The Lord of the Rings: The Two Towers

### **Starring**

Elijah Wood, Ian McKellen, Liv Tyler, Viggo Mortensen, Sean Astin, Cate Blanchett, John Rhys-Davies, Bernard Hill, Christopher Lee, Billy Boyd, Dominic Monaghan, Orlando Bloom, Hugo Weaing, Miranda Otto, David Wenham
Brad Dourif
Karl Urban
Andy Serkis

### **Release date(s)**

5 December 2002 (New York City)
18 December 2002 (United States)

### **Country**

New Zealand
United States

## More Information

*The Lord of the Rings: The Two Towers* is the second part of *The Lord of the Rings* trilogy. It serves a s a sequel to *The Fellowship of the Ring* and prequel to *The Return of the King*.

## Synopsis

The sequel to the Golden Globe-nominated and AFI Award-winning "The Lord of the Rings: The Fellowship of the Ring," "The Two Towers" follows the continuing quest of Frodo (Elijah Wood) and the Fellowship to destroy the One Ring. Frodo and Sam (Sean Astin) discover they are being followed by the mysterious Gollum. Aragorn (Viggo Mortensen), the Elf archer Legolas and Gimli the Dwarf encounter the besieged Rohan kingdom, whose once great King Theoden has fallen under Saruman's deadly spell.

## Foundations of Stone

In flashback dream-sequence, Gandalf's voice can be heard over the Misty Mountains as he faces the Balrog. After cracking the bridge and being pulled down by the Balrog's whip, he falls down the chasm, regains his sword and battles with the Balrog as they plummeted. Eventually, they break through into a large subterranean lake.

Sam went to check up on Frodo, who replied that it was just a dream.

## Emyn Muil

Frodo and Sam are travelling through Emyn Muil, using the Elven Rope to scale down the foggy mountainside. Sam drops a trinket which Frodo catches, causing him to fall down through the mist. It is revealed, however, that the fumes were covering the bottom, which was right beneath Frodo. Sam reaches him and the trinket is shown to be a bit of seasoning, which makes Frodo laugh and think of home. Frodo, weary of Gollum, doesn't want to leave the rope behind for "someone to follow us down." As Sam tugs on the rope, it nearly-magically unwinds.

Over a high place, they spot Mordor in the distance. The Ring's power increases the closer it gets to its maker, and Frodo sees a vision of the Eye. Sam comforts him with their large supply of Lembas bread. Rainclouds plague them, and while they hide under the rockbed, Frodo seems to hear Gollum, who espies them.

The two Hobbits wander through the treacherous, foggy terrain, when Frodo realizes that they're walking in circles. Sam smells the Dead Marshes, and Frodo warns him that they're not alone. At night, asleep, Gollum emerges, sneaking towards the "thieves". As he reaches for them, they wake up (having set a trap for Gollum) and wrestle with him. Gollum nearly grabs the Ring but Sam drives him off. He nearly strangles Sam before Frodo holds Sting to his neck. Gollum starts crying.

Gollum's cries echo through the Emyn Muil as he's dragged along, tied by the Elvish Rope, which "burns" him. Frodo pities him, and Gollum swears service to the Hobbits "on the precious". Frodo, knowing of Gollum's capture in Mordor, orders him to lead them to the black gate.

Gollum, as he runs ahead of the two, talks to himself, conflicted about heading back towards Mordor. He seems to disappear but in fact, leads the Hobbits towards the edge of the Emyn Muil.

## The Three Hunters

Meanwhile, the Uruk-Hai that have captured Merry and Pippin, are taking them into Rohan's Eastemnet. Merry is injured and seems incapacitated. Mordor Orcs, led by Grishnákh, meet up with the Uruk, wanting to take the Hobbits to Mordor, which the Uruk leader, Uglúk, denies. Pippin asks for water to brought to his friend, but Uglúk has Orc medicine shown down Merry's throat, instead. Merry reveals it was just an act. An Uruk scout sniffs Aragorn, and Uglúk says that they have picked up their trail and start running through Rohan. Pippin picks up the leaf of Lórien on his cloak with his mouth and drops it to the ground.

Aragorn is lying on the ground, as if asleep, when it's revealed he is listening to the echoes of their footfalls on the ground. He runs, with Legolas and a weary, complaining Gimli in his trail. They run through the Eastenment, with Aragorn finding the leaf, intuiting that the Hobbits are less than a day ahead of them, and most likely alive. Gimli continues to grumble about Dwarves' sprinting capabilities.

