Transformers: Dark of the Moon

• 1. Introduction

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  Transformers: Dark of the Moon opens with a secret. In 1962, according to the film's premise, a spacecraft called the Ark crash-lands on the far side of the Moon, carrying technology capable of ending a war. President John F. Kennedy, told only that alien wreckage has been detected, authorizes the entire American space program as cover for a single investigation. Seven years later, the crew of Apollo 11 touches down, not just to plant a flag, but to quietly inspect what crashed there.

  That premise is the hook on which Michael Bay built the third film in his Transformers series, released on the 29th of June, 2011. It grossed $1.124 billion worldwide, became the fifth highest-grossing film in history at the time, and earned three Academy Award nominations. It also collected a Razzie for Worst Picture. How a film can sit at both extremes at once, and why its production was as dramatic as anything on screen, is the story worth telling.

• 2. A Franchise Under Pressure

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  By the time Paramount Pictures announced a third Transformers film on the 16th of March, 2009, director Michael Bay had not yet agreed to make it. The announcement set the release for the 1st of July, 2011. Bay's reaction, as he later described it, was blunt: he said he had agreed to July 1, but for 2012, not 2011. Starting prep in September would give his brain no break from fighting robots.

  The previous film, Revenge of the Fallen, had been almost universally panned. Bay publicly acknowledged its script was flawed, blaming in part the 2007-08 Writers Guild strike, which had disrupted production. Both original screenwriters, Roberto Orci and Alex Kurtzman, declined to return. Kurtzman said the franchise deserved to be fresh and that they felt they had given it a lot without knowing where to go next. Ehren Kruger, who had co-written Revenge of the Fallen, became the sole screenwriter. Writer Jenni Konner was also brought on to develop the female characters and sharpen the comedy.

  Bay was determined to make Dark of the Moon less reliant on the broad humor that had drawn criticism. He specifically cited the twin robots Skids and Mudflap as having formed, in his words, "a final crescendo" of dorky comedy. He publicly offered a $25,000 bet that neither character would appear in the new film. They had a brief cameo in vehicle form, but Bay technically kept his word on that one.

• 3. The 3D Conversion

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  James Cameron changed Michael Bay's mind about 3D. Bay had originally resisted the format, saying it did not fit his aggressive filmmaking style. He found the 3D camera rigs too cumbersome for location work. He was also unwilling to convert footage in post-production, disliking the results that process produced.

  Cameron stepped in directly, offering both technical advice and the crew from Avatar. He reportedly told Bay to treat 3D as a toy, another fun tool for emotion and character. Bay spent nine months working with his team to develop a more portable 3D camera rig suited to on-location shooting. Even so, about 30 percent of the live-action footage still required post-production 3D conversion to fix technical flaws. Some footage, including slow-motion scenes and close-ups requiring high image quality, was shot on standard 35 mm film because the HD digital 3D cameras could not match it. The production cost of the 3D filming alone came to $30 million of the reported $195 million total budget.

  The film's 3D approach drew sharply divided reactions from critics. One reviewer from a stereoscopic entertainment outlet called it a mix of native capturing and conversion, and said it demonstrated that fast-cutting sequences were possible in 3D. The same reviewer also said the film had a 2D script. The Empire Awards named Dark of the Moon Best 3D film of its year. In North America, 3D screenings accounted for 60 percent of the gross, which was described as unusually high given the general downturn in 3D ticket sales at the time.

• 4. The Megan Fox Departure

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  Megan Fox had been attached to reprise her role from the first two films. Patrick Dempsey's character, Dylan Gould, had been written as the employer of Fox's character, Mikaela Banes. Fox did not appear in Dark of the Moon, and the circumstances of her departure became one of the more widely reported stories around the production.

  Published accounts attributed the decision to executive producer Steven Spielberg, reportedly responding to Fox having compared Bay's work ethic to Adolf Hitler. Representatives for Fox said it was her own choice to leave. Bay later stated that Spielberg told him to fire her. Spielberg denied that account. Bay's public statement on the matter was pointed: he said he was not hurt because he knew that was just Megan, that she loves to get a response, and that he was sorry he had made her work twelve hours and show up on time.

  Rosie Huntington-Whiteley, a model with no prior film credits, was cast as Sam's new girlfriend, Carly Spencer. Actor Shia LaBeouf noted that Sam and his previous girlfriend had become one character across two films, and said the change created discovery from a new perspective. Critics were less generous. Multiple reviewers singled out Huntington-Whiteley's performance as one of the film's weaknesses. Peter Travers of Rolling Stone gave the film zero stars and described the two leads as couldn't be duller. Lou Lumenick of the New York Post wrote that Huntington-Whiteley's acting made Megan Fox look like Meryl Streep in comparison. Huntington-Whiteley was nominated for a Razzie for Worst Supporting Actress, losing to David Spade for Jack and Jill.

