Rediscovered: 2Pac’s ‘All Eyez on Me’ Turns 30

On his fourth album, the iconic rapper embraced the villain role and his status as Death Row’s newest superstar, but beneath all of the rage, there is a sense of pain, as well as purpose.

Album cover for 'All Eyez on Me,' by 2Pac. Photo illustration by Okayplayer.

“Out on bail, fresh outta jail—California dreamin’/

Soon as I step on the scene, I’m hearin’ b****es screamin’…”

2Pac dropped “California Love” in late 1995 to formally announce his arrival on Death Row Records. After serving time for a sexual abuse conviction — and after surviving a November 1994 shooting — he was back and badder, and madder, than ever. He’d spent a year declaring to anyone who would listen that he felt former friend the Notorious B.I.G. and Bad Boy Records CEO Sean “Puffy” Combs had a hand in his shooting. Now, armed with top-shelf producers like Dr. Dre, and with Suge Knight’s muscle behind him, 2Pac was ready to take on any and everyone. All Eyez on Me felt like a declaration of war. 

On the shortlist of greatest opening tracks of all time — in any genre — “Ambitionz As a Ridah” sounds like a manifesto for 2Pac 2.0. Freed from prison and emboldened by Suge, this is the sound of him shedding his Me Against the World ambivalence toward the Thug Life. And the next two tracks, the misogynistic double shot of “All About U” and “Skandalouz,” serve as a call-to-arms for his new label mates, as ’Pac dives into full Death Row mode alongside Snoop Dogg, Nate Dogg and ’Pac’s protégés, formerly known as Dramacydal, now rechristened Outlawz. 

Despite its reputation, it’s important to note that All Eyez on Me isn’t just menace and posturing machismo. ’Pac’s vulnerability shows up in the elegiac “Life Goes On,” one of the most effectively poignant “dead homies” tracks of the 1990s. The bittersweet “I Ain’t Mad Atcha” with Danny Boy was a hit single, and it features a glimpse of maturity from 2Pac, as he acknowledges how former relationships have become estranged, while even alluding to his history with a certain notorious emcee from Brooklyn.

The album's second disc brings confrontation back front-and-center: “Can’t C Me” is produced by Dr. Dre and sounds like reheated 1992-1993 Death Row; while “Shorty Wanna Be A Thug” serves as an unofficial sequel to Me Against The World’s “Young Ni***s.” On “Holla At Me,” ’Pac delivers one of his most lyrically paranoid tracks as he throws not-so-subtle shots at Biggie again. One of the album's most infamous tracks is “Wonda Why They Call U Bitch,” where ’Pac explains why some women are worthy of disparagement as a response to criticism from late activist C. Delores Tucker.

Throughout All Eyez on Me, ’Pac no longer sounds like a man “trapped” in the Thug Life; he’s now reveling in it. So much of Disc 2 is Death Row chest thumping: “When We Ride” is aimed at his enemies; “Thug Passion” is dedicated to intoxicated nights with the homies; “Picture Me Rollin’” is a middle finger to the haters; while “Check Out Time” is a celebration of being a rap star on the road. 

The album’s title track is almost a bookend for its opener. 2Pac laying out the album's thesis statement:

“It seems, my main thing was to be major paid /

The game sharper than a motherf**kin’ razor blade

Say money bring b****es and b****es bring lies /

One ni***’s gettin' jealous and motherfuckers died /

Depend on me like the first and fifteenth /

They might hold me for a second, but these punks won't get me…”

All Eyez on Me is the slickest album 2Pac made. Superstar producers like Dre, Daz, the late Johnny J., DeVante Swing and DJ Quik gave the embattled rapper his most commercially accessible sonics — in service to some of his most venomous lyrics. The album’s singles are the least compelling moments on the double album. 

With the benefit of hindsight, All Eyez on Me was a genuine representation of where ’Pac was psychologically after a harrowing year and a half. Shortly after its release, he would drop the incendiary “Hit ‘Em Up” as the b-side to “2 of Amerika’z Most Wanted,” pouring gasoline on the blaze of the Death Row/Bad Boy Records fued. The album has a controversial legacy, but even aside from its commercial success (it remains one of the bestselling rap albums ever made), it stands as ’Pac’s mission statement for his Death Row career. We know how that story ended.