‘Transformers: Revenge of the Fallen’ (Film)


Please feel free to comment on my review.

The Fallen with the Transformers and Humans

This is where it starts to go downhill in the ‘Transformers’ film series. 😦

Here we are on the second film in the live-action ‘Transformers’ film series and ranked as one of the worst (Seriously? This is one of the worst? We haven’t even got to ‘The Last Knight’ yet) – ‘Transformers: Revenge of the Fallen’. Michael Bay returns to direct the second film following the first film. 😐

At the time of seeing this film at the cinema in 2009, I hoped ‘Revenge of the Fallen’ would be a better instalment compared to the first film’s efforts. I had a vain hope that the ‘Transformers’ live-action movies by Michael Bay would get better and I would grow to like them over time in the series.

Sadly, when I saw ‘Revenge of the Fallen’ at the cinema, I couldn’t help feel unsatisfied by what the film gave us. It appears I’m not alone in this, as critics and audiences regard this film disdainfully. Upon revisiting the film after all these years on DVD in 2022, I can see why this film isn’t regarded highly.

I know I made criticisms about the first ‘Transformers’ film and I understand there are fans out there who would willingly defend the film. To be fair, the first ‘Transformers’ film has a lot going for it in terms of it being a pretty decent start in what was hoped to be an epic set of ‘Transformers’ movies.

Here’s what you need to understand about the five ‘Transformers’ films directed by Michael Bay. The film series starts well at the top, and then it finds a way to sink very low with each passing film it has. What I’m getting at is that the first ‘Transformers’ movie of the series by Michael Bay is the best one he’s directed.

Yeah! Seriously! Now some of you might wonder…how can this be? Surely the next film after the first film gets better as time goes on. And to be fair, there are truthful instances of that. ‘Star Trek II: The Wrath of Khan’, ‘Toy Story 2’ and ‘Spider-Man 2’ are excellent examples of being better sequels.

But then you have films like ‘Batman Returns’ which has divided opinion among ‘Batman’ fans and audiences over the years. The same can be said for ‘Superman II’ (the Richard Lester version). Also the same for ‘The Amazing Spider-Man 2’ (Although I personally have a soft spot for that film. 😀 )

However, ‘Transformers: Revenge of the Fallen’ is an example of Michael Bay’s ego coming to the fore and not in a very comfortable manner. All the criticisms I made about the first ‘Transformers’ film are doubled in the second film. I hope to explain why that’s the case in reviewing ‘Revenge of the Fallen’.

The second film takes place two years after the events of the first film. The Autobots and the humans are now working together to locate any remaining Decepticons on the planet Earth. They’ve formed this Non-biological Extraterrestrial Species Treaty (NEST) classified international taskforce. 🙂

Now on the one hand, I like this approach. The idea of humans and Autobots working together in order to thwart the efforts of any remaining Decepticons that may cause trouble on Earth! Honestly, I would be behind the Autobots and humans forming a trustworthy alliance during the second movie.

Among the human members of NEST are Josh Duhamel as William Lenox (now promoted to Special Forces Major) and Tyrese Gibson as Robert Epps (who is Master Sergeant and Combat Controller). The Autobots include Optimus Prime, Ironhide and Ratchet from the very first ‘Transformers’ movie.

However, like in the first film, a continuing problem persists in these movies. More focus is given on the human characters as opposed to the Transformers characters. There’s not much interaction going on between the humans and the Transformers when you’re viewing them throughout the film.

In the 1980s cartoon show, some effort was made in terms of characters like Spike and Sparkplug interacting with Autobot characters like Optimus, Ironhide and Bumblebee and becoming friends with them. It wasn’t to a great extent, but the Autobots and humans were friends with each other. 🙂

Here, I don’t get a sense of there being friendships between Lennox and Epps with the Autobots. You might get rare touches of it now and again in certain moments, but most of the time, the film is overtaken with too many action scenes, especially in the film’s climax, which we’ll get to pretty soon.

