Warning: There are some spoilers ahead.
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We saw the second installment to
The film by no means is perfect, but it is a vast improvement upon the first. (The second time around there aren't any musical numbers by the dwarves, so that's a plus.)
It's faster paced with a new threat around every bend whether from spiders, elves, Orcs, or a deadly dragon and should be a solid box-office win for Warner Bros. come this weekend.
"The Desolation of Smaug" wastes no time picking up right where the first film ended with hobbit Bilbo Baggins (Martin Lawrence) continuing his perilous journey with 13 elves and the wizard Gandalf (
And it's clear to say that of all the characters, Freeman masterfully delivers in his return as Bilbo.
For a small hobbit, he's a ball of fire on screen. Having seen all of the "Lord of the Rings" (LOTR) films, Bilbo manages to be more courageous and do more in one scene at the beginning of the film than Frodo (Elijah Wood) did in three. (If you think about it, someone else was always saving his life - Sam - and in the third film, he was getting dragged and carried through most of it.)
Here's a quick rundown of who you need to know:
Orlando Bloom returns as LOTR favorite Legolas
Lee Pace plays Legolas' father, King of the wood-elves, Thranduil
Evangeline Lilly ("Lost") joins as a female elf, Tauriel, who Legolas has his eyes set on.
Stephen Fry ("V for Vendetta") joins as a conniving and corrupt politician, the Master of Lake-town
Luke Evans ("Fast & Furious 6") plays a widowed father of three children who helps the dwarves on their quest.
Because there are so many characters, you often feel like you're watching not one movie, but three, or at the least three to four different minisodes as the story shifts back and forth between Bilbo and the dwarves, Bilbo and the ring, elves Legolas and Tauriel, and Gandalf's side adventure having to do with a big tie-in to the "Lord of the Rings."
However, some of the characters are welcome.
![legolas the hobbit desolation of smaug](http://static3.businessinsider.com/image/52a8a30c6bb3f76a58a6b86c-1200-600/legolas-the-hobbit-desolation-of-smaug.jpg)
Warner Bros.
He's still a bit rough around the edges at this point, but we're watching the makings of a great warrior and he does NOT disappoint every time he's on screen.
We soon learn Katniss Everdeen of "The Hunger Games" isn't the only arrow slinger on screen worth rooting for with the entry of Tauriel (Lilly). The "she-elf," as she's called in the film, is a new character director Peter Jackson invented for the film who gives girls an added reason to see the film.
![evangeline lilly the hobbit](http://static6.businessinsider.com/image/52a8a2e26da811fc0421f3d9-1200-600/evangeline-lilly-the-hobbit-2.jpg)
James Fisher / Warner Bros.
Though Bilbo's character grows as the movie progresses - he saves the dwarves a few times - you're never really sure if he is doing these acts selflessly or if he's just helping the elves for a share of the treasure Smaug the dragon is guarding.
Then there's Thorin Oakenshield the leader of the dwarves who multiple times is warned numerous times of dwarf greed and what it can do to a person. There's a part of the film where his true allegiance comes into question when he just sits back and let's Bilbo risk his life for his clan without lifting a finger to help him (you can see it in the trailers when one of the other dwarfs defiantly defends the hobbit briefly saying, "His name is Bilbo").Though Thorin sort of comes to his senses (it's clear he still doesn't completely trust Bilbo) and the dwarves and Bilbo all work together in the end against the big bad dragon, it really all seems like a means to an end for everyone involved - especially Thorin.
After *mini-spoiler* seeing him side with the weasel Master of Lake-town *mini-spoiler*, I'm not sure that's a dwarf I'd want to align myself with.
At this point, you're not really sure what to make of Gandalf. Forget what you know about him from "LOTR." Like the first film, he's with the crew for a few moments before he disappears on his own adventure in Dol Guldur after being whisked away from a vision.
