Michael Bay had been wanting to make this film since 2000. But first announced the film after the release of Transformers: Revenge of the Fallen (2009). However, He delayed doing so multiple times in favor of the Transformers sequels. He specifically said he wanted to make a small inexpensive film as a change of pace. Bay stated he wanted to do Pain & Gain between the second and third Transformers films. The project was put on hold when Paramount gave the third film, Transformers: Dark of the Moon, a 2011 release date. Bay became interested in the project due to the fact that the home of Frank Griga belongs to Bay. It is also the former Miami home of Hulk Hogan. In February 2012, it was confirmed that the budget for the film would be $26 million and was to be funded by Paramount Pictures as part of a two-picture deal with Bay, making it the cheapest film he has ever directed, since his first feature film Bad Boys (1995), thanks in part to Bay, Johnson, and Wahlberg not taking salaries. They instead signed on in exchange for back ends on the film's profits.
The film stars Mark Wahlberg, Dwayne Johnson, Anthony Mackie, Tony Shalhoub, Ed Harris, Rebel Wilson and Ken Jeong. The cast were hopeless from start to finish. They themselves filled with nothing but "manly" silliness and just pure Michael Bay testosterone that is a hallmark of all his films. The only commitment that the actors have made to their on-screen counterparts was to bulk up to hulking masses. For his role as a body builder, Wahlberg bulked up to 212 pounds for this film. Wahlberg was in the process of trying out supplements for his own line of body-building products while bulking up for his movie. So he said he effectively got a body-builder physique by using his own products. Bay also wanted Mark Wahlberg to be as tan as possible. So Wahlberg, throughout filming, had to get a full-body fake tan every week for the movie. Mark Wahlberg said that his sons loved the enormous, muscular, body-builder physique that he was sporting during filming, but his daughters hated it. Johnson bulked up to nearly 300 pounds for his role. Anthony Mackie put on 17 pounds of muscle for the role and bulked up to 213 pounds. He had only 3 weeks to train before filming began.
Simon says Pain & Gain receives: