Transformers: Revenge of the Fallen is a 2009 American science fiction action film, directed by Michael Bay and produced by Steven Spielberg. It is the sequel to Transformers (2007) and the second film in the live action Transformers series. The plot revolves around Sam Witwicky (Shia LaBeouf), the human caught in the war between Autobots and Decepticons, having visions of Cybertronian symbols, getting hunted by the Decepticons under the orders of their long-trapped leader, The Fallen, who seeks 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. *Development* In September 2007, Paramount announced a late June 2009 release date for the sequel to Transformers. A major hurdle that was overcome during the film's production was the 2007–2008 Writers Guild of America strike, as well as possible strikes by the Directors Guild of America and the Screen Actors Guild. Bay began creating animatics of action sequences featuring characters rejected for the 2007 film. This would allow animators to complete sequences if the Directors Guild of America went on strike in July 2008, which ultimately did not happen. The director considered making a small project in between Transformers and its sequel, but knew "you have your baby and you don't want someone else to take it". The film was given a $200 million budget, which was $50 million more than the 2007 film, and some of the action scenes rejected for the original were written into the sequel, such as the way Optimus is reintroduced in this film. Lorenzo di Bonaventura said the studio proposed filming two sequels simultaneously, but he and Bay concurred that was not the right direction for the series. Writers Roberto Orci and Alex Kurtzman originally passed on the sequel because of a busy schedule. The studio began courting other writers in May 2007, but as they were unimpressed with their pitches, they convinced Orci and Kurtzman to return. The studio also signed on Ehren Kruger, as he impressed Bay and Hasbro president Brian Goldner with his knowledge of the Transformers mythology, and because he was friends with Orci and Kurtzman. The writing trio were paid $8 million. Screenwriting was interrupted by the 2007–2008 Writers Guild of America strike, but to avoid production delays the writers spent two weeks writing a treatment, which they handed in the night before the strike began, and Bay expanded the outline into a sixty-page scriptment, fleshing out the action, adding more jokes, as well as selecting the majority of new characters. The three writers spent four months finishing the screenplay while "locked" in two hotel rooms by Bay: Kruger wrote in his own room and the trio would check on each others' work twice a day. Orci described the film's theme as "being away from home", with the Autobots contemplating living on Earth as they cannot restore Cybertron, while Sam goes to college. He wanted the focus between the robots and humans "much more evenly balanced", "the stakes [to] be higher", and more focused on the science fiction elements. Lorenzo di Bonaventura said that in total, there are around forty robots in the film, while ILM's Scott Farrar has said there are actually sixty. Orci added he wanted to "modulate" the humor more, and felt he managed the more "outrageous" jokes by balancing it with a more serious plot approach to the Transformers' mythology. Bay concurred that he wanted to please fans by making the tone darker, and that "moms will think its safe enough to bring the kids back out to the movies" despite his trademark sense of humor. Kurtzman created the film's title. The filmmakers considered incorporating the comics' character of G. B. Blackrock, but Bay considered the name too cartoonish. Before Transformers was released, producer Tom DeSanto had "a very cool idea" to introduce the Dinobots, while Bay was interested in an aircraft carrier, which was dropped from the 2007 film. Orci claimed they did not incorporate these characters into Revenge of the Fallen because they could not think of a way to justify the Dinobots' choice of form, and were unable to fit in the aircraft carrier. Orci also admitted he was also dismissive of the Dinobots because he does not like dinosaurs. "I recognize I am weird in that department", he said, but he became fonder of them during filming because of their popularity with fans. He added "I couldn't see why a Transformer would feel the need to disguise himself in front of a bunch of lizards. Movie-wise, I mean. Once the general audience is fully on board with the whole thing, maybe Dinobots in the future." However, upon being asked on the subject, Michael Bay said he hated the Dinobots and they had never been in consideration for being featured in the movies. During production, Bay attempted to create a misinformation campaign to increase debate over what Transformers would be appearing in the film, as well as to try to throw fans off from the story of the film. However, Orci confessed it had generally not been working. The studio went as far as to censor MTV and Comic Book Resources interviews with Mowry and Furman, who confirmed Arcee and The Fallen would be in the picture. Bay told Empire that Megatron would not be resurrected, claiming his new tank form was a toy-only character, only for Orci to confirm Megatron would return in the film in February 2009. Bay also claimed he faked leaked daily call sheets from the first week of filming, that revealed Ramón Rodríguez's casting, and the appearance of Jetfire and the twins. *Effects* Hasbro became more involved in the designs of the robots than in the 2007 film, and they and Takara Tomy suggested to the filmmakers that combining robots be the main draw for the sequel. They insisted on keeping the alternate modes of some of the returning characters similar, so people would not have to buy toys of the same characters. Bay used real F-16 Fighting Falcon and tank fire when filming the battles. Many of the new Autobot cars supplied by General Motors were brightly colored to look distinctive on screen. Scott Farrar returned as visual effects supervisor and anticipated moodier use of lighting as well as deeper roles for the Decepticons. He stated that with the bigger deadline, post-production will be a "circus". The producers expected that with a bigger budget and the special effects worked out, the Transformers would have a larger role. Peter Cullen recalled, "Don Murphy mentioned to me, 'Only because of the tremendous expense to animate Optimus Prime, he'll be in just a certain amount of [the 2007 film].' But he said, 'Next time, if the movie is a success, you're gonna be in it a ton.'" Michael Bay hoped to include more close-ups of the robots' faces. Farrar said the animators implemented more "splashes and the hits and the fighting on dirt or moving, banging into trees, [...] things splinter and break, they [the robots] spit, they outgas, they sweat, they snort." Shooting in the higher resolution of IMAX required up to 72 hours to render a single frame of animation. While ILM used 15 terabytes for the 2007 film, on the sequel they used 140. Orci hinted the majority of the Decepticons were entirely computer-generated in both robot and alternate modes, making it easier to write additional scenes for them in post-production.

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