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Transformers: Dark of the Moon (2011)


In 1961, the Ark, a Cybertronian spacecraft carrying an invention capable of ending the war between the philanthropic Autobots and the malevolent Decepticons, crash lands on the dark side of Earth’s Moon. The crash is detected on Earth by NASA, and President John F. Kennedy authorizes a mission to put a man on the Moon as a cover for investigating the craft. In 1969, the crew of Apollo 11 lands on the Moon.

In the present, the Autobots assist the United States military in preventing conflicts around the globe. During a mission to Chernobyl, to investigate suspected alien technology, Optimus Prime finds a fuel cell from the Ark, discovering that it had survived its journey from Cybertron. The Autobots are attacked by Shockwave, who manages to escape. After learning of the top-secret mission to the Moon, the Autobots travel there to explore the Ark. They discover a comatose Sentinel Prime – Optimus’ predecessor as leader of the Autobots – and the Pillars he created as a means of establishing a Space Bridge between two points to teleport matter. After returning to Earth, Optimus uses the energy of his Matrix of Leadership to revive Sentinel Prime.

Meanwhile, Sam Witwicky is frustrated that he is unable to work with the Autobots and is failing to find a job. He also becomes envious of the close relationship between his new girlfriend, Carly Spencer, and her boss Dylan Gould. After finding work, Sam is provided information by his eccentric co-worker Jerry Wang about the Ark, before Jerry is assassinated by the Decepticon Laserbeak. Sam contacts the now-independently wealthy Seymour Simmons, and together they realize that the Decepticons and their leader, Megatron, are murdering people connected to the American and Russian space missions to the Ark. They locate two surviving Russian cosmonauts, who reveal satellite photos of hundreds of Pillars being stockpiled on the Moon. Sam realizes that the Decepticons raided the Ark long before the Autobots’ mission and intentionally left Sentinel and five Pillars behind to lure the Autobots into a trap – Sentinel being the key to activating the Pillars and the Decepticons lacking the means to revive him. The Autobots rush to return Sentinel to their base for protection but Sentinel betrays them and kills the Autobot Ironhide, revealing he had made a deal with Megatron to ensure the survival of the Cybertronian race.

Sentinel uses the Pillars to transport hundreds of concealed Decepticons from the Moon to Earth, and Carly is captured by Gould, who is revealed to be in the service of the Decepticons. The Autobots are exiled from Earth at the demand of the Decepticons to avoid war, but as their ship leaves Earth it is destroyed by Megatron’s second-in-command, Starscream, seemingly killing the Autobots. The Decepticons, led by Megatron and Sentinel, seize Chicago as their agents place Pillars around the world. Gould reveals to Carly that the Decepticons plan to transport their homeworld of Cybertron to the Milky Way, then to enslave humanity and use Earth’s resources to rebuild their world. Sam teams with USAF Chief Robert Epps to go into Chicago to save Carly, but they are nearly killed by Decepticon forces before the Autobots intervene, revealing they concealed themselves during the launch of their ship to convince the Decepticons they were destroyed.

Working together, the Autobots and human soldiers manage to rescue Carly and destroy Laserbeak, Soundwave, Barricade, Starscream, and Shockwave, with Optimus using Shockwave’s arm-cannon to blast the Control Pillar, disabling the Space Bridge. Sam confronts Gould as he reactivates the Control Pillar, and knocks Gould into the Pillar, fatally electrocuting him. Bumblebee and Ratchet arrive and destroy the Control Pillar, permanently disabling the Bridge and causing the partially transported Cybertron to implode. Optimus and Sentinel fight while Carly convinces Megatron that he will be replaced as leader of the Decepticons by Sentinel. Sentinel severs Optimus’ right arm, and is about to execute him when Megatron intervenes, incapacitating Sentinel. Megatron invokes Optimus for a truce, having the desire to become the one-in-charge again. Optimus attacks Megatron, knowing Megatron’s true intentions, decapitating and killing him. Sentinel pleads for his life but Optimus executes him too, for betraying his own principles. With the Decepticons defeated, Carly and Sam are reunited and the Autobots accept that with Cybertron gone, Earth is now their home.


