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Transformers: Revenge of the Fallen is a 2009 science fiction action film directed by Michael Bay and the sequel to 2007's Transformers. Sam Witwicky, played by Shia LaBeouf, is preparing to leave for college when cryptic alien symbols fill his mind and the Decepticons come after him, pulling him back into the war between the Autobots and Decepticons. The team faces the Fallen, an ancient Decepticon voiced by Tony Todd who seeks revenge on Earth. Megan Fox, Josh Duhamel, Tyrese Gibson, and John Turturro star alongside LaBeouf, with Peter Cullen voicing Optimus Prime and Hugo Weaving voicing Megatron. The screenplay was written by Ehren Kruger, Roberto Orci, and Alex Kurtzman. The film was released theatrically on June 24, 2009, has a runtime of 150 minutes, and is rated PG-13.