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The Lord of the Rings: The Two Towers

The Lord of the Rings: The Two Towers is a 2002 fantasy film directed by Peter Jackson based on the second volume of J. R. R. Tolkien's The Lord of the Rings and the second film in The Lord of the Rings film trilogy that was preceded by The Fellowship of the Ring (2001) and concluded with The Return of the King (2003).

Continuing the plot of The Lord of the Rings: The Fellowship of the Ring, it intercuts three storylines, as Frodo and Sam continue their quest to destroy the One Ring in Mordor and meet Gollum, its former owner. Aragorn, Legolas, and Gimli come across the war torn nation of Rohan as well as the resurrected Gandalf, before fighting at the Battle of Helm's Deep, whilst Merry and Pippin escape capture and meet Treebeard, the Ent.

The movie was critically acclaimed, although the adaptation was more controversial than the first film. It was an enormous box-office success, earning over $900 million worldwide, outgrossing its predecessor, and is currently the 8th highest-grossing film of all time (inflation-adjusted, it is the 14th most successful film in North America). The Special Extended DVD Edition was released on November 19, 2003.


The film begins with a flashback set to the first film, with Gandalf battling the Balrog on the Bridge of Khazad-dûm as both continuously to hurtle down below. Frodo awakens from his dream and continues his journey with his trusted and loyal friend, Sam. They are then attacked by the ring-possessed Gollum wishing to retrieve "his precious" from the ones he thinks stole it from him. The Hobbits subdue and bind him with Sam's Elven rope given to him by the Elven elder Galadriel in Lórien. Sam distrusts Gollum and wishes to abandon him, but Frodo understands the burden of the creature and takes pity on him. Realizing they are lost in the Emyn Muil and in need of a guide, Frodo persuades Gollum to lead them to the Black Gate of Mordor.

In Rohan, the pack of Uruk-hai run across the Middle-Earth landscape with their captives Merry and Pippin. Aragorn, Legolas and Gimli are in pursuit, following three days of running, Legolas surmises the Hobbits are being taken to Isengard. In the kingdom of Rohan, home of the horse lords, King Théoden is mentally and physically weak due to the enchantments of his steward, Gríma Wormtongue, who is secretly in the service of Saruman. Orcs freely roam the land and kill the people including the king's only son Théodred. Théoden's nephew Éomer interrogates Gríma, angrily realizing he has lustful eyes for Éomer's sister Éowyn and that he is now an agent of Saruman. Gríma banishes Éomer for undermining his authority and Éomer sets forth to gather the remaining loyal men of the Rohirrim throughout the land.

Frodo and Sam traverse the Dead Marshes, passing the fallen warriors of the Second Age. They hide in a bush from a newly seated Ringwraith on his flying Fell beast. Later they reach the Black Gate, only to have Gollum reveal to them a less risky path. Meanwhile, Éomer and his Rohirrim ambush and kill all of the Orcs and Uruk-hai at nightfall. During the battle, Merry and Pippin narrowly escape their captors by fleeing into the trees where they are aided by Treebeard the oldest of the Ents. Éomer later encounters Aragorn, Legolas and Gimli and in turn tells Aragorn there were no survivors of the Orc/Uruk-hai slaughter. Upon arriving at the battle site, Aragorn uses his tracking skills and find hobbit tracks that lead into nearby Fangorn forest. The three discover a wizard who is ultimately Gandalf reborn, now known as Gandalf the White. The quartet proceed to travel to Edoras, where they exorcise Saruman's hold on King Théoden and banish Wormtongue. Théoden is confronted with his dead son and rather than risk open war, decides to flee to a large fortification which in times of trouble has saved the people of Rohan called Helm's Deep. Gandalf leaves to find Éomer and his Rohirrim, promising to return within five days, as a strong attraction draws Éowyn to Aragorn during the journey to Helm's Deep. Wormtongue flees to Orthanc and tells Saruman of Rohan breaking from their grip; Saruman then decides to destroy Rohan.