In the first film, it was okay for there to be more focus on the human characters than on the Transformers, since we were being introduced to the characters as the film progressed. I was expecting Transformer characters like Optimus Prime and Bumblebee to be expanded upon in the second film.

Sadly that wasn’t to be. And once again, Michael Bay utilises the military in terms of its characters as well as the explosions in the action scenes. I tolerated it in the first film, but here, I feel an overdose of the military is used by this point and I wanted us to go beyond having the military in these movies.

There’s also an uneven focus on Sam’s character, who returns from the first film and we see him going to college. He gets caught up in the war between the Autobots and the Decepticons as well as solving the mystery involving strange symbols which he sees from touching a piece of the Allspark. 😐

I should point out that this film was affected by strike action at the time it was made in 2008. Alex Kurtzman and Roberto Orci who wrote the first ‘Transformers’ film came back to write the second film, but it was feared by Michael Bay that they would be caught up during the strike action. Understandable.

Thus a new writer was brought in to work on the second film’s script, which turned out to be Ehren Kruger. I’ve also heard it claimed that Michael Bay was an uncredited writer on the script as well. It seems to show, considering Michael Bay’s ego as well as the strike action that happened at the time.

Okay, I should talk about the Transformers characters first before I get onto talking about the human participants of this film. I know that’s ironic considering there’s not much focus on the Transformers, but there’s something I want to address in comparing these movies to the 1980s cartoon TV show. 🙂

I haven’t seen the 1980s cartoon TV show in a while, but I remember certain characters that stood out for me. As well as Optimus, Bumblebee, Ratchet, Megatron and Starscream, there’s Hound, Trailbreaker, Wheeljack, Mirage, Sunstreaker, Sideswipe, Brawn, Cliffjumper, Skyfire and Skywarp. 🙂

In ‘Revenge of the Fallen’, I don’t know any of the Transformers that appear in this movie and most of them I can’t remember their names. Most of the Decepticon characters look the same and very often, it’s hard to tell who’s fighting who in the action-packed sequences featured throughout the film.

This is a shame as some characters have full potential of being used due to their contribution in the 1980s TV series. An Autobot character that comes to mind is Arcee, voiced by Grey DeLisle. Now I remember Arcee. She was in the 1986 ‘Transformers’ film and I saw her in ‘Five Faces of Darkness’. 🙂

What does she do in ‘Revenge of the Fallen’? Well, she’s…there. She takes part in the Shanghai mission at the film’s beginning and in the Egyptian desert battle in the film’s climax and…that’s about it. How come a memorable ‘Transformers’ character from the 1986 film and Seasons 3 and 4 of the 1980s series be reduced to a small role?!

Peter Cullen returns to voice Optimus Prime in ‘Revenge of the Fallen’. Whilst he’s not fully explored in the film, there’s a certain moment where he gets killed. Yeah! Second film of the live-action ‘Transformers’ film and he gets killed off halfway. I believe this was meant to be a shocking moment.

But the filmmakers don’t follow all the way through with this. You see, Optimus is revived by Sam with the Matrix of Leadership and brought back to life. For those of you who don’t know, when Optimus Prime died in the 1986 ‘Transformers’ movie, he didn’t come back to life. He stayed dead! 😐

I know Optimus came back in Seasons 3 and 4 of the 1980s cartoon show, but at least the filmmakers of that 1986 film knew how to maintain a ‘Wrath of Khan’ death like that and saved ‘The Search For Spock’ resurrection for later on. A shame the writers of this movie didn’t live up to that.

And just to remind you, the writers Alex Kurtzman and Roberto Orci were the same people who mucked up on the Kirk death scene in ‘Star Trek Into Darkness’ mirroring Spock’s death in ‘Wrath of Khan’ before he was brought back to life. Amazing how this lazy writing repeats itself now and again.

Also, I would’ve saved Optimus’ death for a third or fourth movie as opposed to a second film. It’s like when Superman got killed off in ‘Batman v Superman: Dawn of Justice’. I can’t feel the emotional effects of Optimus Prime’s death when I don’t know him well enough as a character here.

