Transformers: Revenge of the Fallen (2009) Poster

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  • The plot involves Sam Witwicky discovering some details about Cybertronian history that is coveted by the Decepticons and an ancient demonic Transformer known as "The Fallen". Two years after the first movie, Sam is preparing to go to college and the Autobots are working with the Human soldiers from the last film under a new organisation titled "NEST", in which they hunt down any Decepticons detected on Earth. Although the AllSpark cube has been lost, the Decepticons are preparing a devastating counterattack. Considering that the AllSpark was a source of knowledge and power, hidden in the AllSpark shard is the location of a device on Earth which can create new energon by destroying the Sun. The Decepticons, led by the Fallen, plan to use this energon to assure the survival of their race, but all at the cost of earth and humanity's destruction.

  • Transformers: Revenge of the Fallen is based on the Transformers toy line. Pioneered by Japanese company then known as Takara, the toys gained popularity in the 1980s as toys that could be transformed from vehicles, animals, and other devices into various action figures. Based on the popularity of the Transformers toy line, there have been a number of spinoffs, the overall emergence of a media franchise, such as several comic books series, animated movies, and even a TV series Transformers (1984) (1984-1987). Transformers: Revenge of the Fallen is the second movie in a live-action adaption of the Transformers franchise by director Michael Bay. The first movie in Bay's adaptation, Transformers (2007), was released in 2007 and followed by the release of four sequels, Transformers: Revenge of the Fallen (2009), Transformers: Dark of the Moon (2011) (2011), Transformers: Age of Extinction (2014) (2014) and Transformers: The Last Knight (2017) (2017).

  • Transformers are fictional, sentient alien robots and the title characters of a popular Hasbro toy line and its spin-offs. Coming from the planet Cybertron, the Transformers are divided into two factions, the heroic Autobots, led by Optimus Prime, and the evil Decepticons, almost always led by Megatron. They are able to "transform", rearranging their bodies into common or innocuous forms, including vehicles (the most commonly known form), devices or animals. They can displace mass (i.e. shrink and expand), combine with one another, and apply synthetic flesh. This ability to transform is reflected in the programs' taglines "More Than Meets the Eye" and "Robots in Disguise". All Transformers stories and characters, in a range of media, have been based around this core concept since their debut in 1984.

    Transformers (called Cybertronians as a species name) have their own civilization and customs, which has generally existed for a very long time (tens of millions of years). In fact, many Transformers themselves are millions of years old, having extremely long lifespans and power reserves. They are usually depicted as being born from "protoforms" (blank shells) and after being given Spark (their life force) they develop into their own bodies and age via upgrades. Despite being robots, they do show cases of "sexual dimorphism", in that there are Transformers with distinctly "male" and "female" traits (and some individuals even form romantic relationships).

  • There is some continuity between the two films, and the main characters were established in the first film. Therefore, it is best to have seen the first before watching this. It is not crucial, however; nothing is hugely complicated.

  • The name is a double entendre of sorts. It refers to the fallen Decepticons and a character aptly named. The Fallen is an ancient Transformer whose real name has been lost in time, and only known now as "The Fallen". The character was created by famed Transformers writer Simon Furman and first appeared in the October 2003 issue of The War Within: The Dark Ages, a comic book published by Dreamwave Comics. The story carries with it Biblical similarities, with the Fallen being one of 13 Original Transformers created by the Transformer god Primus. These Transformers have supernatural abilities and are capable of transcending space and time. The Fallen is so called because his designated role was to observe the crumbling of order into chaos. This drove him away from the others, and he found a new master in the eternal enemy and twin of Primus, Unicron the "Chaos Bringer". He was imprisoned for his treachery, only to escape and serve as a forerunner to his master.

  • Transformers come from the planet Cybertron, a metallic sphere (after being terraformed) that (in the movie continuity) used to be sustained by the AllSpark. Transformers (called Cybertronians as a species name) have their own civilization and customs, which has generally existed for a very long time (tens of millions of years). In fact, many Transformers themselves are millions of years old, having extremely long life spans and power reserves. They are usually depicted as being born from "protoforms" (blank shells) and after being given Spark (their life force) they develop into their own bodies and age via upgrades and their bodies wearing down over time. Despite being robots, they do show cases of "sexual dimorphism" in that there are Transformers with distinctly "male" and "female" traits (and some individuals even form romantic relationships).

  • Humans returning are Sam Witwicky (Shia LaBeouf), Mikaela Banes (Megan Fox), Captain Lennox (Josh Duhamel), Sergeant Epps (Tyrese Gibson), Ron Witwicky (Kevin Dunn), Judy Witwicky (Julie White) and Agent Simmons (John Turturro). Transformers returning are Optimus Prime (Peter Cullen), Ratchet (Robert Foxworth), Bumblebee, Ironhide (Jess Harnell), Starscream (Charlie Adler), Megatron (Hugo Weaving) and Scorponok.

  • The there are two different styles of music used in the film's final trailer. Around 14 seconds into the beginning, Linkin Park's new song "New Divide" is playing, and towards the end, "Scorponok" from the first film's score is playing. It is composed by Steve Jablonsky. New Divide is now available on iTunes as of on Monday, May 18th.

