In 1937, the world at large was introduced to a little creature, a hobbit named Bilbo Baggins, who lived in a hole in a ground. Not a nasty, dirty, wet hole, filled with the ends of worms and an oozy smell, nor yet a dry, bare, sandy hole with nothing in it to sit down on or to eat: it was a hobbit-hole, and that means comfort. With this hobbit came a wide world of adventure, magic, peril, and wonder. It brought forth heroes and friends, and monsters and villains. I am of course referring to J.R.R. Tolkien’s novel The Hobbit. Well, fast forward seventy-six years, and that charming children’s adventure story is now a high-budget blockbuster trilogy from director Peter Jackson, whose adaptation of Tolkien’s other great novel, The Lord of the Rings, is possibly my favorite movie ever.

Last year saw the release of the first part of Jackson’s Hobbit trilogy, An Unexpected Journey. While it would be wrong to analyze that film only in reference to The Lord of the Rings, it certainly had its problems. There were extraneous action sequences, an overabundance of CGI, some questionable character stuff, and in the end it felt like, to reference The Onion, “a three-hour-long throat-clearing.” However, it also had a good deal of charm, it had Bilbo Baggins (Martin Freeman) and Thorin Oakenshield (Richard Armitage), who were both nicely developed characters, and it brought us back to Middle-earth. At best, An Unexpected Journey was a mixture of good and bad elements into a movie that, I think, succeeded on the whole, but disappointed. With that in mind, I was a little cautious going into the second installment of the trilogy, but excited nonetheless to see that awesome dragon… and also Lee Pace.

The Hobbit: The Desolation of Smaug (2013)

The Plot: Picking up where An Unexpected Journey left off, Thorin, Bilbo, and company move ever closer to their goal: reclaiming the dwarven kingdom of Erebor, currently under the dominion of the great and powerful dragon Smaug (Benedict Cumberbatch). Along the way they meet (re: are captured and imprisoned by) the elven king Thranduil (Lee Pace), and develop weird and tense relationships with Thranduil’s son Legolas (Orlando Bloom) and Girl Elf (Evangeline Lily), and they also have to spend a while in Laketown, with Bard (Luke Evans). Meanwhile Gandalf (Ian McKellan) investigates the illusive and enigmatic Necromancer, who’s actually just Sauron (also Benedict Cumberbatch).

Let’s just get some of the bad things out of the way right off the bat, shall we? Like its precursor, Desolation has a few big problems, and one of them is the pacing. Not the Lee Pacing; there’s nothing wrong with that. No, I’m talking about actual scenes. In the first movie, much of the trouble came from Jackson desperately trying to make three movies out of a short book, so everything took a really long time. Oddly, though, Desolation has the opposite problem. They really rush through several sequences that, in the book, take up quite a while. Thorin and company hardly spend any time with Beorn the werebear (Mikael Persbrandt), to the point where he didn’t even need to be in the film. The sequence with the spiders felt short even though it’s pretty long in the book and is a great opportunity for action and good character work. They also breeze through the elven kingdom, which is sort of where I was expecting them to spend most of their time. They end up spending a while in Laketown and in the Lonely Mountain. Those sequences are good, especially in terms of how he uses them to flesh out some of the characters, but I felt like Jackson sacrificed a lot to get them there, especially if it’s runtime he re-appropriated to make room for his own inventions or for inserts from Tolkien’s appendices. The thing that really annoys me, though, is how these great scenes from the books could be so short in this movie, when so much was added or expanded unnecessarily in the first film. I realize, though, that it wouldn’t be a problem for Desolation if it hadn’t been a problem for Unexpected Journey.

I believe I mentioned action sequences. Right? Well, once again, the action sequences are sort of improbable CGI fests, however, to a much lesser extent. Actually, most of the problems with Desolation can be described as the exact same problems with Unexpected Journey, but to a lesser extent. I think the biggest problem I had with the action in the first one was how implausible everything was. There was no grounding concept of physics like in The Lord of the Rings, and everything was just done with computers. So, the scene with the barrels was about as over-the-top as I expected, and Bombur rolls around crushing people for a while. I had a dream last night where he finally loses it and just shouts for a while at Thorin and everyone is really taken aback. Alas, Bombur remains silent. Overall, though, the fights are a little less goofy, and at any rate, they just bothered me less. When I saw the first movie, I was expecting the fights to look like those in Lord of the Rings, but this time I was expecting them to look like they did in the first movie, and they turned out better.

Just like in Unexpected Journey, though, Jackson really leaps on each and every opportunity for action. When the party visits Beorn, they don’t introduce themselves in groups of two, telling a story, they run in while he chases them as a bear and fights wargs. When they’re captured by spiders, Bilbo saves them not through cunning and trickery, but by stabbing things and cutting open the webs, and then the whole group has a short battle with spiders, and then the elves show up and kill everything. This, of course, sacrifices a good deal of Bilbo’s character development, as the chapter “Flies and Spiders” was incredibly important for him in the book.

Jackson also adds a completely new sequence towards the end, a kind of cat-and-mouse chase through the halls of Erebor between Smaug and the dwarves. I actually had no problem with this one. It allows the dwarves to have a real conflict with their nemesis, and brings out Thorin’s leadership capabilities. This is one of those additional scenes that doesn’t come from the appendices, though several do. The film begins with a flashback to Thorin and Gandalf first meeting at the Prancing Pony in Bree a year prior to the events of the film. I loved reading this scene in the appendices of The Return of the King, and I loved watching it at the beginning of The Desolation of Smaug. Jackson also inserts a subplot concerning Gandalf’s investigation of the Necromancer. Tolkien never goes into much detail of these events, but they are pretty cool. Surprisingly, we don’t actually get very far along in that narrative yet, but I didn’t mind too much because the set design of Dol Guldur was just incredible. I want to walk around there… and also everywhere else in the movie.

