Transformers: Revenge of the Fallen is a 2009 American science fiction action film directed by Michael Bay and is based on the Transformers toy line. The film is the sequel to 2007's Transformers, as well as the second installment in the live-action Transformers film series. Taking place two years after the first film, the story revolves around Sam Witwicky (Shia LaBeouf), who is caught once again in the war between the Autobots, led by Optimus Prime (Peter Cullen) and the Decepticons, led by Megatron (Hugo Weaving). Sam begins having strange visions of Cybertronian symbols, and is being hunted by the Decepticons under the orders of an ancient Decepticon named The Fallen, who seeks to get revenge on Earth by finding and activating a machine that would provide the Decepticons with an energon source, destroying the Sun and all life on Earth in the process. Returning Transformers include Optimus Prime, Bumblebee, Ironhide, Ratchet, Megatron, Starscream, and Scorponok.


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 between May and September 2008, with locations in Egypt, Jordan, Pennsylvania, New Jersey, and California, as well as air bases in New Mexico and Arizona. It is the last film in the series to star Megan Fox, and is also the last film in the series to be co-produced by DreamWorks Pictures, leaving Paramount Pictures as the sole distributor of its future sequels.


Revenge of the Fallen premiered on June 8, 2009 in Tokyo and was released on June 24, 2009 in the United States. Critical reception was negative, with critics considering it to be inferior to the first film. Critics panned the film's plot, screenplay, crude humor, offensive racial stereotypes, characters, and runtime, but the visual effects, and sound design received praise. The film won three Golden Raspberry Awards at the 30th Golden Raspberry Awards ceremony and became the highest-grossing film to win the Worst Picture award. The film surpassed its predecessor at the box office, grossing a total of $402.1 million in the US and Canada and $434.2 million in other territories, for a total of $836.3 million worldwide, making it the 37th highest-grossing domestic film and fourth-highest of the year worldwide. With over 11 million home media sales in 2009, it was also the top-selling film of the year in the United States. It was followed by Dark of the Moon in 2011.


DETAILED PLOT


In 17,000 B.C., the Primes (the original Autobots) got their energy from sun harvesters, machines that destroy stars to harness their energy. The Primes vowed never to destroy a star that sustains life. One Prime attempted to violate this rule by building a sun harvester on Earth, for which he was imprisoned by the other six Primes, becoming "The Fallen", the original Decepticon.


In 2009, two years after the battle of Mission City,[N 1] the Autobots and the humans have formed the Non-biological Extraterrestrial Species Treaty (NEST), a classified international task force meant to eliminate the remaining Decepticons who are hunting the Autobots. They defeat two Decepticons, Sideways and Demolisher, in Shanghai, but the latter tells them the Fallen is coming before being killed. Meanwhile, the Decepticon Soundwave hacks into a military satellite. The Decepticons steal the last known piece of the AllSpark shard from a Navy base and use it to resurrect Megatron's body while tearing off parts from one of their own members to provide necessary repairs to his body. The Fallen sends Megatron and his second-in-command, Starscream, to capture Sam Witwicky alive and kill Optimus.


Sam, now a college student, has been seeing Cybertronian symbols since holding a smaller AllSpark shard; Megatron believes the symbols will lead the Decepticons to a new Energon source. The shard brings many of the kitchen appliances to life and they try to kill Sam and his parents; Bumblebee rescues them. Sam gives the shard to his girlfriend Mikaela Banes, who later captures the Decepticon Wheelie as he attempts to steal it. After being attacked by Alice, a Decepticon Pretender posing as a college student, Sam, his roommate Leo, and Mikaela are captured by the Decepticon Grindor before Optimus and Bumblebee rescue them. The Decepticons then kill Optimus (but not before he kills Grindor) and launch devastating, simultaneous attacks around the world, while the Fallen, with help from Soundwave, hijacks Earth's telecommunications systems, demanding that Sam be handed over to him.


Sam, Mikaela, and Leo then find alien expert and former Sector Seven agent, "Robo-Warrior" Seymour Simmons, who reveals the Transformers visited Earth eons ago and the most ancient, known as Seekers, remained hidden on Earth. With help from Wheelie, they track down an elderly Decepticon turned Autobot Seeker named Jetfire at the Smithsonian Air and Space Museum. They use their shard to revive Jetfire, who teleports the group to Egypt. Along with Jetfire, Wheelie sides with the Autobots, and Jetfire sends them to locate the Matrix of Leadership, the sun harvester's key, which could also be used to revive Optimus. The group finds the Matrix, whom the Primes that punished the Fallen sacrificed themselves to hide, in Petra, but it disintegrates into dust.


Meanwhile, NEST forces and the Autobots land near the Giza pyramid complex and are attacked by the Decepticons. The Constructicons combine to form Devastator, who destroys one of the pyramids to reveal the sun harvester inside before he is killed by the navy. A majority of the Decepticons are killed, mostly with multiple airstrike from the Navy and the Air Force, but Megatron kills Sam. Near-death, the Primes speak to Sam, saying that the Matrix must be earned, not found and that he has now earned the right to bear it by fighting for Optimus. They revive Sam and grant him the Matrix, which he uses to revive Optimus. The Fallen steals the Matrix from a weak Optimus and uses it to activate the sun harvester. After Jetfire (who was wounded by Scorponok, but was able to kill his attacker) sacrifices himself to allow his parts to be transplanted to Optimus, Optimus Prime destroys the harvester and kills the Fallen; Megatron and Starscream retreat. The Autobots and their allies then return to the United States, and Leo and Sam return to college.