  • The writers of the IDW movie comics have been working closely with the writers of the movie and related adaptions to make sure that what is presented does not conflict with what is seen on screen, but they have never stated that the comics are canon. Although they are not a necessity in order to understand or enjoy the movies. However, this does mean that due to the events of the comics, certain characters will not be appearing in the film itself, due to being killed off or being otherwise elsewhere. These comics include;

    • The Movie Prequel, which details the events of the AllSpark being launched from Cybertron, it's pursuit by Megatron and their discovery by human explorers on Earth. It goes through the various decades up until the year 2003, where Bumblebee first lands on Earth followed by the Decepticons.
    This was later adapted into the DVD-exclusive animated comic "Transformers: Beginnings".

    • The Reign of Starscream; set mostly immediately after the first movie, it mainly shows what Starscream was up to after flying into space. It shows his attempts to gain control of the Decepticons on Cybertron, before failing and ending up back on Mars.

    • Alliance; also set after the first movie, but focused more on the human characters and the Autobots as they set up the N.E.S.T organization for hunting down Decepticons. It ends immediately where the sequel begins; with them ready to hunt down the Decepticon, Demolisher in Shaghai.
    The novel, "The Veiled Threat" is stated to take place during these events.

    • Defiance; set before the events of both the first movie and the Movie Prequel, this details how the war between the Autobots and Decepticons started in this continuity and also hints to how the character of The Fallen ties into the story.

  • [hr] Autobots (logo wallpaper here)

    Returning Autobots

    Optimus Prime - The Autobot leader. He retains his alternate mode of a Peterbilt 379 semi truck, blue with red flame decals. His weapons include an energy rifle that unveils from his back, two retractable energon blades that extend from both forearms, Ion cannons on both of his arms, as well as two retractable energon hooks on both of his forearms. He is seemingly killed by Megatron, but is brought back to life after receiving the Matrix of Leadership. He then uses parts from Jetfire to destroy the Harvester and fight Megatron and the Fallen. He manages to wound Megatron and the overpowers and kills the Fallen. Concept art of Optimus here, Optimus combining with Jetfire Concept art here.

    Bumblebee - The Autobot who befriended Sam and disguises himself as his Fifth Generation Chevrolet Camaro. He can transform his right arm into a plasma cannon and has missile launchers in his shoulders. Bumblebee's voice is still healing and he still uses radio soundbites to express some of his emotions. Concept art of Bumblebee here.

    Ironhide - The Autobot Trigger-Happy weapons specialist who transforms into a GMC Topkick pickup truck. Ironhide possesses weapons that include an energy rocket launcher on his left arm, a plasma rocket launcher on his right arm, with a super gatling gun connected around the outside of the right forearm plasma rocket launcher. He helps Optimus bring down Demolisher in the beginning of the film and supposedly takes charge after Prime's death, he leads the Autobot team in Egypt. Concept art of Ironhide here.

    Ratchet - The Autobot medic who transforms into a Search and Rescue Hummer H2. His weapons include a Cybertronian rotary saw that emerges from his left arm and can transform his right and left arm into a medigun. He was less seen in the film. Ratchet first appears for a brief moment when the Autobots got back to the NEST headquarters. He arrives with the other Autobot reinforcements after Optimus's death. He works with NEST and is seen with the other Autobots when they are placed under arrest. He is then seen in the battle at Egypt fighting with the soldiers against Decepticons and with the help of Jolt he repairs Optimus with Jetfire's body.Concept art of Ratchet here.

    Introduced Autobots

    Sideswipe - An Autobot Combat Instructor that turns into a silver 2009 Chevrolet Corvette Stingray Concept. An expert fighter with his swords and tries to get in close with his opponents. He is armed with two retractable Cybertanium arm blades in robot mode, along with a double barreled machine gun on each of his wrists and a gun on his back. After Arcee and her sisters failed to stop Sideways from escaping, Sideswipe arrives and swiftly slices the Decepticon in half (whilst he is still in vehicle mode). Concept art of Sideswipe here.

    Jolt - A blue Chevrolet Volt. Being an electric car, Jolt's weapons are a pair of electric whips. He was a last-minute addition to the cast as General Motors, the film's car supplier, wanted to promote the Volt. The writers had already wanted to include the car in the script before the Writers Guild strike, so they had to work out a character that would fit well within the Autobot team afterwards and convince Bay to approve the addition. Jolt has very little screen-time in the movie; his only prominent moment being when he uses his electric whips to help Ratchet attach Jetfire's body parts to Optimus, at 2.06.40 to 2.06.44 we get a brief scene of Ratchet, Sideswipe and Jolt in battle, and we see Jolt fire his electrical weapon at the edge of the shot. In Another scene where Sideswipe yells that he spotted Sam, Jolt is scene in the far right corner. Concept art of Jolt here.

    Autobot Sisters

    Arcee - A female Autobot who transforms into a pink Ducati 848 retroSBK motorcycle. Only Arcee is addressed by name in the movie, however the others are given names in the toyline. In the movie, she and her team fail to stop Sideways. They are later present when the Autobots face off with the Decepticons in Egypt, sent with Ironhide as an advance team to recover Sam. She and her sisters are killed upon finding Sam and Mikaela. Concept art of Arcee here.