• 5. Chicago Under Siege

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  Principal photography began on the 18th of May, 2010, and the production visited an unusually large number of locations: Chicago, Florida, Indiana, Milwaukee, Moscow, Washington D.C., Houston, and Cambodia's Angkor Wat temple complex. Northwest Indiana, specifically Gary, stood in for Ukraine during the Chernobyl sequence. The first six weeks were spent in Los Angeles before the crew moved to Chicago for four weeks.

  Chicago locations included LaSalle Street, Michigan Avenue, and areas surrounding the Willis Tower. The Michigan Avenue shoot involved substantial pyrotechnics and stunt work. Bay's insistence on shooting in the real city shaped how Industrial Light and Magic approached the destruction sequences. ILM's visual effects supervisor Scott Farrar traveled by helicopter to shoot aerial plates of actual Chicago buildings, photographing structures from top to bottom at six different times of day to build accurate digital models. Starting with the real city gave the effects team, in Farrar's words, a lot more to work with to make it look real.

• 6. Robots as Engineering Problems

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  The Driller, a giant worm-like creature with spinning rotator blades, knives and teeth, was the most technically demanding visual effect in the film. For context: during Revenge of the Fallen, the robot Devastator had required 72 hours per frame to render in IMAX format across roughly 4,000 frames. The Driller pushed that to 122 hours per frame. A single sequence showing the Driller destroying a computer-generated skyscraper required 288 hours per frame.

  For that skyscraper sequence, ILM used its proprietary physics simulation engine to model how concrete floors, walls, windows, columns, and office furniture would actually fracture. Digital production supervisor Nigel Sumner described the challenge: figuring out how to break the building apart meant studying the material properties of concrete, rebar, and the other structural components. The floor of a building and its pillars behave differently when torn apart, and ILM needed the simulation to reflect that.

  On the final weekend of ILM's work on the film, the company's entire render farm was devoted exclusively to Dark of the Moon, providing more than 200,000 hours of rendering power per day. ILM produced 600 three-dimensional shots in total. Digital Domain rendered an additional 350 CGI shots, covering characters including Laserbeak, Brains, and Wheelie. The 3D conversion company Legend3D completed 78 minutes of work on the film, splitting roughly evenly between non-effects footage and effects shots. Every robot took approximately 30 weeks to build visually. Sentinel Prime's face was initially modeled on Sean Connery, then adjusted after Leonard Nimoy was cast to incorporate Nimoy's own physical performance.

• 7. Star Trek Hidden in the Wreckage

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  Leonard Nimoy's casting as Sentinel Prime was not a coincidence. Screenwriter Ehren Kruger described himself as a big Star Trek geek, and the script contains four distinct references to the franchise. Nimoy had originated the role of Spock in the original Star Trek series and had voiced the villain Galvatron in the 1986 animated Transformers film, making his casting a connection across two separate Transformers histories.

  The first reference appears when refugee robots Brains and Wheelie, living in Sam and Carly's apartment, are watching the original series episode Amok Time. Wheelie comments that it is the one where Spock goes nuts. The second comes when Sam describes Dylan Gould's workplace as being like the Starship Enterprise. The third uses sampled audio: when Bumblebee says goodbye to Sam at Cape Canaveral, the words my friend are taken from Spock's farewell speech in Star Trek II: The Wrath of Khan. The fourth closes the circle entirely. When Sentinel Prime activates the Control Pillar, he quotes Spock's maxim from Star Trek II and Star Trek III: The Search for Spock, that the needs of the many outweigh the needs of the few. Given that Sentinel is at that moment betraying the Autobots, the borrowed words carry a particular weight.

  Nimoy had voiced Galvatron in 1986 with a cast that included Robert Stack, Judd Nelson, and Eric Idle. His return to the Transformers universe, decades later and in a different medium, was one detail in the film's layered connection to its own franchise history.

• 8. Box Office and Aftermath

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  Dark of the Moon premiered at the Moscow International Film Festival on the 23rd of June, 2011, the same night Linkin Park performed an outdoor concert in Red Square to mark the occasion. The worldwide release followed on the 29th of June. On the 3rd of August, 2011, the film crossed $1 billion in global receipts, making it only the second Paramount film to reach that threshold alongside Titanic.

  The worldwide opening weekend of $382.4 million was the fourth-largest in history at the time and the largest ever for Paramount. Internationally, 70 percent of the gross came from 3D screenings. In China, the film set records for opening day, single day, and opening weekend, before eventually earning $167.95 million in that market alone. The North American total reached $352.3 million. Home video sales added $113.9 million, with the DVD release on the 30th of September, 2011, topping the weekly charts in its first week.

  The critical reception was mixed, with a Metacritic score of 42 out of 100 based on 37 critics. Roger Ebert gave it one star out of four. The People's Choice Awards named it Favorite Movie and Favorite Action Movie. The Academy Award nominations for Best Sound Editing, Best Sound Mixing, and Best Visual Effects mirrored the nominations the first film had received. The sequel, Transformers: Age of Extinction, arrived in 2014. The follow-up to that, The Last Knight in 2017, was a box-office bomb that the studio estimated cost it around $100 million, marking the outer limit of what the formula the franchise had built over a decade could sustain.