They reach the plains of Rohan, where Aragorn senses that some evil gives speed to the Uruks while slowing them down. Legolas sees the Uruk turning towards Isengard.

## The Battle of Fords of Isen

Saruman contacts Sauron via the Palantir, rhetorically asking who has the power to stand against the union of the Two Towers - Orthanc and Barad Dur. His Uruks cut down trees for his industry of breeding and weaponizing Uruks. In order to get his army ready within two weeks, they have to put a dam on the river Isen and cut down portions of the nearby Fangorn Forest to feed the fires of the furnaces.

Saruman makes an alliance with the Dunlendings, who attack the Westfold of Rohan. In one village, a mother, Morwen, sets her two children, Eothain and Freda, on a horse, Garulf, to ride to Edoras - the capital of Rohan - and raise an alarm. Meanwhile, an army from Edoras is defeated by Uruk-Hai at the Battle of the Fords of Isen. Éomer arrives, looking for his cousin, Théodred, the King's son. They find Théodred wounded but alive, and take him to Edoras, where the princess Éowyn - Éomer's sister - tends to her cousin's wounds.

The king, Théoden, appears old and weak, and is a pawn in the hands of his advisor, Gríma Wormtongue. Gríma says Saruman is their friend and ally, even as Éomer shows the mark of the White Hand on an Uruk helmet. Gríma, who fancies Éowyn, is working for Saruman, and later has Éomer banished, by a decree signed by the King.

## On the Trail of the Uruk-Hai

Meanwhile, Aragorn, Legolas and Gimli continue tracking the Uruk-hai. The Uruks eventually stop for rest under the Eaves of Fangorn forest, where they chop wood to make a fire. Noises rise from the forest, which Merry intuits are the trees, citing The Old Forest as an example of a place where the trees "come alive."

Meanwhile, the Uruks are starving. The Orcs want to eat the Hobbits, which Uglúk denies, saying they have something, "an Elvish weapon" which Saruman wants for the war. One of the Orcs tries to get his way with the Hobbits, anyway, but Uglúk decapitates him, and he is devoured. Merry and Pippin try to flee in the commotion, but Grishnakh captures them, just as the Riders of Rohan arrive, thrusting a spear in his back and killing the Orcs and Uruks. Pippin appears to be trampled.

## Fangorn

Aragorn, Legolas and Gimli continue chasing the Uruks when they encounter the Riders, who hold them at spear-point. Éomer emerges, thinking them spies of Saruman and nearly coming to blows with Gimli (and Legolas, who stands by the Dwarf). He tells them that Saruman has poisoned the mind of the king, and had Éomer and his company banished. He says they killed the Uruks, leaving none alive, and burned their carcasses. He gives them horses to look for their friends.

Arriving at the pyre, Gimli digs up a Lórien belt. Aragorn kicks a helmet in his frustration, but falling to the ground he sees signs of crawling. He deduces that the Hobbits survived and cut their bonds over a fallen blade, and then ran away, followed by the wounded Grishnakh. As he grabbed unto Pippin's belt, he had to untangle it to keep running, eventually going into Fangorn forest.

Inside the forest, the Hobbits are still menaced by Grishnakh. They climb a tree, but the Orc grabs Merry's foot. Pippin, higher, calls out, and the tree stirs, revealed to be a living creature with legs, which trample the Orc. He picks up Merry and deems the twain "little Orcs". He reveals himself to be an Ent, a shepherd of the forest, called Treebeard. He is on nobody's side, but hates the Orcs. Having never heard of a Hobbit, he takes them the "white Wizard".

## The Dead Marshes

Meanwhile, Gollum has successfully led Frodo and Sam out of the mountains, and into the Dead Marshes. He has found a way through the marshes, which the Orcs don't use.

Camping, Gollum is famished, finding nothing better to eat than a worm, which disgusts Sam as he's trying to eat Lembas. Frodo shares some of his with Gollum, but the Elvish food makes him sick, which brings Sam his appetite back. Gollum attaches himself to Frodo, saying he "knows", having shared the burden of the Ring. Frodo, however, doesn't want Gollum to touch him.

Continuing on their journey, Sam sees dead faces (from the Battle of the Last Alliance) in the water. Frodo is fixated upon the face of one Elf, and faints into the water, where the Elf's spectra menaces him before Gollum pulls him out.