    Chromia - Arcee's sister, she transforms into a blue Suzuki B-King 2008 retroSBK motorcycle. Her name was never mentioned and she is the only one that does not speak. She later joined the Other Autobots in Shanghai, she is seen taking cover when Decepticons attack, killing both her sisters. It was Confirmed that She along with Arcee and Elita were killed. Concept art of Chromia here.

    Elita-1 - Arcee and Chromia's sister who transforms into a purple MV Agusta F4 retroSBK motorcycle. This purple one is seen getting hit by fire from Decepticons in the final battle after telling Sam that they would cover his path to Optimus. It is unknown if any of them survived the final battle. Both the purple and pink components were seen getting struck by Decepticon fire, with the blue one heading for cover. However, writers Alex Kurtzman and Robert Orci commented that all of the Arcees had been killed in the climax of the film. Concept art of Elita-1 here.

    Skids and Mudflap - Also known as "The Twins", They start the film by combining into a pink-and-white ice cream van. Skids makes the front end of the van, while Mudflap makes the back. These Autobot infiltrators later on upgrade to a green Chevrolet Beat (Skids) and an orange Chevrolet Trax Concept (Mudflap). Mudflap is very hyperactive, while Skids believes himself to be the smarter of the two and tries to come across as mature, but nevertheless appears unable to keep quiet. Oddly enough, Skids name was never mentioned. Concept art of Skids and Mudflap together here.

    Honorary Autobots

    Wheelie - A blue radio-controlled toy monster truck. Wheelie initially serves the Decepticons, but because he is frightened of them he joins the Autobots. Concept art of Wheelie here.

    Jetfire - A self-described mercenary, an ancient Seeker and former Decepticon who transforms into a SR-71 Blackbird reconnaissance jet. His wounds and age have made him choose to become an Autobot. Jetfire was in hibernation in the Smithsonian museum until he is woken up by Sam using his AllSpark Shard, Jetfires reveals to him of the Fallen and The Matrix of Leadership. He participates in the final battle where he saves Sam, Mikaela, Lennox and Epps from a Mixmaster drone, he is then attacked by Scorponok and wounded. He sacrifices his life so his parts can be combined with Optimus to give him the strength needed to destroy the Fallen. Concept art of Jetfire here.

    The Dynasty of Primes - The seven original Transformers, a group of which the Fallen was once a member and now are only six members. They only appear in a flashback scene where they battle the Fallen because he had ignored their one rule, "Sun Harvesters were not to be used in solar systems containing life", and this sparked the war between the Autobots and Decepticons. The six Primes sacrifice their lives in order to seal and hide the matrix from the Fallen, because as Jetfire said, the Fallen was stronger than his brothers (The Six Primes). They appear when Sam dies. He has a vision of the Dynasty of Primes and they tell him he has earned the Matrix and this was always his destiny. The Dynasty then resurrects Sam, who in turn brings back Optimus Prime. Optimus then kills the Fallen. They do not Transform into any vehicles. Only three of the six Dynasty of Primes speak to Sam. Screenshots of the Primes here. [hr] Decepticons (logo wallpaper here)

    Returning Decepticons

    Megatron - The Decepticon leader. Killed and dropped into the Laurentian Abyss (along with Blackout, Brawl and Bonecrusher) in the first film, he is resurrected by the Constucticons (one of which is sacrificed for the process) and The Doctor as a Cybertronian tank that can also fly. He has become stronger as a result of absorbing the AllSpark fragments that originally killed him. When reviving the character, the writers chose not to rename him Galvatron so as to not confuse the general audience. His right arm can transform into the fusion cannon in its entirety, coupled with a lobster claw-like blade/crushing apparatus. Megatron survives the events of the film; retreating into space with Starscream after the Fallen is killed. Megatron reluctantly complies with this, whilst as the same time noting that ''this isn't over''. The comic book adaption shows him returning to the Nemesis and awakening more Decepticons from stasis, this scene was supposed to be used in the movie and was written in the script but was cut out because their was no more budget left for the effects to use for Megatron, Starscream and the hatchlings. Concept art of Megatron here.

    Starscream - The Decepticon air commander who transforms into an F-22 Raptor fighter jet. His arms store heavy weaponry, with a missile launcher carrying six missiles in both arms, a saw in his right arm, and a high caliber machine gun. He also has the ability to leap great heights into the air and take flight using the jet's powerful main engines on his back. He flew into space at the end of the previous film, and now returns bearing Cybertronian symbols on his body due to his coronation. He led Megatron's armies in his absence, but is relegated to second in command when his leader returns to life. He again, survives the events of the movie; suggesting himself to Megatron (in a manner very reminiscent of his G1 counterpart) that they retreat after the Fallen is killed. Concept art of Starscream here.

    Scorponok - A metallic scorpion-like minion of Blackout, he disappeared into the sands and losing his tail after a battle with Lennox and his team in the first movie. Scorponok hid in the desert and repaired his tail. He reappears in the final battle in which he attacks and severely wounds Jetfire, before he is destroyed by the ancient Transformer. Concept art of Scorponok here.