Filming was temporarily delayed on September 2, 2010, when an extra was seriously injured during a stunt in Hammond, Indiana. Due to a failed weld, a steel cable snapped from a car being towed and hit the extra’s car, damaging her skull. The extra, identified as Gabriela Cedillo, had to undergo brain surgery. The injury has left her permanently brain-damaged, paralyzed on her left side and her left eye stitched shut. Paramount admitted responsibility for the accident and covered all of Cedillo’s medical costs. Nevertheless, Cedillo’s family filed a lawsuit on October 5, citing seven counts of negligence against Paramount, D.W. Studios, and several other defendants (not including Bay), with total damages sought in excess of $350,000. Cedillo’s attorney, Todd Smith, said, “This was an attractive 24-year old girl who had dreams and aspirations involving acting, and this kind of injury may well have a serious impact on her dreams.” The filed complaint reads that “Cedillo has endured and will in the future endure pain and suffering; has become disfigured and disabled; has suffered a loss of the enjoyment of a normal life; has been damaged in her capacity to earn a living; has incurred and will in the future incur expenses for medical services, all of which are permanent in nature.” In response to the suit, Paramount released the following statement: “We are all terribly sorry that this accident occurred. Our thoughts, prayers and best wishes are with Gabriela, her family and loved ones. The production will continue to provide all the help we can to Gabriela and her family during this difficult time.”

A second accident occurred on October 11, 2010, in Washington, D.C.. While filming a chase scene at 3rd Street and Maryland Avenue, SW, a Metropolitan Police K9 Unit SUV struck the Camaro that portrays Bumblebee in the film. The area had been closed off by the Washington, D.C., police, and it is unclear why the SUV was there. Both drivers were uninjured, but the Camaro was severely damaged.


Michael Bay


Ehren Kruger


Shia LaBeouf, Rosie Huntington-Whiteley and Tyrese Gibson



Autobots Bumblebee, Ratchet, Ironhide and Sideswipe led by Optimus Prime, are back in action taking on the evil Decepticons, who are eager to avenge their recent defeat. The Autobots and Decepticons become involved in a perilous space race between the United States and Russia, to reach a hidden Cybertronian spacecraft on the moon and learn its secrets, and once again Sam Witwicky has to come to the aid of his robot friends. The new villain, Shockwave, who rules Cybertron, is on the scene while the Autobots and Decepticons continue to battle it out on Earth. Written by Kris S.


Official Sites:

CJ Entertainment [South Korea] | Paramount [Japan] |





Release Date:

5 August 2011 (Indonesia)

Also Known As:

Transformers: Dark of the Moon – An IMAX 3D Experience

Filming Locations:

Atlanta, Georgia, USA

Box Office


$195,000,000 (estimated)

Opening Weekend:

$97,400,000 (USA) (3 July 2011) (4013 Screens)


$1,123,746,996 (Worldwide) (31 December 2011)

Company Credits

Production Co:

Paramount Pictures, Hasbro, Di Bonaventura Pictures

Technical Specs


USA: 154 min  | South Korea: 154 min  | Argentina: 157 min

Sound Mix:

Dolby Digital  | DTS  | SDDS

Did You Know?

Tony Todd, who voiced the title character of The Fallen in Transformers: Revenge of the Fallen, was going to play a human character in this film, but his role got written out of the script.

When Megan Fox dropped out shortly before filming began, Gemma Arterton, Ashley Greene, Brooklyn Decker, Miranda Kerr, Bar Refaeli, Amber Heard, Camilla Belle, Katie Cassidy, Heidi Montag and Anna Kendrick were all rumored to replace her before Rosie Huntington-Whiteley was cast.

This is director Michael Bay’s first threequel (third instalment in a series/trilogy).

The Autobots have upgraded their alternate modes:

  • Bumblebee has received an upgrade and is now a 2011 Chevrolet Camaro
  • Ratchet’s color scheme now includes white and his green is more grass-green than his previous neon/yellow green
  • Sideswipe is now a Chevrolet Centennial Corvette convertible

In view of the technology’s rising popularity, Paramount/Dreamworks were adamant to have this film either shot for 3-D or converted in post-production. Director Michael Bay was initially wary of the technology, calling it a “gimmick” in various interviews and noting the poor quality of post-production conversion. Vince Pace, the co-found of PACE 3D who developed 2D and 3D cameras with James Cameron reported in July 2010 that he was working on Transformers 3 and that it will be shot in on PACE 3D cameras. However, for scenes that required higher image quality or were in slow motion, traditional anamorphic 35mm film was used and converted into 3D in post production.