In Ithilien, Gollum battles his split personality in an attempt to befriend Frodo and Sam and ultimately banishes his "evil" half. The two hobbits are witness to an ambush of Southrons but are taken captive by soldiers of Gondor. Meanwhile, along the journey to Helm's Deep, the travelers are attacked by Saruman's Wargs. During the battle, Aragorn is dragged by a Warg and falls off a cliff into a raging river as the grief-stricken survivors reluctantly move on to Helm's Deep. In Rivendell, Elrond knows that the age of Elves is ending and convinces Arwen that it is hopeless to stay and should leave for the Grey Havens. Elsewhere, Frodo and Sam are taken to Henneth Annûn and brought before Faramir, the younger brother of Boromir. Gollum eluded capture and in order to save his life, is lured into a trap unknowingly by Frodo. Faramir learns of the One Ring and to prove his worth to his father, decides the Ring shall go to Gondor. In Rohan, Aragorn washes up on the river's edge and is nudged back to consciousness by his horse, Brego. Battered but undaunted, he rides to Helm's Deep, passing Saruman's army of Uruk-hai; at least 10,000 strong. His arrival is met with relief but is short lived with the news of only 300 men in the stronghold. In the midst of despair, a battalion of Elves from Lórien, lead by the Elf Haldir, arrives to assist in the ensuing battle. At Fangorn forest, Merry, Pippin, Treebeard and other Ents hold a Council to decide on the roles of the Ents in the war with Saruman.

In the pouring rain, the battle of Helm's Deep begins with a flurry of arrows from both human and Elven archers cutting down dozens of Uruk-hai. Scaling ladders are placed upon the Deeping Wall, and the Uruks swarm up to engage the defenders. The defenses are slowly being breached and the enemy manages to destroy the wall through its sewer drain, using a rudimentary explosive device created by Saruman. Despite Aragorn and Gimli's best efforts, the Uruk-hai manage to penetrate the main door and soon the stronghold is overrun. In the midst of battle, Haldir is slain and the few remaining Elves fall back into the Keep. In the Hornburg, however, the Uruks have also scaled the walls, and have breached the gate, forcing the defenders to retreat into the Keep. In Fangorn, Treebeard and the other Ents have decided to not have any involvement in the war. Frustrated, Pippin cleverly takes him to the section of Fangorn Forest Saruman has decimated near Isengard. Treebeard is filled with rage at Saruman's betrayal and commands all other Ents to seek vengeance. The Ents gather and embark upon 'the Last March of the Ents'.

Meanwhile, as the Keep is now under attack and realizing Gandalf's words before he departed, Aragorn and the rest make one last gallant ride on horseback to attack the Uruk-hai army, in a desperate bid to allow the Rohirrim's women and children to escape. As all hope seemed lost, Gandalf, Éomer, and two thousand Riders of the Rohirrim arrive to push back the Uruk-hai into Fangorn Forest, where the Ents and their Huorn allies are waiting to deal out death and destruction in revenge. Elsewhere, the Ents also attack Isengard, tossing stone and rock while collapsing a dam to flood its surroundings. At the ruins of Osgiliath, Faramir and the Hobbits are confronted by a Ringwraith and its fellbeast. With the help of Sam, Frodo narrowly escapes the beast's capture. Sam narrates how the story must go on and how they should keep pressing forward as Faramir decides to free them to finish their quest. Gandalf and the others now know a full war is inevitable (as Sauron will surely seek retribution for the defeat of Saruman) and hope rests with Frodo and Sam, who have resumed their journey to Mordor with Gollum. Accompanying them once again and having felt betrayed after his subsequent mistreatment by Faramir's men, Gollum's darker nature returns and decides to reclaim the ring by leading Frodo and Sam to "her."