    Introduced Decepticons

    The Fallen - One of the original thirteen Primes who created the Transformers, he was banished and stripped of his name for his willingness to destroy life in the search for new Energon. It is he who corrupted Megatron into forming the Decepticons. His toy transforms into a Cybertronian aircraft but he only appears as a robot in the movie. He is first seen in the movie recovering from his long imprisonment aboard the Decepticon ship, the Nemesis. He instructs Megatron to find Sam Witwicky and also tells him that only a Prime can defeat him; and that Optimus is the last one left. The Fallen regains his strength after Optimus is seemingly killed by Megatron and heads to Earth with more Decepticons. After arriving in Egypt, he attempts to power up the recently-revealed Harvestor, but is stopped by Optimus Prime, who fights and kills him. Concept art of the Fallen here.

    Soundwave - Megatron's intelligence officer. He appears as a Cybertronian spy satellite that exploits the military's own communications network, coordinates the Decepticon offensive, and deploys Ravage. The Soundwave toy has robot, jet and satellite capabilities, but he only appears as a satellite in the movie. Concept art of Soundwave somewhere.

    Ravage - A minion that resembles a large one-eyed jaguar that transforms into a missile. Ravage is one of the minions of Soundwave, and is launched into the sea near NEST's base to retrieve the AllSpark shard. The original growls and snarls by Frank Welker from the G1 series are being used in Ravage's new incarnation. He is later ripped apart and killed by Bumblebee during the climax in Egypt, after attempting to attack him from behind. Concept art of Ravage somewhere.

    Unknown helicopter Decepticon - This Decepticon transforms into a CH-53 Super Stallion helicopter, a robot greatly similar to Blackout from the 2007 movie, sharing his robot model, being only differentiated by a lighter paint job and different head model, he was mistaken to be Blackout in the movie but since Blackout was not seen resurrected, its safe to assume its a different robot, his name is Grindor in the toyline and in the game spin off but in the movie his name was never mentioned, Writer Roberto Orci has confirmed he had never given the character a name, which could be either Grindor or Blackout. His role is very short, as he is the one that takes Sam and his friends to Megatron and the Doctor. He is killed by Optimus during the forest fight. Screenshot of the Decepticon here.

    Sideways - A silver Audi R8. He is hiding with Demolishor in Shanghai until he is discovered by the Autobots. He is destroyed by Sideswipe in the beginning of the movie. He was killed almost too quickly for the audience to get a good look at him. His name is never mentioned. Concept art of this robot somewhere.

    Demolishor - A red Terex O&K RH 400 hydraulic mining excavator, who is the protector of a small Decepticon community in Shanghai. He is killed by Optimus and Ironhide in the beginning of the movie, before his death his last words are "The Fallen shall rise again" after which Prime shoots him one final time in the head. Concept art of Demolishor here. Note that Demolishor is called ''Wheelbot'' in the credits.

    Constructicons/Devastator - A Decepticon Sub-Team, eleven strong, that Transform into Construction Vehicles that combine and form Devastator, a hunched over massive robot who walks in a four-legged fashion resembling a gorilla. He is physically unable to stand upright. Gears and turbines in his body produce a suction vortex in his mouth which devours machinery and debris. He also uses grappling hooks to climb the giant pyramid in the final battle because his size prevents him otherwise. In the first film, the name "Devastator" was mistakenly given to Brawl, a tank (Brawl may have called himself 'Devastator' because he thinks it sounds more threatening - much like Michael Bay's reason for giving him that name). Not all of the Constructicons are not seen in robot mode and their names are never mentioned in the movie except for Rampage. Devastator forms of 7 Constructicons but in the movie it appears that Nine Constructicons form him. Individual robots may have clones as they can be seen both combined and by themselves at the same time in the film. According to the creators of the film, the Constructicons exist not as individuals, but as a legion of robots who each have one of seven body types. This is why Long Haul (Green Dump Truck), Rampage (Bulldozer), Scrapper (Yellow Scoop Loader) and Mixmaster (Cement Mixer) are fighting the Autobots, while also seemingly being part of Devastator at the same time. Only Mixmaster, Rampage, Scrapper, Scavenger, Hightower and Long Haul. Concept art of Devastator somewhere.

    Mixmaster - The leader of the Constructicons. He transforms into a black-and-silver Mack cement mixer truck, forming the head. There appears to be 3 Decepticons who share the same form and resemblance that is Mixmaster. One of them is brought to life on a ship along with Rampage, Longhaul and Scrapmetal. The other one is destroyed when Devastator is hit by the rail gun while on top of the pyramid, and the third is killed by Jetfire while he is in his "battle" mode. Concept art of Mixmaster somewhere.

    Rampage - A red Caterpillar D9 bulldozer who forms the left leg. There appears to be 4 Decepticons with the same form that is Rampage, however the one that is referred to as Rampage, is the one who holds Sam's parents hostage and is soon after defeated by Bumblebee. The other one can be seen when merging with the other Constructicons and the third was seen jumping in the Laurentian Abyss to search for Megatron. The fourth can be seen in a distance in the desert battle. Rampage is killed by Bumblee in the battle in Egypt. Note that Rampage is named ''Skipjack'' in the credits; but he is referred to as "Rampage" by Starscream. There appears to be two versions of this Decepticon that comes in colour as a Red and a Yellow versions. The Rampage that appears in the movie as red here.

