Transformers: Revenge of the Fallen is a videogame adaptation of the 2009 sequel blockbuster of the same name and has some features from its predecessor along with some newer features. The story takes place two years after the first movie/game as the Autobots, led by Optimus Prime, are working in tandem with a team of American and British forces called N.E.S.T. along with many of Earth's governments. Their goal is to root out and destroy Decepticons who have stayed behind after the fall of Megatron, but they are encountering resistance at every turn.

At the same time, the human protagonist, Sam Witwicky, is trying to lead a normal life and heads off to college unaware that soon he, along with all of Earth, will be involved in a battle that will have an army of awaiting Decepticons invade Earth, the resurrection of a familiar foe, a mysterious enemy simply named "The Fallen" and a secret that can bring about the destruction of all life on Earth.

Like in the previous game the player can choose to be either Autobots or Decepticons, each with their own campaign and locations from both the movie along with new locations created to expand the game. The events of each campaign does have elements from the movie, but also has additionally missions devoid from the film to fill in the game.

However unlike the first game, this version has a more non-linear storyline in which the player can choose which missions they want to partake in any order. These missions take place in "zones" and once a player has accomplished all the missions within a zone they can choose to explore that area in a free roam mode without having to repeat missions.

There is also online capabilities along with downloadable content and five different multiplayer modes. Deathmatch allows up to eight players in a free-for-all while Team Deathmatch has two teams of four fight it out. One Shall Stand is a variation of Team Deathmatch, except the goal is to eliminate the opposing teams leader and Control Points has two opposing teams fight it out for control of certain marked areas, earning points for more territories conquered. Battle for the Shards is a Capture-the-Flag variation where two teams seek out shards of the Allspark and bring them back to their home base to receive points.

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