The Two Towers is noted for its ensemble cast, and some of the cast and their respective characters include:

  • Elijah Wood as Frodo Baggins: Frodo is the Hobbit who must destroy the One Ring. The burden of carrying it is becoming heavier.
  • Sean Astin as Samwise "Sam" Gamgee: Sam is Frodo's best friend and travelling companion.
  • Viggo Mortensen as Aragorn: Aragorn is the heir-in-exile to the throne of Gondor, and has come to the defence of Rohan.
  • Ian McKellen as Gandalf the White: The Wizard who fell fighting the Balrog has now returned, more powerful than ever, to finish his task.
  • Dominic Monaghan as Meriadoc "Merry" Brandybuck: Merry is a Hobbit who had been captured by the Uruk-hai, now an ally of Treebeard.
  • Billy Boyd as Peregrin "Pippin" Took: Pippin is Merry's best friend and travelling companion.
  • Orlando Bloom as Legolas: Legolas is an Elven archer and Prince of the Wood-elves, who joined the Fellowship after the Council of Elrond.
  • John Rhys-Davies as Gimli: Gimli son of Glóin is a warrior Dwarf who joined the Fellowship after the Council of Elrond.
    • and the voice of Treebeard: Leader of the Ents, tree-like giants. He is initially unaware of Saruman's destruction of the forests.
  • Andy Serkis provides the voice and performed motion capture for Gollum: Once a Hobbit-like creature named Sméagol, he possessed the Ring centuries ago, but now is leading Frodo on his quest. Secretly he wants the Ring back. He has an internal struggle between the "Sméagol" and "Gollum" aspects of his personality.
  • Bernard Hill as Théoden: Théoden is King of Rohan, and is healed by Gandalf to lead his country once more.
  • Miranda Otto as Éowyn: Éowyn is Théoden's niece. In love with Aragorn, she is an adept fighter.
  • Karl Urban as Éomer: Éomer is Éowyn's older brother. He was Chief Marshal of Rohan, exiled by Gríma Wormtongue, now gathering troops to defend Rohan.
  • David Wenham as Faramir: Faramir is the leader of the Ithilien Rangers tracking Sauron's troop movements. He captures Frodo, Sam and Gollum.
  • Christopher Lee as Saruman: The corrupt Wizard waging war upon Rohan and devastating Fangorn Forest. He has allied himself with Sauron.
  • Brad Dourif as Gríma Wormtongue: Gríma Wormtongue is Saruman's agent at Edoras. He renders Théoden incapable of decisions, and desires Éowyn.
  • Liv Tyler as Arwen: Arwen is the Half-elf whom Aragorn loves.
  • Hugo Weaving as Elrond: Elrond is Arwen's father. He expresses doubt over her love for Aragorn.
  • Cate Blanchett as Galadriel: Galadriel is the Elven Lady of Lothlórien. Elrond communicates with her telepathically about the future of Middle-earth.
  • John Leigh as Háma: Loyal doorwarden of the Golden Hall and a majordomo of Théoden.
  • Bruce Hopkins as Gamling: Member of the Royal Guard and the right-hand man of Théoden.
  • Craig Parker as Haldir of Lórien: Haldir of Lórien leads the Elves sent by Elrond and Galadriel to defend Helm's Deep.
  • John Bach as Madril: Madril is Faramir's 'right hand' man, who informs him of battle preparations.

The following only appear in the Extended Edition:

  • Sean Bean as Boromir: Faramir's brother, he died in The Fellowship of the Ring. He appears in Faramir's flashback.
  • John Noble as Denethor: Denethor is Steward of Gondor and father to Boromir and Faramir.

In the Battle of Helm's Deep, Peter Jackson has a cameo appearance as one of the men on top of the Gate, throwing a spear at the attacking Uruk-hai. His children also cameo as young refugees in the caves behind the Hornburg, and Alan Lee and Dan Hennah also cameo as soldiers preparing for the battle. Viggo Mortenson's son Henry appears as a reluctant young Rohirrim warrior. Daniel Falconer has a cameo as an Elvish archer at the battle.

Comparison from the source material

The screenwriters did not originally script The Two Towers as its own film: instead parts of it were the conclusion to The Fellowship of the Ring, the first of two planned films under Miramax. However, as the two films became a trilogy under New Line, Jackson, Walsh and Boyens shuffled their scripts. The Two Towers is known as the most difficult of the Rings films to make, having neither a clear beginning nor end to focus the script. Nonetheless, they had a clear decision with making the Battle of Helm's Deep the climax, a decision affecting the whole story's moods and style.