Optimus Prime’s trailer bears a resemblance to the original one from The Transformers with the decorative stripe running along its side.

The character of Carly is based on a primary character that was introduced in the second season of The Transformers. However, she was revised to be of English nationality in keeping with Rosie Huntington-Whiteley’s nationality.

During filming in Washington, DC, the 2011 Chevrolet Camaro that plays Bumblebee was struck by an metro police K-9 SUV responding to a bomb alert. The police officer involved sustained minor injuries, and Bumblebee sustained considerable damage. Filming was able to continue, as there were copies of each automobile for shooting purposes.

A tilting office set was constructed to simulate the Driller’s destruction of the skyscraper.

The Wreckers take the alternate modes of NASCAR Chevrolet Impala automobiles, resembling those of Juan Pablo Montoya (#42 Target), Dale Earnhardt Jr. (#88 AMP Energy/National Guard) and Jimmie Johnson (#48 Lowe’s/Kobalt).

The “dark of the moon” is defined as a phase (approximately three days) when the light of the moon is obscured, and thus absent (i.e. a no-moon time), and precedes the new moon and the beginning of a new lunar cycle. Symbolically, it represents a time of inner stillness and contemplation, and preparedness for a new beginning.

The Autobot Wheeljack’s alternate mode in The Transformers was a Lancia Stratos sportscar, but this was revised to a Mercedes-Benz E550 automobile. His head is also luminescent, in homage to his appearance in the series where two bulb-like appendages on his face regularly lit up.

The idea of Apollo 11 being connected to the discovery of the Transformers had been previously put forth in the Transformers tie-in prequel novel ‘Ghosts of Yesterday’.

US$1 million was spent during the two days of filming at the Milwaukee Art Museum.

Corey Burton, who voiced Shockwave in The Transformers and Transformers: Animated, was approached to reprise Shockwave for the film, but turned it down as he’d done that role too many times. He had earlier been approached to voice Jazz and Brawl for Transformers.

Megatron’s alternate mode in this film is a Mack Titan tanker truck, his first Earth disguise. This was chosen to put him on parallel with Optimus Prime (the filmmakers described him as “a demented version of Prime”). This mode also pays homage to the Transformers: Robots in Disguise Decepticon Scourge (also known in Japan as “Black Convoy”), who is an evil clone of Optimus Prime.

A Decepticon attack leaves Simmons in a wheelchair for most of the film. This is a homage to Chip Chase, a wheelchair-bound human from The Transformers who was an ally of the Autobots.

Michael Bay described the tone of the film as “a homeland version of Black Hawk Down with giant alien robots.”

Sentinel Prime is primarily based on his role in the “Transformers” comics (Optimus Prime’s yellow-colored predecessor) and his lance and shield were taken from his Transformers: Animated incarnation, but his later form on Earth – a red Rosenbauer Panther fire truck – is a homage to Transformers: Robots in Disguise’s Optimus Prime, whose alternate mode was a fire truck.

Laserbeak’s alternate mode in The Transformers was a tape cassette, but that was considered old-fashioned. He instead has two modern forms; a desktop computer & a laser printer.

Peter Cullen’s favorite moment in the film is when Optimus Prime meets with astronaut Buzz Aldrin.

This is the first movie that starts with Megatron being conscious. In Transformers Megatron was awakened, in Transformers: Revenge of the Fallen he was resurrected.

Michael Bay conceived the Driller’s destruction of the skyscraper while doing stomach-crunch exercises.

To film the skydiving sequence, Michael Bay attached cameras to the divers’ helmets to capture their descent into Chicago.

The Autobot Mirage’s original alternate mode in The Transformers was a Formula-1 race car, but this was altered to a Ferrari Italia 458.

When the employee is pushing the buttons on the photocopier that later transforms into Laserbeak, the distinct tones of the copier form the title theme song of The Transformers.

Leonard Nimoy voiced Megatron’s successor Galvatron in The Transformers: The Movie, and voices Optimus Prime’s predecessor Sentinel Prime in this film. He was previously considered to voice the Fallen in Transformers: Revenge of the Fallen.