Megatron (voiced by Hugo Weaving) also returns from the dead from the end of the first film. But don’t worry! He doesn’t do much in this film either. 😡 It’s sad when the leader of the Decepticons who was prominent in the 1980s TV series gets reduced to more of a background role in the film series.

Ideally, I would’ve liked to have seen more of Megatron in his villainous role compared to the first film. Instead, his presence is taken over by the titular Fallen (voiced by Tony Todd of ‘Star Trek’ fame). Now apparently, the Fallen is an actual Transformers character and not made up in the film. 🙂

According to my research, the Fallen was once called Megatronus and one of the Thirteen Primes created by Primus in ‘Transformers’ lore. A shame the Fallen isn’t expanded upon as a character in the film. I say that because I just don’t know anything about the Fallen and what his revenge was. 😐

There’s a Decepticon-turned-Autobot character called Jetfire (voiced by Mark Ryan, who previously voiced Bumblebee in the first film – more on Bumblebee shortly). I didn’t find Jetfire interesting enough, even when he was walking about with a cane in his hand, which thinking about it is stupid. 😦

I’m disappointed that Bumblebee’s voice, which was restored at the end of the first film, got retconned and was damaged again. There’s also a lack of friendship seen between Bumblebee and his owner Sam, who doesn’t take him to college with him, which I found odd when watching this film.

Ironhide returns (voiced by Jess Harnell) and so does Ratchet (voiced by Robert Foxworth). Starscream also returns (voiced by Charlie Adler). The rivalry between him and Megatron (if you can call it that) is less interesting than it is compared to what I’ve seen of the two in the 1980s cartoon. 😦

I know that Megatron and Starscream’s rivalry in the 1980s cartoon was often repetitive, but at least it was memorable and I could enjoy it in some measure compared to it being reduced for more human plots to take over. The lack of Transformer character development in these films is frustrating!

Frank Welker (who often voiced Megatron in the 1980s cartoon show) voices Soundwave, who is a Cybertronian satellite in the film. Now I remember Soundtrack in the 1980s show. He transformed into a cassette tape-deck. He had cassette tape robots like Laserbeak, Ravage, Rumble and Frenzy. 🙂

Here in the ‘Transformers’ film series, Frenzy took over the cassette tape-deck (boom-box) role of Soundwave in the first film. I found Soundwave very uninteresting when being a satellite in the second film and he didn’t really do much when tracking transmissions throughout Earth’s network. 😦

There’s Devastator (also voiced by Frank Welker) who is a giant Decepticon formed by the Constructicons (much in the style of a Megazord from ‘Power Rangers’). He’s formed by construction vehicles such as Mixmaster, Scrapper, Scrapmetal, Long Haul, Scavenger, Hightower, Overload and Rampage in this.

Sadly, we don’t get to meet the Constructicons one by one in the film and when we do meet Devastator once formed by the Constructicons…I wish I could say I was impressed by him, but he ended up so ugly-looking. We also get to see his balls in the film. WHY DID WE NEED TO SEE HIS BALLS?!!!

UGH!!! Oh but that just scrapes the surface. For you see, there are two Autobots characters featured in the film who are considered to be racially offensive and the most despised characters of the film. If you don’t know whom I’m talking about here, I’m of course referring to the Autobot twins – Mudflap and Skids.

Now I don’t know what was going on through Michael Bay’s mind when he introduced these characters in the film (apart from having racially insensitive stereotypes), but I have two major problems with these characters. First and foremost is that they’re not funny, which is a huge problem.

They’re supposed to come across as comic relief, but when seeing them in the film, I couldn’t help feel uncomfortable by them. And yes, they are in a lot of the film! (groans) I was hoping they wouldn’t be in the film for very long, but they’re often accompanying Sam, Mikaela, Bumblebee and others in the film.

The second problem I have with Mudflap and Skids is how come there are racially insensitive stereotype Autobot characters to begin with? If the Autobots wanted to adapt to Earth culture, they’re going the wrong way about it. I’ve always considered the Autobots to highly sophisticated compared to humans.