The most notable difference between the book and the film is the structure. Tolkien's The Two Towers is split into two parts; one follows the war in Rohan, while the other focuses on the journey of Frodo and Sam. The film omits the opening of the book, the death of Boromir, which was used as a linear climax at the end of The Fellowship of the Ring. Also, the film climaxes with the Battle of Helm's Deep, while the book ends with the Fellowship going to Isengard and Frodo's confrontation with Shelob, scenes which were left for film adaptation of The Return of the King. This was done partly to fit more closely the timeline indicated by the book.

One notable change in plotting is that in the film Théoden is literally possessed by Saruman, but in the book he is simply depressed and deluded by Wormtongue. Afterwards, in the film, Théoden is still unsure of what to do, and flees to Helm's Deep. In the book he rides out to war, only ending up besieged when he considers helping Erkenbrand. Erkenbrand does not exist in the films: his character is combined with Éomer as the Rohirrim general who arrives with Gandalf at the film's end. Éomer himself is present during the entire battle in the book.

On the way to Helm's Deep, the refugees from Edoras are attacked by Wargs. The scene is possibly inspired by one in the book cut from The Fellowship of the Ring where it is the Fellowship who battle them. Here, a new subplot is created where Aragorn falls over a cliff, and is assumed to be dead; Jackson added it to create tension. This scene also resonates with a new subplot regarding Arwen, where she decides to leave Middle-earth after losing hope in the long-term possibilities of her love. In the book, Arwen's role is primarily recorded in the Appendices, and she is never depicted as considering such an act.

A larger change was originally planned: Arwen and Elrond would visit Galadriel, and Arwen would accompany an army of Elves to Helm's Deep to fight alongside Aragorn. During shooting, the script changed, both from writers coming up with better ideas to show the romance, as well as poor fan reaction. The new scene of Arwen leaving for the West was created, and the conversation scene remains, edited to a telepathic one. Nonetheless, one major change (already filmed) remained that couldn't be reverted: the Elven warriors fighting at Helm's Deep. However, Jackson looks upon the change as highly romantic and stirring that the Elves return to fight for the future of Middle-earth.

Another change is the fact Treebeard does not immediately decide to go to war. This adds to the tension, and Boyens describes it as making Merry and Pippin "more than luggage". Here the Hobbits make Treebeard see the full destruction, prompting his anger and decision to act. Another structural change is that the Hobbits meet Gandalf the White early on, possibly explaining why the Hobbits don't react to his return when they meet him again following the destruction of Isengard. This was explained in the book by Gandalf arriving at Isengard in the middle of the night to talk to Treebeard.

The filmmakers' decision to leave Shelob for the third film meant that Faramir had to become an obstacle for Frodo and Sam. In the book, Faramir (like Aragorn) quickly recognizes the Ring as a danger and a temptation, and does not hesitate long before letting Frodo and Sam go. In the film, Faramir first decides that the Ring shall go to Gondor and his father, as a way to prove Faramir's worth compared to his elder brother Boromir. In the film, Faramir takes Frodo, Sam and the Ring to the Battle of Osgiliath — they do not go there in the book. Jackson winks to readers with Sam's line, "By all rights we shouldn't even be here, but we are." After seeing how strongly the Ring affects Frodo during the Nazgûl attack, Faramir changes his mind and lets them go. These changes dilute (or at least reshape) the book's strong contrast between Faramir and Boromir, who in The Fellowship of the Ring attempted to take the Ring for himself. On the other hand (which can be seen only in the extended version of the film), it is actually their father Denethor, who wants the ring and urges Boromir to get it, while Faramir only wants to prove that he also deserves his father's love. Boyens contends these plot changes were needed to keep the Ring menacing. Wenham himself, despite having not read the book, found the original character "dramatically dead".

