After passing through a forest of spiders and escaping the Elven king, Bilbo and his dwarvish friends find their way to Laketown and into the mountain to confront Smaug.

There was way too much filler in this movie. The effects were amazing, and I really liked Bilbo's character and the way he grew. I didn't like the focus on Thorin's insanity, nor Azog, and even though it kept Gandalf in the story, the investigation of the witch-king and Dol Guldor were less interesting.

Although there are a lot of good moments, especially the idea that the dwarves could actually try to battle the dragon, this is probably the weakest of the Hobbit movies.

The extended edition contains a very important scene where Gandalf finds Thorin's father Thrain in Dol Guldor, though it doesn't really change anything in the grand scheme of things. After thinking about the scenes between the dwarves and Smaug, I begin to understand what the writers were trying to do, though it didn't really work out that well. The entire quest was to retake the mountain kingdom back from the dragon. In the book, they never face their nemesis, which I think is completely wrong, though probably realistic. So the movie has a long showdown where they do get to battle him. The end result is a stalemate, which allows the story to continue as in the book afterward.

Overly long, like the first one, with tons of filler. But what was taken from the book was done well, and I liked the addition of the female elf, even if she does have a crush on a dwarf. The action scenes were too long, as usual in a Jackson film. There were also several annoying changes made to the movie, that didn't need to be there. The whole chase scene between Smaug and the dwarves was ridiculous -and how did they make a huge molten gold statue in such a short time? Most of this movie was filler- entertaining, but filler, nonetheless.