcus’s fiercely loyal but often irritated captain.

“He’s such a good actor, he’s got so much great energy and he’s just got this wit about him—and nobody plays exasperation better than him,” Bruckheimer tells Vanity Fair of his longtime collaborator. “It’s hard to work with him, because he gives you so much good stuff that it’s difficult to edit down.”

Bad Boys was a hit, leading to an even bigger, Bay-ier sequel, 2003’s Bad Boys II. Seventeen years later, the threequel Bad Boys for Life earned the notable distinction of being the highest-grossing domestic movie of 2020. (Good thing their release was in January). The most shocking twist in that film comes when Captain Howard is suddenly shot dead (by the cartel assassin son that Mike never knew he had with a witch, but that’s a story for another day). “It was a lot of angst about killing him,” Bruckheimer says. “But we brought him back, so we couldn’t stay away.”

To celebrate his improbable Bad Boys return (and probable swan song), Pantoliano spoke with Vanity Fair about his long relationship with Smith and Lawrence, negotiating a “death tax” on Bad Boys for Life, and realizing something about himself: “It’s like I’m not even Joe Pantoliano anymore—I’m just Joey Pants.”

Vanity Fair: Is it a bit surreal to be starring in a fourth Bad Boys movie? Even a sequel probably seemed far-fetched back when you made the original.

Joe Pantoliano: I might be wrong, but it feels like the whole sequel, branding thing was new. We did a sequel to The Fugitive, and then Goonies, they’ve been talking about doing a sequel for 40 years—and they’ve gotten close. But with Bad Boys, after the second one, there was a 17-year hiatus, and so it is exciting. On a technical level, for me, what they’re capable of now is just mind-blowing. Ride or Die, there’s that third act sequence in the theme park with the use of the drone camera and the choreography and going in so close to those actors, I felt like I was at some kind of Disneyland ride—a really dangerous Disneyland ride. I think [Ride or Die] is the best one they’ve done.

What do you remember being the initial appeal of the first Bad Boys and the role of Captain Howard?

Well, in those days, I was just happy to get a job. The idea of working with Bruckheimer and [producer Don] Simpson was an amazing opportunity. Michael Bay was an untested filmmaker; he was a kid that everybody was talking about. And the process of making Bad Boys and rehearsing and reworking; I like that kind of impressionistic filmmaking. As far as studio pictures go, it was a low-budget movie with all of the bells and whistles that came with that period. And then on the second one, Michael had the money to make the movie that he wanted to make.

Coming into Bad Boys, Will and Martin were sitcom stars and had never led a movie before. What were your early impressions of your young costars? Could you sense the trajectory they were about to go on?

I didn’t have the opportunity to sit back and evaluate the work. Michael didn’t shoot traditionally like I was used to, so I was always somewhat personally lost. And sometimes it felt good in between action and cut. Most of my stuff was with Martin, and he’s a comic genius, so whatever he was throwing at me, I’m taking it. It’s always exciting to work with those guys.

One of the most memorable scenes of the franchise is the basketball sequence from the first movie. Smoking a cigar while shooting hoops is a wild choice, and it was impressive how badly you were missing.

Yeah, I had to work hard to do that! We shot that scene about a week and a half before the movie opened. I was on a looping stage with Michael and he says to me, “We are adding a scene, we’re going to shoot it next week.” I said, “Michael, what’s wrong with this picture?” I was working on something else, so my head was completely shaved, and I said, “Look at me.” They were like, “Holy Christ.” They had to build a full wig in four days. Then we went on a soundstage, they built that basketball court, and we improvised it.

I have to mention that the overwhelming shadow on all of these movies is Jerry Bruckheimer. Bruckheimer is the most creative, artistic producer. He’s got an incredible eye, and so his influence over his directors is big. On a creative level, I started working with Will and Martin and we were actors in a movie, and then on the second one, I’m working with movie stars in a movie, and then the third and fourth one, I’m actually in Will Smith's employ—now he’s my goddamn boss! [Laughs.] And on this last one, Martin’s an EP on it. So I couldn’t be happier. Seeing No. 4, the thing that I walked away with is that they’re just so goddamn funny. The chemistry between Martin and Will, they’re like Tracy and Hepburn. You can’t put it in a bottle—it’s magic.

Before we get to Ride or Die, we have to talk about Captain Howard’s demise in For Life. What’s the conversation like when they call you up to say, We’re finally making a third movie, but we’re killing you off?

I gave them two prices. If you kill me, it’s going to cost this much, and if you don’t kill me, it’ll be this much. If you don’t kill me, it’s a bargain, but I wanted a death tax. [Laughs] But, to the fans, God bless you, because I think they got a lot of mail about killing me off. And it came down to me that Will is going, “We got to get the Captain back in the movie.” And during COVID, I was up here in Connecticut, we went for a walk with the dogs, and while I was waiting to cross the street, there was a two-car collision and I was struck. It sent me to the hospital and I was a mess. And I got flowers from Will and Martin and Jerry, and I thought, That is so sweet. But, in the back of my mind, I thought, Well gee, maybe they’re going to make four and they’re bringing me back. There’s no real reason for them to send me flowers. And then when I got the call, I was so happy. I told them, “Why couldn’t you just put me in a hospital bed, pretending that they killed me? Put me undercover like they did in The Godfather!”

