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Transformers: Rise of the Beasts is a 2023 sci-fi action film based on the Transformers franchise and serves as both a standalone sequel to 2018's Bumblebee, and the second installment in the Soft Reboot of the Transformers Film Series continuity. It is directed by Steven Caple Jr and stars Anthony Ramos and Dominique Fishback, alongside with the voices of Peter Cullen, Ron Perlman, Pete Davidson, Liza Koshy, Michelle Yeoh, Peter Dinklage, Mj Rodriguez, John DiMaggio, David Sobolov, and Colman Domingo.

Set in 1994, the film follows a pair of down-on-their-luck New Yorkers Noah Diaz and Elena Wallace as they find themselves taking part in a race to find a Cybertronian artifact known as the Transwarp Key, that could finally allow Optimus Prime and his group of few Autobots to return to the war effort on Cybertron. However, while the group must contend with the threat of the fearsome Terrorcons led by the warlord Scourge, they have the chance to make powerful allies with another group of Cybertronians hidden on Earth - the Maximals.

The film was released on June 9, 2023.

Previews: First Trailer, Second Trailer


Transformers: Rise of the Beasts contains examples of:

  • The '90s: The movie is set in 1994. Hallmarks include the light blue police car, which the NYPD stopped using by the turn of the century, and the trailer's use of "Juicy" by The Notorious B.I.G., which was also released in 1994. Also, in a meta sense, the appearances of the Maximals from the 1996 Beast Wars cartoon.
  • Adaptational Badass: The Maximals (and Predacons) from Beast Wars were far smaller than typical Autobots and closer to human size, taking on the appearance of actual gorillas, cheetahs, and rhinos, the classic Autobots come across as titans next to them. Here all of the Maximals are scaled up to a comparable size to the Autobots, resulting in a gorilla standing 20 feet tall.
  • Adaptational Jerkass: Optimus Prime is much more aggressive and rude in this film, and doesn't trust humans yet. He slowly grows back into his classic compassionate portrayal throughout the movie thanks to his time spent with Noah and Elena as well as seeing how humans helped the Maximals.
  • Adaptational Wimp: While still enormously powerful compared to anyone in the film by a mile, Unicron himself is revealed to have an Achilles' Heelhe now seemingly has a genuine need to consume worlds full of life and Energon rather than just simply a cruel act he does, seeing how badly he needs the Transwarp Key to escape the galaxy (with the added bonus to allow himself to appear anywhere in space-time at his heart's desire) because he's far too slow otherwise with his sheer size to make headway before he begins to starve, which has never been a problem historically with the character.
  • Adaptation Dye-Job: Arcee is usually depicted as vibrant pink, which she was in Bumblebee, but here she is shown to be primarily red with pink highlights and a pink visor.
  • Adapted Out: Rattrap from the original Beast Wars cartoon does not appear, and he is not mentioned by anyone. Steven Caple Jr, however has said that there wasn't enough space to add him.
  • Ain't Too Proud to Beg: As Prime looms over the Transwarp Key, Unicron — who is in the midst of transit — realizing how screwed he is at that moment being entirely at the mercy of the Autobot Leader drops his boastful ego and immediately pleads to Optimus not to destroy the Key, attempting to tempt the Prime with anything he wants if he stays his hand. Optimus doesn't budge and immediately destroys the Transwarp Key, trapping Unicron far away in the process.
  • Alien Arts Are Appreciated: During the Autobots' time on Earth, both Bumblebee and Mirage seemed to learned to enjoy Earth, as the former frequently goes to the drive-in movie theater and the latter makes pop culture references throughout the film.
  • All There in the Manual: Battletrap's name is never spoken, and only mentioned in the credits.
  • Alternative Foreign Theme Song: The Japanese release uses "Try This One More Time" by Sexy Zone as the ending theme.
  • Ambiguous Situation: Airazor says the Maximals are from the Autobots' "past and future" and doesn't elaborate further. It's left open to question if they are time travelers like in the Beast Wars cartoon - Optimus Primal does mention that he's named after Optimus Prime who became known as a legendary hero.
  • Ancient Astronauts: Defied. When Elena asks if the Maximals were responsible for creating the Nazca Lines and other ancient Pre-Columbian monuments, Optimus Primal outright tells her that they can't take credit for humanity's ingenuity.
  • And I Must Scream: Poor Airrazor. Not only does she know what's going to happen to her from the moment Scourge infects her, she's fully aware of what she is doing when she attacks her friends and her leader and is powerless to resist it despite her best efforts, to the point that she begs Primal to Mercy Kill her. He complies.
  • And This Is for...: Optimus declares "This is for Bee!" when he violently tries to get revenge on Scourge in the highway battle.
  • Animals Not to Scale: The Maximals' beast modes are at least as big as the Autobots' vehicle modes; Cheetor in cheetah form is twice the size of Bumblebee in car form.
  • Arc Words: "Til All Are One".
  • Armor-Piercing Question: Primal is initially disappointed when he meets Optimus, feeling the Autobot leader doesn't live up to the legend. Airazor asks Primal that if he went through the same things Prime did, constant battles and the guilt of stranding his troops on Earth notwithstanding, does he really think he would have handled it differently?
