Not sure why she was added to the movie when she doesn't exist in the book but i guess they had to get her and legolas in for action

I was impressed for the most part. I liked it better than the first one. I didn't have a problem with the pacing or length. As immersive as it was, by the end of the movie I had no clue how much time had passed. That's usually a good sign.

Beorn was awesome, but that whole scene felt rushed. Needed more Beorn, and I'm really anticipating him kicking some major ass at the Battle of 5 Armies. That has the potential to be ****ing epic.

Mirkwood was well done. They pulled off the dark creepy feel. Thranduil was really convincing as an arrogant jerk Elf king. They rushed the whole Mirkwood trip though. In the movie it seemed like 15 minutes tops between entering the forest, being captured/freed from the spiders, rescued by the elves, and escaping the forest. Seemed too brief and easy, but it's a minor complaint.

Dol Guldar was really well done. Exactly what I imagined from reading the books. The way the necromancer owned Gandalf was a nice touch too. Worked well in showing how Gandalf had grown to the eventual badass in LOTR. Although I had to chuckle at his staff again being broken/disintegrated where it wasn't in the book. But ohh well.

The Elves' woodland realm wasn't portrayed enough. They shorted it of some scenery, which was surprising considering how well they did with Rivendell. The whole made up love story with Kili and Tauriel came off as pretty dumb at first. But in respect to the movie itself and ignoring the books, it worked out OK and I didn't mind that much.

The barrel ride was turned into an all out floating battle scene. I'm sure Fire Me Boy hated the physics though. LOL.. But it was exciting goofy fun.

Laketown was kinda meh. Felt small and didn't really fit into the rest of the rest of the scenery. The Laketown part felt like unnecessary filler. Would have gladly traded that for more Mirkwood or Erebor.

Erebor was ****ing awesome. Smaug couldn't have been done any better. The booming voice, the playful hunting of Bilbo, the riddles, the 3D immersion, it was by far the highlight of the movie. Erebor looked as cool or better than Moria.

The ending was too abrupt though. Felt like it needed a little more letdown before dumping your ass back into reality like they did.

Surprisingly, it felt like even less of a kid's show though. Lots of violent decapitations, with heads being impaled and flying and bouncing around frequently.

Overall, I came away thinking that the third film has the potential to be the best Tolkien film yet...

But those both set up later things. With Beorn, it will matter a little more when he shows up at the Battle of Five Armies. You have to show him early, or his actions in that battle don't have the impact they otherwise would.

Also, the Tauriel/Fili stuff is clearly - at least to me - included to make the sacrifice of Fili and Kili as they protect their uncle sting more. Same with Thoren mentioning Kili "being king one day"

Tauriel/Legolas. I suppose I can accept the need for action but the whole love triangle stuff with Kili? I just don't see the need at all.

Beorn. Why remove the story that Gandalf told him to get all the dwarves into his house? I don't see what it could have detracted from the movie. If it was a time issue then remove five minutes of the ridiculous barrel riding/battle and add it in. I always felt that crafty bit of thinking by Gandalf was as cool as the riddle contest with bilbo and gollum. Besides that, Beorn being as temperamental as he was, to come home and find a house full of sleeping dwarves would have mean a whole bunch of dead sleeping dwarves. You don't just walk into someone's house and hit the rack.

Here is something that was brought up to me by a buddy and I had no good answer for it. Gandalf goes into Dol Guldur and is suddenly faced with a crap load of orcs so he breaks out the magic and keeps them all at bay. Why didn't he do that shit on the cliff before eagles picked them up? It would have saved a lot of hassle with climbing trees and thorin being nearly killed, etc.

I agree with the poster that said they did a poor job conveying the trip through mirkwood and the capture by elves and subsequent escape. I'm not sure how I would have made that differently though so I've tried not to bitch too much about it.

Overall, this movie reminded me of one thing. Don't watch movies of books you love.

I agree with your comments on Beorn and Mirkwood. I said pretty much the same thing to my wife on the ride home from the theater last night.

Yes, this! Again, that part with Beorn seemed rushed to me. Overall a great movie, IMO. But I would have preferred that they spend more time with Beorn as well as in Mirkwood.

If I had to nitpick any issues, it would be stuff that was seemingly pointless. I've watched about 6 hours worth of movies in the last 12 hours or so and now my brain is fried but off the top of my head those giant fighting mountain dudes. Like, what was the point of that?

The visit with Beorn seemed a bit short and I was mad that I didn't see him rape some people. They made it a point to portray him as a badass (the orcs wouldn't attack the dwarfs while he was standing guard) with an extreme hatred of orcs but all he did in the end was offer the crew some horses- GAY. It appears from some of the other spoilers in this thread that he'll play an instrumental part in a future battle? I am greatly anticipating that.

Also a minor "complaint", the Lakewood scene was boring as hell. I like the actor that played the "smuggler" boat captain but that whole introduction scene had me turning my attention to my phone at one point.

Other than that, it was cool to see all of the nods to LOTR and the inclusion of some of the "old" characters. Those eagles were pretty raw, Gollum is hilarious, showing how Bilbo came upon the ring, the Mirkwood elf making fun of the picture of Gimli, and nobody kicks more ass than Legolas.

I didn't like how Smaug was so easily defeated. I felt like he didn't get enough time in the trilogy. I understand the battle of the five armies needed the time, but I wish they would have shown more of Smaug kicking ass in the 2nd movie.