I walked into Transformers: Revenge of the Fallen trying to be as objective as possible -- quite a challenge, for I'm a die-hard "G1 fan" of the original Transformers, having grown up with the series of toys, TV shows, and animated movie that are now dubbed Generation 1. As such a fan, I quite disliked Michael Bay's first live-action Transformers, a movie dripping with bad qualities, ranging from dopey plotting and juvenile humor to incomprehensibly shot and edited action sequences. Still, I felt if these problems were addressed in the sequel, maybe we'd have something decent on our hands.

I had to get past one more problem, though, and there was no way around this but to accept it. One of my major complaints about the first movie involved the look of the robots -- not solid or "blocky," like the guys we old fans were familiar with, but rather piecemeal constructed, looking flimsily made of hundreds of loose shards. Transformations were unexciting because the robots more or less just "blobbed" in and out of their vehicle forms, violating their most basic appeal -- what fun is a Transformer if we can't really see how it transforms? Overall, they looked terrible, but what could be done about that now? So all right, if I take the robots the way Bay and his effects team have created them, I could get on with trying to find something to like about the rest of the movie.

However, the look of the robots still remains a large issue, and now I realize it doesn't necessarily have to do with personal preferences. They're just too unwieldy, too busy, too many indistinct pieces blurring together -- if you took a still shot of one of them in the middle of an action sequence, you'd need to think for about a second or two to really understand what you're looking at. The visual design of these Transformers appears decidedly uncinematic. Half the time I was watching any given robot emerge, I couldn't tell what I was seeing; I kept searching for the heads as a focal point, but the heads are also badly, busily designed -- most of them look like they'd been punched in the face -- and with Bay's camera whirling around all over the place, it became a minor viewing triumph simply to be able to get a bead on the shape, the figure of a robot. I can only imagine how much clearer the action would be if the robots were somehow more streamlined, and would it have been that bad an idea to base them even a little more after their original designs?

Revenge of the Fallen is otherwise an improvement over the first movie, if only very slightly, because although it's less silly than the original, it's also more tiresome. For the first half, it's something of a mixed bag, typified by the early appearance of a character called Soundwave: they got Frank Welker to do his voice (yay!) but they didn't give it its trademark synthesized resonance (boo!). Meanwhile, a frenetic, energetic action scene in Shanghai eventually settles to a point where the good Autobot leader, Optimus Prime (voiced by Peter Cullen), is actually allowed to have his personality shown, as he talks to leaders of the U.S. Army about the nature of their current cooperative work. His team of Autobots also have snippets of their personalities displayed, which is something I was looking for because, frankly, if the robots don't have personalities, this wouldn't be the Transformers. But again this is a mixed bag. For every decent scene of Optimus Prime or even the funny, almost nostalgic scenes of the evil Decepticons Megatron (voice of Hugo Weaving) and Starscream (voice of Charles Adler) bickering, we get new robots exhibiting rather dumb, annoying personality traits. The worst, most potentially offensive of the lot are a couple of Autobot twins who, I kid you not, talk jive, have buck teeth, and  heads shaped like simians. 

The plot revolves around the human Sam (Shia LaBeouf), who again finds himself right smack in the middle of the alien war waged between the Autobots and Decepticons. He's still with his shapely girlfriend Mikaela, played by Megan Fox who is mainly there to make up for the ugly design of the robots by looking hot and appealing to the eye, although this time the character seems to be given less to do. Sam goes to college, his parents are played up for inane comic antics, his new roommate (Ramon Rodriguez) is kind of annoying, and somehow he runs into John Turturro again, but of course the humans aren't really the point and thankfully there's really only one party of them running around this time. Frankly, once they do go on the run, the movie settles into a decent rhythm, but then the third act arrives.

Just when it seems the action would be a welcome respite from a period of exposition, it eventually wears out its welcome. This movie is two-and-a-half hours long and really starts to feel it toward the end, as explosion is laid upon explosion with less and less sense of momentum. The army and the Autobots shoot indiscriminantly at a bunch of mostly same-colored Decepticons, and although we would think the climax would be the time to showcase some robot-vs-robot action, we get very little of it, and what we do get is, again, not easy to make out, even with slightly longer shots (in both length and distance) this time. Bay doesn't seem to be able to handle even basic comic book fight physics -- the action has no snap, no elasticity; instead, it's mostly just jumbles of metal whirling around, with an occasional pause to see that, yes, one robot did just rip off the other robot's arm.

Next to this problem of pacing, topped with an end run so interminable that it deflates what should've been the final climactic rah-rah moment, Revenge of the Fallen's other issues are minor irritants -- though I find the idea of one of the Decepticons being able to transform into a human being a totally idiotic idea, even if a G1 fan could make the joke that this is a "Pretender." But whatever. It's Bay's universe, and it already has a fair share of bad ideas and poor logic. Yet, despite all this, there's one thing an old timer fan like me can latch on to -- Optimus Prime. Sadly, there isn't enough of him, but he makes the best of his screen time. Cullen's voice delivery is much less stilted this time around, and much more like the old Prime we remember, albeit with something more of an attitude. And his fight scene in the forest, in the middle of the movie, comes across as the best scene in the entire run, making up in involvement what it may lack in clarity, though lacking less than the other battle scenes. At that point, I thought if the movie had more moments like this, it would be all right, even with the robots' clumsy visual design. But Bay's weakness has always been not knowing when to say when. "Boring action" is an oxymoron, but somehow he manages to reach it.

(Released by DreamWorksSKG/Paramount Pictures and rated "PG-13" for intense sequences of sci-fi action violence, language, some crude and sexual material and some drug material.)

Review also posted at www.windowtothemovies.com .