Tears welled up on at least five occasions. (Spoilers)

Rating: 10/10 (23 December 2003)

An absolute triumph, and the bittersweet ending to the best films of all time.
I'll start with what I liked about the film by telling you where the tears welled up:
1. Arwen's vision of Aragorn holding her child.
2. Gandalf describing what it is like to die to Pippin.
3. Eowyn holding Theoden as he dies.
4. When Frodo awakes in Minas Tirith, the moment when his eyes meet Sam's.
5. When King Elessar, and the masses, kneel before the hobbits.
I really liked the pacing of this film; a vast improvement over TTT, and I have to admit, I didn't even miss Saruman -- like Jackson has said, "it's old business" from TTT, and I was happy to just get on with ROTK. Unlike TTT, there is less jumping around, and you really have a feeling throughout the movie that the fates of each group of people (Frodo/Sam, Theoden etc., Gandalf etc.) are closely intertwined.
The acting was top drawer, to be sure, and the emotional intensity of the trilogy definitely reaches a crescendo in ROTK.
I do have some nitpicks -- the things that kept the film from "exceeding" my expectations:
First and foremost, I despised the part where Elrond claims Eowyn is dying because "her fate is tied to the ring." It defies all logic, all sense, and it just comes out of left-field without warning or precedent; especially when the last scene of Arwen is when she has a vision about "living happily ever after," and now all of a sudden she is dying, and shown lamenting that she will never see Aragorn again? It simply didn't make sense, and seemed an incredibly cheesy plot device.
It seemed strange to emphasize Eowyn's heartbreak, and Theoden passing on the rule of Rohan to her, but then to cut out the Houses of Healing scenes where, in the book, she hooks up with Faramir. After she slays the Witchking, Eowyn is only seen for a fleeting instant in the crowd at the coronation... sure, she's standing beside Faramir, but it doesn't seem a fitting end to her tale.
I'm surprised that the Mouth of Sauron wasn't in the film; it seems like it would have been nice to have him present Frodo's mithril shirt as apparent evidence of his destruction, and then have Aragorn take his step of faith in Frodo in spite of this evidence.
I was excited to see Merry and Pippin's strong roles in the film -- but saddened to see that Legolas and Gimli have very little to do, besides basically an exact repeat of their "counting game" from TTT. We've been there, done that... mumakil or no mumakil.
The "web" Shelob wraps around Frodo looks too fake during the scene when Sam is holding him (thinking him dead) -- it took away from the dramatic tension of the moment, and killed the "suspension of disbelief."
I don't feel like the army of the dead should have looked like grotesque rotting corpses -- they WEREN'T corpses, they were spirits, and should have looked fully human; but leave it to Peter Jackson, the horror film maker, to throw in a cheap horror element. That whole sequence fell flat because of it: had we seen the spirits of dignified men of yesteryear honestly seeming to be trying to redeem themselves, it would have been a much more powerful aspect of the plot. A bargain with corpses makes Aragorn look to be using evil to fight evil, and I doubt that's how Tolkien would have intended it to appear.
I could have done without the Smeagol/Deagol introduction; I quite disliked the make-up jobs as they attempted to show Smeagol degenerating into Gollum; it just looked aweful, and forced me to give the make-up 4 out of 5 (that and some fake looking hobbit ears and feet -- and the awfully over-done aging applied to Bilbo at the end.)
At the very end, when Frodo is invisible and Gollum jumps on him, the struggle should have been a bit more dynamic -- the shots of Gollum floating around in the air went on too long -- people in the theatre thought it was comical and started to laugh... well, clearly, this is not a moment in the film when people should be laughing. (And what's the deal with Gollum sinking into the lava without any look of pain and the way his body must be burning and melting away?)
There was something that failed to grab me about the Grey Havens scene at the end, and I finally realized what it is: we're never shown the ocean. All we see is the ship in an extremely sheltered cove, sailing towards a tight passage between two huge sheer mountains -- I wanted, no, NEEDED to see the ocean's vast expanse. (And, I had always secretly hoped that we would see the ship "leaving Middle-earth" in the way it does in that old John Howe painting... some how.)
I was surprised, after reading so many reviews that said "it has long, multiple endings," to actually feel that the ending seems quite short. Sure, if you think the Ring's destruction is the end of the story, maybe it would seem long -- but no, this isn't a movie about a Ring, it's a movie about, first and foremost, Frodo -- his journey isn't quite over just because the Ring is gone, and we must follow it through to the end; quite right.
When all is said and done, I think Fellowship of the Ring will remain my favourite film of the trilogy -- that's not to say anything about about ROTK, though, because FOTR has always been my favourite part of the book, too, and I always expected I would like it best. ROTK will obviously be most peoples' favourite, though, and understandably so; it is a stunning achievement.
One final word: No offense, but I actually hope Peter Jackson lets someone else direct The Hobbit (maybe he could produce it or something). I think I'd rather not see the horror film maker put his hand to what should be a lighter, children-oriented movie.