Transformers: Revenge of the Fallen went into production during the 2007 Writer’s Guild strike. Up to that point, Michael Bay had already been hard at work drawing up storyboards and animatics for the movie. With the strike looming on the horizon, Bay handed over his collected notes and ideas to returning writers Roberto Orci and Alex Kurtzman to bang out a workable script. They also brought on The Ring screenwriter Ehren Kruger, who was apparently the only person in the room who either knew or cared about Transformers lore1.
The trio turned it around in just two weeks, delivering a rough treatment the night before the strike. This apparently became the shooting script, with the strike forcing them to just wing it the rest of the way. And when you know all this, Revenge of the Fallen looks less like a slow-motion trainwreck and more like a high school essay written an hour before it was due. Because that’s exactly what it is.
Don’t get me wrong, it is absolutely a slow-motion trainwreck. Seven minutes longer than the original slow-motion trainwreck, to be precise. But when you realize what kind of duress the finished product was created under, and how most of the movie came unfiltered straight from the mind of Michael Bay, Revenge of the Fallen represents the peak of what Bay will do if left to his own devices2. This movie goes to some truly nutty places, and makes leaps in logic that only make sense if you’ve been living and breathing all things Transformers for the past two years.
This movie is so much more aggressive and mean-spirited than Bad Boys II, which originally held the title of Craziest Bay Movie Ever. But where Bad Boys II at least had the natural charisma of Will Smith and Martin Lawrence to carry it, Revenge is still saddled with Shia LeBeouf doing his Shia LeBeouf thing. It’s all the worst tendencies of the first movie cranked up to eleven, with an extra helping of casual racism, gross misogyny, and horrific violence in this movie based on a line of children’s toys.
Two years have passed since the last film. Megatron has been buried at sea, and the Autobots have teamed up with Captain Lennox (Josh Duhamel) and his squad to form NEST, a clandestine organization whose sole purpose is to root out alien refugees Decepticons around the world and murder them. This seems like a big deal, like it ought to be some kind of commentary on US military overreach, but Michael Bay loves the military too much to go pulling threads like that. It’s really just an excuse to keep most of the characters in the movie, which it lampshades by bringing in a government bureaucrat who explicitly asks why the Autobots are still hanging around if the Decepticon threat is over. And all Optimus Prime can say in return is “But what if we leave and you’re wrong?”
Meanwhile, nerd klutz supreme Sam Witwicky (Shia LeBeouf) is off to college, and can’t go one day without having a psychotic episode in class and writing a bunch of Cybertronian glyphs all over the walls. Turns out his handling of the Allspark imprinted the whereabouts of The Matrix of Leadership3 onto Sam’s brain4. All his hopes of Just Being Normal are dashed when Bumblebee shows up and spirits him away to a cemetery, where Optimus Prime tells him that the government doesn’t want them around anymore. He asks Sam not to find and recover the Matrix, but instead that Sam needs to find a way of making people realize the Autobots are the Good Guys Who Deserve To Stay.
This feels like that moment near the end of Ghostbusters II where the guys all stand around and lament how mean and rotten New York City has become, and that the people need a symbol to rally around, so they decide to bring the Statue of Liberty to life. Every time I see that scene, I always think “Wouldn’t it be great if the movie was actually about that?” So to bring it back to Transformers: Wouldn’t it be great if Revenge of the Fallen was actually about this? Sam Witwicky trying to convince the government that the alien refugees Autobots serve a useful purpose in society and deserve to stay? And aren’t just making everything worse for the rest of us? Makes you wonder, doesn’t it…
Megatron gets himself resurrected and immediately sets about capturing Sam, but instead settles for murdering Optimus Prime. Prime’s death allows an even more evil robot named The Fallen to return to Earth and try to activate a machine that will literally eat The Sun. So Sam and Mikaela (Megan Fox, given a little more to do this time5) and Sam’s roommate Leo (Ramón Rodríguez) seek out Former Agent Simmons (John Turturro), who leads them to an ancient robot named Jetfire, who teleports all of them to Egypt, where they then go to Jordan and find the Matrix of Leadership hidden in the walls of Petra. Sam calls on Lennox to bring Optimus Prime’s corpse to Egypt so Sam can revive him using the Matrix, which has subsequently turned to dust. That’s okay, though, because during the ensuing firefight Megatron shoots and kills Sam, who goes to robot heaven and meets the Seven Primes who grant him the Matrix of Leadership. He wakes up with the Matrix in his hands and stabs it into Prime’s chest, causing Prime to wake back up and kill The Fallen by literally slicing off his face.
