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Transformers: Revenge of the Fallen

Directed by Michael Bay
Produced by Steven Spielberg (executive), Lorenzo di Bonaventura, Ian Bryce, Tom DeSanto, Don Murphy
Written by Roberto Orci, Alex Kurtzman, Ehren Kruger
Starring Shia LaBeouf, Megan Fox, Josh Duhamel, Tyrese Gibson, and John Turturro
Music by Steve Jablonsky, Linkin Park
Cinematography Ben Seresin
Editing by Roger Barton, Paul Rubell, Joel Negron, Thomas Muldoon
Studio DreamWorks Pictures, Hasbro, Di Bonaventura Pictures
Distributed by Paramount Pictures
Release date(s) United Kingdom and Republic of Ireland: June 19, 2009
North America, Philippines, Australia and New Zealand: June 24, 2009
Running time 150 min.
Country United States
Language English
Budget $200 million
Gross revenue $832,712,156


Transformers: Revenge of the Fallen is an American science fiction action film released on June 19, 2009 in the United Kingdom and June 24, 2009 in North America, and will release on DVD and Blu-Ray on October 20, 2009. It is the sequel to 2007's Transformers and the second film in the live action Transformers series. Michael Bay and Steven Spielberg return respectively as director and executive producer, while Shia LaBeouf reprises the role of Sam Witwicky, the human caught in the war between Autobots and Decepticons. The film introduces many more robots and the scope has been expanded to numerous countries, most notably France, Jordan and Egypt. The plot revolves around Sam, who has been having visions of Cybertronian symbols, getting hunted by the evil Decepticons under the orders of their long-trapped leader, The Fallen. The Fallen seeks to get revenge on Earth by finding and activating a machine that would provide the Decepticons with an energon source, destroying all life on the planet in the process.

With deadlines jeopardized by possible strikes by the Directors Guild of America and the Screen Actors Guild, Bay managed to finish the production on time with the help of previsualization and a scriptment by his writers Roberto Orci, Alex Kurtzman, and series newcomer Ehren Kruger. Shooting took place from May to November 2008.

Despite being panned by movie critics, Revenge of the Fallen achieved the highest Wednesday opening gross in history, bringing in $62 million in North America and close to $100 million worldwide; this is also the second-highest opening day gross of all time, behind only The Dark Knight's $67.8 million. Transformers: Revenge of the Fallen is currently the third highest-grossing film of 2009 worldwide, behind Harry Potter and the Half-Blood Prince and Ice Age: Dawn of the Dinosaurs, and the highest-grossing film of 2009 in the United States. In less than a month, the film surpassed the all-time earnings of its predecessor.

It is revealed that thousands of years ago there was a race of ancient Transformers who scoured the universe looking for energon sources. Known as the Dynasty of Primes, they used machines called Sun Harvesters to drain stars of their energy in order to convert it to energon and power Cybertron's AllSpark. The Primes agreed that life-bearing worlds would be spared, but in 17,000 BC, one brother, thereafter dubbed "The Fallen", constructed a Sun Harvester on Earth. The remaining brothers thus sacrificed their bodies in order to hide the Matrix of Leadership—the key that activates the Sun Harvester—from The Fallen, who swore to seek revenge upon Earth.

In the present day, two years after the events of the previous film, Optimus Prime is seen leading NEST, a military organization consisting of human troops and his own team of Autobots (including newcomers Arcee, Chromia, Elita One, Sideswipe, Jolt, and the twins Skids and Mudflap) aimed at killing the remaining Decepticons on Earth. While on a mission in Shanghai, Optimus and his team destroy Decepticons Sideways and Demolishor, being given a warning by the latter that "The Fallen will rise again". Back in the United States, Sam Witwicky finds a splinter of the destroyed AllSpark, and upon contact the splinter fills his mind with Cybertronian symbols. Deeming it dangerous, Sam gives the AllSpark splinter to his girlfriend Mikaela Banes for safe keeping, and leaves her and Bumblebee behind to go off to college. Upon arrival, Sam meets his college roommate Leo Spitz, who runs an alien conspiracy website, and Alice, a co-ed who makes sexual advances on him. Back home, Decepticon Wheelie tries to steal the shard, only to get captured by Mikaela. After having a mental breakdown, uncontrollably writing in Cybertronian language, Sam calls Mikaela, who immediately leaves to get to him.