At night, Frodo is fondling his Ring when he hears Gollum chanting to himself. He confronts him, telling him Gandalf told him he was "not so very different from a Hobbit once" and recalling his name, Smeagol. As Gollum savors his old name, the cry of a Ringwraith is heard. Frodo is incapacitated by the memory of his stabbing, and Sam hauls him to cover under a bush. The wraith appears, now on a winged fell-beast. Frodo again is tempted to put the Ring on, but Sam stops him. As it flies off, Gollum prepares to lead them to the Black Gate.

## The White Rider

Gimli, Aragorn and Legolas scout Fangorn forest, finding Orc blood and strange tracks. Legolas hears the trees speaking to each other, which Gimli disregards, in spite having to lower his ax. Legolas spots the "White Wizard" and they prepare to attack him, but he overpowers them. He inquires as to their search, and tells him that the Hobbits met someone they did not expect. At this, he's revealed to them as Gandalf, now robed in white. He tells him he chased the Balrog up to the Durin's Tower on Celebdil's summit, where - with lightening - he defeated his foe, but earned a mortal wound. His spirit "strayed out of thought and time" into the void, and he was eventually "sent back, until my task is done."

He orders the company to leave their search for Merry and Pippin and instead go to Edoras and help cure Théoden in preparation for the war. Gimli protests, but Gandalf tells him that they are quite safe, and that they will cause the Ents to wake up, "and find that they are strong." At the edge of the forest, Gandalf summons his steed, Shadowfax, and they ride past the burning villages of the Westfold and into the Westemnet plains, leading to Edoras.

Meanwhile, Treebeard tries to amuse the Hobbits with his verses as he's leading them to Wellinghall, his home. They fall asleep and he lays them to rest, going to gather Ents, and lamenting the upcoming "withering of all woods."

At night, Gandalf tells Aragorn that Sauron has heard the heir of Númenor still lives, and so he will strike at the world of man, using Saruman to destroy Rohan, which is weak and ready to fall. He however also says that their wish to destroy the Ring has not yet entered their enemies' darkest dreams, and that everything depends upon the secrecy of the quest. He says that Frodo must finish this task alone, but Aragorn comments that Sam went with him, which the wizard rejoices in.

## The Black Gate is Closed

 File:Frodomorannon1.jpg  Sam and Frodo arrive to a view over the Black Gate, which is shut. Easterlings arrive at the gate which opens for them, and Sam spies a way down to sneak in while they have the chance, but the rock he's on crumbles and he falls down, and attracts the attention of two soldiers. Frodo goes down to him, finding him stuck to his waist in the rubble, and puts the Elven cloak over them both. The Easterlings don't see them, and its revealed that so perfectly had the grey cloak camouflaged them in the environment, that it appeared as though it were a piece of rock.

Before they can start their approach, Gollum stops them, telling them they'll be caught and the "precious" taken to Sauron. He instead tells of another, more secret way, up some stairs and through a tunnel. Sam is unconvinced, but Frodo relents.

## Ent Draft

Merry wakes up, looking for Treebeard. He hears the forest waking up, when he realizes some of the noises come from Pippin. Turning his attention to the younger Hobbit, he sees he's grown taller than him. Deciding it was the water that did it, he takes some from Pippin and as he runs away, they get caught by Old Man Willow before Treebeard comes and frees them. Taking them away, he says that the trees have grown wild and dangerous, and that there are too few Ents left to manage them, being that they lost the Entwives.

## The King in the Golden Hall

Gandalf leads Aragorn and company to Edoras, just as Théodred had died. Éowyn weeps over his deathbed, when Gríma tries (and almost succeeds) at seducing her. She flees to the gate, where she gazes into the plains. The Rohan flag flies off in the wind and lands at Aragorn's feet as he enters the city. Riding up, they find it a dreary place and the princess ominously disappears from the gate.

At the gate of the Golden Hall, the guard Hama - as ordered by Gríma - has the company disarmed. Gandalf holds on to his staff as his "walking stick". Inside, Gríma taunts the wizard, who brandishes his staff, and Gríma's men attack the company, but are bested by Aragorn, Legolas and Gimli. Gandalf banishes Saruman from Théoden's mind and he is healed and grasps his sword.

