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Mikaela Banes is a high school student. A beauty with brains, a penchant for fixing cars, she accepted Sam Witwicky's offer to ride her home in his new car.


Transformers film

Actress: Megan Fox (English) Kanako Toujô (Japanese-language dub voice)

Mikaela fixes Bumblebee's hood.

Mikaela learned how to fix cars from her father, a long-time car thief who has presumably been single for some time. When he couldn't find a babysitter, he'd bring young Mikaela along, and she learned his trade. She hid her automotive knowledge from her boyfriends, for fear that they will be insecure around a girl who knows more about cars than they do.

Mikaela walking.

She went to school with Sam Witwicky since first grade but had failed to notice him at all during that entire time. After a spat with her boyfriend Trent, she dumped him, and Sam gave her a ride home in his new car. When the car suffered engine trouble, she took a look at the engine and was very impressed with the layout. Sam was more impressed with her. She is wearing a sleeveless midriff top, a short denim skirt, blackish-red colored closed-toed wedge shoes, and is gleaming from perspiration. After Sam drove her home, Mikaela asked him if he thought she was "shallow", to which Sam awkwardly replied that he thought that there was "more than meets the"

Mikaela decapitates Frenzy

The next day, Mikaela was having lunch with her friends when Sam passed by on his mother's bike, saying that his car was following him. Concerned, she followed him on her moped, but just as she caught up, Sam knocked her off. Angry, she demanded to know what his problem which point a monster sheriff deputy car came charging out from under the bridge where Sam had just been. Sam's Camaro knocked the monster down and then urged them to get in. After a hectic chase, the two teens arrived at a deserted chemical plant, where the Camaro transformed into a giant robot. However, the monster unleashed a radio that went after Sam and pantsed him. Heading to an abandoned tool shed, Mikaela found a power saw and attacked the radio, decapitating it. Mikaela then watched with trepidation as Sam tried to communicate with his now-bipedal car, learning that it could only speak through the radio and that it was an alien who had summoned others of its kind to Earth. Mikaela remained unsure about re-entering the vehicle, but then Sam asked her a simple question: "Fifty years from now, when you're looking back at your life, don't you wanna say you had the guts to get into the car?" Mikaela reluctantly agreed...unaware that the decapitated robot had slipped into her purse.

She still refused to sit in the driver's seat, as the car was driving, so Sam argued that since he had the only other seatbelt, she should sit in his lap. Mikaela agreed, then admitted that it was a smooth move on Sam's part. She then asked why the car turned back into a piece-of-crap Camaro if it was such a super-advanced robot. Insulted, the car forced the two teens out, only to return moments later as a sleek and shiny 2009 model. The car then took them to a local observatory, where they could see four meteors entering Earth's atmosphere. Mikaela instinctively reached for Sam's hand as this spectacle took place. The Camaro then brought them to an abandoned alley, where four more cars joined them, then transformed into robots. After inquiring Sam's identity, the lead robot introduced himself as Optimus Prime, the leader of the Autobots, a race of sentient robots from Cybertron. Prime introduced Jazz, his first lieutenant; Ironhide, his weapons expert; Ratchet, their medical officer (who revealed that Sam's pheromone levels indicated that he wanted to mate with Mikaela, something that embarrassed both teens); and identified the Camaro as Bumblebee, Sam's guardian. When Mikaela asked their intentions, Optimus explained their mission to find the All Spark, the betrayal of Megatron and the Decepticons, and how Archibald Witwicky's glasses played a role in finding their target.

Mikaela in Prime's hand.

Heading to Sam's house, Mikaela was told to stay and watch the Autobots, though they eventually headed to Sam's backyard and proceeded to cause some havoc. Losing patience with Sam's inability to locate the glasses within a couple of minutes, Optimus gave Mikaela a boost up through Sam's window so she could help. Further difficulties arose when Ratchet accidentally hit some powerlines, causing a blackout. The blackout and their shuffling around attracted the unwanted attention of the parents, and Mikaela hid before they came in. This led to some awkward conversation as Sam tried to explain what was going on, until Mikaela finally stood up, revealing her presence as "a friend" of Sam's. This genuinely delighted his parents, and his mother rather awkwardly apologized for their family discussion. Mikaela commented that she thought Mrs. Witwicky was nice.

