This review contains spoilers for the movie. If you haven't seen it yet, really, trust me, stop here and go to the short review.

OK, firstly, I kind of knew what to expect with this one, so I wasn't quite as overwhelmed as I was when I saw Fellowship of the Ring and the book I'd loved for 30 years really truly came to life...so I can be a bit more objective about it

Overall, it's really good, I have only two serious quibbles, and it's my opinion, not a 'make-or-break'...I can kinda see why Jackson went that way in both cases, but don't agree.

The good stuff: the ents are WONDERFUL. Not at all what I see them looking like, but wonderful all the same. Shame the movie just doesn't have time for the whole relationship between Treebeard and the Hobbits to develop, but a good job of getting them where they need to be in a sensible way.

Rohan was excellent, and again, editing was intelligent, got the basic points across without belaboring them, and kept the movie going.

And Helm's Deep...wow. I have to admit, this is one of the interminable parts of the book for me, I tend to kind of skim all the battle detail, but it was AMAZING seeing it on screen. This is one of the high points of the movie, just astonishing that it's possible to do something like this.

Not to mention the Black Gate, wow again.

Gollum is good, although he doesn't look NEARLY nasty enough...and I love how his split personality is brought out (slinker and stinker, as Sam would say).

And they've still got Arwen in there, and a little bit more 'girl time' than the books, that's good too.

I'm still not happy with the elves, esp. Elrond being a quasi-bad-guy...this is so far from what was really happening that it's hard to agree on the grounds that it adds interest to the movie...hm...not sure it needed that much interest, but as last time, I'll go along with it, it would be hard to do elves as they are in the book.

But the whole scene with Faramir...WHAT was Mr. Jackson thinking? He has completely changed Faramir, his personality and his motivations, not to mention having the Hobbits blabbing about rings to the WHOLE GROUP of Men...sorry, lose 10 points and start over. Doggone it. And up to that point it had been so good...but that is completely WRONG. sigh.

Intelligent decision ending it where they did, save all the real boom and whango for the third movie, not to mention that the second book is way long, and the actual action in the third book is way short. It'll be interesting to see if the stuff in the Shire is actually shown or just alluded to...but we have to wait ANOTHER WHOLE YEAR for that one...big fat unhappy waiting-is-hell kind of sigh.

Quibbling about character aside, this is still AMAZINGLY GOOD and I still give Jackson an A+ for everything he has done to make it wonderful. Hope he can keep up the momentum for one more movie! Now, please excuse me, I have to go see it again...