Decepticon Soundwave hacks into a US satellite and learns the locations of the dead Decepticon leader Megatron and another piece of the AllSpark. The Decepticons retrieve the shard and use it to resurrect Megatron, who flies into space and is reunited with Starscream and his master, The Fallen. The Fallen instructs Megatron and Starscream to capture Sam in order to discover the location of the Matrix of Leadership. With Sam's outbreaks worsening, Mikaela arrives at campus just as Alice—revealed to be a Decepticon Pretender—attacks Sam. Mikaela, Sam, and his roommate Leo drive off, destroying Alice, but are seized by Decepticon Grindor. The Decepticon known as "The Doctor" prepares to remove Sam's brain, but Optimus and Bumblebee turn up and rescue him. In an ensuing fight, Optimus engages Megatron, Grindor and Starscream. Optimus manages to kill Grindor and rip off Starscream's arm, but he is eventually impaled through the chest by Megatron and dies.

After Prime's death, The Fallen is freed from his captivity and Megatron orders a full-scale assault on the planet. The Fallen speaks to the world and demands they surrender Sam to the Decepticons or they will continue their attack. Sam, Mikaela, Leo, Bumblebee, the twins and Wheelie regroup, and Leo suggests his online rival "RoboWarrior" may be of assistance. "RoboWarrior" is revealed to be former Sector 7 agent Simmons, who informs the group that the symbols should be readable for a Decepticon. Mikaela then releases Wheelie, who can't read the language, but identifying it as that of the Primes, directs the group to a Decepticon seeker named Jetfire. They then find Jetfire at the F. Udvar-Hazy Center and reactivate him. After teleporting the group to Egypt, Jetfire explains that only a Prime can kill The Fallen, and translates the symbols, which contain a riddle that sets the location of the Matrix of Leadership somewhere in the surrounding desert. By following the clues, the group arrive at the tomb where they ultimately find the Matrix, but it crumbles to dust in Sam's hands. Believing the Matrix can still revive Optimus, Sam collects the dust and instructs Simmons to call Major William Lennox to bring the other Autobots and Optimus' body.

The military arrives with the Autobots, but so do the Decepticons, and a battle arises. During the fight, Decepticon Devastator is formed and unearths the Sun Harvester from inside one of the pyramids before being destroyed by the US military with the help of agent Simmons. Jetfire arrives and destroys Mixmaster, but is mortally wounded by Scorponok. The Air Force carpet bomb the Decepticons, but Megatron breaks through the offensive and kills Sam. In a vision, Sam meets with the other Primes, who tell him that the Matrix of Leadership is not found but earned, which Sam has done, and send him back, effectively reviving him. The Matrix is reassembled from the dust, and Sam uses it to revive Optimus. The Fallen then steals the Matrix and activates the Sun Harvester. In his final moments, Jetfire volunteers his parts and spark to Optimus. With enhanced capabilities, Optimus destroys the Sun Harvester and takes on Megatron and The Fallen, killing the latter. Sam then finally reciprocates Mikaela's love as Megatron and Starscream retreat and vow that their fight is not finished.

The film ends with Optimus sending a message into space saying that the humans and Transformers both share a common past.

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  1. "New Divide" by Linkin Park
  2. "21 Guns" by Green Day
  3. "Let It Go" by Cavo
  4. "Capital M-E" by Taking Back Sunday
  5. "Never Say Never" by The Fray
  6. "Burn It to the Ground" by Nickelback
  7. "Burning Down the House" by The Used
  8. "Not Meant to Be" by Theory of a Deadman
  9. "Real World" by The All-American Rejects
  10. "I Don't Think I Love You" by Hoobastank
  11. "This Is It" by Staind
  12. "Almost Easy" Avenged Sevenfold
  13. "Transformers (The Fallen Remix)" by Cheap Trick