Finally, the meaning of the title itself, 'The Two Towers', was changed. While Tolkien considered several possible sets of towers he eventually created a final cover illustration and wrote a note included at the end of The Fellowship of the Ring which identified them as Minas Morgul and Orthanc. Jackson's movie names them as Orthanc and Barad-dûr, symbolic of an evil alliance out to destroy Men that forms the film's plot point.


Production Design

When Alan Lee joined the project in late 1997, Helm's Deep was the first structure he was tasked to design. At 1:35 scale, it was one of the first miniatures built, and part of the 45 minute video that sold the project to New Line. It was primarily drawn from an illustration Lee had once done for the book, though fellow illustrator and designer John Howe suggested a curved wall. Used in the film for longshots, Jackson also used this miniature to plan the battle with 40,000 toy soldiers.

As a pivotal part of the story, Helm's Deep was built at Dry Creek Quarry with the Gate, a ramp, and a wall with a removable section and the tower on a second level. Most importantly, there was the 1:4 scale miniature of Helm's Deep that ran 50 feet wide. It was used for forced perspective shots, as well as the major explosion sequence.

The film explores the armies of Middle-earth. John Howe was the basic designer of the forces of evil. The Uruk-hai were the first army approved by Jackson, and Howe also designed a special crossbow for the characters, one without the redundancy of opening to reload, the realization of an 18th century manuscript. Also created were 100 Elven suits of armour, with emphasis on Autumnal colours due to the theme of Elves leaving Middle-earth. 250 suits were made for the Rohirrim, which for Bernard Hill, even came with leather inside. Emphasized are horses and the sun, even into their swords, which took 3-6 days to forge.

The Rohirrim's capital of Edoras took six months to build on Mount Sunday, with thatched roofs, but that was simply the exterior: the buildings doubled as offices and lunch halls. The army created a road to the location, whilst the interior was filmed at Stone Street Studios with tapestries designed by Lee, and Théoden's wooden throne created by his daughter. Hill endured heavy make-up for the possession scene where his skin was pulled back and released for increased wrinkles. Dourif shaved off his eyebrows and put potato flakes as dandruff in his hair for unnerving effect.

The film also provides a look at Mordor and Gondor, in terms of Frodo and Sam's story. The Barad-dûr is seen fully in a tracking shot, a design which Howe called a mockery of Gothic Cathedrals. He and Lee fully created the Black Gate, though a typo in the script made the miniature into two. The Rangers and Osgiliath, the ruined city reflecting London during the Blitz. The set on a backlot was based around a bridge and reused some of Moria.

Principal photography

The Two Towers shared principal photography with The Fellowship of the Ring and The Return of the King between October 11 1999 to December 22 2000. Scenes in Rohan were shot early on, and Viggo Mortensen, Orlando Bloom and John Rhys-Davies' scale double Brett Beattie sustained many injuries. Mortensen broke his toe when he kicked an Orc helmet when he found the remains of the Uruk-hai and believes Merry and Pippin to be dead; this take is the one in the finished film. Bloom fell off his horse and broke his rib, whilst Beattie dislocated his knee. All three spent two days of pain for the running sequence with these injuries.

Afterwards, they went on for three months filming the Battle of Helm's Deep. John Mahaffie handled most of the night shoots. Mortensen got his tooth knocked out during the nightshoots, and Bernard Hill also got his ear slashed. Nonetheless, the 700 extras had fun, insulting each other in Māori and improvising scenes, such as the Uruk-hai stamping their spears before the battle begins. They did get annoyed by the craftsmanship of the Art Department: the Gates were too reinforced for the Battering Ram scene. Mortensen greatly respected the stunt team, and head butting them became a sign of respect.

Wood and Astin were joined by Serkis on April 13 2000.

Special Effects

For The Two Towers, Weta Digital doubled their staff of 260. In total, they would produce 73 minutes of digital effects with 799 shots. The film would feature their first challenge in creating a battle scene, as well as creating two digital characters who needed to act rather than be a set piece, unlike the previous film's Cave Troll and Balrog.