  • Art Evolution: The Bumblebee robot designs had pulled away from the Bay films, retaining much of the complexity but focusing on the armor plating more fully covering their body and looking more like movie-fied G1 designs. This movie retains the more traditional look but opens up the armor plating a little, offering some of the more internal texturing that was prevalent in the Bay film designs. Optimus in particular has more gaps in his shoulders and torso (even commented on by Mirage), while his faceplate retracts again.
  • Ascended Extra: Airazor in Beast Wars was a fairly minor character, only having a handful of episodes before being Put on a Bus (introduced in the middle of the first season, kidnapped in the middle of the second). In this film she's depicted as one of Primal's most valued friends and the one who leads the Autobots to the Maximals in Peru, while Cheetor and Rhinox get little screen in comparison.
  • Attack of the Town Festival: The Autobots, their human allies, and the Terrorcons all arrive in Cuzco during the celebration of the Inti Raymi, which complicates matters when they need to access the Convent of Santo Domingo.
  • Bait-and-Switch: At the very end when Noah gets a new job offer. It looks like he's being invited to join Sector 7, thus further linking this film to the original series. But it's not. It's G.I. Joe.
  • Baritone of Strength: While Peter Cullen returns as the iconic voice of Optimus Prime, Optimus Primal is voiced by Ron Perlman. They can still growl with the best of them.
  • Been There, Shaped History: Subverted with the Maximals. They've secretly been on Earth for centuries and there have been ancient paintings and statues made in their honor, but when Elena suggests they're responsible for famous ancient monuments, Primal says they can't take credit for humanity's creations.
  • Big Damn Heroes: A revived Bumblebee and Stratosphere arrive in the final battle just when it looked like it was too late to stop Unicron from getting to the Earth.
  • Bittersweet Ending: The Autobots and Maximals had managed to stop Unicron from destroying Earth but the Autobots have lost a chance to return home with the Transwarp Key destroyed, and while Bumblebee and Mirage have been revived, Airazor is still dead. Also, Unicron is still alive and remains a dangerous threat to the universe. However, Noah is offered a position in GI Joe, who offers to pay for his brother’s medical treatments, in gratitude for helping to save the world, and make clear that they want to work with the Autobots to help protect their world, not seeing them as a threat.
  • Blood from the Mouth: Optimus manages to make Scourge enact this by punching him hard enough.
  • Both Sides Have a Point: Neither Prime nor Noah is wrong about each other's involvement in Bee's death.
    Optimus: I should've gotten the key myself. I should've known better than to rely on humans!
    Noah: Hold up, you blamin' me? After you conveniently left out the part about a planet-eating monster?
    Optimus: Because of you, Unicron will now use the key to consume every planet in the universe! Including my homeworld...
  • Brainwashed and Crazy: Airazor gets corrupted by Scourge into killing the heroes and bringing him the rest of the Transwarp Key despite making a strong effort to resist. Primal is forced to kill her to prevent the latter from happening.
  • Breaking Old Trends:
    • This is the first live-action movie to not feature any Decepticons (though a scene with Optimus battling a Decepticon named Transit was filmed, it was ultimately cut from the theatrical release).
    • It's also the first live-action movie since Transformers: Dark of the Moon to feature no human antagonists whatsoever.
    • This is also the first overall Transformers movie where no Autobots are permanently killed off. While Bumblebee and Mirage do get killed, they both get revived. Every single movie before this showed at least one Autobot being Killed Off for Real. The good guys still suffer the casualty of Airazor, a Maximal.
  • Bring It: When Primal laments that Unicron is only banished and not dead, opening the possibility for his return, Optimus responds with a defiant “Let him come”.
  • Call-Back: Bumblebee tries convincing Optimus to give Noah a chance by bringing up the bond he formed with Charlie.
  • Call-Forward:
    • Optimus's redesign has some features from the original Michael Bay trilogy, such as a prominent sun visor from his truck form and his unmasked face being nearly identical to the original design (incidentally, the director confirmed that his face is modeled after Peter Cullen's). He also has two glowing arm blades like in the original trilogy.
    • Optimus killing Scourge by stabbing him in the face and then ripping off his head — with some of his spine still attached — alludes to how he would later kill Megatron in this continuity.note 
  • Celebrity Paradox: Mirage comments to Noah that "Marky Mark" is moving away from rapping to acting. Wahlberg played Cade Yaeger, the protagonist of two of the Transformers films that were set after this one before Bumblebee.
  • Central Theme: Trust. At first, Optimus and Noah spend the majority of the time at each other's throats, uncaring about the other's plight and hurling insults at each other. It gets to the point where Noah thinks about betraying the Autobots by destroying the only way they can go back home because he doesn't trust them to do anything when Unicron is summoned after the Transwarp Key are used. It's not until the battle that leaves Airazor dead for both Noah and Prime see the error of their ways and trust each other to not put one planet over the other.
  • Chained by Fashion: The new villain Scourge has chains all over his body. It then turns out that his master is the planet-eating monstrosity Unicron, so the chains show that for all his strength he is a slave to a greater evil.
  • Chase Scene: At the beginning of the film, Mirage in vehicle mode flees a police chase with poor Noah in the driver’s seat en route to the Autobots' vantage point, destroying various police cars in the process. Additionally, one between the Autobots and Terrorcons happens later in the film; with Mirage being chased by Nightbird while Arcee and Wheeljack are dealing with Battletrap.
  • Composite Character:
    • Optimus Primal has the weapons of his original Beast Wars depiction, but also has a more realistic techno-organic beast mode similar to his Beast Machines design. He also has the voice of Ron Perlman who played him in the Power of the Primes web series, and he comes across as a more stoic character like that incarnation of Primal.
