health/weapons regenerate by itself (and quickly!) cons- the upgrades doesn't really seem like they make a difference. ability to choose your character (on some missions).
pros- game has a 'mature' value to it (not as in rated M for mature) but seems more serious than the first game. the action in this game is more serious, and more fun. Having not seeing 'Transformers: Revenge of the Fallen' yet tells me by playing the video game the movie will be greatly awesome! the video game for the sequel has much more matured compared to the first film's video game.