Weta began animating Gollum in late 1998 to convince New Line they could achieve the effect. Andy Serkis "played" Gollum by providing his voice and movements on set, as well as performing within the motion capture suit later on. His scenes were filmed twice, with and without him. Originally Gollum was set to solely be a CG character, but Jackson was so impressed by Andy Serkis' audition tape that they used him on set as well.

Gollum's CG model was also redesigned during 2001 when Serkis was cast as Sméagol, Gollum's form before he is cursed by the One Ring, so as to give the impression Andy Serkis as Sméagol transforms into the CG Gollum. The original model can still be glimpsed briefly in the first film. So over Christmas 2001 the crew proceeded to reanimate all the previous shots accordingly within two months. Another problem was that the crew realized that the cast performed better in the versions of the film with Serkis. In the end, the CG Gollum was rotoscoped and animated on top of these scenes. Sometimes due to Gollum not being human, they fully animated some shots such as him crawling upside down. Serkis' motion capture animated the body whilst animators did the head. Gino Acevedo supervised realistic skin tones, which took four hours per frame to render.


Treebeard took twenty-eight hours per frame to render. For scenes where he interacts with Merry and Pippin, a fourteen-foot-tall puppet was built on a wheel. Weta took urethane moulds of tree bark and applied them to the sculpt of Treebeard to create his skin. The puppet was shot against bluescreen.


The musical score for The Lord of the Rings: The Two Towers was composed, orchestrated, and conducted by Howard Shore, who also composed the music for the other two films in the trilogy. While the scores for its predecessor and sequel won the Oscar for Best Score, the soundtrack for The Two Towers was not even nominated. (Initially there was confusion over the score's eligibility due to a new rule applying to sequels, but the Academy did declare it eligible.)

The funeral song Éowyn sings during her cousin Théodred's entombment in the Extended Edition is styled to be a traditional song of the Rohirrim, and has lyrics in their language, Rohirric (represented by Old English). The song does not appear in the book, and the tune is a variation upon a theme of the rímur Icelandic folk tradition; it can be heard as part of track 7 in the 1999 recording of a musical version of the Edda by Sequentia.

The soundtrack was recorded at Abbey Road. The soundtrack has a picture of Peter Jackson (barefoot), the composer, and two producers crossing Abbey Road, referencing the Beatles album of the same name.



On the reviewer aggregate website Rotten Tomatoes, the film has the most positive reception of the trilogy with a 97% fresh rating. It has a 100% "fresh" rating when narrowed to only professional critics. The Battle of Helm's Deep has been named as one of the greatest screen battles of all time, while Gollum was named as the third most convincing computer generated film character by Entertainment Weekly in 2007.


Fan edit

The discontent of some quarters with the changes to Tolkien's story has produced a fan edit of the theatrical cut, called The Two Towers: The Purist Edit. The edit removes or "corrects" several of the writers' changes such as the presence of Elves at Helm's Deep, Faramir's detour to Osgiliath (and Frodo's subsequent encounter with a Nazgûl), the Ents' initial refusal to attack Isengard, and the use of Gimli as comic relief.

Comparisons have been made between the Purist Edit and Star Wars: The Phantom Edit, a version of Episode I: The Phantom Menace meant to better reflect the style and themes of the original trilogy.

DVD release

The theatrical edition of the movie was released on DVD on August 26, 2003. The DVD was a 2-disc set with extras on the second disc. This was intended to be a simultaneous worldwide release, but some British stores began selling the DVDs on Friday August 22 because it was a Bank Holiday weekend, much to the ire of the film's UK distributor, which had threatened to withhold advance supplies of subsequent DVD releases.

The Two Towers followed the precedent set by its predecessor by releasing an Extended Edition (223 minutes) with new editing, and added special effects and music. This version was released on DVD November 19, 2003 along with four commentaries and hours of supplementary material. There is also a "Collectors Edition" DVD package containing the 4-disc set, a sculpture of Gollum, a booklet about the process of designing Gollum for the movie and a short DVD documentary on the process of designing collectible sculptures based on the movies' characters and artefacts. The original cut lasted 2:59. The extended edition lasts 3:43. There is also an Easter Egg on the film, found by going to the Scene Selection screen, selecting the last group of scenes, and pressing down until a gold ring icon appears next to the words "new scene". It shows Gollum's (very foul-mouthed) acceptance speech after winning the MTV Movie Award for Best Virtual Performance.