![gandalf the hobbit the desolation of smaug](http://static6.businessinsider.com/image/52a8a3f7ecad042a71ae5e53-1200-600/gandalf-the-hobbit-the-desolation-of-smaug.jpg)
Mark Pokomy / Warner Bros. Pictures
Perhaps the only real likable character - other than Legolas, Tauriel, and (sure, why not?) Gandalf - is mysterious secondary character Bard. Maybe it's the added family element, but compared to all of the other characters, he's the only one who seems completely trustworthy, selfless, and righteous. There's plenty more to his story we don't know that I'm sure will be shared in the final installment.
Enough about the characters because there is a lot of non-stop action in the sequel that lends itself to great cinematography.The spider scene early on in the film was a fantastic use of Freeman that I won't give away but that shows once-again Bilbo is quite the asset to the dwarves despite his small size.
One that many reviews touched upon, is the epic waterfall barrel scene that pits the elves vs. the dwarves, the Orcs vs. the dwarves, and the elves vs. the Orcs. It's one of the most imaginatively shot and orchestrated fight sequences I've seen in a long time.
![the hobbit the desolation of smaug dwarves barrels](http://static4.businessinsider.com/image/52a744186bb3f7972d66bfa3-1200-522/the%20hobbit%20barrels.jpg)
Warner Bros.
The most aggravating and absolutely frustrating scene to watch comes near the end of the film *mini-spoilers* when the dwarves finally do arrive at the Lonely Mountain and they can't figure out how to get inside. Rather than take a minute to think it through they try a few mindless ways to break down a wall that ultimately prove futile. Just like that, they give up on their mission and decide to head home.
What? You're telling me that after months of traveling and risking your lives countless times that once you're so close to getting what you want, you're going to let a little wall stop you? Sorry. I'm just not buying it.
Of course, they eventually get inside, but at this point, you feel like these people may not even deserve the riches inside for being so stubborn.*mini-spoiler*
That aside, the best may be the final half hour or so while Bilbo encounters the dragon Smaug and Gandalf goes toe-to-toe with the shadowy Necromancer.
The funny part is that both Bilbo and Gandalf are fighting different villains played by the same man at the same time. Yes, you probably wouldn't realize unless you were told but Benedict Cumberbatch not only delivers the sly, velvety allure of the monstrous dragon Smaug, but also the chilling monologues of the shadowy Necromancer the wizard faces.
If you're a fan of the book, there's a big twist with what happens in the Smaug encounter that I won't spoil here since the film isn't out yet. It's a lot longer and more drawn out than in the novel. Bilbo's altercation with the dragon in the Lonely Mountain becomes MUCH much more complicated.
What Jackson does is unexpected going in to the film but makes sense as you're watching. Otherwise, a third film really would have felt unnecessary for this prequel series.
The reveal of the dragon is ultimately satisfying as well. Bringing Smaug to life has never been an easy feat for anyone. (Look at the cartoon version.) This interpretation is definitely worthy of Tolkien's character.
In many ways, "The Desolation of Smaug" is like the second "Lord of the Rings" installment, "The Two Towers."
Both have multiple story arcs that are setting up for big showdowns in their respective third films. We see growing Orc armies, *spoiler* the eye of Sauron *spoiler*, the Necromancer, and a giant nuisance that just won't go away in the forms of Gollum and Smaug (except one is frightfully more scary, breaths fire, and is actually a threat to humanity).
Overall, the film was much more captivating then the first to watch and didn't feel nearly as long as it was (2 hours 41 mins).
We saw it in 3D at what I believe was normal frame rate. That felt kind of unfair, since most of the showings are supposed to be in the higher-frame rate. So I can't comment on whether it was too much on the eyes. Though there were times the screen did get too bright - any time Smaug breathed fire toward the screen - and I had to look away.
A few other quick notes:
Funniest part of the film that's not meant to be funny:
Maybe it's just me, but look out for the scene when the hobbits are entering the woodelves home. The introduction of the elf King Thranduil plays out like a perfume / shampoo ad.
Best line of the film:
Delivered by one of Bard's little girls: "Why are there dwarves coming out of our toilet? will they bring us luck?"
Oh yes, and for those looking, keep a watchful eye out for director Peter Jackson at the very start of the film. It's a blink-and-you'll-miss-it moment.