He nearly has Gríma killed, but Aragorn bids him be spared and even reaches his hand to help him up, but Gríma flees and takes a horse, storming out of Edoras. Théoden learns of his son's death and a funeral is held. He later casts a white Simbelmyne over the mound, just as Eothain and Freda arrive. Gandalf advises Théoden to ride to open war with Saruman, and Aragorn tells him to call back Éomer and his company, which Théoden thinks improbable due to the distance. He decides to lead the people to the fortress of Helm's Deep. Gandalf disapproves, because there's no way out of that ravine, and he rides off to seek aid.

Aragorn helps calm down Brego, Theodred's horse, by speaking to it. Éowyn is impressed by this "magic of Elves", and Aragorn tells her he was raised in Rivendell. Meanwhile, Gríma arrives at Isengard, breaking the news to Saruman, telling him of the Wizard's company. Saruman assumes the man was from Gondor, but Gríma says he was a Dunedain ranger, who bore a strange ring (seen where he reached to help Gríma up). The description leads Saruman to realize he is the heir of Isildur. Théoden prepares to leave Meduseld, convinced that "this is not a defeat". All the while, Éowyn practices her swordplay, as Aragorn blocks her blow with his dagger. She reveals that she doesn't fear battle and death, but only to be kept within the household. Aragorn sympathizes, and she is taken aback. The exodus of Edoras begins, just as Gríma predicts it to Saruman. Telling him it's a dangerous road at the feet of the White Mountains, they'll be slow and vulnerable. Saruman sends Warg Riders after them.

## The Forests of Ithilien

In Ithilien, Sam taunts Gollum which Frodo protests at. This leads to Frodo getting angry at Sam, as the Ring slowly takes hold of him. At night, Gollum deliberates with himself. He says the Hobbits are "tricksy" and false before recalling that, saying "Master's my friend." His wicked side taunts him, and recalls him being a "murderer". Smeagol wants his wicked side, Gollum, to go away, but Gollum reasons that he's the sole reason of their survival. Smeagol bids Gollum "leave now, and never come back".

The next day, Smeagol - as of now free of Gollum - brings two rabbits to Frodo as a treat. Sam cooks them, which Smeagol protests at. Frodo hears an artificial bird chirp which lead him to inspect when he sees a nearby sortie of Southrons walking to Mordor. Smeagol reveals that they're called there in preparation of the War. As they prepare to leave, Sam sees their steeds: Oliphaunts, just as Rangers, striking from hidden places, fire and kill the Southrons. An Oliphaunt nearly tramples the Hobbits, but the captain fires at it and it turns away, its rider dropping dead to the ground.

The rangers capture the Hobbits (Smeagol had already fled) and their leader, while mourning the senseless death in the wars of men against men, deems the Hobbits to be spies and has them bound and blindfolded.

As the people of Rohan make their way, Gimli humours Éowyn with stories of how Dwarf women are so alike the men, that they get mistaken for each other, and that this in turn made people believe that there are no Dwarf women and that Dwarves just spring out of holes in the ground. Théoden comments, in Aragorn's ears, that Éowyn was a girl when her father was killed by Orcs and her mother died of grief, and grieves that he should have loved her as a father.

Éowyn is still fascinated with Aragorn, and later makes him hot but unsightly stew. Aragorn takes it, and when she's not looking, he tips the bowl and starts pouring it. She turns back and tells him that she heard he rode to war with Thengel, her grandfather, reaching the conclusion that Aragorn must be at least sixty years old. He confesses to being 87, and she understands he's one of the Dunedain, a descendant of Númenor. He affirms, telling her that he's one of the last remnants of the old kingdom, which was destroyed long ago.

At night, Aragorn recalls Arwen, and when he falls asleep, dreaming of Arwen. He flashes back to the night following the Council of Elrond, where he shares his fears with her, and she encourages him to go with Frodo. Later, Éowyn asks him where is the woman who gave him the Evenstar. He flashes back to the day of the Fellowship's departure, where - after he visits Gilraen's memorial - Elrond tell him to let Arwen leave for Valinor and retain her immortality. As he leaves to join the company, Arwen confronts him, and he feigns to break-up with her, so that she will not relinquish her immortality. He tells Éowyn that Arwen is sailing into the Undying Lands, with all that is left of her kin.

## The Wolves of Isengard

Hama and Gamling move before the column, when Hama's horse is startled. A Warg scout kills him. Gamling kills the Warg and Legolas the Orc. Aragorn warns the column, and Théoden rallies his men. Gimli mounts a horse to join the battle. Théoden orders Éowyn to lead the people to Helm's Deep, while he and the men rush to battle.