On August 29, 2006, a Limited Edition of The Two Towers was released. This Limited Edition contains two discs. The first is a two-sided DVD (also known as DVD-18) that contains both the Theatrical and Extended editions of the film. At the beginning of each side of the disc, the viewer can choose which version to watch. The second disc is a bonus disc that contains a new behind-the-scenes documentary.

In December, 2003 there were also limited back-to-back theatrical releases of the extended versions of The Fellowship of the Ring and The Two Towers, followed by premieres of The Return of the King — in all 11 hours and 32 minutes long.

Additional scenes

The opening is extended. After Frodo wakes up, there is a scene of Frodo and Sam descending a cliff with the help of the Elvish rope given to Sam by Galadriel. The title now appears over a panoramic shot of the hills. There is a brief shot of Frodo and Sam huddled under their cloaks during a rain storm, with Gollum following. After his taming, Gollum debates whether to take the hobbits to Mordor or not.

Merry and Pippin have more scenes. It is made clear that there are two groups of orcs, one from Mordor and the other from Isengard, setting up the eventual fight. It is also made clearer they think they have the Ring. When Merry and Pippin meet Treebeard, he takes them to his home, and recites poetry that puts the hobbits to sleep. They also learn more of Entish culture, drinking a draught that makes them grow taller, are rescued from a rogue tree (echoing their encounter with Tom Bombadil and Old Man Willow in the original The Fellowship of the Ring) and learn of the Entwives, and just how slow they are at the Entmoot.

Gandalf's reappearance is longer, identifying himself as what Saruman might have been. Legolas notes that the Elves taught the trees to talk and Gandalf predicts that Merry and Pippin will rouse the Ents. During the ride to Edoras, they camp for the night, and Gandalf and Aragorn discuss the coming war and Frodo's quest.

There is more drama within Edoras. Éomer has some more scenes, such as finding Théodred at the Fords of Isen and bringing him back to Edoras. When he is banished, he is presented by Wormtongue with a banishment order signed by King Théoden. There is a brief funeral scene for Théodred which includes Éowyn singing. Later, after Aragorn stops Théoden from killing Wormtongue, he extends his hand to Gríma. Gríma spits on it and then runs off. This leads to a later scene with Saruman where he scoffs at Isildur's Heir. Another new scene has Aragorn calming Théodred's horse Brego and turning him loose, setting up his rescue later on. During the exodus, Théoden tells Aragorn about Éowyn. She serves Aragorn a dubious-looking stew during the trip, he graciously manages to swallow a spoonful, and he tells her his remarkable age (87).

Faramir has more scenes. There is extra dialogue when he captures Sam and Frodo, emphasizing his dislike of war. When Frodo and Sam are brought to Henneth Annûn, they are told that Boromir's cloven horn was found. Faramir then remembers seeing Boromir's funeral boat passing him on the river. This leads to an extended flashback of Boromir and Faramir reclaiming Osgiliath from Mordor. Denethor (their father) expresses his disappointment with Faramir and then sends Boromir to Rivendell to claim the Ring. Faramir's men also beat up Gollum after catching him. One visual that was added was Minas Tirith in the background as the Rangers see Osgiliath burn, not present in the theatrical cut due to potential confusion over whether it was Helm's Deep.

The ending of the film is extended. After Treebeard discovers the destroyed part of the forest and sounds the alarm, thousands of Huorns depart to join the battle at Helm's Deep. When the Uruks retreat, they find a "forest" waiting to destroy them. The Uruk-hai-killing contest between Gimli and Legolas is settled, with Gimli the winner. After the destruction of Isengard, Merry and Pippin discover a rich larder of food, including a supply of pipeweed. Faramir shows Frodo and Sam a way out of the city, and realizes that Gollum's secret route is Cirith Ungol and advises Frodo not to take it, threatening Gollum and setting up the eventual betrayal.


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