    • Cheetor's design has a darker hue to it akin to his Cyberverse design, while his robot mode has cues from both his Beast Wars and Machines designs.
    • Arcee's body is generally faithful to her G1 design, but her colors are primarily taken after her Revenge of the Fallen design, especially Energon, and her wheeled feet also recall how she had a unicycle robot mode in that film. She has the alt mode and fighting style of her Transformers: Prime incarnation.
    • Mirage’s car mode is a Porsche 911, directly based on G1 Jazz (movie Jazz was made into a Pontiac Solstice due to licensing and Product Placement). He does briefly turn into G1 Mirages' Formula 1 car as a Mythology Gag.
    • Wheeljack takes after his predecessor Que from Dark of the Moon in having a more humanoid, original design with a bespectacled head. When in battle mode, he has head fins evoking his traditional head design.
    • Scourge blends the role of Generation 1 Scourge as a minion of Unicron with the black Big Badass Rig alternate mode of Robots in Disguise Scourge. Said alternate mode also brings to mind the Transformers: Dark of the Moon incarnation of Megatron, who had a similarly armored, spiky tractor-trailer form. The way his chest always seems to be glowing like a furnace also evokes the original comics version of The Fallen.
  • Conservation of Ninjutsu: Three Terrorcons versus four Autobots? Autobots get curb-stomped and Bumblebee dies. The Autobots and Maximals against an army of Terrorcons? Terrorcons get scythed like wheat. To be fair, the former case was because the Autobots had no idea of what they were going up against and were fighting the Terrorcon 'elites', while the latter is because the Autobots and Maximals are not only united with a common goal and a better idea of how to counter the Terrorcon leaders but are also taking on the Terrorcons' Mooks.
  • Conveniently Empty Building: The movie features two instances of conveniently empty archeological sites:
    • When the Autobots arrive in Cuzco, they land at the citadel of Sacsayhuaman, an Inca fortress on the northern outskirts of the city, and the site is deserted. Even on a normal day, it should be crawling with tourists, but the Autobots are specifically said to arrive during the Inti Raymi festival… whose central activity is a recreation of an Inca ceremony at Sacsayhuaman.
    • An intense fight scene takes place at Machu Picchu, which nobody is witness to, as again it is completely deserted, instead of crawling with tourists, the staff that works at the site, the guests and staff of the lodge located right next to the complex, or the population of the town of Aguas Calientes at the base of the mountain.
  • Cryptic Background Reference: The Maximals were depicted in Beast Wars as being from the future of the G1 cartoon who traveled to prehistoric Earth during the four million year Time Skip in the pilot episode, making them from the G1 cast's past and future simultaneously. This is alluded to in this movie as Airazor describes the Maximals as being from the Autobots' past and future, and Primal says the Maximals are an advanced race of Cybertronians, and they used the transwarp key to escape Unicron through time and space. They never outright say where and when they're from, however, with only a few vague hints like these, Primal noting he was named after Prime, and most cryptically, when Prime looks ready to sacrifice himself, Primal says his sacrifice becomes their oath, suggesting that legends foretell Prime's demise some day.
  • Curb-Stomp Battle: The Terrorcons give the Autobots a beating outside the New York museum. And Scourge manages to take out Bumblebee, taking him effectively out of commission until the third act.
  • Curb Stomp Cushion: Mirage is obviously no match against Scourge, but he does land some solid hits on him with good usage of his illusions ability. He even manages to knock Scourge's mask off, revealing his monstrous face.
  • Death Is Cheap: Bumblebee is impaled by Scourge and seemingly killed but it's mentioned that an energon infusion might be able to bring him back, which happens in the climax when the transwarp key charges the energon in the valley. Mirage also protects Noah from Scourge's attacks, seemingly killed but reforms what is left of his body into Powered Armor for Noah (though it's unclear how much of him is in control). Noah is then able to bring him back to life by installing him into a junked Porsche.
  • Demoted to Extra: Compared to previous films, Bumblebee has a much smaller role this time around due to Scourge killing him in the first act and he doesn't come back to life till the final battle. Likewise, considering how they were major characters in the original cartoon, Rhinox, and Cheetor barely get to do anything outside of taking part in the final battle; Rhinox only has one line in the entire movie.
  • Dismantled MacGuffin: The Transwarp Key was split into two pieces and hidden in seperate places centuries ago, to better prevent Unicron's forces from getting their hands on it.
  • Divergent Character Evolution: Nightbird was an obscure G1 character who was a Palette Swap of Arcee and a Decepticon, maintained through the Cyberverse line. Here, even with Arcee in the film, Nightbird is an entirely original character as a Terrorcon triple changer with a race car and jet alternate modes.
  • Dub Name Change: The film's Hungarian dub uses a confusing mishmash of translated, non-translated, and mistranslated character names culled from the Marvel G1 comics and the rather dubiously written Hungarian subtitles of Netflix's Kingdom animated series. These include "Steerman Jack" for Wheeljack (a translation error from the comics), "Pack Leader Optimus" for Optimus Primal, and "Cheetah" for Cheetor. The exception is Airazor, who was mistakenly given a new name ("Air Blade"), presumably because the translator wasn't aware of her Kingdom name ("Air Slicer"). Confusingly, Apelinq gets no translated name, and Bumblebee's name changes from Űrdongó (Space Bumblebee) to just Dongó (Bumblebee).