And then, of course, we get all of the new characters. There’s an interesting spectrum here of characters who were in the book, characters who exist in Middle-earth but weren’t in the book, and characters who PJ & Friends just made up. Unsurprisingly, the ones that work best for the narrative are the ones that Tolkien himself included, namely Bard, Lee Pace, and Smaug. Jackson wisely expands Bard’s character development, since in the book he isn’t actually named until a paragraph before he (SPOILER) kills the dragon. What Jackson adds to this character all fits perfectly in line with Tolkien’s later development of him; he really handles Bard quite well. As far as characters who exist, but aren’t in the book, we have Legolas, who y’all remember being dreamy in The Lord of the Rings. You know, it’s fun to see familiar faces. He doesn’t really contribute anything at all to the wider narrative, but he’s inoffensive. He’s certainly better done than Azog, the pale orc/Thorin’s other bad guy, who for reasons unknown didn’t die at the end of the first film, and is somehow baffling less necessary in this one. Then, of course, there’s Girl Elf, an original fabrication because there just weren’t any women in the movie. Her purpose is to be female, sort of like how Bombur’s purpose is to be round. She’s an unnecessary addition, but at least she talks and does some stuff. I will say this: weird love triangle, though.

Characters like Bilbo, Thorin, and Gandalf really don’t develop much in this film. There’s just a whole lot of plot happening, and not much time spent developing anyone other than Bard, Lee Pace, and Smaug. Thorin gets a bit of stuff towards the end, but Bilbo just doesn’t, probably because Peter Jackson skips things like Bilbo’s triumph over the spiders or his clever outwitting of the elves. Again, though, most of the plot that was happening was just super exciting. I got really invested in this movie, even if the main character didn’t develop much. It was just super fun to watch.

I’m sorry, you guys. I keep mentioning Lee Pace.

That is all.

Okay, moving on. SMAUG. This they did perfectly. Smaug is done so well as to almost excuse all other faults. Indeed, watching his scenes I consciously forgave the deal with Beorn and the spiders and just told myself that they rushed through those bits so they could reach Smaug all the sooner. The part where Bilbo first meets Smaug is astounding. Peter Jackson finally shines as a great director here, and the good people at WETA workshop truly earn their paychecks and Oscar nominations, even if they’ll lose to Gravity. The dialogue is crisp and sharp, and Benedict Cumberbatch’s voice work is just magnificent. I really can’t over-hype how truly awe-inspiring Smaug is. Nor can I fully capture it in words here. You just have to see it for yourself.

Sadly, this brings me to my final and most severe complaint before the conclusion. And yes, HERE BE SPOILERS. The ending. The horrible, horrible ending that was so bad it nearly ruined the entire movie for me. How’s that? Well, and again, I reiterate SPOILERS, the film ends with Smaug flying towards Laketown, set to destroy it. Yes, that’s right, it cuts out before the climax. This would be comparable to ending The Two Towers with Saruman’s army arriving at Helm’s Deep, or ending Fellowship of the Ring right where Tolkien does in the books. It was so frustrating. If he just kept going for another half an hour, it would have been fine. The appropriate way to end the film would be with the death of Smaug. Instead, There and Back Again is going to begin with a climax. To get to the end and have nothing happen makes the rest of the movie feel like nearly three hours in which nothing is accomplished. This was, ultimately, my number one complaint about An Unexpected Journey: it didn’t feel like its own movie, it felt like an introduction. Well, similarly, The Desolation of Smaug is just the rising action, and, because it lacks a climax, does not function well as a film on its own. I was very, very unhappy. This is not how you make a trilogy, and Peter Jackson must know that, because he’s done it properly before. Each film in The Lord of the Rings trilogy operates perfectly on its own. Each has a beginning, a middle, and an end (sometimes several). The endings of Fellowship and Two Towers are natural apexes to the arcs of those individual stories, but leave enough unanswered for the next movie. So, let’s say that Thorin kills Azog at the end of Unexpected Journey. Great climax, wraps up a piece of the narrative, provides characterization, allows the quest to move forward to its end goal. Let’s say that Desolation ends with Bard killing Smaug. Great climax, wraps up a piece of the narrative, provides characterization, but now what? The dwarves have their kingdom back, but there’s trouble brewing. Jackson sets up perfectly for the Battle of Five armies and the expulsion of Sauron. That’s enough for a movie.

OKAY, Y’ALL CAN READ AGAIN.

It’s a shame that the ending is so often the most important part of a movie. I wish I wouldn’t be soured, because though I was in a bad mood when I left the theater, more so than after Unexpected Journey, I enjoyed the act of watching Desolation much more. In fact, Desolation is an entirely superior movie (except for some faults of pacing and character development), and I was prepared to just love it by the time we got to the end. All in all, though, looking back and ignoring… really just the final frame of the movie, I really enjoyed Desolation. It’s not The Hobbit, it’s not The Lord of the Rings, but it is an incredibly enjoyable, fun, exciting, engaging, enchanting adventure story. I think that was Tolkien’s aim in writing the book, and it’s Jackson’s aim here. They achieve it in different ways, and Tolkien certainly does it better, but I’m choosing to respect the film anyway. I know I spent almost the entire review talking about the movie’s faults, but they are more important to acknowledge. Once we move beyond the faults, the rest of the film is easier to enjoy, and I think it should be enjoyed. In the end, or rather just before the end, The Hobbit: The Desolation of Smaug is so close to being exactly the fun fantasy adventure story it needs to be. And oh, that dragon is just the best.

And oh, Lee Pace.