In the moment, Captain Howard being shot was a gut punch, but with the scene between you and Will right before, it felt perfectly done.

It was so good for the movie. And I have a history of dying in the movies, both creatively and business-wise. Let’s face it, I’ve been in some dogs too!

Did you approach Ride or Die as an unexpected second-life, even if a brief one?

The old joke for actors who would get small parts is the agents are always overselling and saying, “Look, it is only a couple of scenes, but they talk about you all the time!” And that’s the part that I’m playing. Any time, any place, anywhere that you have the luxury to be able to act is a blessing—and then you have the ability to be acting with Martin, that tender scene that I have with him, and that moment that I have in the end with Will. And then to see it on the IMAX screen [at the premiere] was like, Wow, thats what heaven looks like.

Since the Ride or Die trailer dropped, my friends and I have become obsessed with Captain Howard saying, “You’re my bad boys” to Mike and Marcus.

Thank you! That’s already being quoted, like “Woosah.”

Are you still getting “woosah” all these years later?

Oh yeah. I do work with mental health and the destigmatization of brain disease, when I went to Iraq and Afghanistan to visit the troops and talk to them about taking care of themselves, I felt like Bob Hope, going out in front of 500 people, and all the GIs are going, “Woosah! Woosah!” Fantastic.

The whole reason that Captain Howard starts saying “woosah” is to calm down, since he’s always getting worked up and screaming. Is there a challenge to scream-acting?

I’ve always had a big mouth. And my job has always been to breathe life into underwritten characters. I call those parts the, “Screaming to get into my office, screaming to get out of my office” parts, and to be able to stand out when you’re standing next to Will Smith and Martin Lawrence, now that’s acting!

Do you think we’ve seen the last of you in Bad Boys? I’m not sure where we could go now.

I don’t think it looks too good for Captain Howard. I mean, especially that they’ve got his daughter and his granddaughter in the fucking movies now. [Laughs.] But I’m happy to pass the torch.

Would you say that Captain Howard is the role that you’ve become the most synonymous with?

Yeah, it’s Bad Boys, Matrix, Fugitive. For the connoisseurs, like the college-educated, it’s Memento. For the LGBTQ+, it’s Bound. Also, La Bamba, Eddie and the Cruisers. The diversity and the fan base, I’ve been stunningly fortunate. It’s related to the zip code, like the movies that people come to me with is based on where they grew up.

I like the idea that there’s so many options that there needs to be multiple versions of the Joey Pants Mount Rushmore.

They’ve got to start doing the one degree of Joey Pants! Fuck Kevin Bacon! [Laughs.]

You mentioned The Matrix, which Will famously passed on. Did you two ever discuss that?

I never knew it. For me, it was always Keanu Reeves and then Laurence Fishburne. The Wachowskis asked me to introduce them to Laurence, and we did that at the Tyson-Holyfield fight the night that Tyson bit Holyfield's ear off. So it was pandemonium. But you never know. Especially like Bad Boys 4—there’s what they call schadenfreude, people take pleasure in seeing somebody become miserable. So a lot of people want to see this movie fail, right? And so at the [premiere] the other night, to see seasoned industry people, who are all jaded, jumping out of their seats…. in a career that’s spanned close to 50 years, that’s only happened a couple of times: Bad Boys II, Bad Boys 4, and Fugitive.

When did the Joey Pants nickname really catch on?

That started when I was a kid in Hoboken, when I was four or five years old. The old timers, my grandparents, were born in Italy and came here, and so the European accents, the Italian, German, Dutch, that evolved into a Jersey accent, and “pantaloni” is pants in Italian. So the grandkids, my generation, shortened it to Joey Pants. And so when I went to Hollywood, I thought I was able to dodge that nickname. But because it was difficult to say “Pantoliano,” even I started doing it. I’d say, “Yes, Joe Pantoliano for so-and-so,” and they’d be like, “How do I say that?” “Just say Joey Pants, like a pair of pants.” And so it never left me—it’s been following me my whole life. I did an on-camera interview yesterday in New York, and on the chyron card, they introduced me as “Joey Pants.” So it’s like I’m not even Joe Pantoliano anymore—I’m just Joey Pants.

Is it true that there are actual Joey Pants pants for purchase now?

Yes! They’re fantastic. They’re work pants—I’ve actually got them on right now. I garden with them. They even have a zipper on the knee, you can put pads in the pants. And they’ve got like 13 pockets!

What’s left for Joey Pants to do?

Well, like Gary Cooper said, good parts and good pictures. Getting a job is easy, but getting a job in a movie that’s going to be successful and something you can be proud of, that’s mercurial—that’s the miracle business. I get asked advice all the time about being an actor, and I’ve kind of narrowed it down to just one sentence, which is making yourself available to be lucky. Because talent is the last thing you need in show business