First-time Actress Replaces Megan Fox

Rosie Huntington-Whiteley Scored the Lead in 'Transformers: Dark of the Moon': When it was announced that Megan Fox would not be returning for a third "Transformers" movie and the female lead would be played by Rosie Huntington-Whiteley, a British-born Victoria's Secret model with no acting experience, a lot of people were surprised. And that includes the guy who gave her the job.

"I would never hire a model," said Michael Bay, the director of all three "Transformers" movies, when I visited his Santa Monica office. "It wouldn't cross my mind." And yet he was the one who encouraged Huntington-Whiteley to audition and eventually picked her over 500 other hopeful actresses to play Shia LaBeouf's love interest in the film.

Watch the brand-new trailer for "Transformers: Dark of the Moon" to see Rosie in action, and then read on to learn why Bay changed his mind and put her in the movie

After a contentious press tour for 2009's "Transformers: Revenge of the Fallen," with Megan Fox and Michael Bay trading barbs with each other in interviews, it was announced in May of 2010 that she would not reprise her role in the third movie. This sparked a worldwide search for an actress to step into the part of Carly, a new romantic partner for Shia LaBeouf's character.

Several well-known actresses were considered for the job; reportedly, Gemma Arterton, Zoe Saldana, Ashley Greene, and Hayden Panetierre were all candidates. But Bay wanted to go a different way. He said, "Replacing Megan, it was something more interesting to go with something brand new and fresh. Because, when it's brand new it's kind of a new discovery for the audience, too."
While Rosie Huntington-Whiteley had never acted in a film before, she had worked with Michael Bay in the past. He met her when she modeled in a Victoria's Secret commercial he directed. Bay said he was taken by her attitude: "She was very spunky. She's got this cute English accent, and she's got a great head on her shoulders."

So Bay reached out to Huntington-Whiteley directly via email to convince her to come in for an audition: "I said, 'This might sound crazy, but this could be a life-changing thing. I mean, it doesn't really happen much. Would you ever be interested in being in this movie?'" She went in to read for the part, but she wasn't told much about it and only given one page of dialogue from the script. Rosie told Access Hollywood that she "didn't think that [the audition] went particularly well." But then a few days later she was called back to meet Shia LaBeouf and do a screen test.

Since this is a Michael Bay movie, even the screen test was a massive undertaking. Bay said, "We brought her on set with Shia and with the crew. We shot with her for six hours... We put her through the rigmarole." Bay pushed Rosie to be herself, and what he saw impressed him enough that he signed her on to the film.
Rosie said in an interview with Access Hollywood there was only one hitch to her sharing the screen with Shia LaBeouf: she's taller than him. She said, "I had to wear heels the whole way through filming, and when it came to our kissing scene I said, 'Michael, please let me take my shoes off!'" But the director wouldn't allow it: "He said, 'No, you're giving small men across America hope.'"
Transformers: Dark of the Moon" opens in 3D on July 1.
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