Why Megan Fox Left The Transformers Franchise

Megan Fox's Mikaela Banes is the most underrated character from the first two live-action "Transformers" movies. As film critic Lindsay Ellis once pointed out, Mikaela is the only character in the first live-action "Transformers" movie with a proper arc, as well as the only one who goes on a clear-cut hero's journey. It's easy to forget that she's written with complexity, though, because the camera is leering at her the entire film. Her name is also suspiciously similar to that of director Michael Bay, although I'm still not sure what to make of that information.

Despite Mikaela's importance in 2007's "Transformers" and 2009's "Transformers: Revenge of the Fallen," her character was unceremoniously written out of Bay's third entry in the franchise, 2011's "Transformers: Dark of the Moon." She's never mentioned by any characters in the movie, nor is the film's lead, Sam Witwicky (Shia LaBeouf), presented as particularly heartbroken to have her out of his life. It's an odd, jarring aspect of the movie and feels especially strange if you watch Bay's first three "Transformers" films back-to-back-back. How could the apparent love of Sam's life be gone with no explanation? It's like if Sam Raimi's "Spider-Man 3" started off with Mary Jane (Kirsten Dunst) completely out of the picture.

As fans could've guessed, however, Mikaela's absence in "Dark of the Moon" was largely the result of some behind-the-scenes problems.

Depending on who you ask, the trouble started when Fox answered a question in a September 2009 interview with Wonderland Magazine about what her "favorite and least favorite" thing about working with Bay was.

"He's like Napoleon, and he wants to create this insane, infamous mad man reputation. He wants to be like Hitler on his sets, and he is," Fox answered. "So, he's a nightmare to work for, but when you get him away from set, and he's not in director mode, I kind of really enjoy his personality because he's so awkward, so hopelessly awkward. He has no social skills at all. And it's endearing to watch him. He's vulnerable and fragile in real life, and then on set he's a tyrant."

Her delivery of this answer was reportedly more lighthearted than how it sounds written down, and it wasn't entirely negative, but no matter: The Hitler comment took on a life of its own, sparking countless headlines from other news outlets and allegedly drawing the attention of "Transformers" producer Steven Spielberg, who considered the comment to be way over the line. Bay would tell GQ in 2011, "Spielberg said, 'Fire her right now,'" although Spielberg would later deny having ever said this.

Bay elaborated more on his feelings towards Fox in that GQ interview; although he said her comments didn't bother him, it's hard not to read a little resentment into how he talks about her:

"She was in a different world, on her BlackBerry. You gotta stay focused. And you know, the Hitler thing. [...] I wasn't hurt, because I know that's just Megan. Megan loves to get a response. And she does it in kind of the wrong way. I'm sorry, Megan. I'm sorry I made you work 12 hours. I'm sorry that I'm making you show up on time. Movies are not always warm and fuzzy."

While most assume Fox was fired because of the Hitler comments, and while Bay implied in that GQ interview he fired her because she wasn't mentally present on set, other reporting implies that it was her weight and appearance that was Bay's main motivation. 

"Megan Fox arrived on the set of 'Transformers 3' looking too 'pale,' 'underweight' and 'unhealthy' for director Michael Bay's taste, ratcheting up tensions that ultimately pushed her to walk away," The Wrap reported in 2010, when Fox was still involved in the production. "Bay gave Fox some time to pull her appearance together, but when she returned, the director expressed his displeasure in such a way that Fox walked off the blockbuster sequel."

Fox's looks were considered vital because, as everyone involved in those films at the time seemed happy to admit, Mikaela was treated as eye candy first and a character second. "[Bay's] main note to me is just to look hot, so I try my best," Fox told First Showing in 2008. Bay had reportedly ordered her to gain weight for "Revenge of the Fallen" too (via The Movie Blog), which conflicted with her being pressured to lose weight for filming "Jennifer's Body" (a film that came out that same year).

"[Michael Bay] films women in a way that appeals to a 16-year-old's sexuality," LaBeouf told Hero Complex in 2011, admitting that Fox "had a hard time accepting" being in such a "sex-driven role." An anonymous source on the "Transformers 3" set told The Wrap, "Bay 'wants his actresses to look a certain way, and if they can't meet his absurd standards of beauty, he gets rid of them.'"