    Scrapper - A yellow Caterpillar 992G scoop loader who forms the right arm. Again, there appears to be 2 Scrappers in the film's climax. One of them appears in vehicle mode and is seen merging with the other six Constructicons to form Devastator. This one is killed when Devastator is destroyed by an experimental rail gun. Lastly, there is one seen pursing Sam and Mikaela (in his robot mode) in Egypt during the final battle, he is killed with Long Haul after some fighter jets drop bombs on them. Concept art of Scrapper somewhere.

    Overload - A red Komatsu HD465-7 Articulated dump truck that forms the torso along with Scavenger. Overload was not seen in Robot mode but did form Devastator. Concept art of Overload here.

    Scavenger - A red Terex O&K RH 400 hydraulic mining excavator, closely resembling Demolishor. He forms the torso along with Overload. Like Overload, he was not seen in Robot mode but did form Devastator.

    Hightower - A yellow Kobelco CK2500 crawler crane that forms the left arm. Like Overload and Scavenger, he was not seen in Robot Mode but did form Devastator. Concept art of Hightower somewhere.

    Long Haul - A green Caterpillar 773B dump truck, which forms the right leg. Long Haul's individual robot mode was designed by freelance artist Josh Nizzi as fan art of the original character. The fan art impressed Bay enough to hire him on to the film. Again, there appears to be 3 Decepticons who share the same form and resemblance that is Longhaul. One of them forms the right leg of Devastator, another is brought to life on a ship along with Mixmaster, Rampage and Scrapmetal, while the other was fighting the Autobots (in robot mode) in the final battle in Egypt. He is later killed along with Scrapper after fighter jets drop bombs on them. Concept art of Long Haul here.

    Scrapmetal - A yellow-and-black Volvo EC700C crawler excavator with a Stanley UP 45SV universal processor attachment, seen only briefly in vehicle mode in the freighter when the Constructicons first arrive, he was in robot mode when the Constructicons jumped into the ocean to find Megatron. The Doctor was released to assess their leader's condition. After a quick examination, Scalpel declared that he would need some spare parts to replace the ones destroyed in the battle of Mission City, and he ordered the death of the smallest Constructicon. Before Scrapmetal could protest, he was cannibalized by Long Haul and Mixmaster and beaten to death as they tore off the components needed to restore Megatron. Once these were attached, Scalpel struck Megatron with the shard, reviving the Decepticon leader. Concept art here.

    Unknown tracked loader Constructicon - A yellow M930 tracked loader. He Appears in a quarry with the other Constructicons before merging with Hightower to become the arm of Devastator. He is seemingly killed when Devastator is hit with the Rail Gun. It is believed that this is his concept art here.

    Unknown dump truck Constructicon - A yellow Caterpillar 773B dump truck .This unknown Constructicon appeared in a quarry with the other Constructicons, and combined with Rampage to form Devastator's leg. When Devastator was destroyed by the experimental railgun fired from the U.S.S. Kidd, the unknown Constructicon was presumably killed.

    Unknown MPV Decepticon - A Buffalo H mine-protected vehicle. He is seen driving alongside the Decepticon protoforms who are rising from the sands but it is unknown if he is actually Bonecrusher or just another Decepticon with the same resemblance as him. Regardless, this Decepticon attacks Ironhide and kills Arcee, Chromia and Elita-1. This Decepticon was presumably destroyed during the United States Air Force's airstrike on ground targets. Only his head resembles Bonecrusher. Screenshot of the Decepticon here.

    Scalpel - A small, spider-like robot who turns into a microscope. He is a medic and scientist equipped with tools he is seen using to resurrect Megatron and extract AllSpark data from Sam's brain. The other Decepticons call him "The Doctor". The packaging of his Scout-Class figure details he is skilled in dissecting and rebuilding almost any living organism. He later is used to torture Sam Witwicky when Sam, Mikaela and Leo are rescued by Optimus Prime and Bumblebee. However, while the novel and comic books show that he is destroyed by Prime, the movie leaves his fate unclear, as he suddenly disappears after Prime intrudes and begins battling Starscream and Megatron. Concept art of Scalpel here.

    Scalpel's Assistant - Wiry, creepy little robots that help Scalpel follow the orders of Megatron. This robot entered the mouth, wormed around a bit inside Sam's skull while he was pinned down by Megatron, and finally exited through the gagging human's mouth again. Scalpel grabbed the machine and tore it apart, extracting the data it had mined from the remains. Screenshot of Scalpel's Assistant here.

    Alice - A Pretender who stalks Sam. She is portrayed by Australian actress Isabel Lucas. Her origins are unknown in the movie, but the tie-in adaptations show her copying the appearance of an animatronic Alice in Wonderland model. Beneath her Pretender shell she is a dangerous humanoid robot with several weapons. She is killed by Mikela, who crashes into her with her car. Concept art of Alice here.