  • Evil Sounds Deep: Scourge sounds just as deep and intimidating as the two Optimuses, thanks to Peter Dinklage.
  • Fantastic Racism: Optimus Prime's distrust towards humanity plays a big role in the plot. Though, as Mirage states, it's nothing personal and more of a side effect of his growing cynicism regarding the Autobots' fate in being stuck on Earth and Prime blaming himself for it. Prime's indifference largely stems from him being dead set on returning to Cybertron and not really understanding nor wanting to know Earth or its inhabitants. It takes Primal to open his eyes on how we are "more than meets the eye" and his relationship with Noah and Elena to see how wrong he was.
  • Five-Second Foreshadowing: At the end of the film, the person interviewing Noah about coming to work for a secret government organization tells him they'll foot the bill for Chris' medical bills indefinitely, in thanks for saving the planet. This would be out of the norm for Sector 7, a shadowy agency that relies more on threats and intimidation to get its way. This is the first clue that Noah isn't being scouted by Sector 7 but by the far more noble operation GI Joe. In addition, the reveal of the organization's true identity comes shortly after Agent Burke turns a plaque reading "Real American Hero Award" to activate a secret door.
  • Foe-Tossing Charge: Rhinox makes good use of his rhinoceros beast mode by plowing through the army of Terrorcons with ease.
  • Foreshadowing:
    • Noah and Chris have a game where they go by the codenames "Sonic" and "Tails" respectively. At the end of the movie Noah gets a job offer where he'll be assigned a code name.
    • The government agent that interviews Noah at the end of the film reveals a secret door activated by turning a plaque reading "Real American Hero".
  • Forgotten Fallen Friend: Airazor is mentioned only once after her demise, and her death is the only one, aside from the villains, that sticks.
  • Head Crushing: Primal finishes off Battletrap by caving the Terrorcon's skull in with his own mace.
  • Healthcare Motivation: Noah is trying to find a job and help take care of his brother with sickle cell problems. He has a side gig modifying electronics, specifically shown hotwiring a cable box for free cable, but when one job lead falls apart he turns toward a car boosting job for quick cash. Conversely, the hospital clarified the ER would take in his brother for an actual emergency and not minor pains, with the main hospital hesitant to check him in because they haven't paid past bills. Noah gets recruited by GI Joe at the end of the film, who promises to handle all the medical bills from here on out.
  • Heel Realization: Both Noah and Prime realize how much alike they really are and how selfish they've been by putting their respective planet and race above the other, which leads to Airazor's death and Unicron's summoning.
  • Hero Killer: Scourge is this, even keeping stolen insignias from the Transformers he kills. Right in the opening he kills Apelinq, then later on Bumblebee and then Mirage. These last two get better, though. He also indirectly leads to the death of Airazor.
  • Heroic Sacrifice:
    • Apelinq does this at the beginning of the movie in order to allow the rest of the Maximals to escape their world from the Terrorcons.
    • During the climax, Mirage jumps into the path of Scourge's shot to save Noah. He gets better.
    • Optimus Prime not only sacrifices his chance to return to Cybertron by destroying the Transwarp Key to save Earth from Unicron but he is nearly pulled into the vortex that results and Noah almost suffers the same fate when he attempts to pull Prime to safety. Thankfully, Primal saves them both.
  • Hologram: During a car chase in the first act, Mirage creates holographic decoys to throw off the cops. Later on, he uses this ability to trick Scourge. Arcee also has a hologram driver in her motorcycle mode.
  • Hope Spot: Elena successfully inputs the access code to shut down the Transwarp Tower during the final battle, while Optimus Prime shoves Scourge into a lava flow promising that he'll never see Unicron succeed in consuming Earth. Unfortunately, Scourge uses his last moments to resist Optimus long enough to destroy the console before the tower can be deactivated, thus ensuring that there is no way to stop Unicron from reaching Earth without destroying the Transwarp Key.
  • Human-Focused Adaptation:
    • While it can be argued that this is the most screentime given to the Transformers in any of the previous films (not counting Bumblebee), the film once again has humans being in the center of it all, with one being ex-military electronics expert struggling to find a job to support his family (particularly his sick brother), and another being museum intern who gets caught in the action with the Autobots and Maximals fight against the Terricons who are trying to revive Unicron. Not to mention that despite the movie's title and marketing, which has a heavy focus on withsaid Autobots and Maximals teaming up to fight against the Terricons, and aside from the prologue the Maximals disappear in large chunks of the movie, and don't show up again until near the end of the second act, as most of the screentime before that is focused on our two main humans discovering and meeting the Autobots for the first time, almost like recycling to Sam Wikwicky and Mikayla Banes discovering and meeting the Autobots in the 2007 movie, with a subplot centered on Noah Diaz and Optimus Prime learning to get along with each other.
  • Hypocrite:
    • While in the midst of planning the heist, Reek loudly yells "You're welcome!" at the building their target is in. Yet he also complains about Noah loudly slamming his car's door. Although, this could simply be Reek not wanting to risk his car door being damaged.
    • Noah has no right to attack Prime for his actions when Noah selfishly puts humanity and Earth above Cybertron and the Transformers and even plots to betray them at one point when Prime, even in his state, would never consider betrayal. Noah does end up realizing how selfish he was acting and apologizes to Prime.
