My son, a six yr. old, loved the first Transformers movie, which I thought only had one inappropriate scene. We decided to go to this one since he enjoyed the first so much. I can say that he still liked it, but as a mom, I cringed a lot because of the inappropriate language (every other word at some points) and innuendos, etc. The PG-13 rating is true for this one...definitely needs an older audience. I wish they would make movies like this more appropriate for the action-loving younger boys.