When Sector Seven forcibly detained Mikaela and Sam's family, Agent Simmons revealed that she had a police record, confirmed that she was not a criminal, and threatened her father's upcoming parole hearing. This strategy nearly made Mikaela cry...until Optimus Prime ripped off the roof of their SUV and demanded that the agents get out of the car and release the two teens. After the Autobots rescued the pair, Sam expressed misgivings about Mikaela's history. She huffily confided to him that her record stemmed from her refusal to turn her father over to the authorities. Sector Seven soon recaptured both teenagers (along with Bumblebee) and brought them to Hoover Dam. There Sam negotiated with Simmons to have Mikaela's criminal record expunged as part of his reward for helping Sector Seven with the information he had about the Transformers. Mikaela was pleased with and grateful for Sam's change in attitude toward her.

Inside Hoover Dam, the teens, along Defense Secretary Keller, two hackers, and some soldiers, were shown the frozen body of Megatron, whom Sam and Mikaela recognized, as well as a demonstration of the All Spark. However, the robot hiding in Mikaela's purse had slipped away and contacted the other Decepticons. Sam, with some help from one of the soldiers, managed to convince Sector Seven to release Bumblebee, who reformatted the cube.

Mikaela and Bumblebee

The group fled to Mission City, soon joined by the Autobots. During the Decepticon attack at Mission City, Bumblebee was injured by Starscream and Mikaela strapped the injured Bumblebee to an abandoned tow truck. Sam told her to get Bumblebee (and herself) away from the battle, while he took the All Spark to a building to be extracted by the military. They left, but Mikaela was soon overcome with guilt and frustration for having left. Looking at Bumblebee, the injured robot gave a simple nod, and Mikaela decided to go back. She drove the tow truck backward through the battle while Bumblebee shot at the tank, destroying the Decepticon.

After the death of Megatron, Sam and Mikaela began dating. Transformers (film)

Transformers: The Junior Novel

Mikaela is one inch taller than Sam. She is the most beautiful girl at Tranquility High. They go through stuff in the book similar to the movie. At the end of the book, she is confronted by Trent. She skirts around him. "Hi Sam, have a good weekend?", she asks. But before he can answer she kisses him.

Transformers: The Game

Voice Actress: Megan Fox

She totally understands the frozen nemesis, robot lifeforce, and magic glasses parts, but she still has trouble understanding why the super scout turns into a broken down Camaro. Transformers: The Game

Titan Magazine

Mikela in alternate reality

In an alternate reality, the Decepticons won, and Mikaela was part of the resistance. She's an experienced veteran of guerilla warfare and partnered with Bumblebee, who was an old friend by this point. She still grieved over Sam's death.

She wore tight, body-hugging black spy clothes, including leather gloves and long boots.

Mikela ready to fight.

She and Bumblebee raided a Decepticon facility (the former Sector Seven base) to rescue Optimus Prime, Earth's last hope—only to find him frozen and offline—and to attract Megatron's attention. Transformers Comic issue 9 While the tyrant hunted Bumblebee, Mikaela tried to thaw out Optimus with guidance from Tom Banachek. Unfortunately, A radio boogeyman was watching her... Transformers Comic issue 10 ...and when he shot at her, she dodged and grabbed a fire-ax, this time intending to finish him for good. Transformers Comic issue 11 The Decepticon managed to evade her attacks and smacked her backward into the liquid nitrogen tanks, but she appeared to have planned this: she avoided his finishing blow, allowing him to shatter the tank (freezing him to death in the process) while she escaped the area with a really cool slide under the door. Phase One was now complete and Optimus Prime was thawing out.

