A Michael Bay movie cannot be measured by the same standards as a normal movie.  A Bay movie cares not for compelling characters, narrative cohesion, or realistic emotions.  Instead, a Michael Bay movie must be judged on its "Bay-ness".  How gigantic are the special effects?  What levels of homophobia, sexism, and racism can the humor reach without being outright offensive?  How long can the camera linger over the curves of the sexually-charged lead female character without starting to feel like really expensive porn?  Transformers: Dark of the Moon is about as Michael Bay as Michael Bay can get within the confines of a PG-13 movie (his gold standard in the R-rated realm is Bad Boys II).  The movie is far more successful in its action sequences and its humor (homophobic, sexist, and racist as it may be) than 2009's abysmal Return of the Fallen), but lacks the charm of the first film in the franchise.  But since "charm" can't be digitized and bought for millions of dollars, Bay is all about the set pieces and judging by that metric, the final hour of Dark of the Moon is his masterpiece.

In the war for control of Cybertron (home planet of the Transformers), the Autobots had a secret weapon to defeat the Decepticons.  However, the spaceship carrying the secret weapon, pillars with the power to teleport objects through space and time, was shot down as it attempted to escape.  Despite Cybertron being a distant planet, the ship somehow managed to make it all the way to our moon where it crash landed.  The Apollo 11 mission wasn't one of discovery but one where a comical JFK impersonator laid out a secret mission to explore the wreckage.

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Cut to the present day where Decepticons are trying to retrieve the final pillars and the pillars' Autobot creator, Sentinel Prime (voiced by Leonard Nimoy).  While the Earthbound Autobots are trying to uncover this plan, human "hero" Sam Witwicky (Shia LaBeouf) struggles to find a job because that makes him "relatable".  However, the quirks that made Sam an endearing character in the first movie have made him unbearable by this point.  He seems selfish, unimaginative, and feels entitled to meaningful work after saving the world twice.  Another movie might try to explain how Sam can receive the Presidential Medal of Honor and take a photo proving he recieved that honor, but he's not allowed to tell people why he won the medal.  Instead, the script ignores that obvious logical conflict (as it does so many others), and simply has Sam whining about wanting to "matter" like he did when he shouted "Optimus!" all those times and then let the Autobots destroy monuments and cities.

Sam only gets to spend what feels like an eternity complaining about his insecurities and under-appreciating his Megan Fox-replacement girlfriend Carly (Rosie Huntington-Whiteley) before coincidence throws him back into the Transformers war through too many convoluted and contrived developments to name here. The battle once again comes down to a fight between Autobots and Decepticons over a Cybertronian power item.  The twist this time is that the Decepticons actually have the upper hand, manage to start an invasion of Earth, and this is where Bay gets to give his grand finale to his tenure as the director of the series.

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I'm no fan of 3D but the gimmicky technology is perfect for a director like Michael Bay who can now not only fill the width of the frame with mayhem, but now can also fill its depth.  The 3D really allows the visuals to pop and show off the level of detail in the Transformers and their gigantic set pieces.  More importantly, Bay has far more success in choreographing and designing the action scenes due to the technical restrictions and meticulous planning that shooting in 3D requires.  While the Decepticons and the lesser-known Autobots tend to blend together among themselves, when they're fighting you can mostly follow the action and it's not the incoherent mess of gears we saw in the second movie.  Dark of the Moon is really all about its final hour of destruction and in that regard it's a smashing success.

Unfortunately, there's still an hour and a half of movie to sit through before we reach the orgy of special effects and pyrotechnics.  For the most part, Bay doesn't care about character development, smart humor, or about making sure the plot holes aren't so big that a Transformer could walk through them.  But he cares a little bit.  If he didn't care, he would have brought back the racist Twins from Revenge of the Fallen instead of replacing them with diminutive, less-racist versions that serve as slightly-stronger comic relief (although the entire film is comical so there's not much point to them).  It he didn't care about jokes, he wouldn't ask respected actors like Francis McDormand, John Malkovich, and John Turturro to be in the movie and chew every piece of scenery in the world.  If he didn't care about plot...well, there's nothing in this movie to indicate that he cares about plot beyond its ability to lead him to a new action scene or cheap joke.

And Dark of the Moon has to muddle through these jokes, Sam's "character development", and threadbare excuse for a plot like a kid forced to do his chores before he's allowed to play video games.  Sometimes, like when LaBeouf has to ham it up and scream like a girl or when the film respects the boundary between silly (an Autobot that needs reading glasses) and the stupid (almost everything else), the jokes work.  But when it needs to have Ken Jeong play another weird, creepy Asian guy (such specific and pitiable typecasting) or when Sam refers to his off-screen break-up with Mikaela as "She dumped me.  I moved on to something better," (because in Bay's twisted world, hot women aren't "someones", but things—more specifically, sex objects), the movie shifts back to that uncomfortable place Revenge inhabited for the majority of its runtime.

You have to grind through 90 minutes of tedium to get to the chewy, chocolate-y center of Transformers: Dark of the Moon.  There are moments where the jokes work and the earlier action scenes are kind of cool, but the movie's sole purpose is to drive you to the spectacle at the end of the 3D rainbow.  It's the rare film I can point to and say "If you're going to see it, see it in 3D" because the silliness of the technology is perfectly matched to the silliness of the movies that Michael Bay makes.  Swerving wildly between the insultingly stupid the ironically idiotic, Dark of the Moon is Bay at his worst and at his best.

Rating: B-