No amount of dismissive reviews of Transformers: Revenge of the Fallen will keep you from seeing the film, I realize. So instead, I'd like to talk a little about Michael Bay.

Transformers: Revenge of the Fallen (Dreamworks/Paramount)

It’s been forgotten along the way as his reputation has drifted ever downward, but at one point Michael Bay actually made decent movies. I’m not going to loudly defend stuff like Bad Boys or The Rock – his movies are loud enough – but the slickness of the action and the guy’s-guy interplay of his male leads gave them real juice. The Transformers sequel is, in fact, better than the original, but they’re weighed down by the same problem – somewhere along the way, Bay lost both his skill at dynamic action scenes and his ability to make human beings seem remotely human. Sure, he’s always been a hardware-driven jock, but he used to know how to make that fun. Revenge of the Fallen has been constructed to maximize its effects – and they’re predictably spectacular – but Bay seems to be all out of audacity, unless you count the gratuitous shot of a Bad Boys II poster in a dorm room (and you shouldn’t). Instead, the film is just a lumbering salute to having tons of money and access at your disposal, but Bay doesn’t seem all that inspired by that power. By means of comparison, Steven Spielberg at 44 was about to make Hook, a failure that would force him toward the beginning of his “respected auteur” period, and James Cameron had just won the Oscar for Titanic. Revenge of the Fallen will make a ton of money, obscuring its story problems and zealous sensory overkill, but it’s more proof that Bay is creatively stagnant, and unlike those other two filmmakers he doesn’t seem interested in evolving or pushing himself. If he’s going to be the biggest action director in the world, shouldn’t we at least be remotely impressed (no matter how begrudgingly) in his technique?

Up (Walt Disney/Pixar)

Because Pixar has spoiled us, we expect perfection, which makes anything less seem like a bitter disappointment. When it comes to Up, that disappointment is accelerated by the fact that other people love the movie – every time someone says Up tops Wall-E, I die a little inside. We can all agree that the opening sequence is absolutely extraordinary, but I can’t get with the crowd who insist that the rest of the film is just as wonderful. Judged against other Pixar protagonists, Carl simply isn’t that compelling of a figure, and what’s worse, he’s matched with an equally uninteresting villain. What Up has going for itself, though, is its sheer oddness – not quite kid-friendly, the film’s Herzog-like storyline actually made me think of Stanley Kubrick’s Eyes Wide Shut in that both movies make you wonder if the bulk of the narrative isn’t actually just happening in the main character’s traumatized subconscious. (Incidentally, that’s the only similarity the two films share.) Part action movie, part adorable-animal caper, part carpe-diem sermon, Up rolls along in unpredictable ways, but I can’t say I found the journey especially enthralling or engaging. But as director Pete Docter demonstrated with his last Pixar film, Monsters, Inc., he has a gift for well-earned sentiment – he knows how to find the perfect image to end on, which can help smooth over a certain amount of quibbles you experience to get there.

Whatever Works (Sony Pictures Classics)

Whether you're Woody Allen or a big fat nobody, you really shouldn't tell people that your latest film originated from a script you've had sitting around for 30 years – it simply opens the door to criticism, especially when you're a filmmaker most of the world has long ago concluded is too lazy and too prolific for his own good. Whatever Works is actually better than people have let on, but just barely, and you have to squint your eyes just right to see what Allen's trying to do here. (Put another way, you probably have to be a Woody Allen apologist.) In this story of a cranky old fussbudget (played pretty well by Larry David), Allen's looking at the limits of the passionately-held worldviews we cling to – he wants us to see that whether we're raging, pessimistic misanthropes or uptight religious conservatives (played by Patricia Clarkson and Ed Begley Jr.), we're allowing social attitudes to block us from our true happiness. It would have helped if Allen had offered a counter-example less broad than Evan Rachel Wood's naive (or is that just stupid?) Southern belle – she starts out as a dimwit and ends there, and it's not entirely clear that Allen has anything other than bemused contempt for her. Still, as Allen gets older, the air of melancholy gets thicker and more poignant in his movies – I almost wish he'd give up on the idea of making comedies altogether and instead focus on wistful romantic dramas that have the occasional joke. Whatever Works is indeed lazy, but it's not without thoughtful ideas and legitimate anxieties.