Phase Two involved entering a restricted area of the base with Banachek's help and locating an old Sector Seven experiment Transformers Comic issue 12: a nano-virus designed to block All Spark operational frequencies. This caused the All Spark's powers to consume Megatron from the inside, killing him for good. Which basically meant Mikaela single-handedly saved all of Earth and reversed the Autobots' fortunes. (Okay, Bumblebee helped.) Transformers Comic issue 13

Following the liberation of America, Mikaela (who was optimistic that humanity would one day accept the Autobots) took a position of authority at an emergency medical shelter in Savannah, Georgia; a mysterious illness had begun sweeping through the area. To make matters worse, the Decepticons attacked the shelter, and Mikaela tried to evacuate the patients to a safer location. Transformers Comic issue 14 When human tanks joined in the assault on the Autobots, Mikaela called into Tom Banachek to get the attack stopped; when orders to stop were ignored, it became clear something was wrong and she and Bumblebee ran a gauntlet of hostile enemies to reach the tank commander and free him from Decepticon mind control. Transformers Comic issue 15

Revenge of the Fallen film

Actress: Megan Fox

Mikaela fixes up a motorcycle.

Mikaela calls Sam and attempts to break up with him while working on a motorcycle. Sam can tell her lack of conviction and after some flirting between the two, she agrees that they're not breaking up. Mikaela's father has been released from prison and they're both working in a motorcycle repair shop while Mikaela successfully keeps him from stealing cars and going to jail. Mikaela drives to Sam's house and finds it badly damaged. Sam gives her the shard of the Allspark and tells her to keep it hidden. After Sam goes to break to Bumblebee the bad news about him not being able to accompany Sam to college, Mikaela goes outside and puts on a wedding-like dress. The two say their goodbyes, but Mikaela is frustrated by Sam's inability to admit he loves her. Mikaela leaves, but unknown to her is stalked by a Decepticon.

Mikela looking nice

That night, Mikaela gets annoyed when she tries to do a webcam chat with Sam and fails due to him being at a frat party. When he calls the next day, she is pissed at him but grows worried at his babbling. She discovers Wheelie trying to break into the safe for the Allspark shard and captures him. Mikaela decides to fly to Sam's college after seeing this. She successfully boards the plane carrying Wheelie in a box, despite his attempts to get attention by yelling out.


Mikaela arrives at Sam's dorm with Wheelie and she is pissed to find him kissing another girl, Alice. Mikaela breaks up with him on the spot and leaves, angry and not letting him explain, but after hearing banging coming from Sam's room, she returns to find Alice, revealed to be a Decepticon Pretender who is attacking Sam. Her arrival along with Leo, Sam's roommate, distracts Alice and Sam escapes. The three teens run from Alice and eventually escape in a car that Mikaela hotwires. Alice continues to attack them, but Mikaela kills her by crushing her against a lightpole and running her over, saying "kiss this, bitch!" Unfortunately, their escape doesn't last long and the three are captured by Grindor who takes them to Megatron, who is recently revived.


Mikaela watches Sam helplessly as Megatron has The Doctor try to dissect him, but they are rescued by Optimus Prime and Bumblebee. Mikaela and Leo go with Bumblebee while Sam goes with Optimus. They only arrive at Optimus Prime's battle in time to see him get killed by Megatron. Mikaela goes on the run with Sam, Leo, Bumblebee, and the Twins.


While hiding out, she tries to comfort Sam with Bumblebee's help and ultimately succeeds. At Leo's suggestion, she and the others go looking for his rival "RoboWarrior". Mikaela and Sam are shocked to find out that RoboWarrior is their old friend — Seymour Simmons, the former agent of Sector Seven. Sam manages to convince him to help, and Simmons shows them his proof that the Cybertronians have been on Earth for a long time. Mikaela brings out Wheelie in an attempt to try to translate the symbols Sam keeps seeing. Wheelie, who sees her as a warrior goddess, helps out. Although unable to translate the symbols, he's able to lead them to a Seeker, one of the only beings who can translate the symbols.