    Reedman - Name not known. They are hundreds of tiny ball-shape insect size Decepticons that may be Insecticons. It turns out to be a robot formed by some nanobots/Microcons dropped by Ravage, and can combine to form a cat-like robot similar to the first movie's Frenzy. The movie names this cat-like form "The Thin Man" or "Thinman". Bariously, his name is revealed to be Reedman. Concept art of Reedman Here. Microcons that formed Reedman here.

    Insecticon - Seen very briefly as a spy working for the Decepticons, He discovers where Sam and Mikaela are hiding in Egypt, only to be ripped in half by Sam, which ultimately tips Starscream off to their position. Screenshot of an Insecticon here.

    Decepticon Protoform Soldiers - A group of Decepticon Clones that arrive on Earth without scanning any alternate modes and remained in their protoforms. Only 17 (or slightly more) appear in the movie: two crash in Paris, six crash onto an aircraft carrier with The Fallen, and nine land in Egypt to engage the Autobots in an Assault along with the Constructicon clones. The Nine that take part in the desert battle are seemingly killed along with the Constructicon Clones when the Air force drop bombs on them. It is unknown of what happened to the other Eight. Screenshot of the Protoforms here and here.

    Appliancebots - A group of feral Decepticons accidentally brought to life by the AllSpark shard. the appliancebots proceeded to cause havoc and mayhem, chasing down Sam and trying to shoot him. Sam escaped through his bedroom window, but the appliancebots continued their assault, even expanding it to include Ron Witwicky and the dog house for Mojo and Frankie. As Ron and Sam sought cover behind the backyard fountain, Sam called to Bumblebee, who was hiding in the garage. Bumblebee opened fire on the appliancebots, killing them, but also destroying much of the house. There are 10 Applianebots brought to life: a microwave bot, a blender, a Dyson vacuum cleaner, a waffle iron, a cappucino bot, a garbage disposal, a handmixer, a stand mixer, a Cisco aironet and an ejector.

    There is also a brief cameo of Frenzy. His decapitated head is seen in a jar in Simmons' possession, with Simmons commenting that it is "still radioactive", at the end of the first film, Frenzy was killed by his own weapon cutting his head in half but in this sequel in the freezer in Simmon's secret room the head is under a glass case and is fully intact. However, it's possible that Simmons repaired the head to at least turn it into a worthy looking trophy. Also seen in the movie are Decepticon protoforms (i.e. infant Transformers) aboard the Nemesis, where it is revealed by Starscream that lack of Energon means that they are dying. In the movie, Wheelie identifies that there are other Seekers besides Jetfire. Simmons showed him pictures of four retired vehicles in which he had spent some time in Sector 7 begging to investigate the evidence that these were NBEs (non-biological extraterrestrials), but was denied. Wheelie agreed that they are Transformers. The pictures consist of Ford Model T automobile, 4-6-4 Hudson steam engine, B-24 Liberator bomber plane and an F-104 Starfighter interceptor jet. Their whereabouts are unknown but it is believed that they are in hibernation somewhere in America as Jetfire was.

  • Once the Matrix has been earned by good, anyone can use it even Decepticons which is why the Fallen teleported and stole the Matrix right after Sam earned it and brought Optimus Prime back to life. Another theory that directly correlates with the above statement is that the Fallen, despite being evil, is still a Prime. Hence why the other Primes hid it from him in the first place.

  • These are the Transformers that were not killed in the movie:

    Autobots: Optimus Prime, Bumblebee, Ironhide, Ratchet, Jolt, Sideswipe, Skids, Mudflap and Wheelie.

    Decepticons: Megatron, Starscream, Soundwave and Scalpel (Possible as his fate is unknown after he disappears when Prime arrives to battle Megatron and Starscream).

    Note: The Decepticon Barricade was not featured in this but was one of the three Decepticons to have survived in the first movie (the others being Scorponok and Starscream) and returned for the third movie. It is also unknown of what happened to Reedman in this movie, a robot formed by some nanobots dropped by Ravage. He was last seen running away from the nest team after stealing the AllSpark Shard with Ravage providing cover for him. On disc 2 of the special edition DVD, pre-visualization footage of the scene in which Reedman steels the AllSpark shard shows him returning to nanobot form and re-joining with Ravage. It is possible that he was subsequently killed when Bumblebee battles and kills Ravage in the desert battle.

  • In the film, yes, Megatron did kill Optimus. In the main adaptions of the film—such as the novelization and comic—however, the wound he received from Megatron merely put him into stasis lock (a state of near-death comparable to a coma, but still repairable).

  • Sam was immediately rushed out of the scene in order to keep him as far away from the Decepticons, which is why Sam, Bumblebee, Skids, Mudflap, Leo, Mikaela and Wheelie were separated from the rest of the Autobots immediately. Also, had the shard not been used on Jetfire, Optimus would've never been able to combine with Jetfire, leaving it a mystery whether Optimus would've had the power to defeat the Fallen due to the lack of upgrades from Jetfire. Without Jetfire's knowledge, the Autobots and NEST would not have been able to figure out the Decepticon's plan involving the Matrix and the Harvester.