In the fight, Gimli starts a head count rivalry with Legolas until he is pinned under a dead Warg, and then by an Orc, and finally another Warg. Aragorn is assaulted by a Warg but casts its rider off before tumbling with the beast over the cliffside. At the aftermath of the battle, Gimli and Legolas inquire the Orc, who says that Aragorn died, and he holds the Evenstar as proof. Théoden orders the dead be left behind, and Legolas and Gimli come with him, dejected.

## Helm's Deep

Meanwhile, Éowyn brings the women and children to within sight of Helm's Deep. Éowyn oversees the food stores of the citadel as Théoden arrives. She notes how few of the warriors have returned, and inquires Gimli as to the loss of Aragorn, which grieves her.

Théoden surveys the defenses, but fails to note the weakness created by the drain of the Deeping Stream. Gríma notes this to Saruman, who pours black powder into metal vessels. He keeps Gríma's candle away from it. Gríma further comments that it would take thousands to storm the keep behind the Deeping Wall, before he beholds Saruman's huge army. As Saruman sends his army to leave none alive, Gríma sheds a tear about what he's helped create. Merry and Pippin see this army march from Fangorn.

## The Grace of the Valar

Meanwhile, Aragorn - still alive - is swept to the shore. He is revived (possibly by Arwen's graces) and Brego finds him. Aragorn rides away on Brego.

In Rivendell, Elrond confronts Arwen, telling her to leave for Valinor. When she refuses, he tells her that Aragorn will not return and that there is no hope. He says that even if Sauron is defeated and Aragorn made king, he will still eventually die; but Arwen will be doomed to outlive him, spending her remaining years grief-stricken and alone. Horrified by the vision, she agrees to leave.

Watching her depart, Elrond converses psychically with Galadriel, who summarizes that the power of the enemy is growing, and that while Saruman is setting to destroy the people of Rohan, the eye of Sauron turns to Gondor, the last free kingdom of Men. The strength of the Ringbearer is failing as Frodo begins to understand that the quest will claim his life, and that if the young Captain of Gondor will take the Ring for his own, the world will fall, and Sauron will rule Middle Earth "even unto the ending of the world." She asks Elrond to concede to send aid to the Rohirrim.

## The Window on the West

The Gondorian Captain, Faramir, is being briefed by Madril. He learns of the flight to Helm's Deep, but Sauron too is marshaling an army. Easterlings and Southrons are passing through the Black Gate. 500 men have been pulled from Osgiliath to cover the river to the north, leaving the city vulnerable.

Frodo and Sam are in the Men's hideout in Henneth Annun, a cave behind a waterfall in Ithilien. Denying that they are spies, Frodo introduces himself and Samwise, his Gardner. Faramir inquires as to their skulking friend, who Frodo denies was with them. He says they left Rivendell with seven companions - of which one was lost in Moria, two were his kin, one was a Dwarf and one Elf, and two Men: Aragorn and Boromir. At the sound of the latter name, Faramir asks if he was Boromir's friend, and that he'd be grieved to learn that he is dead. Frodo is shocked, and Faramir reveals that Boromir's horn was washed up on the riverbank two days prior, cloven in two. He flashes to a dream-like moment in which he saw his brother's body in a boat rushing down the river. Boromir was Faramir's brother.

At night, holding the cloven horn, he recalls Boromir leading them to triumph over Sauron's forces in the Battle of Osgiliath. Denethor, their father, then arrives, reprimanded Faramir who first lost the city to Sauron, and taking Boromir aside to tell him of the upcoming Council of Elrond. Denethor intimates that it is rumoured that the One Ring was found, and tasks Boromir with bringing it back to Gondor in order to help defeat Sauron. Boromir solemnly departs, saying farewell to Faramir.

Madril shakes Faramir from his memories, telling him they found Gollum. He wakes Frodo and takes him to see Gollum in the Forbidden Pool beneath Henneth Annun, hunting fish. Being that entering the pool bears the penalty of death, Faramir has men aiming arrows at the unwitting Gollum, but Frodo decides to go down to him. He lures Gollum away to safety, but as he does so Faramir's men apprehend him and interrogate him, hitting him. Smeagol think himself betrayed by Frodo, and Gollum resumes control over him. Faramir interrupts his internal dialogue by asking what is it they stole from him, to which he replies "my Precious!"