The group, now including Simmons, infiltrates the National Air and Space Museum, and led by Wheelie, find one of the Seekers. Sam revives him with the Allspark shard, but too late Mikaela sees by his symbol that he's a Decepticon. The Decepticon, Jetfire, proves to be very old and just disregards them. After exiting the hanger, he reveals that while he used to be a Decepticon, he defected to the Autobots. After hearing this, Wheelie defects as well. After Sam scratches out the symbols he keeps seeing in the ground, an excited Jetfire teleports the group to Egypt.

In Egypt, the group listens to Jetfire's story about The Fallen and the Matrix of Leadership. Jetfire, after giving them the clue he deciphered from Sam's writing, passes his mission off to Sam who plans to use the Matrix to resurrect Optimus Prime who is the only one who can defeat The Fallen. The group leaves Jetfire behind and heads off to find the Matrix.

The group manages to get past a checkpoint thanks to Simmons' sweet-talking his way past a guard, but are forced to hide out from further cops. After Sam has Simmons call Lennox to set up a rendezvous point to get Optimus Prime to Egypt, the group hides out in a building near the Great Pyramids of Giza. Sam and Mikaela share a romantic night on the building, but Mikaela is frustrated that Sam still can't say he loves her. Their conversation causes Sam to figure out the rest of Jetfire's clue, and the group heads for the Mountains of Petra to find the Matrix. There, thanks to the Twins antics, they find the Tomb and the Matrix, but it crumbles to dust in Sam's hands. With the rest of the Autobots and NEST arriving, Sam becomes determined to try still and they head off to meet up with them.


On the way, the group comes under attack by Megatron and Starscream, Simmons, Leo, and the Twins draw them off while Sam and Mikaela make their way to the soldiers to try to resurrect Optimus Prime. The two hide out in a building but are discovered after Sam kills an Insecticon. The two are cornered by Rampage who holds Sam's parents hostage but are rescued by Bumblebee who kills both Rampage and Ravage, saving them. Mikaela refuses to go with Sam's parents when he sends them to safety with Bumblebee, they then head to where the soldiers are. Sam and Mikaela then meet up with Lennox and Epps with him. A massive battle begins and the four try to reach safety but are cornered by Mixmaster. Mikaela and the others are rescued by Jetfire who returns to help and kills both Mixmaster and Scorponok, despite being mortally wounded by the latter.


Mikaela is stunned when Sam is killed by Megatron. She watches as Lennox and a medic desperately try to revive him but fail. Terribly distraught, Mikaela finally admits she loves Sam and begs him to come back, but he doesn't. Mikaela is shocked when Sam suddenly revives and is happy as he finally admits he loves her. Mikaela watches as Sam successfully resurrects Optimus Prime and then is horrified by The Fallen's arrival. Mikaela watches as Jetfire sacrifices himself to give Optimus Prime his parts which gives Optimus the power he needs and he kills The Fallen and saves the Earth.


Mikaela teases Sam about how it took all that they went through to get him to finally admit her loves her to which he responds she said it first. She and Sam are reunited with Leo and Simmons who survived the battle and destroyed Devastator. Later, she stands on the deck of an aircraft carrier with Sam, Leo, and Optimus as Optimus sends out another message. At some later point she kisses Sam goodbye as he returns to college. Transformers: Revenge of the Fallen

Dark of the Moon film

As told by Brains, Mikaela breaks up with Sam after the battle in Egypt and he moves on to Carly Spencer. Mikaela also leaves Wheelie with Sam. It is also possible she leaves her dog, Bonecrusher, with Sam as well. Dark of the Moon


Transformers (2007)

  • First Encounter (Screen Battles, 2007)
    • Japanese ID number: SB-01

We love Bruce Campbell too, but there was nothing WRONG with your hand.

