Here we have one of, if not the most, critically panned Michael Bay Transformers movies. Alongside The Last Knight, Revenge of the Fallen is considered one of the worst of the franchise. Not that everyone was thrilled with the series to begin with, but this is a movie that is considered bottom tier. Released in 2009, two years after the first installment of the franchise, Revenge of the Fallen certainly turned a few heads.

I would have to agree, which I will get into in a moment. I feel like I may have seen this movie in theaters, but I can’t recall, so I cannot say what my initial impression was. I remember seeing Dark of the Moon in theaters, which is why I think I did, but I’m currently drawing a blank.

While I have a slight nostalgic attachment to this film, I can certainly admit that I am not as sentimental/nostalgic for this movie as I am for the 2007 movie. I am certainly more critical of this movie, and have a lot more issues with this movie, that I am less likely to excuse. And while this may not be the case for everyone, for me, this movie does feel like it goes faster. That’s neither a positive or a negative, but sometimes movies feel like they will either drag or go by really fast.

Negative: Risqué Humor/Content

If you’ve read my review for the 2007 movie, you may recall one of my critiques was how some of the humor didn’t hit because I felt like it was a bit raunchy/risqué. However, I feel like it was a little tamer there than it was here.

Once again, considering that Transformers is a series meant for a younger audience, and can be enjoyed by all ages, these jokes and cues felt like it was dialed to eleven. And not in a good way.

I don’t care if this is a PG-13 movie. Not all PG-13 movies need to be raunchy or risqué. And this is still a movie that parents would bring their kids to, just like they would for the similarly rated Avengers movies. As such, these kind of jokes could be deemed as immature and/or inappropriate for kids.

Whether it be Simmons’ comment about Demolisher’s underside, the whole scene with Alice, or Wheelie’s whole thing with Mikaela when Jetfire was introduced, this movie made some questionable choices in the humor department. While humor is certainly subjective, this is a critique that people will commonly have with this movie.

Positive: Cybertronians and Music

I’m lumping these two together since I don’t feel like there is enough for me to add for either. Because unlike the previous movie review, where I felt it was justified to have them separate, I don’t think they need to be here. The Transformers still look good here. The effects used to create them are solid. Of course Michael Bay’s signature explosion flair is there, but if we’re talking strictly about the Cybertronians, they’re good.

The music is also good. Steve Jablonsky’s score still works great here. As does the vocal tracks. I have no complaints about the music.

Negative: The Plot Device that is the Matrix of Leadership

Something that feels out of place is the whole search for the Matrix of Leadership. They spend a good chunk of the movie trying to find it so they can revive Optimus. And while I do get the reason behind it, I can’t help but think that them searching for it feels like a bad plot device. A cliché macguffin that the heroes and villains both want for their own reasons. One to save the world and revive Optimus. The other, to destroy the world.

Also from a lore perspective, it feels problematic. If you are not familiar with the Matrix of Leadership, you may think that it was just a plot device/macguffin to keep the movie going. However, that isn’t entirely the case. Originally, the Matrix of Leadership was an artifact given to Primes/Autobot Leaders and was what turned the humble Orion Pax into Optimus Prime. It’s said to contain remnants of Primus, the original Cybertronian.

And while it can be removed from one Autobot and passed down to another, it should not have been the case here. It feels like it was something Optimus should have already and maybe have it a) passed to another Autobot (presumably Bumblebee) or b) It stuck with him. That way, if the Decepticons still wanted it and the Autobots wanted to revive Optimus, at least they’d have it to do so while evading the Decepticons.

Granted, the Matrix of Leadership may still be considered a bit of a macguffin/plot device in the other Transformers media, which I won’t argue. It is kind of a strange artifact and its uses could be seen as such.

Positive: The Concept

While maybe not executed well, I’d say the concept for the story was good. The idea of a Fallen Prime seeking out vengeance against Optimus and the Autobots sounds like a cool concept. The revival of Megatron was also a solid concept (granted it wasn’t the Galavtron treatment like we would get later on, but still) and killing Optimus similarly to how he was killed in the 1986 animated movie was a neat touch.

All of these would make for a good story. The drama of losing Optimus, the panic that there is a vengeful Prime out there, and the chaos of reviving Megatron thrown into the mix would make for a solid movie. Certainly a solid sequel. I may dock points for the execution, but a good concept was there. But compared to the movie, I feel like it’s not as much of one given how it’s only ever used when it involves Optimus and death (as well as when he gets it as Orion Pax).

Negative: New Characters (Mudflap, Skids, Wheelie, and Leo)

I considered doing a Neutral point for characters, but since I had a lot of critiques for the newer characters introduced, I chose not to. I enjoyed Mikaela and, while I didn’t quite like the Devastator joke he made, I did enjoy Simmons’ eccentric humor. He was funny, had good moments, and John Turturro is just a joy in these movies (I may be in a minority saying that, but Simmons is one of the few human characters I enjoyed in the series). I also thought that Jetfire was a neat addition and it was interesting to see how they worked Soundwave and Ravage, with Frank Welker returning to voice the former.

That’s about all I wanted to say about the more positive characters (Sam’s neutral to me, at least in this movie, and I never really cared much for his parents). The next few characters are not so lucky.

Skids and Mudflap are a duo notoriously criticized, and I can’t say without merit. It has been stated that they are offensive racial stereotypes. While they certainly are, they also are just down right annoying. Nothing they bring to the table is anything of value. They weren’t entertaining, nor were they necessary.

The same could be said for Wheelie. He wasn’t really amusing. He tries to get an All Spark sliver, provides some exposition, and is a little too attached to Mikaela. Viewers only have to deal with him for like two movies. And while he may have seemed “tamer” in Dark of the Moon, I can’t say he got any better on a personal level in my opinion.

And then there’s Leo. Much like the previous three characters, he did not feel necessary to the plot. He just acted dramatic (for humor’s sake I would assume) and made as the comic relief character. Leo feels like a stereotypical conspiracy theorist mixed with a comic relief character. While I am not implying that all comic relief characters are terrible, how they are written/executed can make them that way. And I feel like that was Leo’s problem.

I would give this movie a 5.5 out of 10. I did enjoy the music and the effects from this movie. It had some good action and the concept was there and had potential. However, the humor, offensive and/or annoying characters and the use of the Matrix of Leadership really drag this movie down.