It’s a very basic A-to-B-to-C kind of plot, where our heroes go to the place to find the guy who shows them where the thing is so they can take it to the other guy. Somewhere in there is a story about Sam becoming a man and letting go of his childish things. Sam is asked to make some tough choices, like skipping out on his webcam date with Mikaela to go to a frat party against his will, and to make out with a hot young woman who is actually a Decepticon, also against his will, and to participate in another conflict between two warring factions of aliens, also against his will. At every step of the journey, the film gives us no good reason why we should be following Sam, beyond simply being the main character. He’s pushed and pulled based on the needs of the story, told that a man has to do what a man has to do. That he needs to be a leader. So naturally, at the exact moment Sam acquires the Matrix of Leadership he immediately passes that buck back to Optimus Prime. Sam doesn’t want that shit. Sam has repeatedly told everyone he encounters that he wants nothing to do with any of this. Sam doesn’t even want to be in this movie. (Which is also why the movie kills him, but I digress.)
And at this point I feel like I’m just needling the movie for no reason, so let’s get into some specifics. For starters, there’s the action. There are a couple of sequences where the camera is so close to the Transformers duking it out that it’s hard to tell what is even going on. I remember seeing this in the theater on opening weekend, and coming out of it feeling physically ill. The action is staged and cut in such a way that it’s like they’re actively trying to hide how paper-thin everything is. None of this is helped by the character designs of the Transformers themselves. To look one directly in the face is what I imagine having face blindness must be like. I know I’m supposed to be looking at a character’s face, but I couldn’t tell one from another, let alone any defining facial features. They all have beady, glowing eyes, and faces of shredded, abstract metal parts. Their only identifying marks are their colors and vague shapes. Optimus Prime is the red, white and blue rectangle. Bumblebee is the yellow circle. Starscream is a bunch of triangles that transform into a flying triangle.
The lack of facial features seems to have been by design, because Revenge of the Fallen is a film obsessed with facial mutilation. Optimus Prime, in particular, has a habit of killing his foes by mangling their faces, either ripping them in half or just cutting them clean off. Recall back to the original, where he cleaves Bonecrusher’s head in two. And for this to be the hero that our human protagonist is supposed to look up to, he is… a bad influence. When Sam catches a buglike robot trying to spy on him, his first move is to grab it’s torso and rip it’s head off. Mikaela captures a little Decepticon named Wheelie, and when he refuses to talk she burns his eye out with a blowtorch! It’s all pretty disturbing, only one-upped during the climactic battle when Prime defeats The Fallen and shouts “GIVE ME YOUR FACE!”. This movie comes from an era where the US’s methods of torture came under intense scrutiny, but it kinda feels like Bay is advocating for it here. But then I also can’t imagine this is something the movie even has on its mind in any serious way. It just really likes burning ants with a magnifying glass.
So then the Transformers movies are just inordinately violent for no good reason. It’s been theorized by people smarter than myself that Optimus Prime is the secret villain of the entire series, but I don’t think that’s quite right. This version of Prime is a twisted caricature of the hero seen in the Transformers cartoons. The only explanation is that the true villain of the franchise is Michael Bay himself. Remember, he initially balked at the idea of even making a Transformers movie on the grounds that it was too kiddie. But give him access to guns and military hardware and a blank check to just do whatever? Bay will move heaven and earth to justify a series of action scenes where giant robots fucking murder each other if it means he gets to play with the US military’s chest of toys. He’s done it before, and you best believe he’ll do it again.
Revenge of the Fallen may have fallen victim to the 2007 Writer’s Guild strike, but in doing so, left it wide open for Michael Bay to do any crazy thing he could think of. Decepticons disguised as hot college co-eds! An SR-71 that turns into a grandpa robot with a beard! A close-up of John Turturro’s ass in a thong! Giant robot testicles clambering up the Great Pyramid! A kid dying and going to Robot Heaven! Robots mutilating each other’s faces! The sky’s the limit! These things print money! Let’s make three more of them!
NEXT TIME: To the moon!
- Kruger, incidentally, was the only writer invited back to write Dark of the Moon.
↩︎ - Revenge of the Fallen broke the record for the largest stunt explosion ever staged, a record Bay previously set during the filming of Pearl Harbor. That record has since been broken by the 007 film Spectre, which Bay vehemently disputes.
↩︎ - Supposedly the Matrix of Leadership never made it into the original movie because the producers worried people would get it confused with the movie The Matrix. Because they think we’re stupid. So instead they just made a thing up.
↩︎ - Remember at the end of the first movie how Sam shoved the Allspark into Megatron’s chest? Why didn’t that imprint the same information onto Megatron? Why doesn’t he just go after the Matrix himself? I guess because the movie is called Revenge of the Fallen? And Megatron wants revenge against Sam? Except there’s actually a character named The Fallen in the movie. So what is The Fallen getting revenge for? You know what? Never mind.
↩︎ - The movie still leans really hard into lusting after her from every conceivable angle, including having a little robot humping her leg. During the press tour for this movie, Fox described Michael Bay’s on-set demeanor as akin to working with Hitler, which didn’t sit well with producer Steven Spielberg. Her character was written out of Transformers 3, but don’t cry too hard for Megan Fox. Michael Bay cast her as April O’Neil in the two Teenage Mutant Ninja Turtles movies he produced after this.
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