This Screen Battles pack features a largely unchanged Deluxe class Barricade figure, but the Frenzy accessory has been cast in black plastic to better blend in with Barricade's chest. The pack also comes with unposable figurines of Sam Witwicky in a running pose, Frenzy menacing Sam, and Mikaela Banes holding the power saw she uses to attack Frenzy. The set is packaged in a special window box with a diorama depicting the battle between Barricade and Bumblebee. This item was released during the last weeks of 2007.
  • Final Stand (Screen Battles, 2007)
    • Japanese ID number: SB-02
This Screen Battles pack comes with a Longarm figure redecoed in the same paint job as the tow truck Mikaela uses to tow Bumblebee to safety. The "Orson's Towing" markings have been replaced by the "Mike's Towing" markings seen on the actual truck used in the movie. Longarm's interior features a non-removable figurine of Mikaela where the driver's seat would be, plugged into one of the screw holes in the dashboard piece. The pack comes with a battle-damaged, posable Bumblebee figure similar to his Robot Replicas toy.
This set comes in a special window box featuring a diorama background of the battle in Mission City. This item was released during the last weeks of 2007.

Revenge of the Fallen

  • Autobot Skids (Human Alliance, 2009)
This Human Alliance figure comes with a small Arcee figure with a Mikaela figure, which can interact with the Skids figure.

Hasbro stock photos of the Final Stand Screen Battles box set, featuring Longarm and Bumblebee.

Ah to be Longarm's seat cushion...

Hunt for the Decpticons

  • Shadow Blade Sideswipe / Mikaela Banes (Human Alliance, 2010)
    • Accessories: Missile
This is a recolored version of sideswipe with a Mikaela figure.


Promotional images

Screen captures


  • The line "I'll Drive, You Shoot" is also the title of Mikaela's brother's self-produced rap album.[1]
  • While Sam is clearly a reboot of Spike from the original cartoon, Mikaela could be considered a simultaneous reboot and inversion of Carly. Both are quite interested in cars and are dating the human lead. However, while Carly is an Alumna of MIT, and presumably from a respectable family, Mikaela was unable to afford college at all, and (along with her father) has a criminal record. Carly is also blonde with a light complexion, whereas Mikaela has black hair and a dark complexion. So, she's kinda Raoul instead of Carly.
  • The reason why Megan Fox did not return as Mikaela in Dark of the Moon is because of arguments between her and Michael Bay. Bay had reported after the release of Revenge of The Fallen that Fox was difficult to work with and would often show up late to rehearsals; rumors began to circulate that Michaela would be killed off in Dark of the Moon. In response, Fox angrily compared Bay to Adolf Hitler, which caused serious tension between the two. Soon after, Fox was fired by Steven Spielberg, who found the Hitler remark offensive because of his Jewish religion. However, it was reported by Fox's representatives that she had willingly chosen to leave the role.