Megatron’s characterization in this film heavily reflects that of Galvatron, Megatron’s upgraded form from the original series The Transformers. In the series, Galvatron became a little insane after the destruction of his master Unicron; similarly, the destruction of The Fallen from Transformers: Revenge of the Fallen caused Megatron to go slightly insane.

During the Pentagon scene in which Colonel Lennox outlines the Decepticon situation, a Gulfstream III private jet (bearing the identification “N4500X”) is seen behind Director Mearing; it is later seen in the film as the aircraft in which Sam and Mearing travel to Florida. This jet is owned by director Michael Bay, and was decepticon Blackout’s vertical stabilizer in his helicopter mode from the first movie.

Roberto Orci and Alex Kurtzman, who worked on the screenplay for Transformers and Transformers: Revenge of the Fallen, declined to work on this film due to schedules with other films and because they “risked getting stale.”

Sentinel Prime and Megatron watch the destruction of Chicago from atop the Jewelers Building at 35 East Wacker Drive. Crime boss Al Capone also perched on the dome of this building, watching his city below as he wined and dined.

Michael Bay reused a car crash scene from The Island after an extra was seriously injured during the original shot for this film. It’s the scene in the Highway Battle when Hatchet is thrown into a car.

Sam’s “regular” car (in Bumblebee’s absence) is a 1980 Datsun (now known as Nissan) automobile. In The Transformers, the Autobots Prowl and Bluestreak were Datsun automobiles.

According to Michael Bay, 532 cars were destroyed in the film; they were actually given away by the insurance company, with no charge as all of them were flood-damaged.

Paul Rubell, who edited several Michael Bay movies, could not participate in the editing because of his work in Thor. He recommended to Bay his friend, William Goldenberg to fill in his place.

Over half of the film was converted to 3D by Legend3D. In fact 40 minutes of non-VFX and 38 minutes of VFX shots were converted. This includes much of the robot battling chaos during the final 40 minutes of the movie, as well as closeups and medium shots of actors in 35mm anamorphic film.

Megatron is the only Transformer to have a different alt mode in each film.

Filming was temporarily delayed on September 2, 2010 in Hammond, Indiana, when an extra was seriously injured during a stunt. The accident happened when a steel cable snapped from a car being towed, owing to a failed weld, hitting the extra’s car and damaging her skull. The extra, identified as Gabriella Cedillo, had to undergo brain surgery. The injury has left her permanently brain-damaged, paralyzed on her left side and her left eye stitched shut. Paramount admitted responsibility for the accident, and covered all medical costs incurred. Nevertheless, on October 5, Cedillo’s family filed a lawsuit, which cites seven counts of negligence against Paramount, D.W. Studios and several other defendants (not including Michael Bay), with total damages sought in excess of $350,000.

The 3D versions of the film contained a memo to all projectionists written by Michael Bay: “To help counter the recent trend of audiences being underwhelmed by dark dingy looking 3D, we have invented various post production processes never before used in this format to enhance sharpness, improve contrast and render more vibrant color. It’s critical your projectors play the brightness levels specified for the best results.”

Rosie Huntington-Whiteley had no previous acting experience apart from appearing in Michael Bay-directed Victoria Secret commercials. According to Huntington-Whiteley, Bay invited her to audition, and was impressed enough to cast her as Carly on the spot.

Wheeljack is modeled after Albert Einstein, and his personality was modeled after the Disney character Ludwig Von Drake.

Sentinel Prime was originally meant to be coloured yellow, but as fire trucks are a standard red, he had to be re-coloured at an expense of thousands of dollars.

The Autobot who transforms into a Ferrari Italia 458, while unofficially known as Mirage, was named Dino after Alfredo “Dino” Ferrari (1932-56), the son of Ferrari founder Enzo Ferrari; this name change was stipulated by the Ferrari Company in exchange for the vehicle being in the film. Fans have also theorized that the term “Dino” is an intended allusion to the Dinobots, a popular faction of dinosaur-like Autobots.

The Autobot who transforms into a Mercedes-Benz E550, while unofficially known as Wheeljack, was named Que after the weapons designer Q in the OO7 films; the title of Que is also a homage to the Autobot scientist Hi-Q.

According to VFX supervisor Scott Farrar, Sentinel Prime was physically modeled on Sean Connery. In tribute, Sentinel quotes the “there can be only one” line from Connery’s film Highlander.