    • Prime insists that humans are only motivated by self-interest. He may have a point, especially regarding Noah's actions, he's also motivated by wanting him and his team to go back to Cybertron, regardless of what happens to Earth. His Character Development is him realizing how he was becoming this.
  • I Cannot Self-Terminate: Airazor gets controlled by Scourge. Primal has to put her out of her misery.
  • Impaled with Extreme Prejudice:
    • Scourge pierces Bumblebee with his blade during the museum battle and manages to render Bumblebee inert for most of the movie.
    • During the Final Battle, Optimus impales Scourge through the chest. Due to his absurd toughness, Scourge doesn't seem very bothered by the impalement itself and it's more the leverage it provides that is the main effect. Impaling him through the skull and ripping his head off, however, is a much bigger problem.
  • I Never Said It Was Poison: At the end of the film was Noah is being interviewed for a job, and he mentions a job he did in South America. Then his interviewer mentions Peru, despite Noah never mentioning where it was in South America. The Interviewer who is revealed to be working for G.I. Joe, then explains how they want his and the Autobots' help in fighting their war.
  • It's Personal with the Dragon: Although Unicron is the overall Big Bad of the movie, due to his scale, he’s treated more like an apocalyptic disaster that needs to be averted than a villain. The heroes, Optimus in particular (for killing Bumblebee, have a far more personal enmity with Unicron’s chief servant Scourge.
  • I Was Never Here: After arriving in a secret place with Mirage, Noah tries to convince Optimus that he never even saw the Autobots and even closes his eyes to prove it. Optimus is not amused.
    Noah: I'm nobody, I even ain't seen nothing, I'm not even seeing anything right now.
  • I Will Only Slow You Down: As Optimus is being sucked into the portal Scourge opened to bring Unicron to the Earth's galaxy, Noah grabs him but Optimus insists that Noah let him go and save himself. Noah keeps his grip, but loses it; fortunately, Primal grabs Optimus and pulls him to safety.
  • Janitor Impersonation Infiltration: To infiltrate the museum, Mirage disguises himself as a garbage truck to get past security with Noah. While inside, Noah encounters Elena and tries to claim he is a janitor much to her skepticism.
  • Jerkass Has a Point: Noah's plan to betray Prime and the Autobots by destroying the Transwarp key is not shown in a good light whatsoever but his intentions are to prevent Unicron from destroying Earth, something Prime seems uncaring about, at least at first. To his credit, a big part of Noah's development is seeing how selfish he was acting.
  • The Juggernaut: Scourge was empowered by his Deal with the Devil with Unicron using dark energy, making him far stronger and more durable than a normal Cybertronian. To note, next to nothing he's hit with for most of the film does any meaningful damage and even being impaled through the chest is a minor annoyance. He's also powerful enough that even Prime can't handle him one on one in a straight fight. It takes Prime shoving him into the Transwarp tower's gears and partially melting him with its molten lava to wear him down enough to finish the job.
  • Karmic Jackpot: Noah helping the Autobots save Earth and stop Unicron not only gets him recruited into GI Joe, they also promised to help pay for his brother’s medical treatments.
  • Killer Bear Hug: Primal's mercy-kill of Airazor is performed by crushing her against his chest.
  • MacGuffin Delivery Service: In Peru, Scourge knows the Autobots and their human allies will attempt to obtain the other half of the Transwarp Key there and sends in drones to steal it after it is found.
  • Masking the Deformity: Scourge's faceplate is revealed to be a mask, used to conceal his badly-damaged face.
  • Mercy Kill: Primal is forced to out down Airrazor after she falls under Scourge's control.
  • Mythology Gag:
    • Scourge, the leader of the Terrorcons, transforms into a Peterbilt semi-truck to be an Evil Counterpart to Optimus Prime, calling to mind the Robots in Disguise Scourge and Armada Nemesis Prime (called Scourge in the original Japanese), who looked like Optimus and had a similar alt-mode.
    • Optimus Prime uses an Energon sword on his right arm, like he did in the first Transformers movie, but also wields a handheld Energon axe, calling back to the G1 cartoon, and he is also seen using both weapons in combat, just like in Dark of the Moon.
    • Optimus Primal's robot mode has twin blades and a flail, the weapons of his Beast Wars incarnation (though the flail was never used in the original series).
    • The Maximals depicted in the first trailer are all first-season members of the team in Beast Wars, specifically Optimus Primal, Cheetor, Rhinox, and Airazor.
    • The trailer shows Cheetor racing alongside Bumblebee, as a nod to how Cheetor was the main Kid-Appeal Character from Beast Wars, filling much of the same role that other incarnations of Bumblebee have taken.
    • Mirage is depicted as utilizing impressively lifelike holograms to deceive his opponents, as demonstrated during the police chase early on in the movie. While this ability is more associated with G1 Hound, this does partially track with his original character writeup, which describes him as utilizing an electro-disruptor to create illusions from the perspective of other Cybertronians (which was exchanged in the cartoon for invisibility so as to not conflict with Hound's similar powers).
    • The scene in which Arcee fights alongside Wheeljack who is driving in vehicle mode while she, being small enough, hangs onto him in robot mode to fire at their enemies calls back to the pilot episode of the G1 cartoon, in which the much smaller Bumblebee also rode in the larger Wheeljack's alternate mode and fought their attackers in robot mode.
    • The official trailer shows that Wheeljack has a battle mode where he deploys fins to the sides of his head, evoking his traditional head design.