While it's never been confirmed that Bay fired her for failing to meet his beauty standards, it's understandable why that narrative's proven so enduring over the years. Bay did, after all, immediately replace Fox with a Victoria's Secret model who had zero acting experience. (We'll talk more about Rosie Huntington-Whiteley in a bit.)

Although Bay's treatment of Fox was sleazy, Fox eventually clarified that she doesn't consider any of his actions predatory. "When it comes to my direct experiences with Michael, and Steven [Spielberg] for that matter, I was never assaulted or preyed upon in what I felt was a sexual manner," she wrote on her Instagram page in 2020 (via Inside Hook). She also addressed a rumor going around at the time concerning her audition for the first live-action "Transformers" film, in which Bay had supposedly forced her to seductively wash his car in his home.

"I was not underaged at the time and I was not made to 'wash' or work on someone's cars in a way that was extraneous from the material in the actual script," Fox wrote. She added, "There were several other crew members and employees present, and I was at no point undressed or anything similar." She also mentioned in a 2018 interview with Andy Cohen that she and Bay had long buried the hatchet over their disagreements on the set of "Transformers."

"We're BFFs," she said, noting that she'd be down to return to the "Transformers" franchise if Bay ever asked her to. Of course, she also acknowledged that, by that point, the likelihood of the property returning to Mikaela Banes seemed slim.

When it was first announced Fox had been fired from "Transformers: Dark of the Moon," the fan reaction was a mix of genuine disappointment combined with the usual dismissive comments about her character being eye candy. When it was announced she'd been replaced with Rosie Huntington-Whiteley, it only confirmed the popular belief that she'd been there for the sex appeal and nothing else.

Adding to that impression was the way Huntington-Whiteley's character Carly was written. Outside of a few lines establishing her relationship with Sam, it felt like the film's writers had merely replaced Mikaela's name with Carly's and kept everything else the same. She had the same general personality, she had a car-related job that Mikaela would've loved, and her relationship with Sam had already progressed to the same point Sam and Mikaela's had been slowly built up to in the first two live-action "Transformers" movies. 

Everything about her storyline felt like the natural conclusion for Mikaela's arc to end on, except it was happening to some new love interest the audience had never grown attached to. The result was that the entire romantic subplot of "Dark of the Moon" was a disappointment to most fans, despite the action sequences in the rest of the film being as cool as anything else Bay had done before. Even the fans who were either dismissive of Fox in real life and/or dismissive of Mikaela as a character could still admit that the movie felt emotionally hollow (and for a Michael Bay film, that's really saying something).

The good news for Fox was that, while "Transformers" may've been the movie that put her on the map, it wasn't the best film on her resumé by the time Bay fired her. That honor went to "Jennifer's Body," a 2009 horror-comedy movie that wasn't appreciated in its time but has since developed a strong cult following. The film played around a lot of with Fox's public perception, proving that she was very much capable of playing characters with real depth. Fox would even go on to outdo "Jennifer's Body" over 10 years later with her underrated thriller "Till Death."

In September 2009, Fox also hosted an episode of "Saturday Night Live," in which she starred in one of the more underrated Lonely Island sketches: "The Date." There, she played the oddly adoring date of one of Will Forte's strangest characters. I have no idea what this sketch was, but I'm glad it exists:

Fox's most popular post-"Transformers" role, however, was probably Reagan in the fifth and sixth seasons of "New Girl." Reagan is perhaps Fox's funniest and most charming character. She's someone who managed to endear herself to most fans despite having the unenviable role of being a short-term replacement for main character Jess (played by Zooey Deschanel, who briefly left "New Girl" to go on maternity leave). Reagan was only supposed to appear in the show's fifth season, but she was popular enough that the series' writers brought her back for a significant arc in season 6 as well.

In other words, Fox's "New Girl" character enjoyed the opposite dynamic as her "Transformers" character; while Mikaela was supposed to have a long-term arc but was dropped before it could be finished, Mikaela was never supposed to have a multi-season arc but was given one anyway. "New Girl" may not have been as flashy a project as a "Transformers" movie, but at least the show knew how to make the most of Fox's talents.