Cheri (Miramax Films, opening June 26)

Reviewing The Proposal, I concluded that it’s a movie geared perfectly to its audience – it exists in a rom-com fantasyland that caters to the fan base’s love of Sandra Bullock. Decent but predictable. It’s easy to be smug about programmatic films like that, but now consider Cheri, which is the art-film equivalent. Prestige director (Stephen Frears) and writer (Christopher Hampton) come together for a period piece based on two novels by Colette, catering to the fan base’s love of Michelle Pfeiffer. And, again, it’s decent but predictable. Where The Proposal’s ticket buyers will swoon at the nice outfits, agreeable jokes, and silky smoothness of the proceedings, Cheri’s will feast on the costumes, the production design, and the wittiness of some droll one-liners. And in both films, the leading lady is making a comeback of sorts – Bullock to pleasant mainstream comedies, Pfeiffer to high-profile dramatic roles. I liked Cheri fine – it’s never less than intelligent and urbane – but it’s programmatic in its own way. After the poignancy and smarts of The Queen, Frears seems to be coasting a bit here with the melancholy story of a May-December romance that’s all the more tragic because although the characters’ love is deep, they themselves are somewhat shallow individuals. Pfeiffer is quite good, as you might expect, but in a sign of the limits of this film’s greatness, what I remember most is Alexandre Desplat’s magnificent score.

Moon (Sony Pictures Classics)

Of the many things Stanley Kubrick’s wonderful 2001 got right, one of the most crucial was the notion that the future, in some ways, was going to be just as mundane as the present – there’d still be inane small talk, still be interminable travel days, still be bureaucracy. Director Duncan Jones swipes that philosophy, along with a few others things, from 2001, throwing in a dash of Silent Running and Solaris as well for his sci-fi drama about a man (Sam Rockwell) working alone on a moon base accompanied by an eerily friendly computer (voiced by Kevin Spacey). But among Moon’s precursors, I thought of another – Primer, which, like Moon, premiered at Sundance and equally turned sci-fi into a low-budget meditation on existential agony. I don’t want to get into specifics of the plot – the trailer, to my mind, already gives too much away – but I think Rockwell is superb, utilizing his hangdog charisma to generate a lot of sympathy for his outer-space working stiff. Because this is an indie film, there isn’t a huge effects budget, but Jones and his team don’t need it – the use of miniatures creates an otherworldly, dreamlike quality to Moon’s exterior shots. That, aided by Clint Mansell’s beautifully simple score, gives the film this quietly lovely tone. Even if you can spot all the visual and thematic reference points, Moon is still worth seeing – maybe even more so if you do. Are there theaters that show midnight movies anymore? If so, here’s a film perfectly suited for that world.

Séraphine (Music Box)

Lots of people have problems with films about painters, and the complaints usually boil down to the same pivotal scene – that one where the lead actor has to paint, has to seem like he’s the one who’s creating that masterpiece, and it always just feels like acting. One of the things Séraphine does very right is that when that scene occurs, you don’t doubt it. Part of the explanation might be that Yolande Moreau, who plays renowned French painter Séraphine Louis, isn’t well-known on these shores – the audience doesn’t have many associations with her, so, hell, maybe she is a painter. But I think it has more to do with director Martin Provost’s unfussy style – everything, even the painting scenes, are modest and nonchalant, as quiet and unassuming as his gorgeous shots of the rustic surroundings that inspired Louis. Still, Séraphine took a while to grow on me. At first, this true story seems like a tame Cinderella yarn in which the simple cleaning woman becomes a stunning artist under the watchful eye of her benefactor, critic William Uhde (Ulrich Tukur). But the quiet, almost predictable opening is actually setting the stage for all the sadness that’s about to come – we think we’ve seen this story before, but Provost is simply getting us acquainted with these characters so deeply that when the real drama occurs, it really grabs us. The patience demanded pays off. Not since Silent Light have I seen a film where the silence and beauty of the rural life seems to impose itself so deeply on the characters. And when Louis descends into the madness that would ultimately destroy her, Provost is modest and sure in his execution. It gets to you.