The most unusual of the Tolkien/Jackson films.

Rating: 7/10 (13 December 2013)

All in all, very disappointing...and here's why:
-Characters were no where near as fleshed out as the characters in the LOTR films. In those films, I felt Aragon's shame. I felt Frodo's pain. And I felt Gandaulf's concern. Not so this time around, and I thought Bilbo's character was second fiddle. Unlike the Hobbit: Unexpected Journey, which was a better film than this was IMO.
-No Gollum for the first time in a Hobbit/LOTR film. I love Gollum!! No Saruman, no Galadriel (except for a 2 second scene) Legolas was nice to see again, but he didn't have that chemistry with anyone, like he did with Aragon and Ghimli.
-Did I mention the few extras, with no large battle scenes with hundreds of horses and REAL people!. The movie felt small. Sure, the CGI was grand, but that doesn't add to the grandeur in my opinion. A couple of ORC's might be shown in make-up, the rest behind them were CG. I liked the Spider scene, and the best scene was when Gandalf faced off against...well, let's just say, someone very familiar! But, I can honestly say that my eyes got heavy during some of these action scenes...there were way too many...and I rather get some character development instead! This film is a prime example of being over-funded.
Despite my complaints, I absolutely loved Smaug. I just felt as if they spent so much money on his scenes to digitally create him that they forgot to pay Andy Serkis!! And I didn't even mention the simple, plain, mellow-dramatic soundtrack! The beautiful music of past films...don't expect to hear it in this film, or anything as masterfully composed.
Nevertheless, it's hard to rate a film of this magnitude under a 6. The end was fantastic, and the last 40 minutes of the film made up for the other 2, boring hours. I am a huge fan of the LOTR films and the Hobbit so I'm too committed to rate this any lower. Despite my huge disappointment.