    • The Terrorcons have scorpion-shaped drones, in reference to two different Scorponoks. Like Beast Wars Scorponok, they are introduced at the same time as the original group of Maximals. Like Energon Scorponok, they are minions of Unicron.
    • Arcee hitches a ride on Rhinox during the climax, recalling the moment when Rhinox gave Optimus Primal and Rattrap a ride in the very first episode of Beast Wars.
    • Noah gets a suit of Powered Armor made out of Mirage, calling back to the exosuits that debuted in The Transformers: The Movie. The design also evokes both that of a G1 Pretender shell, and the general "look" of the small Nebulan exo-suits that allow them to combine with their head-, target- and powermaster partners.
    • Apelinq, one of the Maximals, is essentially a Palette Swap of Optimus Primal. This was also the case with their original toys where Apelinq's figure was a redeco of the Transmetal Optimus Primal.
    • We get both "Maximals, MAXIMIZE!" and "Autobots... ROLL OUT!"
    • Mirage complains that Optimus Prime has been ordering him to stay hidden most of the time - which would have been much easier if he had his original invisibility ability from the G1 cartoon.
    • Mirage offers himself in vehicle mode for a deal with Noah and briefly transforms into other Transformers' recognizable vehicle modes, like Sunstreaker (a 1980s Lamborghini) and G1 Mirage (A Ferrari F1 Formula racecar).
    • Optimus being unhappy about a human being brought into their base calls to mind his Transformers: Cybertron counterpart, who was rather notably against interacting with the locals of the planets at first before having to change his mind after it turned out working with them and their traditions was the only way to get the Cyber Planet Keys.
    • Some of Scourge's stolen emblems include Predacons and a member of the Autobot Elite Guard.
    • Optimus Primal tells Optimus Prime that "there is more to [humans] than meets the eye".
    • A dub-only form of gag happens in the Italian dub, where Kris's radio monicker is translated as "Scheggia" - which was Tails's name in the Italian dubs of Adventures of Sonic the Hedgehog and Sonic the Hedgehog (SatAM).
    • When Scourge communicates with Unicron from Earth, the scene's musical score includes notes from "Unicron's Medley" from the Transformers: The Movie.
    • Airazor's assortment of deployable serrated edges and blades is a reference to her original Beast Wars toy, which had fold-away blades and a pincer-slashing feature in her wings.
    • Before the final battle, Wheeljack nervously proclaims: “We’re all going to die”. This was a frequent quote said by Rattrap.
    • The second half of the movie — with the Autobots traveling to Peru to stop the bad guys' Pillar of Light that threatens the world — is a whole-plot reference to the G1 cartoon episode "Fire on the Mountain".
    • After Nightbird is killed by Bumblebee, parts of her scatter to the ground similar to how Terrorsaur got dismembered by Airazor during her first appearance. Unlike Terrorsaur, she doesn’t get better.
    • Nightbird turns into a Nissan Skyline as her alt-mode; this calls back to her origins of being a human-made Transformer created by a Japanese scientist in the G1 cartoon.
    • Bumblebee dramatically jumps out of Stratosphere as Optimus did in Revenge of the Fallen, except with Bee doing it in robot mode and Stratosphere having been confirmed to be the plane being jumped out of in-movie.
    • Optimus and Bumblebee’s discussion about trusting humans is a reversal of the dialogue in the first Transformers movie between Ironhide and Optimus about humans being “violent and primitive”, with Optimus having faith in humankind being good. However, in this movie, while Optimus acknowledges how Charlie helped Bumblebee, he still doesn’t trust other humans and notes her as the exception.
    • Airazor's corruption by Scourge harkens back to the Dreamwave Armada and Energon comics, where Airazor was abducted by Unicron and turned into one of his minions.
    • Whenever Unicron is on-screen, the music used for him incorporates elements of Vince DiCola's original "Unicron Medley" from The Transformers: The Movie.
    • The finale reprises several of Steve Jablonsky's main themes from the Michael Bay films.
  • Never My Fault: As stated in Both Sides Have a Point, Noah refuses to take any responsibility for Bee's death.
  • Never Trust a Trailer: The official trailer ends with the scene of Mirage giving Noah a piece of his body saying to take the wheel, and then cuts to a scene of Bumblebee fighting in the battle with Noah's excited whooping audible; suggesting that somehow Mirage gave Noah the ability to take control of Bumblebee. In the actual film, Mirage's device is unrelated to Bumblebee and the actual shot eventually pans out to reveal Noah in his Exo-Suit fighting alongside him.
  • Noble Bird of Prey: Airazor, as usual, is a majestic falcon and is tied with Optimus Primal for the most prominent Maximal in the film. Being voiced by Michelle Yeoh helps with that.
  • Nice Job Fixing It, Villain: Scourge activating the completed Transwarp Key inadvertently causes the Energon in the valley that Bumblebee's body was left in to become active, allowing Bumblebee to come Back from the Dead and pull a Big Damn Heroes with Stratosphere in the Final Battle.
  • No Kill like Overkill: The fate of every Terrorcon, especially Scourge, who's chopped off limb-by-limb by Optimus Prime before ripping his head off with his energy axe after attempting to kill Noah and Elena from interfering with the Transwarp console — spine included as he chucks Scourge's head aside. Justified, as Scourge's empowerment by Unicron makes him absurdly durable throughout the film, and thus this might actually have been needed to finish him off.
