Actor Bokeem Woodbine appeared in his share of critically-acclaimed movies including Jason's Lyrics, Panther and Dead Presidents in the 1990s. But his most memorable starring role to date may not be in a motion picture.

Woodbine portrayed the lead character in Tupac Shakur's "I Ain't Mad At Cha" video. Released shortly after 'Pac's untimely death on September 13, 1996, the clip begins when Shakur gets killed by an unknown gunman—an eerie coincidence considering that the rapper died as a result of gunshot wounds—while Bokeem's character stands by his side. caught up with Woodbine to discuss the making of the classic visual and his interaction with 'Pac.—Carl Chery When did you first meet Tupac?

Bokeem Woodbine: I first met ‘Pac when I got the call that he wanted me to be in his video. The way it went down is they sent the car for us and they dropped me off to the set where he already started shooting the “I Ain’t Mad At Cha” video. Some of his people ushered me to meet him. He was very, very cool and one of the first things he said to me was that he was so happy that I was gonna be involved in the video and that his management, some people close to him, suggested other actors that they wanted to be in the video. He said, "I wasn’t gonna do this video with anybody but you." Right then and there I realized that I gotta try to do the best job I can in this video because this brother specifically wanted me to play the part. We weren’t gonna shoot that day for us to get to know each other, to vibe and just chill. So I went to his trailer and he had his peoples with him and he said, “You smoke?” And I was like, “Yeah, I smoke.” It was like the Sultan of Brunei, it was like, chop, chop. Right away somebody was sent to roll me a blunt. He was like, “Do you drink?” and I was like, “Yea.” So he was like, “bring him a bottle of Cristal.” For self, you know? He was like, “You eating?” I was like, “Yea.” He said, “Bring him a plate." At the time I was a single man and I was thinkin' to myself, “I should have told ‘Pac I like girls.”

Funny. I was wondering if you really did try to "holla at the hoochies with the same line?"

We were so focused on making it the best video it could be that that’s where the focus remained. He told me he had just finished doin' that ["How Do U Want It"] video with Jodeci and them cats. I don’t know if you remember, but that was intense. They had the R-Rated version of the video a while back. He actually told me he was a little physically tired. He had been partyin' with them for a while right before we started shootin' our video. We never really got to hang out like that… we hung at different parties and stuff like that. It was always love when we saw each other, but he was really intent on tryin' to make that video as hot as it could be.

Can you share some of the conversations you two had on set?

Well, it was more about. The stuff that we talked about. He was kinda happy to be out. He had been locked down for a second. He was really happy to be out and the fact that he wanted to make this video as cool as he could be. He was crackin' up at some of the extras that looked like some of the legendary people that have passed on like Jimi Hendrix and all them cats. He thought it was hilarious that they were dressed up like that and how some of them looked so much like the person they were portrayin' and how some of them looked nothin' like the person they were portrayin'. Him and some of his crew were tradin' war stories or whatever. I was cool with ‘Pac but I didn’t really know his crew. So when the conversation went too far in that direction I started thinkin' I’m hearin' somethin' I’m not supposed to hear. He caught wind and the vibe changed and he just made sure the conversation changed. I don’t like to know details. I don’t even like to ask questions so he changed the direction of the conversation. We took about... it had to be four rolls of film, just me and him vibin' so I know those pictures are somewhere out there. He was just the epitome of hospitality. He wanted to make sure I was comfortable, well fed. It was fantastic. I was a huge fan of him, so to get to meet him under those terms and have him be so hospitable was a thrill.



How big of a ‘Pac fan were you?

I was always a huge admirer of his because he just put so much intelligence in a genre where sometimes it lacks, but also during that time period he had a lot of competition as far as people who were speaking intelligently because Wu-Tang was coming really, really, really strong at that time. And so for him to be able to stand on his own in the midst of that kind of climate because rappers were really tryin' to raise the stakes as far as displayin' wits, the ability to flip a metaphor, comin' with correct beats. [DJ] Premier was still doin' his thing strong then too, so it was a very competitive field to be in.

For ['Pac] to be able to stand on his own and really have a lot of charisma and being his own man in that genre during that era of hip-hop it was quite remarkable, so I always had nothing but respect for his gift, you know?

How eerie is it that ‘Pac gets killed in the video and ended up getting killed a few weeks before the video was released?

It was even more eerie because we shot it probably six months before it was released. I shot videos before. Normally, say you in the beginning of February, under most circumstances you’ll see it on MTV or whatever by the middle of March. It’s only a six-week turnaround so I remember we shot the video and I remember every month I’m waiting to see ‘cause I wasn’t sure how I was gonna look. That was my thing. I wasn’t sure what they did in the editing process. I really wanted to see it. In fact, we worked on another project after that and the video still hadn’t come out. We worked on a movie called Gridlock’d together. I didn’t understand what was taking the video so long, so I wrote it off eventually. I was like, “Wow, it’s just never gonna come out.” Sure enough, about a week or two after he passed [and] they dropped it. And I was like, “Wow.” I don’t even have the words for it. Even to this day it’s definitely eerie.

How much did you interact with ‘Pac during the filming of Gridlock’d.

We hung pretty strong ‘cause I think I had like four, five days in the movie and all my scenes were with him. I mean, this is when I used to burn real strong so during the down time the only thing we did was go to his trailer and just blaze. When he got more comfortable with me, that’s when he started breakin' down some of the plans that he had that he never got to see come to fruition. And one of the things that he was tellin' me he wanted to because at that time he had a beef with some East Coast entities. And he was tellin' me how he wanted to squash that and how he had plans to come together with Mobb Deep and I think Nas maybe too, squash it and he wanted to put out a record with everybody on it because he felt as though record labels and individuals were profiting off of the beef that was created pretty much in the media. He felt that he said what he had to say and that he wasn’t angry anymore and that he wanted to bring everybody together. It just bothered him that people were makin' money off of that. He wanted to squash the beef. He also felt as though it was a bad thing that young men might be gettin' hurt or even die behind somethin' that was really just set up for record labels to profit off of. And that really bugged him. I remember he kept goin' on and on about. He was like, “I’ma have Mobb Deep come out here. And we gon' make a record together. And we’re gonna squash all this, the nonsense is out of my system. I’m not really upset like that anymore. I encouraged him. He didn’t need my encouragement. He already had the plan, but I second that. I said, “Yea, man. You should squash it because it’s ridiculous. He was like, watch. This is gonna happen, that’s gonna happen. And he never got a chance to make those plans into full effect.