The point I’m trying to make here is that there was no need for Michael Bay to include racially insensitive characters in the film, especially with a couple of Autobots. If they’re meant to funny, it’s not working and I’m just happy when Bumblebee threw them out because they were very annoying.

Skids: “Now, that’s rude.”

No! You’re rude! And more ruder than Jar Jar Binks in my opinion! 😡

There’s another ‘Transformers’ character called Wheelie.

You wish! 😀 No, it’s this Wheelie.

There you go. This is a Decepticon that transforms into blue radio-controlled toy monster truck. Well, I should say, he starts off being a Decepticon before he decides to switch sides and becomes an Autobot instead. Oh and he humps on Mikaela’s leg! And in a quite perverted manner I should add. 😮

Um, ‘Transformers’ is catered for children, right? Are the kids who watched ‘Transformers’, whether it’s the 1980s TV show or not, going to be influenced by the sexual innuendoes featured in this film? A couple of dogs do it too. 😮 John Turturro even undresses himself in this. They’re pointless and disgusting moments!

I’ve spent a lot of time talking about the ‘Transformers’ characters more than the film. Let’s talk about the human characters for a bit. Some of them you’ve seen in the first film. Most of them are as annoying as ever and like the Transformers characters are poorly handled in terms of character development.

Shia LaBeourf returns as Sam Witwicky in the film. I wish I could say the start of his college life was interesting, but even that I found dull and it wasn’t explored enough to a great extent. Sam also comes across as a jerk when Optimus and the Autobots need his help in the situation they’re in. 😦

You know, at least Spike in the 1980s cartoon show was willing to help. Also, and I can’t believe I’m saying this, I find Peter Parker’s desire to have a normal life in ‘Spider-Man: Far From Home’ more relatable compared to how Sam wanted to have a normal life and no Transformers to contend with.

Megan Fox is also back as Mikaela in the film. I really wish I could say I’ve found Mikaela a well-developed character in these ‘Transformers’ films, but she’s stuck as the pretty face with no exploration for why she loves Sam. Also the relationship between Sam and Mikaela is pretty bland. 😦

There’s meant to be this subplot going on where Mikaela tries to get Sam to say “I love you” to her, but it feels forced and manipulative in my opinion. I would’ve liked it if Sam and Mikaela were really into each other. Perhaps their relationship could have been explored more if she went to college with him.

Josh Duhamel and Tyrese Gibson’s characters of Lennox and Epps are more or less the same as they were in the first film. Mind you, Lennox gets more attention compared to Epps. Also, we don’t get to see Lennox’s family again, since his wife and daughter seem forgotten by this stage in the film series.

As established, John Turturro is back as Simmons, the former agent of the terminated Sector 7. I didn’t see any need for Simmons’ character to be back in this film, since I didn’t really care for him in the first film. I’m certain Simmons was added into the film for comic relief rather than adding to the plot.

And who could forget this infamous line of dialogue?

Simmons: “Beginning, middle, end. Facts. Details. Condense. Plot. Tell it.”

Something the filmmakers didn’t take heart to it when making this movie. 😥

Sam gets a college roommate in the film – Ramon Rodriguez as Leo Spitz. I found Leo’s character to be just as annoying as many of the other human characters featured in the film. He seems to be obsessed with the Transformers, but is easily scared and screams a lot once in the heart of danger. 😐

Also, Leo has a warped idea of how to woo hot women. When he’s interested in Alice, he provides her…a pizza box? Err, I would’ve given her flowers. Or a box of chocolates! Then again, Leo isn’t the brightest of the bunch at Sam’s college, but seriously, who would give a pizza box to a girl on a date?!

Meanwhile, Timelord007 returns home, disappointed and carrying a pizza box. His latest date didn’t go very well.

Timelord007:  (annoyed) “What an ungrateful women! She expected a romantic restaurant, plus a three course meal on a second date. I mean, what’s wrong with just going out for a pizza?”

“Hey, Timelord! Sorry your date was a disaster. But great timing! I’m currently checking out ‘Transformers: Revenge of the Fallen’.”