  • No One Gets Left Behind: Noah fully cements his Character Development when he goes out of his way to disobey Optimus Prime's orders to get out by returning to rescue him from the self-destructing Transwarp Tower, repeating the phrase "Til all are one!". His actions motivate Optimus Primal to rescue Prime as well, with the Maximal repeating the same phrase.
  • Not What It Looks Like: When Elena finds Noah at the museum, he tells her this verbatim. When Elena guesses that he's there to steal the Transwarp Key, he admits that it is exactly what it looks like.
  • The Oner: The climax of the official trailer is one, continuous scene without any cuts showing the Autobots and Maximals battling the Predacons and Terrorcons. Primal uses his beast mode to swing around spires while he fights some Scorponok drones, Cheetor zips back and forth through the hordes, Rhinox plows through the horde giving Arcee a ride; Arcee then hops off the big guy to shoot the enemies alongside Wheeljack.
  • Onrushing Army: The trailer's climax shows the Autobot-Maximal alliance (with Optimus Prime, Bumblebee, Mirage, Arcee, Optimus Primal, Cheetor, and Rhinox visible) charging together against the Terrorcon army led by Battletrap clashing in this way.
  • Pac Man Fever: Kris is playing a Game Boy but says he is unable to make it past Bowser. Bowser's first handheld appearance - outside the Game and Watch series - was after 1994. Also, sounds from the first Super Mario Bros. - which was a Nintendo Entertainment System game - can be heard coming from the Game Boy.
  • Passing the Torch: Apelinq names Optimus Primal the new leader of the Maximals just before he fights Scourge and the rest escape their world at the beginning of the movie.
  • Pictorial Letter Substitution: The title logo uses an Autobot logo in place of the "O", and the trailers sometimes make it alternate with the Maximal logo and the Terrorcon logo.
  • Pillar of Light: Elena unwittingly activates the Transwarp Key, causing it to shoot out a huge orange one of these - which is Invisible to Normals.
  • Planet Eater: The reason why the Maximals have been hiding on Earth from the threat of the franchise's iconic Planet Eater himself, Unicron, who is shown consuming the Maximals' homeworld. Mirage also makes a point that if he's able to eat planets, he must be massive.
  • Precision F-Strike: Not audible, but Arcee can clearly be seen saying "Oh fuck" when one of the Terrorcon missiles flies past her and Wheeljack.
  • Pre-Mortem One-Liner: Optimus Prime delivers a few of these. Most notable is the one he delivers to Unicron (although Unicron still lives).
    Unicron: Don't, Prime! I can give you everything you want!
    Optimus: Then die!
  • Product Placement: As is tradition with the films. Notably Porsche, a brand whose parent company Volkswagen Group was infamously against the franchise due to "promoting war", has actively joined in with the promotion of the film. Even announcing the movie's Super Bowl commercial before even Paramount does their own commercial.
  • Properly Paranoid: Prime is initially unwilling to trust Noah in Rise of the Beasts, believing that the human would look out for the interests of his own people first. Indeed, Noah initially plans to destroy the Transwarp Key to prevent any possibility of Unicron coming to Earth, though some Character Development on both Prime and Noah's parts prevents this.
  • Ramp-rovisation: In New York, Mirage drives onto a tow truck with its ramp down while evading the police cars pursuing him with Noah inside.
  • Rasputinian Death: Scourge gets shot repeatedly, stabbed in a joint by Noah, has lava splashed in his face, his head ground into the Transwarp tower's gears, impaled through the chest and shoved into lava (twice), and impaled through the head. It's not until Prime rips his head and spine out that he finally dies.
  • Sapient Steed: Arcee hitches a ride on the back of Rhinox as the big guy uses his rhinoceros mode to charge through the horde of Terrorcons and Predacons.
  • Screw This, I'm Out of Here!: Reek is quick to cut and run when he sees Noah being chased by the police.
  • Sequel Hook: Noah's job interview at the end leads to him being given a job offer for G.I. Joe, leading to a possible future alliance between the Joes and the Autobots.
  • Shout-Out:
    • Noah and his little brother Kris call each other by "Sonic" and "Tails" respectively. Towards the end, Mirage is added to the game being referred to by Kris as "Knuckles". Also counts as Company Cross References as Paramount owns the rights to the film series.
      • Also in the film Mirage refers to Optimus Primal as "Donkey Kong".
    • Kris wears a Mighty Morphin' Power Rangers shirt early on and a poster can be seen in his room in a later scene.
    • When Mirage firsts introduces himself to Noah, he mentions ET.
    • Kris mentions not being able to get past Bowser.
    • Instead of using music and radio shows to communicate, Bumblebee uses recordings from movies he’s seen. The movies he quotes from are: Die Hard ("Yippie-kai-ay, motherf…")note , Scarface (1983) ("SAY HELLO TO MY LITTLE FRIEND!"), They Live! ("I'm here to kick ass…"), A Few Good Men ("You can't handle the truth!"), and Spaceballs ("What the hell am I looking at?!").
    • On a subway ride home with Noah, Kris talks about Superman.