Sam encourages Frodo to use the Ring and disappear and leave. Frodo tells Sam that he can't, being that the Ring is indeed taking over his psyche. Faramir enters, having ascertained the presence of the Ring, and almost takes it from Frodo. Sam tells him they're going into Mordor, to destroy it in Mount Doom. Madril enters with news of an attack on Osgiliath. Faramir prepares his Men, and has Frodo and Sam taken along, saying that "the Ring will go to Gondor."

## Aragorn's Return

Aragorn rides, beholding the Orc army and arrives to Helm's Deep ahead of it. He is greeted Gimli, beheld solemnly by Éowyn and given the Evenstar back from Legolas. He enters and informs the King of an army of ten thousand strong approaching, a number far beyond Théoden's previous estimation. Théoden puts on an act of courage, saying that Saruman's army will pillage and burn, but will not impregnate the citadel, but Aragorn says they come to destroy the people within the fortress. Théoden tells him he is trying to keep his men from losing courage, and would rather let them at least make a heroic final stand.

Aragorn instead offers calling for aid, but Théoden mocks the idea of anyone coming, particularly Elves or Men. Aragorn suggests Gondor, but Théoden is resentful for Gondor not having been there when the Westfold fell. He orders the women and children to be placed in the caves. Crebain espy Helm's Deep.

Treebeard takes the Hobbits to Derndingle, where the Entmoot is held. Other Ents appear to decide if the Ents will go to War.

Aragorn helps with the defenses, but Legolas bids him rest. Éowyn arrives, protesting about being sent to the caves, which Aragorn deems an "honorable charge." She asks to stand at his side, but he cannot command this, and she says that he doesn't command the others to stay, and that they do simply because they love him. At the voicing of her own inner thoughts, she relents and goes to the caves.

Warriors are drafted from among the young and old of the people of Rohan, hiding in the caves. Aragorn surveys the men in the armory, lamenting that they are no soldiers. Legolas is even more upset, as they are to be 300 against ten thousand. Aragorn answers (in Elvish) that they at least have a better chance of defense in the citadel than in Edoras, but Legolas concludes that they're all going to their deaths anyway. Aragorn, bursting in common speech, says he'd die as one of them. As Gamling straps Théoden's armor on, he wonders "how did we come to this?" while the men of Rohan, some very young children, are being armed to fight an army of grown Uruk-hai.

## The Host of the Eldar

At Entmoot, Pippin says that the Ents must have decided something by now. Treebeard, overhearing, says they only just finished saying good morning, even though its night-time already. Treebeard says it takes a long time to say anything in Old Entish.

In Helm's Deep, Aragorn comforts a young boy, Haleth son of Hama, who has heard that they will not live out the night. Aragorn goes to arm himself, and Legolas comes to help him, telling him he was wrong to despair. At this, as Gimli is trying to put a suit of armor too large for him, the horn of Rivendell is heard. Haldir leads a force of Lórien Elves into Helm's Deep, under orders from Elrond.

## The Battle of the Hornburg

The men of Rohan settle on the Keep, while Aragorn commands the Elves on the Deeping Wall. The Uruks draw near, as Aragorn readies his men. The marching of the army can be heard echoing in the caves.

They start banging their spears before the walls of the fortress before one of the older men of Rohan accidentally loses his grip on his bow and accidentally lets loose an arrow. The battle begins. The Elves manage to strike down many Uruks, but they soon draw ladders against the wall. Gimli and Legolas engage in a head count, with Legolas leading with seventeen against Gimli's two.

Meanwhile, Treebeard turns to the Hobbits with good news. He has given their names to the Entmoot and they have agreed they are not Orcs.

The Orcs place their devices against the culvert in the deeping wall, and one berserker holding a torch runs towards it. Aragorn orders Legolas shoot it down, but he is unsuccessful, as the Orc falls, dying on the devices, detonating them and breaking through the deeping wall. Aragorn is thrust against the ground behind the wall. a battering ram is thrust against the gate of the keep. Gimli leaps to Aragorn's rescue, and Aragorn orders the Elvish reserve behind the wall to shoot and then engage the Uruks.

Back at Entmoot, Treebeard concludes that the Ents cannot hold back Saruman, and that this is not their war. Merry protests, but Treebeard tells him to go back to his home. Pippin tries to comfort Merry, but he tells him that the fires of Isengard will spread to Tookborrow and Buckland "and all that once green and good in this world will be gone."