The Driller was composed of 70,000 pieces. It required ILM to use up its entire render farm and took 122 hours per frame (288 hours in the the Driller’s attack on the skyscraper).

An early draft of the script had the Autobot in the Ark named Ultra Magnus, who would have been based on his Transformers: Robots in Disguise incarnation (Optimus Prime’s brother). He was later renamed Sentinel Prime, Optimus Prime’s predecessor, to form a closer relationship.

Bill Fagerbakke was considered to voice the Wrecker Topspin, but had to decline due to schedule conflicts. Thus Topspin is the only one of the Wreckers not to have any lines in the film.

Megatron’s first words are “All hail Megatron!” IDW Comics released a series in late 2008 titled ‘All Hail Megatron’.

Carly gifts Sam a rabbit toy. This toy is an obscure allusion to Beast Wars Second: Chô seimeitai Transformer, which featured a celestial rabbit named Moon, who lived on the moon.

The Autobots take on a new ability, labeled in the toyline as Stealth Force, which enables them to use weapons while staying in vehicle mode. This ability pays homage to the Omnibots, a faction of Autobots who were the only ones in the “Transformers” saga to possess this trait.

At an astronaut’s home, Laserbeak transforms into a little girl’s toy, a pink Bumblebee-shaped robot. This robot is a homage to Rosanna, a miniature pink Autobot.

Originally the Autobot animal Steeljaw (revised to be Leadfoot’s pet and having a rocket launcher as an alternate mode) was going to be in the film, but he was cut from the script.

This is the first Transformers movie to show the Autobot spacecraft the Ark.

The Autobots Wheeljack and Bumblebee, who are taken as prisoners near the end of the movie, were the first Transformers ever featured in a movie or cartoon.

Maile Flanagan, the Naruto voice actor, can be seen in the elevator with Sam Witwicky when Deep Wang first encounters him.

In 2011, Alan Tudyk told “Empire” magazine that his character from 28 Days (the gay German performance artist, Gerhard) was the same character as the one Tudyk later played in this movie: “I decided that it’s the same guy: he had gotten out of rehab, got himself on the right track and then… entered the army, became a specialist, found that he had skills in computers and weapons. Then he got burned out after too much killing and just decided to become a valet to Agent Simmons. There’s a moment where he just goes crazy, and I say, ‘That’s the old me’ and that was all based on that bullshit idea that it was the same guy.”

Elya Baskin previously played a Cosmonaut in the 1984 film 2010.

Patrick Dempsey was cast by chance after bumping into Michael Bay at a Ferrari launch event in Los Angeles. Bay was still looking for someone to play Dylan and asked if Dempsey would accept the role. He agreed, mainly (he was quoted) because he has never worked on big budget movie. Bay then told him to come early on the set the next day.

Laserbeak’s gift of speech was based on his original appearance in the “Transformers” comics.

Patrick Dempsey is a car enthusiast, like his character Dylan.

Michael Bay swore that the Autobot Twins Skids and Mudflap would not be in the film, and promised $25000 to whoever could spot them in the film. However, they do appear in one scene: when Director Mearing arrives at NEST.

This was the last film Francesco Quinn completed before his death.

All the aptly-named Dreads are seen to bear dreadlocks, as well as mandibles and fangs. This design is a homage to the sci-film Predator, which had a similarly designed extraterrestrial (and who was voiced by Peter Cullen).

As the Autobots head into Chicago, Brains gives the war cry “Autobot victory!” This refers to the Japanese series Transformers: Victory.

The word “transformer” is heard only once in the film: it is used by Lennox when explaining to Mearing how Sentinel Prime will be revived.

From the voice actors in this film, Peter Cullen, Frank Welker and Charles Adler were in the original The Transformers series, while Keith Szarabajka worked in (as of 2011) the most recent feature Transformers: War for Cybertron and James Remar on its spin-off series _”Transformers: Prime” (2011)_.

The Autobot Brains is an original creation: the movie comic ‘Rising Storm’ states that he was created by the Decepticons to be their worker, but gained sentience and went to the Autobots for help and was taken in by them. This makes ‘Reno Wilson’ the only voice actor to have voiced a Decepticon, an Autobot and a Deception-turned-Autobot.

