We’ve spoken before about Alice’s digital transformation, thanks to the guys at Digital Domain, but what we didn’t know until just recently was that the first 40-frames was done old-school:

After watching an early edit of the movie, Bay had decided that although the wide shot of Alice was nice, the film was missing a close-up—he wanted 40 frames of the girl’s face as she began transforming.

The close-up wouldn’t take as much as the full-body master shot. Instead of 10,000 pieces of skin, only about 50 had to move. But because of time, budget and manpower constraints, this animation had to be done the old-fashioned way—working by hand. It meant that five guys would spend the next three months of their lives on less than two seconds of the finished film.

Gizmodo – Why Just 2 Seconds of Transformers 2 Took 3 Months to Complete – Transformers 2 visual effects.