Théoden orders Aragorn to retreat to the Keep. He gives the order, and Legolas help haul Gimli there. Haldir is, however, struck and by the time Aragorn comes to his aid, he has departed. He uses a ladder to attack a couple of Uruks and then retreat, while Théoden and Gamling go to the gate. An Uruk hits Théoden with a spear through a crack in the gate, and Gamling takes him away. Aragorn and Gimli help hold them, and take a small side-door to engage the Uruks before the gate.

The leap to the causeway is too long for Gimli, who orders Aragorn to toss him across. He asks that Legolas not be told, which Aragorn replies: "not a word." While they engage the Uruks, the people of Rohan repair the gate. The Uruks down below prepare large balistas which fire bolts upon which ladders can be propped against the high wall. Legolas manages to shoot one down, but others keep swarming the walls.

Théoden orders Gimli and Aragorn to get back inside. Legolas throws them a rope, which they hang on to as he pulls them up. Théoden orders a desperate retreat into the castle itself.

## Osgiliath

Treebeard takes the Hobbits to the western borders of the forest, so they can go to the Shire. Instead, Pippin asks to take them south, reasoning that they could slip past Saruman unnoticed.

Faramir men see Osgiliath burn under Sauron's attack. Frodo begs to be let go, saying the Ring has only the power to destroy. Faramir does not relent.

Treebeard arrives at the southern border of the forest, were (per Pippin's plan) he sees the devastation wrought by Saruman's felling of the trees. He calls out and the Ents emerge behind him, ready for war. Walking trees (Hourns) are sent to deal with the Orcs, while the Ents go after Isengard itself.

Arriving at Osgiliath's Western bank, Madril exposits that the eastern shore has been overtaken by Orcs and that by nightfall they'll be overrun. Frodo tells Sam Sauron's Eye is almost on him. Faramir asks Madril to take the Hobbits to his father as a "mighty gift." Sam bursts out, telling him that Boromir died after he tried to attack Frodo and take the Ring, having sworn an oath to protect him. Frodo suddenly says that "they've come" and a Nazgul screeches over the town. Faramir leads the Hobbits into a hiding place

## The Flooding of Isengard

At Helm's Deep, the Uruks had taken control of the Keep and are about to breach the castle's gate. Théoden has lost all hope. Aragorn recalls Gandalf's request to wait for him at dawn, and tells Théoden to ride out together to buy time for the women and children to escape the tunnel for a passage into the White Mountains.

Gimli sounds the horn of the castle as the Rohirrim charge out of the gate. The Uruks, un-accustomed to horse-riding, are befuddled and the riders break through the causeway when they see the White Rider over the hillside. Behind him are Éomer and his men and they charge down the hill. The Uruks raise their spears at them, but the light of day over the hillside blinds them, and the Rohirrim break through their lines.

Meanwhile, the Ents assault Isengard. One catches fire, but the Ents break the dam and the river Isen floods the place, and the Ent is extinguished.

## The Tales that Really Mattered...

Frodo leaves the hideout and goes to face the Ringwraith, bearing the Ring. Sam catches him and Faramir takes a shot at the fell beast while the Hobbits tumble down the stairs. Frodo draws Sting at Sam (as he did Gollum earlier) before he recognizes his friend. Frodo, exhausted, admits he can't do this. Sam says it's all wrong, and they shouldn't be where they are. He waxes about how it's like in the great stories, which were full of danger, but still ended happily, because the shadow is a passing thing, "and when the sun shines it will shine out the clearer." This encourages Frodo, and as Faramir approaches he says he now understands them and orders them to be released, even if his own life will be forfeit as a result.

## Flotsam and Jetsam

The Orcs fleeing Helm's Deep enter the forest of Hourns from Fangorn, and are pulverized. Éowyn rejoices to see Aragorn alive. Legolas gives his final head count of 42. Gimli brags about sitting over his 43rd victim. Legolas shoot at the Uruk to even the score, but Gimli says he was already dead. Legolas says he was twitching, and Gimli says it's because his ax is stuck in the Uruks head.

Merry and Pippin stand in the flooded circle of Isengard, seeing Saruman bewildered over the destruction of his industry and army. Merry, testing the effect of the Ent-draft, compares heights to Pippin. The younger Hobbit is starving. Suddenly, he sees an apple floating by. He looks up (as he did when Aragorn threw an apple at him in Eriador) and around to see a trail of them leading into a door in the wall, where they find Saruman's pantry. They even find Longbottom Leaf pipeweed. Treebeard, who they don't inform of the find, sniffs out the smoke.