  • The AllSpark was what created the first of their kind. As described by Optimus, it was "how their race was born", not solely how it keeps continuing. They can still make and "birth" newer Transformers (with enough energy). In previous continuities of the franchise, newer Transformers are seen to able to be built by scratch before giving them life and "spark". Optimus (and, by extension, Megatron) is described as a direct descendant of the original Primes (or of one of them). While Transformer relationships and reproduction have been extremely vague and confusing in almost all versions of the franchise, this would seem to imply that Optimus was born directly from their "genealogy" rather than created alone by the AllSpark.

  • Yes, his voice was fixed. However, Sam mentions that he's not really having voice problems but rather, "playing it off". Other explanations may be that (1) his voice is still be healing or (2) in order to minimize dialogue between the human characters and Bumblebee, he is quiet guardian (kind of like R2-D2). Because if Bumblebee could speak, he could likely explain a lot more to the humans that other characters such as how Optimus Prime and Jetfire do, therefore giving others less dialogue/screen time. [For example when Sam was driving Alice back to the dorm, Bumblebee was trying to warn Sam she was no good, going so far as to smack her head against the dashboard. If Bumblebee could speak he likely would have just said, "Sam, she's a Decepticon!"] So, it was a conscious choice by the filmmakers to keep him as relatively mute.

  • As stated in the first film, Megatron is Optimus' brother, and therefore also an heir to the Legacy of the Dynasty of Primes. Why both he and the Fallen aren't aware of this fact is unclear. What this makes Sam is another matter that has yet to be explained or expanded upon. However, nowhere in the film is it ever said that only a Prime can kill a Prime. The only thing close to this is the Fallen stating that only a Prime can defeat him. It's not stated that this is universal for all Primes or that only another Prime could kill Optimus. There's also no reason to believe that Megatron is Optimus' literal brother. When Optimus called him his brother in the first film, this was most likely metaphorical, maybe Optimus must have respected Megatron before the Autobot/Decepticon war and were once friends. "Brothers in combat" so to speak.

    There's a lot of conflicting evidence here really, but little said in the actual films themselves. Many sources of back story for the original film seem to support the idea that Optimus and Megatron are indeed brothers or as much as Transformers can be siblings. Yet other sources for ROTF, such as the novel, include the subplot of The Fallen promising Megatron that he can make him a Prime, which Optimus reveals is not possible, which seems to support the idea that brother or not, Megatron is still not a Prime. Again, these are not actually in the films themselves, so make what you will of this.

  • Surprisingly, only two sequences were filmed using IMAX cameras: (1) the fight in the forest, and (2) most, but not all, of the shots of Devastator in Egypt.

  • It's possible he did. He was trying to warn Sam with the songs he was playing, and even went so far as to smack her head against the dashboard. But he is required to keep a low profile, so he couldn't very well shoot her or run her over without attracting too much attention. Another possibility is that because Alice is a "Pretender" class of Decepticon, she may have more advanced cloaking capabilities, hence Bumblebee's sensors can't detect that she is an enemy (or any form of robot).

  • It seems normal small arms fire (handguns, rifles, the sort) does almost nothing to them, but the NEST soldier's weapons appear to be able to damage them some what. Tanks, explosive weapons, and aircraft seem to work. As for Transformer on Transformer, they don't bleed, and can sustain severe damage, such as having an arm or leg ripped off. It appears that damaging vital areas like the head and the spark is the key. Several Decepticons get their faces damaged, and still need to be finished off (Demolisher), and Megatron gets half his face blown off, and can still fly away. Also, simply damaging them so severely that they just shutdown seems to work.

  • There were thirteen Transformers in the first generation, but not all of them were Primes. There were seven Primes and six Maximi in the original batch Primus churned out with the AllSpark.

  • Barricade's absence is not explained but he does return in Transformers: Dark of the Moon where he is killed by NEST soldiers.

  • Michael Bay admits he regretfully had to cut the fight for run time constraints, though it could be said that the recently-resurrected Prime, combined with Jetfire's parts, made him that much more powerful. He was able to defeat Megatron and The Fallen easily.

  • Wheelie travels with the group to Egypt to find the Matrix of Leadership. When they arrive at "The Doorway," he is never seen again. It's possible he stayed behind at where they were hiding out or possibly he was stowed away inside Bumblebee. He returns in Transformers: Dark of the Moon.

  • There are 4 songs as Sam hits Bumblebee's radio and dashboard. In order, they are, "Your Cheatin' Heart" by Hank Williams, "Jaws Theme" by John Williams, "Super Freak" by Rick James, and "Brick House" by The Commodores. For the rest of the songs and corresponding scenes try here.

  • Yes. There isn't anything blatant, like General Hawk talking to Optimus or Megatron and the Decepticons aiding Cobra, but the novelization of G.I. Joe: The Rise of Cobra reveals that the nanomites—used to destroy the Eifel Tower, create the Nano Warriors/Vipers and give Zartan his morphing abilities—were actually developed by Sector Seven during their study of Megatron and the AllSpark (thus explaining why their heads resemble his). M.A.R.S. merely put them into mass production and marketed them worldwide. Cobra Commander also uses these nanomites to build Destro's mask.

