With all of the plodding exposition finally out of the way, the GO GO GO middle installment of the trilogy boasts incredible setpieces and a stunning depiction of the titular dragon.

If this is to end in fire, then we will all burn together.

–Thorin Oakenshield

It comes to no great shock to anyone that knows me that I’m a GIGANTIC Middle-Earth fanboy, and in particular of Peter Jackson’s vision of it. The Lord of the Rings films are my favorite of all time–inspiring me as a teenager to pursue the craft– and I’ve got posters, action figures, tie-in books and other assorted memorabilia all around my house. Even with that level of devotion, I was disappointed with last year’s An Unexpected Journey. I wasn’t thrilled with the decision to split Tolkien’s slim novel into three epic films, and the first installment was so poorly paced, so heavy laden with material that didn’t even move the story forward, it was hard to get that excited about it. As much as I love spending time in that world, I’m able to also judge it on its own merits as a film — and aside from a few terrific sequences (Riddles in the Dark), AUJ was great as fan service, but not quite cinematic magic.

Yet even with that grudging admission, I still had high hopes for The Desolation of Smaug, because at last Jackson was going to get into the meat of the story, and bring to the screen some of my favorite moments. And on that level, it’s a wild success, because even if it doesn’t reach the delirious heights of the original trilogy, it still gets pretty dang close, with PJ pushing the boundaries of possibility in all directions while retaining that innate sense of adventure and fun.

Picking up immediately after AUJ left off, we find Bilbo, Gandalf, and that rag-tag company of 13 Dwarves still on the run from Orcs, and after a brief respite in the home of a wily skin-changer (he’s a man-bear!), the next leg of the journey takes them into the forest of Mirkwood: a diseased, forsaken realm filled with horrors so unimaginable, Gandalf must leave the others to seek out the source of that evil. But barricaded within the forest is a kingdom of elves, ruled by the aloof Thranduil (Lee Pace, by turns sassy and enraging), who has–to put it mildly–a rough relationship with Thorin Oakenshield’s people.

Here, PJ and his writing team expand greatly on the material in the book, adding Legolas (Orlando Bloom, looking distractingly ten years older) to the story — he is in fact Thranduil’s son, but goes unmentioned in the book — and inventing one character out of whole cloth, the warrior she-elf Tauriel. Evangeline Lilly, who knew how much fire she’d be taking by signing on to this role, acquits herself wonderfully. She’s a natural fit for this universe, has total command over the Elvish dialogue, and plays well alongside Bloom and the Dwarves, Kili in particular — that budding relationship is cute, and I don’t know where PJ is going with it, but it’s definitely cute.

The rest of the cast is still superb, leading off with Martin Freeman’s fully lived-in performance as Bilbo. He has so many shades and colors to play with — his heroism, grim determination, and cheeky English wit taking on new layers as the Ring begins to take a hold of him — and carries both the dramatic and comedic elements in equal measure. Despite Bilbo being somewhat marginalized in his own film, Freeman is still knocking it out of the park. Ian McKellen is still great, but you know that already. And a few of the Dwarves have more to do this time around, and are quickly becoming more and more identifiable as characters, but your eyes almost always go directly to Richard Armitage’s Thorin. Thorin is in a dangerous place, so close to the goal (and the gold): Armitage cuts a strikingly noble figure, but a growing madness in his eyes becomes a cause for concern in the rest of the company. As the world continues to expand outward, even more characters are added, predominately Bard (Luke Evans), a man of Lake-Town who aids the Dwarves but begins to question their motives. Book readers know the part he has to play in the coming events, but Evans’s obvious strength and integrity in the role makes him immediately memorable.

But of course, one can’t go more than 700 words without mentioning the real achievement of the film, and what Tolkien lovers have been waiting a long, long time to see: SMAUG. And the dragon is, in fact, magnificent. Ridiculously enormous, classically designed, and absolutely dangerous, Smaug is a fully-realized character, active and cunning and gorgeously animated, every bit as monumental an effort from Weta Digital as Gollum. But it’s the voice work from Benedict Cumberbatch (who also plays the Necromancer, and does all of the motion capture work here as he’d want me to remind you) that really launches it into the stratosphere. His dulcet baritone is playfully wicked, first as the great wyrm toys with Bilbo (my favorite scene in the book, and here) and when he later goes on the offensive. Every flattering word that Bilbo lays at Smaug’s feet can also be said for the filmmaking team — Smaug is without a doubt the greatest dragon in cinema history. For real.

Desolation of Smaug is Peter Jackson unleashed, with sequence after sequence packed to the gills, almost never stopping for breath in its 2:40 run time — as if Jackson heard the complaints about the lackadaisical structure of the first film and said “You want action? OKAY.” One major setpiece, the barrel escape down the river, sees the “more is more” concept taken almost as far is it can go. It’s a bravura sequence functioning almost as a theme park ride, as Jackson’s camera flies over, around, and into the river, tracking the Dwarves through the rapids with Orcs hot on their tail…and Elves right behind the Orcs. Legolas, whose antics grew more and more insane throughout the original trilogy, seems completely divorced from the laws of physics here, as the stunts turn more elaborate with each passing moment. But it’s a wonder of editing and digital trickery, and while I lament the emphasis placed on CGI in the new trilogy (rather than the more tactile miniatures and prosthetics, not to mention no longer being shot on film), it all comes together here and recreates some of that old magic. While the film as a whole still looks a little too “clean,” even seeing it in standard two dimensions and 24 frames per second, it’s still a marked improvement over the candy-coated digital gloss of AUJ.

Also worth mentioning is Howard Shore’s gorgeous score. While he also has yet to meet the bar he set so impossibly high with LotR, he is clearly having a lot of fun writing new themes — his work in Smaug’s lair, and the beautiful melody used for the Woodland Elves (and for Tauriel specifically) are real standouts. Aside from revisiting classic motifs from the original trilogy (which he does less of here, aside from the “Ring Theme” and one for a not-really-a-surprise returning character Gandalf meets), much of the soundtrack is “typical” action underscore that doesn’t stick with you on first listen — but it would be wrong to sell short the dynamic work he does, particularly in the back half of the film. And Ed Sheeran’s song for the credits, “I See Fire,” is flat-out brilliant, and easily my favorite original number used in any Middle-Earth film.

From a technical standpoint, the cinematography, sets, and sound design are as excellent as always. It’s simply Jackson’s choices of when to use a “real” element and when to go CG that frustrate. But having exponentially more tools to work with a decade later, one can perhaps forgive him for letting his imagination run completely wild. For all the grumblings about the films (as a trilogy) being a soulless cash grab, nothing could be further from the truth. Jackson loves Middle-Earth, so much so that the film’s flaws are not out of laziness but of his unflagging passion. Why not give us nine more hours in this world? He’s already long-since proved his worth as a filmmaker, and now he’s gleefully directing as a fan. This means that sometimes the seams will show: he seems to relish leaving us with an almost literal cliffhanger of an ending, choosing the audience-stoking “HOLY CRAP” over the thematic resolution he’s granted with the previous four installments. That fiery climax, created especially for the film — which not only infuriates the purists but simply doesn’t make much sense — signifies Jackson’s driving urge to leave it all on the battlefield. But considering his initial reticence to take on the project, I see it all as a good thing; I’m glad he cares as much as he does. The alternative is too depressing to think about.

Grade: A-

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