The Superfund armored truck was originally meant to turn into a Decepticon (it was part of the toyline and designated as Payload) and was marked with the Decepticon insignia, but due to budgetary issues it’s only seen as a vehicle in the film.

Sentinel Prime rants to Optimus Prime about how their race was regarded as ‘gods’. In Japan, The Transformers was known as “Super God Robot Force”.

This is the only movie that does not reference the Allspark in any way.

The Decepticon Barricade hasn’t been seen since the first movie (when it was chasing Sam and the All Spark on the highway) until the final major battle in this one.

The four-engined V-22 Osprey that Lennox and his team jump out of is not a real aircraft, which partially explains the full CGI animation of it. The Osprey has only two wings with an engine at either tip. It is the same aircraft seen at the beginning of the original Transformers movie.

Before Laserbeak transforms from the photocopier into its bird mode to try and kill Sam, the worker says that the machine is “exceedingly Japanese”. During the first Transformers movie when Sam sees Bumblebee up close for the first time he says that “he must be Japanese”. Transformers was originally a Japanese toy line.

At least two scenes were based on scenes from the G1 series. The first was when Megatron is at the Lincoln memorial and removes the statue of Lincoln to use his chair, was seen in the season 2 episode “Atlantis, Arise”. The second is when they are trying to bring Cybertron into Earth’s orbit with the space bridge. This was the basis of the Season One “Ultimate Doom” trilogy.

James Avery was credited as the voice of the Autobot Silverbolt, leader of the Aerialbots until his role was removed from the script.

Michael Bay compared Megatron to Colonel Kurtz in Apocalypse Now: “He’s hiding in the jungles of Africa, nursing his wounds and vainly hiding his pulverized visage while plotting – what else? – revenge!”

The Decepticons’ master plan of bringing Cybertron to Earth was based on the The Transformers three-parter “The Ultimate Doom.”

Starscream meets his end by having an explosive in his eye, which blows his head off. This was based on the comic ‘G.I. Joe vs Transformers’, where the ninja Snake-Eyes cut out Starscream’s eye and stuck an explosive into the cavity.

Originally Dylan was meant to be disintegrated by the pillar, but this was thought to be too gruesome and could not be filmed properly in 3D, so it was changed to him getting electrocuted.

Despite having a decent amount of screen time and dialogue, Megatron does not meet Optimus Prime until the last 6 minutes of the movie, and does not meet Sam at all despite having faced off with him in the previous two films.

The film contains multiple references to Leonard Nimoy’s Mr Spock from Star Trek:

  • Brains and Wheelie watch Amok Time, noting “I’ve seen this one. It’s the one where Spock goes nuts.”
  • Sam describes Gould’s building as “the Starship Enterprise.”
  • when the Autobots are leaving, Bumblebee’s farewell to Sam includes the words “My friend”, sampled from Star Trek II: The Wrath of Khan (“You are…my friend. I have been and always shall be yours.”).
  • Sentinel Prime says “The needs of the many outweigh the needs of the few”, a maxim of Spock.

At the end of the film, Bumblebee plays the Wedding March for Sam and Carly. In The Transformers, Carly went on to marry Spike Witwicky.

In the scene in which Sentinel Prime kills Ironhide, he shoots him which results in Ironhide turning to rust and disintegrating. This is identical to the way Galvatron kills Starscream in The Transformers: The Movie.

Soundwave’s appearance in this film is based on his Transformers: Animated role: he transforms into an automobile, kept a group of humans under his control, and uses Laserbeak as his main minion.

At the Decepticon camp, a hand from the Tomb of the Primes, the hiding place of the Matrix of Leadership in the second film, can be seen. This hints at the Matrix of Leadership playing a key part in Megatron’s plan.

Megatron observes the Decepticon’s arrival to Earth from the vandalized Lincoln Memorial. This is a homage to the The Transformers episode “Atlantis Arise”, where Megatron used the Lincoln Memorial’s chair as a throne. However, it also foreshadows his intentions of human enslavement; Abraham Lincoln was a great campaigner against slavery.

The concept of pillars on the Moon is based on sci-fi novelist Arthur C. Clarke’s short story ‘The Sentinel’. The robot who designed and controls these pillars is named, aptly, Sentinel Prime.

Ratchet and Bumblebee are the only autobots to survive the entire film series.



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