  • Simple Solution Won't Work: When they reach Peru there's a festival going on, meaning the Autobots, who want to stay hidden, can't simply walk into town and get the key themselves. Mirage then suggests waiting until nightfall when they will be less likely to be noticed, but Optimus vetoes the idea since they have no idea how close Scourge and the rest of the Terrorcons are, and they don't care about stealth or human casualties, as such, time isn't something they can afford to waste. Noah then suggests he and Elena go into town for them, especially since it will give him a chance to destroy the key so neither side can get to it and assure the safety of his family and earth
  • Sizeshifter: Mirage has a beat showing him able to transform into different styles of vehicles on a whim, going from a Porsche to a Lamborghini to a Formula 1 race car without any express "scanning new mode" moment but retaining the same size robot form. But when trying to infiltrate into an Ellis Island museum he turned into a garbage truck with the same blue and silver coloring.
  • The Smurfette Principle: There is one female in each faction — Elena for the humans, Arcee for the Autobots, Airazor for the Maximals, and Nightbird for the Terrorcons.
  • Stealth Sequel: The ending strongly hints that Snake Eyes: G.I. Joe Origins shares a rebooted continuity with the Transformers, with Noah being hired by G.I. Joe themselves.
  • The Stinger: A mid-credits scene shows Noah managed to repair Mirage with various car parts.
  • Suspiciously Similar Substitute: The minions Scourge is able to send out, called Terrorcon Freezer in the toyline, are slightly upscaled versions of Frenzy from Transformers (2007).
  • This Is Reality: After Noah is denied a chance for a job by his would-be employer, Kris tries to cheer him up by mentioning how it took Superman a couple of tries before he got his job at the Daily Planet. Then Noah tells his little brother that he is not Superman.
  • Token Flyer: Every Transformers faction in the movie has exactly one member who can fly; the Autobots have Stratosphere, the Maximals Airazor, and the Terrorcons have Nightbird (who flies with a Jet Pack).
  • Trailers Always Spoil: The trailers give away the fact that Bumblebee comes back to life after he's killed by Scourge, by showing him in scenes from the third act.
  • Truer to the Text:
    • Arcee's design is a bipedal robot similar to her Bumblebee design, whereas her Revenge of the Fallen design was a unique unicycle design (and that's not even getting into the tripartite Cybertronian form that included Chromia and Elita-1).
    • Mirage's design is shown to be a little closer to his G1 counterpart than the incarnation from Transformers: Dark of the Moon, which not only had a different robot mode design but also a different alt mode due it being provided by Ferrari, who had extensive demands for their vehicle to be portrayed in the film.
    • Unicron is depicted as a separate entity from Earth, unlike how he was depicted in Transformers: The Last Knight (which took the concept of him being the Earth's core from Transformers: Prime).
    • Optimus Prime is not depicted a stoic or rigid as he was in the previous films. Much like how he was depicted in the first two seasons of the G1 cartoon, he's much more personable and displays more deadpan sarcasm.
  • Vagueness Is Coming: During their first encounter in the trailer, Primal makes a point of telling Optimus that a “darkness” is coming. The second trailer confirms that said darkness is Unicron.
  • Warts and All: Optimus Primal is taken aback at first by how different Optimus Prime is from the legends, but by the end of the movie comes to understand why he's a legendary hero.
  • We Win, Because You Didn't: Scourge destroys the console before it can process the access code to shut down the Transwarp Tower. Realizing that there is no way to stop Unicron from reaching Earth without destroying the Transwarp Key, Optimus Prime proceeds to do so, denying the Autobots the chance to use it to return to Cybertron but at the same time saving the Earth from being consumed by Unicron.
  • Wham Line:
    • The second trailer has Optimus Primal announce who this darkness the Autobots and Maximals will be working together against.
      Optimus Primal: Unicron is coming.
    • At the end of the film, Noah is offered a job as part of a secret government organization that is shown to have knowledge about the Autobots and is working on analyzing an alien spaceship. Viewers familiar with the franchise would probably assume this organization is Sector Seven from the previous films prior. Until Noah turns the card he was given over and sees a familiar logo...
      Noah: G.I Joe?
  • Wham Shot: Noah gets a new job in the end... as part of G.I. Joe.
  • What Happened to the Mouse?: Elena's boss vanishes from the story not long before the museum is attacked by the Terrorcons.
  • What the Hell, Hero?: After Noah disrespects Prime early on, Mirage admonishes him for it and explains to him why Prime is in his current state.
  • You Can't Go Home Again:
    • The Maximals' home world is devoured by Unicron at the beginning of the movie.
    • The initial motive for the Autobots to go after the Transwarp Key is to use it in order to return to Cybertron as they have been stranded on Earth for seven years much to Optimus Prime's frustration. It's the main reason why Prime is so opposed to destroying the Key, but he is eventually forced to do so in order to close the portal Unicron is coming through in the climax.
  • You Have Failed Me: Upon realizing Scourge only has half of the Transwarp Key, Unicron punishes his herald by psychically twisting his body into painful positions. He threatens to inflict a Fate Worse than Death onto Scourge if he doesn't complete the key.

Optimus Prime: I am Optimus Prime, leader of the Autobots. We have lost the Transwarp key, and with it, our ability to go home. But we have gained an ally in our battle against the forces of evil, forces too powerful for any of us to defeat on our own, but together, we might just have a chance.
Noah: I am Noah Diaz. What is there to know about me? I was raised out in Brooklyn. I got a little bro who calls me "Sonic", and if I gotta help save the universe in order to save the people I love, well, then that's what I'm gonna do.

 
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Airazor's death

With Airazor becoming corrupted and there being no way to recover, Primal had no choice, but to put her down.

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