Timelord007 becomes aghast with fear. He turns around and heads out through the front door of his house.

Timelord007: (shouts) “Karen! I’m sorry! I’m booking the restaurant! Pick you up in 20 minutes!”

There’s a moment where I found myself laughing out loud. It’s when Leo stuns out a security guard at a museum when in the gents, but then he stuns himself too. Seeing how that scene was played out was very funny, because it was so stupid and only a guy like Leo could do a stupid thing like that.

Kevin Dunn and Julie White are also back to play Sam’s parents, Ron and Judy. Whilst I can tolerate Kevin Dunn’s acting in the film, Julie White is way over-the-top and very hyper in the film. This is especially when Sam’s parents drop him off at college. A lot of moments featuring Judy’s character are cringeworthy.

There’s Isabel Lucas as Alice, a female pretender who’s sent to spy on Sam at his college. Whilst I get that Alice was meant to spy on Sam and is working on behalf of the Decepticons, her sexual advances were too much for me and very unsettling. This was a film meant for children, wasn’t it? 😐

John Benjamin Hickey stars as Theodore Galloway, a national security adviser who criticises NEST and the Autobots for their destructive tactics. Whilst I get what he’s arguing about, he too could be on the verge of very annoying, especially when he’s being unreasonable and unlikeable to everyone.

There’s Glenn Morshower as General Morshower, NEST’s supervisor; Matthew Marsden as Graham, a British Army NEST officer; Michael Papajohn as Colin, Mikaela’s father; and Rainn Wilson as Professor Colan, Sam and Leo’s astronomy teacher, whose interest in young girls is really off-putting.

By the way, Deep Roy is in this movie playing an Egyptian guard. Yes, after playing Mr. Sin in ‘The Talons of Weng-Chaing’ and the Oompa-Loompas in Tim Burton’s ‘Charlie and the Chocolate Factory’, this is what it comes down to. Being in ‘Revenge of the Fallen’ and being called a munchkin.

Like the first film, there’s an action-packed climax which takes place in the Egyptain desert where Sam and Mikaela have to get to Optimus Prime’s dead body and restore him back to life. The action-packed climax is meant to epic and sweeping…and I just don’t care. The climax is hard-going to sit through. 😦

The movie ended up being so boring! It took too long for Sam to get to Optimus; there were too many explosions; and I didn’t care about the characters. Even when Mikaela begged Sam to come to her once he had been shot to the ground and when Sam was in Transformers heaven, I felt empty! 😦

Also, Sam ending up in Transformers heaven was stupid, even though Michael York voiced one of the Primes. Incidentally, I noticed Leo was restrained in using the F-bomb, as he sometimes says “What the F?” in the film. It didn’t stop Mikaela uttering the F-bomb during the film’s climax though.

Another glaring problem I have (and I’m sure many people noticed it when they were watching it) is that the film is way too noisy. Sometimes I couldn’t make out some of the dialogue said by the characters. The music, sound effects and explosions overwhelmed the story whilst I watched the film.

On the 2-disc Special Edition DVD of ‘Transformers: Revenge of the Fallen’, there’s an audio commentary with director Michael Bay, writer Alex Kurtzman and writer Roberto Orci on Disc 1. I’ve not heard the audio commentary yet, but would the commentators alter my opinion about the film? I suspect not.

On Disc 2, there are deleted/extended scenes from the film; a Linkin Park music video for ‘New Divide’ (Honestly, I enjoyed the ‘Transformers’ albums more than I enjoyed the movies); and a ton of documentaries including ‘The Human Factor: Exacting Revenge of the Fallen’, ‘Seeds of Vengeance – Development and Design’, ‘Domestic Destruction – Production: United States’, ‘Joint Operations – Production: Military’, ‘Wonders of the World – Production: Middle East’, ‘Start Making Sense – Editing’, ‘Under the Gun – Visual Effects’, ‘Running the Gauntlet – Post-Production and Release’, ‘A Day With Bay – Tokyo’, ’25 Years of Transformers’ and ‘Deconstructing Visual Bayhem’. There’s also ‘NEST Transformers Data Hub’, a collection of concept art; and two Easter Eggs.