  1. Transformers Bluray - BD-Live feature

v - e - dTransformers-logo-font.png
Bumblebee - Transformers - Transformers: Revenge of the Fallen - Transformers: Dark of the Moon - Transformers: Age of Extinction - Transformers: The Last Knight
Sam Witwicky - Mikaela Banes - Carly Brooks-Spencer- William Lennox - Robert Epps - Maggie Madsen - Glen Whitmann - John Keller - Agent Simmons - Thomas Banachek - Ronald Witwicky - Judith Witwicky - Archibald Witwicky - Bobby Bolivia - Akram - Mahfouz - Manny - Miles Lancaster - Mr. Hosney - Colonel Sharp - Admiral Brigham - Charlotte Mearing - Sarah Lennox - Little girl - College Student - Smithsonian Guard - Dylan Gould - Mearing - Bruce Brazos - Dutch - Jerry Wang - General Morshower - Eddie - Buzz Aldrin - Bill O'Reilly - Voshkod - President Kennedy - President Nixon - Defense Secretary McNamara - Neil Armstrong - Cosmonaut Dimitri - Cade Yeager - Tessa Yeager - Shane Dyson - Joshua Joyce - Harold Attinger - James Savoy - Darcy Tirrel - Su Yueming - Lucas Flannery - CIA Director - Cemetery Wind Team - Izabella - Viviane Wembly - Edmund Burton - Arthur Pendragon - Santos - Jack Burns - Powell - Charlie Watson - Sally Watson - Otis Watson - Ron - Memo
Sentinel Prime - Optimus Prime - Bumblebee - Jazz - Ratchet - Ironhide - Skids - Mudflap - Sideswipe - Arcee - Jolt - Jetfire - Wheelie - Brains - Mirage - Wheeljack - Roadbuster - Leadfoot - Topspin - Hound - Drift - Crosshairs - Sqweeks - Canopy - Cogman - Daytrader - Hot Rod - Volleybot - Bulldog - Lieutenant
Fallen - Megatron/Galvatron - Starscream - Barricade - Frenzy - Brawl - Bonecrusher - Blackout - Scorponok - Demolishor - Sideways - Soundwave - Ravage - Reedman - Alice - Scrapmetal - Long Haul - Mixmaster - Rampage - Scalpel - Grindor - Scrapper - Scavenger - Hightower - Overload - Devastator - Shockwave - Driller - Laserbeak - Crankcase - Crowbar - Hatchet - Loader - Devcon - Stinger - Junkheap - KSI Bosses - Two-Heads - Traxes - Nitro Zeus - Onslaught - Berserker - Dreadbot - Mohawk
Guardian Knights
Grimlock - Slug - Scorn - Strafe - Mini-Dinobots - Dragonicus - Stormreign - Steelbane - Skullitron - Dragonstorm
Quintessa - Seven Primes - Lockdown - Steeljaws - Infernocons - Skulk - Rupture - Thrash - Gorge - Glug - Infernocus - Unicron
What I've Done
Transformers 2
Transformers 3
New Divide
Transformers 4
Heartbreaker - Nasty Girl - Dat Slap - First Light - U Can't Touch This - Moonlight Reflected on the Er-Quan Spring - Daybreak - All For You - Battle Cry
Transformers 5
Going Back To Cali - U Can't Touch This - Mambo No. 5 - I Don't F**k With You - When My Man Comes Home - Torches
Back to Life
Battle of Mission City - Battle of Egypt - Battle of Chicago - Battle of Hong Kong - Battle for the Staff
Detroit - Michigan - Hoover Dam - California - Alamogordo - Boston - Columbia Bay - Las Vegas - Washington, D.C. - Oklahoma - San Diego - USA - Qatar
Transformers 2
Pennsylvania - Egypt - Jordan - Arizona - New Mexico - California - Virginia - Washington, D.C. - China - Shanghai - New Jersey - New York City - Paris - USA
Transformers 3
Milwaukee - Detroit - Michigan - Chicago - Georgia - Russia - Ukraine - Iran - Indiana - Florida - Cambodia - Texas - Los Angeles - California - New York City - Washington, D.C. - USA
Transformers 4
Hong Kong - Monument Valley - Jasper - Detroit - Austin - Pontiac - Chicago - Lockhart - Elgin - Iceland - Taylor - Texas - Moab - Pflugerville - Melber Lane - Uptown Theatre - Beijing - Washington, D.C. - Kayenta - Milford - 300 East Randolph Street - St. Boniface Church - Union - Michigan - China - USA
Transformers 5
London - Chicago - Washington, D.C. - Cuba - China - Hong Kong - Egypt - Jordan - UK - USA
See Also
"Romeo & Juliet" Law - Quintessa
NSA - FBI - Sector Seven - NEST - CIA - Cemetery Wind - Kinetic Solutions Incorporated - Transformers Reaction Force - MI6