Faramir leads the Hobbits and Gollum to the entrance to the sewers, which lead to the edge of the city. He and Sam exchange compliments before he inquires as to their route. Frodo says that Gollum is leading them to a path up some stairs near Minas Morgul. Faramir grabs Gollum asking if he means Cirith Ungol, and tells Frodo not to go by that way. Gollum says they must try, in order to get into Mordor. Faramir lets them go, but detains Gollum briefly, warning him not to lead them to harm.

In the sewers, Sam tells Gollum that Frodo tried to save him from the rangers. Gollum says he has no hard feelings, and Sam says that's very decent of him.

## Long Ways to go yet

Gandalf, looking over towards Mordor, says that the battle of Helm's Deep is over, but the battle of Middle Earth is about to begin, and that all their hopes lie with two little Hobbits somewhere in the wilderness. In the forest, Sam wonders if Frodo will ever be put into songs or tales. Frodo tells him that if they would, he just left out one of the main characters: Samwise the Brave. Sam asks Frodo not to make fun, but later fancies the title.

They call out to Smeagol, but in his torment, he deliberates killing them. Smeagol, himself driven to wickedness, says that Sam knows, and will not allow him to take the Ring from Frodo. He then hits upon the idea of letting "her" do it, and take the Ring once they're dead. He rejoins the Hobbits, leading them towards Mordor, as storm clouds hover over it.

## Cast

* Frodo Baggins - Elijah Wood
* Gandalf - Sir Ian McKellen
* Arwen Evenstar - Liv Tyler
* Aragorn - Viggo Mortensen
* Samwise Gamgee - Sean Astin
* Galadriel - Cate Blanchett
* Gimli - John Rhys-Davies
* Théoden - Bernard Hill
* Saruman - Sir Christopher Lee
* Pippin - Billy Boyd
* Merry - Dominic Monaghan
* Legolas - Orlando Bloom
* Elrond - Hugo Weaving
* Éowyn - Miranda Otto
* Faramir - David Wenham
* Éomer - Karl Urban
* Gollum - Andy Serkis
* Gríma Wormtongue - Brad Dourif
* Haldir of Lórien - Craig Parker
* Treebeard - John Rhys-Davies (voice)
* Boromir (Extended Edition only) - Sean Bean
* Denethor (Extended Edition only) - John Noble
* Aldor - Bruce Allpress
* Madril - John Bach
* Sharku / Snaga - Jed Brophy
* Theodred - Paris Howe Strewe
* Lugdush - Sala Baker
* Haleth - Calum Gittins
* Gamling - Bruce Hopkins
* Uglúk - Nathaniel Lees
* Háma - John Leigh
* Mauhúr - Robbie Magasiva
* Morwen - Robyn Malcolm
* Éothain - Sam Comery
* Freda - Olivia Tennet
* Damrod - Alistair Browning
* Bereg - Ray Trickett
* Grishnakh - Stephen Ure

## Appearances

### Sentient Species

* Men
* Hobbits
* Dwarves
* Elves
* Wargs
* Orcs
* Istari
* Valar (mentioned)
* Uruk-Hai

### Creatures

* Horse
* Dog

## Production Information

Joining the project in late 1997, Helm's Deep was the first structure that Alan Lee worked on. It was one of the first miniatures built and part of the forty five minute video that sold the project to New Line. The miniature was born at 1:35 scale. It was once from an illustration that Lee had done for a book with fellow illustrator and designer John Howe suggesting a curved wall. For the long-shots, Jackson used the miniature to plan the battle with 40000 toy soldiers[1]. Helm's Deep was later built at Dry Creek Queery

John Howe was the basic designer of the forces of evil. He and Lee fully created the Black Gate (though a typo in the script made the miniature into two) and Osgiliath, the ruined city reflecting London during the Blitz or Berlin in 1945.

Principal photography began between October 11, 1999 to December 22, 2000. Scenes in Rohan were shot early on.

During principal photography, Viggo Mortensen accidentally broke two of his toes when he kicked the Orc helmet when believing Merry and Pippin to be dead.

Orlando Bloom fell off his horse and cracked three ribs while Brett Beattie, John Rhys-Davies' stunt double dislocated his knee.

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 chipped during the nightshoots, and Bernard Hill also got his ear slashed