I’m sure the special features are more interesting compared to the film, but I’m not interested in seeing them again. I’m also sure there’s more to address concerning the problems of ‘Revenge of the Fallen’, but I’ve covered as much as I can. In a nutshell, ‘Revenge of the Fallen’ is a huge mess of a film.

I expected great things to come out of ‘Revenge of the Fallen’ following the first film. Sadly, they were squandered and Michael Bay repeated the same formula from the first film into the second film. I wish there was variety in these ‘Transformers’ films, but sadly not whilst Michael Bay directs them. 😦

And the sad thing is: it’s going to get worse as we progress further with the next three sequels. 😥

‘Transformers: Revenge of the Fallen’ rating – 3/10

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2 thoughts on “‘Transformers: Revenge of the Fallen’ (Film)

  1. Timelord 007

    Good God where do i start with this??? Bad acting, terrible script, fast cut action making it virtually impossible to see what’s going on, Urgh this film is terrible & a utter insult to Transformers.

    The look of most of the Transformers is poor & i agree with you makes it difficult to make out who’s who, Bumblebee movie animated the look of the characters perfectly so why couldn’t the actual live action movies.

    Julie White acting is Graham Crowden bad it’s on par with Jim Carrey’s Riddler & those scenes needed cutting, in fact most scenes with Sam’s parents & John Turturro as Agent Simmons need cutting because the tone of this film is goofy & silly.

    The fast cut editing is nauseating for God sake Michael Bay we don’t need 60 cuts a minute for an action scene use wide shots so we can see what’s going on.

    Even Megan Fox (Future Mrs Timelord) can’t save this despite her nice ass shots & Shia was starting down his dark path in this which reflects in his performance.

    Killing Optimus Prime & having him absent for nearly half the movie was a HUGE error & not having him battle Megatron in an EPIC battle scene in any of the movies i find bizarre.

    An excellent review Tim perfectly summed up, check out the Netflix animated series shows Transformers done justice it’s a must watch.

    Liked by 1 person

    1. Tim Bradley Post author

      Hi Simon.

      Thanks for your comments on my ‘Revenge of the Fallen’ review and thank you for providing your cameo in the review. 😀

      I’m amazed the ‘Transformers’ films by Michael Bay lasted long with five films judging by the quality of this film. I think it’s going to get worse with each passing film in the series. I’ve seen ‘Dark of the Moon’ but have yet to see ‘Age of Extinction’ and ‘The Last Knight’. I can predict that ‘Last Knight’ will be the worst one of the five films made by Michael Bay. Glad you agree with me that it’s difficult to make out who’s who with the poorly-realised Transformers characters featured in this film.

      I’d say that Julie White is worse than Graham Crowden in ‘The Horns of Nimon’ and Jim Carrey in ‘Batman Forever’. I at least enjoyed their performances in those productions. With Julie White, it’s painfully cringeworthy when watching her as Sam’s mom. And as you say, the scenes with Sam’s parents and John Tutturo’s Simmons aren’t needed in the story, as they don’t help to move the plot along. I get they’re comic relief characters, but very often they’re bad comic relief.

      Yeah, I discovered that Shia LaBeouf hasn’t done well lately, especially with the criminal charges he’s had over the years. That shocked me. I can see that these ‘Transformers’ movies would have led him on a dark path, especially with Michael Bay directing them. 😐

      I’m disappointed there’s not enough interaction between Optimus Prime and Megatron in the films like there was in the 1980s cartoon series. Clearly, the Transformers stuff wasn’t as interesting as the human stuff when these films were made. 😦 I wonder how many complaints Michael Bay and his team recieved when the fans wanted more Transformers and less humans. Hmm.

      Thanks for recommending the Netflix ‘Transformers’ animated shows. Hopefully I’ll check them out someday should I subscribe to Netflix anytime soon.

      Many thanks for your comments. Bracing myself for ‘Dark of the Moon’ next. 😐

      Tim 🙂



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