    Originally, Brig. General (at the time) Clayton "Hawk" Abernathy (still played by Dennis Quaid) was going to be in charge of NEST in this film, which would evolve into G.I. Joe once the Decepticon threat was eliminated, but this was changed in later drafts. A second idea (which was inexplicably dropped right before principal photography began for this film) involved Major William "Wild Bill" Lennox talking to Gen. Hawk on the phone after the battle in Shanghai and Duke saying something along the lines of "At least they're not robots that turn into cars," when Heavy Duty shows him and Ripcord the very Iron Man-esque accelerator suits.

    The fact that G.I. Joe: The Rise of Cobra shares its universe with the Transformers films creates what would at first glance appear to be a rather large problem: In the climax of this film, Devastator smashes the top of the Great Pyramid at Giza, so the Sun Harvester can convert Earth's sun into Energon to help further the Decpticons' conquest of the universe. In The Rise of Cobra, all three pyramids are noticeably intact. However, this film takes place in 2009, while The Rise of Cobra takes place in 2019. It is entirely possibly that the Great Pyramid was repaired during the ten years between the two, especially if the Autobots helped out.

    As an aside, there are a suspiciously familiar black GMC Topkick (Ironhide's alt-mode), a Hummer H2 with a Search and Rescue paint job and equipment (Ratchet), and a silver Chevy Corvette Stingray (Sideswipe) in the background when Duke and Ripcord are first brought to the Pit, and the Joes have a fleet of the attack buggies Sector Seven used in Transformers (2007) sitting in one of their hangers. These are only visible for a few seconds, but the camera lingers on them long enough to get the point across.

  • The film received almost overwhelmingly negative reviews. It holds a 19% approval rating on the Rotten Tomatoes website.

    "...a horrible experience of unbearable length." –Roger Ebert.

    "Transformers 2 has a shot at the title Worst Movie of the Decade." –Peter Travers.

    "It's confusing and excessive and it just missed the mark completely." –Ben Lyons.

    "Michael Bay knows how to spoil any film he touches, taking an extreme step down from the surprisingly fun original." –Wesley Lovell.

    "...not just a splitting head-ache of a movie, but really, a threat to civilization as we know it." –A.O. Scott.

    Even star Shia LaBeouf was unimpressed with the film, saying, "...we got lost. We tried to get bigger. It's what happens to sequels. It's like, how do you top the first one? You've got to go bigger, [Michael Bay] went so big that it became too big, and I think you lost the anchor of the movie. ... You lost a bit of the relationships. Unless you have those relationships, then the movie doesn't matter. Then it's just a bunch of robots fighting each other.   It also later went on to "win" three Razzie Awards, from seven nominations. It took home the awards for Worst Picture, Worst Director (Michael Bay) and Worst Screenplay (written by Ehren Kruger, Roberto Orci and Alex Kurtzman).

  • The writer strike prevented new characters and returning characters from appearing in this movie, while other ideas weren't used. Concept art was also created for the new characters. During the course of the writer strike, Bay and writers Roberto Orci, Alex Kurtzman and Ehren Kruger were working quick to think of a story because of the strike.

    Five non-automobile Autobots—Springer (concept art here), Depth Charge (concept art here), and Breakaway/Firestorm (concept art here)—and two Decepticons—a nuclear submarine (concept art here and here), possibly being Submarauder (as he is the one in the Transformers universe that turns into a Submarine), and a Ford Model T (concept art here) (revealed to be one of the Seekers in the movie), possibly being Ransack—were scripted to be in the movie, but the writer strike delayed their movie debut. The Autobot Twins were originally going to have a third member (just as Arcee herself had two twin sisters), whose alternate mode would have been a Mercedes Benz Smart automobile (concept art here). Unfortunately the filmmakers were unable to acquire the Benz Smart for the film.

    The writer strike also delayed the return of Decepticon Barricade, who made it out alive in the first movie, and the strike also prevented Decepticon Blackout making a comeback. According to reports, Michael Bay wanted Blackout back but the strike caused a problem which caused confusion between weather it was Blackout or Grindor. It is possible that Bay wanted Decepticon Bonecrusher back since their was a robot in the desert battle that looked like him, but that the strike made it difficult for him to also make a comeback. Autobots Sideswipe and Jolt were scripted to having more screentime, but the strike made this impossible. The strike also prevented Overload and Hightower from being seen in robot mode even though concept art was created for them. At some point, Arcee and her sisters were supposed to combine to form a bigger robot in the movie (concept art here) but was cut out due to the writer strike. The Fallen was scripted to have been defeated a different way because, in the script, he was sucked into a Vortex which he had opened to defeat Optimus Prime but Optimus kicked him into his own Vortex. Wheelie was scripted to being a (Lord of the Rings) Gollum-like character and wasn't scripted to hump Mikaela's leg or be a Joe Pesci-like character.

  • Jetfire, Arcee, The Fallen, Scorponok, Sideways, Ravage, Alice, Demolishor, Devastator (all the Constructicons) and Optimus Prime are all killed in this film, though Optimus Prime is resurrected at the end of the film.

  • They're SAS (Special Air Service) troopers, British, Australian and New Zealand special forces. The filmakers are subtly informing us that the unit is a multi-national organisation, much like GI Joe/Action Force.


See also

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